TCR_Public/101108.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, November 8, 2010, Vol. 14, No. 310

                            Headlines

15-35 HEMPSTEAD: Court Extends Filing of Schedules Until Nov. 24
15-35 HEMPSTEAD: Section 341(a) Meeting Scheduled for Dec. 2
15-35 HEMPSTEAD: Taps Ciardi Ciardi as Bankruptcy Counsel
375 ELM: Voluntary Chapter 11 Case Summary
400 WALNUT: Court Fixes January 19 as Governmental Unit Bar Date

400 WALNUT: Files Schedules of Assets and Liabilities
400 WALNUT: Hearing on Use of Cash Continued Until December 9
400 WALNUT: Plan Contemplates Cure of 4th Walnut Note Defaults
400 WALNUT: Wants April 20 Plan Exclusivity Extension
ALFREDO CASAS: Case Summary & 20 Largest Unsecured Creditors

ALI MANTEGHI: Case Summary & 20 Largest Unsecured Creditors
AMERICAN INT'L: Steve Miller to Take Over if Benmosche Quits
ANGIOTECH PHARMA: Sub. Noteholders Sign Inks Recapitalization Deal
ARIZONA CHEMICALS: Moody's Assigns 'B1' Corporate Family Rating
ASARCO LLC: Plan Admin. Wants Arthur Andersen Claim Denied

ASARCO LLC: Plan Admin. Wants Barclays' Fees Considered Disputed
AUTOTRADER.COM: Kelly Blue Deal Won't Affect Moody's Ba3 Rating
AVIS BUDGET: Fitch Affirms Issuer Default Rating at 'B+'
AWAL BANK: Administrator May Be Rethinking Chapter 11 Filing
AZ CHEM: S&P Affirms Corporate Credit Ratings at 'B'

BLACK ELK: Moody's Assigns 'Caa2' Rating to $150 Mil. Notes
BLACK ELK: S&P Assigns Corporate Credit Rating at 'B-'
BURLINGTON COAT: Moody's Assigns 'B3' Rating to $1 Bil. Loan
BXP 1 LLC: Gets OK to Hire Backenroth Frankel as Bankr. Counsel
BXP 1 LLC: Files Schedules of Assets & Liabilities

CCGI HOLDINGS: Moody's Retains 'B2' Rating on Senior Secured Loan
CCMS LLC: Case Summary & 20 Largest Unsecured Creditors
CFRI/GREENLAW: Files New List of 20 Largest Unsecured Creditors
CHEMTURA CORP: Submits Technical Amendments to Chapter 11 Plan
CLAIRE'S STORES: Bank Debt Trades at 11% Off in Secondary Market

CLEARWIRE CORP: Posts $565MM Loss, Notes of Going Concern Doubt
CLOVERLEAF ENTERPRISES: Chapter 11 Trustee Takes Over
COLONIAL BANCGROUP: Discloses Possible Stake in CBG Florida
COMMERCE PARK ASSOC. 2: Voluntary Chapter 11 Case Summary
COMMERCE PARK ASSOC. 6: Voluntary Chapter 11 Case Summary

CRICKET COMMUNICATIONS: Moody's Puts B3 Rating on $1.2 Bil. Notes
CUMULUS MEDIA: Bank Debt Trades at 8% Off in Secondary Market
CUMULIS MEDIA: Posts $9.73 Million Net Income in Sept. 30 Quarter
DAUFUSKIE ISLAND: Sells Two S.C. Properties for $4.6 Million
DBSI INC: GigOptix Transfers Shares to Liquidating Trustee

DIANE KING: Case Summary & 6 Largest Unsecured Creditors
DYNEGY INC: FERC Approves Blackstone Group Acquisition
EASTMAN KODAK: Posts $43 Million Net Loss in September 30 Quarter
EATON MOERY: Has Until January 28 to File Reorganization Plan
EATON MOERY: Asks Approval of Paragon Factoring Facility

EPICEPT CORPORATION: Settles All Ceplene Issues With FDA
ERAS NOEL: Voluntary Chapter 11 Case Summary
FIRST VIETNAMESE: Closed; Grandpoint Bank Assumes Deposits
FQRV LLC: Case Summary & 12 Largest Unsecured Creditors
FREESCALE SEMICON: Bank Debt Trades at 5% Off in Secondary Market

FX REAL ESTATE: Expects to Lose Las Vegas Business
GAVILON LLC: Moody's Assigns 'Ba3' Rating to $900 Mil. Loan
GENERAL GROWTH: Commences NYSE "When Issued" Trading
GENTA INC: Gets EMA's "Supportive" Advice on Phase 3 Trial
GERMANTOWN SETTLEMENT: Judge Orders Liquidation of Key Subsidiary

GUITAR CENTER: Bank Debt Trades at 9% Off in Secondary Market
GULF COUNTY: Fitch Affirms 'BB' Rating on $5.1 Million Bonds
GULFSTREAM INT'L: Proposes $5MM of Financing from Victory Park
GULFSTREAM INT'L: Taps Garden City as Claims & Noticing Agent
GULFSTREAM INT'L: Receives Delisting Notice From NYSE Amex

GULFSTREAM INT'L: Case Summary & 20 Largest Unsecured Creditors
HEALTHSOUTH CORP: Earns $42 Million in Third Quarter
HANESBRANDS INC: Moody's Affirms 'Ba3' Corporate Family Rating
HANESBRANDS INC: S&P Gives Stable Outloook, Affirms 'BB-' Rating
HAWKER BEECHCRAFT: Bank Debt Trades at 15% Off in Secondary Market

HEALTHSOUTH CORP: Repays Term Loans, Enters New $500MM Facility
HOLIDAY ISLE: Chapter 11 Reorganization Case Dismissed
INDIO SUN: Files Amended List of Largest Unsecured Creditors
INDIO SUN: Files Schedules of Assets and Liabilities
INTRALINKS INC: Moody's Upgrades Corporate Family Rating to 'B2'

ISTAR FINANCIAL: Posts $83-Mil. Net Loss in Sept. 30 Quarter
JACKSON 299: Court Extends Filing of Schedules Until Nov. 24
JACKSON 299: Section 341(a) Meeting Scheduled for Dec. 2
JACKSON 299: Proposes Ciardi Ciardi as Bankruptcy Counsel
JAMES OSTBERG: Case Summary & 17 Largest Unsecured Creditors

JERRY SHIPLEY: Voluntary Chapter 11 Case Summary
JOHN HAYHURST: Voluntary Chapter 11 Case Summary
K BANK: Closed; M&T Bank Assumes All Deposits
K3 ENTERPRISES: Case Summary & 17 Largest Unsecured Creditors
KANSAS CITY SOUTHERN: Fitch Ups Issuer Default Ratings to 'BB'

KTM INVESTMENTS: Case Summary & 12 Largest Unsecured Creditors
LAND CONSERVANCY: Voluntary Chapter 11 Case Summary
LEAP WIRELESS: S&P Assigns 'B-' Rating to $1.2 Billion Notes
LENNAR CORPORATION: Fitch Assigns 'BB+' Rating to $350 Mil. Notes
LENNAR CORPORATION: Moody's Assigns 'B3' Rating to $435 Mil. Notes

LENNY DYKSTRA: Trustee Wants Case Consolidated with Companies
LESLIE'S POOLMART: Moody's Assigns 'Ba3' Rating to $305 Mil. Notes
LEVEL 3 COMMS: Bank Debt Trades at 6% Off in Secondary Market
LEVEL 3 COMMS: Posts $163-Mil. Net Loss in Sept. 30 Quarter
LEXICON UNITED: Completes Merger With Pathwhorks PCO

MERCER INTERNATIONAL: S&P Affirms 'B' Corporate Credit Rating
MESA AIR: Objects to ELFC $558,670 Bill for Engine Leases
MESA AIR: Embraer to Buy More Claims as Part of Aircraft Contracts
MESA AIR: Raytheon Transfers $18-Mil. Claim to JPMorgan
MOLECULAR INSIGHT: Posts $18.3 Million Net Loss in Q3 2010

MOMENTIVE PERFORMANCE: $1BB in Notes to Have Issue Price of 100%
MONIKA CATLIN: Case Summary & 20 Largest Unsecured Creditors
MPG OFFICE: Plaza and Westin Pasadena Mortgage Loan Extended
NAVISTAR INT'L: Aiming for $20 Billion in Revenue
NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors

ORTHOFIX INTERNATIONAL: Moody's Puts 'B1' Rating on $300 Mil. Loan
PALMAS COUNTRY: Plan Confirmation Hearing Set for Dec. 14
PATIENT SAFETY: Names David Dreyer as New Chief Financial Officer
PATRICK HACKETT: U.S. Trustee Wants Case Converted to Chapter 7
PATRICK TRANSPORTATION: Case Summary & 18 Largest Unsec Creditors

PENSON WORLDWIDE: S&P Cuts Counterparty Credit Rating to 'BB-'
PIERCE COMMERCIAL BANK: Closed; Heritage Bank Assumes All Deposits
POLYPORE INTERNATIONAL: Moody's Affirms 'B2' Corp. Family Rating
PREGIS CORP: S&P Downgrades Corporate Credit Ratings to 'B-'
QSGI INC: Court Sets December 2 Disclosure Statement Hearing

QUALITY DISTRIBUTION: S&P Raises Corporate Credit Ratings to 'B'
RASER TECHNOLOGIES: Amends Thermo No. 1 Forbearance Agreement
REAL MEX: Michael Alger Resigns from Board of Directors
REDDY ICE: SEC Closes Informal Inquiry
REVLON INC: Sept. 30 Balance Sheet Upside-Down by $991.8-Mil.

RONALD SCHENA: Court Interprets Sec. 522(d)(10)(E) Exemption
SCENIC AMERICA: Case Summary & 20 Largest Unsecured Creditors
SENECA GAMING: S&P Assigns 'BB' Rating to $325 Mil. Senior Notes
SCHUTT SPORTS: Riddell Says It Didn't Violate Stay
SHAKTI KRUPA: Case Summary & 7 Largest Unsecured Creditors

SHAWNEE HOSPITALITY: Voluntary Chapter 11 Case Summary
SHEARER'S FOODS: S&P Gives Negative Outlook; Affirms 'B' Rating
SILVER CREEK: Case Summary & 18 Largest Unsecured Creditors
SINGH & SINGH: Voluntary Chapter 11 Case Summary
SONOMA VINEYARD: Taps Michael Fallon as Bankruptcy Counsel

SPRINT NEXTEL: Says Default by Clearwire Could Have Adverse Impact
STEPHEN BALDWIN: Negotiates Settlement Reducing Mortgage
STILLWATER MINING: PGM Board Sets Shareholders Meeting on Nov. 15
TAMARACK RESORT: Credit Suisse Wants Case Converted or Dismissed
TIMOTHY BARKER: Case Summary & 8 Largest Unsecured Creditors

TRIBUNE CO: Bank Debt Trades at 35% Off in Secondary Market
UAL CORP: Bank Debt Trades at 5% Off in Secondary Market
UNIFI INC: Shareholders Elect Nine Directors
UNIGENE LABORATORIES: Names Alex Martin as VP of Business Devt.
US ANTIMONY: Reports Delay of Mexican Antimony Mill

USG CORP: Moody's Affirms Junk Corporate Family Rating
USG CORP: S&P Changes Outlook to Negative, Affirms 'B+' Rating
VIRGINIA OAKS: Voluntary Chapter 11 Case Summary
VONAGE HOLDINGS: S&P Assigns 'B+' Corporate Credit Rating
WEST BARRETT: Case Summary & Largest Unsecured Creditor

WESTERN COMMERCIAL: Closed; First California Bank Assumes Deposits
WOLVERINE TUBE: Organizational Meeting to Form Panel on Nov. 9
YRC WORLDWIDE: Teamsters Ratify New Labor Contract

* Year's Total Bank Failures Eclipse All of 2009

* Moody's: PE-Backed Exchanges Beat Chapter 11 in Recoveries
* S&P's 2010 Global Corporate Defaults Tally Now at 50
* Moody's: Global Default Rate Falls to 3.7% in October

* Luce Forward's Donabedian in Calif.'s Insolvency Law Committee

* BOND PRICING -- For Week From November 1 to 5, 2010

                            *********

15-35 HEMPSTEAD: Court Extends Filing of Schedules Until Nov. 24
----------------------------------------------------------------
The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the
District of New Jersey extended, at the behest of 15-35 Hempstead
Properties, LLC, the deadline for the filing of schedules of
assets and liabilities, for an additional 15 days, until
November 24, 2010.

The Debtor said that it is in the process of compiling the
information necessary to complete the schedules.  The Debtor needs
additional time to accurately determine its assets and
liabilities.

15-35 Hempstead Properties, LLC, owns real property at 101
Boardwalk in Atlantic City, New Jersey.  It filed for Chapter 11
bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case
No. 10-43178).  Albert A. Ciardi, III, Esq., at Ciardi Ciardi &
Astin, P.C., assists 15-35 Hempstead in its restructuring effort.
15-35 Hempstead estimated its assets and debts at $10 million to
$50 million.

Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11
petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180).


15-35 HEMPSTEAD: Section 341(a) Meeting Scheduled for Dec. 2
------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of 15-35
Hempstead Properties, LLC's creditors on December 2, 2010, at
10:00 a.m.  The meeting will be held at Bridge View Building,
Suite 102, 800 Cooper Street, Camden, NJ 08101.

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.

15-35 Hempstead Properties, LLC, owns real property at 101
Boardwalk in Atlantic City, New Jersey.  It filed for Chapter 11
bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case
No. 10-43178).  Albert A. Ciardi, III, Esq., at Ciardi Ciardi &
Astin, P.C., assists 15-35 Hempstead in its restructuring effort.
15-35 Hempstead estimated its assets and debts at $10 million to
$50 million.

Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11
petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180).


15-35 HEMPSTEAD: Taps Ciardi Ciardi as Bankruptcy Counsel
---------------------------------------------------------
15-35 Hempstead Properties, LLC, asks for authorization from the
U.S. Bankruptcy Court for the District of New Jersey to employ
Ciardi Ciardi & Astin as bankruptcy counsel.

Ciardi Ciardi will:

     a. give legal advice with respect to its powers and duties as
        debtor-in-possession;

     b. prepare motions, application, answers, orders, reports and
        other legal papers as necessary; and

     c. perform all other legal services.

Ciardi Ciardi will be paid based on these rates:

        Partners               $465-$545
        Of Counsel               $305
        Associates             $200-$350
        Paralegals             $120-$180

To the best of the Debtor's knowledge, Ciardi Ciardi is a
"disinterested person" as that term defined in Section 101(14) of
the Bankruptcy Code.

15-35 Hempstead Properties, LLC, owns a certain parcel of real
property at 101 Boardwalk in Atlantic City, New Jersey.  It filed
for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr.
D. N. J. Case No. 10-43178).  15-35 Hempstead estimated its assets
and debts at $10 million to $50 million.

Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11
petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180).


375 ELM: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: 375 Elm Associates, LP
        401 E. Elm Street, Suite 150
        Conshohocken, PA 19428

Bankruptcy Case No.: 10-19536

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Bruce I. Fox

Debtor's Counsel: Thomas Daniel Bielli, Esq.
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 1930
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: (215) 557-3551
                  E-mail: tbielli@ciardilaw.com

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

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

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

The petition was signed by Robert P. Shaffer, president of 375
Elm, Inc., general partner of Debtor.


400 WALNUT: Court Fixes January 19 as Governmental Unit Bar Date
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
has established January 19, 2011, as the deadline for governmental
units to file proofs of claim against 400 Walnut Associates, L.P.

Proofs of claim must be delivered to:

   Clerk' Office
   U.S. Bankruptcy Court for the
   Eastern District of Pennsylvania
   Robert N.C. Nix, Sr. Building
   900 Market Street, Suite 400
   Philadelphia, PA 19107

The general claims bar date was October 15.

Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P.,
filed for Chapter 11 bankruptcy protection on July 23, 2010
(Bankr. E.D. Pa. Case No. 10-16094).  Aris J. Karalis, Esq., and
Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the
Debtor.  The Company estimated assets and debts at $10 million to
$50 million in its Chapter 11 petition.

Affiliates 23S23 Construction, Inc., (Bankr. E.D. Pa. Case No. 09-
12652) and Carriage House Condominiums, LP (Case No. 09-12647)
filed separate Chapter 11 petitions in April 2009.


400 WALNUT: Files Schedules of Assets and Liabilities
-----------------------------------------------------
400 Walnut Associates, L.P., filed with the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania its schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property            $3,971,481
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $12,676,177
  E. Creditors Holding
     Unsecured Priority
     Claims                                              $110
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $4,854,671
                                 -----------      -----------
        TOTAL                     $3,971,481       $17,530,958

Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P.,
filed for Chapter 11 bankruptcy protection on July 23, 2010
(Bankr. E.D. Pa. Case No. 10-16094).  Aris J. Karalis, Esq., and
Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the
Debtor.  The Company estimated assets and debts at $10 million to
$50 million in its Chapter 11 petition.

Affiliates 23S23 Construction, Inc. (Bankr. E.D. Pa. Case No. 09-
12652) and Carriage House Condominiums, LP (Case No. 09-12647)
filed separate Chapter 11 petitions in April 2009.


400 WALNUT: Hearing on Use of Cash Continued Until December 9
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
has continued until December 9, 2010, at 10:30 a.m., the hearing
on 400 Walnut Associates, L.P.'s request to further access cash
securing its obligation to Sovereign Bank.

The Bankruptcy Court previously entered an interim order allowing
the Debtor to access cash collateral.

As reported in the Troubled Company Reporter on August 6, the
Debtor has a secured debt of $11,984,927 to prepetition lender
Sovereign Bank, successor-in-interest to Independence
Community Bank.  The amount owed is in connection with the
Debtor's refinancing of the real property located at 400-414
Walnut Street, Philadelphia, Pennsylvania 19106 in February 2004
through Independence Community Bank.  The debt has been sold to
4th Walnut Associates, L.P.

Aside from debt to Sovereign, the Debtor also owes RAIT
Partnership, L.P., as mezzanine lender, $600,000.  The debt is
secured by a second mortgage on the Property and pledges of the
general and limited partnership interests in the Debtor.  The
Debtor also has other unliquidated debts of approximately $538,000
due numerous trade creditors of which the sum of approximately
$510,000 is disputed.

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

As adequate protection of the interests of the lender against
diminution in value of its interests in the property and cash
collateral, the Debtor will grant the lender replacement liens.

                         About 400 Walnut

Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P.,
filed for Chapter 11 bankruptcy protection on July 23, 2010
(Bankr. E.D. Pa. Case No. 10-16094).  Aris J. Karalis, Esq., and
Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the
Debtor.  The Company estimated assets and debts at $10 million to
$50 million in its Chapter 11 petition.

Affiliates 23S23 Construction, Inc. (Bankr. E.D. Pa. Case No. 09-
12652) and Carriage House Condominiums, LP (Case No. 09-12647)
filed separate Chapter 11 petitions in April 2009.


400 WALNUT: Plan Contemplates Cure of 4th Walnut Note Defaults
--------------------------------------------------------------
400 Walnut Associates, L.P. and its affiliates submitted to the
U.S. Bankruptcy Court for the Eastern District of Pennsylvania a
proposed Plan of Reorganization and an explanatory Disclosure
Statement.

The Debtors propose a December 9, 2010, hearing to consider
adequacy of 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 implementation of the
Plan will address these components: (i) Plan funding; (ii)
management of the property; (iii) the cure of the Debtor's default
under the 4th Walnut note;  (iv) the extension of the monthly
installments of principal and interest under the 4th Walnut note,
for an additional five years; and (v) the refinance of the
property to pay allowed secured claim of 4th Walnut on or before
March 1, 2016.

Subject to the Plan being confirmed, 400 Walnut and Turchi, Inc. ,
will place into a reserve account to be established by the
Disbursing Agent cash sufficient to make payments required on
the Effective Date to the classes as set forth in the Plan.

Under the Plan, Reorganized 400 Walnut will have sufficient funds
to make all necessary payments and to continue operations.

Unsecured creditors affiliated with 400 Walnut will receive a cash
flow note, without interest that will provide for no payments
until all secured creditors and administrative claimants are paid.

The current equity holders will retain their interests in the
Debtor.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/400Walnut_DS.pdf

                         About 400 Walnut

Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P.,
filed for Chapter 11 bankruptcy protection on July 23, 2010
(Bankr. E.D. Pa. Case No. 10-16094).  Aris J. Karalis, Esq., and
Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., represent the
Debtor.  The Company estimated assets and debts at $10 million to
$50 million in its Chapter 11 petition.

Affiliates 23S23 Construction, Inc. (Bankr. E.D. Pa. Case No. 09-
12652) and Carriage House Condominiums, LP (Case No. 09-12647)
filed separate Chapter 11 petitions in April 2009.


400 WALNUT: Wants April 20 Plan Exclusivity Extension
-----------------------------------------------------
400 Walnut Associates, L.P., asks the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania to extend its exclusive
periods to file and solicit acceptances for the proposed Plan of
Reorganization until February 19, 2011, and April 20,
respectively.

The Debtor have already filed a proposed Chapter 11 Plan of
Reorganization.  The Debtor will begin soliciting votes on the
Plan following approval of the adequacy of the information in the
explanatory Disclosure Statement.

The Debtor relates that it needs more time to discuss Plan support
with its creditors, including 4th Walnut Associates, L.P.  To
date, 4th Walnut has not responded nor supported the Debtor's
efforts to reorganize its affairs.

Philadelphia, Pennsylvania-based 400 Walnut Associates, L.P.,
filed for Chapter 11 bankruptcy protection on July 23, 2010
(Bankr. E.D. Pa. Case No. 10-16094).  Aris J. Karalis, Esq., and
Robert W. Seitzer, Esq., at Maschmeyer Karalis P.C., assists the
Debtor in its restructuring effort.  The Company estimated its
assets and debts at $10 million to $50 million.

Affiliates 23S23 Construction, Inc., (Case No. 09-12652) and
Carriage House Condominiums, LP (Case No. 09-12647) filed separate
Chapter 11 petition in April 2009.


ALFREDO CASAS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Alfredo Casas
               Sonia Casas
               3846 Tina Place
               Stockton, CA 95215

Bankruptcy Case No.: 10-49025

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of California (Sacramento)

Judge: Thomas Holman

Debtor's Counsel: Mark J. Hannon, Esq.
                  1114 W Fremont St
                  Stockton, CA 95203-2622
                  Tel: (209) 942-2229
                  E-mail: markjhannon@yahoo.com

Scheduled Assets: $742,655

Scheduled Debts: $1,670,188

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/caeb10-49025.pdf


ALI MANTEGHI: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Ali A. Manteghi
        4500 Mandrake Ct
        Plano, TX 75093

Bankruptcy Case No.: 10-43851

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Mark A. Weisbart, Esq.
                  THE LAW OFFICES OF MARK A. WEISBART
                  12770 Coit Road, Suite 541
                  Dallas, TX 75251
                  Tel: (972) 628-3694
                  Fax: (972) 628-3687
                  E-mail: weisbartm@earthlink.net

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

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

A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txeb10-43851.pdf


AMERICAN INT'L: Steve Miller to Take Over if Benmosche Quits
------------------------------------------------------------
American International Group Inc.'s board of directors unanimously
voted to keep Benmosche, president and chief executive officer of
AIG, as CEO until AIG completed repayment of its taxpayer
obligations, expected to be sometime in 2012.

"We are committed to management continuity and ensuring that we
have established appropriate, orderly succession plans," AIG said
in a statement.

"Given the effectiveness of Bob's leadership, his commitment to
his role, and the strength of the AIG management team, the Board
remains comfortable with its current succession planning
timetable," the statement added.

AIG, however said that in light of "the news of Bob's health
condition," it held a meeting to review its succession planning
process.

AIG stated, "While Bob continues to perform his job very well, and
we have no reason to expect otherwise going forward, we determined
on the basis of prudence the following:

    * In the event that Bob would become unwilling or unable to
      continue to effectively serve in his current role, our
      Chairman, Steve Miller, would step in as interim CEO of AIG
      for as long as it takes to identify and select a long-term
      replacement for Bob.

    * The Board intends to review its selection criteria for the
      next CEO and will continue to discuss succession planning.
      The choice of a long term successor to the CEO will include
      a fair evaluation of internal candidates as well as external
      candidates.  The process would then be concluded when, over
      the next two years, it is appropriate to name Bob's eventual
      successor."

                             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.


ANGIOTECH PHARMA: Sub. Noteholders Sign Inks Recapitalization Deal
------------------------------------------------------------------
Angiotech Pharmaceuticals Inc. has entered into a Recapitalization
Support Agreement with the holders of approximately 73% of its
7.75% Senior Subordinated Notes to effectuate a recapitalization
of the Company that will result in a significant reduction of its
debt.  Upon implementation, the recapitalization transaction
will eliminate $250 million in total indebtedness and provide
significant improvements to Angiotech's credit ratios, liquidity
and financial flexibility.

"After a challenging period in our Company's financial history, we
are now able to announce the completion of a necessary transaction
proposal with our noteholders," said Dr. William Hunter, President
and CEO of Angiotech.  "Our highly dedicated team has remained
focused on our Company's long-term objectives throughout this
period, and we believe this transaction will provide the financial
foundation we will need to pursue our innovation and commercial
strategies for our many exciting products, including our Quill
surgical products franchise, our proprietary interventional
radiology products and the launch of our 5-FU eluting anti-
infective medical device product candidates."

Thomas Bailey, Chief Financial Officer of Angiotech, said "Our
innovation initiatives will require significant capital to support
their growth and success, and we have been able to work out a
consensual transaction with our noteholders that we believe will
better align our Company's capital structure with our business
strategy."

Under the Support Agreement, the Consenting Noteholders have
agreed to exchange their Subordinated Notes for new common stock
in the Company.  The Exchange Offer will be open to all qualifying
holders of the Subordinated Notes and Noteholders participating in
the Exchange Offer would receive 90% of the new common stock of
Angiotech issued and outstanding following the completion of the
recapitalization transaction, subject to potential dilution.  The
Noteholders that agree to the terms of the Support Agreement
by November 30, 2010 will be entitled to receive, as additional
consideration, 3.5% of the new common stock of Angiotech issued
and outstanding at the completion of the recapitalization
transaction, subject to potential dilution.

A full-text copy of the Recapitalization Support Agreement is
available for free at http://ResearchArchives.com/t/s?6da9

                         About Angiotech

Based in Vancouver, British Columbia, in Canada, Angiotech
Pharmaceuticals, Inc. (NASDAQ: ANPI; TSX: ANP) --
http://www.angiotech.com/-- is a global specialty pharmaceutical
and medical device company.  Angiotech discovers, develops and
markets innovative treatment solutions for diseases or
complications associated with medical device implants, surgical
interventions and acute injury.

The Company's balance sheet at June 30, 2010, showed
$110.6 million in total assets, $51.8 million in total current
liabilities, $622.2 million total non-current liabilities, and
$339.7 million in stockholders' deficit.

Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Angiotech Pharmaceuticals Inc. to 'D' (default)
from 'CC'.  At the same time, S&P lowered its issue-level rating
on the company's US$250 million senior subordinated debt to 'D'
from 'C'.  S&P also lowered the issue-level rating on the
US$325 million senior unsecured notes to 'C' from 'CC'.  The
recovery rating on each debt piece is unchanged.

Moody's Investors Service downgraded the probability of default
rating of Angiotech Pharmaceuticals, Inc., to Ca/LD from Ca and
affirmed the Corporate Family Rating at Ca.  The company's other
existing debt ratings were affirmed.  The outlook is developing.


ARIZONA CHEMICALS: Moody's Assigns 'B1' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned ratings to Arizona Chemicals
Holdings Corporation, a specialty chemical manufacturer, for its
recapitalization in connection with American Securities LLC's
definitive agreement to acquire ACHC from Rhone Capital LLC's.
The total transaction consideration is estimated to be just over
$790 million including fees and expenses.  The acquisition is
expected to be financed with aggregate proceeds of $470 million
from a first lien term loan facility issued by AZ Chem US Inc. an
indirect subsidiary of ACHC, and about $320 million of an equity
contribution consisting of approximately $240 million in cash from
AmSec and approximately $80 million of rollover equity from
remaining owners.  The existing ratings for AZ Chem Sweden
Holdings AB and the ratings for its subsidiaries were raised one
notch.  The rating outlooks are stable.

Moody's assigned these ratings to:

Arizona Chemicals Holdings Corporation

  -- Corporate family rating, B1
  -- Probability of default rating, B1

AZ Chem US Inc. (New)

  -- $50 million Senior Sec Revolver due 2015, B1 (LGD 3, 47%)

  -- $470 million 1st lien Senior Secured Term Loan due 2016, B1
     (LGD 3, 47%)

Ratings raised and to be withdrawn at closing

AZ Chem Sweden Holdings AB

  -- Corporate family rating, to B1 from B2
  -- Probability of default rating, to B1 from B2

AZ Chem US Inc.

  -- $50 million guaranteed First Lien Revolving Credit Facility
     due 2012, to Ba3 LGD 3, 32% from B1 (LGD 3, 33%)

  -- $140 million First Lien Term Loan due 2013, to Ba3 LGD 3, 32%
     from B1 (LGD 3, 33%)

  -- $136 million Second Lien Term Loan due 2014, to B3 LGD 5, 76%
     from Caa1 (LGD 5, 79%)

AZ Chem Sweden AB

  -- $100 million equivalent Euro First Lien Term Loan due 2013,
     to Ba3 LGD 3, 32% from B1 (LGD 3, 33%)

The ratings are subject to the review of executed documents.

                        Ratings Rationale

The B1 corporate family rating assigned to ACHC is constrained by
weak pro forma credit metrics.  On a pro forma basis Moody's
expects at December 31, 2011, debt to EBITDA (excluding non-
recurring items and reflecting Moody's standard analytical
adjustments) will approach 3.9 times and EBITDA to Interest will
be about 3.7 times.  Moody's expects pro forma free cash flow to
debt of about 9% in the fiscal year ending December 31, 2011.

Other factors constraining the ratings include (1) the small
revenue base of Arizona and reliance on a single primary business
- crude tall oil based products, (2) difficult operating
performance in 2008 due in part to unusual one-time items, and
(3) the narrow financial disclosure, going forward, provided by an
issuer with non-SEC filings.  An additional concern is the desire
to see a longer track record of sustainable margin improvement.
Margins have improved markedly due to cost cutting initiatives,
customer mix improvements, and currently favorable market
conditions in competitive chemistries.  Often margins can be
pressured as competitors and customers react to higher price
points which may result in the need to share productivity gains to
maintain volumes.

The key factors supporting the B1 corporate family rating are the
company's market positions, geographic diversification, and long-
lived customer and supplier relationships.  In addition, the
ratings are further aided by high barriers to entry, adequate
operating margins and a strong relationship with International
Paper -- a key raw material provider.  The stable ratings outlook
anticipates modest overall revenue growth and relative operating
margin stability driven primarily by productivity initiatives and
the benefits of cost rationalization.

The stable outlook reflects Moody's expectation that ACHC will
generate modest amounts of free cash flow over the next two years
and be unable to meaningfully reduce leverage.  However, the
outlook also assumes that ACHC will be able to maintain shares in
key end-markets and successfully avoid any material margin
erosion.  The rating currently has limited upside due to the high
leverage from the recapitalization.  An upward revision to the
rating could be considered once the company develops a successful
track record of margin stability over 4-8 quarters and
demonstrates improved credit metrics.  The rating could be
pressured if EBITDA margins were to fall below 8% and free cash
flow too debt were to fall below 4%

Headquartered in Jacksonville - Florida, AZ Chem US Inc. is a
global leader in the production and sales of pine based specialty
chemicals.  Estimated revenue for the LTM period ended
September 30, 2010, was over $846 million.


ASARCO LLC: Plan Admin. Wants Arthur Andersen Claim Denied
----------------------------------------------------------
Mark A. Roberts, in his capacity as Plan Administrator, asks
Judge Schmidt to disallow and extinguish Claim No. 3511 filed by
Arthur Andersen, LLP.

Under the Claim, Arthur Andersen seeks allowance of a general
unsecured claim in an unliquidated amount based on an alleged
prepetition agreement for certain tax preparation services
associated with the carryback of net operating losses related to
specified liability losses under Section 172(F) of the Internal
Revenue Code.

The Prepetition Agreement provided, in pertinent part, that the
amount of interest recovered or credited to the company as a
result of the 10-year carryback provision will be calculated
similar to the tax on a "with and without" basis.  That is, the
amount of interest recovered or credited would be compared with
the hypothetical amount of interest that would have been
recovered if the 10-year carryback provisions had not been
applied.  The Agreement was subsequently modified.

Dion W. Hayes, Esq., at McGuirewoods LLP, in Richmond, Virginia,
relates that to date, Arthur Andersen has not furnished a "with
and without" analysis as required under the Agreement to
determine the actual tax and interest savings attributable to
application of the carryback provision.  Hence, he asserts,
Arthur Andersen failed to include supporting documentation with
its proof of claim sufficient to constitute prima facie evidence
of its validity.

Without the analysis, ASARCO is unable to determine the amount
due and owing to Arthur Andersen, and Arthur Andersen has not met
its burden to prove ASARCO's liability for the Claim in any
amount, Mr. Hayes contends.  He adds that, to the extent any
amount is due and owing, Section 502(b) of the Bankruptcy Code
requires that Arthur Andersen's Claim be valued "as of the date
of the filing of [ASARCO's chapter 11 petition]."

A hearing will be held on November 19, 2010, to consider the Plan
Administrator's objection.

                           Responses

A. Colorado School of Mines

Colorado School of Mines, holder of Claim No. 18309, relates that
it seeks to recover costs it incurred investigating and cleaning
up environmental contamination caused by the Debtors and other
potentially responsible parties at a former mining research
center located in Golden, Colorado.  According to the Colorado
School of Mines, the contamination was caused by research
materials brought to and left at the Site by multiple companies
in the mining industry, including the Debtors, for
experimentation and development of new technologies and products.

The Debtors are liable under the Comprehensive Environmental
Response, Compensation and Liability Act because they, or their
predecessors, arranged for disposal or treatment of hazardous
substances at the Site, James B. Holden, Esq., Senior Assistant
Attorney General, in Denver, Colorado -- james.holden@state.co.us
-- asserts.  He points out that the Debtors are liable under
CERCLA because they were owners and operators of a facility or
facilities located at the Site at the time of disposal of
hazardous substances at the Site.

Colorado has incurred, and will continue to incur, response costs
in excess of $10 million to clean up the contamination at the
Site, Mr. Holden reveals.  He adds, among other things, that
Colorado is trying to remediate the Site to meet standards
protective of human health or environment after being
contaminated by the activities of Debtors.

B. Tony A. Padilla

In support of his Claim Nos. 17716, 18434 and 18563 and of his
response to the Plan Administrator's objection to the Claims,
Tony A. Padilla filed with the Court an exhibit containing the
case, IUE-CWA v. Visteon Corporation (In re Visteon Corp.).  He
asserts that the case marks the first time that a Circuit Court
of Appeals ruled against a bankrupt employer in its attempt to
unilaterally terminate non-vested retiree welfare benefits.

                         *     *     *

In an order signed by Judge Schmidt, the Plan Administrator and
Christopher F. Schultz agreed that Claim No. 18098 is allowed as
a Class 3 General Unsecured Claim in the reduced amount of
$8,000.  All amounts asserted in the Claim in excess of the
Allowed Amounts and any other claims that could be asserted in
the Claim are disallowed and extinguished.

The Court also directed the Plan Administrator to pay to the
Claimant the Allowed Amount with no interest or other amounts no
later than 10 days after the order becomes final.

                          About Asarco LLC

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

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

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

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


ASARCO LLC: Plan Admin. Wants Barclays' Fees Considered Disputed
----------------------------------------------------------------
Counsel to the plan administrator for Asarco LLC, Dion W. Hayes,
Esq., at McGuirewoods LLP, in Richmond, Virginia, wrote to the
Bankruptcy Court, asserting concerns regarding a proposed order
granting the final fee application of Barclays Capital Inc. for
services rendered as financial advisor and investment banker to
the Debtors.

Barclays seeks payment of $12,441,774 in fees and $1,200,421 in
expenses for the period from August 30, 2005, through December 9,
2009.

Mr. Hayes, who represents Plan Administrator Mark A. Roberts,
says he wants to notify the Court of the existence of a dispute
with respect to the Proposed Order.  He notes that Reorganized
ASARCO LLC's counsel, Martin Brimmage, Esq., said at a hearing
held on June 28, 2010, that ASARCO is going to withdraw the
objection to the "final fee application at this time and not
present any further argument on it."  In ASARCO's amended
supplemental brief addressing Barclays' Assignment Theory,
however, ASARCO asserted that the Court has authority to order
the disgorgement of Barclays' excess fees, Mr. Hayes points out.

Because the Brief asks for disgorgement of certain of Barclays'
fees, the Plan Administrator asserts that the Court should
consider the (i) Fee Application to be subject of a dispute, and
(ii) Proposed Order in conjunction with Barclays' Fee Enhancement
Motion, which is fully tried, briefed and argued, and under
advisement with the Court.

                       Barclays Responds

In response, Janet M. Weiss, Esq., at Gibson, Dunn & Crutcher
LLP, in New York, tells Judge Schmidt that contrary to the Plan
Administrator's assertion, Mr. Brimmage's statement was not
merely an indication of an intent to withdraw the objection.  She
insists that Mr. Brimmage orally withdrew the objection and the
Court acknowledged the withdrawal at that time.

The Plan Administrator tries to confuse the issue by implying
that ASARCO may have already reasserted the objection by its
spurious request to disgorge Barclays' fees in ASARCO's
improperly filed Brief filed two months after the withdrawal, Ms.
Weiss asserts.  The allegation is irrelevant because ASARCO could
not have reasserted the objection in the Brief nor can the Plan
Administrator reassert the objection now, she points out.

Ms. Weiss further contends that further basis for ignoring the
Plan Administrator's nonsensical request is that he never
objected to the Final Fee Application, and he cites no authority
for arguing on behalf of ASARCO.  "The Plan Administrator's
attempt to prevent payment of fees to which it never objected
should not be countenanced," she says.

                          About Asarco LLC

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

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

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

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


AUTOTRADER.COM: Kelly Blue Deal Won't Affect Moody's Ba3 Rating
---------------------------------------------------------------
Moody's Investors Service said that AutoTrader.com, Inc.'s (Ba3
Corporate Family Rating) credit ratings and stable outlook
unchanged following announced acquisition of Kelly Blue Book.
According to the company, Kelly Blue Book is one of the most
influential brands in the automotive industry as it provides
vehicle buyers and sellers with new- and used-vehicle information,
and therefore appears to be a good fit with AutoTrader.com's core
operations and product offerings to auto dealers.

Moody's expects that the company is considering its financing
options for the acquisition.  Considering the incremental debt and
EBITDA contribution of both Kelly Blue Book and vAuto, if the
company does not exceed 4.0x leverage (including Moody's standard
adjustments) for a sustained period of time (the trigger that
could put downward pressure on the rating), Moody's would not
expect the transaction to negatively impact the company's credit
rating.  The Kelly Blue Book acquisition is expected to close by
the end of the year.

The last rating action on AutoTrader.com was on May 12, 2010, when
Moody's assigned first time ratings to the company.

AutoTrader.com's ratings were assigned by evaluating factors
Moody's believe are relevant to the credit profile of the issuer,
such as i) the business risk and competitive position of the
company versus others within its industry, ii) the capital
structure and financial risk of the company, iii) the projected
performance of the company over the near to intermediate term, and
iv) management's track record and tolerance for risk.  These
attributes were compared against other issuers both within and
outside of AutoTrader.com's core industry and AutoTrader.com's
ratings are believed to be comparable to those of other issuers of
similar credit risk.

AutoTrader.com, Inc., with its headquarters in Atlanta, GA, is the
Internet's leading automotive classifieds marketplace and consumer
information website.  AutoTrader.com is controlled by Cox
Enterprises, Inc. (Baa3 senior unsecured).


AVIS BUDGET: Fitch Affirms Issuer Default Rating at 'B+'
--------------------------------------------------------
Fitch Ratings has removed from Rating Watch Evolving and
subsequently affirmed Avis Budget Group and its subsidiary's
ratings:

Avis Budget Group, Inc.

  -- Long-term Issuer Default Rating at 'B+'.

Avis Budget Car Rental, LLC

  -- Long-term IDR at 'B+';
  -- Senior secured debt at 'BB-/RR3';
  -- Senior unsecured debt at 'B-/RR6'.

The Rating Outlook is Stable

Approximately $3.3 billion of debt is affected by these actions.

The rating affirmation recognizes that ABG's operating trends have
stabilized and downward pressure on EBITDA has eased.
Additionally, concerns regarding funding, liquidity and
refinancing risks have lessened over the past year.  The company
has extended debt maturities and has sufficient funding capacity
to meet fleeting requirements over the next couple of years.

The Stable Outlook reflects Fitch's expectation that ABG will
continue to show gradual improvement in near-term operating
performance, which corresponds with a modest economic recovery and
improvement in airline travel and rental car demand as well as the
company's continued efforts to lower costs by optimizing fleet
utilization and operating efficiency.

Fitch recognizes that ABG intends to continue to pursue a
potential acquisition of Dollar Thrifty.  Fitch believes the
acquisition would clearly represent a complementary strategic fit
to ABG's value-oriented Budget brand and may strengthen its market
position in the U.S. rental car industry.

Even so, the outcome of the transaction remains uncertain until a
regulatory review has been completed and a definitive agreement
with Dollar Thrifty is executed.

Fitch will assess and incorporate the impact of the potential
acquisition of Dollar Thrifty on AVIS' current ratings when the
regulatory review has been completed and the subsequent intentions
of both parties to proceed with the acquisition and terms of the
transaction are disclosed.  If terms of the transaction are not
materially different from AVIS' most recent offer, the acquisition
of Dollar Thrifty would not adversely affect current ratings and
could result in positive rating momentum if ABG is able to
demonstrate relatively soon after the merger that integration is
proceeding well and that pro forma leverage targets are
achievable.

Notching of the senior secured rating relative to the IDR reflects
collateral available to support repayment of the senior secured
facilities combined with recovery value estimates in the used car
market, particularly on values for Ford, General Motors, and
Chrysler vehicles.  It also includes an estimated recovery value
for the trademark.  A Recovery Rating of 'RR3'reflects above-
average recovery prospects for the secured facilities.

Notching of the unsecured rating below the IDR reflects ABG's
significant reliance on secured funding, namely asset
securitization, and the potential lack of unencumbered assets
available to support repayment of unsecured debt in a distressed
scenario.  A Recovery Rating of 'RR6' for the unsecured notes
indicates below-average recovery expectations.


AWAL BANK: Administrator May Be Rethinking Chapter 11 Filing
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, says
that the administrator for Awal Bank BSC may be rethinking whether
to pursue the Chapter 11 case begun Oct. 21.  The bank first filed
for bankruptcy protection under Chapter 15 of the U.S. Bankruptcy
Code in 2009.  Awal said it intended for the Chapter 11 case to
have "very limited scope."

Mr. Rochelle relates that at the first hearing held Oct. 26, the
bankruptcy judge in Manhattan balked at the idea of having no
creditors' committee, no lists of assets and debt, distributions
made to creditors by the court in Bahrain, and payment to
professionals without bankruptcy court approval.  The judge said
he might eventually give approval, though not without notice to
creditors.

The bank on November 4, according to Mr. Rochelle, said it is
assessing "creditor views in relation to Chapter 11."  Awal's
administrator will later "determine whether to further pursue the
Chapter 11 case," according to a statement.

                          About Awal Bank

Awal Bank BSC is a Bahrain lender owned by Saudi Arabian Saad
Group.  Awal Bank was principally an investment company that
provides wholesale banking services in Bahrain including the
acceptance of deposits and the making of loans.

Awal Bank was taken into administration by the Central Bank of
Bahrain on July 30, 2009, after defaulting on loans.  U.S. lawyers
for the bank said last year that under Bahrain law, Awal's
administrator had two years to decide if the bank should liquidate
or be returned to management and shareholders.

Stewart Hey, Esq., at Charles Russell LLP, as external
administrator of Awal Bank BSC, made a voluntary petition under
Chapter 15 of the U.S. Bankruptcy Code for the bank (Bankr.
S.D.N.Y. Case No. 09-15923) on Sept. 30, 2009, following the
administration proceedings.

Earlier this year, the bank began experiencing a liquidity
squeeze, brought on in part, by the global economic crisis.  The
bank has ceased to operate as a going concern since it was place
into administration.  In the Chapter 15 petition, the bank
estimated both assets and debts at more than $1 billion.

Awal Bank filed a chapter 11 petition (Bankr. S.D.N.Y. Case
No. 10-15518) in Manhattan on October 21, 2010.  The Debtor
estimated $50 million to $100 million and debts in excess of
$1 billion as of the petition date.  Awal filed the Chapter 11
petition because the ability to bring lawsuits is limited in
Chapter 15.  Awal needs Chapter 11 powers so that its
administrator can sue in the U.S. to recover preferences and
fraudulent transfers.


AZ CHEM: S&P Affirms Corporate Credit Ratings at 'B'
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit ratings on AZ Chem US and on its newly formed parent AZ
Chem Intermediate Holdings Inc. (into which its current parent
Arizona Chem Sweden Holdings AB is expected to be merged shortly
after the transaction closes).  The outlook is stable.  At the
same time, S&P removed all ratings on AZ Chem US and AZ Chem
Intermediate from CreditWatch with positive implications, where
they had been placed on May 18, 2010, following the company's
announcement that it planned an IPO and would use proceeds to pay
down debt.  The CreditWatch placement also recognized a continuing
improvement in operating performance and leverage-related credit
metrics.

In addition, S&P assigned a 'B+' issue-level rating and '2'
recovery rating (indicating S&P's expectation for substantial
recovery (70%-90%) in the event of a payment default) to a
proposed $50 million first-lien senior secured revolving credit
facility due 2015 and a $470 million term loan due 2016.  S&P will
withdraw existing issue-level ratings and recovery ratings on AZ
Chem US's and Arizona Chemical Aktiebolag's debt following the
successful completion of the proposed transaction and paydown of
existing debt.  The company will use proceeds from the proposed
debt to refinance existing debt and to partly fund American
Securities LLC's acquisition of 75% of AZ Chem's parent holding
company from Rhone Capital LLC.  Rhone Capital, along with
International Paper Co. and management, will retain about 25% of
the stake in the company.


BLACK ELK: Moody's Assigns 'Caa2' Rating to $150 Mil. Notes
-----------------------------------------------------------
Moody's Investors Service assigned a Caa2 first-time rating to
Black Elk Energy Offshore Operations, LLC's proposed $150 million
senior secured notes due 2015 and a Caa2 Corporate Family Rating.
Proceeds from the note offering will be used to repay the
company's existing indebtedness under its current revolving credit
facility (which upon repayment will be terminated), to fund the
Bureau of Ocean Energy Management, Regulation and Enforcement
collateral requirements with respect to their portion of their
plugging and abandonment obligations for the Nippon Properties
acquisition, and to fund a portion of its planned capital
expenditures for development and drilling in 2010 and 2011.  The
outlook is stable.

                        Ratings Rationale

"Within its niche strategy of exploiting end of life developments
by the technical expertise of highly experienced managers, Moody's
consider BEE to be a proficient firm that pursues a cogent
exploitation strategy," commented Francis J. Messina, Moody's
Vice-President/Senior Analyst.

BEE's Caa2 CFR rating reflects the company's small size and scale
of reserves and production; early stage of business formation; low
portion of prove developed producing reserves, which totaled 43%
at year-end 2009; and, substantial future development cost of its
PUD and PDNP reserves relative to its size and scale.  BEE's
ratings are supported by seasoned management, positive production
trends, a quality asset base, and a good opportunity to add new
production.

BEE has had a successful, but limited, track record of
exploitation.  Founded in 2007, the company has grown through
three acquisitions, the third of which recently closed.
BEE's year end 2010 average daily production is projected at
11.8 thousand barrels of oil equivalent, which is among the
smallest E&P companies Moody's rates.  The company's smaller scale
and early stage business formation exhibits a higher level of risk
as it executes on its growth strategy.  Consequently, Moody's
anticipates BEE will continue to be actively acquisitive and the
Limited Liability structure adds to the risk.  Additionally, BEE's
Caa2 CFR rating reflects high financial leverage.  Total debt plus
future development costs (which includes the P&A expense) to
proved developed reserves approaches $20.42/Boe, with an estimated
reserve life at year-end 2010 of 3.6 years proved developed,
approaching 4.5 years total proved.  BEE will continue to need
significant resources to develop its current PDNP and PUD reserves
bookings estimated at 57% of total proved reserves.  Moody's
estimated BEE's FAS 69 total at approximately $241 million.

After the notes sale, Moody's estimates that BEE's liquidity will
approach $67.4 million.  The company has indicated it is working
with institutions to secure a credit facility.  The proposed
$150 million senior secured note offering will be used to repay
outstanding borrowings, collateral requirements with respect to a
portion their plugging and abandonment obligations for the Nippon
Properties acquisition, and to fund a portion of its planned
capital expenditures for development and drilling in 2010 and
2011.  Should BEE secure a credit facility, Moody's anticipates
the facility will be senior to the $150 million notes.  At this
time, there are limited covenant requirements.

The stable outlook is based on an expectation that BEE restrains
its capital expenditures to levels largely in line with its
operating cash flows and cash total while achieving its production
growth targets.

The outlook could be changed to negative if spending were to
materially exceed operating cash flow, production targets are not
attained, or capital and operating costs exceed Moody's estimate.

The rating could be downgraded if the company were to
significantly increase debt through further property acquisitions
and/or outspend its operating cash flows and raise leverage on PD
reserves above its current range.

The ratings for the senior notes reflect both the overall
probability of default of the company, to which Moody's assigns a
PDR of Caa2, and a loss given default of LGD 4, 59%.  The Caa2
rating of the senior secured notes reflects its position in BEE's
capital structure in accordance with Moody's Loss Given Default
Methodology.

Black Elk Energy Offshore Operations, LLC, is a Texas limited
liability company based in Houston, Texas.  Black Elk Energy
Finance Corp. (co-borrower) is a Texas corporation and a wholly-
owned subsidiary of Black Elk Energy Offshore Operations, LLC that
has no material assets and was formed for the sole purpose of co-
issuing some of the indebtedness of Black Elk Energy Offshore
Operations, LLC, including the notes.


BLACK ELK: S&P Assigns Corporate Credit Rating at 'B-'
------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B-'
corporate credit rating to Houston-based E&P company Black Elk
Energy Offshore Operations LLC.  The outlook is negative.  In
addition, S&P assigned a preliminary 'B-' issue-level rating to
Black Elk's proposed $150 million senior secured note offering due
2015.  Black Elk Energy Finance Corp. will be a co-issuer on the
notes.  S&P assigned a preliminary '4' recovery rating on the
notes, indicating expectations of average (30%-50%) recovery in
the event of a default.

The company plans to use the proceeds from the notes offering to
repay borrowings under its existing revolving facility (which will
be terminated at the close of the note offering), to help fund
2011 capital expenditures, and to collateralize surety bonds for
the recently acquired properties from Nippon Oil Exploration U.S.A
Ltd.  Pro forma for the notes offering, Black Elk will have about
$263 million in adjusted debt.

"The ratings on Black Elk reflect the company's vulnerable
business risk profile due to its small reserve and production
base, very short reserve life, and an acquisitive growth
strategy," said Standard & Poor's credit analyst Patrick Jeffrey.
In addition, the ratings are based on the company's geographically
concentrated reserves and production in the Gulf of Mexico region
and in a highly cyclical, capital-intensive, and competitive
industry.  The ratings also reflect S&P's assessment that the
company's liquidity is less-than-adequate liquidity because it
will not have a revolving credit facility at the close of the note
offering and may have to fund a portion of its capital
expenditures with cash balances.

The negative outlook reflects the company's limited near-term
liquidity because it will not have a revolving credit facility at
the closing of the transaction, as well as uncertainty about the
operating environment in the Gulf of Mexico region over the next
few months due to the Macondo oil spill.  S&P would consider a
downgrade if the company is not able to put a revolving credit
facility in place and potential operating challenges in the Gulf
of Mexico materially affects its liquidity.  S&P would consider a
stable outlook if the company is able to put a revolving credit
facility in place, demonstrates stable operating performance, and
maintains adequate liquidity as it addresses increased regulatory
requirements in the Gulf of Mexico region.


BURLINGTON COAT: Moody's Assigns 'B3' Rating to $1 Bil. Loan
------------------------------------------------------------
Moody's Investor Service assigned Burlington Coat Factory
Warehouse Corp.'s proposed $1 billion senior secured term loan a
B3 rating.  All other ratings including the company's B3 Corporate
Family Rating and SGL-3 Speculative Grade Liquidity Rating were
affirmed.  The rating outlook is stable.

The $1 billion senior secured term loan due 2016 is part of a
$1.5 billion refinancing announced by Burlington.  The proceeds of
the total $1.5 billion refinancing will be used to repay the
company's $852.6 million term loan due 2013, $305 million senior
unsecured notes due 2014, and the $99 million 14.5% holdco notes.
The remaining proceeds will largely be used to finance a dividend
to Burlington's equity owners.

                        Ratings Rationale

The affirmation of Burlington's B3 Corporate Family Rating
reflects that its credit metrics will remain weak despite the
improvement in operating performance made during the past year.
The proposed debt-financed dividend will offset all the positive
momentum in credit metrics.  Pro forma for the proposed debt
issuance, debt/EBITDA is 6.3 times and EBITA/interest is 1.3
times.  The affirmation also considers that the proposed
refinancing will eliminate scheduled debt maturities from now
until the expiration of the $600 million asset based revolving
credit facility in 2014.

The B3 also incorporates Moody's view that the planned dividend
is significant in size when compared to the owners' original
$470 million equity investment and to the company's free cash flow
generation.  Additionally, the dividend comes at a time when the
management team is in midst of executing ongoing strategic
initiatives to further improve Burlington's operating performance.

Other concerns include the company's second tier competitive
position.  Burlington is significantly smaller in terms of
revenues and store count than the off-price industry's two largest
competitors, TJX and Ross Stores.  In addition, its operating
margins and comparable store sales performance continue to lag its
peers.

The stable outlook reflects that the improved inventory management
and cost reductions have led to improvements in Burlington Coat's
operating performance that Moody's believes are sustainable.  It
also reflects Moody's opinion that operating performance will only
modestly improve given Burlington Coat's second tier competitive
position.  Thus, credit metrics will remain weak over the next
twelve months.  The stable outlook also anticipates that
Burlington will be able to maintain adequate liquidity.

Rating assigned and subject to the review of final documentation:

  -- $1 billion senior secured term loan due 2016 at B3 (LGD 3,
     44%)

Ratings affirmed and LGD point estimates changed:

  -- Corporate Family Rating at B3

  -- Probability of Default Rating at B3

  -- $872 million senior secured term loan due 2013 at B3 (LGD 3,
     to 44% from 45%)

  -- 11.125% senior unsecured notes due 2014 at Caa1 (LGD 4, to
     67% from 69%)

  -- Speculative Grade Liquidity rating at SGL-3

The ratings on the $872 million senior secured term loan and the
11.125% senior unsecured notes will be withdrawn upon their
repayment.

Ratings could be downgraded if Burlington's liquidity weakens,
profitability deteriorates, or comparable store sales remain
negative.  Specifically, ratings could be downgraded if EBITDA
less capital expenditures to interest expense approaches 1.0 time.

An upgrade would require stability in comparable store sales and
further improvements in operating margins.  In addition,
Burlington Coat would need to demonstrate sufficient cushion
around its financial covenants and maintain adequate liquidity.
Specifically, ratings could be upgraded if debt to EBITDA can be
sustained below 6.0 times and EBITDA less capital expenditures to
interest expense be sustained above 1.3 times.

The last rating action for Burlington Coat was on January 27, 2010
when its Corporate Family Rating of B3 and stable outlook were
affirmed.

Burlington Coat Factory Warehouse Corp., headquartered in
Burlington, NJ, is a nationwide off-price apparel retailer that
operates 459 stores in 44 states and Puerto Rico.  Revenues are
about $3.6 billion.


BXP 1 LLC: Gets OK to Hire Backenroth Frankel as Bankr. Counsel
---------------------------------------------------------------
BXP 1 LLC sought and obtained authorization from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Backenroth Frankel & Krinsky, LLP, as bankruptcy counsel.

BFK will:

    (a) provide the Debtor with legal counsel with respect to its
        powers and duties as a debtor-in-possession in the
        continued operation of its business and management of its
        property during the Chapter 11 case;

    (b) prepare applications, answers, orders, reports, and
        other legal documents which may be required in connection
        with the Chapter 11 case;

    (c) provide the Debtor with legal services with respect to
        formulating and negotiating a plan of reorganization with
        creditors; and

    (d) perform other legal services for the Debtor as may be
        required during the course of the Chapter 11 case,
        including but not limited to, the institution of actions
        against third parties, objections to claims, and the
        defense of actions which may be brought by third parties
        against the Debtor.

BFK will be paid based on these rates:

        Paralegal                        $125
        Scott A. Krinsky                 $425
        Mark A. Frankel                  $485
        Abraham J. Backenroth            $550

Mark A. Frankel, Esq., a member at BFK, assured the Court that the
firm is a "disinterested person" as that term defined in Section
101(14) of the Bankruptcy Code.

Porter Ranch, California-based BXP 1 LLC filed for Chapter 11
bankruptcy protection on October 27, 2010 (Bankr. S.D.N.Y. Case
No. 10-15608).  According to its schedules, the Debtor disclosed
$19,356,812 in total assets and $13,931,125 in total debts as of
the Petition Date.


BXP 1 LLC: Files Schedules of Assets & Liabilities
--------------------------------------------------
BXP 1 LLC has filed with the U.S. Bankruptcy Court for the
Southern District of New York its schedules of assets and
liabilities, disclosing:

  Name of Schedule                      Assets         Liabilities
  ----------------                      ------         -----------
A. Real Property                     $17,900,000
B. Personal Property                  $1,456,812
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                      $13,706,545
E. Creditors Holding
   Unsecured Priority
   Claims                                                       $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $224,580
                                     -----------       -----------
      TOTAL                          $19,356,812       $13,931,125

Porter Ranch, California-based BXP 1 LLC filed for Chapter 11
bankruptcy protection on October 27, 2010 (Bankr. S.D.N.Y. Case
No. 10-15608).  Backenroth Frankel & Krinsky, LLP, assists the
Debtor in its restructuring effort.


CCGI HOLDINGS: Moody's Retains 'B2' Rating on Senior Secured Loan
-----------------------------------------------------------------
Moody's says the final change in the financing for CCGI Holdings
Corporation does not affect the company's CFR or instrument
ratings.  However, given that there is a greater proportion of
senior secured debt in the capital structure, the LGD point
estimates for the senior secured debt have changed from B2 (LGD3-
33%) to B2 (LGD3-34%).

The last rating announcement was on October 20, 2010, when Moody's
upgraded CCGI Holding Corporation's senior secured facilities to
B2 from B3.


CCMS LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: CCMS, LLC
        dba The Concord Group
        292-294 Roosevelt Drive
        Seymour, CT 06483

Bankruptcy Case No.: 10-33321

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       District of Connecticut (New Haven)

Judge: Lorraine Murphy Weil

Debtor's Counsel: Ira B. Charmoy, Esq.
                  ZELDES NEEDLE & COOPER
                  1000 Lafayette Blvd.
                  P.O. Box 1740
                  Bridgeport, CT 06601
                  Tel: (203) 333-9441
                  Fax: (203) 333-1489
                  E-mail: icharmoy@znclaw.com

Scheduled Assets: $972,163

Scheduled Debts: $1,270,445

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ctb10-33321.pdf

The petition was signed by Paul V. Pontillo, member.


CFRI/GREENLAW: Files New List of 20 Largest Unsecured Creditors
---------------------------------------------------------------
CFRI/Greenlaw Dyer Road, LLC, has filed with the U.S. Bankruptcy
Court for the Central District of California a new list of its 20
largest unsecured creditors:

   Entity                    Nature of Claim          Claim Amount
   ------                    ---------------          ------------
Southern California Edison    Utility                      $64,693
P.O. Box 300
Rosemead, CA 91772-0001

Orange County Internet        Sublessee
Xchange                       (Debtor is lessor)           $61,862
DEPT LA 22960
Pasadena, CA 91185-2960

Thomson Reuters, Inc          Vendor                       $30,761
2422 Avenida de la Carlota
Suite 330
Laguna Hills, CA 92653

Fire Protection Safety        Vendor                        $8,143
Service

Revenue Enhancement           Vendor                        $1,640
Group

City of Santa Ana             Business License              $1,396

Apeline Landscape Services,   Vendor                        $1,394
Inc.

Cal Protection Fire Safety    Vendor                          $840
Services

Prime Building, Inc.          Vendor                          $825

Comet Lighting & Electric,    Vendor                          $770
Inc.

Fuentes Maintenance           Vendor                          $420

TSCM Corporation              Vendor                          $210

Able Building Maintenance     Vendor                          $158
Co.

Waste Management of Orange    Vendor                          $116
County

AT&T Corporation              Vendor                           $32

                       About CFRI/Greenlaw

Santa Ana, California-based CFRI/Greenlaw Dyer Road, LLC, filed
for Chapter 11 bankruptcy protection on July 8, 2010 (Bankr. C.D.
Calif. Case No. 10-19345).  Howard J. Weg, Esq., David B. Shemano,
Esq., and Lorie Ball, Esq., at Peitzman, Weg & Kempinsky LLP, in
Los Angeles, represent the Debtor as counsel.  The Company
disclosed $30,101,904 in assets and $33,610,022 in liabilities.


CHEMTURA CORP: Submits Technical Amendments to Chapter 11 Plan
--------------------------------------------------------------
On October 21, 2010, the Bankruptcy Court for the Southern
District of New York entered a Bench Decision on Confirmation
approving confirmation of the joint chapter 11 plan of
reorganization of Chemtura Corporation and 27 of its affiliated
debtors and debtors in possession.

According to a regulatory filing, on October 29, 2010, the Debtors
filed technical amendments to the Plan and submitted to the
Bankruptcy Court the proposed Findings of Fact, Conclusions of Law
and Order Confirming the Joint Chapter 11 Plan of Chemtura
Corporation, et al.

The Proposed Confirmation Order provides, among other things, that
the Distribution Record Date will apply to all distributions
except those with respect to classes of holders of publicly traded
debt or equity securities.  With respect to classes of holders of
publicly traded debt or equity securities, distributions pursuant
to the Plan will be made on or as soon as practicable after the
effective date of the Plan.  The Company continues to take actions
and work toward emerging from chapter 11 as soon as practicable.
The effective date for the Plan has not yet been set.   Further
information regarding distributions to each class under the Plan
will be provided after a confirmation order is issued by the
Bankruptcy Court.

A full-text copy of the Securities and Exchange filing is
available for free at http://researcharchives.com/t/s?6dbd

                       About Chemtura Corp.

Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233).  M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel.  The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC.  As of
December 31, 2008, the Debtors had total assets of $3.06 billion
and total debts of $1.02 billion.


CLAIRE'S STORES: Bank Debt Trades at 11% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 89.31 cents-
on-the-dollar during the week ended Friday, November 5, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.11
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 29, 2014, and carries
Moody's Caa2 rating and Standard & Poor's B- rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally.  It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.

Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America.  As of January 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe.  Claire's Stores, Inc., also operates through its
subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a
50:50 joint venture with AEON, Co., Ltd.  The Company also
franchises 198 stores in the Middle East, Turkey, Russia, South
Africa, Poland and Guatemala.

The Company's balance sheet at July 31, 2010, showed $2.76 billion
in total assets, $2.641 billion in total liabilities, and a
stockholders' deficit of $62.33 million

The Company incurred a net loss of $8.34 million in the three
months ended July 31, 2010, compared with a net loss of
$3.73 million in the three months ended August 1, 2009.


CLEARWIRE CORP: Posts $565MM Loss, Notes of Going Concern Doubt
---------------------------------------------------------------
Clearwire Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $564.6 million on $147.0 million of
revenue for the three months ended September 30, 2010, compared
with a net loss of $305.4 million on $68.8 million of revenue for
the same period last year.

During the first nine months of fiscal 2010, the Company incurred
$1.55 billion of net losses, as compared to $829.9 million of net
losses for the comparable period last year.  Revenue for the first
nine months of fiscal 2010 was $376.2 million, compared to revenue
of $194.5 million for the first nine months of fiscal 2009.

The Company's balance sheet at September 30, 2010, showed
$10.52 billion in total assets, $3.90 billion in total
liabilities, and stockholders' equity of $6.62 billion.

"Based on our current projections, we do not expect our available
cash and short-term investments to be sufficient to cover our
estimated liquidity needs for the next twelve months.  Without
additional financing sources, we forecast that our cash and short-
term investments would be depleted as early as the middle of 2011.
Thus, we will be required to raise additional capital in the near-
term in order to continue operations.  Further, we also need to
raise substantial additional capital over the long-term to fully
implement our business plans," Clearwire said in the filing.

"Our expected continued losses from operations and the uncertainty
about our ability to obtain sufficient additional capital raise
substantial doubt about our ability to continue as a going
concern."

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

               http://researcharchives.com/t/s?6d83

                   About Clearwire Corporation

Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR)
-- http://www.clearwire.com/-- through its operating
subsidiaries, is a leading provider of wireless broadband
services.  The Company is the first mobile broadband service
provider to launch a 4G mobile broadband network in the United
States based on the 802.16e standard, which the Company refers to
as mobile Worldwide Interoperability for Microwave Access, or
WiMAX.  The mobile WiMAX standard facilitates fourth generation
wireless services, which are commonly referred to in the wireless
industry as 4G mobile broadband services.


CLOVERLEAF ENTERPRISES: Chapter 11 Trustee Takes Over
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Judge Paul Mannes in Greenbelt, Maryland, ordered the
appointment of a Chapter 11 trustee for Cloverleaf Enterprises
Inc., owner of the Rosecroft Raceway track.  The U.S. Trustee
named James J. Murphy to serve as Cloverleaf's trustee.  Mr.
Murphy has 30 years' experience in horse racing, according to the
U.S. Trustee.

According to the report, the U.S. Trustee, an official of the
Justice Department, sought either conversion of the case to
liquidation in Chapter 7 or the appointment of a trustee in
Chapter 11.  The U.S. Trustee said Cloverleaf's Rosecroft Raceway
track halted operations in July and lost its racing license.  In
April, Judge Mannes denied a motion to sell the assets, saying the
sale "primarily benefits" the track's sole shareholder.

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


COLONIAL BANCGROUP: Discloses Possible Stake in CBG Florida
-----------------------------------------------------------
On November 3, 2010, The Colonial Bancgroup, Inc., filed with the
U.S. Bankruptcy Court for the Middle District of Alabama, Northern
Division, a Notice of Filing of Third Amendment to Schedule B -
Personal Property (the Third Amendment) in which the Company (i)
deleted the Attachment to Schedule B - Item 13, as amended [Doc.
No. 655, pg. 2], in its entirety, and substituted in lieu thereof
the amended Item 13 for the purpose of providing information
regarding the Company's possible ownership interest in CBG Florida
REIT Corp., and (ii) deleted the Attachment to Schedule B - Item
21, as amended [Doc. No. 854, pgs. 2-5], in its entirety, and
substituted in lieu thereof the amended Item 21 for the purpose of
providing an update regarding the Company's recent tax filings and
information regarding the Company's possible claims arising out of
the disposition of the preferred securities of CBG Florida REIT
Corp.

A complete text of the Third Amendment is available for free at:

               http://researcharchives.com/t/s?6d86

                  About The Colonial BancGroup

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

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


COMMERCE PARK ASSOC. 2: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Commerce Park Associates 2, LLC
        207 Quaker Lane, Suite 300
        West Warwick, RI 02893

Bankruptcy Case No.: 10-14635

Chapter 11 Petition Date: November 2, 2010

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Debtor's Counsel: Richard Riendeau, Esq.
                  207 Quaker Lane, Suite 300
                  West Warwick, RI 02893
                  Tel: (401) 828-3500

Estimated Assets: $1,000,001 to $100,000,000

Estimated Debts: $1,000,001 to $100,000,000

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

The petition was signed by Melissa A. Faria, manager.


COMMERCE PARK ASSOC. 6: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Commerce Park Associates 6, LLC
        207 Quaker Lane, Suite 300
        West Warwick, RI 02893

Bankruptcy Case No.: 10-14636

Chapter 11 Petition Date: November 2, 2010

Court: United States Bankruptcy Court
       District of Rhode Island (Providence)

Debtor's Counsel: Richard Riendeau, Esq.
                  207 Quaker Lane, Suite 300
                  West Warwick, RI 02893
                  Tel: (401) 828-3500

Estimated Assets: $1,000,001 to $100,000,000

Estimated Debts: $1,000,001 to $100,000,000

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

The petition was signed by Melissa A. Faria, manager.


CRICKET COMMUNICATIONS: Moody's Puts B3 Rating on $1.2 Bil. Notes
-----------------------------------------------------------------
Moody's has assigned a B3 rating to Cricket Communications, Inc.'s
new $1.2 billion senior unsecured note offering scheduled to
mature on October 15, 2020.  Cricket is a wholly-owned subsidiary
of Leap Wireless International, Inc.  The proceeds will be used to
tender for the $1.1 billion outstanding principal amount of the
company's 9.375% unsecured senior notes due in 2014, and for
general corporate purposes.  The outlook on Leap is negative.

Leap Wireless International, Inc.

  -- Corporate Family Rating - B2
  -- Probability of Default Rating - B2
  -- Sr. Unsec. Conv. Notes, 4.5% due 7/2014 - aa1, LGD-6 (95%)
  -- SGL / Short-Term Rating - SGL-1
  -- Outlook - Negative

Cricket Communications, Inc.

  -- Sr. Secured Notes, 7.75% 5/2016 - Ba2, LGD-2 (15%)
  -- Sr. Unsec. Notes, 10%, 7/2015. - B3, LGD-4 (67%)
  -- Sr. Unsec. Notes, 9.375%, 7/2014 - B3, LGD-4 (67%)
  -- Sr. Unsec. Notes, (new) 2020 - B3, LGD-4 (67%)

                        Ratings Rationale

The new notes are rated B3 (LGD-4, 67%), one notch below the
company's B2 CFR due to their subordination to Cricket's existing
$1.1b senior secured notes (rated Ba2, LGD-2) due in 2016.

The B2 Corporate Family Rating derives support from a strong
liquidity profile and the company's valuable spectrum assets.
Nevertheless, Moody's is concerned that Leap's financial and
operating performance have deteriorated recently as intense
competition, market saturation and operational missteps have
resulted in subscriber losses and a rapid deceleration of revenue
growth.  During the second and third quarters of this year, the
Company's operating performance has fallen well short of Moody's
expectations and Moody's no longer expect the Company to turn free
cash flow positive in the second half of 2010.  Moody's Senior
Vice President Dennis Saputo comments, "Leap finds itself in a
challenging position with declining gross adds, high churn and
little to no market pricing power." Leap's subscriber growth has
slowed and Moody's estimates that net adds for FY'10 will be less
than 300,000, a steep drop from 942,000 in FY'08 and 1,124,000 in
FY'09.  ARPU (average revenue per user) has followed the negative
trend and has weakened margins.  "This combination of forces is
likely to cause a material deterioration in Leap's credit profile
if current trends do not reverse," Saputo added.

Specifically, Moody's is concerned that ARPU will continue to
weaken while churn remains elevated.  Leap's countermeasures
include promoting its "All-In-Monthly" service plans, eliminating
reactivation and other fees, up-selling higher priced data plans,
expanding its selection of smartphones, accessing a broader market
via "Big-Box" stores and offering nation-wide coverage.  If these
initiatives are unsuccessful and churn remains high, the resulting
weak cash flows will be insufficient to fund the company's current
LTE network upgrade plan (which is scheduled to be substantially
completed in early 2013) and could cause Debt to EBITDA to
increase to above 6.0 times.

Although Leap's 3G network will remain active for several years,
Moody's believe that a 4G network such as LTE will be needed to
compete for customers who increasingly demand data services and
Leap has indicated it plans to provide this capability broadly
during 2012.  While Moody's do believe that a wholesale
partnerships for 4G services may be an effective stop-gap for Leap
should it choose to limit its capital spending to conserve cash,
Moody's also view the wholesale model as having little economic
benefit for the non-facilities-based carrier who leases capacity.

The two most important factors that will influence Leap's future
cash flows are churn and ARPU.  If current trends continue, the
rating will likely face downward pressure in the near term,
barring any changes in the current growth profile or
revenue/EBITDA model.  Specifically, if churn remains above 4.5%
and ARPU stays below $37 the rating will be at risk.  Management
believes that it can alter the current trajectory for both these
metrics and that they have taken the appropriate steps to do so
during the second half of 2010.

Moody's last rating action for Leap Wireless International, Inc.,
was on November 3, 2010, when Moody's changed the company's
outlook to negative from stable.

Leap Wireless International Inc. is a regional U.S. wireless
operator offering an unlimited service for a flat monthly fee to
about 5.4 million subscribers in 35 states and the District of
Columbia, through Cricket Communications, Inc. ("Cricket") and its
operating subsidiaries.  The company is headquartered in San
Diego, CA.


CUMULUS MEDIA: Bank Debt Trades at 8% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Cumulus Media Inc.
is a borrower traded in the secondary market at 91.70 cents-on-
the-dollar during the week ended Friday, November 5, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.03
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on June 11, 2014, and carries
Moody's Caa1 rating and Standard & Poor's B-rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                        About Cumulus Media

Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) --
http://www.cumulus.com/-- is the second largest radio broadcaster
in the United States based on station count, controlling 350 radio
stations in 68 U.S. media markets.  In combination with its
affiliate, Cumulus Media Partners, LLC, the Company believes it is
the fourth largest radio broadcast company in the United States
when based on net revenues.

Cumulus Media Inc.'s balance sheet at June 30, 2010, showed
$324.1 million in total assets, $683.6 million in total
liabilities, and a $359.5 million stockholders' deficit.

Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2'
probability-of-default rating from Moody's Investors Service.


CUMULIS MEDIA: Posts $9.73 Million Net Income in Sept. 30 Quarter
-----------------------------------------------------------------
Cumulus Media Inc. reported financial results for the three and
nine months ended September 30, 2010.  The Company reported net
income of $9.73 million on $67.45 million of net revenues for the
three months ended Sept. 30, 2010, compared with a net loss of
$143.99 million on $65.13 million of net revenues for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$324.06 million in total assets, $673.31 million in total
liabilities, and a stockholder's deficit of $349.25 million.

Net revenues for the three months ended September 30, 2010
increased $2.3 million to $67.4 million compared to $65.1 million
for the three months ended September 30, 2009, primarily due to an
increase in revenue from national accounts, political revenue
generated by mid-term elections, and increases in internet related
revenues.  The Company believes that continued incremental growth
in advertising revenue throughout the fourth quarter of 2010 will
be driven primarily by increases in national revenue and cyclical
political spending.

Lew Dickey, Chairman & CEO stated, "We continue to innovate the
radio business model to achieve industry leading EBITDA growth.
Our technology platform is driving increased efficiencies as our
LTM EBITDA margins improved 100 bps to 31%. Our management systems
are directing scores of new sellers generating thousands of new
advertisers across our platform while keeping cost of sales in
check.  Our low cost of capital and expanding margins combine to
enable us to generate considerable free cash flow to accelerate
our de-leveraging."

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6d80

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6d81

                        About Cumulus Media

Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) --
http://www.cumulus.com/-- is the second largest radio broadcaster
in the United States based on station count, controlling 350 radio
stations in 68 U.S. media markets.  In combination with its
affiliate, Cumulus Media Partners, LLC, the Company believes it is
the fourth largest radio broadcast company in the United States
when based on net revenues.

Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2'
probability-of-default rating from Moody's Investors Service.


DAUFUSKIE ISLAND: Sells Two S.C. Properties for $4.6 Million
------------------------------------------------------------
American Bankruptcy Institute reports that Daufuskie Island
Properties LLC has sold off two pieces of its South Carolina
property for a combined $4.6 million in credit bids.

Based in Hilton Head Island, South Carolina, Daufuskie Island
Properties LLC -- http://www.daufuskieislandresort.com/--
operated the Daufuskie Island Resort & Breathe Spa.  The company
is owned by Gayle and Bill Dixon, a San Francisco Bay area
couple.  Daufuskie Island Properties sought Chapter 11
protection (Bankr. D. S.C. Case No. 09-00389) on Jan. 20, 2009.
As reported in the Troubled Company Reporter on Jan. 19, 2010, the
resort property was sold for $49.5 million to Montauk Resorts LLC,
and the sale proceeds will be distributed to creditors pursuant to
a liquidating Chapter 11 plan by the Chapter 11 Trustee.


DBSI INC: GigOptix Transfers Shares to Liquidating Trustee
----------------------------------------------------------
GigOptix, Inc. disclosed that approximately 1.7 million shares and
warrants to purchase an additional 660,473 shares, at a weighted
average exercise price of $32.35, of GigOptix Common Stock,
formerly held by Stellar Technologies LLC and iTerra
Communications LLC, have been transferred to the DBSI Liquidating
Trust under a plan of liquidation confirmed by the United States
Bankruptcy Court for the District of Delaware that became
effective on October 29, 2010.  The shares remain subject to a
lock up agreement through December 27, 2010.

"We view the confirmation of the plan of liquidation in the DBSI,
Inc. bankruptcy proceeding to be a positive development,"
commented Dr. Avi Katz, Chief Executive Officer and Chair of the
Board of GigOptix.  "There is now greater clarity in regards to
the ownership and control of these shares.  We have already begun
a dialogue with the trustee with a goal of serving the objectives
of the liquidating trust, GigOptix and our shareholders."

                         About GigOptix, Inc.

GigOptix is a leading supplier of high performance electronic and
electro-optic components that enable next generation 40G and 100G
fiber-optic telecommunications and data-communications networks.
The Company offers a broad portfolio of high speed electronic
devices including polymer electro-optic modulators, modulator
drivers, laser drivers and receiver amplifiers for telecom,
datacom, Infiniband and consumer optical systems, covering serial
and parallel communication technologies from 1G to 100G.  GigOptix
also offers the widest range of mixed-signal and RF ASIC solutions
in the market including Standard Cell, Hybrid and Structured ASICs
targeting the Consumer, Industrial, Defense & Avionics industries.

                           About DBSI Inc.

Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses.  On November 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for Chapter
11 protection (Bankr. D. Del. Case No. 08-12687).  Lawyers at
Young Conaway Stargatt & Taylor LLP represent the Debtors as
counsel.  The Official Committee of Unsecured Creditors tapped
Greenberg Traurig, LLP, as its bankruptcy counsel.  Kurtzman
Carson Consultants LLC is the Debtors' notice claims and balloting
agent.  When the Debtors sought protection from their creditors,
they estimated assets and debts between $100 million and
$500 million.  Joshua Hochberg, a former head of the Justice
Department fraud unit, served as an Examiner and called the seller
and servicer of fractional interests in commercial real estate an
"elaborate shell game" that "consistently operated at a loss" in
his report released in Oct. 2009.  On Sept. 11, 2009, the
Honorable Peter J. Walsh entered an Order appointing James R.
Zazzali as Chapter 11 trustee for the Debtors' estates.


DIANE KING: Case Summary & 6 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Diane R. King
        1141 E. Bay Shore Drive
        Virginia Beach, VA 23451

Bankruptcy Case No.: 10-75208

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Virginia (Norfolk)

Judge: Frank J. Santoro

Debtor's Counsel: John M. Ryan, Jr., Esq.
                  CROWLEY, LIBERATORE, & RYAN, P.C.
                  1435 Crossways Boulevard, Suite 300
                  Chesapeake, VA 23320
                  Tel: (757) 333-4500
                  Fax: (757) 333-4501
                  E-mail: jryan@mclfirm.com

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

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

A list of the Debtor's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/vaeb10-75208.pdf


DYNEGY INC: FERC Approves Blackstone Group Acquisition
------------------------------------------------------
Dynegy Inc. said that the Federal Energy Regulatory Commission has
approved the joint application of Dynegy and an affiliate of The
Blackstone Group L.P. relating to the acquisition of Dynegy by an
affiliate of The Blackstone Group L.P.

In addition, the FERC order, dated October 29, 2010, approved the
joint application of an affiliate of The Blackstone Group L.P.
and NRG Energy for the acquisition by NRG of three Dynegy power
generation facilities operating in California and one in Maine,
which will occur concurrent with the completion of the acquisition
of Dynegy by an affiliate of The Blackstone Group L.P.

Completion of the acquisition of Dynegy by an affiliate of
The Blackstone Group L.P. is subject to additional conditions,
including approval of the proposal to adopt the merger agreement
by the affirmative vote of holders of a majority of Dynegy's
outstanding shares at a special meeting of Dynegy stockholders
currently scheduled for November 17, 2010.

The Dynegy-Blackstone and Blackstone-NRG transactions have
received Hart-Scott-Rodino antitrust clearance.  Other pending
regulatory approvals include the issuance of a declaratory ruling
or approval of the New York Public Service Commission and the
expiration of the notice period under a prior filing with the
California PUC.

As noted in a news release announcing the transactions on
August 13, 2010, the consummation of the merger transaction
between Dynegy and Blackstone is contingent upon the concurrent
closing of the NRG Energy asset sale transaction.  Assuming the
previously noted stockholder vote is successful and the other
conditions to closing are met, both transactions are expected to
close by the end of November 2010.

                        About Dynegy Inc.

Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE:DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets.  The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.

Dynegy Inc. and Dynegy Holdings each has a 'B-' issuer default
rating from Fitch.

In October 2010, Moody's Investors Service lowered the ratings of
Dynegy Holdings, including its Corporate Family Rating, to Caa1
from B3 along with the ratings of various affiliates or parent
company Dynegy Inc.  The rating outlook for DHI and Dynegy remains
negative.  The rating action follows the expiration of the 40-day
"go shop" period, increasing the probability that Dynegy will be
acquired by an affiliate of The Blackstone Group L.P. in a
transaction valued at approximately $4.7 billion, including the
assumption of existing debt.  Moody's said Dynegy's financial
profile is expected to be quite fragile, particularly during 2011
and 2012, when the company is projected to generate both negative
operating cash flow and negative free cash flow due to weak
operating margins and the required funding of their capital
investment programs.  To the extent that the transactions with
Blackstone and NRG are not completed, Moody's said downward rating
pressure at DHI and Dynegy will continue to exist given the weak
financial prospects for the company over the next few years
coupled with the liquidity concerns.


EASTMAN KODAK: Posts $43 Million Net Loss in September 30 Quarter
-----------------------------------------------------------------
Eastman Kodak Company filed its quarterly report on Form 10-Q,
showing a net loss of $43.0 million on $1.758 billion of net sales
for the three months ended Sept. 30, 2010, compared with a net
loss of $111.0 million on $1.78 billion of net sales for the same
period a year earlier.

The Company's balance sheet at Sept. 30, 2010, showed
$6.92 billion in total assets, $7.14 billion in total liabilities,
and a stockholder's deficit of $213.0 million.

"Our third-quarter performance was marked by continued
acceleration in our strategic digital growth businesses, positive
cash generation, improved profit margins, and continued
operational improvements across the company," said Antonio M.
Perez, Chairman and Chief Executive Officer, Eastman Kodak
Company.  "I am particularly pleased with the performance of our
core growth businesses -- Consumer Inkjet, Commercial Inkjet,
Packaging Solutions, and Workflow Software and Services.  Revenue
growth in these businesses continues to accelerate and in the
third-quarter grew by a combined 23%.  We also enjoyed growth in
equipment unit placements, which will drive future consumable
sales.  All of these factors give me increased confidence that we
are on track for a strong fourth-quarter performance, and
continued improvement as we move forward."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d56

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6d55

                        About Eastman Kodak

Headquartered in Rochester, New York, Eastman Kodak Company
(NYSE:EK) -- http://www.kodak.com/-- provides imaging technology
products and services to the photographic and graphic
communications markets.

On February 19, 2010, Moody's revised its rating outlook on the
Company from negative to stable, and affirmed its B3 corporate
rating and Caa1 senior unsecured rating.

On February 11, 2010, S&P revised its B- rating outlook on the
Company to stable from negative.  All ratings on the Company,
including the B- Corporate Rating, were affirmed.


EATON MOERY: Has Until January 28 to File Reorganization Plan
-------------------------------------------------------------
The Hon. James G. Mixon the U.S. Bankruptcy Court for the Eastern
District of Arkansas extended Eaton Moery Environmental Services,
Inc.'s exclusive periods to file and solicit acceptances for the
proposed Plan of Reorganization until January 28, 2011, and
March 28, respectively.

Wynne, Arkansas-based Eaton Moery Environmental Services, Inc.,
dba Delta Environmental Services, Inc., filed for Chapter 11
bankruptcy protection on June 30, 2010 (Bankr. E.D. Ark. Case No.
10-14713).   James F. Dowden, P.A., serves as the Debtor's
bankruptcy counsel.  The Company estimated its assets at
$10 million to $50 million and $1 million to $10 million in
liabilities.


EATON MOERY: Asks Approval of Paragon Factoring Facility
--------------------------------------------------------
Eaton Moery Environmental Services, Inc., asks the U.S. Bankruptcy
Court for the Eastern District of Arkansas for authorization to:

   -- obtain financing from Paragon Financial Group, Inc.; and

   -- use cash collateral.

The Debtor will use the cash collateral and financing for working
capital.

The Debtor was unable to borrow money from any source on a secured
or unsecured basis on terms that Paragon is willing to provide.

The lending proposal involves factoring the Debtor's Accounts
Receivable.  The average outstanding Accounts Receivable balance
for the is $700,000.  The Debtor is required to pay $9,000 for due
diligence and lender's attorney fees.  The Debtor requests that
the Court make it a non-refundable disbursement.

As adequate protection, the Debtor will grant the lender a first
lien on the Debtor's Accounts Receivable.  The Accounts Receivable
constitute collateral for the bondholders for whom the Bank of the
Ozarks serves as trustee.  The current outstanding debt on the
bonds is approximately $4.4 million.  The Debtor asserts the
bondholders are adequately protected due to additional security
which collateralizes the debt in the form of $6.8 million of real
estate.

The Paragon loan would prime Bank of Ozarks, trustee, as to the
extent of their lending on Accounts Receivable, but Bank of
Ozarks, would be adequately protected due to the equity cushion.

                  Terms of the Factoring Facility

Guarantors:                     All shareholders holding 10% or
                                more ownership

Advance Rate:                   85%

Initial Factoring Line:         $1,000,000

Term of Agreement:              12 months

Collateral:                     Minimum of first security interest
                                in accounts receivable and
                                proceeds.

Conditions:                     among other things: Paragon must
                                be granted superpriority lien; and
                                the minimum invoice size that can
                                be factored is $250.

The Debtor scheduled a hearing on November 18 at 9:00 a.m., to
consider its request to use the cash collateral and incur secured
debt.

                        About Eaton Moery

Wynne, Arkansas-based Eaton Moery Environmental Services, Inc.,
dba Delta Environmental Services, Inc., is a corporation
responsible for collection and management of refuge and debris,
i.e., garbage, in eastern Arkansas.

filed for Chapter 11
bankruptcy protection on June 30, 2010 (Bankr. E.D. Ark. Case No.
10-14713).   James F. Dowden, P.A., serves as the Debtor's
bankruptcy counsel.  The Company estimated its assets at
$10 million to $50 million and $1 million to $10 million in
liabilities.


EPICEPT CORPORATION: Settles All Ceplene Issues With FDA
--------------------------------------------------------
EpiCept Corporation has reached an agreement on all outstanding
issues with the U.S. Food and Drug Administration on a regulatory
path forward for Ceplene, the Company's product for the remission
maintenance and prevention of relapse of patients with acute
myeloid leukemia in first complete remission.  Ceplene is approved
in the European Union for this indication and is marketed there by
Meda AB.

The FDA indicated that a new trial should be conducted to
demonstrate Ceplene's activity in conjunction with low-dose
interleukin-2 (IL-2) as remission maintenance therapy for AML
patients in first complete remission. EpiCept has reached
agreement with the FDA for a two-arm, randomized, open-label trial
that will compare the efficacy of Ceplene plus low-dose IL-2 to
standard of care in this indication.  Based on FDA guidance, the
primary endpoint of the trial will be overall patient survival.
The Company's previous Phase III trial demonstrated a
statistically significant prolongation of the primary endpoint of
leukemia-free survival and extended overall survival by more than
one year in patients in their first complete remission.

As a next step, EpiCept will submit a detailed Phase III protocol.
The FDA, via the Special Protocol Assessment procedure, will
provide guidance on specific sections of the protocol including
the adaptive design with prospectively defined rules for sample
size selection for both futility and expected success.  The
Company also recently filed an application with the FDA to grant
Ceplene fast track status.  In addition to other benefits, if
granted, this should permit an expedited review of the Ceplene New
Drug Application (NDA)

"We are committed to Ceplene as an important medical breakthrough
that needs to be available to AML patients in the United States as
it is currently in Europe," said Jack Talley, President and Chief
Executive Officer of EpiCept "We intend to work closely with the
FDA to produce an optimal trial design that is achievable and can
be conducted in a reasonable timeframe. The framework under which
we are working with the FDA provides us with a realistic pathway
to conduct the study ourselves or with a partner.  We will now
determine the appropriate next steps for funding and conducting
this trial, with the intent of commencing such a study in 2011."

                   About EpiCept Corporation

EpiCept is focused on the development and commercialization of
pharmaceutical products for the treatment of cancer and pain. The
Company's lead product is Ceplene(R), which has been granted full
marketing authorization by the European Commission for the
remission maintenance and prevention of relapse in adult patients
with Acute Myeloid Leukemia (AML) in first remission.  The Company
has two oncology drug candidates currently in clinical development
that were discovered using in-house technology and have been shown
to act as vascular disruption agents in a variety of solid tumors.
The Company's pain portfolio includes EpiCept(TM) NP-1, a
prescription topical analgesic cream in late-stage clinical
development designed to provide effective long-term relief of pain
associated with peripheral neuropathies.

The Company's balance sheet as of June 30, 2010, showed
$11.4 million in total assets, $21.6 million in total liabilities,
and stockholders' deficit of $10.2 million.

As reported in the Troubled Company Reporter on March 18, 2010,
Deloitte & Touche LLP in Parsippany, New Jersey, expressed
substantial doubt against EpiCept Corporation's ability as a going
concern after auditing the Company's financial statements for the
year ended December 31, 2009.  The independent auditors noted that
the Company has recurring losses from operations and a
stockholders' deficit of $9.1 million at  December 31, 2009.


ERAS NOEL: Voluntary Chapter 11 Case Summary
--------------------------------------------
Joint Debtors: Eras Roy Noel, Jr.
               Pamela Noel
               40011 Tesoro Lane
               Palmdale, CA 93551

Bankruptcy Case No.: 10-57095

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Central District Of California (Los Angeles)

Judge: Victoria S. Kaufman

Debtor's Counsel: Haleh C. Naimi, Esq.
                  ADVOCATE SOLUTIONS, INC.
                  9701 Wilshire Blvd., Ste 1000, 6th Flr
                  Beverly Hills, CA 90212
                  Tel: (310) 601-7157
                  Fax: (310) 317-7151
                  E-mail: hnaimi@advocatesolutionsinc.com

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

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.


FIRST VIETNAMESE: Closed; Grandpoint Bank Assumes Deposits
----------------------------------------------------------
First Vietnamese American Bank of Westminster, Calif., was closed
on Friday, November 5, 2010, by the California Department of
Financial Institutions, which appointed the Federal Deposit
Insurance Corporation as receiver.  To protect the depositors, the
FDIC entered into a purchase and assumption agreement with
Grandpoint Bank of Los Angeles, Calif., to assume all of the
deposits of First Vietnamese American Bank.

The sole branch of First Vietnamese American Bank will reopen
during normal banking hours as a branch of Grandpoint Bank.
Depositors of First Vietnamese American Bank will automatically
become depositors of Grandpoint Bank.  Deposits will continue to
be insured by the FDIC, so there is no need for customers to
change their banking relationship in order to retain their deposit
insurance coverage up to applicable limits.  Customers of First
Vietnamese American Bank should continue to use their existing
branch until they receive notice from Grandpoint Bank that it has
completed systems changes to allow other Grandpoint Bank branches
to process their accounts as well.

As of September 30, 2010, First Vietnamese American Bank had
around $48.0 million in total assets and $47.0 million in total
deposits.  Grandpoint Bank did not pay the FDIC a premium for the
deposits of First Vietnamese American Bank.  In addition to
assuming all of the deposits of the failed bank, Grandpoint Bank
agreed to purchase essentially all of the assets.

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-760-3639.  Interested parties also can
visit the FDIC's Web site at:

  http://www.fdic.gov/bank/individual/failed/firstvietnamese.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $9.6 million.  Compared to other alternatives, Grandpoint
Bank's acquisition was the least costly resolution for the FDIC's
DIF.  First Vietnamese American Bank is the 143rd FDIC-insured
institution to fail in the nation this year, and the twelfth in
California.  The last FDIC-insured institution closed in the state
was Western Commercial Bank, Woodland Hills, earlier on
November 5.


FQRV LLC: Case Summary & 12 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: FQRV, LLC
        500 North Claiborne Avenue
        New Orleans, LA 70112

Bankruptcy Case No.: 10-14074

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Elizabeth W. Magner

Debtor's Counsel: Robin B. Cheatham, Esq.
                  ADAMS & REESE LLP
                  One Shell Square
                  701 Poydras Street, Suite 4500
                  New Orleans, LA 70139
                  Tel: (504) 581-3234
                  Fax: (504) 566-0210
                  E-mail: cheathamrb@arlaw.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 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/laeb10-14074.pdf

The petition was signed by Ronald Nakamoto.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Basin Stree #2 Limited Partnership     06-11359    11/30/06


FREESCALE SEMICON: Bank Debt Trades at 5% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Freescale
Semiconductor, Inc., is a borrower traded in the secondary market
at 94.82 cents-on-the-dollar during the week ended Friday,
November 5, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents an
increase of 1.13 percentage points from the previous week, The
Journal relates.  The Company pays 425 basis points above LIBOR to
borrow under the facility.  The bank loan matures on Feb. 16,
2016, and carries Moody's B2 rating and Standard & Poor's B-
rating.  The loan is one of the biggest gainers and losers among
198 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                   About Freescale Semiconductor

Freescale Semiconductor, Inc. -- http://www.freescale.com/-- once
Motorola's Semiconductor Products Sector, is one of the oldest and
most diverse makers of microchips in the world.  It produces many
different kinds of chips for use in automobiles, computers,
industrial equipment, wireless communications and networking
equipment, and other applications.  The company's global client
roster includes such blue-chip companies as Alcatel-Lucent, Bosch,
Cisco Systems, Fujitsu, Hewlett-Packard, QUALCOMM, and Siemens, as
well as former parent Motorola.  Freescale nets about half of its
sales from the Asia/Pacific region.  The Blackstone Group, The
Carlyle Group, Permira Advisers, and TPG Capital own the company.

Freescale Semiconductor Inc. carries 'Caa1' corporate family and
probability of default ratings from Moody's Investors Service.
Moody's said in September 2010, "Freescale's Caa1 CFR continues to
be constrained by the company's substantial leverage and thin
interest coverage, as well as Moody's expectation of very modest
free cash flow generation relative to its large debt load.  The
CFR also reflects a significantly reduced earnings contribution
from the company's cellular segment, offset by modest earnings
from Freescale's recent entry into higher growth sub-segments
within consumer and industrial markets."

Freescale carries a B-/Stable/-- corporate credit rating from
Standard & Poor's.  "The rating on Freescale," said Standard &
Poor's credit analyst Lucy Patricola, "reflects S&P's expectation
that the company will continue on its current path to generate
over $800 million of EBITDA for 2010.  S&P expects leverage to
remain high but free cash flow to be slightly positive, preserving
existing cash balances of $1 billion."

The parent, Freescale Semiconductor Holdings I, Ltd., carries an
Issuer Default Rating of 'CCC' from Fitch Ratings.


FX REAL ESTATE: Expects to Lose Las Vegas Business
--------------------------------------------------
FX Real Estate and Entertainment Inc. filed its quarterly report
on Form 10-Q, reporting a net loss of $11.35 million on
$4.36 million of revenue for the three months ended Sept. 30,
2010, compared with a net loss of $10.42 million on $4.55 million
of revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$142.34 million in total assets, $525.36 million in total
liabilities, and a stockholder's deficit of $383.02 million.

The Company noted that on April 21, 2010, its Las Vegas
subsidiary, namely FX Luxury Las Vegas I, LLC, filed a voluntary
petition for relief under chapter 11 of the United States
Bankruptcy Code (Bankr. D. Nev. Case No. 10-17015).  As has been
previously disclosed, the Bankruptcy Court terminated the Las
Vegas Subsidiary's exclusivity to present a plan of organization
or liquidation in the Chapter 11 Bankruptcy Proceeding and is
allowing interested parties to present competing plans to the
Bankruptcy Court.  The first lien lenders and the second lien
lenders had filed competing plans of reorganization with the
Bankruptcy Court prior to October 12, 2010.  On October 12, 2010,
a majority-in-interest of the second lien lenders, with the
support of the first lien lenders, filed a third amended plan of
reorganization with the Bankruptcy Court. These second lien
lenders have requested the Bankruptcy Court to approve such plan
of reorganization on November 8, 2010   The first lien lenders are
not permitted to proceed with their pending trustee's sale of the
Las Vegas Property so long as the Bankruptcy Court stay remains in
effect.

The Company stated in the SEC filing, "Invariably, under a
Bankruptcy Court-approved plan of liquidation or reorganization,
the Company will surrender ownership of the Las Vegas Property.
Under the Liquidation Plan, it is extremely unlikely the Company
will receive any material interest or benefit of any nature.  The
loss of the Las Vegas Property, which was substantially the entire
business of the Company, will have a material adverse effect on
the Company's business and financial condition."

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6d57

                       About FX Real Estate

FX Real Estate and Entertainment Inc. owns 17.72 contiguous acres
of land located at the southeast corner of Las Vegas Boulevard and
Harmon Avenue in Las Vegas, Nevada.  The Las Vegas Property is
currently occupied by a motel and several commercial and retail
tenants with a mix of short and long-term leases.  On June 23,
2009, as a result of the default under the first mortgage loan,
the first lien lenders had a receiver appointed to take control of
the property.  The Company is headquartered in New York City.

                           *     *     *

As reported in the Troubled Company Reporter on April 15, 2010, LL
Bradford, in Las Vegas, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company is in default under the mortgage
loan, has limited available cash, has a working capital deficiency
and will need to secure new financing or additional capital in
order to pay its obligations.

The Company disclosed in its Form 10-Q for the quarter ended
June 30, 2010, that it has no current cash flow and cash on hand
as of August 13, 2010, is not sufficient to fund its short-term
liquidity requirements, including its ordinary course obligations
as they come due.  On April 21, 2010, the Company's remaining Las
Vegas subsidiary, namely FX Luxury Las Vegas I, LLC, filed for
Chapter 11 in the U.S. Bankruptcy Court for the District of Nevada
(Case No. 10-17015).


GAVILON LLC: Moody's Assigns 'Ba3' Rating to $900 Mil. Loan
-----------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Gavilon LLC's
new $900 million senior secured term loan due 2016 and affirmed
Gavilon's Ba3 corporate family rating.  Moody's also downgraded
its rating on the extended $2.25 billion senior secured asset
based revolving credit facility due 2013 to Ba2 from Ba1.
Proceeds from the new debt will be used to repay the remaining PIK
seller notes (approximately $550 million), fund the acquisition of
the DeBruce Companies, and support ongoing working capital needs.
The rating outlook remains stable.

                        Ratings Rationale

"Gavilon's refinancing greatly expands its financial flexibility
just as higher commodity prices and an early harvest have driven
up working capital needs," stated John Rogers a Senior Vice
President at Moody's.  "Gavilon's refinancing of the holdco PIK
notes were previously factored into the CFR."

Gavilon's Ba3 Corporate Family Rating  reflects the company's
modest scale relative to other rated global companies in the
merchandising and distribution of agricultural commodities
(grains, fertilizers, feed ingredients, oils, fats, etc), the size
of its trading and distribution operations for non- agricultural
products (crude oil, natural gas, biofuels, weather, etc.), and a
lack of meaningful vertical forward integration (relative to
larger agricultural commodity competitors and vertically
integrated mid-stream oil companies).  However, Moody's believe
these negatives are offset by the relatively large amount of
shareholders equity ($2.1 billion as of 6/30/10) on the balance
sheet and management's desire to maintain an elevated level of
financial flexibility.  The ratings are also supported by the
detailed disclosure of its derivative and commodity exposures, and
an incentive compensation program for traders that discourages
excessive risk taking.  The acquisition of DeBruce is supportive
of ratings as it lowers Gavilon's risk profile through the
addition of significant agriculture commodities operations and a
more conservative business model.  While this is a meaningful
increase in debt, Gavilon has remained largely unlevered since the
end of 2008 due to the drop in commodity prices, The ratings had
anticipated that the company would incur additional debt to grow
its merchandising business.

The stable outlook reflects the expectation of relatively strong
financial metrics over the next 12 months (2011) due to
expectations of strong agricultural markets, improved operating
and logistics footprint with the addition of DeBruce, and limited
increases in commodity prices from current levels.  If the company
is able to demonstrate continued adherence to conservative risk
management policies, maintain a very strong liquidity profile, and
there is no significant negative event in its operations (large
trading loss or inventory write-down), there could be upside to
the ratings over the next two years.  If commodity price
volatility increases the variability of earnings and cash flow
over time, there is a meaningful reduction in shareholders equity
or another large write-down related to its operations, Moody's
could reassess the appropriateness of the Ba3 CFR.

The senior secured asset-based credit facility was lowered to Ba2,
one notch above the CFR due to the increased level of senior
secured debt in the capital structure, despite a first lien access
to a substantial amount of collateral (receivables and inventory
constitute a majority of assets on the balance sheet).  Gavilon
may upsize the ABL facility by another $250 million depending on
demand.  The ABL has a working capital borrowing base formula
combined with terms and conditions that provide more onerous
restrictions and more timely access to information if availability
declines below 10%.  In addition, lenders get cash dominion once
availability has fallen below $250 million for five consecutive
days.  The ABL also has a $500 million accordion facility that is
subject to the approval of the banks.

The Ba3 rating on the senior secured term loan reflects good
collateral coverage with a first lien on fixed assets and a second
lien on working capital.  The term loan is composed of two parts:
an initial draw of $575 million, which will be used to repay the
PIK seller notes, and a $325 million delayed draw feature, which
is will be used to fund a portion of the DeBruce acquisition.
While the DeBruce transaction is subject to regulatory approval,
Gavilon currently does not expect a second request from the
Department of Justice and expects to close the transaction by the
end of November.

Ratings Assigned:

Issuer: Gavilon LLC

  -- $2.25 billion senior secured asset based revolving credit
     facility due 2013, Ba2 (LGD3, 41%)

  -- $900 million senior secured term loan due 2016, Ba3 (LGD4,
     54%)

Ratings Affirmed:

  -- Corporate Family Rating, Ba3
  -- Probability of Default Rating, Ba3

These ratings are subject to the review of executed documents.

Gavilon's ratings were assigned by evaluating factors Moody's
believe to be relevant to the credit profile of the issuer, such
as i) its business risk and competitive position versus others
within its industry, ii) its capital structure and financial and
liquidity risk profile, and (iii) management's track record and
tolerance for risk.  These attributes were compared against other
issuers both within and outside of Gavilon's core agricultural and
energy merchandising operations where Gavilon's ratings are
believed to be comparable to those of other issuers of similar
credit risk.

Gavilon LLC, headquartered in Omaha, Nebraska, is a global
merchandiser and distributor of agricultural commodities (grains,
fertilizers, feed ingredients, oils, fats, etc), and petroleum and
fuel commodities (crude oil, natural gas, biofuels, etc).  Gavilon
is majority owned by an affiliate of Ospraie Management L.L.C.
Revenues for the LTM ending June 30, 2010 were $7.4 billion.


GENERAL GROWTH: Commences NYSE "When Issued" Trading
----------------------------------------------------
General Growth Properties, Inc. disclosed that NYSE "when issued"
trading is commencing in both "new" GGP common stock and the
common stock of the spin-off company called The Howard Hughes
Corporation.  NYSE "when issued" trading will be conducted under
the symbols "GGP WI" and "HHC WI," respectively.  "When issued"
trading in both stocks will continue leading up to and including
the day GGP emerges from bankruptcy.  GGP's existing common stock
is traded on the NYSE under the symbol "GGP" and will continue to
trade regular way leading up to and including the day GGP emerges
from bankruptcy.  "New" GGP and THHC will commence regular way
trading the day following the day GGP emerges from bankruptcy.

                       About General Growth

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

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

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


GENTA INC: Gets EMA's "Supportive" Advice on Phase 3 Trial
----------------------------------------------------------
Genta Incorporated has received Scientific Advice from the
European Medicines Agency on the Company's clinical development
plan for tesetaxel in patients with advanced gastric cancer, which
includes a pivotal, randomized, controlled, Phase 3 trial.  The
EMA's written advice is supportive of Genta's proposed Phase 3
trial in patients with advanced gastric cancer whose disease has
progressed on 1st-line chemotherapy.  The EMA issued the advice
following its established consultative review process, which
provides development clarity toward a potential regulatory
submission for marketing approval.

Genta is currently discussing plans for this Phase 3 trial with
other regulatory agencies, including the U.S. Food and Drug
Administration.  Further information about the trial will be
provided upon completion of the Company's ongoing regulatory
discussions.

Tesetaxel has been designated an Orphan Drug by both FDA and EMA
for treatment of patients with advanced gastric cancer.  FDA has
also granted Fast Track designation for tesetaxel in patients with
advanced gastric cancer.

                            About Genta

Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB)
-- http://www.genta.com/-- is a biopharmaceutical company with a
diversified product portfolio that is focused on delivering
innovative products for the treatment of patients with cancer.

                           *     *     *

Genta Incorporated's balance sheet at June 30, 2010, showed
$24.11 million in total assets, $6.39 million in total current
liabilities, $145.17 million in total long-term liabilities, and
a stockholders' deficit of $127.44 million.


GERMANTOWN SETTLEMENT: Judge Orders Liquidation of Key Subsidiary
-----------------------------------------------------------------
A federal judge in Philadelphia has ordered that a key subsidiary
of Germantown Settlement be liquidated to settle more than
$9.2 million in debts, Christopher K. Hepp at The Philadelphia
Inquirer reports.

The Philadelphia Inquirer says Chief Bankruptcy Judge Stephen
Raslavich also held the subsidiary, Greater Germantown Housing
Development Corp., in contempt of court for refusing to sign a
loan agreement to keep it afloat while in bankruptcy.

According to the report, Judge Raslavich warned that he would
order the arrest of Emanuel V. Freeman, president of both
Settlement and GGHDC, if he did not sign the agreement or appear
in court tomorrow, November 9, 2010.

The Philadelphia Inquirer reports that late in October another
Settlement subsidiary, Greater Germantown Education Development
Corp., had its bankruptcy case dismissed, allowing its creditors
to begin seizing property that had once served as the Germantown
Settlement Charter School.

The city's Redevelopment Authority has also filed a legal claim on
the Germantown YWCA and plans to sell the property Dec. 7 to
recoup $1.3 million it loaned Settlement, according to The
Philadelphia Inquirer.

                    About Germantown Settlement

Germantown Settlement is a social-service provider funded by
taxpayers in Philadelphia.

Philadelphia, Pennsylvania-based Germantown Settlement, aka
Germantown Community Center, filed for Chapter 11 protection
(Bankr. E.D. Pa. Case No. 10-12615) on April 1, 2010.  Its
affiliate, Greater Germantown Housing Development Corporation,
also filed for Chapter 11 bankruptcy protection  (Bankr. E.D. Pa.
Case No. 10-12614).  Germantown Settlement estimated its assets
and debts at $1 million to $10 million as of the petition date.
Greater Germantown estimated its assets and debts at $10 million
to $50 million.

Judge Bruce I. Fox presides over the Chapter 11 cases.  Albert A.
Ciardi, III, Esq., and Thomas Daniel Bielli, Esq., at Ciardi
Ciardi & Astin, P.C., serve as the Debtors' counsel.


GUITAR CENTER: Bank Debt Trades at 9% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Guitar Center,
Inc., is a borrower traded in the secondary market at 90.78 cents-
on-the-dollar during the week ended Friday, November 5, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.06
percentage points from the previous week, The Journal relates.
The Company pays 350 basis points above LIBOR to borrow under the
facility.  The bank loan matures on October 9, 2014, and carries
Moody's B3 rating and Standard & Poor's B- rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

Guitar Center, Inc., headquartered in Westlake Village, Calif., is
the largest musical instrument retailer with 312 stores and a
direct response segment, which operates its websites.  It operates
three distinct musical retail business -- Guitar Center (about 70%
of revenue), Music & Arts (about 7% of revenue), and Musician's
Friend (its direct response subsidiary with 24% of revenue).
Total revenue is about $2 billion.

Guitar Center carries 'Caa1' corporate family and probability of
default ratings from Moody's Investors Service.  In December 2009,
Moody's said, "The Caa1 Corporate Family Rating reflects Guitar
Center's very weak credit metrics, particularly its interest
coverage, as a result of its very high level of debt."


GULF COUNTY: Fitch Affirms 'BB' Rating on $5.1 Million Bonds
------------------------------------------------------------
Fitch Ratings has affirmed these Gulf County, Florida revenue
bonds as part of its continuous surveillance efforts:

  -- $5.1 million limited ad valorem revenue bonds affirmed at
     'BB';

  -- $13.3 million gas tax revenue bonds affirmed at 'A'.

The Rating Outlook for the bonds is revised to Stable from
Negative.

Rating Rationale:

For the limited ad valorem revenue bonds:

  -- The Outlook revision to Stable from Negative reflects the
     county's demonstrated willingness and ability to raise
     revenues from non-pledged sources to make debt service
     payments as well as the short maturity of the bonds.

  -- The 'BB' rating is based on the continued declines in pledged
     revenues, which are now insufficient to fully fund debt
     service requirements, due to continued severe declines in
     assessed value.

  -- Overall financial flexibility for the government remains
     sound, including healthy fund balance levels, a 50% cash
     funded debt service reserve fund and unspent bond proceeds.

For the gas tax revenue bonds:

  -- The revision of the Outlook to Stable reflects indications of
     stabilization in pledged revenues in fiscal 2010 after
     declines in the last two audited years.

  -- Debt service coverage remains satisfactory.

Key Rating Driver For The Limited Ad Valorem Revenue Bonds:
Fitch expects that the county will continue to levy sufficient
revenues from a combination of pledged and non-pledged sources for
the next two fiscal years, at which time the bonds will mature.

Key Rating Driver For The Gas Tax Revenue Bonds:

  -- Continuation of the recent trend of stabilization in pledged
     revenue;

  -- Full replenishment of debt service reserve fund.

Security:

The limited ad valorem revenue bonds are secured by a pledge of
the ad valorem taxing power of the county within its Gulfside
municipal service taxing unit and its Interior MSTU, not to exceed
6 mills in the Gulfside MTSU and 4 mills within the Interior MTSU.
The bonds are additionally secured by a debt service reserve fund,
50% of which is cash funded.

The gas tax revenue bonds are secured by a lien and pledge of the
local option gas tax, the county gas tax and the constitutional
gas tax received by the county, as well as a DSRF.  The fund was
originally derived from a surety provided by MBIA, upon whose
downgrade to below investment grade the county was required to
replace the surety with cash over a five-year period.  The DSRF is
anticipated to be fully replenished by fiscal 2014.

Credit Summary:

The limited ad valorem bonds were approved by voters of the MTSUs
to fund the cost of beach reconstruction at Cape San Blas, which
is recognized as of the county's premier beaches.  The MSTUs
contain a small number of predominantly residential parcels that
appreciated significantly during the housing market run-up.
However, AV within the Gulfside MSTU and the Interior MSTU, which
generate the pledged revenue, in aggregate has declined over 50%
from its over the past few years, including a combined decrease of
over 26%, in fiscal 2011.  The declines in TAV have lowered
coverage provided by pledged revenues dramatically, to 0.67 times
in fiscal 2011 from 1.4x in fiscal 2007.

However, the county has the ability to increase the millage rate
in each of the MSTUs to 10 mills, and did so in fiscal 2010 and
fiscal 2011 to meet debt service obligations.  The county reports
no change in its 96% property tax collection rate.  AV in the
combined MTSUs could fall an additional 25% while still enabling
the county to make debt service payments from the aggregate MTSU
ad valorem revenues, including pledged and non-pledged revenues.
Fitch believes this is a possibility but also recognizes the very
limited repayments needed to fully redeem the bonds; the final
maturity of the bonds is in fiscal 2013, and that year's payment
will be partially funded with available cash in the DSRF.

After experiencing declines in fiscal 2008 and fiscal 2009, fiscal
2010 gas tax estimates show signs of stabilization with nominal
1.8% growth.  Despite the 4.2% decrease in pledged revenue in
fiscal 2009, coverage remained adequate at 1.27x maximum annual
debt service and is projected to increase marginally to 1.29x in
fiscal 2010.  Following a downgrade of its surety provider, the
county was required to cash fund the DSRF to MADS ($995,544) in
equal installments over five years.  The county made its first
payment in fiscal 2010.  The obligation to pay debt service is
senior to the obligation to replenish the reserve fund.  While the
county is able to use any legally available revenue to make the
payment, it has been using residual gas tax reserves.

The county is located on the Gulf of Mexico in Florida's
Panhandle, approximately 35 miles southeast of Panama City and 100
miles southwest of Tallahassee.  The county is mostly rural and
sparsely populated with a 2009 population of 15,755.  The local
economy remains limited, anchored by a state prison, the Gulf
Correctional Institution.  The GCI, designated a 'major facility'
within the Florida DOC, has served as a major employer since the
1990s.  More recent developments include the opening of Sacred
Heart Hospital in March 2010, expanding the county's health care
presence.  The county does not report any negative tourism impact
from the oil spill.  The unemployment rate is down from its prior
peak of 12.4% in February 2010 but at 10.1% in August 2010 was
above the 9.5% rate in August 2009.  Wealth levels are very low,
and an above-average number of residents live below the poverty
level.

Financial operations have historically been sound with operating
surpluses in the past five audited fiscal years.  However,
financial results are expected to weaken over the next few years
due to a structural imbalance.  The county estimates using a
maximum of $1.6 million of fund balance in fiscal 2010, which
compares favorably to the $2.2 million budgeted use of reserves.
The draw on reserves in fiscal 2010 is projected to leave the
unreserved fund balance at over 28% of spending, which is still
sound.  However, the fiscal 2011 budget includes the use of
$2.6 million of reserves, which would lower the unreserved fund
balance to roughly 15% of spending and increase the county's
reliance on non-recurring sources.  The county maintains no fund
balance policy.  The fiscal 2009 audit is unqualified but was
found to contain significant deficiencies regarding the county's
internal controls.  However, none were considered to be a material
weakness.

Debt levels are low and are expected to remain so given the
county's stated capital plans.  The fiscal 2010-2014 CIP contains
$28.1 million in committed projects as well as an additional
$11 million in the last two years of the plan which are
categorized as 'planned funding', which are dependent mainly on
state and federal grants.  The planned funding projects are
predominantly related to roads and sewer projects.  The county has
no plans for additional debt.


GULFSTREAM INT'L: Proposes $5MM of Financing from Victory Park
--------------------------------------------------------------
Gulfstream International Group, Inc., et al., seek authority from
the U.S. Bankruptcy Court for the Southern District of Florida to
obtain postpetition secured financing from Victory Park Capital
Advisors, LLC.

The DIP lenders have committed to provide up to $5.0 million, with
$1.5 million to be provided on an interim basis to avoid immediate
and irreparable harm.  A copy of the DIP financing agreement is
available for free at:

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

Brian K. Gart, Esq., at Berger Singerman, P.A., explains that the
Debtors need the money to fund their Chapter 11 case, pay
suppliers and other parties.

The DIP facility will incur interest at 15% per annum.  The
Debtors will prepay three interest payments under the Loan on the
initial closing date.  In the event of a default of event of
default, the DIP Term Loan will bear interest at 20% per annum on
any outstanding advances.

The Loan will be secured by: (i) a perfected first priority lien
on all assets; (ii) a first priority pledge of the capital stock
and equity interest held directly or indirectly by each of the
Debtors; and (iii) constructive control over the Debtors' bank
accounts in similar form and substance of lockbox and control
accounts customary for transactions of this nature exercisable
upon an event of default and stay relief from the Court.

The DIP lien is subject to a carve-out for U.S. Trustee and Clerk
of Court fees; up to $200,000 in fees payable to professional
employed in the Debtors' case; and fees of the committee in
pursuing actions challenging the Lender's lien.

The Debtors are required to pay a host of fees to the Lender,
including: (i) the DIP Term Loan Fee: payment of 2% fee, payable
in cash to the Lender on the initial closing date; (ii) a 3%
success fee, fully earned as of the Final Hearing, payable in cash
to the Lender on the due date; and (iii) a maintenance fee of
$5,000 per month.

The Loan Obligations will become due and payable in full in cash
90 days after the commencement of the bankruptcy cases; or 30 days
after the entry of the interim court order if the final court
order has not been entered prior to the expiration of the 30-day
period.

The Debtors and Lender will continue to cooperate to develop an
agreement for a sale of the Debtors' assets free and clear of
liens and claims, or a Plan of Reorganization, under which the
Lender and the Debtors would be co-sponsors.

Mr. Gart said that the Debtors also ask for the Court's permission
to use the junior lenders' cash collateral says, to provide
additional liquidity.  The Debtors will use the collateral
pursuant to a budget, a copy of which is available for free at:

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

As adequate protection of the junior lenders' interests in the DIP
facility collateral, the Debtors propose that the junior lenders
be granted valid, binding, enforceable and perfected additional
and replacement liens in all property of the Debtors' estates.
The junior lenders have not consented to the use.  The Lender
consents to the Debtors' requested use of the cash collateral.

                 About Gulfstream International

Gulfsteram International Airlines (NYSE Amex:GIA) serves the
public as a regional air carrier based in Fort Lauderdale,
Florida.  GIA operates a fleet of turboprop Beechcraft 19000
aircraft, and specializes in providing travelers with access to
niche locations not typically covered by major carriers.
Specifically, GlA operates more than 150 scheduled flights per
day, serving nine destinations in Florida, 10 destinations in the
Bahamas, five destinations from Continental Airline's hub under
the Department of Transportation's Essential Air Service Program
and supports charter service to Cuba through a services agreement
with Gulfstream Air Charter, Inc., an entity otherwise unrelated
to the Debtors.

GIA operates as a Continental Connection carrier, as well as for
United Airlines, Northwest Airlines and Copa Airlines, through
respective code share agreements.

GIA has 620 employees, including 530 working full-time.

Fort Lauderdale, Florida-based Gulfstream International Group,
Inc., filed for Chapter 11 bankruptcy protection on November 4,
2010 (Bankr. S.D. Fla. Case No. 10-44131).  Brian K Gart, Esq., at
Berger Singerman, P.A., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets at $100,001 to $500,000
and debts at $1 million to $10 million.

Affiliates Gulfstream International Group, Inc., Gulfstream
International Airline, Inc., Gulfstream Training Academy, Inc.,
GIA Holdings Corp., Inc., and Gulstream Connection, Inc., filed
separate Chapter 11 petitions on November 4, 2010.


GULFSTREAM INT'L: Taps Garden City as Claims & Noticing Agent
-------------------------------------------------------------
Gulfstream International Group, Inc., et al., ask for
authorization from the U.S. Bankruptcy Court for the Southern
District of Florida to employ The Garden City Group, Inc., as
claims, noticing, balloting and solicitation agent, nunc pro tunc
to the Petition Date.

GCG will, among other things:

     a. prepare and serve required notices in the Debtors' Chapter
        11 cases;

     b. maintain copies of all proofs of claim and proofs of
        interest filed in the Debtors' Chapter 11 cases;

     c. maintain official claims registers in the Debtors' Chapter
        11 cases by docketing proofs of claim and proofs of
        interest in a claims database; and

     d. work with restructuring counsel to coordinate the design,
        printing and mailing of plan booklets and all necessary
        ballots.

GCG will be paid based on these rates:

        Administrative & Data Entry                     $45-$55
        Mailroom and Claims Control                       $55
        Project Administrators                          $70-$85
        Quality Assurance Staff                         $80-$125
        Project Supervisors                             $95-$110
        Systems & Technology Staff                     $100-$200
        Graphic Support for Web Site                     $125
        Project Managers                               $125-$150
        Directors, Sr. Consultants and Assistant VP    $175-$275
        Vice President and Above                    Capped at $295
        Senior Management                                $295

A copy of the Debtors' bankruptcy administration agreement with
GCG is available for free at:

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

Jeffrey S. Stein, GCG's vice president, assures the Court that the
firm is a "disinterested person" as that term defined in Section
101(14) of the Bankruptcy Code.

                 About Gulfstream International

Gulfsteram International Airlines (NYSE Amex:GIA) serves the
public as a regional air carrier based in Fort Lauderdale,
Florida.  GIA operates a fleet of turboprop Beechcraft 19000
aircraft, and specializes in providing travelers with access to
niche locations not typically covered by major carriers.
Specifically, GlA operates more than 150 scheduled flights per
day, serving nine destinations in Florida, 10 destinations in the
Bahamas, five destinations from Continental Airline's hub under
the Department of Transportation's Essential Air Service Program
and supports charter service to Cuba through a services agreement
with Gulfstream Air Charter, Inc., an entity otherwise unrelated
to the Debtors.

GIA operates as a Continental Connection carrier, as well as for
United Airlines, Northwest Airlines and Copa Airlines, through
respective code share agreements.

GIA has 620 employees, including 530 working full-time.

Fort Lauderdale, Florida-based Gulfstream International Group,
Inc., filed for Chapter 11 bankruptcy protection on November 4,
2010 (Bankr. S.D. Fla. Case No. 10-44131).  Brian K Gart, Esq., at
Berger Singerman, P.A., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets at $100,001 to $500,000
and debts at $1 million to $10 million.

Affiliates Gulfstream International Group, Inc., Gulfstream
International Airline, Inc., Gulfstream Training Academy, Inc.,
GIA Holdings Corp., Inc., and Gulstream Connection, Inc., filed
separate Chapter 11 petitions on November 4, 2010.


GULFSTREAM INT'L: Receives Delisting Notice From NYSE Amex
----------------------------------------------------------
Gulfstream International Group, Inc. disclosed that on November 3,
2010, it received notice from the NYSE Amex, LLC indicating that
the Exchange intends to strike the Company's common stock from
listing on the Exchange by filing a delisting application with the
Securities and Exchange Commission.  In its letter, the Exchange
stated that it has determined that the Company has failed to
comply with continued listing standards set forth in Sections
1003(a)(i) and 1003(a)(ii) of the Exchange Company Guide,
respectively, which state, in relevant part, that the Exchange
will normally consider suspending dealings in, or removing from
the list, securities of a company which (a) has stockholders'
equity of less than $2,000,000 if such company has sustained
losses from continuing operations and/or net losses in two out of
its three most recent fiscal years; or (b) has stockholders'
equity of less than $4,000,000 if such company has sustained
losses from continuing operations and/or net losses in three out
of its four most recent fiscal years, respectively.  In addition,
the Exchange advised the Company that it is not in compliance with
Section 801(h) of the Company Guide in that it does not currently
maintain a board of directors comprised of at least 50%
independent directors, or an audit committee comprised of at least
two independent directors.

The Exchange rules provides for an appeal of the above decision by
requesting a hearing in accordance with appropriate procedures as
outlined by the Company Guide.  The Company will not request a
hearing.  Accordingly, the Exchange will initiate the delisting
process with respect to the Company's common stock and will
suspend trading in accordance with Part 12 of the Company Guide.
The Company is considering whether to take the necessary steps to
have its common stock traded on the Over-the-Counter Bulletin
Board.

                 About Gulfstream International

Gulfsteram International Airlines (NYSE Amex:GIA) serves the
public as a regional air carrier based in Fort Lauderdale,
Florida.  GIA operates a fleet of turboprop Beechcraft 19000
aircraft, and specializes in providing travelers with access to
niche locations not typically covered by major carriers.
Specifically, GlA operates more than 150 scheduled flights per
day, serving nine destinations in Florida, 10 destinations in the
Bahamas, five destinations from Continental Airline's hub under
the Department of Transportation's Essential Air Service Program
and supports charter service to Cuba through a services agreement
with Gulfstream Air Charter, Inc., an entity otherwise unrelated
to the Debtors.

GIA operates as a Continental Connection carrier, as well as for
United Airlines, Northwest Airlines and Copa Airlines, through
respective code share agreements.

GIA has 620 employees, including 530 working full-time.

Fort Lauderdale, Florida-based Gulfstream International Group,
Inc., filed for Chapter 11 bankruptcy protection on November 4,
2010 (Bankr. S.D. Fla. Case No. 10-44131).  Brian K Gart, Esq., at
Berger Singerman, P.A., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets at $100,001 to $500,000
and debts at $1 million to $10 million.

Affiliates Gulfstream International Group, Inc., Gulfstream
International Airline, Inc., Gulfstream Training Academy, Inc.,
GIA Holdings Corp., Inc., and Gulstream Connection, Inc., filed
separate Chapter 11 petitions on November 4, 2010.


GULFSTREAM INT'L: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Gulfstream International Group, Inc.
        3201 Griffin Road, 4th Floor
        Fort Lauderdale, FL 33312

Bankruptcy Case No.: 10-44131

Chapter 11 Petition Date: November 4, 2010

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

Judge: John K. Olson

Debtors' Counsel: Brian K Gart, Esq.
                  BERGER SINGERMAN, P.A.
                  350 E Las Olas Blvd #1000
                  Ft Lauderdale, FL 33301
                  Tel: (954) 525-9900
                  E-mail: bgart@bergersingerman.com

Debtor's
Financial
Advisors:         JETSTREAM AVIATION CAPITAL, LLC and
                  JETSTREAM AVIATION MANAGEMENT, LLC
                  2601 South Bayshore Drive, Suite 630
                  Miami, FL 33133
                  Tel: (305) 447-1920

Debtor's
Claims &
Notice Agent:     GARDEN CITY GROUP

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

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

The petition was signed by David F. Hackett, chief executive
officer and president.

Debtor-affiliates that filed separate Chapter 11 petitions:

   Debtor                                 Case No.
   ------                                 --------
Gulfstream International Airline, Inc.    10-44133
Gulfstream Training Academy, Inc.         10-44134
GIA Holdings Corp., Inc.                  10-44139
Gulstream Connection, Inc.

A list of Gulfstream International Group's 20 largest unsecured
creditors:

   Entity                       Nature of Claim       Claim Amount
   ------                       ---------------       ------------
Gulfstream Funding II LLC
c/o Mr. Douglas E. Halley
861 Maggies Way
Waterbury Center, VT 05677       Unsecured Loan         $1,646,238

Shelter Island Opportunity
Fund, LLC
One East 52nd Street, Sixth Floor
New York, New York                  Put Warrant         $1,050,000

Glenn Richard Hicks Roth DCG & T      Dividends
21 Tanfield Road                    payable and
Tiburon, CA 94920                    liquidated
                                   damages owed
                                   to preferred
                                    shareholder            $36,314

Bahama Investments Family             Dividends
940 Sykes Loop Drive                payable and
Merritt Island, FL 32953            liquidated
                                   damages owed
                                   to preferred
                                    shareholder            $30,012

Macnab, Craig                         Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder            $30,012

The Richard S. Friedman               Dividends
2008 Rev. Trust                     payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder            $15,456

Ruben & Ann B. Kueffner Trust         Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder            $11,254

Macathel LP                         Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $9,003

Splvak, Kenin                       Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $7,503

Wolfe Axelrod Weinberger Assoc.    Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $7,503

Margaret B. Heglund Liv. Trust     Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $7,503

Regina C. Lemmer Revoc. Trust   Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $7,503

James Tiamo Money Purchase Plan     Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $7,503

Tara Arnold IRA DCG&T               Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $4,502

Gregory McDaniel SEP IRA            Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $4,202

Kurtzman, Chana & Zvi Kurtzman     Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $3,751

Auerbach Family Trust              Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $3,751

Brier, Andrea Lynn R/O DCG & T    Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $3,751

Heglund, Norman C.                  Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $3,751

McNamara, Larry and Betty            Dividends
                                    payable and
                                     liquidated
                                   damages owed
                                   to preferred
                                    shareholder             $3,751


HEALTHSOUTH CORP: Earns $42 Million in Third Quarter
----------------------------------------------------
HealthSouth Corporation reported net income of $41.9 million for
the three months ended Sept. 30, 2010, compared with net income of
$24.8 million for the same period a year ago.

Consolidated net operating revenues were $490.7 million for the
third quarter of 2010 compared to $470.4 million for the third
quarter of 2009, or an increase of 4.3%.  This increase was
attributable to higher net patient revenue per discharge and a
2.5% increase in patient discharges.  Net patient revenue per
discharge increased 2.7% quarter over quarter due primarily to the
Medicare pricing changes that became effective October 1, 2009.
Same store discharges were 0.4% higher quarter over quarter.

The Company's balance sheet at Sept. 30, 2010, showed
$1.80 billion in total assets, $2.19 billion in total liabilities,
$387.4 million in Convertible perpetual preferred stock, and a
stockholder's deficit of $782.3 million.

"The third quarter was another solid quarter for HealthSouth.  We
grew net operating revenues from a combination of better pricing
and stronger discharges, managed our expenses in a disciplined
manner, and, most importantly, continued to generate strong cash
flows from operations," said Jay Grinney, President and Chief
Executive Officer of HealthSouth.  "During the quarter, we also
demonstrated the strength of our development efforts by completing
two acquisitions -- one in southwest Houston, Texas and the other
in Ft. Smith, Arkansas -- and opening a new, 25-bed hospital in
Bristol, Virginia.  Although the operating environment remains
challenging, we are very encouraged by the performance of our
hospitals and, as a result, are increasing our Adjusted
Consolidated EBITDA guidance for the year."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d54

                      About HealthSouth Corp.

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

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

HealthSouth carries a 'B1' corporate family rating with "stable"
outlook, from Moody's.  It has 'B' foreign and local issuer credit
ratings, with "positive" outlook, from Standard & Poor's.

On October 1, 2010, according to the Troubled Company Reporter,
HealthSouth's B1 Corporate Family Rating from Moody's reflects the
continued reduction in debt outstanding and management's
commitment to strengthening the company's balance sheet.

Moody's last rating on HealthSouth was on November 16, 2009 when
Moody's assigned a Caa1 (LGD5, 80%) rating to the company's senior
unsecured notes due 2020 and a Ba3 (LGD2, 25%) rating to the new
tranche of term loan due 2014 created in the company's credit
agreement amendment.  Moody's also affirmed HealthSouth's B2
Corporate Family and Probability of Default Ratings at that time.


HANESBRANDS INC: Moody's Affirms 'Ba3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed Hanesbrands Inc.'s Ba3
Corporate Family and Probability of Default ratings, and its SGL-2
Speculative Grade Liquidity Rating.  Moody's also assigned a B1
rating to Hanesbrands' proposed $750 million senior unsecured
notes.  Proceeds from the new note offering are expected to be
used to repay existing senior secured debt.  The rating outlook
remains stable.

                        Ratings Rationale

Hanesbrands' Ba3 Corporate Family Rating reflects the company's
significant scale of operation, its portfolio of well known brands
and the benefits of a vertically integrated supply chain.  The
rating also takes into consideration the relatively stable demand
for the basic apparel products sold by the company, as well as the
commoditized nature of the product categories in which the company
competes.  Hanesbrands' ratings are constrained by its moderate
financial leverage with debt/EBITDA in the low 4 times range in
the most recent LTM period and high customer concentration, with
three large retailers accounting for over 50% of FY 2009 sales.

The B1 rating assigned to the proposed senior unsecured notes is
one-notch lower than the Corporate Family Rating.  This reflects
the unsecured notes junior ranking relative to the company's
secured credit facilities, which have a lien on substantially all
assets of the company.

The stable rating outlook anticipates that Hanesbrands will
continue to realize benefits from its significant investments in
the reconfiguration of its global supply chain.  Additionally,
Moody's expects the company will successfully integrate the
recently acquired "Gear For Sports" business, and continue to
deleverage, albeit not at a sufficient pace to justify a higher
rating in the near-term.  The stable outlook also acknowledges
rising product costs, especially for cotton.  While the company is
taking cost and pricing actions to address input cost increases,
the ability to pass through pricing may be challenged given the
overall weak environment for consumer spending.

The ratings could be upgraded if Hanesbrands continues to improve
its leverage and continues to demonstrate further improvement in
performance as a result of cost savings achieved from its global
manufacturing reconfiguration.  Quantitatively, ratings could be
upgraded if reported operating margins are sustained above 10%,
debt/EBITDA is sustained below 3.5 times, and EBITDA/interest is
sustained above 3.25 times.

Ratings could be lowered if the company's margins were to
materially erode or if continued increases in raw materials are
not offset by other cost savings or other actions to preserve
margins.  Quantitatively if debt/EBITDA is likely to be sustained
above 5 times or EBITDA/interest is sustained below 2.7 times,
ratings could be lowered.  Ratings could also be lowered if there
were any erosion in the company's liquidity profile.

These ratings were affirmed and LGD assessments amended:

  -- Corporate Family Rating at Ba3

  -- Probability of Default Rating at Ba3

  -- $600 million senior secured revolving credit facility
     expiring 2013 at Ba1 (LGD 2, 21%)

  -- $691 million senior secured term loan due 2015 at Ba1 (LGD 2,
     21%)

  -- $491million senior unsecured floating rate notes due 2014 at
     B1 (to LGD 4, 62% from LGD 5, 75%)

  -- $500 million senior unsecured notes due 2016 at B1 (to LGD 4,
     62% from LGD 5, 75%)

  -- Speculative Grade Liquidity Rating at SGL-2

This rating was assigned:

  -- $750 million senior unsecured notes due 2020 at B1 (LGD
     4,62%)

Hanesbrands Inc. is a manufacturer and marketer of branded
innerwear and outerwear apparel.  The company markets products
under the "Hanes", "Champion", "Playtex", "Bali", "Wonderbra",
"Gear For Sports" and "L'eggs" brands.  Annual revenues are
approximately $4.3 billion.


HANESBRANDS INC: S&P Gives Stable Outloook, Affirms 'BB-' Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Winston-Salem, North Carolina-based Hanesbrands Inc. to
stable from negative and affirmed the 'BB-' corporate credit on
the company.  At the same time, S&P assigned a 'BB-' senior
unsecured rating to the company's proposed $750 million senior
unsecured notes due 2020.  S&P assigned a '4' recovery rating to
the notes, indicating S&P's expectation for average (30% to 50%)
recovery for noteholders in the event of a payment default.

Concurrently, S&P raised its ratings on the company's existing
unsecured notes to 'BB-' and revised the recovery rating to a '4',
indicating S&P's expectation for average (30% to 50%) recovery for
noteholders in the event of a payment default, from '5'.  The
company has stated that it will use the proceeds from the proposed
unsecured notes to refinance existing debt including borrowings
under its senior secured credit facilities and debt associated
with its recent $227 million acquisition of Gear For Sports.
However, if the transaction is not completed as contemplated, S&P
would lower S&P's unsecured debt ratings to 'B+' and revise the
recovery rating to '5'.

"S&P revised its outlook on Hanesbrands due to the company's
improved operating performance and credit metrics over the past
year and its view that the company will be able to at least
sustain its current credit metrics," said Standard & Poor's credit
analyst Linda Phelps.  "The ratings on Hanesbrands reflect S&P's
view that it has a fair business risk profile reflecting its
participation in the highly competitive apparel sector and
commodity-like nature of some of its products, S&P's expectations
for continued weak consumer spending, and difficult retail
environment." In addition, the company has an aggressive financial
profile due to its high leverage following its spin-off from Sara
Lee Corp. in 2006.  S&P believes Hanesbrands' operating
performance has stabilized and that credit metrics will gradually
improve.

The company benefits from its strong portfolio of brand names,
including Hanes, Champion, Playtex, Just My Size, and Bali and top
market positions in most of the product categories in which it
competes.  These categories are also large and growing modestly.
The categories it participates in are very competitive.
Hanesbrands competes against Russell Corp. (not rated) and Fruit
of the Loom (not rated), which are both operating divisions of
Berkshire Hathaway Inc. (AA+/Stable/A-1+).  Other competitors
include Warnaco Group Inc. (BBB-/Stable/--) and Limited Brands
(BB/Stable/B-1) in its various categories.

Hanesbrands enjoys significant operating scale (with more than $4
billion in revenues) which provides it with operating efficiencies
and the ability to provide high service levels to large national
retailers.  The replenishment nature of many of the company's
apparel essential products (women's intimate apparel, T-shirts,
men's and kids' underwear, socks, hosiery, casual wear, and
activewear) support a more stable cash flow and are less
susceptible to fashion risk as compared with other apparel
companies.  However, in S&P's view, Hanesbrands products are more
commodity-like and are subject to significant competition
including competition from private label products.

The outlook is stable, reflecting S&P's view that its operation
performance and cash flow generation will remain relatively stable
over the near term and that the credit metrics will gradually
improve as the company continues to reduce debt levels.  S&P could
raise the ratings if the company's sales continue to grow,
operating margins are sustainable at more than 13.5%, and leverage
approaches 3.5x.  EBITDA would need to rise about 27% for leverage
to decline to 3.5x.  However, S&P could lower the ratings if the
operating performance weakens materially, possibly due to a weak
economy and retail environment and rising production costs,
resulting in deteriorating credit protection measures, including
leverage rising to more than 5x.  The company's leverage could
reach 5x if EBITDA were to decline about 11% from EBITDA levels
for the trailing 12-months ended Oct. 2, 2010.


HAWKER BEECHCRAFT: Bank Debt Trades at 15% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 84.66 cents-on-
the-dollar during the week ended Friday, November 5, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 2.13
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on March 26, 2014, and carries
Moody's Caa1 rating and Standard & Poor's CCC+ rating.  The loan
is one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                      About Hawker Beechcraft

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

The Company's balance sheet at June 27, 2010, showed
$3.420 billion in total assets, $3.408 billion in total
liabilities, and stockholders' equity of $11.6 million.

Hawker Beechcraft reported a net loss of $56.8 million on $639.3
million of total sales for the three months ended June 27, 2010,
compared with net income of $172.2 million on $816.3 million of
sales for the three months ended June 28, 2009.

Hawker Beechcraft carries 'Caa2' corporate family and probability
of default ratings from Moody's Investors Service.


HEALTHSOUTH CORP: Repays Term Loans, Enters New $500MM Facility
---------------------------------------------------------------
HealthSouth Corporation said it has repaid all outstanding term
loans under its previous credit agreement.  By executing an
amendment to its previous credit agreement, the Company terminated
its existing $400 million secured revolving credit facility and
$60 million synthetic letter of credit facility and put in place a
newly amended and restated credit agreement.

This new credit agreement provides for a senior secured revolving
credit facility of up to $500 million with an initial rate of
three month LIBOR plus 3.5%, including a $260 million letter of
credit subfacility, maturing in October 2015.  The Company used a
$100.0 million draw on the new revolver, along with $128.6 million
of available cash and net proceeds from the $525 million of senior
unsecured notes offering completed earlier this month to repay in
full the $743.1 million outstanding under the previous credit
agreement.  Barclays Bank PLC serves as the administrative and
collateral agent.

"This $500 million revolving credit facility, together with the
$525 million of senior notes we recently issued, have allowed
HealthSouth to complete a comprehensive recapitalization of our
balance sheet resulting in reduced refinancing risks and enhanced
flexibility," said Doug Coltharp, Executive Vice President and
Chief Financial Officer of HealthSouth.  "We are very appreciative
of the financial commitments and relationship support provided by
each of the institutions participating in our new revolver."

                      About HealthSouth Corp.

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

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

HealthSouth carries a 'B1' corporate family rating with "stable"
outlook, from Moody's.  It has 'B' foreign and local issuer credit
ratings, with "positive" outlook, from Standard & Poor's.

On October 1, 2010, according to the Troubled Company Reporter,
HealthSouth's B1 Corporate Family Rating from Moody's reflects the
continued reduction in debt outstanding and management's
commitment to strengthening the company's balance sheet.

Moody's last rating on HealthSouth was on November 16, 2009 when
Moody's assigned a Caa1 (LGD5, 80%) rating to the company's senior
unsecured notes due 2020 and a Ba3 (LGD2, 25%) rating to the new
tranche of term loan due 2014 created in the company's credit
agreement amendment.  Moody's also affirmed HealthSouth's B2
Corporate Family and Probability of Default Ratings at that time.


HOLIDAY ISLE: Chapter 11 Reorganization Case Dismissed
------------------------------------------------------
The Hon. Margaret A. Mahoney of the U.S. Bankruptcy Court for the
Southern District of Alabama dismissed the Chapter 11 case of
Holiday Isle, LLC.

As reported in the Troubled Company Reporter on August 6, 2010,
RBC Real Estate Finance Inc., secured creditor, asked the Court to
dismiss the Debtor's case due to substantial or continuing loss to
or diminution of the estate and the absence of a reasonable
likelihood of rehabilitation, inability to effectuate substantial
consummation of a confirmed plan, material default by the Debtor
with respect to a confirmed plan, and lack of good faith in
refiling the Debtor's Chapter 11 petition.

The Debtor is ordered to pay the U.S. Trustee $325 for unpaid
Chapter 11 quarterly fees due for the quarter beginning July 1,
2010.

                        About Holiday Isle

Mobile, Alabama-based Holiday Isle, LLC, is limited liability
company and its sole member is The Mitchell Company, Inc.

Holiday Isle for Chapter 11 bankruptcy protection on July 23, 2010
(Bankr. S.D. Ala. Case No. 10-03365).  Irvin Grodsky, Esq., who
has an office in Mobile, Alabama, assisted the Debtor in its
restructuring effort.  The Company estimated its assets and debts
at $10 million to $50 million.

This is the Debtor's second stint in Chapter 11.  The Debtor
previously commenced a Chapter 11 proceeding on October 23, 2008
(Bankr. S.D. Ala. Case No. 08-14135).


INDIO SUN: Files Amended List of Largest Unsecured Creditors
------------------------------------------------------------
Indio Sun LLC, filed with the U.S. Bankruptcy Court for the
Central District of California amended list of its largest
unsecured creditors to reflect the changes in some amounts of
claim.  William O'Hara also replaced Franchise Tax Board as member
of the Committee.

     Entity                                    Claim Amount
     ------                                    ------------
William O'Hara                                   $118,750

6394 Caminito Del Pastel

San Diego, CA 92111

Sterling Pile                                    $107,499
909 Magnolia Street

South Pasadena, CA 91030



Robert A. Bernheimer PLC                         $70,040
45-025 Manitou Dr, Suite 3

Indian Wells, CA 92210



CV Strategies                                    $35,508
45-025 Manitou Dr, Suite 13

Indian Wells, CA 92210



Exponent Inc.                                    $30,382


Richard Fuchs                                    $28,250


The Altum Group                                  $11,403


Ronald Halprin                                   $11,000


James Merckland                                  $10,000


Kramer & Olsen CPA                               $9,078


Ronald J. Sokol, PLC                             $11,236*



Gartenberg Gelfand Wasson                        $7,821

& Selden



AT&T Teleconference                                 $83*



Coast Business Services                            $870


Law Seminars International                         $447


National Registered Agents                         $300


AT&T                                               $311*

* Previous list provided these amounts:

     Ronald J. Sokol, PLC    $8,375

     AT&T Teleconference     $1,600

     AT&T                       $83

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

        http://bankrupt.com/misc/cdca_10-33217_amended.pdf

San Diego, California-based Indio Sun LLC, fdba Palm Desert
Heights Development Group LLC, filed for Chapter 11 bankruptcy
protection on July 25, 2010 (Bankr. C.D. Calif. Case No. 10-
33217).  Sandford Frey, Esq., who has an office in Los Angeles,
California, assists the Company in its restructuring efforts.  The
Company estimated assets of $10 million to $50 million and up to
$10 million in debts in its Chapter 11 petition.


INDIO SUN: Files Schedules of Assets and Liabilities
----------------------------------------------------
Indio Sun LLC, filed with the U.S. Bankruptcy Court for the
Central District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $18,500,000
  B. Personal Property                  $300
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $5,141,250
  E. Creditors Holding
     Unsecured Priority
     Claims                                              $800
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $596,181
                                 -----------      -----------
        TOTAL                    $18,500,300       $5,738,231

San Diego, California-based Indio Sun LLC, fdba Palm Desert
Heights Development Group LLC, filed for Chapter 11 bankruptcy
protection on July 25, 2010 (Bankr. C.D. Calif. Case No. 10-
33217).  Sandford Frey, Esq., who has an office in Los Angeles,
California, assists the Company in its restructuring efforts.  The
Company estimated assets of $10 million to $50 million and up to
$10 million in debts in its Chapter 11 petition.


INTRALINKS INC: Moody's Upgrades Corporate Family Rating to 'B2'
----------------------------------------------------------------
Moody's Investors Service upgraded IntraLinks, Inc.'s corporate
family and probability of default ratings to B2 from B3 with a
stable ratings outlook.  Concurrently, Moody's also affirmed the
B1 ratings for the Company's first-lien senior secured credit
facilities and the Caa1 ratings for its second-lien term loan
facilities, and assigned a speculative grade liquidity rating of
SGL-2.

                        Ratings Rationale

The ratings upgrade reflects IntraLinks' material reduction in
debt using the proceeds from its recent IPO and Moody's
expectations of strong revenue and EBITDA growth driven by
expanding customer base outside the financial services industry.
IntraLinks used a significant portion of the $142 million in net
proceeds from its August 2010 IPO and subsequent over-allotment
option to retire approximately $135 million of debt, including the
full redemption of its $104 million of HoldCo senior PIK loans and
approximately $31 million of second-lien secured term loans.  As a
result, the Company's debt-to-EBITDA leverage has reduced to
approximately 3.5x for the LTM 3Q 2010 period from 6.6x
(incorporating Moody's standard analytical adjustments).  The
upgrade also incorporates Moody's expectations that IntraLinks
will continue to execute well on its long-term growth strategy and
generate strong revenue and EBITDA growth through diversification
into new industries and deeper penetration of existing enterprise
customer base.  At the same time, the Company's core Debt Capital
Markets and M&A segments should grow modestly helped by improved
conditions within the financial services end-market.

IntraLinks' B2 corporate family rating is supported by the
Company's good market position as a leading provider of on-demand
secure information exchange solutions to financial services and
enterprise corporate customers, moderate financial leverage,
expectations of improving free cash flow driven by revenue growth
and increasing profitability, and growing end-market and
geographical revenue diversity.  Conversely, IntraLinks' rating is
constrained by the Company's small overall scale, niche product
offering, still high (albeit improved) end-market concentration
within the volatile financial services segment, and limited free
cash flow generation.  The rating also reflects Moody's view that
while IntraLinks' has a good market position and operating history
as a pure-play provider of secure online workspaces, the virtual
data room market remains a niche market with low barriers to entry
and is susceptible to competitive threats from new and existing
market participants.

The stable ratings outlook reflects Moody's view that IntraLinks'
credit metrics will continue to strengthen in the next 12-to-24
months from solid revenue and EBITDA growth, led by growth in
Enterprise segment, and improving profitability, particularly as
the Company penetrates new vertical markets and identifies
additional use-types for its product offerings.

IntraLinks' SGL-2 liquidity rating reflects Moody's opinion that
the Company's liquidity will remain good over the next 12 to 18
months supported by its moderate cash levels, improving cash flow
generation prospects, and access to an undrawn revolving credit
facility.

Moody's notes that consistent with its Moody's Loss Given Default
Methodology, the ratings for the senior secured bank facilities
were not raised commensurate with the upgrade in the corporate
family rating due to the redemption of IntraLinks' HoldCo senior
PIK loans, which eliminated sizeable first-loss absorption layer
in the capital structure.

These ratings were upgraded:

  -- Corporate Family Rating to B2 from B3
  -- Probability of Default Rating to B2 from B3

This rating was assigned:

* Speculative Grade Liquidity Rating -- SGL-2

These ratings were affirmed:

* $15 million Senior Secured Revolving Credit Facility at B1
  (LGD3, 35%) -- Pt. estimate revision from (LGD2, 25%)

* $128 million 1st lien Secured Term Loan at B1 (LGD3, 35%) -- Pt.
  estimate revision from (LGD2, 25%)

* $15 million 2nd lien Term Loan B at Caa1 (LGD5, 86%) -- Pt.
  estimate revision from (LGD4, 66%)

* $18 million 2nd lien Term Loan C at Caa1 (LGD5, 86%) -- Pt.
  estimate revision from (LGD4, 66%)

This rating was withdrawn:

* $102 million of HoldCo. Senior PIK loan (Fully Repaid)

Headquartered in New York, NY, IntraLinks, Inc., is a leading
provider of on-demand solutions for businesses to securely
collaborate, communicate and exchange critical information inside
and outside the enterprise.  The Company reported revenues of
$171 million for the last-twelve-month period ended September 30,
2010.


ISTAR FINANCIAL: Posts $83-Mil. Net Loss in Sept. 30 Quarter
------------------------------------------------------------
iStar Financial Inc. reported an adjusted loss allocable to common
shareholders for the third quarter of $70.9 million compared with
$234.2 million or for the third quarter 2009.  Net loss allocable
to common shareholders for the third quarter was $83.5 million
compared to $251.3 million for the third quarter 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$10.47 billion in total assets, $8.70 billion in total
liabilities, and stockholder's equity of $1.76 billion.

Revenues for the third quarter 2010 were $134.4 million versus
$178.2 million for the third quarter 2009.  The year-over-year
decrease is primarily due to a smaller asset base resulting from
loan repayments and sales and a reduction of interest income
resulting from performing loans moving to non-performing status.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d50

                       About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

                           *     *     *

As reported by the Troubled Company Reporter on July 13, 2010,
Standard & Poor's Ratings Services lowered its long-term
counterparty credit rating on iStar Financial to 'CCC' from 'B-'.
At the same time, S&P lowered the senior unsecured debt rating to
'CCC-' from 'CCC+.' The outlook is negative.

iStar's limited funding flexibility and the severe credit quality
deterioration in its loan portfolio continue to put negative
pressure on the rating.  "S&P's analysis indicates that the firm
should not become insolvent and has ample liquidity to operate
through 2010, but management faces a significant challenge with
$3.0 billion in debt coming due in 2011 and $3.5 billion due in
2012," said Standard & Poor's credit analyst Jeffrey Zaun.  In the
longer term, the company's concentration in highly cyclical
commercial real estate will limit the ratings.  Although credit-
market turmoil and a severe recession impeded capital formation
through 2009, the firm's capital ratios improved slightly in
first-quarter 2010.  Management has been able to execute a rapid
pull-back in operations through a protracted and severe recession
in CRE markets.


JACKSON 299: Court Extends Filing of Schedules Until Nov. 24
------------------------------------------------------------
The Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the
District of New Jersey extended, at the behest of Jackson 299
Hempstead, LLC, the deadline for the filing of schedules of assets
and liabilities and statement of financial affairs an additional
15 days until November 24, 2010.

The Debtor said that it is in the process of compiling the
information necessary to complete the Schedules.  The Debtors need
additional time to accurately determine its assets and
liabilities.

Jackson 299 Hempstead, LLC, owns a certain parcel of real property
at 101 Boardwalk in Atlantic City, New Jersey.  It filed for
Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D.
N.J. Case No. 10-43180).  Albert A. Ciardi, III, Esq., at Ciardi
Ciardi & Astin, P.C., assists Jackson 299 in its restructuring
effort.  Jackson 299 estimated its assets and debts at $10 million
to $50 million.

Affiliate 15-35 Hempstead Properties, LLC, filed a separate
Chapter 11 petition on October 26, 2010 (Bankr. D. N.J. Case No.
10-43178).


JACKSON 299: Section 341(a) Meeting Scheduled for Dec. 2
--------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of Jackson
299 Hempstead, LLC's creditors on December 2, 2010, at 10:00 a.m.
The meeting will be held at Bridge View Building, Suite 102, 800
Cooper Street, Camden, NJ 08101.

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.

Jackson 299 Hempstead, LLC, owns a certain parcel of real property
at 101 Boardwalk in Atlantic City, New Jersey.  It filed for
Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D.
N.J. Case No. 10-43180).  Albert A. Ciardi, III, Esq., at Ciardi
Ciardi & Astin, P.C., assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million.

Affiliate 15-35 Hempstead Properties, LLC, filed a separate
Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No.
10-43178).


JACKSON 299: Proposes Ciardi Ciardi as Bankruptcy Counsel
---------------------------------------------------------
Jackson 299 Hempstead, LLC, asks for authorization from the U.S.
Bankruptcy Court for the District of New Jersey to employ Ciardi
Ciardi & Astin as bankruptcy counsel.

Ciardi Ciardi will:

     a. give legal advice with respect to its powers and duties as
        debtor-in-possession;

     b. prepare motions, application, answers, orders, reports and
        other legal papers as necessary; and

     c. perform all other legal services for the Debtor.

Ciardi Ciardi will be paid based on these rates:

        Partners                        $465-$545
        Of Counsel                        $305
        Associates                      $200-$350
        Paralegals                      $120-$180

To the best of the Debtor's knowledge, Ciardi Ciardi is a
"disinterested person" as that term defined in Section 101(14) of
the Bankruptcy Code.

Jackson 299 Hempstead, LLC, owns real property at 101 Boardwalk in
Atlantic City, New Jersey.  It filed for Chapter 11 bankruptcy
protection on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180).
Jackson 299 estimated its assets and debts at $10 million to $50
million.

Affiliate 15-35 Hempstead Properties, LLC, filed a separate
Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No.
10-43178).


JAMES OSTBERG: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: James Ostberg
        dba Garland Self Storage
        dba H & L Auto Sales
        305 Willowcrest
        Garland, TX 75040

Bankruptcy Case No.: 10-37782

Chapter 11 Petition Date: November 1, 2010

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

Judge: Harlin DeWayne Hale

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS, P.C.
                  12770 Coit Rd., Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  E-mail: eric@ealpc.com

Estimated Assets: $0 to $50,000

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

A list of the Debtor's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-37782.pdf


JERRY SHIPLEY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Joint Debtors: Jerry D. Shipley
               Cathleen A. Shipley
               c/o H. Joseph Acosta, Esq.
               Looper Reed & McGraw, P.C.
               1601 Elm Street, Suite 4600
               Dallas, TX 75201

Bankruptcy Case No.: 10-37700

Chapter 11 Petition Date: November 1, 2010

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

Judge: Harlin DeWayne Hale

Debtor's Counsel: Hirtzan Joseph Acosta, Esq.
                  LOOPER REED & MCGRAW P.C.
                  1601 Elm Street, Suite 4100
                  Dallas, TX 75201
                  Tel: (214) 954-4135
                  Fax: (214) 953-1332
                  E-mail: jacosta@lrmlaw.com

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

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.


JOHN HAYHURST: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: John K. Hayhurst
        3410 Oakhurst St.
        Dallas, TX 75214

Bankruptcy Case No.: 10-37802

Chapter 11 Petition Date: November 1, 2010

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

Judge: Stacey G. Jernigan

Debtor's Counsel: Vickie L. Driver, Esq.
                  COFFIN & DRIVER, PLLC
                  7557 Rambler Rd., Ste. 110
                  Dallas, TX 75231
                  Tel: (214) 377-4848
                  Fax: (214) 377-4858
                  E-mail: vdriver@coffindriverlaw.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.


K BANK: Closed; M&T Bank Assumes All Deposits
---------------------------------------------
K Bank of Randallstown, Md., was closed on Friday, November 5,
2010, by the Maryland Office of Financial Regulation, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with Manufacturers and Traders Trust Company
(M&T Bank) of Buffalo, N.Y., to assume all of the deposits of K
Bank, except certain brokered deposits.  Brokered deposit
customers should contact their brokers directly about the status
of their accounts.

The seven branches of K Bank will reopen during normal banking
hours as branches of M&T Bank.  Depositors of K Bank will
automatically become depositors of M&T Bank.  Deposits will
continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship in order to retain
their deposit insurance coverage up to applicable limits.
Customers of K Bank should continue to use their existing branch
until they receive notice from M&T Bank that it has completed
systems changes to allow other M&T Bank branches to process their
accounts as well.

As of September 30, 2010, K Bank had around $538.3 million in
total assets and $500.1 million in total deposits.  M&T Bank did
not pay the FDIC a premium for the deposits of K Bank. In addition
to assuming all of the deposits of the failed bank, M&T Bank
agreed to purchase around $410.8 million of the failed bank's
assets.  The FDIC will retain the balance of the assets for later
disposition.

The FDIC and M&T Bank entered into a loss-share transaction on
$289.0 million of K Bank's assets.  M&T Bank will share in the
losses on the asset pools covered under the loss-share agreement.
The loss-share transaction is projected to maximize returns on the
assets covered by keeping them in the private sector.  The
transaction also is expected to minimize disruptions for loan
customers. For more information on loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-830-4697.  Interested parties also can
visit the FDIC's Web site at:

     http://www.fdic.gov/bank/individual/failed/kbank.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $198.4 million.  Compared to other alternatives, M&T
Bank's acquisition was the least costly resolution for the FDIC's
DIF. K Bank is the 140th FDIC-insured institution to fail in the
nation this year, and the fourth in Maryland.  The last FDIC-
insured institution closed in the state was Ideal Federal Savings
Bank, Baltimore, on July 9, 2010.


K3 ENTERPRISES: Case Summary & 17 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: K3 Enterprises LLC
          dba AutoSpa Express
        7610 Union Park Ave.
        Midvale, UT 84047

Bankruptcy Case No.: 10-35209

Chapter 11 Petition Date: November 2, 2010

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Joel T. Marker

Debtor's Counsel: Duane H. Gillman, Esq.
                  DURHAM JONES & PINEGAR
                  111 East Broadway, Suite 900
                  P.O. Box 4050
                  Salt Lake City, UT 84110-4050
                  Tel: (801) 415-3000
                  Fax: (801) 415-3500
                  E-mail: dhgnotice@djplaw.com

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

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

A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/utb10-35209.pdf

The petition was signed by David R. Neuman, managing member.


KANSAS CITY SOUTHERN: Fitch Ups Issuer Default Ratings to 'BB'
--------------------------------------------------------------
Fitch Ratings has upgraded the foreign and local currency Issuer
Default Ratings of Kansas City Southern de Mexico, S.A. de C.V.,
to 'BB' from 'BB-'.

Fitch has also upgraded to 'BB' from 'BB-' these senior unsecured
obligations of KCSM:

  -- US$175 million 7.625% senior notes due 2013;
  -- US$165 million 7.375% senior notes due 2014;
  -- US$130 million 12.500% senior notes due 2016.

Fitch has also assigned a rating of 'BB' to this senior unsecured
obligation:

  -- US$300 million 8.000% senior notes due 2018.

The Rating Outlook is Stable.

The rating upgrade reflects KCSM's business recovery and solid
operational performance during the last 12 month period ended
Sept. 30, 2010.  The ratings also reflect the company's improved
leverage profile following stronger cash flow generation, along
with its solid business position and diversified revenue base as a
leading provider of railway transportation services in Mexico.
Also incorporated into the ratings is the strong business and
credit relationship between KCSM and its fully controlling
company, Kansas City Southern.

KCSM is well positioned to benefit from the improvement in the
Mexican economy and cross-border trade with the United States, as
nearly 80% of the company's revenues are derived from
international freight.  After contracting -2.6 and -6.5% during
2009, the U.S. and Mexican economies are expected to grow 2.7% and
2.5% during 2010, and 4.4% and 3.6% during 2011, respectively.

Positive Business Momentum, Recovery Expected to Continue:

KCSM's business operations recovered strongly in conjunction with
its controlling shareholder, KCS, during the first nine months of
2010.  In this period, KCSM's revenues were US$582.4 million, a
33% increase over similar period of 2009.  The increase in the
company's revenue reflects a 26% increase in total carload units
and a 6% increase in revenue per carload unit, with all the
businesses achieving positive revenue growth rates.  At the
consolidated level, KCS also achieved a similar trend.  During the
first nine months of 2010, KCS's revenues were US$1.3 billion, a
25% increase over similar period of 2009.  The increase in KCS's
revenue reflects a 16% increase in total carload units and an 8.8%
increase in revenue per carload unit.

The sectors driving the revenue recovery were chemical &
petroleum, industrial & consumer products and agriculture &
mineral, which represented approximately 23%, 24%, and 27%,
respectively, of KCSM's total revenue during the first nine months
of 2010.  Fitch projects that KCSM will generate approximately
US$792 million and US$884 million in revenues during fiscal year
2010 (FY2010) and FY2011, respectively.

Stable Consolidated Credit Profile, Adequate Liquidity:

Operationally and strategically, KCSM is a major component for
KCS's consolidated business.  By the end of September 2010, KCSM's
LTM revenues, EBITDAR, free cash flow, and total debt represented
44%, 48%, 43%, and 48%, respectively, of KCS's consolidated
business.

Also factored into the ratings is the recent improvement in the
consolidated business profile.  KCS's leverage ratios have
improved considerably, as demonstrated by the company's
consolidated total adjusted debt/operating EBITDAR reducing to 3.6
times for the LTM Sept. 30, 2010, from over 5.2x for the same
period in 2009.

KCS's consolidated liquidity position is adequate and is supported
by cash balances of US$69 million and access to approximately
US$220 million of additional financial flexibility provided by its
revolvers credit facilities as of Sept. 30, 2010.  KCS's FCF for
the LTM Sept. 30, 2010, was US$182.9 million, which compares well
with the negative FCF of US$142 million for the same period in
2009.

KCSM also had sufficient liquidity as of Sept. 30, 2010, with
approximately US$12 million in cash and equivalents and access to
a US$95 million of its recently secure revolver credit facility.
The company's next debt maturity is the US$175 million 7.625%
senior notes due Dec. 1, 2013.  KCSM has a good track record in
accessing credit markets.

Improving Cash Flow Generation, 31% Increase in LTM EBITDAR, Debt
Reduction:

The company's EBITDAR recovered strongly for the LTM ended Sept.
30, 2010 to US$369 million, a 31% increase over the US$281 million
generated in the LTM period ended Sept. 30, 2009.  In addition,
the company's cash from operations for the LTM ended Sept. 30,
2010 was US$178 million, a 35% increase over the CFO for the LTM
period ending September 2009.  KCSM also generated positive FCF of
US$79 million during the LTM Sept. 30, 2010.  This recovery in
cash flows allowed for the company's total adjusted debt to
decrease by 14% between September 2009 and September 2010 through
debt prepayments.

By the end of September 2010, the company had approximately
US$1.3 billion in total debt.  This debt consists primarily of
US$902 million of on-balance-sheet debt, most of which is
unsecured, and an estimated US$439 million of off-balance-sheet
debt associated with lease obligations.

KCSM's ratings reflect the expectation that the company's leverage
will be in the 3.25x to 3.50x range by the end of 2011.  The
company's net debt/EBITDAR ratio was 3.6x at the end of September
2010, which positively compares with the company's leverage of
5.2x at the end of September 2009.  This is consistent with the
average leverage ratio of 3.6x maintained by the company between
FY2006 and FY2008.  Fitch expects to see further reductions in the
company's financial leverage ratios.

Main Concern, Sustainability of Global Economic Recovery:

The company is exposed to fuel cost volatility and other industry-
related risks, such as revenue volatility and high operating
leverage.  The greatest risk to KCSM is the potential for another
weakening of the U.S. economy, affecting also the Mexican economy,
in a 'double-dip' recession.  Under that severe scenario, it is
likely that the company's FCF would decline materially and
leverage could rise to a level inconsistent with the current
ratings.


KTM INVESTMENTS: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: KTM Investments, Inc.
        dba Big Willy's
        500 S. Broadway
        Joshua, TX 76058

Bankruptcy Case No.: 10-37793

Chapter 11 Petition Date: November 1, 2010

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

Judge: Stacey G. Jernigan

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS, P.C.
                  12770 Coit Rd., Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  E-mail: eric@ealpc.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-37793.pdf

The petition was signed by Mohammad Farooqui, president.


LAND CONSERVANCY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Land Conservancy of Elkins Park, Inc.
        1750 Ashbourne Road
        Elkins Park, PA 19027

Bankruptcy Case No.: 10-19522

Chapter 11 Petition Date: November 11, 2010

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Eric L. Frank

Debtor's Counsel: Edmond M. George, Esq.
                  OBERMAYER REBMANN MAXWELL & HIPPEL, LLP
                  1617 John F. Kennedy Blvd.
                  One Penn Center, Suite 1900
                  Philadelphia, PA 19103
                  Tel: (215) 665-3140
                  E-mail: edmond.george@obermayer.com

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

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

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

The petition was signed by David D. Dobson, president.


LEAP WIRELESS: S&P Assigns 'B-' Rating to $1.2 Billion Notes
------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its issue-
level and recovery rating to San Diego-based Leap Wireless
International Inc. subsidiary Cricket Communications Inc.'s
proposed $1.2 billion senior unsecured notes due 2020.  S&P
assigned a 'B-' issue-level rating (at the same level as the 'B-'
corporate credit rating on Leap).  S&P also assigned a '4'
recovery rating to the debt, indicating S&P's expectation of
average (30%-50%) recovery for noteholders in the event of a
payment default.

Leap said it plans to use proceeds to finance the purchase of all
of its outstanding 9.375% senior notes due 2014 in a tender offer
and redemption of any nontendered amounts under indenture
provisions, and for general corporate purposes.  S&P does not
expect the company's financial profile, which S&P considers highly
leveraged, to change as a result of this refinancing.  Liquidity
remains adequate, and S&P has assumed in its ratings that
leverage, currently at about 6.3x debt to EBITDA, will remain
above 6.0x over at least the next year.  Moreover, S&P expects
that the company will report no better than break-even free
operating cash flow through 2011.

The corporate credit rating on Leap is 'B-' and remains unchanged;
the rating outlook is stable.  The ratings on Leap reflect a
business risk profile assessment of weak, given the company's
participation in the prepaid wireless segment, which is price
competitive and characterized by high customer churn, and its
fairly limited operating history.  Although Leap has demonstrated
success in attracting subscribers to its less expensive wireless
service, S&P believes national players may begin to more
aggressively target the company's subscriber base with their own
tailored pricing plans as the wireless industry matures.
Moreover, in the second and third quarters of 2010, the company
experienced material net reductions in subscribers for the first
time.

                           Ratings List

                 Leap Wireless International Inc.

        Corporate Credit Rating              B-/Stable/--

                            New Rating

                    Cricket Communications Inc.

        Senior Unsecured $1.2 bil notes due 2020        B-
          Recovery Rating                               4


LENNAR CORPORATION: Fitch Assigns 'BB+' Rating to $350 Mil. Notes
-----------------------------------------------------------------
Fitch Ratings expects to assign a 'BB+' rating to Lennar
Corporation's proposed offering of $350 million of convertible
senior unsecured notes due 2020.  This issue will be ranked on a
pari passu basis with all other senior unsecured debt.  Proceeds
from the notes offering will be used for general corporate
purposes, including repayment or repurchase of existing senior
notes or other indebtedness, purchases of, or investments in,
portfolios of distressed mortgage or other debt instruments, and
acquisition of land suitable for residential development.

Fitch's current Issuer Default Rating for Lennar is 'BB+'.  The
Rating Outlook is Stable.

The ratings and Outlook for Lennar reflect the company's healthy
liquidity position, geographic and product line diversity,
lessened joint venture exposure as well as the challenges still
facing the housing market.  As expected, housing metrics (new home
sales, existing home sales and housing starts) have sharply
contracted following the expiration of the national housing tax
credit.  Clearly, the credit 'stole' demand from upcoming months.
Fitch tends to think that the summer and fall months will be most
affected by the 'pull forward' of the housing credit but
'normalized' demand may not be evident until late winter and some
ratcheting up in demand (in response to even lower home prices,
low mortgage rates and better employment and consumer confidence)
may not be apparent until next spring.  As such, Fitch recently
moderated its housing forecasts for 2010 and 2011.  Fitch
currently projects new housing starts to increase 3.6% in 2010 and
15.8% in 2011.  New home sales are forecast to fall 13.9% in 2010
and grow 14% in 2011.  Fitch expects existing home sales will
decline 7.5% in 2010 and increase 6% in 2011.

Lennar had unrestricted cash of $865.7 million and restricted cash
of $131.5 million as of Aug. 31, 2010.  On Nov. 2, 2010, the
company entered into a letter of credit agreement with an
aggregate commitment of up to $150 million.  The facility may be
increased to $200 million subject to additional commitments.  The
new letter of credit agreement replaces existing cash-
collateralized letter of credit agreements with two banks with a
capacity totaling $225 million.  This transaction frees up
approximately $121 million of cash previously restricted to
collateralize outstanding letters of credit.

The company has ramped up its investments in its newest segment,
Rialto Investments.  This segment provides advisory services, due-
diligence, workout strategies, ongoing asset management services
and acquires and monetizes distressed loans and securities
portfolios.  (Management has considerable expertise in this highly
specialized business.) In February 2010, the company acquired
indirectly 40% managing member equity interests in two limited
liability companies in partnership with the FDIC, for
approximately $243 million (net of transaction costs and a
$22 million working capital reserve).  Lennar has also invested
$64 million in a fund formed under the Federal government's
Public-Private Investment Program, which is focused on acquiring
securities backed by real estate loans.  On Sept. 30, 2010, Rialto
completed the acquisitions of approximately $740 million of
distressed real estate assets, in separate transactions, from
three financial institutions.  The company paid $310 million for
the distressed real estate assets, of which $125 million was
funded by a 5-year senior unsecured note provided by one of the
selling financial institutions.  On a pro forma basis, Rialto
Investments had $752.3 million of debt, of which $125 million is
guaranteed by Lennar.

Future ratings and Outlooks will be influenced by broad housing
market trends as well as company specific activity, such as trends
in land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels and especially free cash flow trends and
uses, and the company's cash position.


LENNAR CORPORATION: Moody's Assigns 'B3' Rating to $435 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service assigned B3 rating to Lennar's proposed
$435 million convertible senior notes offering.  At the same time,
Moody's affirmed the company's existing corporate family of B2,
existing senior unsecured note rating of B3, existing convertible
senior note rating of B3, and speculative grade liquidity rating
of SGL-2.  The rating outlook remains positive.

The $350 million convertible senior notes will rank pari passu
with Lennar's existing senior unsecured and unsubordinated debt,
will be convertible into cash or Lennar's common stock or both,
and will mature on December 15, 2020.  The use of proceeds are
designated for general corporate purposes, which may include
retirement of existing indebtedness, investment in portfolios of
distressed assets, and acquisition of land.

The B2 corporate family rating considers that Lennar's may not be
able to generate cash flow, as it increases its investment in land
and distressed assets.  The rating also incorporates Lennar's long
land position and the industry's largest (albeit greatly reduced)
off-balance sheet joint venture exposure.  The latter has been a
major focus of the company's attention, and it has opted, or been
required, to reduce its maximum recourse unconsolidated joint
venture debt from $1.8 billion at fiscal year-end 2006 to
$180 million at August 31, 2010.  Lennar has not materially
reduced its reported debt over the same time period, in contrast
to most of its homebuilding peers.  Its pro forma adjusted gross
homebuilding debt/capitalization at August 31, 2010, exceeded 50%,
a debt leverage metric more typically associated with that of a
single B credit.

At the same time, Lennar's ratings are supported by the company's
improving gross margin performance, positive steps towards
strengthening its liquidity profile from lengthening its debt
maturity schedule, diminished level of impairment charges versus
peak stress periods, and progress in reducing its formerly
outsized joint venture investments.

The positive outlook reflects Moody's belief that the company's
credit profile may improve over the next twelve to eighteen months
if it proves able to return to consistent profitability, and
maintains the capital structure discipline required to
consistently drive down adjusted debt-to-capital ratios.
Additionally, the outlook presumes that the company will maintain
capital structure discipline as it pursues additional growth
opportunities during the next few years, including expanding its
portfolio of troubled real estate loans.

Lennar's SGL-2 rating reflects that its strong internal liquidity
(defined as unrestricted cash plus cash flow) and lack of any
covenant compliance pressures offset its lack of external
liquidity (i.e., lack of a revolver).  Lennar has a large land
supply in various parts of the country and, now, real estate
portfolios as well, making its alternate liquidity somewhat
stronger than that of the typical homebuilder.

These rating actions were taken:

  -- B3 (LGD4,61%) assigned to the new $435 million convertible
     senior notes due 2020

  -- Corporate family rating affirmed at B2

  -- Probability of default rating affirmed at B2

  -- Existing senior unsecured notes affirmed at B3 (LGD4,61%)

  -- Existing convertible senior notes at B3 (LGD4, 61%)

  -- Speculative grade liquidity rating affirmed at SGL-2

The rating on convertible senior notes has been notched below that
of the corporate family rating because of the presence in the
capital structure both of secured on-balance sheet recourse debt
and secured off-balance sheet recourse debt.  If the proportion of
secured debt in the capital structure were to be reduced, the
rating on the senior unsecured notes could return to parity with
the corporate family rating.

The ratings could benefit if the company were to restore bottom-
line profitability and/or resume growing its free cash flow
(without assistance from tax refunds), improve its debt leverage,
and continue to strengthen its liquidity.

The ratings and/or outlook could come under pressure if quarterly
losses begin to widen substantially; impairments were to again
rise materially; the company were to experience even sharper-than-
expected reductions in its trailing twelve-month cash flow
generation; and/or adjusted debt leverage were to exceed 70%.

Moody's last rating action for Lennar Corporation occurred on
April 26, 2010, when the B3 ratings were assigned to new senior
unsecured and convertible senior note offerings, and the rating
outlook was revised to positive from stable.

Founded in 1954 and headquartered in Miami, FL, Lennar is one of
the country's largest homebuilders.  Total revenues and net income
for the LTM period ending August 31, 2010, were $2.8 billion and
$99 million, respectively.


LENNY DYKSTRA: Trustee Wants Case Consolidated with Companies
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that David K. Gottlieb, the Chapter 7 bankruptcy trustee
for Lenny Dykstra, asked the bankruptcy judge in California to
consolidate Mr. Dykstra's liquidation with three corporations
claimed to be alter egos for Mr. Dykstra.

According to the report, Mr. Gottlieb contends that Mr. Dykstra
used the companies -- Car Wash Corp., Car Wash III and South
Corona Center -- to "conceal assets and interfere" with creditors.
He also says that the companies' revenue was "squandered" on
Dykstra's "personal needs."

The Chapter 11 trustee, Mr. Rochelle relates, warned that unless
the companies' assets and liabilities are combined with Dykstra's,
there will be "few assets with which to satisfy claims of
creditors."  The trustee wants to bring fraudulent transfer claims
on behalf of the companies.

The motion is scheduled for hearing on Dec. 1.

                        About Lenny Dykstra

Lenny Dykstra is a former Major League Baseball all-star player.
He was center fielder for the New York Mets and Philadelphia
Phillies.  He filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Calif. Case No. 09-18409) on July 7, 2009, in Woodland Hills,
California.  The Law Office of M. Jonathan Hayes, in Northridge,
California, represents the Debtor.  The Debtor estimated up to
$50,000 in assets and $10 million to $50 million in debts in his
Chapter 11 petition.

A Chapter 11 trustee was appointed in September 2009, and the case
was converted to a liquidation in Chapter 7 on November 20, 2009.
The trustee -- Arturo M. Cisneros -- was investigating the
disposition of personal property both before and after the Chapter
11 filing.

In August 2010, Mr. Cisneros stepped down as Chapter 7 trustee
following issues with his failing to disclose the extent of his
business with J.P. Morgan Chase & Co., which happens to be largest
creditor in Mr. Dykstra's case.


LESLIE'S POOLMART: Moody's Assigns 'Ba3' Rating to $305 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Leslie's
Poolmart Inc.'s proposed $305 million senior secured term loan and
$75 million revolver (undrawn at close), and revised the company's
ratings outlook to positive from stable.  The company's B3
Corporate Family and Probability of Default ratings were affirmed.
The ratings are subject to the receipt and review of final
documentation upon closing of the proposed refinancing
transaction.

Proceeds from the funding will be used to refinance the company's
existing 7.75% notes and to repurchase shares from a minority
shareholder.

These ratings were assigned:

  -- $305 million Sr. Secured Term Loan due 2017 at Ba3 (LGD-2,
     20%)

  -- $75 million Sr. Secured Revolver due 2015 at Ba3 (LGD-2, 20%)

These ratings were affirmed

  -- Corporate Family Rating at B3
  -- Probability of Default Rating at B3

The ratings outlook was revised to Positive from Stable

Upon completion of the tender offer, this rating will be
withdrawn:

  -- $170M 7.75% Sr. Unsecured Notes due 2013 at B1 (LGD-2, 24%)

                        Ratings Rationale

The outlook change to positive reflects Leslie's consistent sales
and profitability growth, and Moody's view that this will be
sustained through further profitable retail store expansion and
growth within its commercial operations.  Stronger operating
performance should drive improved credit metrics, although modest
free cash flow will likely lead to little discretionary debt
reduction in the near-to-intermediate term.

Leslie's B3 Corporate Family Rating is constrained by the
company's weak credit metrics stemming from its very high
consolidated debt load.  The rating also reflects Leslie's small
scale relative to other rated global retailers and its very high
seasonality.  Positive consideration is given to Leslie's adequate
liquidity and consistent operating performance in a difficult
retail environment, as profitability remains strong and comparable
store sales relatively stable.  The rating also reflects the
company's leading position in the very narrow pool supply sub-
sector of retail and national footprint.

Leslie's ratings could be upgraded if the company can continue to
sustainably grow operating profit and maintain margin stability,
while improving credit metrics and maintaining adequate liquidity,
with revolver borrowing limited to seasonal funding and not as a
permanent source of capital.  Specific metrics include debt/EBITDA
sustained below 6x and EBITDA-Capex/Interest near 2.0x.
Conversely, deterioration in operating performance, credit metrics
or liquidity could negatively impact the company's outlook.

The last rating action on Leslie's was on October 28, 2009, when
Moody's affirmed the company's B3 Corporate Family Rating with a
stable outlook.


LEVEL 3 COMMS: Bank Debt Trades at 6% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Level 3
Communications Inc. is a borrower traded in the secondary market
at 93.63 cents-on-the-dollar during the week ended Friday,
November 5, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal.  This represents an
increase of 1.32 percentage points from the previous week, The
Journal relates.  The Company pays 225 basis points above LIBOR to
borrow under the facility.  The bank loan matures on March 1,
2014, and carries Moody's B1 rating and Standard & Poor's B+
rating.  The loan is one of the biggest gainers and losers among
198 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

As reported by the Troubled Company Reporter on Sept. 16, 2010,
Standard & Poor's assigned its 'CCC' issue-level rating and '6'
recovery rating to Level 3 Communications Inc.'s proposed
aggregate $175 million of convertible senior notes due 2016.

The company intends to use the proceeds from the new notes for
general corporate purposes, including the potential repurchase or
redemption of its 5.25% convertible senior notes due in 2011.
This facilities-based provider of communications services and
transport reported just under $6.3 billion of consolidated debt at
June 30, 2010.

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LEVEL 3 COMMS: Posts $163-Mil. Net Loss in Sept. 30 Quarter
-----------------------------------------------------------
Level 3 Communications Inc. reported solid third quarter 2010
results, highlighted by Core Network Services revenue growth,
margin expansion and Consolidated Adjusted EBITDA growth.
Consolidated revenue was $912 million for the third quarter 2010,
compared to Consolidated revenue of $908 million for the second
quarter 2010 and $916 million for the third quarter 2009.

The net loss for the third quarter 2010 decreased to $163 million
compared to a net loss of $169 million for the second quarter
2010.  The net loss for the third quarter 2009 was $170 million.

The Company's balance sheet at Sept. 30, 2010, showed
$8.36 billion in total assets, $8.45 billion in total liabilities,
and a stockholder's deficit of $86.0 million.

Consolidated Adjusted EBITDA was $218 million in the third quarter
2010, compared to $209 million in the second quarter 2010 and
$213 million in the third quarter 2009.

"Our dedication to customer service excellence has improved our
customers' experience and was reflected in our results this
quarter, with sequential and year-over-year growth in Core Network
Services revenue," said James Crowe, CEO of Level 3.  "At the same
time, we continued our disciplined approach to managing costs and
improving margins during the quarter.  With our investments in the
business in 2010, we have good momentum as we look to 2011."

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d53

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LEXICON UNITED: Completes Merger With Pathwhorks PCO
----------------------------------------------------
Lexicon United Incorporated completed on October 21, 2010, its
previously announced merger with Pathworks PCO of Florida, Inc.,
pursuant to which Pathworks-Florida became a wholly-owned
subsidiary of the Company.

Pathworks-Florida engages in the business of development,
installation and operation of fiber optic telecommunications
delivery systems for multi-family residential units.  One of the
Company's shareholders, Pathworks, Inc., is a party to a Master
Agreement with CenturyTel Services Group, LLC, pursuant to which,
Pathworks, has rights with respect to bulk content pricing and
tariffs applicable to services to be provided in certain
identified markets.  In furtherance of its performance under the
Master Agreement, Pathworks has assigned certain of its rights and
responsibilities under the Master Agreement to Pathworks-Florida.
In exchange, Pathworks-Florida has entered into a royalty
agreement with Pathworks whereby Pathworks-Florida would pay
Pathworks a royalty for the first five years of service provided
to Pathworks-Florida customers and thereafter such service would
continue to be provided by Pathworks-Florida on a royalty-free
basis

Pursuant to the terms of the Merger, at the Closing, Pathworks-
Florida shareholders exchanged all of their issued and outstanding
Pathworks-Florida stock for an aggregate of 8,715,000 shares of
the Company's common stock, which equaled 47% of the pro-forma,
fully-diluted shares of the Company's common stock immediately
following the Closing.

At the Closing, James A. Grimwade, a shareholder of Pathworks-
Florida, was appointed to the board of directors of the Company.

                       About Lexicon United

Austin, Tex.-based Lexicon United Incorporated and its subsidiary,
ATN Capital e Participacoes Ltd., a Brazilian limited company, are
engaged in the business of purchasing, managing and collecting
defaulted consumer receivables for its own account and managing,
collecting and servicing portfolios of defaulted and charged-off
account receivables for large financial institutions in Brazil.
These receivables are acquired from consumer credit originators,
primarily credit card issuers in Brazil.

As reported in the Troubled Company Reporter on May 25, 2010,
Meyler & Company, LLC, in Middletown, 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 continues to have negative cash flows from
operations, recurring losses from operations, and has a
stockholders' deficit.


MERCER INTERNATIONAL: S&P Affirms 'B' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B' long-
term corporate credit rating on Vancouver, B.C.-based pulp
manufacturer Mercer International Inc.  The outlook is stable.

At the same time, Standard & Poor's assigned its 'B' issue-level
rating (the same as the corporate rating on Mercer), and '4'
recovery rating, to the company's proposed US$300 million new
senior unsecured notes.  A '4' recovery rating indicates S&P's
expectation for average (30%-50%) recovery in a default scenario.
The proceeds from the new notes will be used to retire the
existing US$310 million senior unsecured notes due February 2013.

"The ratings on Mercer reflect S&P's view of the company's limited
product diversity, significant earnings volatility for its single
product, and its vulnerability to changes in foreign exchange
rates," said Standard & Poor's credit analyst Jatinder Mall.  "S&P
believes these weaknesses are mitigated in part by the company's
low cost position, good market position in the northern bleached
softwood kraft pulp industry, and additional electricity revenues
at Celgar, putting the company in a better position to absorb
lower NBSK prices," Mr. Mall added.

Through its Rosenthal and Celgar facilities, Mercer produces NBSK
pulp.  These two subsidiaries are restricted by the terms of the
company's senior unsecured note indenture.  As a result, Standard
& Poor's bases its assessment of the company's credit risk on the
business risk and financial risk profiles of the restricted group
only.

Standard & Poor's considers Mercer's business risk profile as
vulnerable.  The company is a single commodity pulp producer with
limited asset diversity.  Therefore, an unplanned outage at either
of the two mills would likely affect cash flows significantly.
S&P considers the company's mills to be at the lower end of the
industry production cost curve as they are modern, have high
production capacity, and are net energy producers.  Standard &
Poor's considers the company's financial risk profile as
aggressive.  With the surge in pulp prices in the first half of
2010, Mercer's credit metrics have improved significantly.

The stable outlook reflects S&P's expectation that Mercer will
generate good levels of earnings and cash flows in the next
several quarters despite modestly lower NBSK pulp prices.  As a
result, S&P expects liquidity (including availability under the
revolving credit facilities) to be above ?100 million in 2011.
S&P could take a negative rating action if cash flow falls
significantly below S&P's expectations to approximately break-even
levels, due to a meaningful deterioration in selling prices or a
decline in demand, if input costs increase without a corresponding
increase in selling prices, or if the U.S. dollar weakens relative
to the Canadian dollar or to the euro.  If any or a combination of
these factors occurs, S&P think liquidity could decline well below
S&P's expected levels.  A positive rating action is unlikely in
the next 12 months considering the cyclicality of Mercer's single
product and the low likelihood of it paying down debt.


MESA AIR: Objects to ELFC $558,670 Bill for Engine Leases
---------------------------------------------------------
To recall, Engine Lease Finance Corporation, for itself and as
Servicer for and on behalf of Deucalion Engine Leasing (Ireland)
Limited, asks the Bankruptcy Court for the allowance and payment
of administrative expenses against Mesa Air Group Inc. aggregating
$558,670.

The Debtors' counsel, John W. Lucas, Esq., at Pachulski Stang
Ziehl & Jones LLP, in New York, notes the ELFC seeks an
administrative expense claim for parts that were listed in its
engine leases that were not returned when the engines were
surrendered after rejection of the lease.  ELFC speculates that
the missing parts were used postpetition and removed by the
Debtors.  ELFC is simply wrong, he tells the Court.

The Debtors are not in possession of the missing parts and have
no record of ever having received them, Mr. Lucas says.  ELFC has
no evidence to the contrary and, therefore, has not established
any entitlement to an administrative expense claim, he asserts.

The fact that the underlying leases require the missing parts to
be returned is irrelevant, Mr. Lucas adds.  He notes that under
Section 1110 of the Bankruptcy Code and the case law interpreting
this provision, the Debtors are not required to return the
equipment in accordance with the underlying leases.  All that is
required is that the Debtors return whatever equipment is in
their possession -- or was as of the Petition Date -- and that
the Debtors do so in a reasonable manner, he says.

ELFC also argues that it is entitled to an administrative expense
claim for breach of lease provisions that require the Debtors to
return all parts in a serviceable condition.  These
administrative claims, however, are barred by the express terms
of the Rejection Procedures Order, Mr. Lucas points out.

While the Rejection Procedures Order reserved the rights of
aircraft parties to assert that "missing parts" and "wrong parts"
are entitled to administrative priority, as well as the Debtors'
right to dispute those assertions, the order relegated lease
return condition claims to prepetition general unsecured claim
status, Mr. Lucas reminds the Court.

The Debtors ask the Court to sustain their objection and to deny
the Motion.

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MESA AIR: Embraer to Buy More Claims as Part of Aircraft Contracts
------------------------------------------------------------------
Embraer - Empresa Brasileira de Aeronautica S.A., a substantial
claimholder, notifies the Bankruptcy Court of its intention to
acquire or otherwise accumulate certain claims against the
Debtors, by virtue of Embraer's payment to the owner participant
in certain leveraged lease transactions in satisfaction of its
contractual obligations.

To recall, on February 8 and August 26, 2010, Embraer filed a
Notice of Status as a Substantial Claimholder and Amended Notice
of Status as a Substantial Claimholder with the Court.

The Debtors consented to the acquisition by Refine, Inc., an
indirectly controlled wholly owned subsidiary of Embraer, as
trustee of certain claims pursuant to a Side Letter entered into
by and between Embraer and the Debtors, dated October 6, 2010.

According to the Notice to Acquire, Embraer is required to
satisfy certain contractual obligations to Citicorp North
America, Inc. in connection with a leveraged lease transaction
involving four ERJ-145 aircraft.  Upon satisfaction of the
obligations, Citicorp NA is required to make the Proposed
Transfer, through which Refine, as trustee, will acquire or
otherwise accumulate claims against Mesa Airlines, Inc. and Mesa
Air Group, Inc., as guarantor.

The claims arise under certain Tax Indemnity Agreements entered
into by Mesa Airlines and the owner participant with respect to
the Citicorp NA Aircraft and arise under certain indemnity
provisions of certain Participation Agreements for the Citicorp
NA Aircraft, each through Embraer's subrogation and other rights,
in the aggregate principal amount with respect to each of Mesa
Airlines and Mesa of approximately $20,000,000.

Upon satisfaction of the Obligations, the contingent claims of
Embraer against Mesa Airlines and Mesa arising under the
indemnity provisions of the Participation Agreements for the
Citicorp NA Aircraft in the aggregate principal amount with
respect to each of Mesa Airlines and Mesa of approximately
$16,200,000, will no longer be contingent.

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MESA AIR: Raytheon Transfers $18-Mil. Claim to JPMorgan
-------------------------------------------------------
The Bankruptcy Clerk recorded that Raytheon Aircraft Credit
Corporation transferred a $17,973,795 claim against Mesa Air Group
to JPMorgan Chase Bank, N.A., in the Debtors' bankruptcy cases in
October 2010.

                     About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.
Imperial Capital LLC is the investment banker.  Epiq Bankruptcy
Solutions is claims and notice agent.

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


MOLECULAR INSIGHT: Posts $18.3 Million Net Loss in Q3 2010
----------------------------------------------------------
Molecular Insight Pharmaceuticals, Inc., filed its quarterly
report on Form 10-Q, reporting a net loss of $18.3 million on
$456,753 of revenue for the three months ended September 30, 2010,
compared with a net loss of $21.4 million on $101,239 of revenue
for the same period of 2009.

"We have funded our operations from inception on January 10, 1997,
through September 30, 2010, mainly through the issuance of bonds
and warrants, common stock, redeemable convertible preferred
stock, convertible notes and other notes, research funding from
government grants and upfront license payments from
collaborations," the Company said in the filing.

"We have incurred significant net losses and negative operating
cash flows since inception.  At September 30, 2010, we had an
accumulated deficit of $346.0 million including the $53.2 million
net losses incurred for the nine months ended September 30, 2010.
We currently have five clinical stage product candidates in
development and will need to spend significant capital to fulfill
planned operating goals and continue to conduct clinical and non-
clinical trials, achieve regulatory approvals and, subject to such
approvals, successfully produce products for commercialization.
As such, we expect to continue to incur significant net losses and
negative operating cash flows in the foreseeable future."

The Company's balance sheet at September 30, 2010, showed
$36.5 million in total assets, $198.4 million in total
liabilities, and a stockholders' deficit of $161.9 million.

As reported in the Troubled Company Reporter on March 17, 2010,
Deloitte & Touche LLP expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's 2009 results.  The independent auditors noted of the
Company's difficulties in meeting its bond indenture covenants and
its recurring losses from operations.

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

               http://researcharchives.com/t/s?6d84

                     About Molecular Insight

Molecular Insight Pharmaceuticals, Inc. (NASDAQ: MIPI)
-- http://www.molecularinsight.com/-- is a clinical-stage
biopharmaceutical company and pioneer in molecular medicine.  The
Company is focused on the discovery and development of targeted
therapeutic and imaging radiopharmaceuticals for use in oncology.
Molecular Insight has five clinical-stage candidates in
development.


MOMENTIVE PERFORMANCE: $1BB in Notes to Have Issue Price of 100%
----------------------------------------------------------------
Momentive Performance Materials said on October 27, 2010, it
priced (i) $635,000,000 aggregate principal amount of 9.0% Second-
Priority Springing Lien Dollar Notes due 2021 at an issue price of
100%, plus accrued interest from the issue date, if any, and
EUR150,000,000 aggregate principal amount of 9.5% Second-Priority
Springing Lien Euro Notes due 2021 at an issue price of 100%; and
(ii) priced $440,000,000 aggregate principal amount of 9% Second-
Priority Senior Secured Notes due 2020 at an issue price of 100%.

The closing of both note offering is expected to occur on
November 5, 2010, and is subject to customary conditions.

                    About Momentive Performance

Momentive Performance Materials, Inc., 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.

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.

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.


MONIKA CATLIN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Monika L. Catlin
        4488 E. Thomas Rd., #2020
        Phoenix, AZ 85018

Bankruptcy Case No.: 10-35498

Chapter 11 Petition Date: November 2, 2010

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Randolph J. Haines

Debtor's Counsel: Lawrence D. Hirsch, Esq.
                  DECONCINI MCDONALD YETWIN & LACY, PC
                  7310 N 16th St #330
                  Phoenix, AZ 85020
                  Tel: (602) 282-0472
                  Fax: (602) 282-0520
                  E-mail: lhirsch@dmylphx.com

Estimated Assets: $0 to $50,000

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/azb10-35498.pdf

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Damopa Investments                     09-33936   12/31/09


MPG OFFICE: Plaza and Westin Pasadena Mortgage Loan Extended
------------------------------------------------------------
MPG Office Trust Inc. said on October 29, 2010, it extended its
mortgage loan secured by Plaza Las Fuentes and the Westin Pasadena
Hotel.  This loan is now scheduled to mature on September 29,
2011.  The Company has two one-year extensions remaining on this
loan, subject to certain conditions.

The Company said, "As part of the conditions to extend this loan,
we made a $9.0 million paydown using a combination of $6.4 million
of unrestricted cash and $2.6 million of restricted cash held by
the lender.  Per the terms of the amended loan, the principal
payment amount will be increased to $300.0 thousand per month.
The loan now bears interest at LIBOR plus 3.75%.  As required, we
entered into an interest rate cap agreement that limits the LIBOR
portion of the interest rate to 4.75%."

A full-text copy of the Second Amendment To Loan Agreement is
available for free at http://ResearchArchives.com/t/s?6d7e

A full-text copy of the Second Modification Of Guarantor Documents
is available for free at http://ResearchArchives.com/t/s?6d7f

                      About MPG Office Trust

MPG Office Trust Inc. is a self-administered and self-managed real
estate investment trust.  It is the largest owner and operator of
Class A office properties in the Los Angeles Central Business
District and are primarily focused on owning and operating high-
quality office properties in the high-barrier-to-entry Southern
California market.

The Company's balance sheet at June 30, 2010, showed $3.37 billion
in total assets, $4.26 billion in total liabilities, and
a $778.95 million stockholders' deficit.

MPG Office reported a net loss available to common stockholders of
$53.5 million for the quarter ended June 30, 2010, compared to a
net loss available to common stockholders of $380.5 million for
the quarter ended June 30, 2009.


NAVISTAR INT'L: Aiming for $20 Billion in Revenue
-------------------------------------------------
Navistar International Corporation presented at the 34th Annual
Gabelli & Company Automotive Aftermarket Symposium in Las Vegas on
November 1, 2010.

The slide presentation said that Navistar has a goal of
$20 billion in revenue, and $1.8 billion in segment profit at
average of cycle.

Navistar had $8.773 billion in revenues for nine months ended July
31, 2010, compared with $8.284 billion in the same period in 2009.
Its fiscal year ends in March 31, 2011.

A full-text copy of the slide presentation, which contains
financial and operating information, is available for free at
http://ResearchArchives.com/t/s?6d82

                   About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

At April 30, 2010, the Company had $8.94 billion in total assets,
$10.14 billion in total liabilities, and a stockholders' deficit
of $1.21 billion.

Navistar has a 'BB-' issuer default rating from Fitch Ratings.  In
March 2010, Fitch revised the outlook to "positive" from negative,
citing that the revisions "are driven by improvement
in the financial profile of NFC following the signing of an
operating agreement with GE Capital and by NAV's financial
performance in the past year."

Navistar carries a 'B1' long-term rating from Moody's Investors
Service.


NEW CENTURY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: New Century Commercial and Mortgage Corp.
        4700 W. Century Blvd.
        Inglewood, CA 90304

Bankruptcy Case No.: 10-57194

Chapter 11 Petition Date: November 2, 2010

Court: United States Bankruptcy Court
       Central District Of California (Los Angeles)

Judge: Sheri Bluebond

Debtor's Counsel: M Jonathan Hayes, Esq.
                  LAW OFFICE OF M JONATHAN HAYES
                  9700 Reseda Bl Ste201
                  Northridge, CA 91324
                  Tel: (818) 882-5600
                  Fax: (818) 882-5610
                  E-mail: jhayes@polarisnet.net

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-57194.pdf

The petition was signed by Kenneth Gharib.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
KB In & Out,Inc.                       10-31004   05/25/10


ORTHOFIX INTERNATIONAL: Moody's Puts 'B1' Rating on $300 Mil. Loan
------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the new
$300 million credit facility of Orthofix International N.V. and
its subsidiary Orthofix Holdings Inc. (US), including a
$100 million term loan and a $200 million revolver, both due 2015.
Moody's also affirmed the B1 Corporate Family Rating and the B2
Probability of Default Rating.  The rating outlook remains stable.

The B1 Corporate Family Rating is supported by Orthofix's moderate
financial leverage, its ability and willingness to repay debt with
free cash flow and the company's strong market position in spinal
stimulation, which has helped the company to grow these revenues
at above-market growth rates.  The rating is also supported by the
improvement in liquidity following the recent refinancing
transaction which reduced interest rates, increased revolver
availability, and improved cushion under financial covenants.

The rating is constrained by the company's modest scale relative
to many of its competitors, especially in the spinal hardware
market, which is highly competitive and facing increasing
industry-wide pricing pressure.  The B1 rating is also constrained
by the risks associated with pending litigation, which includes a
number of subpoenas, investigations and qui tam complaints.  The
litigation pertains to products that comprise a significant
portion of Orthofix's revenue, including spinal hardware and bone-
growth stimulation devices (together, about 60% of total revenue).

                        Ratings Rationale

A key factor to a positive outlook or upgrade would be the
favorable resolution of some of the more material litigation items
that are currently outstanding, in particular the litigation
related to bone-growth stimulation devices, as it is a key
component of Orthofix's revenue.  If there is progress made on
this front and if Orthofix continues to improve the profitability
in the spine business and reduce leverage, Moody's could consider
a positive rating action.

Orthofix's current credit metrics position it solidly in the B1
rating category.  However, if the company were to experience a
disruption to one of its key markets (namely, spine or
stimulation) or an escalation in litigation risk such that Moody's
believed the company faced either a fundamental change in business
practices or material cash outlays, Moody's could change the
outlook to negative or downgrade the ratings.  Further, if the
company were to pursue a more aggressive acquisition strategy that
resulted in adjusted leverage above 4.0 times, there could be
downward rating pressure.

Ratings Assigned:

  -- $200 million senior secured revolver due 2015, rated B1
     (LGD3, 32%); and

  -- $100 million senior secured term loan due 2015, rated B1
     (LGD3, 32%).

Ratings Affirmed:

  -- Corporate Family Rating of B1
  -- Probability of Default Rating of B2


PALMAS COUNTRY: Plan Confirmation Hearing Set for Dec. 14
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico approved
on October 28, 2010, the disclosure statement referring to Palmas
Country Club, Inc.'s Chapter 11 plan of reorganization.  As a
result, the Debtor and parties in interest may now solicit
acceptances or rejections of the Debtor's Plan of Reorganization
pursuant to 11 U.S.C. Sec. 1125.

Objections to confirmation of the Plan are due 21 days prior to
the date of the hearing on confirmation of the Plan, which the
Court has set for December 14, 2010, at 2:00 p.m. at the U.S. Post
Office and Courthouse Building, Courtroom 2, 300 Recinto Sur
Street, Old San Juan, Puerto Rico.

As reported in the Troubled Company Reporter on October 11, 2010,
under Palmas Country Club's plan, certain assets identified as the
"Club Facilities" will be sold to Tourism Development Fund ("TDF")
in payment of substantially all amounts outstanding under the
parties' Financing Agreements.  Upon closing of the Sale, TDF
intends to sell the Club Facilities to Palmas Athletic Club, Inc.
("PAC"), a non-profit entity created by certain Palmas del Mar
residents specifically to operate and preserve the Club
Facilities.  If the Sale is finally approved, the Debtor's secured
creditors will be deemed to have been paid in full, except for
amounts owed pursuant to the TDF Loan Agreement that will be paid
only to the extent there is cash available after paying post-
petition maintenance expenses.  Additionally, the real property
taxes owed to secured creditor Municipal Revenue Collection Center
in the amount of $133,800, will be paid in full by TDF as a
condition of the Sale.

Any resulting deficiency claim of TDF will be deemed an unsecured
claim in Class 6.  TDF has voluntarily elected to forgo any
dividend for the TDF Deficiency Claim.

The Plan also provides for the payment of approximately 6% of
allowed unsecured claims, except for the TDF Deficiency Claim, in
one lump sum payment to be made on or before 30 days after the
Effective Date if the Plan is funded with the Parent Company
Contribution.  If the Plan is funded with TDF Contingent
Contribution, then this class will receive approximately __% of
their claims.

All equity interests in Debtor will be canceled and equity holders
will receive no distribution.

The Plan will be funded by $198,000 from Palmas del Mar
Properties, Inc., the Debtor's parent company if the releases
herein requested are granted.  Of this amount, $98,000 will be
used to pay CRIM for personal property taxes and $100,000 for
distribution to general unsecured creditors and holders of
unliquidated and contingent claims.  If the releases are not
granted, then the Plan will be funded by a $150,000 contribution
from TDF.

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

                 About Palmas Country Club, Inc.

Humacao, Puerto Rico-based Palmas Country Club, Inc., owns certain
real estate facilities located in Palmas del Mar, Humacao, Puerto
Rico, consisting of an 18 hole championship golf course known as
the Flamboyan Course, an 18 hole golf course known as Palm Course,
a 22,200 square feet golf clubhouse, a 5,600 square feet beach
club house, a tennis club, and other related facilities.

Palmas filed for Chapter 11 bankruptcy protection on August 4,
2010 (Bankr. D. P.R. Case No. 10-07072).  Alexis Fuentes-
Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its
restructuring effort.  The Debtor disclosed $23,973,011 in assets
and $58,546,398 in liabilities as of the Petition Date.


PATIENT SAFETY: Names David Dreyer as New Chief Financial Officer
-----------------------------------------------------------------
Patient Safety Technologies Inc. appointed David Dreyer as
Vice President and Chief Financial Officer.  Mr. Dreyer will be
responsible for the finance, accounting and reporting requirements
for the Company and its wholly-owned operating subsidiary,
SurgiCount Medical, as well as play a key role in various
strategic initiatives and operational improvements.

"We are pleased to welcome David to the team and look forward to
the addition of a proven healthcare executive with a depth of
public company experience," said Brian E. Stewart, President and
Chief Executive Officer.

Mr. Dreyer is a certified public accountant and brings over 20
years of experience as a Chief Financial Officer and senior
executive in the healthcare industry.  He has been the CFO of
multiple publicly traded companies and has worked for a wide range
of organizations in his career, including AMN Healthcare Services,
AlphaStaff Inc., Sicor, Inc., Elan Pharma, Athena Neurosciences,
Syntex Corporation and Arthur Andersen & Company.  David brings an
extensive background in SEC reporting, corporate governance and
SOX compliance as well as financial reporting, forecasting and the
implementation of ERP systems.  He has successfully led numerous
financings as well as a variety of strategic M&A and divestiture
transactions.

"I am very excited at the future opportunities SurgiCount Medical
offers, and look forward to working with Brian, the board of
directors and the entire management team," commented Mr. Dreyer.

                 About Patient Safety Technologies

Patient Safety Technologies, Inc. (OTC: PSTX) --
http://www.surgicountmedical.com/-- through its wholly owned
operating subsidiary SurgiCount Medical, Inc., provides the
Safety-Sponge(TM) System, a system designed to improve the
standard of patient care and reduce health care costs by
preventing the occurrence of surgical sponges and other retained
foreign objects from being left inside patients after surgery.
RFOs are among one of the most common surgical errors.

                           *     *     *

In its March 31, 2010 report, Squar, Milner, Peterson, Miranda &
Williamson, LLP, in San Diego, California, noted that the
Company's significant recurring net losses through December 31,
2009, and significant working capital deficit as of December 31,
2009, raise substantial doubt about the Company's ability to
continue as a going concern.

The Company's balance sheet at March 31, 2010, showed
$10.1 million in total assets and $15.3 million in total
liabilities, for a $5.1 million total stockholders' deficit.


PATRICK HACKETT: U.S. Trustee Wants Case Converted to Chapter 7
---------------------------------------------------------------
Watertown Daily Times reports that a trustee overseeing the U.S.
Bankruptcy Court action of Patrick Hackett Hardware Co. has filed
a motion asking convert the firm's Chapter 11 proceeding to a
Chapter 7 liquidation.

Watertown Daily Times relates U.S. Trustee Tracy H. Davis said in
court documents filed November 2, 2010, that the Company's failure
to file financial paperwork in a timely manner has delayed the
case significantly and otherwise hindered her ability to act as a
trustee in the matter.

The trustee, according to the report, cites several instances in
asking for the bankruptcy conversion, including the company's
failure to submit monthly operating reports since May and
objections to the amended disclosure statement filed last month,
court records show.

A hearing on the latest motion is scheduled Dec. 9 in federal
bankruptcy court in Utica.

                        About Patrick Hackett

Patrick Hackett Hardware Company began in 1830 as a hardware store
in upstate New York.  Hacketts now operates full-service
department stores and a specialty store, selling a full line of
clothes, consumer electronics, cell phones, shoes, housewares,
hardware and others.

Patrick Hackett filed for Chapter 11 on November 10, 2009 (Bankr.
N.D. N.Y Case No. 09-63135).  The Debtor estimated less than
$10 million in total assets in its Chapter 11 petition.

Hackett's Stores, Inc., is the parent company of Patrick Hackett.
Hackett's Stores (Pink Sheets:HCKI) is a holding of Seaway Valley
Capital Corporation (Pink Sheets:SEVA).  Hackett's Stores is not
nor has ever been in bankruptcy or bankruptcy protection.


PATRICK TRANSPORTATION: Case Summary & 18 Largest Unsec Creditors
-----------------------------------------------------------------
Debtor: Patrick Transportation Company
        2860 Hedley Street
        Philadelphia, PA 19137

Bankruptcy Case No.: 10-19520

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Bruce I. Fox

Debtor's Counsel: Albert A. Ciardi, III
                  CIARDI CIARDI & ASTIN, P.C.
                  One Commerce Square
                  2005 Market Street, Suite 1930
                  Philadelphia, PA 19103
                  Tel: (215) 557-3550
                  Fax: (215) 557-3551
                  E-mail: aciardi@ciardilaw.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 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/paeb10-19520.pdf

The petition was signed by Patrick Gault, president.


PENSON WORLDWIDE: S&P Cuts Counterparty Credit Rating to 'BB-'
--------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its
counterparty credit rating on Penson Worldwide Inc. to 'BB-' from
'BB'.  At the same time, Standard & Poor's lowered the 'BB-'
rating on the company's $200 million senior second lien secured
debt to 'B+'.  The outlook on the counterparty rating is stable.

"The downgrade reflects S&P's concerns about the company's ability
to withstand the harsh operating environment in which it is
currently operating, characterized by undulating market volumes
and low interest rates," said Standard & Poor's credit analyst
Vikas Jhaveri.  "Penson has increased financial leverage in recent
months resulting in a heavy interest burden in future quarters.
The company's interest coverage and leverage metrics have weakened
relative to its peers, and although income levels may bounce back,
the volatility associated with it is a concern.  While the company
has taken cost cutting measures to alleviate pressure on
profitability, S&P believes that this further indicates
management's concerns about a rebound in business fundamentals."

The downgrade also reflects Standard & Poor's opinion of lower
financial flexibility following the amendments to its financial
covenants on its credit facility.

"S&P expects the company to return to modest profitability in the
coming quarters," said Mr. Jhaveri.  "However, if the company
continues experiencing quarterly losses or if the company takes
undue risks or sees material deterioration in liquidity and
capital, S&P could revise the outlook to negative.


PIERCE COMMERCIAL BANK: Closed; Heritage Bank Assumes All Deposits
------------------------------------------------------------------
Pierce Commercial Bank of Tacoma, Wash., was closed on Friday,
November 5, 2010, by the Washington Department of Financial
Institutions, which appointed the Federal Deposit Insurance
Corporation as receiver.  To protect the depositors, the FDIC
entered into a purchase and assumption agreement with Heritage
Bank of Olympia, Wash., to assume all of the deposits of Pierce
Commercial Bank.

The sole branch of Pierce Commercial Bank will reopen during
normal banking hours as a branch of Heritage Bank.  Depositors of
Pierce Commercial Bank will automatically become depositors of
Heritage Bank.  Deposits will continue to be insured by the FDIC,
so there is no need for customers to change their banking
relationship in order to retain their deposit insurance coverage
up to applicable limits.  Customers of Pierce Commercial Bank
should continue to use their existing branch until they receive
notice from Heritage Bank that it has completed systems changes to
allow other Heritage Bank branches to process their accounts as
well.

As of September 30, 2010, Pierce Commercial Bank had around $221.1
million in total assets and $193.5 million in total deposits.
Heritage Bank will pay the FDIC a premium of 1.0 percent to assume
all of the deposits of Pierce Commercial Bank.  In addition to
assuming all of the deposits of the failed bank, Heritage Bank
agreed to purchase essentially all of the assets.

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-760-3641.  Interested parties also can
visit the FDIC's Web site at:

  http://www.fdic.gov/bank/individual/failed/piercecommercial.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $21.3 million.  Compared to other alternatives, Heritage
Bank's acquisition was the least costly resolution for the FDIC's
DIF.  Pierce Commercial Bank is the 142nd FDIC-insured institution
to fail in the nation this year, and the eleventh in Washington.
The last FDIC-insured institution closed in the state was
Shoreline Bank, Shoreline, on October 1, 2010.


POLYPORE INTERNATIONAL: Moody's Affirms 'B2' Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service affirmed the Corporate of Family and
Probability of Default ratings of Polypore International, Inc., at
B2.  In a related action, Moody's affirmed the ratings of
Polypore's bank credit facility and senior subordinated notes at
Ba2, and B3, respectively.  The rating outlook was changed to
positive from stable.

The positive rating outlook reflects Moody's expectation that
Polypore's solid growth trends and operating performance will
continue to support debt paydown following the company's
announcement of its $75 million notice of redemption under the
8.75% senior subordinated notes.  While the announced redemption
represents a modest reduction (about 10%) of the funded debt
structure as of October 2, 2010, the action is a step at
addressing the company's high debt levels relative to its revenue
base (about 131% on a Moody's adjusted basis as of October 2,
2010).  Moreover, the company has demonstrated strong credit
metrics for the assigned rating with LTM EBIT/interest (including
Moody's standard adjustments) of approximately 2.3x and
Debt/EBITDA of approximately 4.4x.

The affirmation of the Polypore's B2 ratings reflect Polypore's
high leverage, modest revenue base and asset base complemented by
the company's diverse end-markets and history of steady free cash
flow generation.  Portions of Polypore's business are well
positioned within growth industries such as healthcare, and
lithium batteries used in consumer electronics and electronic
drive vehicles.  The ratings benefit from the company's strong
geographic diversity with about 77% of the company's sales
generated outside the U.S. The company's lead-acid battery
separator and healthcare businesses have solid recurring revenue
bases.  While about two-thirds of the company business are tied to
cyclical industrial and automotive applications, most of the
automotive business is in the aftermarket.

Polypore is expected to have a good liquidity profile over the
next twelve months.  As of October 2, 2010, cash balances were
$162.7 million.  The company's liquidity also is supported by a
$90 million revolving credit of which approximately $81.6 million
was available as of October 2, 2010.  Polypore's revolving credit
has historically remained unfunded and is expected to remain so
over the near-term.  Consistent with the historical trends,
Polypore is expected to be free cash flow positive over the next
twelve months.  The principal financial covenant under the senior
secured bank facilities is a senior secured leverage ratio test of
3.0x.  Polypore's anticipated operating performance over the near-
term should support comfortable covenant cushions under this
covenant.

These ratings are affirmed:

Polypore International, Inc.

  -- B2 Corporate Family Rating;

  -- B2, Probability of Default Rating;

  -- Ba2 (LGD2, 23%), for the $90 million guaranteed senior
     secured revolving credit facility due July 2013;

  -- Ba2 (LGD2, 23%) for the $348 million (remaining amount)
     guaranteed senior secured term loan due July 2014;

  -- B3 (LGD5, 77%) for the US$ guaranteed senior subordinated
     notes due May 2012;

  -- B3 (LGD5, 77%) Euro guaranteed senior subordinated notes due
     May 2012

The last rating action was on May 5, 2008, when the Corporate
Family Rating was raised to B2.

Polypore International, Inc., headquartered in Charlotte, NC, is a
leading worldwide developer, manufacturer and marketer of
specialized polymer-based membranes used in lead acid and lithium
batteries as well as filtration processes used in healthcare and
other industrial applications.  Warburg Pincus, directly or
indirectly, owns about 40% of Polypore's common stock.  Net sales
in 2009 were $517 million.


PREGIS CORP: S&P Downgrades Corporate Credit Ratings to 'B-'
------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its ratings on
Deerfield, Ill.-based Pregis Corp., including lowering the
corporate credit ratings to 'B-' from 'B'.  The outlook is
negative.

"The downgrade reflects the deterioration in Pregis' financial
profile as the company has been unable to pass through significant
resin price increases due to competitive industry pricing
conditions," said Standard & Poor's credit analyst Ket Gondha.
This has materially affected earnings and liquidity during a time
when the company needs to complete a refinancing of its revolving
credit facility that matures in October 2011.

"While S&P expects Pregis to obtain another appropriately sized
credit facility in a timely fashion," added Mr. Gondha, "S&P
expects credit metrics will remain elevated due to a challenging
operating environment that limits its ability to generate
meaningful improvements in earnings, free operating cash flow, and
liquidity.


QSGI INC: Court Sets December 2 Disclosure Statement Hearing
------------------------------------------------------------
On October 19, 2010, the U.S. Bankruptcy Court entered an order
setting a hearing for December 2, 2010, to consider approval of
the disclosure statement with respect to QSGI, Inc., QSGI-CCSI,
Inc., and Qualtech Services Group, Inc.'s Chapter 11 Plan of
Reorganization, dated October 8, 2010.

Pursuant to the Plan, each holder of an Allowed General Unsecured
Claim will receive a pro-rata Distribution of $1,000,000 in value
of additional common stock in the reorganized debtor, or up to a
maximum aggregate of 10,000,000 shares of the stock.

Preferred stockholders Pike Capital Partners, LP, and Guerilla
Partners, LP, will have their shares converted to an aggregate of
425,000 shares of common stock in the Reorganized Debtor, to be
distributed pro-rata among the preferred shareholders.

Common stockholders will retain all common stock and Equity
Interests under the Reorganization Plan.

Under the Plan, the Reorganized Debtor will merge with KruseCom,
LLC, or an entity to be formed by, affiliated with or related to
KruseCom, LLC, upon a future date.  Upon the Effective Date, the
Reorganized Debtor will be authorized to issue up to 2,000,000,000
shares of commons stock.  The Reorganized Debtor will be
capitalized in part by KruseCom, LLC, in a sufficient sum to allow
it to engage and operate the core business of the Reorganized
Debtor, but only to the extent of the completion of period SEC
filings and the resolution, settlement or satisfaction of all
claims of the Internal Revenue Service.

A full-text copy of the Company's Chapter 11 plan of
reorganization is available for free at:

             http://ResearchArchives.com/t/s?6c68

Palm Beach, Florida-based QSGI, Inc., and its affiliates provide
technology services and maintenance geared towards both uses of
enterprise class hardware as well as the uses of business -
competing hardware.  The Debtors filed for Chapter 11 protection
on July 2, 2009 (Bankr. S.D. Fla. Lead Case No. 09-23658).
Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara, Landau P.A.,
represented the Debtors in their restructuring effort.  The
Debtors estimated assets and debts at $10 million and $50 million.


QUALITY DISTRIBUTION: S&P Raises Corporate Credit Ratings to 'B'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it has raised its
corporate credit ratings on U.S.-based Quality Distribution Inc.
to 'B' from 'B-'.  S&P also removed the ratings from CreditWatch,
where S&P had placed them with positive implications on Oct. 28,
2010, following the launch of the bond offering.  The outlook is
stable.

"The rating action reflects the improvement in Quality
Distribution's financial profile after completing its
refinancing," said Standard & Poor's credit analyst Anita Ogbara.
"Following the transaction, S&P expects Quality Distribution to
benefit from lower interest expense, improved cash flow adequacy,
and a substantial reduction in debt maturities over the next few
years."

The ratings on Quality Distribution reflect its market position as
the largest bulk tank truck carrier in North America.  The
company's low margins, participation in a highly fragmented
industry, and highly leveraged financial profile more than offset
this strength.  Given improving chemicals volumes and stable
pricing trends, S&P expects Quality Distribution to generate funds
from operations in the $30 million-$40 million range in 2010.  S&P
characterize the company's business risk as weak and financial
risk as highly leveraged.

The outlook is stable.  S&P's revised rating incorporates an
expectation of further improvement in operating performance,
profitability, and cash flow over the next few quarters.  "S&P
could lower the ratings if liquidity becomes constrained or if FFO
to total debt consistently falls into the high single-digit
percent area on a sustained basis.  Although less likely, S&P
could raise the ratings on the company if earnings improvement
results consistently in FFO to total debt in the upper-teen
percentage range," Ms. Ogbara added.


RASER TECHNOLOGIES: Amends Thermo No. 1 Forbearance Agreement
-------------------------------------------------------------
Raser Technologies Inc. entered on Oct. 26, 2010, into the First
Amendment to Amendment, Consent and Forbearance Agreement with
Thermo No. 1 BE-01, LLC, The Prudential Insurance Company of
America, Zurich American Insurance Company and Deutsche Bank Trust
Company Americas amending the Amendment, Consent and Forbearance
Agreement entered between the parties on July 9, 2010 relating to
the repayment of a substantial portion of the debt financing for
the Thermo No. 1 geothermal power plant.

Pursuant to the Amendment, the Company received an immediate
release of $1,100,000 from the Thermo No. 1 Plant escrow funds,
the end of the forbearance period was changed from June 29, 2011
to February 1, 2011 and the Company's repayment obligation to the
lenders, which is now due on or before February 1, 2011, was
increased from $6,000,000 to $6,250,000.

In addition, pursuant to a Letter Agreement among the Company,
Evergreen Clean Energy, LLC, and Raser Power Systems, LLC, dated
October 27, 2010, Evergreen agreed to advance certain funds to
the Company from time to time, including an initial advance of
$1,150,000 on October 28, 2010.  As additional consideration for
the Letter Agreement, the Company and Raser Power agreed not to
solicit additional potential purchasers for the purchase of any
interests in Thermo on or before November 30, 2010, and agreed to
pay a break-up fee in certain circumstances.

The Company's obligation to repay the initial advance of
$1,150,000 was made pursuant to a Secured Promissory Note, dated
October 28, 2010, issued by the Company to Evergreen.  The terms
of the Secured Promissory Note allow for the Company to receive
advances from Evergreen in one or more loans for up to $2,500,000.
Principal and accrued interest on all Loans will be payable to
Evergreen on the earlier of June 30, 2011 or the date on which the
Company closes a transaction for the sale of its Thermo No. 1
Plant.  The Loans bear interest at the rate of 12% per annum or,
with respect to any amounts not paid to Evergreen by the Maturity
Date, at the rate of 18% per annum.  The Company's obligations
under the Secured Promissory Note are secured by a first priority
security interest in, and lien on all of the Company's right,
title, and interest in its Alvord prospect (formerly the Borax
Lake prospect) located in Harney County, Oregon and certain
transformer equipment, pursuant to the Deed of Trust and Security
Agreement, dated October 28, 2010, executed by Raser Power for the
benefit of Evergreen and the Security Agreement, dated as of
October 28, 2010, between Raser Power and Evergreen.

The Company used the $1,100,000 it received from the Thermo No. 1
plant escrow funds and the $1,150,000 loan it received from
Evergreen to satisfy its semi-annual interest payment obligation
of $2,200,000 to the holders of the Company's 8.00% Convertible
Senior Notes due 2013, which was required to be paid by November
1, 2010 in order to avoid a payment default on the Convertible
Notes.

A full-text copy of the Amended Forbearance Agreement is available
for free at http://ResearchArchives.com/t/s?6d7c

                     About Raser Technologies

Provo, Utah-based Raser Technologies, Inc. (NYSE: RZ)
-- http://www.rasertech.com/-- is an environmental energy
technology company focused on geothermal power development and
technology licensing.  Raser's Power Systems segment develops
clean, renewable geothermal electric power plants with one
operating plant in southern Utah and eight active and early stage
projects in four western United States: Utah, New Mexico, Nevada
and Oregon, as well as a concession for 100,000 acres in
Indonesia.  Raser's Transportation and Industrial segment focuses
on extended-range plug-in-hybrid vehicle solutions and using
Raser's award-winning Symetron(TM) technology to improve the
torque density and efficiency of the electric motors and drive
systems used in electric and hybrid-electric vehicle powertrains
and industrial applications.

The Company's balance sheet as of June 30, 2010, showed
$90.0 million in total assets, $130.6 million in total
liabilities, and a stockholders' deficit of $40.6 million.

                          *     *     *

Hein & Associates LLP, in Denver, Colo., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company has suffered recurring losses, has used significant
cash for operating activities since inception, has significant
purchase commitments in 2010 and has a lack of sufficient working
capital.

Raser Technologies did not make the $2.2 million semi-annual
interest payment due October 1, 2010, on its 8% Convertible Senior
Notes Due 2013.

The Company satisfied the semi-annual interest payment obligation
after receiving $1.10 million from the Thermo No. 1 plant escrow
funds and $1.15 million from a loan with Evergreen Clean Energy,
LLC, late in October 2010.


REAL MEX: Michael Alger Resigns from Board of Directors
-------------------------------------------------------
Effective October 26, 2010, Michael Alger resigned from Real
Mex Restaurants' Board of Directors, and Anthony DiLucente was
appointed as a director of the Company at the direction of Sun
Capital Partners, Inc.

Mr. DiLucente and Mr. Alger are employed by Sun Capital, which is
an affiliate of stockholders of the Company's parent.  There are
no other arrangements or understandings between the new director
and any other person pursuant to which the new director was
appointed to the Board of Directors of the Company.

Furthermore, the new director is not a party to any transactions
that would require disclosure pursuant to Item 404(a) of
Regulation S-K.  The new director will not be compensated for
serving as a director of the Company; however he will be
reimbursed for reasonable out-of-pocket expenses in connection
with his travel to and attendance at meetings of the Board of
Directors and the committees thereof.

                          About Real Mex

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.  The Company operated 183 restaurants as of
March 28, 2010, of which 152 were located in California and the
remainder were located in 12 other states, primarily under the
trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and
Acapulco Mexican Restaurant Y Cantina(R).  In addition, the
Company franchised or licensed 34 restaurants in 12 states and two
foreign countries as of March 28, 2010.  The Company's other major
subsidiary, Real Mex Foods, Inc., provides internal production,
purchasing and distribution services for the restaurant operations
and also provides distribution services and manufactures specialty
products for sale to outside customers.

Moody's Investors Service affirmed Real Mex Restaurant Inc.'s
Speculative Grade Liquidity rating at SGL-3.  Real Mex's long term
ratings, including its Caa2 Corporate Family Rating, and stable
outlook are unaffected by the announcement.


REDDY ICE: SEC Closes Informal Inquiry
--------------------------------------
Reddy Ice Holdings Inc. said on October 29, 2010, its counsel was
informed by the Securities and Exchange Commission that the SEC
has closed its informal inquiry with respect to the Company and
that the SEC will take no action with regard to the Company.

                          About Reddy Ice

Reddy Ice Holdings, Inc. -- http://www.reddyice.com/--
manufactures and distributes packaged ice in the United States.
The company serves variety of customers in 31 states and the
District of Columbia under the Reddy Ice brand name.

The Company's balance sheet for June 30, 2010, showed
$507.05 million in total assets, $50.47 million in total current
liabilities, $450.63 million in total long-term obligations,
$16.56 million in deferred taxes and contingencies, and a
stockholders' deficit of $10.62 million.

                            *     *     *

As reported by the Troubled Company Reporter on August 17, 2010,
Moody's Investors Service lowered Reddy Ice Holdings' corporate
family and probability-of-default ratings to B3 from B2, and its
$12 million senior discount notes due 2012 to Caa2 from Caa1.
Moody's also lowered the rating on Reddy Ice Corporations' $300
million first lien senior secured notes due 2015 to B2 from B1 and
the $139 million second lien notes due 2015 to Caa2 from Caa1.
The ratings outlook remains negative.  The speculative grade
liquidity rating was affirmed at SGL-3.

The ratings downgrade was prompted by Reddy Ice's elevated
financial leverage through the first half of 2010 due to weaker
than expected operating performance and the expectation that
leverage will remain elevated.  The B3 corporate family rating
considers ongoing operational risks related to weather as well as
increasing acquisition activity.

Reddy Ice carries 'B-' issuer credit ratings, with "negative"
outlook, from Standard & Poor's.

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.


REVLON INC: Sept. 30 Balance Sheet Upside-Down by $991.8-Mil.
-------------------------------------------------------------
Revlon Inc. filed its quarterly report on Form 10-Q, showing net
income of $12.5 million on $319.0 million of net sales for the
three months ended Sept. 30, 2010, compared with net income of
$23.1 million on $326.2 million net sales for the same period a
year ago.

The Company's balance sheet at $794.8 million in total assets,
$317.4 million in total current liabilities, $1.1 billion in long-
term debt, $58.4 million in long-term debts (affiliates),
$48.1 million in redeemable preferred stock, $199.2 million in
long-term pension, $61.4 million on other long-term liabilities,
and a stockholder's deficit of $991.8 million.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6d51

                         About Revlon Inc.

Headquartered in New York City, Revlon, Inc. (NYSE: REV) --
http://www.revloninc.com/-- is a worldwide cosmetics, hair color,
beauty tools, fragrances, skincare, anti-perspirants/deodorants
and personal care products company.  The Company's brands, which
are sold worldwide, include Revlon(R), Almay(R), Mitchum(R),
Charlie(R), Gatineau(R), and Ultima II(R).


RONALD SCHENA: Court Interprets Sec. 522(d)(10)(E) Exemption
------------------------------------------------------------
WestLaw reports that individual Chapter 11 debtors who elected
their federal bankruptcy exemptions were barred from invoking any
federal non-bankruptcy exemptions, except where the non-title 11
law explicitly provided for protection of debtors in bankruptcy.
Moreover, a federal bankruptcy exemption for the debtor's "right
to receive" payment under a stock bonus, pension, profit-sharing,
annuity, or similar plan or contract on account of illness,
disability, death, age, or length of service under 11 U.S.C. Sec.
522(d)(10)(E) did not extend to military retirement benefits
already paid.  An individual Chapter 11 debtor could not exempt
account funds traceable to such retirement pay, though the account
was a segregated account, into which were deposited only
retirement payments to which the debtor was entitled based on his
service in the military.  In re Schena, --- B.R. ----, 2010 WL
4026807 (Bankr. D. N.M.) (Starzynski, J.).

A copy of the Honorable James S. Starzynski's Memorandum Opinion
dated Oct. 14, 2010, is available at http://is.gd/gKi7ofrom
Leagle.com.

Ronald A. and Rachael Schena sought chapter 11 protection (Bankr.
D. N.M. Case No. 09-13165) on July 21, 2009, and are represented
by Louis Puccini Jr., Esq., at Puccini Law, P.A., in Albuquerque,
N.M.  A copy of the Debtors' chapter 11 petition, estimating
assets and debts at less than $10 million, is available at
http://bankrupt.com/misc/nmb09-13165.pdfat no charge.


SCENIC AMERICA: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Scenic America, Inc.
        P.O. Box 759
        Bealeton, VA 22712-0759

Bankruptcy Case No.: 10-19290

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Stephen S. Mitchell

Debtor's Counsel: Ann E. Schmitt, Esq.
                  CULBERT & SCHMITT, PLLC
                  30C Catoctin Circle SE
                  Leesburg, VA 20175
                  Tel: (703) 737-6377
                  Fax: (703) 737-6370
                  E-mail: aschmitt@culbert-schmitt.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/vaeb10-19290.pdf

The petition was signed by Sandy Merriman, president.


SENECA GAMING: S&P Assigns 'BB' Rating to $325 Mil. Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned Seneca Gaming
Corp.'s proposed $325 million senior notes due 2018 S&P's issue-
level rating of 'BB'.  S&P also assigned its 'BB' issue-level
rating to SGC's proposed $225 million senior secured credit
facility due 2015, consisting of a $50 million revolving credit
facility and a $175 million term loan facility.  The corporation
intends to use the proceeds from the proposed issuance to
refinance its existing $500 million 7.25% senior notes due May
2012.

At the same time, S&P affirmed its 'BB' issuer credit rating on
SGC.  The rating outlook is negative.

"The 'BB' issuer credit rating reflects SGC's limited diversity as
an operator of three casinos in western New York," said Standard &
Poor's credit analyst Michael Listner, "and an expectation for
heightened competition as the regional gaming market in which it
operates further develops, as well as an uncertainty surrounding
the ongoing negotiation between the Seneca Nation of Indians and
the State of New York regarding the exclusivity provisions in its
gaming compact."  In addition to S&P's expectation for a
heightened level of refinancing risk given these ongoing
negotiations, the limited clarity around the terms of a potential
settlement and the financial and competitive impact that the
settlement could have on SGC's operations are key rating factors.
Good credit measures that are in line with the current rating and
consistent operating trends over the economic cycle partially
offset those factors.  In addition, S&P believes that the measures
taken to provision for the payment of the disputed exclusivity
fees through an established control account exhibit a willingness
on the part of the Nation to work toward a resolution of the
dispute.


SCHUTT SPORTS: Riddell Says It Didn't Violate Stay
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Riddell Inc., which won a patent judgment that forced
Schutt Sports Inc. to file for bankruptcy, responded to a motion
by Schutt asking the bankruptcy judge in Delaware to hold it in
contempt of the automatic stay for sending messages to Schutt
customers saying the company was in bankruptcy and might go out of
business.  New York-based Riddell, according to the report, said
the communications weren't in contempt of the stay because they
didn't amount to an effort to collect the $29 million judgment.
Referring to the right of free speech, Riddell cited cases saying
that communications are protected by the First Amendment to the
U.S. Constitution so long as there is no intent to coerce payment
of a claim.  Riddell said speech is protected even if it has an
"actual adverse effect on someone's business."

                       About Schutt Sports

Headquartered in Litchfield, Illinois, Schutt Sports, Inc. -- fka
Schutt Manufacturing Company, Schutt Sports Manufacturing Co.,
Schutt Sports Distribution Company, and Schutt Athletic Sales
Company -- and its affiliates manufacture team sporting equipment,
primarily for football, baseball and softball.

Schutt Sports filed for Chapter 11 bankruptcy protection on
September 6, 2010 (Bankr. D. Del. Case No. 10-12795).  Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP, assists the
Debtor in its restructuring effort.  Ernst & Young is the Debtor's
financial advisor.  Oppenheimer & Co., Inc., is the Debtor's
investment banker. The Official Committee of Unsecured Creditors
tapped Lowenstein Sandler PC as its counsel.

The Debtor estimated is assets and debts at $50 million to
$100 million as of the Petition Date.


SHAKTI KRUPA: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Shakti Krupa, Inc.
          dba Dalton Inn
        fdba Econo Lodge
        2007 Tampico Way
        Dalton, GA 30720

Bankruptcy Case No.: 10-16488

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Chattanooga)

Judge: John C. Cook

Debtor's Counsel: David J. Fulton, Esq.
                  SCARBOROUGH, FULTON & GLASS
                  701 Market Street, Suite 1000
                  Chattanooga, TN 37402
                  Tel: (423) 648-1880
                  Fax: (423) 648-1881
                  E-mail: djf@sfglegal.com

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

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

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tneb10-16488.pdf

The petition was signed by Niraj Sheth, chief financial officer.


SHAWNEE HOSPITALITY: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Shawnee Hospitality, LLC
        dba Hampton Inn
        3400 Parkwood Blvd.
        Frisco, TX 75034

Bankruptcy Case No.: 10-43828

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Judge: Brenda T. Rhoades

Debtor's Counsel: Arthur I. Ungerman, Esq.
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 239-9055
                  Fax: (972) 239-9886
                  E-mail: arthur@arthurungerman.com

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

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

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

The petition was signed by Nariender K. Dhillon, managing member.


SHEARER'S FOODS: S&P Gives Negative Outlook; Affirms 'B' Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Ohio-
based Shearer's Foods Inc. to negative from stable.  At the same
time, Standard & Poor's affirmed its 'B' corporate credit rating
on Shearer's.

The issue-rating on the senior secured credit facilities is 'B'
(the same level as the corporate credit rating) with a recovery of
'3', indicating S&P's expectation for meaningful (50% to 70%)
recovery in the event of a payment default.  The senior secured
credit facilities consist of a $20 million first-lien revolving
credit facility and a $119 million term loan B, each due 2015.

"The outlook revision reflects S&P's estimate of the company's
less than 15% EBITDA covenant cushion on its total and senior
leverage covenants, which S&P does not expect to improve in the
near term and S&P's view that the company's liquidity is less than
adequate," said Standard & Poor's credit analyst Alison Sullivan.
Shearer's intends to increase production capacity to meet
additional chip demand, and finance the expansion through cash,
revolver borrowings, and $9.9 million in bonds from the state of
Ohio.  The company is seeking to amend its credit facility to
modify financial covenants through June 2011, and permit the
additional Ohio State bonds, in addition to other items.  S&P
estimate that covenant cushion could remain limited in the near
term, even if the amendment (under current proposed terms) is
approved.  In addition, S&P believes if there are delays in plant
construction, unfavorable product mix shifts, or if business with
key customers falls below expectations, covenant cushion may
tighten further.

The ratings on Shearer's Foods Inc. reflect S&P's view that the
company has a vulnerable business risk profile due to its narrow
product focus, relatively high customer concentration, and limited
international presence.  The ratings also reflect S&P's opinion
that Shearer's financial profile is highly leveraged given its
significant debt burden and aggressive financial policy.

The negative outlook reflects S&P's estimate of less than 15%
EBITDA covenant cushion on the company's total and senior leverage
covenants.  S&P would consider a lower rating if covenant cushion
falls below 10%, there are delays in plant construction,
unfavorable product mix shifts such that EBITDA declines, or if
business with key customers falls below expectations.  S&P would
consider a stable rating if the company maintains adequate
liquidity, covenant cushion above 15%, and increases liquidity
such that sources exceed uses by 1.2x.  Although unlikely over the
near term, S&P would consider an upgrade if the company
demonstrates consistent operating performance, adequate liquidity,
reduces debt leverage to less than 3x, and maintains a financial
policy consistent with a higher rating.  This could result from
low double-digit sales growth, a 40% increase in EBITDA, and
applying all excess cash flow to debt reduction, over the outlook
period.

Shearer's is a producer and distributor of co-packed (grouping
products together in batches as part of a promotional campaign),
private label, and branded snack foods.  Privately held, the
company is the largest manufacturer of kettle chips in the U.S.,
and competes within a narrow sector of the $33 billion North
American snack food industry.  In addition to kettle chips,
products include potato chips, tortilla chips, pretzels,
multigrain chips, ready-to-eat popcorn, and cheese curls.  On
March 31, 2010, Shearer's acquired Snack Alliance, another private
label and co-pack producer for chips and snack foods.  The company
is vulnerable to changes in consumer tastes given its narrow
product focus.  Shearer's has also relatively high customer
concentration with its top two customers accounting for about 45%
of sales.  Given the company's small size, a change in one of its
key customers' strategies could impact its profitability.  The
company also lacks geographic diversity because only 8% of sales
are international.


SILVER CREEK: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Silver Creek Hospitality San Angelo, LLC
        fdba Penta San Angelo, LLC
        441 Rio Concho Drive
        San Angelo, TX 76903

Bankruptcy Case No.: 10-60242

Chapter 11 Petition Date: November 2, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (San Angelo)

Judge: Robert L. Jones

Debtor's Counsel: John Thomas Richer, Esq.
                  HALL ESTILL HARDWICK GABLE GOLDEN NELSON
                  320 South Boston Avenue, Suite 200
                  Tulsa, OK 74103-3706
                  Tel: (918) 594-0612
                  Fax: (918) 594-0505
                  E-mail: jricher@hallestill.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 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-60242.pdf

The petition was signed by Anil Patel, manager of sole member,
Penta Hospitality, LLC.


SINGH & SINGH: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Singh & Singh, LLC
        dba Econolodge
        2925 West Washington
        Stephenville, TX 76401

Bankruptcy Case No.: 10-47190

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtor's Counsel: Rakhee V. Patel, Esq.
                  PRONSKE & PATEL, P.C.
                  2200 Ross Avenue, Suite 5350
                  Dallas, TX 75201
                  Tel: (214) 658-6500
                  Fax: (214) 658-6509
                  E-mail: rpatel@pronskepatel.com

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

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

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

The petition was signed by Harmohinder Singh, managing member.


SONOMA VINEYARD: Taps Michael Fallon as Bankruptcy Counsel
----------------------------------------------------------
Sonoma Vineyard Estates LLC asks the U.S. Bankruptcy Court for
Northern District of California for authority to employ the Law
Offices f Michael C. Fallon. as its bankruptcy counsel.

Michael Fallon will provide, among other things, provide general
representation of the Debtor in its bankruptcy case and perform
all necessary legal services for the Debtor.

Michael Fallon will be paid based on the hourly rates of its
professionals:

       Michael Fallon                    $400 per hour
       Legal Assistant                   $150 per hour

Michael C. Fallon, Esq., assures the Court that he has not had any
connection with the Debtor, its creditors, or any party in
interest, or its respective attorneys or accountants, the United
States Trustee, or any person employed in the Office of the United
States Trustee, and that, to the best of his knowledge, he does
not represent any interest adverse to the Debtor or its estate.

Napa, California-based Sonoma Vineyard Estates LLC filed for
Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. N.D.
Calif. Case No. 10-13447).  In its schedules, the Debtor disclosed
$10,000,038 in total assets and $6,998,010 in total liabilities as
of the Petition Date.


SPRINT NEXTEL: Says Default by Clearwire Could Have Adverse Impact
------------------------------------------------------------------
Sprint Nextel Corporation filed its quarterly report on Form 10-Q
for the three months ended September 30, 2010.  The Company
disclosed in the filing that it owns a 54% economic interest in
cash-strapped wireless broadband services provider Clearwire
Corporation as of September 30, 2010.  As a result, Clearwire
could be considered a subsidiary under certain agreements relating
to its indebtedness.

Sprint accounts for its investment in Clearwire using the equity
method of accounting and, as a result, it records its share of
Clearwire's net income or net loss, which could adversely affect
its consolidated results of operations.  As of September 30, 2010,
Sprint's 54% non-controlling interest in Clearwire, in the form of
532 million shares of Class B Voting in Clearwire Corporation and
532 million Class B Non-voting in Clearwire Communications LLC had
a carrying value of $3.5 billion.

Clearwire has disclosed it will be required to raise additional
capital in the near term in order to continue its current
operations, and that as of September 30, 2010, there is
substantial doubt about its ability to continue as a going
concern.  Clearwire reported a net loss of $1.55 billion in the
first nine months of 2009.

"If viewed as a subsidiary, certain actions or defaults [of its
loan agreements] by Clearwire would result in a potential breach
of covenants, including potential cross-default provisions, under
certain agreements relating to our indebtedness, which could have
a material adverse effect on our business, financial condition,
liquidity and results of operations," the Company disclosed in the
filing.  Sprint, however, disclosed in the filing that it could
elect to take certain actions, at its own discretion and control,
which would eliminate the potential for Clearwire to be considered
a subsidiary of the Company.

Sprint discloses, however, that it does not intend to sell its 54%
ownership interest in the foreseeable future.

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

               http://researcharchives.com/t/s?6d85

                   About Clearwire Corporation

Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR)
-- http://www.clearwire.com/-- through its operating
subsidiaries, is a leading provider of wireless broadband
services.  The Company is the first mobile broadband service
provider to launch a 4G mobile broadband network in the United
States based on the 802.16e standard, which the Company refers to
as mobile Worldwide Interoperability for Microwave Access, or
WiMAX.  The mobile WiMAX standard facilitates fourth generation
wireless services, which are commonly referred to in the wireless
industry as 4G mobile broadband services.

                       About Sprint Nextel

Overland Park, Kan.-based Sprint Nextel Corp. (NYSE: S)
-- http://www.sprint.com/-- is a communications company offering
a comprehensive range of wireless and wireline communications
products and services that are designed to meet the needs of
individual consumers, businesses, government subscribers and
resellers.


STEPHEN BALDWIN: Negotiates Settlement Reducing Mortgage
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Stephen Baldwin negotiated a settlement reducing the
amount owed to the first-mortgage lender Bankers Trust Co.  With
unpaid interest and fees, the balance on the first mortgage in
September was $925,000.  The principal will be reduced to
$790,000.  The new mortgage will bear 5.5% interest and require an
$8,214 monthly payment, including principal, interest, taxes and
insurance.

Mr. Baldwin also owes $292,000 on a second mortgage.  The second
mortgage probably will be converted to an unsecured claim and lose
its lien on the home, according to Mr. Rochelle.

Hollywood actor Stephen Baldwin and his wife filed for Chapter 11
bankruptcy protection on July 21, 2009 (Bankr. S.D.N.Y. Case No.
09-23296).  Bruce Weiner, Esq., at Rosenberg, Musso & Weiner, LLP,
assists the Debtors in their restructuring effort.

Mr. Baldwin and his wife listed assets of $1.1 million against
debt totaling $2.3 million.  The Baldwins filed for Chapter 11
protection to stop the foreclosure of their home in Upper
Grandview, New York.  The Baldwins' petition said the home was
worth $1.1 million and had $1.2 million in mortgages.


STILLWATER MINING: PGM Board Sets Shareholders Meeting on Nov. 15
-----------------------------------------------------------------
The Board of Directors said a special meeting of shareholders of
Marathon PGM Corporation will be held November 15, 2010, at
9:30 a.m. (Toronto time), at the Toronto Board of Trade, First
Canadian Place in Toronto, Ontario, Canada.

In the letter, shareholders of Marathon will be asked to consider
and, if deemed advisable, to pass a special resolution approving a
statutory arrangement pursuant to Section 192 of the Canada
Business Corporations Act whereby a wholly owned subsidiary of
Stillwater Mining Company will acquire all of the outstanding
common shares of Marathon, as well as certain related
transactions.  Under the Transaction, shareholders will receive
0.112 of a common share of Stillwater, Cdn. $1.775 in cash, plus
0.5 of a common share of a new public exploration and development
company in exchange for each common share of Marathon, all in
accordance with the arrangement agreement dated September 7, 2010,
entered into between Stillwater, Marathon and Marathon Gold and
amended by an amending agreement dated October 4, 2010.

The Board of Directors of Marathon said it has determined that the
consideration being offered pursuant to the Transaction is fair to
shareholders and that the Transaction is in the best interests of
Marathon and recommends that shareholders vote in favour of the
special resolution.  The recommendation of the Special Committee
and the Board of Directors is based on various factors, including
the opinion of Haywood Securities Inc., financial advisor to the
Special Committee, to the effect that the consideration to be
received by the Marathon Shareholders pursuant to the Arrangement
is fair, from a financial point of view.

To be effective, the Transaction must be approved by a resolution
passed by two-thirds of the votes cast at the special meeting.
The Transaction is also subject to certain conditions and the
approval of the Ontario Superior Court of Justice.

The board said, "The accompanying Notice of Special Meeting
and Management Proxy Circular provide a full description of the
Transaction and include certain additional information to assist
you in considering how to vote on the Transaction.  You are
encouraged to consider carefully all of the information in the
accompanying Management Proxy Circular including the documents
incorporated by reference therein.  If you require assistance,
you should consult your financial, legal or other professional
advisors."

                      About Stillwater Mining

Billings, Montana-based Stillwater Mining Company --
http://www.stillwatermining.com/-- is the only U.S. producer of
palladium and platinum and is the largest primary producer of
platinum group metals outside of South Africa and Russia.  The
Company's shares are traded on the New York Stock Exchange under
the symbol "SWC."

As reported by the Troubled Company Reporter on July 13, 2009,
Standard & Poor's Ratings Services placed its ratings, including
its 'B-' corporate credit rating on Stillwater Mining, on
CreditWatch with negative implications.  "The CreditWatch listing
reflects S&P's concern regarding the possible loss of the supply
contract between Stillwater and General Motors Corp.  The
company's platinum group metals supply agreements with GM and Ford
Motor Co. include provisions that guarantee a minimum purchase
price for palladium and platinum even when prices fall below
stipulated levels, a benefit to Stillwater given the relatively
low PGM prices," said Standard & Poor's credit analyst Maurice
Austin.

Moody's Investors Service commented that Stillwater Mining
Company's Caa1 CFR and stable rating outlook are not currently
impacted by the company's announcement that it has entered into a
definitive agreement to acquire Canada based Marathon PGM
Corporation.


TAMARACK RESORT: Credit Suisse Wants Case Converted or Dismissed
----------------------------------------------------------------
Credit Suisse AG, Cayman Islands Branch, wants the Chapter 11
reorganization case of Tamarack Resort LLC dismissed or converted
to a liquidation in Chapter 7.

According to Bloomberg News, the secured creditor contends that
the reorganization must end in view of continuing losses, gross
mismanagement, unauthorized use of cash collateral, and lack of
insurance.

Bill Rochelle, the bankruptcy columnist for Bloomberg News, notes
the motion to dismiss or convert comes on the heels of a ruling by
the bankruptcy judge denying a $2 million secured loan for the
golf and ski resort in Valley County, Idaho.  Tamarack said it
needed the loan to winterize the property.

Credit Suisse is saying the Debtor's estate is insolvent and has
been "grossly mismanaged," Dow Jones' DBR Small Cap reports.

Tamarack owner Jean-Pierre Boespflug, trying desperately to
arrange a sale, said he plans to oppose the motion, according to
The Associated Press.  Mr. Boespflug told The AP on Wednesday that
he plans to fight the motion when it goes before Myers in early
December.  The AP notes Mr. Boespflug wants to keep the resort
together, including lifts on leased Idaho state land, saying it
will fetch a higher price than if it's sold at salvage values.

The AP reports that Credit Suisse Group last week asked U.S.
Bankruptcy Judge Terry Myers to set the stage for the final sale
of Tamarack assets, either under a U.S. trustee or a state court
judge's supervision.

The AP says the bankruptcy court has scheduled hearings in Boise
for Dec. 6 and Dec. 7, if needed, to consider Credit Suisse's
request to terminate the reorganization effort and move toward a
liquidation sale.

According to The AP, Mr. Boespflug, a French-born businessman who
estimates he'll lose some $45 million in Tamarack, also has said
he hopes to keep it in one piece, if not to salvage his investment
then to preserve his vision: A destination ski, lake, golf and
real-estate development in rural Idaho, about 90 miles north of
Boise.

                       About Tamarack Resort

Tamarack Resort LLC, a golf and ski resort in Valley County,
Idaho, was sent to Chapter 7 after creditors submitted an
involuntary petition (Bankr. D. Idaho Case No. 09-03911).  The
petitioning creditors include an affiliate of Bank of America
Corp. owed $4.7 million.

On April 9, 2010, Bankruptcy Judge Terry Myers signed an order
converting Tamarack Resort LLC's involuntary chapter 7 case to a
chapter 11 reorganization.

The project's 27.5% owner, VPG Investments Inc., filed for Chapter
11 reorganization in 2008, only to have the petition dismissed in
October 2008 at the request of the secured creditor, Credit
Suisse, Caymans Islands Branch.  VPG was controlled by Mexican
businessman Alfredo Miguel Afif.  Credit Suisse, the agent for the
secured lenders, characterized VPG's Chapter 11 case as "a classic
example of a bad faith filing" made "solely as a litigation
tactic" to stop foreclosure.


TIMOTHY BARKER: Case Summary & 8 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Timothy C. Barker
               Kelli R. Barker
               60178 NE 15th Street
               Pratt, KS 67124

Bankruptcy Case No.: 10-13744

Chapter 11 Petition Date: November 2, 2010

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

Judge: Robert E. Nugent

Debtor's Counsel: Nicholas R. Grillot, Esq.
                  REDMOND & NAZAR, LLP
                  245 N. Waco, Suite 402
                  Wichita, KS 67202
                  Tel: (316) 262-8361
                  Fax: (316) 263-0610
                  E-mail: ngrillot@redmondnazar.com

Scheduled Assets: $527,369

Scheduled Debts: $1,659,546

A list of the Joint Debtors' eight largest unsecured
creditors filed together with the petition is available for
free at http://bankrupt.com/misc/ksb10-13744.pdf


TRIBUNE CO: Bank Debt Trades at 35% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 65.35 cents-on-the-
dollar during the week ended Friday, November 5, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal.  This represents a drop of 1.16 percentage points
from the previous week, The Journal relates.  The Company pays 300
basis points above LIBOR to borrow under the facility, which
matures on May 17, 2014.  Moody's has withdrawn its rating while
Standard & Poor's does not rate the bank debt.  The loan is one of
the biggest gainers and losers among 198 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.

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


UAL CORP: Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------
Participations in a syndicated loan under which United Air Lines
Inc. is a borrower traded in the secondary market at 95.23 cents-
on-the-dollar during the week ended Friday, November 5, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 1.00
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on February 1, 2014, and carries
Moody's Ba3 rating and Standard & Poor's BB- rating.  The loan is
one of the biggest gainers and losers among 198 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

As reported by the Troubled Company Reporter on September 28,
2010, Standard & Poor's Ratings Services said that it has raised
its ratings, including the CCR, on UAL Corp. and subsidiary United
Air Lines Inc. to 'B' from 'B-', based on S&P's view of the credit
quality of a consolidated United Continental Holdings, Inc., which
will own United and Continental Airlines.  S&P raised or affirmed
its ratings on United's EETC's.  S&P removed all ratings from
CreditWatch, where S&P placed them May 3, 2010.  The outlook on
the CCR is stable.

"S&P's upgrade on UAL and United is based on its evaluation of the
consolidated credit quality of UCHI, which UAL and Continental
Airlines will form upon a merger that they hope to close on
Oct. 1, 2010," said Standard & Poor's credit analyst Philip
Baggaley.  "The upgrade reflects also the rapid progress that UAL
has made in restoring its financial performance and liquidity
since mid-2009.  UCHI will own Continental and United, and plans
to merge the two airlines' operations later (targeted for late
2011-early 2012).  Once the merger is fully implemented and
operational changes completed (likely 2013), the combined entity
should benefit from various revenue and cost synergies that the
managements of the two airlines estimate at $1 billion-
$1.2 billion annually.  There will also be one-time merger
integration costs that management estimates at $1.2 billion spread
over three years.  S&P expects that UHCI--helped by much improved
earnings at both Continental and, especially, United this year-
should generate fully adjusted EBITDA interest coverage of around
2x and funds flow to debt in the low-teens percent range over the
next several years.  S&P characterizes UAL's (based on UCHI's
consolidated credit profile) business risk profile as weak and its
financial profile as highly leveraged."

                  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.


UNIFI INC: Shareholders Elect Nine Directors
--------------------------------------------
On October 27, 2010, Unifi Inc.'s shareholders elected nine
nominees as directors at the 2010 Annual Meeting of Shareholders.

The nine elected directors are:

* William J. Armfield, IV
* R. Roger Berrier, Jr.
* Archibald Cox, Jr.
* William L. Jasper
* Kenneth G. Langone
* George R. Perkins, Jr.
* William M. Sams
* G. Alfred Webster
* Stephen Wener

                         About Unifi

Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.  The Company adds value to the supply chain and
enhances consumer demand for its products through the development
and introduction of branded yarns that provide unique performance,
comfort and aesthetic advantages.  Key Unifi brands include, but
are not limited to: AIO(R) - all-in-one performance yarns,
SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R),
MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily
found in home furnishings, apparel, legwear, and sewing thread, as
well as industrial, automotive, military, and medical
applications.

As reported by the Troubled Company Reporter on November 20, 2009,
Moody's Investors Service revised Unifi, Inc.'s ratings outlook to
stable from negative.  Moody's affirmed the company's Caa1
Corporate Family and Probability of Default Ratings, and the Caa2
rating on its senior secured notes due 2014.

Standard & Poor's Ratings Services said that it placed its
ratings, including the 'B-' corporate credit rating, on
Greensboro, N.C.-based Unifi Inc. on CreditWatch with positive
implications.

Moody's Investors Service upgraded Unifi Inc.'s Corporate Family
Rating and Probability of Default ratings to B3 from Caa1.
Concurrently, the rating on Unifi's 11.5% senior secured notes was
upgraded to Caa1 from Caa2.  The ratings outlook is positive.


UNIGENE LABORATORIES: Names Alex Martin as VP of Business Devt.
---------------------------------------------------------------
Unigene Laboratories Inc. appointed of Alex Martin to the newly
created position of Vice President of Business Development and
Head of Commercial Operations.  Mr. Martin will report directly to
Unigene's President and Chief Executive Officer, Ashleigh Palmer.

"Alex brings tremendous expertise to Unigene, with over 20 years
of experience in the life sciences, including a strong track
record in business development at large and small companies.
Alex's role is the second newly created VP-level position
announced by Unigene in the past month and is further testament to
Unigene's commitment to strengthening our leadership and
organizational infrastructure," stated Mr. Palmer.  "Unigene is
now prepared to accelerate the implementation of our new strategy,
which we believe will take us to the next growth platform.  This
will be accomplished by maximizing the assets in our drug
delivery and manufacturing technology business unit, Unigene
Biotechnologies, as well as managing and further progressing our
advanced clinical-stage partnerships and active preclinical
pipeline."

Mr. Martin said, "I am extremely delighted to join Unigene during
this exciting time. The formation of the Unigene Biotechnologies
business unit alongside Unigene Therapeutics provides the Company
with a great opportunity to reveal its true value to potential
partners and other key audiences. I look forward to taking full
advantage of the growing therapeutic peptides market to help
Unigene realize its goals and establish itself as a partner of
choice for peptide drug delivery and therapeutic development."

Mr. Martin brings to Unigene over 20 years of experience in the
life sciences industry, both in large pharmaceutical companies and
small, successful start-up ventures.  He joins Unigene from
Affectis Pharmaceuticals AG, where he most recently served as
Chief Executive Officer.  Prior to Affectis, Mr. Martin was Chief
Operating Officer of Intercept Pharmaceuticals, where he was also
responsible for business development and finance activities.
Earlier, he served as Chief Business Officer and Chief Financial
Officer at BioXell.  During his tenure at BioXell, Mr. Martin led
the company's business development efforts and took the company
public in 2006.  He also held management positions of increasing
responsibility at Novartis Pharma AG, Medscape and SmithKline
Beecham.  Mr. Martin received his BA degree from Cornell
University and his MBA degree from Harvard Business School.

                           About Unigene

Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.

Unigene's balance sheet at June 30, 2010, showed $27.60 million in
total assets, $60.32 million in total liabilities, and
$32.72 million in stockholders' deficit.

Grant Thornton LLP, in New York, expressed substantial doubt about
Unigene Laboratories' ability to continue as a going concern
following the Company's 2009 results.  The firm noted that the
Company has incurred a net loss of $13,400,000 during the year
ended December 31, 2009 and has an accumulated deficit of
approximately $143,000,000 as of December 31, 2009.  As of that
date, the Company's current liabilities exceeded its current
assets by $1,251,000 and its total liabilities exceeded total
assets by $30,442,000.


US ANTIMONY: Reports Delay of Mexican Antimony Mill
---------------------------------------------------
United States Antimony Corporation announced a delay in the start-
up of its newly constructed antimony mill in Queretaro, Mexico,
due to the selection of the area as a UNESCO "World Heritage
Site".  The Governor of Queretaro has offered his full support in
relocating the mill to a site closer to both the Soyatal and Los
Juarez antimony properties.

John Lawrence, CEO of USAC, commented, "Despite the delay, the new
site's lower transportation costs will expand USAC's gross margins
significantly."  He also said, "USAC's unaudited Q3 revenue for
both the Antimony and BRZ Zeolite Divisions set all-time record
highs. BRZ sold 2,138 tons of zeolite to the West Valley
Demonstration Project near Buffalo, New York under the direction
of the Department of Energy for the remediation of radioactive
strontium 90 in the groundwater.  Antimony prices continue to set
all-time record highs as the market contends with potential
restrictions on Chinese supplies.

Thompson Falls, Mont.-based United States Antimony Corporation
produces and sells antimony and zeolite products.

The Company's balance sheet at June 30, 2010, showed $4.72 million
in total assets, $1.32 million in total liabilities, and a
$3.92 million stockholders' equity.

DeCoria, Maichel & Teague, P.S., in Spokane, Wash., 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 of the Company's negative working
capital and accumulated deficit.


USG CORP: Moody's Affirms Junk Corporate Family Rating
------------------------------------------------------
Moody's Investors Service assigned a B2 rating to USG
Corporation's new senior unsecured notes, and affirmed its Caa1
Corporate Family Rating and Caa1 Probability of Default Rating.
USG's speculative grade liquidity rating remains SGL-3.  The
outlook is stable.

These ratings/assessments were affected by this action:

  -- Corporate Family Rating affirmed at Caa1;

  -- Probability of Default Rating affirmed at Caa1;

  -- $300.0 million senior unsecured notes due 2014 (guaranteed)
     affirmed at B2 (LGD2, 28%);

  -- Senior unsecured notes due 2018 (guaranteed) rated B2 (LGD2,
     28%);

  -- $500 million senior unsecured notes due 2016 (not guaranteed)
     affirmed at Caa2 (LGD5, 76%);

  -- $500 million senior unsecured notes due 2018 (not guaranteed)
     affirmed at Caa2 (LGD5, 76%).

Shelf registration: senior unsecured notes (P) Caa2.

  -- $239 million of Industrial Revenue Bonds with various
     maturities (not guaranteed) affirmed at Caa2 (LGD5, 76%).

The company's speculative grade liquidity remains SGL-3.

                        Ratings Rationale

A B2 rating is assigned to the proposed $300 million senior
unsecured notes due 2018, which are pari passu with the company's
existing $300.0 million senior unsecured notes due 2014.  The
higher ratings on these debt instruments relative to the other
unsecured debt in USG's capital structure reflects the upstream
guarantees provided by USG's material domestic subsidiaries, which
do not provide guarantees to the other unsecured debt instruments.
Proceeds from the note issuance will be used for general corporate
purposes.

The Caa1 Corporate Family Rating results from weak operating
performance.  Low capacity utilization rates of approximately 45%
at its gypsum manufacturing facilities make it difficult for USG
to overcome its high fixed costs.  Moody's projects 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 face stagnant growth well
into 2011.  The amount of profits derived from the company's
worldwide ceilings business is not enough to make up shortfalls in
the gypsum and distribution businesses.  For the last twelve
months through September 30, 2010 operating margins remain
substandard at negative 4.9% and leverage is very high at debt-to-
EBITDA of 27.2 times (ratios adjusted per Moody's methodology).
The company's inability to generate positive earnings will result
in very weak credit metrics for the foreseeable future and will
require cash to fund operating shortfalls.

Moody's believes that USG's ongoing restructuring initiatives
continue to be insufficient, leaving its cost position untenably
high at current throughput levels.  Notwithstanding efforts to
rationalize its facilities and reduce staff, USG's credit metrics
remain untenably weak.  For example, Moody's view that additional
interest associated with the proposed note issuance will extend an
already lengthy period of time before USG is able to generate
sufficient free cash flow to cover (EBITDA - CAPEX)/interest
expense at least 1.0 times (adjusted per Moody's methodology).

USG's SGL-3 speculative grade liquidity rating reflects Moody's
belief that the company will maintain an adequate liquidity
profile over the next twelve months.  Cash on hand, marketable
securities, and availability under the company's revolving credit
facilities aggregate to about $975 million (equivalent) at 3Q10
pro forma for the proposed note issuance, providing the company a
great deal of ability to fund future cash shortfalls over the
intermediate term.

The stable outlook incorporates Moody's view that the combination
of cash on hand, marketable securities, and revolver availability
gives USG financial flexibility to contend with uncertainties in
the North American economy and the resulting impact on the
company's end markets over the near term.  However, longer term
stability will depend upon further cost rationalization or a
meaningful improvement in wall board demand.

The last rating action was on June 24, 2010, at which time Moody's
downgraded the Corporate Family Rating to Caa1.

USG Corporation 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 twelve months
through September 30, 2010, totaled approximately $3.0 billion.


USG CORP: S&P Changes Outlook to Negative, Affirms 'B+' Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on wallboard and ceiling tile manufacturer USG Corp. to
negative from stable and affirmed the 'B+' corporate credit
rating.

At the same time, S&P assigned a 'BB' issue-level rating (two
notches above the corporate credit rating) to USG's proposed
$300 million senior unsecured notes based on preliminary terms
and conditions.  S&P assigned a '1' recovery rating to the
proposed notes, indicating its expectation of very high (90% to
100%) recovery in the event of a payment default.

S&P also lowered the issue-level ratings on the company's
$500 million senior unsecured notes due 2016, $500 million notes
due 2018, and IRBs to 'B' from 'B+' and revised the recovery
rating to '5' from '4', indicating that lenders can expect modest
(10% to 30%) recovery in the event of a default.

USG will use proceeds from the proposed notes as a source of
additional liquidity and for general corporate purposes.  The
notes are expected to be sold pursuant to Rule 144A of the
Securities Act of 1933.

"The outlook revision to negative reflects S&P's expectation that
USG's operating results and cash flow are likely to continue to
suffer during the next several quarters due to still contracting
commercial construction activity and the ongoing depressed level
of housing starts," said Standard & Poor's credit analyst Thomas
Nadramia.

Furthermore, the recent increased weakness in housing starts has
made it more likely, in S&P's view, that any meaningful recovery
in housing starts may be deferred until late into 2011 or 2012,
delaying any improvement in USG's credit measures and its ability
to cover interest and fixed charges from operating cash flow until
2012 at the earliest.  The negative outlook also reflects USG's
incurrence of additional debt to bolster liquidity, which will
require additional servicing costs, thereby reducing already weak
operating cash flow further in the near term.


VIRGINIA OAKS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Virginia Oaks Venture LLC
        P.O. Box 2412
        Saratoga, CA 95070

Bankruptcy Case No.: 10-43856

Chapter 11 Petition Date: November 1, 2010

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: courts@joycelindauer.com

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

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

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

The petition was signed by Stephen Henry, authorized
representative.


VONAGE HOLDINGS: S&P Assigns 'B+' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its
preliminary 'B+' corporate credit rating to Holmdel, N.J.-based
Vonage Holdings Corp.  The outlook is stable.

Additionally, S&P assigned a preliminary 'BB-' issue-level rating
and preliminary '2' recovery rating to co-borrowers Vonage
Holdings Corp. and Vonage America Inc.'s proposed $200 million
senior secured first-lien term loan.  The '2' recovery rating
indicates expectations for substantial (70%-90%) recovery in the
event of payment default.

The company intends to use the proceeds from the term loan,
coupled with about $106 million of cash from the balance sheet, to
refinance existing debt and pay about $13 million of related fees
and expenses.  S&P expects total funded debt outstanding to be
about $200 million following completion of the proposed
refinancing.

"The ratings on Vonage reflect its vulnerable business risk
profile, which is characterized by substantial competition for
residential local and long-distance telephony service and pricing
pressure," said Standard & Poor's credit analyst Allyn Arden.
Other factors include low barriers to entry, technology risk, lack
of any sustainable competitive advantages, and litigation risk.
Tempering factors include moderate leverage for the rating level
and adequate liquidity, including S&P's assumption that the
company will maintain positive net free cash flow generation.

Vonage provides residential local and long-distance services to
about 2.4 million customers.  The company uses voice over Internet
protocol technology to provide low-cost local and long-distance
communications services.  Its platform enables subscribers to make
and receive phone calls anywhere with a broadband connection and
also offers enhanced features, including voicemail to text and
service and number portability.


WEST BARRETT: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: West Barrett Parkway Shopping Center, LLC
        Suite 500, 1619 Collins Road, NW
        Kennesaw, GA 30152

Bankruptcy Case No.: 10-92845

Chapter 11 Petition Date: November 1, 2010

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

Debtor's Counsel: Richard W. Summers, Esq.
                  LAW OFFICES OF RICHARD W. SUMMERS, P.C.
                  3023 Maple Drive
                  Atlanta, GA 30305
                  Tel: (404) 842-1404

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

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

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Cobb County Tax           Property Taxes         $78,000
Commissioner
736 Whitlock Avenue
Marietta, GA 30064

The petition was signed by Rita Zubavichute, managing member.


WESTERN COMMERCIAL: Closed; First California Bank Assumes Deposits
------------------------------------------------------------------
Western Commercial Bank of Woodland Hills, Calif., was closed on
Friday, November 5, 2010, by the California Department of
Financial Institutions, which appointed the Federal Deposit
Insurance Corporation as receiver.  To protect the depositors, the
FDIC entered into a purchase and assumption agreement with First
California Bank of Westlake Village, Calif., to assume all of the
deposits of Western Commercial Bank.

The sole branch of Western Commercial Bank will reopen during
normal banking hours as a branch of First California Bank.
Depositors of Western Commercial Bank will automatically become
depositors of First California Bank.  Deposits will continue to be
insured by the FDIC, so there is no need for customers to change
their banking relationship in order to retain their deposit
insurance coverage up to applicable limits.  Customers of Western
Commercial Bank should continue to use their existing branch until
they receive notice from First California Bank that it has
completed systems changes to allow other First California Bank
branches to process their accounts as well.

As of September 30, 2010, Western Commercial Bank had around
$98.6 million in total assets and $101.1 million in total
deposits.  First California Bank will pay the FDIC a premium of
0.5 percent to assume all of the deposits of Western Commercial
Bank. In addition to assuming all of the deposits of the failed
bank, First California Bank agreed to purchase essentially all of
the assets.

The FDIC and First California Bank entered into a loss-share
transaction on $83.9 million of Western Commercial Bank's assets.
First California Bank will share in the losses on the asset pools
covered under the loss-share agreement.  The loss-share
transaction is projected to maximize returns on the assets covered
by keeping them in the private sector.  The transaction also is
expected to minimize disruptions for loan customers.  For more
information on loss share, visit:

  http://www.fdic.gov/bank/individual/failed/lossshare/index.html

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-405-6318.  Interested parties also can
visit the FDIC's Web site at:

http://www.fdic.gov/bank/individual/failed/westerncommercial_ca.ht
ml

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $25.2 million.  Compared to other alternatives, First
California Bank's acquisition was the least costly resolution for
the FDIC's DIF.  Western Commercial Bank is the 141st FDIC-insured
institution to fail in the nation this year, and the eleventh in
California.  The last FDIC-insured institution closed in the state
was Los Padres Bank, Solvang, on August 20, 2010.

            Inadequate Capital and Weakened Fin'l Condition

The California Department of Financial Institutions said it closed
Western Commercial Bank due to inadequate capital and weakened
financial condition.

Western Commercial Bank is a federally insured, state-chartered
bank based in Woodland Hills with total assets of approximately
$100 million.  Its deposits are federally insured for up to
$250,000 by the Federal Deposit Insurance Corporation (FDIC).

The FDIC was appointed the receiver of Western Commercial Bank by
the DFI.  The FDIC has accepted a bid to acquire Western
Commercial Bank and assume its deposits, including all uninsured
deposits.

Maintaining the integrity of financial services remains the
primary mission of the DFI.  The DFI oversees the secure operation
of California's state-chartered financial institutions.  The DFI
ensures public confidence in financial institutions by protecting
the interests of depositors, borrowers, shareholders and consumers
through enforcement of state laws.  In addition to posting
information about the DFI and its licensees, the DFI's website
features consumer tips on a variety of financial topics and
consumer information brochures in seven languages.

The DFI reports to Dale E. Bonner, Secretary of the Business,
Transportation and Housing Agency and Governor Arnold
Schwarzenegger.


WOLVERINE TUBE: Organizational Meeting to Form Panel on Nov. 9
--------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on November 9, 2010, at 10:00 a.m.
in the bankruptcy case of Wolverine Tube, Inc., et al.  The
meeting will be held at J. Caleb Boggs Federal Building, 844 King
Street, Room 5209, Wilmington, DE 19801.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

                        About Wolverine Tube

Wolverine Tube, Inc., is a global manufacturer and distributor of
copper and copper alloy tube, fabricated products, and metal
joining products.  The Company currently operates seven facilities
in the United States, Mexico, China, and Portugal.  It also has
distribution operations in the Netherlands and the United States.

Wolverine Tube Inc. and its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 10-13522) on November 1,
2010.

Wolverine Tube is filing a Chapter 11 reorganization plan
supported by holders of 71% of the $131 million in senior secured
notes and Plainfield Asset Management LLC, a secured noteholder
and preferred shareholder.

Wolverine Tube disclosed assets of $115.6 million against debt
totaling $237.5 million in documents attached to the petition.

Cozen O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser,
Esq., at Cozen O' Connor, in Wilmington, Delaware, represent the
Debtors.  Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at
Proskauer Rose LLP, is the corporate and tax counsel.  Deloitte
Financial Advisory Services LLP is the financial advisor.  Donlin
Recano & Company, Inc., is the claims agent.


YRC WORLDWIDE: Teamsters Ratify New Labor Contract
--------------------------------------------------
YRC Worldwide Inc. said that majority of its employees represented
by the International Brotherhood of Teamsters voting "yes" to
ratify a modified labor agreement.  The new labor contract extends
the previous agreement slated to expire in 2013, until March 31,
2015.  Importantly, the new labor contract addresses the company's
competitiveness, re-entry into multi-employer pension funds and
progress toward long-term growth.

"This new labor contract positions our company for improved
performance by providing a long-term market competitive cost
structure as well as enhanced efficiency to meet the demands of
today's transportation and supply chain customers," said Mike
Smid, President of YRC Inc. and Chief Operations Officer of YRC
Worldwide.  "Given the progress we have made over the last two
quarters, this new labor agreement provides a strong foundation
for long-term growth."

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

The company's balance sheet for June 30, 2010, showed $2.8 billion
in total assets, $1.1 billion in total current liabilities, $913.4
million in long term debt, $146.2 million deferred income taxes,
$352.6 million pension and post retirement, $359.2 million claims
and other liabilities, $37,000 noncurrent liabilities, and
a $77.2 million stockholders' deficit.

                          *     *     *

As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009.  The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.


* Year's Total Bank Failures Eclipse All of 2009
------------------------------------------------
The number of bank failures in 2010 eclipsed the total bank
failures seen last year as the Federal Deposit Insurance Corp.
announced the closure of four more banks November 5.

The Federal Deposit Insurance Corp. announced the failures of
banks in Maryland, California and Washington for a total of 143
bank failures so far this year.  In all of 2009, 140 banks failed.

Regulators shuttered on Friday Western Commercial Bank, Woodland
Hills, CA; First Vietnamese American Bank, Westminster, CA; Pierce
Commercial Bank, Tacoma, WA; and K Bank, Randallstown, MD, costing
the FDIC's insurance fund another $254.5 million.  Of the group, K
Bank is the largest, with $538.3 million in assets.

                      2010 Failed Banks List

The FDIC was appointed as receiver for the closed banks.  To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with various banks that agreed to assume the
deposits of most of the closed banks.  The FDIC also entered into
loss-share transactions on assets bought by the banks.

For this year, the failed banks are:

                                   Loss-Share
                                 Transaction Party     FDIC Cost
                     Assets of    Bank That Assumed   to Insurance
                    Closed Bank  Deposits & Bought      Fund
   Closed Bank       (millions)   Certain Assets       (millions)
   -----------       ----------   --------------      -----------
Western Commercial       $98.6    California Bank          $25.2
First Vietnamese         $48.0    Grandpoint Bank           $9.6
Pierce Commercial       $221.1    Heritage Bank            $21.3
K Bank                  $538.3    Manufacturers & Traders $198.4

The Gordon Bank          $29.4    Morris Bank               $9.0
Progress Bank of Fla.   $110.7    Bay Cities Bank          $25.0
First Arizona           $272.2    No Acquirer              $32.8
First Bank of Jack.      $81.0    Ameris Bank              $16.2
Hillcrest Bank, KS    $1,650.0    Hillcrest Bank, N.A.    $329.7
First Suburban          $148.7    Seaway Bank and Trust    $31.4
First Nat'l of Barn.    $131.4    United Bank              $33.9
Premier Bank          $1,180.0    Providence Bank.        $406.9
WestBridge Bank          $91.5    Midland States Bank      $18.7
Security Savings Bank   $508.4    Simmons First            $82.2
Wakulla Bank            $424.1    Centennial Bank         $113.4
Shoreline Bank          $104.2    GBC International        $41.4
Haven Trust Bank        $148.6    First Southern           $31.9
North County Bank       $288.8    Whidbey Island           $72.8
First Commerce          $248.2    Community & Southern     $71.4
Bank of Ellijay         $168.8    Community & Southern     $55.2
Bramble Savings Bank     $47.5    Foundation Bank          $14.6
Maritime Savings Bank   $350.5    North Shore Bank         $83.6
The Peoples Bank        $447.2    Community & Southern     $98.9
ISN Bank                 $81.6    Customers Bank           $23.9
Horizon Bank            $187.8    Bank of the Ozarks       $58.9
Los Padres Bank         $870.4    Pacific Western           $8.7
Pacific State Bank      $312.1    Rabobank, N.A.           $32.6
ShoreBank             $2,160.0    Urban Partnership       $367.7
Butte Community Bank    $498.8    Rabobank, N.A.           $17.4
Sonoma Valley Bank      $337.1    Westamerica Bank         $10.1
Imperial Savings & Loan   $9.4    River Community           $3.5
Community National       $67.9    CenterState Bank of Fla. $10.3
Independent National    $156.2    CenterState Bank of Fla. $23.2
Palos Bank and Trust    $493.4    First Midwest Bank       $72.0
Ravenswood Bank         $264.6    Northbrook Bank & Trust  $68.1
Northwest Bank & Trust  $167.7    State Bank and Trust     $39.8
Bayside Savings Bank     $66.1    Centennial Bank, Conway  $16.2
Coastal Community Bank  $362.9    Centennial Bank, Conway  $94.5
The Cowlitz Bank        $529.3    Heritage Bank            $68.9
LibertyBank             $768.2    Home Federal Bank       $115.3
The Cowlitz Bank        $529.3    Heritage Bank            $68.9
Coastal Community       $372.9    Centennial Bank          $94.5
Bayside Savings          $66.1    Centennial Bank          $16.2
NorthWest Bank          $167.7    State Bank and Trust     $39.8
Williamsburg First      $139.3    First Citizens Bank       $8.8
Thunder Bank, Sylvan     $32.6    The Bennington State      $4.5
Community Security      $108.0    Roundbank, Waseca        $18.6
Crescent Bank         $1,010.0    Renasant Bank           $242.4
Sterling Bank           $407.9    IBERIABANK               $45.5
Home Valley Bank        $251.8    South Valley Bank        $37.1
SouthwestUSA Bank       $214.0    Plaza Bank, Irvine       $74.1
Turnberry Bank          $263.9    NAFH National            $34.4
First National Bank     $682.0    NAFH National            $74.9
Mainstreet Savings       $97.4    Commercial Bank          $11.4
Woodlands Bank          $376.2    Bank of the Ozarks      $115.0
Metro Bank of Dade      $442.3    NAFH National            $67.6
Olde Cypress Community  $168.7    CenterState Bank         $31.5
USA Bank, Port Chester  $193.3    New Century Bank         $61.7
Bay National Bank       $282.2    Bay Bank, FSB            $17.4
Ideal Federal Savings     $6.3    -- None --                $2.1
Home National Bank      $644.5    RCB Bank, Claremore      $78.7
First National          $252.5    The Savannah Bank        $68.9
High Desert              $80.3    First American           $20.9
Peninsula Bank          $644.3    Premier American        $194.8
Nevada Security Bank    $480.3    Umpqua Bank              $80.9
Washington First        $520.9    East West Bank          $158.4
TierOne Bank          $2,800.0    Great Western Bank      $297.8
Arcola Homestead         $17.0    -- None --                $3.2
First National Bank      $60.4    Jefferson Bank           $12.6
Sun West Bank           $360.7    City National Bank       $96.7
Granite Community       $102.9    Tri Counties Bank        $17.3
Bank of Fla- Southeast  $595.3    EverBank                 $71.4
Bank of Fla- Southwest  $559.9    EverBank                 $91.3
Bank of Fla- Tampa Bay  $245.2    EverBank                 $40.3
Pinehurst Bank           $61.2    Coulee Bank               $6.0
Southwest Community      $96.6    Simmons First Nat'l      $29.0
New Liberty Bank        $109.1    Bank of Ann Arbor        $25.0
Satilla Community Bank  $135.7    Ameris Bank              $31.3
Midwest Bank & Trust  $3,170.0    Firstmerit Bank         $216.4
1st Pacific Bank        $335.8    City National Bank       $87.7
Access Bank              $32.0    PrinsBank, Prinsburg      $5.5
Towne Bank of Ariz      $120.2    Commerce Bank            $41.8
The Bank of Bonifay     $242.9    First Federal Bank       $78.7
Frontier Bank         $3,500.0    Union Bank, NA        $1,370.0
BC National Banks        $67.2    Community First          $11.4
Champion Bank           $187.3    BankLiberty              $52.7
CF Bancorp            $1,650.0    First Michigan Bank     $615.3
Westernbank PR       $11,940.0    Banco Popular de PR   $3,310.0
R-G Premier Bank      $5,920.0    Scotiabank de PR      $1,230.0
Eurobank, SJ, PR      $2,560.0    Oriental Bank & Trust   $743.9
Lincoln Park Savings    $199.9    Northbrook Bank          $48.4
Peotone Bank            $130.2    First Midwest            $31.7
Wheatland Bank          $437.2    Wheaton Bank            $133.0
New Century Bank        $485.6    MB Financial            $125.3
Citizens Bank&Trust      $77.3    Republic Bank            $20.9
Broadway Bank         $1,200.0    MB Financial            $394.3
Amcore Bank           $3,800.0    Harris                  $220.3
Lakeside Community       $53.0    People's United          $11.2
Innovative Bank         $268.9    Center Bank              $37.8
City Bank             $1,130.0    Whidbey Island          $323.4
Butler Bank             $233.2    People's United          $22.9
AmericanFirst Bank       $90.5    TD Bank, N.A.            $10.5
First Federal           $393.3    TD Bank, N.A.             $6.0
Riverside National    $3,420.0    TD Bank, N.A.           $491.8
Tamalpais Bank          $628.9    Union Bank, N.A.         $81.1
Beach First National    $585.1    Bank of NC              $130.3
McIntosh Commercial     $362.9    CharterBank, West Point $123.3
Desert Hills Bank       $496.6    New York Community Bank $106.7
Unity National Bank     $292.2    Bank of the Ozarks       $67.2
Key West Bank            $88.0    Centennial Bank          $23.1
State Bank of Aurora     $28.2    Northern State Bank       $4.2
First Lowndes Bank      $137.2    First Citizens Bank      $38.3
Bank of Hiawassee       $377.8    Citizens South Bank     $137.7
Appalachian Community $1,010.0    Community & Southern    $419.3
Advanta Bank Corp.    $1,600.0    - None -                $635.6
Century Security         $96.5    Bank of Upson            $29.9
American National        $70.3    National Bank and Trust  $17.1
The Park Avenue Bank    $520.1    Valley National Bank     $50.7
Statewide Bank          $243.2    Home Bank, Lafayette     $38.1
Old Southern Bank       $315.6    Centennial Bank          $94.6
LibertyPointe Bank      $209.7    Valley National          $24.8
Sun American Bank       $535.7    First-Citizens Bank     $103.8
Waterfield Bank         $155.6    {FDIC Created}           $51.0
Centennial Bank         $215.2    Zions Bank               $96.3
Bank of Illinois        $211.7    Heartland Bank           $53.7
Rainier Pacific Bank    $446.2    Umpqua Bank, Roseburg    $95.2
Carson River Community   $51.1    Heritage Bank of Nevada   $7.9
George Washington       $412.8    FirstMerit Bank         $141.4
La Jolla Bank         $3,600.0    OneWest Bank, FSB       $882.3
The La Coste Nat'l       $53.9    Community National        $3.7
Marco Community Bank    $119.6    Omaha Bank               $38.1
1st American State       $18.2    Community Development     $3.1
First National Bank     $832.6    Community & Southern    $260.4
Florida Community       $875.5    Premier American Bank   $352.6
American Marine Bank    $373.2    Columbia State Bank      $58.9
Marshall Bank, N.A.      $59.9    United Valley Bank        $4.1
First Regional Bank   $2,180.0    First-Citizens Bank     $825.5
Comm. Bank & Trust    $1,210.0    SCBT, N.A.              $354.5
Charter Bank          $1,200.0    Charter, Albuquerque    $201.9
Evergreen Bank          $488.5    Umpqua Bank, Roseburg    $64.2
Columbia River Bank   $1,100.0    Columbia State Bank     $172.5
Bank of Leeton           $20.1    Sunflower Bank            $8.1
Premier American Bank   $350.9    Bond Street subsidiary   $85.0
Town Community           $69.6    Bank First American      $17.8
St. Stephen State        $24.7    First State Bank          $7.2
Barnes Banking          $827.8    {DINB Created}          $271.3
Horizon Bank          $1,400.0    Washington Federal      $539.1

In 2009, there were 140 failed banks, compared with just 25 for
2008.

A complete list of banks that failed since 2000 is available at:

  http://www.fdic.gov/bank/individual/failed/banklist.html

             829 Banks Now in FDIC's Problem List

The Federal Deposit Insurance Corporation said the number of
institutions on its "Problem List" rose to 829 at June 30, 2010
from 775 at March 31, 2010. However, the total assets of "problem"
institutions declined from $431 billion to $403 billion.  Also,
while the number of "problem" institutions is the highest since
March 31, 1993, when there were 928, it is the smallest net
increase since the first quarter of 2009.

The FDIC said 45 insured institutions failed during the second
quarter.

On Tuesday, the FDIC said commercial banks and savings
institutions insured by the agency reported an aggregate profit of
$21.6 billion in the second quarter of 2010, a $26 billion
improvement from the $4.4 billion net loss the industry posted in
the second quarter of 2009.

The Deposit Insurance Fund balance improved for the second quarter
in a row.  The DIF balance -- the net worth of the fund --
improved from negative $20.7 billion to negative $15.2 billion
during the second quarter. The improvement stemmed primarily from
assessment revenues and from a reduction in the contingent loss
reserve, which covers the costs of expected failures. The reserve
declined from $40.7 billion to $27.5 billion during the quarter.

The FDIC's liquid resources -- cash and marketable securities --
remained strong. Liquid resources stood at $44 billion at the end
of the second quarter, a decline from $63 billion at the end of
the first quarter. The decline in cash balances reflects
previously anticipated outlays, primarily related to three bank
failures in Puerto Rico on April 30th.

"As we expected," Chairman Bair said, "demands on cash have
increased this year. But our projections indicate that our current
resources are more than enough to resolve anticipated failures."

Total insured deposits declined by 0.7% ($39 billion) during the
quarter.

                Problem Institutions      Failed Institutions
                --------------------      -------------------
Year           Number  Assets (Mil)      Number  Assets (Mil)
----           ------  ------------      ------  ------------
2009              702      $402,800         140       $169,700
2008              252      $159,405          25       $371,945
2007               76       $22,189           3         $2,615
2006               50        $8,265           0             $0
2005               52        $6,607           0             $0
2004               80       $28,250           4           $170

A copy of the FDIC's Quarterly Banking Profile for the quarter
ended March 31, 2010, is available for free at:

    http://bankrupt.com/misc/FDIC_QBP_Q1_10.pdf


* Moody's: PE-Backed Exchanges Beat Chapter 11 in Recoveries
------------------------------------------------------------
Private equity-owned companies that have defaulted and emerged
since the onset of the recession have seen average firm-wide
recoveries in the upper 50% range, similar to recoveries for
companies without private equity sponsors, Moody's Investors
Service said in a new report.

Early evidence suggests that leveraged buyouts and large dividend
recapitalizations by private equity firms have not led to lower
firm-wide recovery rates or higher default rates for sponsored
companies.  "By emphasizing distressed exchanges and employing
more bank debt in the capital structures of sponsored companies,
private equity firms have been able to keep recoveries in line
with historic averages," said David Keisman, senior vice president
at Moody's.  Distressed exchanges tend to have higher recoveries
than bankruptcies, and bank debt usually has higher recoveries
than other debt instruments.

Private equity is involved in about half of the rated companies
that have defaulted since the onset of the U.S. recession.
Although many of these companies remain vulnerable to subsequent
defaults, at this point it appears that private equity-backed
companies have successfully navigated the worst of the current
default cycle, Moody's said.

A review of 62 private equity-backed companies that defaulted, and
subsequently emerged from default, between the beginning of 2008
and the third quarter of 2010 indicated average firm-wide
recoveries of 55.8%, compared with 55.7% for 64 non-PE companies
that defaulted and emerged during the same time period and 54.7%
for all companies in Moody's Ultimate LGD database, which covers
more than 4,200 defaulted instruments from more than 850 issuers
going back to the 1980s.

On a pro forma basis that takes private restructurings into
account, Moody's estimated that private equity firms did a little
better, with recoveries of 58.5% compared with 56.55% for non-PE
companies.  The ability of private equity to produce these higher
firm-wide recoveries reflects a larger weighting of distressed
exchanges among PE-backed defaults, as well as more substantial
use of bank debt in the capital structure.

"By managing the type of default toward more distressed exchanges,
private equity firms have had an easier time influencing recovery
rates than they would have in Chapter 11 restructurings that play
out in court," Mr. Keisman said.

Bank debt has also been an important driver of recoveries for a
number of PE-backed companies.  Private equity firms have used
second-lien and unsecured bank debt heavily in the capital
structures of sponsored companies.  This subordinated debt
supported recoveries of about 85% for first-lien bank debt.  The
subordinated bank debt had recoveries of about 42%, but when it
had a cushion of non-bank debt instruments recoveries rose to
about 61%.

The full report "Cheating Death: Private Equity Manages Solid
Recoveries for Defaulted Debt of Sponsored Companies," is
available at www.moodys.com.


* S&P's 2010 Global Corporate Defaults Tally Now at 50
------------------------------------------------------
Four U.S.-based corporate issuers defaulted last week, raising the
year-to-date 2010 global corporate default tally to 73, according
to a report published today by Standard & Poor's.  By region, the
current year-to-date default tallies are 50 in the U.S., three in
Europe, nine in the emerging markets, and 11 in the other
developed region (Australia, Canada, Japan, and New Zealand).

According to the report, titled "Global Corporate Default Update
(Oct. 29 - Nov. 4, 2010) (Premium)," so far this year, missed
interest or principal payments are responsible for 27 defaults,
Chapter 11 and foreign bankruptcy filings account for 22,
distressed exchanges account for 19, receiverships account for
three, regulatory directives and administration account for one
default each.

Of the global corporate defaulters in 2010, 42% of issues with
available recovery ratings had recovery ratings of '6' (indicating
our expectation for negligible recovery of 0% to 10%), 12% of the
issues had recovery ratings of '5' (modest recovery prospects of
10% to 30%), 8% had recovery ratings of '4' (average recovery
prospects of 30% to 50%), and 17% had recovery ratings of '3'
(meaningful recovery prospects of 50% to 70%).  And for the
remaining two rating categories, 12% of the issues had recovery
ratings of '2' (substantial recovery prospects of 70% to 90%) and
10% had recovery ratings of '1' (very high recovery prospects of
90% to 100%).


* Moody's: Global Default Rate Falls to 3.7% in October
-------------------------------------------------------
The trailing 12-month global speculative-grade default rate
dropped to 3.7% in October 2010, down from a level of 4.0% in
September, said Moody's Investors Service in a new report.  A year
ago, the global default rate was much higher at 13.4%.  The
ratings agency's default rate forecasting model now predicts that
the global speculative-grade default rate will fall to 2.8% by the
end of this year before declining to 1.9% by October 2011.

"Defaults continue to come in near, but generally below, our
expectations," said Albert Metz, Moody's Director of Credit Policy
Research.  "Issuers are able to find the liquidity they need when
they need it."

In the U.S., the speculative-grade default rate fell to 3.6% in
October from 4.0% in September, while in Europe, the default rate
declined to 2.8% in October from 3.5% in October.  The U.S. and
European default rate stood at 14.6% and 10.6% respectively, at
this time last year.  Among U.S. speculative-grade issuers,
Moody's forecasting model foresees the default falling to 2.9% by
December 2010 and then declining to 2.2% a year from now. In
Europe, the forecasting model projects the speculative-grade
default rate will end the year at 2.1% before dropping to 1.2% by
October 2011.

A total of five Moody's-rated corporate debt issuers defaulted in
October, which sends the year-to-date default count to 45.  This
is below Moody's January projection that 63 defaults would have
been recorded through the first ten months of the year.  In
comparison, a total of 247 defaults were recorded in the
comparable time period last year.  Across regions, all of
October's defaults were by North American issuers except for
Hipotecaria Su Casita, S.A. de C.V., which is based in Latin
America.

Across industries over the coming year, default rates are expected
to be highest in the Hotel, Gaming, & Leisure sector in the U.S.
and the Durable Consumer Goods sector in Europe.

Measured on a dollar volume basis, the global speculative-grade
bond default rate edged lower to 1.4% in October, down from 2.0%
in September.

Last year, the global dollar-weighted default rate was noticeably
higher at 19.3%.

In the U.S., the dollar-weighted speculative-grade bond default
rate ended at 1.1% in October, down from the level of 1.8% in
September.  The comparable rate was 20.1% in October 2009. In
Europe, the dollar-weighted speculative-grade bond default rate
edged lower to 2.4% in October from 2.6% in September.  At this
time last year, the European speculative-grade bond default rate
was 12.0%.

Moody's speculative-grade corporate distress index -- which
measures the percentage of rated issuers that have debt trading at
distressed levels -- came in at 14.1% in October, down from the
level of 15.0% in September.  A year ago, the index was much
higher at 27.2%.  In the leveraged loan market, no Moody's-rated
loan defaulters defaulted in October.  Therefore the year-to-date
loan default count remained unchanged at 19. The trailing 12-month
U.S. leveraged loan default rate fell from 4.1% in September to
3.6% in October. A year ago, the loan default rate was 11.5%.


* Luce Forward's Donabedian in Calif.'s Insolvency Law Committee
----------------------------------------------------------------
Luce, Forward, Hamilton & Scripps LLP, a California law firm, said
Tuesday that Senior Associate Diana Donabedian was appointed to
the Insolvency Law Committee of the Business Law Section of the
State Bar of California by the Section's Executive Committee.

The Insolvency Law Committee of the Business Law Section provides
a forum for interested bankruptcy practitioners to act for the
benefit of all lawyers in the state in the areas of legislation,
education and promoting efficiency of practice.  Ms. Donabedian's
role as a member of the Insolvency Law Committee includes formally
serving on one of the five subcommittees (Education, Legislation,
Publications, Website and Community Outreach), working on
affirmative legislative proposals, preparing comments on proposed
legislation, and working on constituency outreach.

"Diana is a perfect example of the attorneys at Luce Forward who,
in addition to their individual practices, offer local, state and
federal organizations in the legal sector valuable insight and
knowledge that translates to education and policy reform," says
Kurt L. Kicklighter, Luce Forward's managing partner.  "We are
particularly proud and appreciative of Diana's hard work and her
appointment to the Insolvency Law Committee is well deserved."

Ms. Donabedian, who is located in Luce Forward's San Francisco
office, focuses her practice on insolvency, receiverships and
complex litigation.  She represents Chapter 7 panel trustees,
Chapter 11 trustees, creditors' committees and receivers in a
broad range of insolvency and litigation matters.  She also has
substantial experience in non-bankruptcy commercial litigation.
Her practice spans the state, federal and bankruptcy courts.
Other memberships include the Bench-Bar Liaison Committee for the
United States Bankruptcy Court for the Northern District of
California and the Bay Area Bankruptcy Forum.

Luce, Forward, Hamilton & Scripps LLP is a full-service California
law firm with a national reputation in more than 30 different
areas of law.  Since its founding in San Diego in 1873, Luce
Forward has grown to become home to approximately 200 attorneys in
six offices statewide including San Diego, San Francisco, Los
Angles, Carmel Valley/Del Mar, Orange County and Rancho Santa Fe.


* BOND PRICING -- For Week From November 1 to 5, 2010
-----------------------------------------------------

  Company               Coupon     Maturity   Bid Price
  -------               ------     --------   ---------
155 E TROPICANA         8.750%     4/1/2012     22.000
ABITIBI-CONS FIN        7.875%     8/1/2009     20.500
ADVANTA CAP TR          8.990%   12/17/2026     12.000
AFFINITY GROUP         10.875%    2/15/2012     49.500
AHERN RENTALS           9.250%    8/15/2013     54.000
AMBAC INC               7.500%     5/1/2023     20.000
AMBAC INC               9.375%     8/1/2011     20.000
AMBASSADORS INTL        3.750%    4/15/2027     26.250
AMER GENL FIN           5.000%   11/15/2010     99.000
ANTIGENICS              5.250%     2/1/2025     41.000
AT HOME CORP            0.525%   12/28/2018      0.504
BAC-CALL11/10           5.000%    5/15/2014     98.200
BALLY TOTAL FITN       14.000%    10/1/2013      1.000
BANK NEW ENGLAND        8.750%     4/1/1999      9.875
BANK NEW ENGLAND        9.875%    9/15/1999      9.000
BANKUNITED FINL         6.370%    5/17/2012      5.000
BLOCKBUSTER INC         9.000%     9/1/2012      0.900
BOWATER INC             6.500%    6/15/2013     32.500
BOWATER INC             9.500%   10/15/2012     33.000
C&D TECHNOLOGIES        5.500%   11/15/2026     68.625
CAPMARK FINL GRP        5.875%    5/10/2012     34.375
CELL GENESYS INC        3.125%     5/1/2013     35.000
CHAMPION ENTERPR        2.750%    11/1/2037      1.323
CHENIERE ENERGY         2.250%     8/1/2012     49.500
DUNE ENERGY INC        10.500%     6/1/2012     70.500
EDDIE BAUER HLDG        5.250%     4/1/2014      5.000
FAIRPOINT COMMUN       13.125%     4/1/2018      7.125
FAIRPOINT COMMUN       13.125%     4/2/2018      7.750
FEDDERS NORTH AM        9.875%     3/1/2014      0.400
FRANKLIN BANK           4.000%     5/1/2027      1.125
FREEPORT-MC C&G         7.000%    2/11/2011     31.700
GENERAL MOTORS          7.125%    7/15/2013     34.875
GENERAL MOTORS          9.450%    11/1/2011     34.200
GREAT ATLA & PAC        5.125%    6/15/2011     74.000
GREAT ATLA & PAC        6.750%   12/15/2012     57.633
INDALEX HOLD           11.500%     2/1/2014      0.750
KEYSTONE AUTO OP        9.750%    11/1/2013     44.500
LEHMAN BROS HLDG        4.500%     8/3/2011     20.500
LEHMAN BROS HLDG        4.700%     3/6/2013     20.250
LEHMAN BROS HLDG        4.800%    2/27/2013     20.750
LEHMAN BROS HLDG        4.800%    3/13/2014     21.750
LEHMAN BROS HLDG        5.000%    1/22/2013     20.625
LEHMAN BROS HLDG        5.000%    2/11/2013     20.750
LEHMAN BROS HLDG        5.000%    3/27/2013     20.375
LEHMAN BROS HLDG        5.000%     8/3/2014     20.625
LEHMAN BROS HLDG        5.000%     8/5/2015     20.000
LEHMAN BROS HLDG        5.100%    1/28/2013     20.625
LEHMAN BROS HLDG        5.150%     2/4/2015     20.750
LEHMAN BROS HLDG        5.250%     2/6/2012     21.125
LEHMAN BROS HLDG        5.250%    1/30/2014     19.625
LEHMAN BROS HLDG        5.250%    2/11/2015     20.750
LEHMAN BROS HLDG        5.250%     3/5/2018     18.300
LEHMAN BROS HLDG        5.500%     4/4/2016     19.625
LEHMAN BROS HLDG        5.600%    1/22/2018     20.375
LEHMAN BROS HLDG        5.625%    1/24/2013     22.375
LEHMAN BROS HLDG        5.700%    1/28/2018     20.500
LEHMAN BROS HLDG        5.750%    4/25/2011     20.000
LEHMAN BROS HLDG        5.750%    7/18/2011     20.525
LEHMAN BROS HLDG        5.750%    5/17/2013     21.750
LEHMAN BROS HLDG        5.750%     1/3/2017      0.010
LEHMAN BROS HLDG        5.875%   11/15/2017     21.250
LEHMAN BROS HLDG        6.000%    7/19/2012     21.250
LEHMAN BROS HLDG        6.000%    6/26/2015     20.625
LEHMAN BROS HLDG        6.000%   12/18/2015     20.750
LEHMAN BROS HLDG        6.000%    2/12/2018     19.325
LEHMAN BROS HLDG        6.200%    9/26/2014     22.125
LEHMAN BROS HLDG        6.500%    9/20/2027     12.000
LEHMAN BROS HLDG        6.625%    1/18/2012     21.250
LEHMAN BROS HLDG        8.000%    3/17/2023     20.625
LEHMAN BROS HLDG        8.050%    1/15/2019     20.125
LEHMAN BROS HLDG        8.400%    2/22/2023     19.250
LEHMAN BROS HLDG        8.500%     8/1/2015     20.000
LEHMAN BROS HLDG        8.500%    6/15/2022     20.500
LEHMAN BROS HLDG        8.800%     3/1/2015     20.000
LEHMAN BROS HLDG        8.920%    2/16/2017     19.000
LEHMAN BROS HLDG        9.000%   12/28/2022     20.500
LEHMAN BROS HLDG        9.000%     3/7/2023     20.500
LEHMAN BROS HLDG        9.500%   12/28/2022     19.000
LEHMAN BROS HLDG        9.500%    1/30/2023     18.750
LEHMAN BROS HLDG        9.500%    2/27/2023     20.000
LEHMAN BROS HLDG       10.000%    3/13/2023     20.750
LEHMAN BROS HLDG       10.375%    5/24/2024     20.500
LEHMAN BROS HLDG       11.000%    6/22/2022     20.500
LEHMAN BROS HLDG       11.000%    7/18/2022     20.500
LEHMAN BROS HLDG       11.000%    3/17/2028     19.625
LEHMAN BROS HLDG       11.500%    9/26/2022     19.750
LEHMAN BROS INC         7.500%     8/1/2026     11.000
LOCAL INSIGHT          11.000%    12/1/2017     26.000
MAGNA ENTERTAINM        7.250%   12/15/2009      6.000
MERRILL LYNCH           1.720%     3/9/2011     98.500
NETWORK COMMUNIC       10.750%    12/1/2013     35.013
NEWPAGE CORP           10.000%     5/1/2012     64.625
NEWPAGE CORP           12.000%     5/1/2013     37.205
PALM HARBOR             3.250%    5/15/2024     55.750
PL-CALL12/10            5.375%   12/15/2024     93.781
RAFAELLA APPAREL       11.250%    6/15/2011     74.438
RASER TECH INC          8.000%     4/1/2013     37.000
RESTAURANT CO          10.000%    10/1/2013     31.000
RESTAURANT CO          10.000%    10/1/2013     37.125
SBARRO INC             10.375%     2/1/2015     49.100
SPHERIS INC            11.000%   12/15/2012      3.000
THORNBURG MTG           8.000%    5/15/2013      3.250
TIMES MIRROR CO         7.250%     3/1/2013     47.500
TOM'S FOODS INC        10.500%    11/1/2004      1.704
TRANS-LUX CORP          8.250%     3/1/2012      9.500
TRICO MARINE            3.000%    1/15/2027      4.000
TRICO MARINE SER        8.125%     2/1/2013     11.250
VIRGIN RIVER CAS        9.000%    1/15/2012     45.500
WASH MUT BANK FA        5.650%    8/15/2014      0.350
WASH MUT BANK NV        6.750%    5/20/2036      0.625
WCI COMMUNITIES         7.875%    10/1/2013      0.250
WOLVERINE TUBE         15.000%    3/31/2012     32.000



                           *********

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.
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Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

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                  *** End of Transmission ***