TCR_Public/101110.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Wednesday, November 10, 2010, Vol. 14, No. 312

                            Headlines

15-35 HEMPSTEAD: Asks for Court OK to Use Cash Collateral
20 MAR VISTA: Case Summary & 20 Largest Unsecured Creditors
347 LINDEN: Case Summary & 4 Largest Unsecured Creditors
4805 LLC: Voluntary Chapter 11 Case Summary
ADVANTA CORP: Wants Solicitation Deadline Extended Until March 4

AFFINION GROUP: Moody's Assigns 'B3' Rating to $475 Mil. Notes
AFFINION GROUP: S&P Assigns 'B-' Rating to $475 Mil. Notes
AG ENERGY: U.S. Trustee Names Three to Creditors Committee
ALLY FINANCIAL: DBRS BB Issuer Rating Unmoved by 3Q10 Results
AMBAC FIN'L: Wants to Limit Stock/Claims Trading to Save NOLs

AMBAC FIN'L: Asks for Dec. 22 Extension for Schedules
AMBAC FIN'L: Seeks Nod of Kurtzman as Claims Agent
AMERICAN INT'L: Reports $2.4 Billion Net Loss for 3rd Quarter
AMERICAN INT'L: Mulls Options, IPO for ILFC Unit
AMERICAN INT'L: Appoints Sankaran as New Chief Risk Officer

AMF INCORPORATED: Case Summary & 20 Largest Unsecured Creditors
ANGIOTECH PHARMACEUTICALS: S&P Withdraws 'D' Corp. Credit Rating
ARAB UNION: A.M. Best Assigns 'bb+' Issuer Credit Rating
ARCHDESIGN INC: Case Summary & 3 Largest Unsecured Creditors
ARMSTRONG WORLD: S&P Puts 'BB' Rating on CreditWatch Negative

ATLANTIC BROADBAND: S&P Assigns 'B+' Rating to $600 Mil. Loan
AVIS BUDGET: DBRS 'B' Issuer Rating Unmoved by Q3 Results
BALTIMORE INNER: Case Summary & 8 Largest Unsecured Creditors
BANNERMAN HOLDINGS: SunTrust Appeals Ruling on Claim, Collateral
BAYOU GROUP: Goldman's Bid to Toss $21MM Arbitration Award Denied

BEAZER HOMES: Fitch Assigns 'B-/RR4' Rating to $200 Mil. Notes
BEAZER HOMES: S&P Assigns 'CCC' Rating to $200 Mil. Notes
BEAZER HOMES: Moody's Assigns 'Caa2' Rating to $200 Mil. Notes
BERNADETTE BUSINESS: Case Summary & 20 Largest Unsecured Creditors
BERRY PLASTICS: To Issue $800 Million 2nd Lien Notes

BERRY PLASTICS: Moody's Assigns 'Caa1' Rating to New Senior Notes
BERRY PLASTICS: Estimates $1.15-Bil. in Net Sales for Fiscal Q4
BRIGHAM EXPLORATION: Reports $700,000 Net Loss for 3rd Qtr 2010
BROCK TUCY: Promises to Fully Pay Unsecured Creditors in 5 Years
BXP 1 LLC: Asks for Court's Nod to Use Apartment Proceeds

CABLEVISION SYSTEMS: RNS Balance Sheet Upside Down by $493MM
CALFRAC WELL: S&P Gives Stable Outlook; Affirms 'B+' Rating
CHARLES SHOFF: Case Summary & 12 Largest Unsecured Creditors
CHEMTURA CORP: Reports $12 Million Net Profit in Q3
CHEMTURA CORP: Judge Mulls $20MM Reserve for Pentair Water

CHENIERE ENERGY: Posts $40 Million Net Loss in Sept. 30 Quarter
CHRYSLER LLC: Reports $84 Million Net Loss for Q3 2010
CINCINNATI BELL: Fitch Maintains 'B/RR4' Rating on Senior Notes
CINCINNATI BELL: S&P Affirms 'B+' Ratings to $775 Mil. Notes
CINCINNATI BELL: Moody's Assigns 'B2' Rating to $275 Mil. Notes

CITIGROUP INC: SEC Subpoenas Brokers on Probe of Debt Funds
COMPANIA MEXICANA: Bankruptcy Court Grants Ch. 15 Protection
COMFORCE CORP: Reports $2.3MM Net Income in Third Quarter
COMPTON PETROLUEM: Posts $4.3 Million Net Loss in Sept. 30 Qtr.
CONNECTOR 2000: Trial Over Ch. 9 Filing Deferred Pending Talks

CONTINENTAL COMMON: Section 341(a) Meeting Scheduled for Dec. 2
CONTINENTAL COMMON: Taps Franklin Skierski as Gen. Bankr. Counsel
DANIEL KULLBERG: Case Summary & 12 Largest Unsecured Creditors
DAIRY DEPOT: Case Summary & 20 Largest Unsecured Creditors
DAVID SINGER: Voluntary Chapter 11 Case Summary

DAVID VAN DOOZER: Case Summary & 18 Largest Unsecured Creditors
DELTA PETROLEUM: Board Sets Target Bonuses for 2011
DERMONTTI DAWSON: House, Other Assets to Be Auctioned Nov. 15
DISH NETWORK: Earns $255 Million in September 30 Quarter
DOLLAR THRIFTY: DBRS's 'B' Issuer Rating Unmoved by Q3 Results

DWAYNE GREENE: Case Summary & 19 Largest Unsecured Creditors
DYNEGY INC: Proxy Advisory Firm Recommends Blackstone Deal
DYNEGY INC: Posts $24 Million Net Loss for 3rd Quarter 2010
EMMIS COMMUNICATIONS: Has Until May to Regain NASDAQ Compliance
FAIRVUE CLUB: First State Wants to Take Over Operations

FANNIE MAE: Reports $1.3 Billion Net Loss for 3rd Quarter 2010
FRANKLIN PACIFIC: Judge Rejects Disclosure Statement
FX LUXURY: Judge Approves 2nd-Lien Lenders' Reorganization Plan
GARLOCK SEALING: Judge Agrees Shorter Notice Time on Hearing
GEN ART: Ten Paces' CJ Follini Named Winning Bidder

GENERAL GROWTH: Completes Restructuring, Emerges from Ch. 11
GENERAL GROWTH: New GGP Commences Public Offering of 135MM Shares
GREEN BANKSHARES: Defers Payments to Trust Preferred Holders
GREGORY JEFFERS: Voluntary Chapter 11 Case Summary
HAMBONE DOG: Wants Continued Access to Lenders' Cash Collateral

HARRAH'S ENTERTAINMENT: Lowers 3rd Quarter Net Loss to $164-Mil.
HARRAH'S ENTERTAINMENT: Commences IPO of 31.25-Mil. Shares
HARRISBURG, PA: City Council to Vote on Hiring Bankruptcy Attys.
HARRISBURG, PA: DCED Hearing on Act 47 Bid Continued to Nov. 17
HAZLETON GENERAL: Moody's Upgrades Bond Ratings to 'Ba1'

HERTZ CORP: DBRS's 'BB' Issuer Rating Unmoved by Q3 Results
HOR CHIN: Voluntary Chapter 11 Case Summary
HUDSON'S' FURNITURE: Nears Emergence From Chapter 11
ICAHN ENTERPRISES: Moody's Assigns 'Ba3' Rating to $500 Mil. Notes
INT'L LEASE FINANCE: AIG Mulls Options, Including IPO

JAMES WHITELAW: Case Summary & 12 Largest Unsecured Creditors
JULIUS JOHNSON: Section 341(a) Meeting Scheduled for Dec. 3
KRYSTAL AIR: Seeks Court OK to Use Aircraft Revenues
KRYSTAL AIR: Case Summary & 20 Largest Unsecured Creditors
LAKERIDGE CENTRE: Wants to Hire Allan Smith as Bankruptcy Counsel

LEVEL 3: Has Until May 2011 to Obtain NASDAQ Compliance
LEVEL 3 COMMS: Posts $163-Mil. Net Loss in Sept. 30 Quarter
LGV HOLDINGS: Case Summary & 4 Largest Unsecured Creditors
LIBBEY INC: Posts $2.3 Million Net Income in Third Quarter
MARVKY CORP: May Employ Mason Coplen as Bankruptcy Counsel

MARVKY CORP: U.S. Trustee Unable to Form Creditors Committee
MASHANTUCKET PEQUOT: Names Tropicana's Butera as President & CEO
MAUREEN COAKLEY: Case Summary & 10 Largest Unsecured Creditors
MAYA ASSURANCE: A.M. Best Assigns 'bb' Issuer Credit Rating
MEADOWS OF JUPITER: Case to Be Consolidated with 2 Others

MESA AIR: Amends Chapter 11 Plan & Disclosure Statement
METRO-GOLDWYN-MAYER: Sec. 341 Meeting of Creditors Set for Nov. 30
METRO-GOLDWYN-MAYER: Proposes $500-Mil. Exit Financing Deal
METRO-GOLDWYN-MAYER: Asks for Nod of Cair, Zolfo Services Pact
METRO-GOLDWYN-MAYER: Proposes Residuals and Participation Payments

METROPCS WIRELESS: S&P Assigns 'B' Rating to $1 Bil. Notes
MICHELE DI COSOLA: Chapter 15 Case Summary & Creditors List
MIKE CARTER: To Restructure More Than $28-Mil. Debts
MNMS, LP: Voluntary Chapter 11 Case Summary
MOBILE MINI: Moody's Assigns 'B2' Rating to $200 Mil. Notes

MOMENTIVE PERFORMANCE: Noteholders Accept Exchange for New Notes
MOMENTIVE SPECIALTY: 90.52% of $355MM Notes Tendered for Exchange
NEW ISLAND: Case Summary & 12 Largest Unsecured Creditors
NEXSTAR BROADCASTING: Posts $3-Mil. Net Loss in Sept. 30 Qtr.
NORBORD INC.: DBRS Downgrades Issuer Rating to BB (Low)

NORTEL NETWORKS: Accuses Communications Test of Counterfeiting
NORTEL NETWORKS: Wants to Sell LP Interests for $22.8 Million
NPS PHARMACEUTICAL: Posts $15.7 Million Net Loss in Third Quarter
ORANGE COUNTY NURSERY: Minority Shareholders Have Valid Claim
OXIGENE INC: Posts $13.5 Million Net Loss in Third Quarter

PAID INC: Posts $344,200 Net Loss in September 30 Quarter
PATRICK SCHMIDT: Case Summary & 7 Largest Unsecured Creditors
PEARL COS: Files Ch. 11 Plan, Has No Agreement with Unsecureds
PETCO ANIMAL: S&P Raises Assigns 'B' Rating to $1.1 Bil. Loan
PETER BUCKLIN: Creditors Committee Has 7 Members

PHILIP OSTROM: Case Summary & 20 Largest Unsecured Creditors
POINT BLANK: Lender Steel Partners Pushes for Sale By Year's End
PRECISION DRILLING: S&P Raises Corporate Credit Rating to 'BB+'
QWEST COMMUNICATIONS: Reports $90-Mil. Third Quarter Net Loss
RADIENT PHARMACEUTICALS: Issues Warrants to Buy 2.75MM Shares

RADIO ONE: Posts $1.03-Mil. Net Income in Third Quarter
RAINBOW SUNSET: Wants Conversion to Ch. 7 After Losing Property
RAINBOW SUNSET: U.S. Trustee Unable to Form Creditors Committee
REDDY ICE: Posts $9 Million Net Income in Third Quarter
RIVIERA MARINE: U.S. Bankruptcy Court Recognizes Australian Case

ROBERT ALLAN SPORTSWEAR: Case Summary & Unsecured Creditors
RONALD RUNYEON: Case Summary & 19 Largest Unsecured Creditors
RYLAND GROUP: Posts $29.9MM Net Loss in Third Quarter
SAN DIEGO, CA: Former City Attorney Suggests Bankruptcy
SBC PROPERTIES: Case Summary & 11 Largest Unsecured Creditors

SEDA FRANCE: Owes Aegis Texas $1.8 Million
SHADY HARBOR: Case Summary & 8 Largest Unsecured Creditors
SHAPPIRE RESOURCES: Case Summary & 4 Largest Unsecured Creditors
SHAW GROUP: S&P Raises Corporate Credit Rating From 'BB+'
SHERWOOD ASSOCIATES: Case Summary & 2 Largest Unsecured Creditors

SHS RESORT: Proposes Up to $3MM of Financing From Olympia
SHS RESORT: Asks for Court's Nod to Use Cash Collateral
SOLUTIA INC: Moody's Raises Corporate Family Rating to 'Ba3'
ST. VINCENT'S CATHOLIC: Physician Not Released by Chapter 11 Plan
STARS PETROLEUM: Case Summary & 11 Largest Unsecured Creditors

STEPHEN SELVAGGIO: Voluntary Chapter 11 Case Summary
SUNESIS PHARMA: Files 10-Q; Posts $5.1MM Net Loss in Q3 2010
SWB WACO: Wants Continued Access to Sterling's Cash Collateral
SWB WACO: Creditors have Until November 30 to File Proofs of Claim
TBS INTERNATIONAL PLC: Forbearance Agreements Expire November 14

TENNECO INC: S&P Raises Corporate Credit Rating to 'BB-'
TERRESTAR NETWORKS: Files 2015.3 Report for Controlled Entities
TERRESTAR NETWORKS: Marathon Has 22MM Shares of Parent's Stock
TERRESTAR NETWORKS: Nasdaq to Delist Corp.'s Common Stock
TEXAS HILL: Chapter 11 Trustee to Auction Real Property Today

TEXAS RANGERS: Challenges Scout's $1.4MM Severance Claim
TOPS HOLDING: Moody's Junks Corporate Family Rating From 'B3'
TOYS R: Moody's Confirms Corporate Family Rating at 'B1'
TRONOX INC: Gets Last-Minute Objections to Reorganization Plan
TROPICANA ENTERTAINMENT: Former CEO Butera Joins Foxwoods Casino

UNION FOR TRADITIONAL JUDAISM: Netivot Shalom Wins Auction for HQ
US FIDELIS: To Auction Off Property to Pay Creditors
VALLEJO, CA: A Step Closer to Bankruptcy Exit with Budget Plan
VALLEJO, CA: City Council to Consider 5-Year Budget on Nov. 16
VALLEJO, CA: Council Decision on IBEW Work Terms Delayed Anew

VAZGEN MIRZAKHANYAN: Case Summary & 18 Largest Unsecured Creditors
VELTEX CORPORATION: Numerous Defendants to $35MM Suit in Default
VICTOR VALLEY: Prime Healthcare Disputes Outcome of Auction
WASHINGTON MUTUAL: Denies Misleading Bondholders; FDIC Concurs
WASTE2ENERGY HOLDINGS: Has Defaulted on Debentures of $127,500

WEST FRASER: DBRS Confirms Issuer Rating at BB (High)
WILD WEST WORLD: Remaining Buildings, Trees Sold at Auction
WOLVERINE TUBE: Gets Court's Interim Nod to Use Cash Collateral
WOLVERINE TUBE: Taps Prokauer Rose as Special Corporate Counsel
WOLERINE TUBE: Wants Deloitte Financial as Financial Advisor

* Steady Bankruptcy Stats Belie Growing Business Woes

* Upcoming Meetings, Conferences and Seminars

                            *********

15-35 HEMPSTEAD: Asks for Court OK to Use Cash Collateral
---------------------------------------------------------
15-35 Hempstead Properties, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of New Jersey to use cash
collateral until January 2011.

In February 2007, the Debtor and debtor-affiliate Jackson 299
Hempstead LLC purchased a property at Boardwalk and New Hampshire
in Atlantic City, New Jersey, and provided a first priority
mortgage to New York Community Bank in the amount of $17,2
million.

Jennifer E. Cranston, Esq., at Ciardi Ciardi & Astin, explains
that the Debtor needs to use the bank's cash collateral to fund
its Chapter 11 case, pay suppliers and other parties.  The Debtor
will use the collateral pursuant to a budget, a copy of which is
available for free at:

      http://bankrupt.com/misc/15-35_HEMPSTEAD_budget.pdf

In exchange for using the cash collateral, the Debtor proposes to
grant the Bank a replacement lien to the extent that the Bank has
a lien prepetition which isn't subject to challenge and in the
same extent, priority and validity as existed prepetition.

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).


20 MAR VISTA: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: 20 Mar Vista LLC
        7621 Reynolds Cir
        Huntington Beach, CA 92647

Bankruptcy Case No.: 10-25743

Chapter 11 Petition Date: November 4, 2010

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

Judge: Robert N. Kwan

Debtor's Counsel: David G. Epstein, Esq.
                  THE DAVID EPSTEIN LAW FIRM
                  P.O. Box 4848
                  Laguna Beach, CA 92652
                  Tel: (949) 715-1500
                  Fax: (949) 715-2570

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/cacb10-25743.pdf

The petition was signed by Paul Bissin, managing member.


347 LINDEN: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: 347 Linden LLC
        51 Forest Road, Suite #316-90
        Monroe, NY 10950
        Tel: (845) 629-2727

Bankruptcy Case No.: 10-50413

Chapter 11 Petition Date: November 3, 2010

Court: U.S. Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Joel B. Rosenthal

Debtor's Counsel: David Carlebach, Esq.
                  40 Exchange Place, Suite 1306
                  New York, NY 10005
                  Tel: (212) 785-3041
                  Fax: (212) 785-3618
                  E-mail: david@carlebachlaw.com

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

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

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nyeb10-50413.pdf

The petition was signed by Abraham Hoffman, managing member.


4805 LLC: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: 4805, LLC
        P.O. Box 15195
        Phoenix, AZ 85060

Bankruptcy Case No.: 10-35852

Chapter 11 Petition Date: November 5, 2010

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

Judge: Sarah Sharer Curley

Debtor's Counsel: Jerry L. Cochran, Esq.
                  COCHRAN LAW FIRM, PC
                  2929 E. Camelback Rd., Suite 118
                  Phoenix, AZ 85016
                  Tel: (602) 952-5300
                  Fax: (602) 952-7010
                  E-mail: jcochran@cochranlawfirmpc.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 Michael J. Peloquin, manager.


ADVANTA CORP: Wants Solicitation Deadline Extended Until March 4
----------------------------------------------------------------
Advanta Corp. and its affiliated debtors ask the U.S. Bankruptcy
Court for the District of Delaware to further extend their
exclusive periods to file a Chapter 11 plan and to solicit
acceptances of that plan by an additional 60 days, or until
January 5, 2011, and March 4, 2011, respectively.

As reported in the Troubled Company Reporter on November 3, 2010,
the Debtors filed on November 2 a proposed Chapter 11 plan and an
explanatory disclosure statement.  The Debtors say the proposed
plan provides for substantial recovery to creditors, including
retail noteholders.  Among other things, the Disclosure Statement
says there will be a 64.4% to 100.0% recovery for holders of
investment note claims and certain RediReserve certificate claims,
and a recovery range of 37.7% to 71.3% for holders of general
unsecured claims.  There will be no distributions to the
preferred or common stockholders of Advanta Corp. nor continuing
interest in Advanta Corp. on the part of the preferred or common
stockholders.

The Debtors say an extension is warranted because they need a full
and fair opportunity to prosecute the proposed plan and solicit
acceptances thereto, without the deterioration and disruption that
is likely to be caused by the filing of competing plans by non-
Debtor parties.  The Debtors add that an extension will increase
the likelihood of a greater distribution to the Debtors'
stakeholders.

The hearing to consider approval of the Disclosure Statement is
scheduled for December 16, 2010, at 3:30 p.m.

                        About Advanta Corp.

Advanta Corp. -- http://www.advanta.com/-- has had a 59-year
history of being a leading innovator in the financial services
industry and of providing great value to its stakeholders,
including its senior retail note holders and shareholders, prior
to the recent reversals.  It has also been a major civic and
charitable force in the communities in which it is based,
particularly in the Greater Philadelphia area.

In June 2009, the Federal Deposit Insurance Corporation placed
significant restrictions on the activities and operations of
Advanta Bank Corp., a wholly owned subsidiary of the Company, as
the Bank's capital ratios were below required regulatory levels.

On November 8, 2009, Advanta Corp. filed for Chapter 11 (Bankr. D.
Del. Case No. 09-13931).  Attorneys at Weil, Gotshal & Manges LLP,
and Richards, Layton & Finger, P.A., serve as bankruptcy counsel.
Alvarez & Marsal is the financial advisor.  The Garden City
Group, Inc., serves as claims agent.  The filing did not include
Advanta Bank Corp.  The petition says that Advanta Corp.'s assets
totaled $363,000,000 while debts totaled $331,000,000 as of
September 30, 2009.


AFFINION GROUP: Moody's Assigns 'B3' Rating to $475 Mil. Notes
--------------------------------------------------------------
Moody's Investors Service has assigned a B3 rating to the proposed
$475 million senior unsecured notes due 2018 of Affinion Group,
Inc.  Proceeds from the notes issuance are expected to be used to
refinance the company's existing 10.125%, $443 million senior
unsecured notes and related transaction fees.  These ratings have
been assigned subject to Moody's review of final documentation
following completion of the notes offering.  Moody's has also
affirmed the B2 corporate family and probability of default rating
and, the SGL-1 speculative grade liquidity rating.  The rating
outlook is stable.

These instrument ratings and LGD assessments have been affected:

Affinion Group, Inc.

Rating assigned:

  -- $475 million senior unsecured notes due 2018 at B3 (LGD4,
     60%);

Ratings Affirmed:

  -- Corporate Family Rating at B2;

  -- Probability of Default Rating at B2;

  -- Speculative Grade Liquidity Rating at SGL-1;

  -- $125 million 5 year senior secured revolver, Ba2 (LGD2, 18%
     from LGD2, 20%);

  -- $875 million 6 year senior secured term loan, Ba2 (to LGD2,
     18% from LGD2, 20%);

  -- $356 million senior subordinated notes due 2015, Caa1 (to
     LGD5, 82% from LGD5, 81%);

Affinion Group Holdings, Inc.

  -- $325M senior unsecured notes due 2015, Caa1 (LGD6, 93%);

This rating will be withdrawn upon closing of the transaction and
subject to final review of terms:

  -- $443 million senior unsecured notes due 2013, at B3.

                        Ratings Rationale

The B2 CFR reflects weak financial strength metrics for the rating
category, lower member counts in both their North American
membership and supplemental insured product lines, and the risk
that a difficult economic environment could continue to pressure
consumer response rates to the company's product offerings.  The
ratings are supported by the company's large member base, direct
marketing expertise, track record of steady financial performance
and growth opportunities in international markets.

The stable outlook anticipates steady revenues and profitability
in 2010 and improving free cash flow.  Moody's expect Affinion to
use a significant portion of post-refinancing cash balance for
either acquisitions or debt repayments during 2011.

The rating outlook could be changed to positive if a sustained
improvement in profitability or debt reduction results in debt to
EBITDA of less than 5 times and free cash flow to debt of about
8%.

The ratings could be pressured by a material decline in
profitability resulting from (i) the loss of a top affinity
partner, (ii) a sharp decline in the member base, or (iii) the
failure to achieve growth in average revenue per member.  A debt-
financed dividend or recapitalization could also pressure the
ratings.  The ratings could be downgraded if Debt to EBITDA and
free cash flow to debt are sustained at over 6.5 times and below
2%, respectively.

Affinion is a leading provider of marketing services and loyalty
programs to many of the largest financial service companies
globally.  The company provides credit monitoring and identity-
theft resolution, accidental death and dismemberment insurance,
discount travel services, loyalty programs, various checking
account and credit card enhancement services.  Apollo Management
V, L.P., owns 97% of Affinion's common stock


AFFINION GROUP: S&P Assigns 'B-' Rating to $475 Mil. Notes
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its issue-level and
recovery ratings to Affinion Group Inc.'s $475 million Rule 144A
privately placed senior notes due 2018.  S&P assigned the notes a
rating of 'B-' (two notches lower than the 'B+' corporate credit
rating on the company) with a recovery rating of '6', indicating
S&P's expectation of negligible (0% to 10%) recovery for lenders
in the event of a payment default.  The company plans to use
proceeds to refinance its $450 million 10.125% senior notes due
October 2013.  Total debt at the company was $2.0 billion as of
Sept. 30, 2010.

The corporate credit rating on Affinion Group Holdings Inc. and
its Affinion Group Inc. subsidiary is 'B+' and the rating outlook
is negative.  The negative outlook incorporates S&P's expectation
that debt leverage will remain high and reflects risks associated
with management's willingness to finance acquisitions with debt.
S&P also expect EBITDA, excluding the impact of the July 2010
Connexions acquisition, to be relatively flat in full-year 2010
due to the company's plan to increase marketing investment and
commissions to restore revenue growth.  S&P's 2010 base case
suggests that lease-adjusted gross debt leverage will rise to
roughly 6.6x in 2010, slightly below its 7x target for Affinion at
a 'B' corporate credit rating.  S&P expects debt leverage to
decline modestly in 2011, based on its outlook for a slight uptick
in performance as a result of its increased investment spending.
Still, S&P could lower the rating if Affinion is unable to trim
its leverage because of debt-financed acquisitions, because
operating performance deteriorates in 2011, or due to potential
special dividends over the intermediate term.

                           Ratings List

                   Affinion Group Holdings Inc.
                       Affinion Group Inc.

        Corporate Credit Rating              B+/Negative/--

                           New Rating

                       Affinion Group Inc.

              $475M Rule 144A sr nts due 2018      B-
                Recovery Rating                    6


AG ENERGY: U.S. Trustee Names Three to Creditors Committee
----------------------------------------------------------
Nancy J. Gargula, United States Trustee for Region 13, has
appointed three creditors to serve as members of the Official
Committee of Unsecured Creditors in the Chapter 11 case of AG
Energy Resources, Inc.

The three Committee Members are:

  (1) John L. Chullen
      Attorney At Law
      901 W. Washington St.
      Benton, IL 62812
      Tel: (618) 438-0031
      E-mail: chullenlaw@frontier.com

  (2) Charles Webster
      Finance Commissioner
      500 West Main, POB 640
      Benton, IL 62812
      Tel: (618) 439-3445
      E-mail: mrleadfoot@frontier.com

  (3) Kenneth D. Sentel
      Manager
      15022 State Highway 34 E.
      PO Box 483
      Benton, IL 62812
      Tel: (618) 435-2602
      E-mail: sales@ksbit.com

                         About AG Energy

Benton, Illinois-based Ag Energy Resources, Inc., filed for
Chapter 11 bankruptcy protection on September 23, 2010 (Bankr.
S.D. Ill. Case No. 10-41440).  Keith D. Price, Esq., at Sanberg
Phoenix and Goutard, in St Louis, Missouri, serves as counsel to
the Debtor.  In its schedules, the Debtor disclosed $14,133,914 in
total assets and $9,651,006 in total liabilities as of the
Petition Date.


ALLY FINANCIAL: DBRS BB Issuer Rating Unmoved by 3Q10 Results
-------------------------------------------------------------
DBRS has commented that the ratings of Ally Financial Inc. (Ally
or the Company) and certain related subsidiaries, including its
Issuer and Long-Term Debt rating of BB (low), are unaffected by
the Company's announcement of 3Q10 results.  The trend on all
ratings is Stable.

Ally's 3Q10 results evidence continuing solid momentum across
the franchise.  For the quarter, Ally reported net income of
$269 million, a 52% decline from the prior quarter.  However,
the decline was largely attributable to non-core items.  For the
quarter, core pre-tax income, as defined as income from continuing
operations before taxes and original issue discount (OID) was
$636 million, 10% lower on a linked-quarter basis.  Performance
benefited from rather resilient net revenue generation, improving
credit performance, lower non-interest expense and strong consumer
origination volumes.  However, net interest income decreased
slightly owed to the migration towards higher-quality, lower
yielding automotive finance assets.  Indeed, net interest margin
declined 30 basis points quarter-on-quarter to 2.5%.  During the
quarter, Ally increased its reserve for mortgage repurchases which
resulted in a $344 million pre-tax expense.

For the third consecutive quarter, all business segments reported
profits.  Global Automotive generated core pre-tax income of
$756 million, driven by solid results in both the North American
and International Operations.  In the North American Operations,
pre-tax income fell slightly to $568 million largely attributed to
the repositioning of the balance sheet.  U.S. origination volumes
increased 48.2% year-on-year to $8.3 billion, on good penetration
of both GM and Chrysler retail sales.  The Company continues to
shift from subvented to standard business.  While only 36% of
retail originations are being driven by manufacturer incentive
programs, retail sales penetration remained stable at 34.2% for GM
and 49.4% for Chrysler, evidencing the Company's solid competitive
position and its ability to leverage its strong relationships with
auto dealers.

The Mortgage Operations segment reported pre-tax income from
continuing operations of $154 million, its third consecutive
quarterly profit.  Results were negatively impacted by the
aforementioned repurchase reserve charge.  This resulted in a
$275 million build in reserves.  At September 30, 2010, this
reserve totaled $1.1 billion.  Revenue increased for the quarter
driven by solid servicing income remains and gains on sale of
core originations.  Benefiting from strong refinancing activity,
new loan volumes increased 52% on a linked-quarter basis to
$20.5 billion.

Credit trends continue to evidence that the peak of the current
cycle has passed.  Non-performing loans have declined by 73% from
a year ago to $1.6 billion.  This improvement reflects the actions
taken to reduce the risk of the mortgage operations.  Moreover,
the Company recorded lower loan loss provision charges, which at
$9 million compared favorably to $220 million in the prior
quarter.  Provision expense benefited from the continued run-off
of legacy higher-risk assets, the sale of the resort finance
portfolio and improved credit trends in the auto finance loan
book.  Within the global retail auto portfolio, delinquencies fell
close to historical levels, declining to 2.26%.

The Company continues to make progress in diversifying its
funding profile and improving liquidity.  Net deposits grew by
$2.6 billion, or 7.6%, quarter-on-quarter to $36.9 billion, on
strong CD retention rates of 88%.  As such, retail deposits
account for 29% of total funding.  Ally continues to demonstrate
consistent access to the capital markets, generating $30.5 billion
of funding year-to-date.  Capital remains sound with Tier 1
capital ratio increasing to 15.4%, owed to the positive earnings,
while risk-weighted assets increased slightly due to the strong
new origination volumes partially offset by the sale of the
European mortgage assets.


AMBAC FIN'L: Wants to Limit Stock/Claims Trading to Save NOLs
-------------------------------------------------------------
Ambac Financial Group Inc. asks Judge Shelley Chapman to approve
on an interim basis certain procedures relating to transfers of
its equity interests and claims in its Chapter 11 case.

Since 1991, the Debtor and its subsidiaries have filed a
consolidated U.S. federal income tax return.  The Ambac
consolidated group has significant net operating losses.  As of
June 30, 2010, the Debtor reported consolidated NOLs of about
$7 billion.

"Those NOLs are valuable tax assets because the Internal Revenue
Code of 1986 permits corporations to carry forward NOLs and other
losses to offset future income, thereby reducing tax liability in
future tax periods and permits members of a consolidated group to
utilize consolidated tax attributes," Peter A. Ivanick, Esq., at
Dewey & LeBoeuf LLP, in New York, tells the Court.  Almost all of
the consolidated NOL is attributable to losses recognized by
Ambac Assurance Corporation, he notes.

The U.S. federal income tax liabilities of the Debtor and the
individual subsidiaries included in the Debtor's consolidated
group and their ability to utilize certain group tax benefits or
attributes are governed by a tax sharing agreement.  Under the
TSA, each subsidiary is entitled to any tax refunds resulting
from the carry back of that subsidiary's tax NOLs or other tax
benefits to any prior tax year of such subsidiary determined on a
stand alone basis.

In December 2009, the parties to the TSA entered into an
amendment granting AAC a trust or security interest under the TSA
in U.S. federal income tax refunds allocable to AAC NOL
carrybacks.  The parties executed another amendment to the TSA in
June 2010 providing, among other things, that the Ambac
consolidated tax group be "divided" into two subgroups (1)
comprised of the Debtor and its non-AAC subsidiaries -- the
Debtor Subgroup, and (2) comprised of AAC and its subsidiaries --
the AAC Subgroup.

Mr. Ivanick relates that the Debtor is required, under the June
2010 Amendment, to compensate AAC on a current basis if the
Debtor uses NOLs attributable to a member of the AAC Subgroup to
offset certain income attributable to the Debtor Subgroup.  The
June 2010 Amendment, however, permits the Debtor to utilize AAC
Subgroup NOLs without any payment or compensation to AAC if the
NOLs are used to offset income recognized by the Debtor Subgroup
relating to the restructuring, modification, cancelation, or
settlement of any debt, liability, or other obligation
outstanding as of March 15, 2010 -- Debtor CODI.

As of September 30, 2010, the Debtor had outstanding debt of
about $1.622 billion, consisting of $1.222 billion in senior
notes and $400 million in subordinated notes.  Mr. Ivanick says
the Debtor may generate up to $1.622 billion of Debtor CODI in
connection with the restructuring of its current debt, permitting
the Debtor to utilize up to $1.622 billion of the consolidated
group's NOLs to offset or otherwise exclude that income without
having to compensate the AAC Subgroup.  Although the Debtor's Tax
Attributes remaining after the effective date of a reorganization
plan may be significantly reduced as a result of the Debtor CODI
realized pursuant to that plan, those Tax Attributes will be
available to the reorganized Debtor to offset income realized
through the taxable year that includes the plan's effective date,
he states.

Accordingly, by this motion, the Debtor seeks to preserve
consolidated NOLs and other tax attributes allocable under the
June 2010 Amendment.

Section 382 of the Internal Revenue Code limits the amount of
taxable income that can be offset by a corporation's NOLs in
taxable years following an ownership change.  Based on the
Debtor's current and projected financial condition, it is
possible that a bankruptcy plan may distribute a majority of the
stock of the reorganized Debtor to its creditors in exchange for
all or part of their Claims, which could result in an ownership
change for purposes of section 382, Mr. Ivanick points out.  In
addition, if too many equity holders transfer their Ambac Stock
prior to the effective date of that bankruptcy plan, those
transfers may trigger an ownership change that would not qualify
for the special bankruptcy relief provisions because that
ownership change would not occur pursuant to a confirmed chapter
11 plan, he stresses.

To manage those potentially adverse consequences and to preserve
flexibility in crafting a Chapter 11 plan that maximizes the
Debtor's ability to reduce future federal income taxes, the
Debtor proposes certain uniform procedures, enabling it to
monitor changes in ownership in Ambac Stock and Claims.

The Proposed Procedures are:

  (A) Procedures for Transfers of Ambac Stock.  Each
      Substantial Equityholder -- an entity that beneficially
      owns at least 13,500,000 shares of Ambac Stock -- must
      file with the Court and serve upon the Debtor, a notice of
      that status on or before 20 days after the Petition Date
      or 10 days after becoming a Substantial Equityholder.
      About 15 days prior to the consummation of any Ambac Stock
      transaction that would result in a change of the amount
      of Ambac Stock Beneficially Owned by an Entity, that
      Entity must file with the Court an advance written notice
      of the intended Ambac Stock transaction.  The Debtor will
      have 10 days to object to any proposed transaction
      described in the notice on the grounds that the
      transaction might adversely affect the Debtor's ability to
      utilize its tax attributes.  If the Debtor objects, the
      transaction will not be effective unless approved by a
      final and non-appealable order of the Court.  If the
      Debtor does not timely object, the transaction in the
      Proposed Ambac Stock Transaction Notice may proceed.  Any
      Further Ambac Stock transactions by the Entity providing
      the Proposed Ambac Stock Transaction Notice will be the
      subject of additional notices.

  (B) Procedures for Transfers of Claims.  Once the Debtor files
      a Reporting Notice with the Court, each Substantial
      Claimholder -- an entity that beneficially owns an
      aggregate amount of Claims that equals or exceeds the
      a threshold amount of $55,000,000 -- will be required to
      serve a "Substantial Claimholder Notice" on the Debtor
      within 20 days so that the Debtor can assess the
      feasibility of implementing a Section 382(l)(5) Plan and
      the need for petitioning the Court for a Sell Down Order.

      (I) If the Debtor determines that a Sell Down Order is
          required, it may ask the Court to enter that order.
          The Sell Down Order would (1) authorize the Debtor to
          issue Sell Down Notices to Substantial Claimholders
          ordering that Substantial Claimholder to transfer
          Beneficial Ownership of certain of their Claims within
          30 days and to not subsequently acquire additional
          Claims; and (2) provide that all other Entities which
          have not received Sell Down Notices will not be
          entitled to acquire Beneficial Ownership of more than
          4.5% of the New Ambac Stock to be issued pursuant to
          the Section 382(l)(5) Plan.  Once a Substantial
          Claimholder has transferred its Claims pursuant to a
          Sell Down Notice, it will serve upon the Debtor and
          its counsel a notice of compliance with the terms of
          the Sell Down Notice applicable to such Substantial
          Claimholder.

     (II) If the Debtor determines that no Sell Down Notices are
          necessary to implement the Section 382(l)(5) Plan, the
          Debtor may ask the Court to enter a Claims Acquisition
          Notice Order.  Pursuant to this order:

          (1) any Entity proposing to acquire Claims in a
              transaction following which that Entity would have
              Beneficial Ownership of Claims that would entitle
              that Entity to receive New Ambac Stock exceeding
              the amount to which that Entity would have been
              entitled based upon the holdings reported on that
              Entity's Substantial Claimholder Notice; and

          (2) Any Entity that would become a Potential
              Substantial New Stockholder -- an Entity which
              holds more than 4.5% of the New Ambac Stock, by
              virtue of a proposed acquisition of Beneficial
              Ownership of Claims -- will be required, at least
              15 days prior to the consummation of that
              transaction, to serve upon the Debtor advance
              written notice of the intended Claims acquisition.
              A transaction described in a Proposed Claims
              Acquisition Notice that is not approved by the
              Debtor within 10 days will be deemed rejected.
              Any further Claims acquisitions by the Entity
              providing the Proposed Claims Acquisition Notice
              will be the subject of additional notices.  The
              Claims Acquisition Notice Order will also require
              any Entity which has acquired Beneficial Ownership
              of Claims as to which approval from the Debtor
              would have been required, but for the fact that
              the acquisition occurred prior to the entry of the
              Claims Acquisition Notice Order, to serve notice
              of that fact on the Debtor within 15 days of the
              entry of the Claims Acquisition Notice Order.  If
              the Debtor determines that the retention by that
              Entity of those Claims could jeopardize the
              implementation of the 382(l)(5) Plan, the Debtor
              will serve a Sell Down Notice on that Entity.

  (C) Participation Restriction.  To permit reliance by the
      Debtor on Section 1.382-9(d)(3) of Subchapter A of the
      Treasury Regulations, any Substantial Claimholder that
      participates in formulating any chapter 11 plan of or on
      behalf of the Debtor will not disclose to the Debtor that
      any Claims of which that Substantial Claimholder has
      Beneficial Ownership are Newly Traded Claims -- Claims (a)
      with respect to which an Entity acquired Beneficial
      Ownership after the date that was 18 months before the
      Petition Date; and (b) that are not ordinary course
      claims, of which the same Entity has always had Beneficial
      Ownership.

Mr. Ivanick insists that entering an interim order on the
Debtor's Motion nunc pro tunc to the Petition Date will prevent
the loss of the Tax Attributes pending determination of final
approval of the Procedures while allowing holders of Ambac Stock
and Claims ample time to consider the Procedures.

The Court will consider the Debtor's request on an interim basis
on November 9, 2010.

                      About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr.
S.D.N.Y. Case No. 10-15973) on November 8, 2010.  Ambac said it
will continue to operate in the ordinary course of business as
"debtor-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.

The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is
its largest shareholder.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor.  The
Blackstone Group LP is the Debtor's financial advisor.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Ambac Financial Group Inc.
(http://bankrupt.com/newsstand/or 215/945-7000)


AMBAC FIN'L: Asks for Dec. 22 Extension for Schedules
-----------------------------------------------------
Ambac Financial Group Inc. asks Judge Shelley Chapman to grant it
additional time to file its (i) schedule of assets and
liabilities; (ii) schedule of current income and expenditures;
(iii) schedule of executory contracts and unexpired leases; and
(iv) statement of financial affairs.

Section 521 of the Bankruptcy Code and Rule 1007 of the Federal
Rules of Bankruptcy Procedure require a debtor to file the
required Schedules and Statements within 14 days after the
Petition Date.

Peter A. Ivanick, Esq., at Dewey & Leboeuf LLP, in New York,
states that due to the emergency filing of its Chapter 11 case
and the complexity of its holdings, the Debtor anticipates it
will be unable to complete its Schedules within the 14-day period
required by Rule 1007(c).

To prepare the Schedules, the Debtor must compile information
from books, records, and documents relating to vast numbers of
assets, liabilities, claims, and contracts, Mr. Ivanick points
out.  "Collecting the necessary information requires the Debtor,
its employees, and professionals to expend an enormous amount of
time, effort, and resources," he stresses.

Mr. Ivanick further notes that the Debtor continues to negotiate
with the Office of the Commissioner of Insurance of the State of
Wisconsin and the ad hoc committee of senior noteholders
regarding a settlement of significant issues that affect both
Ambac Assurance Corporation and the Debtor.  To maximize the
value of AAC and the Debtor's estate, it is important that the
Debtor's employees and professionals continue to focus their
attention on and participate in these negotiations in the early
days of the Debtor's Chapter 11 case, he asserts.  Moreover, he
relates that although the Debtor is mobilizing its resources to
expeditiously prepare the Schedules, those resources are limited.
Against this backdrop, the Debtor anticipates it will require at
least 30 additional days to complete the Schedules.

Accordingly, the Debtor seeks a 30-day extension of the deadline
to file the Schedules, through and including December 22, 2010.

The Debtor further asks the Court to waive a requirement to file
the equity list within 14 days of the Petition Date under Rule
1007 and provide notice of commencement to equity security
holders under Rule 2002 of the Federal Rules of Bankruptcy
Procedure.

Mr. Ivanick relates that the Debtor is a public company with over
302 million shares of common stock outstanding.  The Debtor's
common stock is actively traded on the New York Stock Exchange
and thus, the holders of the common stock change on a daily
basis, he points out.  Against this backdrop, the Debtor believes
that preparing the Equity List and sending notice to all parties
on the Equity List will be expensive and time consuming and will
serve little or no beneficial purpose.

If it becomes necessary for those equity security holders to file
proofs of interest, the Debtor will provide them with notice of
the bar date and an opportunity to assert their interests, Mr.
Ivanick says.  Ambac also intends to file with the Securities and
Exchange Commission a Form 8-K, describing the commencement of
the Debtor's Chapter 11 case, he adds.  For those reasons, equity
security holders will not be prejudiced, he assures the Court.

                      About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr.
S.D.N.Y. Case No. 10-15973) on November 8, 2010.  Ambac said it
will continue to operate in the ordinary course of business as
"debtor-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.

The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is
its largest shareholder.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor.  The
Blackstone Group LP is the Debtor's financial advisor.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Ambac Financial Group Inc.
(http://bankrupt.com/newsstand/or 215/945-7000)


AMBAC FIN'L: Seeks Nod of Kurtzman as Claims Agent
--------------------------------------------------
Ambac Financial Group, Inc., seeks the Court's authority to
employ Kurtzman Carson Consultants LLC as its claims and noticing
agent to assume full responsibility for the distribution of
notices and the maintenance, processing and docketing of proofs
of claim filed in its Chapter 11 case.

The terms of KCC's proposed retention are set forth in the
Services Agreement between the Debtor and KCC, dated as of
November 5, 2010.

Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York,
informs the Court that as of June 30, 2010, about 302,022,750
shares of Ambac's common stock were outstanding.  He notes that
though the exact number of beneficial holders is unknown, it is
almost certainly more than one thousand.  Hence, he asserts, in
view of the number of equity security holders and the complexity
of the Debtor's business, the appointment of a claims agent is
necessary.

As claims agent, KCC will, among other things:

  (a) notify all potential creditors of the filing of the
      bankruptcy petition and of the setting of the date for the
      first meeting of creditors pursuant to Section 341(a) of
      the Bankruptcy Code;

  (b) maintain an official copy of the Debtor's schedule of
      assets and liabilities and statement of financial affairs;

  (c) notify all potential creditors of the existence and amount
      of their claims as evidenced by the Debtor's books and
      records;

  (d) furnish a notice of the last date for the filing of proofs
      of claim and a form for the filing of a proof of claim,
      after the notice and form are approved by the Court;

  (e) maintain a post office box for receiving claims; and

  (f) file with the Clerk of Court an affidavit or certificate
      of service, which includes a copy of the notice, a list of
      persons to whom it was mailed, and the date mailed, within
      seven days of service.

In addition, KCC will assist the Debtor with:

  (i) maintaining and updating the master mailing lists of
      creditors;

(ii) to the extent necessary, gathering data in conjunction
      with the preparation of the Debtor's Schedules;

(iii) tracking and administration of claims; and

(iv) performing other administrative tasks pertaining to the
      administration of the case as may be requested by the
      Debtor or the Clerk's Office.

The Debtor proposes that the cost of KCC's services be paid from
the Debtor's bankruptcy estate according to the KCC Agreement and
as provided by Section 156(c) of the Judicial and Judiciary
Procedures Code and Section 503(b)(1)(A) of the Bankruptcy Code.
KCC will also be reimbursed for its reasonable out-of-pocket
expenses incurred.

KCC's consulting services and rates are:

  Position                              Hourly Rate
  --------                              -----------
  Clerical                               $40 -  $60
  Project Specialist                     $80 - $140
  Technology/Programming Consultant     $140 - $190
  Consultant                            $165 - $220
  Senior Consultant                     $225 - $275
  Senior Managing Consultant                   $295
  Weekend, holidays and overtime             Waived

Immediately prior to the commencement of its bankruptcy case, the
Debtor paid KCC a $100,000 retainer, Mr. Ivanick tells the Court.
As of the Petition Date, the retainer had not been drawn upon.

The KCC Agreement also provides that the Debtor will indemnify
and hold harmless KCC, its officers, employees, and agents under
certain circumstances specified in the KCC Agreement, except in
circumstances of gross negligence or willful misconduct.  Both
the Debtor and KCC believe that the provisions are customary and
reasonable for noticing and claims agents in Chapter 11 cases.

Albert Kass, KCC's Vice President of Corporate Restructuring
Services, assures the Court that KCC neither holds nor represents
any interest adverse to the Debtor's estate in connection with
any matter on which it would be employed, and that it is a
"disinterested person," as referenced in Section 327(a) of the
Bankruptcy Code and as defined in Section 101(14) of the
Bankruptcy Code.

In connection with its retention as claims agent, KCC represents
that:

  -- it will not consider itself employed by the United States
     government and will not seek any compensation from the
     Government in its capacity as the notice and claims agent
     in the case;

  -- by accepting employment in the Debtor's case, it waives
     any rights to receive compensation from the Government;

  -- in its capacity as claims agent, it will not be an agent
     of the Government and will not act on behalf of the
     Government; and

  -- it will not employ any past or present employees of the
     Debtor in connection with its work as the notice and claims
     agent in the Debtor's case.

                      About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr.
S.D.N.Y. Case No. 10-15973) on November 8, 2010.  Ambac said it
will continue to operate in the ordinary course of business as
"debtor-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.

The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is
its largest shareholder.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor.  The
Blackstone Group LP is the Debtor's financial advisor.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Ambac Financial Group Inc.
(http://bankrupt.com/newsstand/or 215/945-7000)


AMERICAN INT'L: Reports $2.4 Billion Net Loss for 3rd Quarter
-------------------------------------------------------------
American International Group Inc. reported a net loss attributable
to AIG of $2.4 billion for the third quarter of 2010 compared to
net income of $455 million in the third quarter of 2009.  Income
from continuing insurance operations was stable, at $2.1 billion.

The net loss in the quarter is primarily attributable to:

   * Restructuring-related charges of $4.5 billion, as follows:

     -- a $1.3 billion deferred tax asset valuation
        allowance charge in connection with a net decrease in
        underlying asset values supporting the DTA,

     -- as previously disclosed, a $1.9 billion loss on the
        pending sale of American General Finance, Inc., and

     -- as previously disclosed, a $1.3 billion goodwill
        impairment charge in connection with the pending sale of
        AIG Star Life Insurance Co., Ltd., and AIG Edison Life
        Insurance Company.

   * $1.2 billion amortization of the prepaid commitment fee
     asset, including $762 million of net accelerated amortization
     expense resulting from a $4.6 billion repayment and reduction
     in the maximum credit available under the Federal Reserve
     Bank of New York Credit Facility, primarily from
     International Lease Finance Corporation's previously
     announced repayment of loans from AIG.

   * $465 million in impairment charges on certain aircraft in
     ILFC's fleet, reflecting management's outlook related to the
     future recovery of the airline industry which resulted in
     lower estimated future lease rates, as well as impairments
     related to sales and potential sales of aircraft.

   * Partially offsetting these charges is a $1.4 billion tax
     benefit related to a deferred tax valuation allowance
     release.  Increases in deferred tax liabilities associated
     with components of other comprehensive income reduced the
     gross deferred tax asset, allowing for the release of a
     portion of the valuation allowance that had been previously
     established through a charge to earnings.

The U.S. federal income tax effects of current period activity are
generally offset by changes in AIG's deferred tax asset valuation
allowance due to limitations on AIG's ability to fully recognize
income taxes; therefore all amounts in this press release are
before income taxes, unless otherwise noted.

As a result of the announced sales of ALICO, AGF, AIG Star and AIG
Edison, the results of these entities are reported as discontinued
operations. In addition, although the previously announced sale of
Nan Shan was not approved by regulatory authorities in Taiwan, AIG
is pursuing other opportunities to divest Nan Shan and believes a
sale will be completed within 12 months.  Therefore, AIG continues
to report Nan Shan as a discontinued operation.

Discontinued operations loss before income taxes totaled
$2.5 billion, including the loss on the pending sale of AGF and
the AIG Star and AIG Edison goodwill impairment charge discussed
above, compared to income before taxes of $312 million in the
comparable 2009 period.

AIG's continuing insurance operations earned $2.1 billion and
$1.9 billion before tax in the third quarter of 2010 and the third
quarter of 2009, respectively.

AIG's consolidated balance sheet at Sept. 30, 2010, showed
$871.965 billion in assets, $761.225 billion in debts, and $80.842
billion in shareholders' equity.

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6df4

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6df5

                             About AIG

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

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

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


AMERICAN INT'L: Mulls Options, IPO for ILFC Unit
------------------------------------------------
Serena Ng and Erik Holm, writing for Dow Jones Newswires, report
that American International Group Inc. Chief Executive Robert
Benmosche said in an interview Friday that the Company plans to
consider several "strategic" options for its aircraft-leasing
unit, International Lease Finance Corp., in 2011, including a
possible initial public offering of the business.

"If we think an IPO can get us value embedded in ILFC, we would
consider the IPO option," Mr. Benmosche said, according to Dow
Jones.  ILFC "is a very important investment, and we want a good
return on it," whether from a sale of the business or a listing.
He added that AIG would be reluctant to sell or deconsolidate ILFC
if it doesn't get good value for the unit.

Dow Jones relates Mr. Benmosche said the focus in the near-term is
to help improve and stabilize ILFC's balance sheet and financing
needs.

Dow Jones notes ILFC on Friday reported an operating loss of $218
million in the third quarter, compared to a profit of $365 million
in the same quarter a year earlier.  The loss was tied to $422
million in charges as the company lowered its expectations for how
many planes it will be able to lease.

Dow Jones says ILFC has $7.3 billion in debt maturing in the next
four quarters, but in the first nine months of 2010, the unit
agreed to sell 64 planes and issued secured and unsecured debt
totaling about $8.8 billion.  AIG doesn't guarantee any of the
debt obligations of ILFC.

"I think as we evolve into 2011 we'll find the right strategic
option for ILFC," Mr. Benmosche said.

In a separate report, Shira Ovide and Ms. Ng relate that
Chapdelaine Credit Partners said in a research note, "ILFC has
dramatically improved its liquidity, but we suspect that the
company will have to demonstrate additional improvement and a more
detailed funding plan in anticipation of an IPO."

According to Ms. Ovide and Ms. Ng, a person familiar with the
matter said an ILFC IPO could value the company at $6 billion to
$8 billion.  However, no one has made any offer for the unit.

According to Ms. Ovide and Ms. Ng, the person familiar with the
matter said to push ILFC out of the nest, AIG would have to sell
in dribs and drabs -- possibly taking three years to sell down to
a minority stake.  They relate that ILFC will have to prove it can
continue to raise capital on its own, without relying on the
guarantees of AIG for cheap financing.  ILFC has raised billions
of dollars in liquidity on its own, in part to repay the $4
billion it was forced to borrow from the Federal Reserve Bank of
New York as part of AIG's government bailout.

                            About ILFC

International Lease Finance Corporation, headquartered in Los
Angeles, California, is a major owner-lessor of commercial
aircraft.

                           *     *     *

ILFC carries Moody's Investors Service's B1 corporate family
rating.  According to the Troubled Company Reporter on August 13,
2010, Moody's said ILFC's B1 CFR is based on strengths including
its competitive positioning in the aircraft leasing industry,
modern aircraft fleet and history of earnings growth.  ILFC's
rating also incorporates one notch of rating uplift associated
with support from AIG.  Constraints on the firm's rating and
rating outlook concern operating pressures resulting from the
economic downturn and its effect on lease rates, lease renewals
and aircraft valuations, as well as Moody's view that AIG support
will likely diminish over time.  Moody's said that it will monitor
ILFC's evolving operational and funding strategies and their
effect on its credit profile, particularly in light of recent
changes in the ILFC management team.

ILFC has extended the maturity of $2.2 billion of its revolving
bank facility to 2012 from 2011 and obtained additional covenant
flexibility with respect to pledging assets for additional secured
financings.

ILFC carries Standard & Poor's "BBB-/Negative/--" corp. credit
rating, and Fitch's 'BB' long-term issuer default rating.

                             About AIG

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

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

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


AMERICAN INT'L: Appoints Sankaran as New Chief Risk Officer
-----------------------------------------------------------
American International Group, Inc., said Sid Sankaran will join
AIG as Senior Vice President, Chief Risk Officer.  Mr. Sankaran
will report to AIG Executive Vice President, Finance, Risk, and
Investments, Peter D. Hancock.  He will succeed Robert Lewis, who
last month announced that he would retire from AIG following a
smooth transition period.  Mr. Sankaran's direct reports will
include the Chief Risk Officers of all AIG business units and the
leadership of the Corporate Enterprise Risk Management functions.

"Sid Sankaran comes to AIG with the broad-ranging risk management
experience that an enterprise of this scope must have," said
Robert H. Benmosche, AIG President and CEO. "We are on our way to
fulfilling our commitment to repay the government; now is the time
to concentrate on re-establishing AIG as a world-class insurance
organization. Risk Management is crucial to that task, and Sid is
well qualified to take on this important leadership role."

Mr. Sankaran joins AIG from Oliver Wyman Financial Services, where
he was a partner in the Finance and Risk practice and headed the
firm's Toronto office. He had served since 2006 as Canadian Market
Manager and recently was a member of the Oliver Wyman Financial
Services Global Management Committee, working for the past five
years with financial services executives on risk management
issues. He also conducted strategy and risk-focused studies of
financial services companies, including insurers, banks,
securities firms, and specialty finance companies in North America
and Europe.  Earlier in his career, Mr. Sankaran served at Mercer
Risk, Finance & Insurance consulting and at MMC Enterprise Risk,
focusing on insurance company valuation and Mergers and
Acquisitions.  He holds a Bachelor of Mathematics degree in
actuarial science from the University of Waterloo in Ontario,
Canada.  He completed actuarial examinations from the Society of
Actuaries.

                             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.


AMF INCORPORATED: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: AMF Incorporated
        2900 IDS Center
        80S 8th Street
        Minneapolis, MN 55402

Bankruptcy Case No.: 10-48318

Chapter 11 Petition Date: November 5, 2010

Court: U.S. Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Nancy C. Dreher

Debtor's Counsel: Douglas W. Kassebaum, Esq.
                  James L. Baillie, Esq.
                  FREDRIKSON & BYRON, P.A.
                  200 South Sixth Street, Suite 4000
                  Minneapolis, MN 55402
                  Tel: (612) 492-7292
                       (612) 492-7013
                  Fax: (612) 492-7077
                  E-mail: dkassebaum@fredlaw.com
                          jbaillie@fredlaw.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mnb10-48318.pdf

The petition was signed by David Steichen, vice president and
secretary.


ANGIOTECH PHARMACEUTICALS: S&P Withdraws 'D' Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its ratings,
including its 'D' long-term corporate credit rating, on Vancouver-
based Angiotech Pharmaceuticals Inc. at the company's request.


ARAB UNION: A.M. Best Assigns 'bb+' Issuer Credit Rating
--------------------------------------------------------
A.M. Best Europe - Rating Services Limited has assigned a
financial strength rating of B (Fair) and issuer credit rating of
"bb+" to Arab Union Reinsurance Company (AURe) (Syria).  The
outlook for both ratings is stable.

The ratings of AURe reflect its solid level of risk-adjusted
capitalization, robust financial performance and good business
position in Syria and Libya.  Offsetting factors are the company's
marginal business profile relative to regional reinsurers and weak
risk management.

AURe is an established reinsurance company owned equally by the
governments of Syria and Libya.  AURe is headquartered in
Damascus, Syria and has a branch in Tripoli, Libya, benefitting
from 10% obligatory cessions from these markets.  Moreover, AURe
is a regional reinsurer servicing clients mainly in the Middle
East and North African region.  In A.M. Best's view, while AURe
benefits from the expansion of the local markets, the company
faces significant challenges attracting quality foreign business
in unfamiliar and competitive markets, which is indicative of its
low premium base of US$28 million at year end 2009.

In A.M. Best's opinion, AURe's prospective capital position is
likely to remain solid, continuing to benefit from full earnings
retention and a low level of underwriting risk compared to its
capital base, given its marginal profile.  Moreover, in A.M.
Best's view AURe has a very basic risk management framework, which
needs significant development to ensure risks are controlled and
mitigated effectively.

AURe's has consistently produced good financial performance with
pre-tax profits of SYP134 million (US$3 million) in 2009, with
technical profits supported by stable returns from its
conservative investment profile.  A.M. Best expects AURe's
combined ratio to remain between 94%-98% in the two years,
provided underwriting is controlled, particularly expenses.
Investment performance is largely reliant on its concentration in
cash and deposits (75% of invested assets) yielding 4-5% returns.
Furthermore, A.M. Best has some concern regarding AURe's
concentration of its investments in a single private investment,
which is generating very low returns.


ARCHDESIGN INC: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Archdesign, Inc.
        1295 E. Dunne Ave. #215
        Morgan Hill, CA 95037

Bankruptcy Case No.: 10-61491

Chapter 11 Petition Date: November 4, 2010

Court: United States Bankruptcy Court
       Northern District of California (San Jose)

Judge: Arthur S. Weissbrodt

Debtor's Counsel: Charles B. Greene, Esq.
                  LAW OFFICES OF CHARLES B. GREENE
                  84 W Santa Clara St. #770
                  San Jose, CA 95113
                  Tel: (408) 279-3518
                  E-mail: cbgattyecf@aol.com

Scheduled Assets: $5,542,186

Scheduled Debts: $8,666,500

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at:

     http://bankrupt.com/misc/canb10-61491.pdf

The petition was signed by Waiyan Ho, president.


ARMSTRONG WORLD: S&P Puts 'BB' Rating on CreditWatch Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
the 'BB' corporate credit rating, on Armstrong World Industries
Inc. on CreditWatch with negative implications, meaning the rating
could be affirmed or lowered following the completion of S&P's
review.

"This CreditWatch listing follows Armstrong's announcement that
its board of directors plans to pursue a recapitalization to pay
to shareholders a special cash dividend of approximately
$800 million, to be funded in part by cash on the company's
balance sheet," said Standard & Poor's credit analyst Thomas
Nadramia.  To fund the remaining portion of the dividend and
refinance the company's existing $430 million credit agreement,
Armstrong would issue $800 million of new debt.  The proposed
refinancing and dividend are conditioned on the company's ability
to secure the requisite debt financing.

Lancaster, Pa.-based Armstrong World Industries is a manufacturer
of vinyl and wood flooring and ceiling systems for the residential
and commercial markets.

In resolving the CreditWatch listing, Standard & Poor's will
assess Armstrong's operating strategies and financial policy in
light of the sizable dividend and new financing, as well as the
impact of these actions on the company's credit measures.  Based
on the current proposal and significant amount of new debt, S&P
thinks it is likely that S&P would lower the corporate credit
rating by one notch.


ATLANTIC BROADBAND: S&P Assigns 'B+' Rating to $600 Mil. Loan
-------------------------------------------------------------
Standard & Poor's Ratings said it assigned its 'B+' issue-level
rating and '3' recovery rating to Quincy, Mass.-based cable TV
provider Atlantic Broadband Finance LLC's proposed $600 million
secured credit facility.  The proposed facility consists of a
$25 million four-year revolving credit facility and a $575 million
five-year term loan B.  The '3' recovery rating indicates S&P's
expectation for meaningful (50%-70%) recovery in the event of a
payment default.

The company intends to use the proceeds to repay the existing
secured loans, repay preferred securities that reside at the
parent Atlantic Broadband Group LLC, and pay a $110 million
dividend to shareholders.

In addition, S&P affirmed the 'B+' corporate credit rating on the
company.  S&P will withdraw the ratings on the existing credit
facility when the transaction closes.  The outlook is stable.

"The ratings on cable TV provider Atlantic Broadband reflect a
highly leveraged financial profile, aggressive competition from
direct-to-home satellite TV providers for video services and local
telephone companies for high-speed data and telephone services,
and cost disadvantages from the company's relatively small scale,"
said Standard & Poor's credit analyst Naveen Sarma.  Tempering
factors include its operations in less populated second-tier
markets, which provide some protection from local telephone
companies deploying facilities-based video offerings in the
intermediate term; its position as the dominant provider of pay-TV
services in its markets; and growth potential from HSD, digital
video, and cable telephone services.


AVIS BUDGET: DBRS 'B' Issuer Rating Unmoved by Q3 Results
---------------------------------------------------------
DBRS has commented that the ratings of Avis Budget Group, Inc.
(Avis Budget or the Company), including its Issuer Rating of B
(high) are unaffected following the Company's announcement of 3Q10
earnings results.  The trend on all ratings is Stable.

DBRS's comment follows Avis Budget's earnings release indicating
pre-tax income of $144 million for 3Q10, a noteworthy increase
from $83 million a year ago.  For the quarter, adjusted EBITDA,
which excludes restructuring and transaction related costs, grew
32.7% to $219 million, the Company's best quarter since 2005.
Importantly, for the second consecutive quarter all three
operating segments reported year-on-year growth in adjusted EBITDA
and margins.  The results benefited from a shift of business
volumes from unprofitable channels, lower fleet costs, recovering
travel volumes and the Company's initiatives to reduce fixed
costs.  DBRS views the quarter's results as evidencing solid
momentum across the franchise.

Importantly, the third quarter was Avis Budget's first quarter of
positive year-on-year revenue growth since mid- 2008.  For the
quarter, total revenue increased 3% to $1.5 billion, largely
attributed to a 4% increase in rental days as demand from both
corporate and leisure travelers strengthened.  Average daily rate
decreased 2%, reflecting challenging comparisons due to
significant leisure price gains achieved a year ago, as well as a
shift in business mix to longer rentals and by faster growth in
the Budget brand than at Avis.  Rate related pressure on revenues
was somewhat mitigated by the 3% increase in domestic ancillary
revenue.  Further, profitability was supported by lower fleet
costs. Depreciation costs decreased slightly to $352 million,
reflecting a 5% decline in per-unit fleet costs, as the used-
vehicle market remained favorable, partially offset by a 4%
increase in average fleet.

Liquidity remains well-managed, underpinned by good access to
the capital markets.  At September 30, 2010, Avis Budget had
$3.2 billion of total liquidity available, including over
$623 million of cash, a $1.2 billion corporate revolving
facility with no borrowings currently outstanding and more than
$1.4 billion of available capacity under the Company's vehicle
backed financing programs.  DBRS notes that Avis Budget
successfully completed a $700 million asset-backed offering in
October, which refinances the $600 million of domestic term ABS
maturing in 2011.

Avis Budget and Dollar Thrifty Automotive Group, Inc. (DTAG)
continue to cooperate in pursuit of anti-trust clearance for Avis
Budget's proposed acquisition of DTAG.  DBRS continues to monitor
developments regarding the potential acquisition and may provide
further commentary or take rating actions as developments warrant.


BALTIMORE INNER: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Baltimore Inner Harbor, LLC
        130 S. 18th Street, Suite 704
        Philadelphia, PA 19103

Bankruptcy Case No.: 10-19623

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Eric L. Frank

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

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

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

The petition was signed by Robert Ambrosi, member.

Debtor's List of eight Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Carpenters Pension Fund of Baltimore--                  $4,000,000
c/o Gem Group
The Constellation Center One
6009 Oxon Hill Road, Suite 416
Oxon Hill, MD 20745

Mid-Atlantic Regional Council       --                  $4,000,000
c/o Gem Group
The Constellation Center One
6009 Oxon Hill Road, Suite 416
Oxon Hill, MD 20745

ARC Consolidated Funding, LLC       --                  $3,076,029
1401 N. Broad Street
Clifton, NJ 07013

Mid-Atlantic Regional Council       --                  $1,000,000
c/o Gem Group
The Constellation Center One
6009 Oxon Hill Road, Suite 416
Oxon Hill, MD 20745

Director of Finance                 --                    $423,364
City of Baltimore
Collection Division
200 Holiday Street
Baltimore, MD 21210

ARC Properties                      --                     $49,356

John Voneif                         --                     $12,000

Gallagher, Evelius & Jones, LLP     --                      $3,760


BANNERMAN HOLDINGS: SunTrust Appeals Ruling on Claim, Collateral
----------------------------------------------------------------
Tradingmarkets.com reports that SunTrust Bank has appealed to U.S.
District Court for the Eastern North Carolina a ruling that
awarded the bank property valued at $4.64 million in Chapter 11
bankruptcy of Bannerman Holdings LLC.

Prepetition, SunTrust Bank sued the Company and its guarantors in
Superior Court here for repayment of debt.  Bankruptcy Judge
Stephani W. Humrickhouse's Oct. 20 order awarded SunTrust 11 of
the remaining unsold condos, plus an adjacent parking lot as full
satisfaction of the debt.  Bannerman Holdings retained four units.

The bank, after several appraisals it ordered of the property,
eventually reduced its claim to the $4.64 million Judge
Humrickhouse approved in her order.  The settlement exceeded
SunTrust's claim by $137,000, the judge said in the order.

Based in Wilmington, North Carolina, Bannerman Holdings LLC filed
for Chapter 11 bankruptcy protection on Feb. 12, 2010 (Bankr. E.D.
N.C. Case No.: 10-01053).  Judge Stephani W. Humrickhouse presides
over the case.  George M. Oliver, Esq., at Oliver & Friesen, PLLC,
represents the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed assets of $8,394,190 and debts of
$5,387,116.


BAYOU GROUP: Goldman's Bid to Toss $21MM Arbitration Award Denied
-----------------------------------------------------------------
Bankruptcy Law360 reports that Judge Jed S. Rakoff of the U.S.
District Court for the Southern District of New York on Monday
shot down Goldman Sachs Execution & Clearing LP's bid to vacate a
$20.6 million arbitration award, upholding a win for Bayou Group
LLC's unsecured creditors committee, which has said GSEC turned a
blind eye to fraud at several now-defunct Bayou hedge funds.

                          About Bayou Group

Based in Chicago, Illinois, Bayou Group LLC operated and managed
hedge funds.  The hedge fund that turned out to be a Ponzi scheme
and a receiver was subsequently appointed.  The Company and its
affiliates were sent to Chapter 11 on May 30, 2006 (Bankr.
S.D.N.Y. Lead Case No. 06-22306) to pursue recoveries for the
benefit of defrauded investors.  Elise Scherr Frejka, Esq., at
Dechert LLP, represents the Debtors in their restructuring
efforts.  Joseph A. Gershman, Esq., and Robert M. Novick, Esq., at
Kasowitz, Benson, Torres & Friedman, LLP, represent the Official
Committee of Unsecured Creditors.  Kasowitz, Benson, Torres &
Friedman LLP is counsel to the Unofficial Committee of the Bayou
Onshore Funds.  Sonnenschein Nath & Rosenthal LLP represents
certain investors.  Bayou Group estimated assets and debts of more
than $100 million in the Chapter 11 petition.

Bayou has filed lawsuits against former investors who allegedly
received fictitious profits and an inequitably large return of
their principal investments.  Jeff J. Marwil, Esq., at Jenner &
Block, was appointed on April 28, 2006, as the federal equity
receiver.  The receiver commenced adversary proceedings to recover
certain fraudulent transfers made by Bayou Group to investors.

The Bayou fraud resulted in three guilty pleas. Daniel Marino, the
head of finance, was sentence to a 20-year prison term despite his
cooperation with prosecutors.  James Marquez, a Bayou co-founder,
was sentenced to four years and three months in prison and told to
pay $6.2 million in restitution.  Another founder, Samuel Israel
III, was sentenced to 20 years following his guilty plea in
September 2005.


BEAZER HOMES: Fitch Assigns 'B-/RR4' Rating to $200 Mil. Notes
--------------------------------------------------------------
Fitch Ratings expects to assign a 'B-/RR4' rating to Beazer Homes
USA, Inc.'s proposed offering of $200 million of senior unsecured
notes due 2019.  The company intends to use the net proceeds from
this offering to fund or replenish cash that has been used to fund
the prior redemption or repurchase of its outstanding senior
notes.  Additionally, following the completion of the proposed
notes offering, the company expects to issue a notice for the
redemption in full of its outstanding 6.5% senior notes due 2013,
although no specific date for the redemption has been established.

Fitch currently rates Beazer:

  -- Issuer Default Rating 'B-';
  -- Secured revolving credit facility 'BB-/RR1';
  -- Second lien secured notes 'BB-/RR1';
  -- Senior unsecured notes 'B-/RR4';
  -- Convertible subordinated notes 'CC/RR6';
  -- Junior subordinated debt 'CC/RR6'.

The Rating Outlook is Stable.

The Recovery Rating of 'RR1' on Beazer's secured credit revolving
credit facility and second-lien secured notes indicates
outstanding recovery prospects for holders of these debt issues.
The 'RR4' on Beazer's senior unsecured notes indicates average
recovery prospects for holders of these debt issues.  Beazer's
exposure to claims made pursuant to performance bonds and joint
venture debt and the possibility that part of these contingent
liabilities would have a claim against the company's assets were
considered in determining the recovery for the unsecured
debtholders.  The 'RR6' on the company's mandatory convertible
subordinated notes and junior subordinated notes indicates poor
recovery prospects for holders of these debt issues in a default
scenario.  Fitch applied a liquidation value analysis for these
RRs.

The ratings and Outlook for Beazer reflect the company's healthy
liquidity position, improved capital structure 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 expects that the summer and fall months
will likely 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.

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.


BEAZER HOMES: S&P Assigns 'CCC' Rating to $200 Mil. Notes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC' credit
rating and its '6' recovery rating to Beazer Homes USA Inc.'s
proposed $200 million senior notes due 2019.  The '6' recovery
rating reflects S&P's expectation for negligible (0%-10%) recovery
in the event of default.

The proposed notes will be guaranteed by substantially all of the
company's subsidiaries and will rank equally with $855 million of
existing senior unsecured notes and will be subordinated to
$261 million of existing senior secured notes and other secured
indebtedness.  Beazer will use proceeds to replenish cash that it
previously used to repurchase the company's senior notes due 2012
and its convertible notes due 2024 at par.

"S&P's ratings on Beazer reflect a heavy interest burden that S&P
expects to weigh on the company's bottom line profitability in
2011 despite recent modest improvements in operations," says
credit analyst James Fielding.  "This interest burden contributes
to S&P's vulnerable business risk assessment."

Although Beazer's business and liquidity profiles have improved,
S&P doesn't anticipate raising its ratings on the company over the
next 12 months because S&P expects costs associated with the
company's heavy debt load will weigh on profitability.  S&P would
lower its ratings if the company acquires land more aggressively
than anticipated such that its unrestricted cash balance falls
significantly below $400 million.  Furthermore, the ratings could
come under pressure if the housing market takes second severe
downward turn that contributes to larger-than-anticipated losses
and a sharp reduction in tangible net worth.


BEAZER HOMES: Moody's Assigns 'Caa2' Rating to $200 Mil. Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Caa2 rating to Beazer Homes'
proposed $200 million senior unsecured notes offering due May
2019.  The proceeds from the notes offering will be used to
replenish the cash that was used previously to repurchase
outstanding senior notes.  All other ratings, including Caa1
corporate family rating, Caa1 probability of default rating, B1
rating for senior secured debt, Caa2 rating for senior unsecured
debt, and SGL-3 speculative grade liquidity rating, were affirmed.
The rating outlook is stable.

These rating actions were taken:

  -- Caa2 (LGD4, 63%) rating assigned to the proposed $200 million
     senior unsecured notes offering due 2019;

  -- Corporate family rating affirmed at Caa1;

  -- Probability of default rating affirmed at Caa1;

  -- Senior secured notes affirmed at B1 (LGD2, 15%);

  -- Senior unsecured notes affirmed at Caa2 (LGD4, 63%);

  -- Speculative grade liquidity assessment affirmed at SGL-3.

  -- All of Beazer's debt is guaranteed by its principal operating
     subsidiaries.

                        Ratings Rationale

The Caa1 corporate family rating reflects Moody's expectation that
Beazer has reduced costs sufficiently that it will continue to
reduce losses in fiscal 2011.  The impairments and other charges
are likely to be less material going forward, given the company's
improving gross margin performance, stabilizing pricing
environment, and increasing absorptions.  However, Moody's
expectation is that Beazer's cash flow performance will weaken in
2011, as the benefits of inventory liquidation have largely played
out.  The ratings also reflect the company's extended debt
maturity profile, improved Moody's-adjusted debt leverage, and
increased net worth position.

The stable rating outlook reflects Moody's belief that the
industry's fundamental credit conditions have stabilized although
they remain weak, that Beazer's liquidity position has improved
such that it should be able to navigate the next 18 months without
a significant need for capital, and that the company will continue
to strengthen its debt leverage even as it pursues additional
growth opportunities during the next 18 months.

The outlook and/or ratings could come under pressure if the
company were to deplete its cash reserves either through sharper-
than-expected operating losses or through a sizable investment or
other transaction.  Although in the near term it is unlikely, over
a longer time horizon the outlook and/or ratings could improve if
the company were to become and remain profitable, maintain
adequate liquidity, continue to grow its tangible equity base, and
reduce adjusted debt leverage to below 65%.

Headquartered in Atlanta, Georgia, Beazer Homes USA, Inc. is one
of the country's ten largest single-family homebuilders with
operations in 16 states.  Homebuilding revenues and consolidated
net income for the 12 months ended September 30, 2010 were
approximately $1.0 billion and $(34) million, respectively.


BERNADETTE BUSINESS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Bernadette Business Forms, Inc.
          dba Bernadette Print Group
              Jet Envelope
        601 Cannonball Lane
        O Fallon, MO 63366

Bankruptcy Case No.: 10-52722

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Barry S. Schermer

Debtor's Counsel: Robert E. Eggmann, Esq.
                  LATHROP & GAGE
                  7701 Forsyth Boulevard, Suite 400
                  Clayton, MO 63105
                  Tel: (314) 613-2800
                  Fax: (314) 613-2801
                  E-mail: reggmann@lathropgage.com

Scheduled Assets: $4,349,430

Scheduled Debts: $12,586,272

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/moeb10-52722.pdf

The petition was signed by George Mitschele, Jr., president.


BERRY PLASTICS: To Issue $800 Million 2nd Lien Notes
----------------------------------------------------
Berry Plastics Corporation, an Apollo Management, L.P. and Graham
Partners portfolio company, said it intends to issue $800 million
of second priority senior secured notes due 2020.  Berry intends
to use the net proceeds from the offering to fund its previously
announced cash tender offers and related consent solicitations for
certain of its outstanding notes.  The closing of the Tender
Offers and related consent solicitations remain subject to the
satisfaction of the terms and conditions of such Tender Offers.  A
full-text copy of the Company's statement is available for free
at http://ResearchArchives.com/t/s?6df2

                      About Berry Plastics

Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products.  At January 2, 2010 the Company had more than 80
production and manufacturing facilities, primarily located in the
United States.  Berry is a wholly-owned subsidiary of Berry
Plastics Group, Inc.  Berry Group is primarily owned by affiliates
of Apollo Management, L.P. and Graham Partners.  Berry, through
its wholly owned subsidiaries operates five reporting segments:
Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings
and Specialty Films.  The Company's customers are located
principally throughout the United States, without significant
concentration in any one region or with any one customer.

On December 3, 2009, Berry Plastics obtained control of 100% of
the capital stock of Pliant upon Pliant's emergence from
reorganization pursuant to a proceeding under Chapter 11 for a
purchase price of $602.7 million.  Pliant is a leading
manufacturer of value-added films and flexible packaging for food,
personal care, medical, agricultural and industrial applications.
The acquired business is primarily operated in Berry's Specialty
Films reporting segment.

The Company's balance sheet at July 3, 2010, showed $5.71 billion
in total assets, $5.44 billion in total liabilities, and
$268.5 million in stockholders' equity.

                           *     *     *

Berry Plastics has a 'B3' corporate family rating, with stable
outlook, from Moody's Investors Service.  Moody's said in April
2010 that Berry's B3 CFR reflects weakness in certain credit
metrics, financial aggressiveness and acquisitiveness and a
continued difficult operating and competitive environment
especially in the flexible plastics and tapes segments.  The
rating also reflects the Company's exposure to more cyclical end
markets, relatively weak contracts with customers and a high
percentage of commodity products.


BERRY PLASTICS: Moody's Assigns 'Caa1' Rating to New Senior Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the new second
priority senior secured notes of Berry Plastics Corporation and
affirmed the company's B3 Corporate Family Rating and stable
ratings outlook.  Moody's also affirmed the SGL-3 speculative
grade liquidity rating.

Moody's took these rating actions for Berry Plastics Corporation:

  -- Assigned $800 million second priority senior secured notes
     due 2020, Caa1 (LGD 5, 72%)

  -- Affirmed $1,200 million senior secured term loan due 2015, B1
     (LGD 3, 30% from 32%)

  -- Affirmed $680 million first priority senior secured floating
     rate notes due 2015, B1 (LGD 3, 30% from 32%)

  -- Affirmed $370 million first priority senior secured 8.125%
     notes due 2015, B1 (LGD 3, 30% from 32%)

  -- Affirmed $775 million second priority senior secured 8.875%
     notes due 2014, Caa1 (LGD 5, 72% from 66%) (To be withdrawn
     after the transaction is completed)

  -- Affirmed $225 million second priority senior secured floating
     rate notes due in 2014, Caa1 (LGD 5, 72% from 66%)

  -- Affirmed $500 million second priority senior secured 9.5%
     notes due 2018, Caa1 (LGD 5, 72% from 66%)

  -- Affirmed $265 million senior subordinated notes due 2016,
     Caa2 (LGD 6, 93% from 92%)

  -- Affirmed Corporate Family Rating, B3

  -- Affirmed Probability of Default Rating, B3;

  -- Affirmed Speculative Grade Liquidity Rating, SGL-3

Moody's took these rating actions for Berry Plastics Group, Inc.:

  -- Affirmed $500 million senior unsecured term loan due 2014
     ($52 million outstanding), Caa2 (LGD 6, 96%)

The rating outlook is stable.

The ratings are subject to receipt and review of the final
documentation.

                        Ratings Rationale

The rating is in response to Berry's announcement on November 5,
2010 that it intends to issue $800 million of second priority
senior secured notes due 2020.  Berry intends to use the net
proceeds from the offering to fund its previously announced cash
tender offers and related consent solicitations for certain of its
outstanding notes.

Berry's B3 Corporate Family Rating reflects weakness in certain
credit metrics, financial aggressiveness and acquisitiveness and a
continued difficult operating and competitive environment
especially in the flexible plastics and tapes segments.  The
rating also reflects the company's exposure to more cyclical end
markets, relatively weak contracts with customers and a high
percentage of commodity products.

Strengths in Berry's competitive profile include its scale,
concentration of sales in food and beverage packaging and
potential synergies from the Pliant acquisition longer term.  The
company's strengths also include moderate liquidity and a strong
competitive position in rigid plastic containers.  Berry also has
a history of producing innovative products despite the large
percentage of commodity products.

               What Could Change the Rating -- Down

The rating could be downgraded if there is deterioration in the
credit metrics and/or liquidity and/or further deterioration in
the operating and competitive environment.  Additional debt
financed acquisitions or excessive acquisitions, regardless of
financing, could also prompt a downgrade.  Specifically, the
rating could be downgraded if total adjusted total debt to EBITDA
remains above 7.0 times, EBITA to gross interest coverage remains
below 1.0 time, and free cash flow to debt remains negative.

                What Could Change the Rating -- Up

An upgrade is not anticipated given the company's high leverage.
However, the ratings could be upgraded if adjusted total debt to
EBITDA moves below 6.0 times, free cash flow to debt moves up to
the mid to high single digit range, the EBITA margin improves to
the high single digit range, and EBITA to gross interest coverage
moves above 1.2 times on a sustained basis within the context of a
stable operating and competitive environment.  An upgrade would
also be dependent upon maintenance of good liquidity and less
aggressive financial and acquisition policies.


BERRY PLASTICS: Estimates $1.15-Bil. in Net Sales for Fiscal Q4
---------------------------------------------------------------
Berry Plastics Corporation estimated that its net sales will total
approximately $1.154 million during its fiscal 2010 fourth quarter
-- three months ended Oct. 2, 2010 -- representing an increase of
45% over $795 million in the fiscal 2009 fourth quarter.  The
increase in sales is a result of acquisition volume growth
attributed to the acquisitions of Pliant and Superfos of 34%, net
selling price increases of 10% and base volume increases of 1%.

Also, the Company estimates that its fiscal 2010 fourth quarter
Adjusted EBITDA, excluding unrealized cost reductions, will be
$153 million compared to $159 million for the fourth fiscal
quarter of 2009.

The Company estimates a net loss of $3 million for the quarter
ended Oct. 2, 2010, compared with an actual net income of
$9 million for the quarter ended Sept. 26, 2009.

The Company expects to have $148 million cash at October 2, 2010.

A full-text copy of the Company's filing with the Securities and
Exchange Commission is available for free
at http://ResearchArchives.com/t/s?6df3

                      About Berry Plastics

Berry Plastics Corporation manufactures and markets plastic
packaging products, plastic film products, specialty adhesives and
coated products.  At January 2, 2010 the Company had more than 80
production and manufacturing facilities, primarily located in the
United States.  Berry is a wholly-owned subsidiary of Berry
Plastics Group, Inc.  Berry Group is primarily owned by affiliates
of Apollo Management, L.P. and Graham Partners.  Berry, through
its wholly owned subsidiaries operates five reporting segments:
Rigid Open Top, Rigid Closed Top, Flexible Films, Tapes/Coatings
and Specialty Films.  The Company's customers are located
principally throughout the United States, without significant
concentration in any one region or with any one customer.

On December 3, 2009, Berry Plastics obtained control of 100% of
the capital stock of Pliant upon Pliant's emergence from
reorganization pursuant to a proceeding under Chapter 11 for a
purchase price of $602.7 million.  Pliant is a leading
manufacturer of value-added films and flexible packaging for food,
personal care, medical, agricultural and industrial applications.
The acquired business is primarily operated in Berry's Specialty
Films reporting segment.

The Company's balance sheet at July 3, 2010, showed $5.71 billion
in total assets, $5.44 billion in total liabilities, and
$268.5 million in stockholders' equity.

                           *     *     *

Berry Plastics has a 'B3' corporate family rating, with stable
outlook, from Moody's Investors Service.  Moody's said in April
2010 that Berry's B3 CFR reflects weakness in certain credit
metrics, financial aggressiveness and acquisitiveness and a
continued difficult operating and competitive environment
especially in the flexible plastics and tapes segments.  The
rating also reflects the Company's exposure to more cyclical end
markets, relatively weak contracts with customers and a high
percentage of commodity products.


BRIGHAM EXPLORATION: Reports $700,000 Net Loss for 3rd Qtr 2010
---------------------------------------------------------------
Brigham Exploration Company said it had record quarterly
production volumes and reported record revenues and operating
income, excluding the impact of unrealized hedging losses, in the
third quarter of 2010.

The Company's reported net loss for the third quarter 2010 was
$0.7 million versus net income of $0.5 million for the same period
last year.  The Company said, "Our after-tax earnings in the third
quarter 2010 excluding the loss on the early redemption of our
Senior Notes due 2014 and unrealized mark-to-market hedging losses
were $18.1 million as compared to our after-tax earnings in the
third quarter 2009 excluding our unrealized mark-to-market hedging
gains and the non-cash write-down of the carrying value of our
inventory were $0.3 million."

The Company's balance sheet at Sept. 30, 2010, showed
$1.02 billion in total assets, $447.84 million in total
liabilities, and stockholder's equity of $574.68 million.

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

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

                    About Brigham Exploration

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

                          *     *     *

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

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

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


BROCK TUCY: Promises to Fully Pay Unsecured Creditors in 5 Years
----------------------------------------------------------------
Brock P. Tucy and Maple Park Properties, Inc., submitted to the
U.S. Bankruptcy Court for the District of Massachusetts a proposed
Chapter 11 Plan and an explanatory Disclosure Statement.

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

According to the Disclosure Statement, the Plan contemplates that
the Debtors continue their business of owning an operating a
recreational park.  The Debtors propose to pay their
administrative creditors, priority tax claims, and secured
creditors to the extent of the value of the collateral securing
their claims from cash on hand and future revenues.  It also
proposes to pay the unsecured creditors 100% dividend payable in
five annual installments, the first installment to be June 1,
2011.

Under the Plan, all quarterly disbursement fees, accrued prior to
confirmation will be paid in full, on or before the date of
confirmation of the Debtors' Plan.

Funding for the implementation of the Plan will be derived from an
investor who agreed to invest $500,000 in exchange for 25%
interest in the real estate and 25% of the ownership interest in
Maple Park.

Pursuant to the Plan, Digital Federal Credit Union and Peter D'
Angelo will receive payments of interest commencing 30 days after
confirmation at the rate of 5% per annum with a balloon to be paid
in the 61st month on account of their secured claims.  Mr. D'
Angelo will receive payments of interest commencing on the 61st
month with a balloon payment on the 120th month on account of his
unsecured claim.

Payments to the allowed unsecured claims will commence on the 13th
month and be paid 100% over a period of 48 months.

Mr. Tucy will retain a 75% beneficial interest in BKT Realty Trust
and Glen Charlie Realty Trust and 75% shareholder of Maple Park
Properties, Inc.

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

                      About Brock P. Tucy

East Wareham, Massachusetts-based Brock P. Tucy owns and operates
a recreation park known as Yogi Bear Jelly Stone Park with 332
developed RV sites located at East Wareham, Massachusetts filed
for
Chapter 11 protection on December 16, 2009 (Bankr. D. Mass. Case
No. 09-22152).  Norman Novinsky, Esq., at Novinsky & Associates
represents the Debtor.  The Company disclosed $18,190,005 in
assets and $7,381,151 in debts as of the Petition Date.


BXP 1 LLC: Asks for Court's Nod to Use Apartment Proceeds
---------------------------------------------------------
BXP 1 LLC seeks authority from the U.S. Bankruptcy Court for the
Eastern District of New York to use, until April 2011, their
lenders' cash collateral.

Each of the Debtor's six apartment buildings appears to be
encumbered by a mortgage in favor of the Bluestone Group as well
as statutory liens in favor of the City of New York.

Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, explains
that the Debtor needs to use the proceeds from the apartment
buildings to fund its Chapter 11 case, pay suppliers and other
parties.  The Debtor will use the collateral pursuant to a budget,
a copy of which is available for free at:

            http://bankrupt.com/misc/BXP1_budget.pdf

The Debtor will (a) furnish the Mortgagee with monthly operating
reports required by the United States Trustee, and (b) provide the
Mortgagee with a replacement lien on the Debtor's assets to the
extent of any erosion of the Mortgagee's cash collateral as a
result of the Debtor's use of the rents.  The Debtor will continue
to employ a managing agent subject to the Mortgagee's approval.
Limiting the use of cash collateral further serves to adequately
protect the Mortgagee.

The Court has set a hearing for November 29, 2010, at 11:00 a.m.
to consider the application of the Debtor to use cash collateral.

Porter Ranch, California-based BXP 1 LLC owns six apartment
buildings in the Bronx, New York.  It 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.  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.


CABLEVISION SYSTEMS: RNS Balance Sheet Upside Down by $493MM
------------------------------------------------------------
According to a filing with the Securities and Exchange Commission,
Rainbow National Services LLC and its subsidiaries has
$1.337 billion in assets, $1.831 billion in debts and a member's
deficiency of $493.951 million at Sept. 30, 2010.

Rainbow National Services reported net income of $39.4 million on
$228.16 million of net revenue for three months ended Sept. 30,
2010, compared with net income of $41.50 million on
$206.175 million of revenue for three months ended Sept. 30, 2009.

The financial statements of RNS, an indirect wholly-owned
subsidiary of Cablevision Systems Corporation and CSC Holdings
LLC, were furnished to RNS bondholders in accordance with the
requirements of the Indenture, dated as of August 20, 2004,
relating to RNS' and RNS Co-Issuer Corporation's $300,000,000 8-
3/4% Senior Notes due 2012 and the Indenture, dated as of August
20, 2004, relating to RNS' and RNS Co-Issuer Corporation's
$325,000,000 10-3/8% Senior Subordinated Notes due 2014.

A full-text copy of the financial statements is available for free
at http://ResearchArchives.com/t/s?6df0

A full-text copy of a management's discussion and analysis of
financial condition and results of operations is available for
free at http://ResearchArchives.com/t/s?6df1

                      About Cablevision Systems

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

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

                           *     *     *

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

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


CALFRAC WELL: S&P Gives Stable Outlook; Affirms 'B+' Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Calgary,
Alta.-based fracturing service provider Calfrac Well Services Ltd.
to stable from negative.  Standard & Poor's affirmed the 'B+'
corporate credit rating on Calfrac.

At the same time, S&P assigned a 'B+' issue-level rating (the same
as the corporate credit rating) and '3' recovery rating to the
company's proposed US$400 million senior unsecured notes due 2020.
The '3' recovery rating indicates S&P's expectation of meaningful
(50%-70%) recovery in the event of a payment default.

"The outlook revision reflects S&P's view of industry conditions,
which have improved since 2009," said Standard & Poor's credit
analyst Aniki Saha-Yannopoulos.  Fueling this improvement are
stable oil prices, more horizontal drilling, and increased
drilling in the shale plays.  High demand for pressure pumping
services have benefited Calfrac's EBITDA generation and uplifted
its margins.  "S&P expects that Calfrac will continue to benefit
from this environment through 2010," added Ms. Saha-Yannopoulos.
Concurrently, S&P expects debt/EBITDA measures will improve for
the company through 2011.

Standard & Poor's views Calfrac's business profile as weak.  The
ratings incorporate S&P's assessment of the company's
concentration in the North American market, large exposure to the
inherently volatile fracturing services, and dependence on
exploration and production companies' capital budgets, which
fluctuate with commodity prices.  The ratings also incorporate
S&P's opinion of the company's dominant market position in Canada,
its ability to participate in the unconventional oil and gas
developments in North America, and its flexible capital
expenditure budget.

Calfrac is an oilfield services provider with operations in
Canada, the U.S., Mexico, Argentina, and Russia.  The company
provides hydraulic fracturing and well stimulation services.  Pro
forma for the notes offering, as of Sept. 30, 2010, Calfrac will
have approximately C$450 million of adjusted gross debt, adjusted
for operating leases.  S&P understands that the company will use
proceeds from the notes offering to refinance its 2015 notes,
repay borrowings under the revolver, and for general corporate
purposes.

In S&P's view, Calfrac's weak business risk profile reflects the
company's geographic concentration and high exposure to the
volatile pressure pumping business.  Almost 85% of the company's
revenues are generated in the North American market.  Seasonality
in the Canadian market compresses Calfrac's second-quarter
operations while sustained weak gas prices affect the company's
EBITDA and EBITDA margins.  The company's leverage towards the
fracturing business (which is almost 90% of revenues) also exposes
Calfrac to the volatility of its clients' capital budgets.
Pressure pumping is a highly competitive business; weak commodity
prices cause E&P companies to cut back their capital expenditure
budgets, and thus, drilling and completion of wells.  An
oversupply in the pressure pumping market, when capital budgets
are reduced during low gas prices, leads to intense pricing
pressure and hence narrow margins, as evidenced by Calfrac and its
competitors during 2008 and 2009.  In S&P's opinion, in spite of
improving margins in the current market, sustained low commodity
prices and intense competitive pressure could negatively affect
Calfrac's operations and EBITDA margins.

The outlook on Calfrac is stable.  S&P expects improved industry
conditions and higher pressure pumping requirements through 2011
will allow Calfrac to generate strong EBITDA and EBITDA margins.
Concurrent with the strong operations, S&P expects the company's
financial measures to improve substantially to below 2x
debt/EBITDA in 2011.  S&P will consider a negative rating action
if S&P note industry conditions to deteriorate or the company's
debt to EBITDA increase above 4x due to acquisitions or other
management policies.  Given the company's current scope and lack
of operational diversity, S&P does not anticipate any positive
rating actions.


CHARLES SHOFF: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Charles R. Shoff
        760 Brush Hill Road
        Irwin, PA 15642

Bankruptcy Case No.: 10-27883

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Pittsburgh)

Debtor's Counsel: Michael J. Henny, Esq.
                  LAW OFFICES OF MICHAEL J. HENNY
                  Suite 2828 Gulf Tower
                  707 Grant Street
                  Pittsburgh, PA 15219
                  Tel: (412) 261-2640
                  Fax: (412) 391-0221
                  E-mail: m.henny@hennylaw.com

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

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

A list of the Debtor's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/pawb10-27883.pdf


CHEMTURA CORP: Reports $12 Million Net Profit in Q3
---------------------------------------------------
Chemtura Corporation reported net earnings from continuing
operations attributable to Chemtura on a GAAP basis of $12 million
for the third quarter of 2010 and net earnings on a managed basis
of $21 million.

Net sales for the third quarter of 2010 were $710 million, an
increase of $101 million compared with third quarter 2009 net
sales of $609 million.  The increase in net sales was attributable
to increased sales volumes of $91 million and an increase in
selling prices of $18 million, partially offset by unfavorable
foreign currency translation of $6 million and the sale of the
sodium sulfonate business which had a $2 million impact.

The Company's balance sheet at Sept. 30, 2010, showed
$3.88 billion in total assets, $730.0 million in total current
liabilities, $1.82 billion in total liabilities not subject to
compromise, $2.10 billion in liabilities subject to compromise,
and a stockholder's deficit of $45 million.

Gross profit for the third quarter of 2010 was $160 million, an
increase of $1 million compared with the same quarter last year.
Gross profit as a percentage of sales decreased to 23% in the
quarter as compared with 26% in the same quarter last year
primarily due to a widening lag between increases in raw material
costs and resulting increases in selling prices.  Raw material
costs have increased from the lows seen in the middle of 2009.
The increase in gross profit was primarily due to $18 million in
higher selling prices and $13 million in higher sales volume.  The
higher volume also resulted in $19 million of favorable
manufacturing costs.  These favorable impacts were offset by a
$33 million increase in raw material and energy costs, a $5
million increase in distribution costs, $4 million related to
costs associated with the registration of chemicals in the
European Union under REACh legislation, $3 million associated with
environmental reserve adjustments and a $4 million increase in
other costs.

The operating profit for the third quarter of 2010 was $69 million
compared with operating profit of $31 million for the third
quarter of 2009.  The increase in operating profit was primarily
due to a $40 million credit for changes in estimates related to
expected allowable claims, a $2 million gain on sale of business,
a $2 million decrease in restructuring charges, a $1 million
increase in gross profit, a $1 million increase in equity income
and a $1 million decrease in depreciation and amortization, which
was offset by a $9 million increase in selling, general and
administrative and research and development costs.  SGA&R included
an expense of $3 million for an unfavorable decision against the
Company at the conclusion of a long-standing Canadian trade
dispute case resulting in the payment of a portion of the
counterparty's legal costs.

Interest expense of $35 million in the third quarter of 2010 was
$17 million higher than the same period in 2009.  The higher
interest expense resulted from the determination it was probable
that obligations for interest on unsecured bankruptcy claims would
ultimately be paid based on the estimated claim recoveries
reflected in the plan of reorganization filed during the second
quarter of 2010.  The amount of post-petition interest recorded
during the third quarter of 2010 was $21 million.  The increase
was also the result of recording interest expense associated with
$455 million in aggregate principal amount of the Senior Notes and
the $295 million Term Loan (both issued as part of the exit
financing facilities contemplated under the Plan), partially
offset by lower financing costs under the Amended DIP Credit
Facility entered into in February 2010.

Other income, net was $8 million in the third quarter of 2010
which was unchanged from the third quarter of 2009.

Reorganization items, net in the third quarter of 2010 was $33
million compared with $20 million in the third quarter of 2009.
Reorganization items primarily comprised professional fees
directly associated with the Chapter 11 reorganization and the
impact of negotiated claims settlement for which Bankruptcy Court
approval has been obtained or requested.  The increase is
primarily due to higher professional fees related to the
disclosure statement approval, solicitation and confirmation
hearing activities during the third quarter of 2010.

Net earnings from continuing operations attributable to Chemtura
for the third quarter of 2010 was $12 million, or $0.05 per share,
compared with net earnings from continuing operations attributable
to Chemtura of $10 million, or $0.04 per share, for the third
quarter of 2009.

Earnings from discontinued operations for the third quarter of
2009 was $2 million (net of a $1 million tax provision).

The loss on sale of discontinued operations for the third quarter
of 2010 was $3 million, which represents an adjustment related to
the sale of the polyvinyl chloride additives business.  The loss
on sale of discontinued operations in the third quarter of 2009
was $4 million, which represented an adjustment for a loss
contingency related to the sale of the OrganoSilicones business in
July 2003.

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

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

                       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.


CHEMTURA CORP: Judge Mulls $20MM Reserve for Pentair Water
----------------------------------------------------------
The judge overseeing Chemtura Corp.'s bankruptcy is mulling
whether to rope off $20 million for Pentair Water Pool and Spa
Inc. to serve as insurance while the company appeals a ruling
concerning a reserve fund, Bankruptcy Law360 reports.

Judge Robert E. Gerber heard arguments on Monday in the U.S.
Bankruptcy Court for the Southern District of New York on whether
to set aside cash and stock, according to Law360.

                       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.


CHENIERE ENERGY: Posts $40 Million Net Loss in Sept. 30 Quarter
---------------------------------------------------------------
Cheniere Energy Inc. reported a net loss of $40.6 million for the
quarter ended September 30, 2010, compared with a net loss of
$42.5 million for the comparable 2009 period.  Revenue was
$68.25 million in the third quarter of 2010 compared with
$56.33 million in the same period in 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$2.61 billion in total assets, $354.40 million in total current
liabilities, $2.59 billion in long-term debt, $74.63 million in
long-term debt - related to parties, $30.73 million in deferred
revenue, $2.31 million in other non-current liabilities, and a
stockholder's deficit of $431.01 million.

As of September 30, 2010, the Company had unrestricted cash and
cash equivalents, accounts receivable and other working capital
from LNG and natural gas marketing activities of $89.3 million
that will be available to Cheniere, which excludes cash and cash
equivalents available to Cheniere Partners.

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6de0

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6de1

                       About Cheniere Energy

Cheniere Energy, Inc. (NYSE Amex: LNG) -- http://www.cheniere.com/
-- is a Houston-based energy company primarily engaged in LNG
related businesses, and owns and operates the Sabine Pass LNG
receiving terminal and Creole Trail pipeline in Louisiana.
Cheniere is pursuing related business opportunities both upstream
and downstream of the Sabine Pass LNG receiving terminal.
Cheniere is also the founder and holds a 30% limited partner
interest in another LNG receiving terminal.


CHRYSLER LLC: Reports $84 Million Net Loss for Q3 2010
------------------------------------------------------
Chrysler Group LLC reported a net loss of $84 million for the
third quarter ended September 30, 2010, compared with $172 million
net loss for the second quarter 2010, driven by the increase in
operating profit.  Net loss year-to-date 2010 was $453 million.

Based on better than forecasted financial results achieved to
date, Chrysler has upgraded its full year 2010 guidance, first
provided on November 4, 2009.  The new targets for the year are:

     -- Net Revenues of ~$42 billion (previously $40 billion to
        $45 billion);

     -- Operating Profit of ~$700 million, up from $0.0 to
        $200 million;

     -- Modified EBITDA of ~$3.3 billion, up from $2.5 billion to
        $2.7 billion;

     -- Positive Free Cash Flow of ~$500 million, up from a
        negative $1.0 billion.

Chrysler said cash at the end of the third quarter 2010 was $8.260
billion compared to $7.841 billion at the end of the second
quarter 2010, primarily due to the finalization of the Mexican
development banks loan for $400 million which was fully drawn
during the quarter.  An additional $2.3 billion remains available
to be drawn under Chrysler Group's U.S. Treasury and Canadian and
Ontario government loan agreements, bringing total available
liquidity above $10.5 billion.

Chrysler said Gross Industrial Debt at September 30, 2010,
increased to $12.0 billion, primarily due to the finalization of
the Mexican development banks loan, capitalized interest on the
VEBA Trust Note, and additions of other financial obligations.
Net Industrial Debt increased to $3.8 billion from $3.4 billion at
the end of the second quarter.

Worldwide vehicle sales were 401,000 units for third quarter 2010,
a decrease of 1% compared to 407,000 units in second quarter 2010,
with the Jeep and Ram brands posting gains.  U.S. market share
improved for the fifth consecutive quarter since the Company's
formation to 9.6% in third quarter 2010 from 9.4% in the second
quarter 2010 and 8.0% in third quarter 2009.  In addition,
Canadian market share was a strong 12.8% although volumes
decreased in line with the seasonal Canadian auto industry
decrease.  Throughout the quarter, the new Jeep Grand Cherokee
drove dealership consumer traffic in both the U.S. and Canada.

Copies of Chrysler's earnings report are available at:

          http://is.gd/gRrN6
          http://is.gd/gRs8t
          http://is.gd/gRsdq

"A year ago, Chrysler Group laid out clear and concise five year
financial goals and after three consecutive quarters of better
than forecasted results, we are not only living up to our
commitments but we are also exceeding our 2010 financial
objectives," said Sergio Marchionne, Chief Executive Officer,
Chrysler Group LLC.

Jeff Bennett, writing for Dow Jones Newswires, reports that
although Chrysler has yet to make money this year while U.S.
competitors Ford Motor Co. and General Motors Co. have reported
surging profits, the third-quarter loss was Chrysler's smallest
since its exit from bankruptcy, suggesting that Mr. Marchionne's
efforts to revive the company may be paying off.

Mr. Bennett, however, reports that Chrysler continues to be
squeezed by thin profit margins.  Chrysler generated $593 in
operating profit for each vehicle produced.  Ford generated $2,710
per vehicle in the third quarter, helping Ford report a $1.7
billion profit.

Mr. Bennett also notes about 80% of Chrysler's dealers said they
were profitable in the third quarter.  Dealers, as a group, have
invested about $265 million since June 2009 to upgrade or renovate
their showrooms.

                          About Chrysler

Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products.  Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck.  Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.

Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead
Case No. 09-50002).  Chrysler hired Jones Day, as lead counsel;
Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory
Group LLC, and Greenhill & Co. LLC, for financial advisory
services; and Epiq Bankruptcy Solutions LLC, as its claims agent.
Chrysler has changed its corporate name to Old CarCo following its
sale to a Fiat-owned company.  As of December 31, 2008, Chrysler
had $39,336,000,000 in assets and $55,233,000,000 in debts.
Chrysler had $1.9 billion in cash at that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat.  Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC.  Fiat has a 20%
equity interest in Chrysler Group.

Dow Jones reports that the U.S. and Canadian governments provided
Chrysler with $4.5 billion to finance its bankruptcy case.  Those
loans are to be repaid with the proceeds of the bankruptcy
estate's liquidation.


CINCINNATI BELL: Fitch Maintains 'B/RR4' Rating on Senior Notes
---------------------------------------------------------------
Fitch Ratings is maintaining the 'B/RR4' rating on Cincinnati
Bell Inc.'s latest offering of $275 million of 8 3/8% senior
unsecured notes due 2020.  The notes are being issued as
additional notes under the indenture governing the company's
issuance of $500 million of 8 3/8% senior unsecured 2020 notes
in October 2010, previously rated 'B/RR4'.  The company's Issuer
Default Rating is 'B', and the Rating Outlook is Stable.

The proceeds will be used to repay the remaining outstanding
borrowings on the company's senior secured credit facilities plus
fees and expenses related to the note offering.  The credit
facilities had approximately $756 million outstanding on Sept. 30,
2010, and were partially reduced by the $500 million offering in
October 2010.

Fitch's 'B' IDR for CBB reflects expectations for relatively high,
albeit stable leverage and its diversified revenue profile.  In
addition, its wireline and wireless businesses generate strong
free cash flows.  Risk factors incorporated into the rating
include the competitive pressure on CBB's wireline and wireless
segments, as well as the expansion of its data center business.
The $525 million acquisition of CyrusOne Networks, LLC, a data
center operator, closed in June 2010.  The acquisition represented
CBB's first significant step outside of its traditional service
territory.  Following the transaction, CBB stated it is
considering further expansion of the data center business both
nationally and internationally, which in Fitch's view entails
additional risk.

As a result of the CyrusOne acquisition, Fitch estimates CBB's pro
forma year-end 2010 leverage will rise to approximately 5.0 times
(x) from 4.1x at the end of 2009.  In Fitch's view, leverage may
be slow in returning to historical levels as the data center
business - even with the acquisition - is not yet of a sufficient
scale where its growth rates will significantly overcome the
effects of competitive pressures on EBITDA in the wireline and
wireless business.

CBB's debt on Sept. 30, 2010 totaled $2.48 billion, an increase
of $500 million from Dec. 31, 2009, with the rise stemming from
the acquisition of CyrusOne in June 2010.  At the end of Sept. 30,
2010, the company did not have any debt outstanding on its
$210 million secured revolving credit facility, and the amount
available was $185.4 million, after the effect of letters of
credit.

On June 11, 2010, the company entered into a new credit facility
consisting of a $210 million revolving line of credit and a
$760 million secured term loan.  The new revolver, which matures
in June 2014, replaced a facility of the same size that would have
matured in August 2012.  The $760 million secured term loan B
facility, which would have matured in 2017, was used to repay the
$204 million outstanding on the previous term loan B facility, to
close the acquisition and to pay related fees and expenses.  The
repayment of the term loan B facility eliminates potential
refinancing risk in 2014, when the facility would have matured
under certain circumstances.

Pro forma for the current and October debt offerings, and
excluding capital leases and the undrawn revolver, there are no
debt maturities until 2015, when approximately $252 million of
senior unsecured notes mature.  CBB's $100 million accounts
receivable securitization program (no outstanding amount as of
Sept. 30, 2010) had an additional $82.1 million in borrowing
capacity at the end of the third quarter of 2010.  The receivables
facility expires in March 2012, subject to annual bank renewals in
the second quarter of each year.

Cash amounted to approximately $34 million on Sept. 30, 2010, and
over the last 12 months, the company generated $55 million in free
cash flow under Fitch's definition.  CBB's 2010 guidance calls for
the company to generate approximately $120 million in FCF (as
defined by the company).  Fitch believes the incremental interest
expense associated with the acquisition and the slightly negative
to break-even FCF position of CyrusOne could cause FCF to remain
under $100 million in 2010 (as defined by Fitch).

CBB expects its 2010 capital spending to be similar to the
$195 million spent in 2009, but it will vary depending on the
level of investment in the data center business.


CINCINNATI BELL: S&P Affirms 'B+' Ratings to $775 Mil. Notes
------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+'
issue-level ratings on Cincinnati-based Cincinnati Bell Inc.'s
$775 million senior unsecured notes due 2020 following a
$275 million add-on.  The '4' recovery rating on the debt remains
unchanged and indicates S&P's expectation of average (30%-50%)
recovery for noteholders in the event of a payment default.  These
notes are an add-on to the 2020 notes that were issued in October
2010.  The company said it plans to use proceeds from the proposed
bond to repay the remaining $260 million outstanding under its
existing bank debt and to pay related fees and expenses.

S&P does not expect the company's financial risk profile, which
S&P views as highly leveraged, to materially change as a result of
this proposed issuance.  Pro forma for the proposed bond issuance
and repayment of the company's bank facility, CBI's leverage,
including S&P's adjustments, increases by approximately 0.1x to
about 5.7x, based on pro forma debt to last-12-month EBITDA.  This
includes the addition of underfunded pension and other post-
employment benefit obligations, operating leases, accrued
interest, and 50% of preferred stock as debt.

The corporate credit rating on CBI is 'B+' and the rating outlook
is negative.  The rating reflects the company's highly leveraged
financial risk profile, with expectations for limited
discretionary cash flow after capital spending, which is currently
elevated to expand its data center business.  S&P considers the
business risk profile to be weak, primarily because of the
significant competitive pressures facing its core wireline
business, which contributes the majority of consolidated revenues
and EBITDA.  Also, CBI's wireless operations remain subject to
intense competition from both national wireless providers and
regional competitors, and the company is concentrated in a single
market.  Tempering factors include CBI's healthy EBITDA margins at
its core wireline business (despite ongoing access-line erosion)
and growing contributions from its technology solutions business,
which S&P believes offers better growth characteristics than the
wireline business.

                          Ratings List

                      Cincinnati Bell Inc.

           Corporate Credit Rating       B+/Negative/--

             Rating Affirmed; Recovery Rating Unchanged

                      Cincinnati Bell Inc.

                   Senior Unsecured $775 mil

                 Notes due 2020                B+
                  Recovery Rating              4


CINCINNATI BELL: Moody's Assigns 'B2' Rating to $275 Mil. Notes
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Cincinnati Bell,
Inc's proposed $275 million issuance of senior unsecured notes due
2020.  The company expects to use the net proceeds primarily to
pay down the $266 million outstanding Tranche B term loan,
maturing 2017.  As part of the rating action, Moody's upgraded the
ratings on CBB's existing senior secured debt to Ba1 from Ba2,
given the added loss absorption provided by the new junior-ranking
notes and in accordance with Moody's Loss Given Default
Methodology.  Moody's affirmed the company's B1 Corporate Family
Rating and Probability of Default Rating.

Moody's has taken these rating actions:

Assignments:

  -- $275 million Senior Unsecured Regular Bond/Debenture,
     Assigned B2 - LGD4, 57%

Upgrades:

Issuer: Cincinnati Bell Inc.

  -- Senior Secured Bank Credit Facility, Upgraded to Ba1, LGD2,
     15% from Ba2, LGD2, 25%

  -- Senior Secured Regular Bond/Debenture, Upgraded to Ba1, LGD2,
     15% from Ba2, LGD2, 25%

                        Ratings Rationale

The Company's B1 CFR reflects CBB's relatively high leverage for a
telecommunications company and poor expected free cash flow
generation as the company intends to expand the staged buildout of
its data center business.  The company has been devoting a greater
share of its capital budget over the past three years to grow the
data center business, and the acquisition of CyrusOne marks the
company's first significant expansion outside the core Ohio,
Kentucky and Indiana service territories.  At the same time,
Moody's anticipates that downward pressure on the Company's
revenue will persist due to continuing access line losses in CBB's
incumbent wireline territories and intense competition in wireless
segment.  As such, even though Moody's does not expect the company
to resume its share repurchases, nearly all free cash flow
generation will be consumed by increased capital expenditures in
its wireless and technology solutions segments, in addition to
pension contributions over the next two to three years.  The
ratings benefit from CBB's solid market position as an incumbent
residential telecommunications provider and the revenue
diversification it derives from its wireless network and business
customer base.

The stable outlook is based on Moody's expectations that CBB will
be able to maintain stable EBITDA levels by offsetting access line
losses through increased efficiencies in its incumbent wireline
operations and by growing data and broadband revenues in its
wireless segment.

Positive rating pressure could develop if CBB can resume
generating consistent positive free cash flow, while EBITDA growth
or debt reduction leads to leverage of under 5.0x (total adjusted
debt-to-EBITDA).  Moody's believes in order to achieve the target
leverage CBB needs to generate meaningful free cash flow growth in
addition to committing the cash flow to debt reduction.  However,
given competitive pressures faced by the Company, Moody's believes
CBB faces significant challenges in achieving this goal over the
rating horizon.

Moody's will likely review the rating for a downgrade if the
Company's EBITDA comes under pressure either due to higher-than-
expected access line losses in its ILEC operations, declining
profitability of its wireless operations, or lack of a pick-up in
demand for its data center businesses, such that debt-to-EBITDA
cannot be maintained below 6.0x (Moody's adjusted).  The rating
will also likely come under downward pressure if the Company's
liquidity position deteriorates further.

As the ratings incorporate expectations of the Company generating
modest positive free cash flow, a larger distribution to
shareholders or large capital commitments that could create a free
cash flow deficit over the rating horizon would also negatively
affect ratings.


CITIGROUP INC: SEC Subpoenas Brokers on Probe of Debt Funds
-----------------------------------------------------------
American Bankruptcy Institute reports that a Securities and
Exchange Commission investigation of soured Citigroup Inc. debt
funds has subpoenaed former in-house brokers, some of whom contend
the bank misled investors about how risky the funds were.

                       About Citigroup Inc.

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

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

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


COMPANIA MEXICANA: Bankruptcy Court Grants Ch. 15 Protection
------------------------------------------------------------
A bankruptcy court on Monday granted Chapter 15 bankruptcy
recognition to Compania Mexicana de Aviacion SA de CV, after the
Mexican airline cleared up a dispute over fees owed to a group of
U.S. airports and federal agencies, Bankruptcy Law360 reports.

Law360 says Judge Martin Glenn of the U.S. Bankruptcy Court for
the Southern District of New York approved the debtor's Chapter 15
petition after it submitted a joint agreement resolving an
objection.

                    About Mexicana Airlines

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

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

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

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

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

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


COMFORCE CORP: Reports $2.3MM Net Income in Third Quarter
---------------------------------------------------------
COMFORCE Corporation reported results for its third quarter ended
September 26, 2010.

As previously announced, on November 1, 2010, COMFORCE entered
into a definitive merger agreement with an affiliate of ABRY
Partners, LLC, pursuant to which, and upon the terms and
conditions thereof, Merger Sub will merge with and into COMFORCE
with COMFORCE continuing as the surviving corporation and a wholly
controlled subsidiary of ABRY.  The merger is subject to the
adoption of the merger agreement by the holders of at least
a majority of COMFORCE's outstanding common stock and the
satisfaction of certain other customary conditions which are
set forth in the merger agreement.

COMFORCE reported net income of $2.3 million for the third quarter
of 2010, compared to $1.1 million for the third quarter of 2009.
Net income available to common stockholders for the third quarter
of 2010 was $2.1 million, or $0.12 per basic share and $0.07 per
diluted share, compared to $804,000, or $0.05 per basic share and
$0.03 per diluted share for the third quarter of 2009.

The Company's balance sheet at Sept. 26, 2010, showed $181.01
million in total assets, $191.54 million in total liabilities, and
a stockholder's deficit of $10.52 million.

The Company reported revenues rose 22.8% to $171.6 million for the
third quarter of 2010, compared to revenues of $139.7 million for
the third quarter of 2009.  Sequentially, revenues for the third
of quarter 2010 improved 4.9% from the prior quarter.

Revenues of PRO Unlimited, the Company's Human Capital Management
segment, increased $29.7 million, or 29.7% over the third quarter
of 2009, and sequentially 5.0% over second quarter 2010.  This
growth was primarily due to an increase in services provided to
both new and existing clients.  PRO Unlimited reported gross
profit for the third quarter of 2010 of $15.3 million, compared to
$12.4 million for the third quarter of 2009.  Staff Augmentation
revenue increased $2.4 million, or 6.0% in the third quarter of
2010 compared to the same period last year reflecting an increase
in client demand for services in this segment.  Sequentially Staff
Augmentation revenues improved 5.1% over second quarter 2010.

Gross profit for the third quarter of 2010 was $24.3 million, or
14.2% of sales, compared to gross profit of $19.9 million, or
14.3% of sales for the same period last year.  The slight decrease
in gross profit as a percentage of sales was primarily the result
of pricing pressures and lower sales volume on higher margin
services, which were partially offset by a decrease in payroll
related tax expense as a result of the enactment of the Hiring
Incentives to Restore Employment Act in March 2010. COMFORCE's
selling, general and administrative expenses were $18.6 million in
the third quarter of 2010, compared to $16.4 million the same
quarter last year.  SG&A expenses as a percentage of net sales
were 10.8% for the third quarter of 2010, compared to 11.7% for
the third quarter of 2009, primarily due to COMFORCE's ongoing
initiatives to reduce expenses and control costs as revenues
increased.

The Company reported operating income of $4.9 million for the
third quarter of 2010, compared to operating income of $2.6
million for the third quarter of 2009.

Interest expense for the third quarter of 2010 was $835,000
compared to $398,000 for the third quarter of 2009.  The increase
in interest expense was primarily due to the Company's higher
borrowings and interest rates under its credit facility, as
amended in November 2009, which was partially offset by the
elimination of interest expense associated with the repayment of
$1.9 million principal on the Company's 8% Convertible Notes.

Income before income taxes was $4.0 million for the third quarter
of 2010, compared to $1.9 million for the same period last year.

The Company recognized a provision for income taxes of $1.7
million in the third quarter of 2010, compared to $883,000 in the
third quarter of 2009.

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

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

                          About COMFORCE

Based in Woodbury, New York, COMFORCE Corporation (NYSE Amex: CFS)
provides outsourced staffing management services that enable
Fortune 1000 companies and other large employers to consolidate,
automate and manage staffing, compliance and oversight processes
for their contingent workforces.  The Company also provides
specialty staffing, consulting and other outsourcing services to
Fortune 1000 companies and other large employers for their
healthcare support services, technical and engineering,
information technology, telecommunications and other staffing
needs.  In addition, the Company provides funding and back office
support services to independent consulting and staffing companies.


COMPTON PETROLUEM: Posts $4.3 Million Net Loss in Sept. 30 Qtr.
---------------------------------------------------------------
Compton Petroleum Corporation reported a net loss of $4.34 million
or $0.02 per diluted share for the third quarter ended September
30, 2010.  The Company recorded $12.99 million in net earnings for
the third quarter of 2009.  Revenue was $37.86 million in the
third quarter of 2010, compared with $40.29 million in the same
period in 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$1.81 billion in total assets, $857.02 million in total
liabilities, and stockholder's equity of $954.53 million.

Compton anticipates that the current low price level for natural
gas will remain in place through 2011, resulting in Management's
continued prudent approach to capital investment decisions.
Management will continue to focus on its strategy of optimizing
asset value, reducing costs, and carefully managing the
Corporation's capital structure.  This approach has improved
Compton's operating efficiencies and partially offset the impact
of lower natural gas prices on cash flows generated by operations.

Compton's focus on evaluating assets, drilling and operating
practices and implementing cost control initiatives over the past
year is resulting in improved returns on investment.

Subsequent to September, the Company completed its Plan of
Arrangement, which amended its $150 million senior credit facility
as follows:

(a) increase the Facility to $225.0 million, comprised of a
     revolving term facility authorized at $210.0 million and a
     revolving working capital facility authorized at
     $15.0 million;

(b) reduce the interest margins by 0.50% from previous levels;
     and

(c) change the tenor of the Facility such that if not extended at
     lenders option in 2011 the undrawn portion of the Facility
     will be cancelled and the amount outstanding will convert to
     a 365 day non-revolving term facility maturing on July 2,
     2012.

"The Plan of Arrangement was an important step in improving the
stability of our capital structure and will have a positive impact
on debt and interest costs," said Tim Granger, President and Chief
Executive Officer.  "In this challenging natural gas price
environment, we are focusing on improving operational efficiencies
and managing cash flows.  This strategy is proving itself with
continuing strong operating results quarter-over-quarter."

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6de2

Au full-text copy of the quarterly report on Form 10-Q is
available for free at http://ResearchArchives.com/t/s?6de3

                      About Compton Petroleum

Compton Petroleum Corporation is an exploration and production
company.  The Company explores for, develops, and produces oil and
gas in western Canada.  Compton's interests include the areas of
Shekille, Senex, Deep Basin, Rimbey, and Vulcan/Gladys, all in
Alberta, Canada.

Moody's Investors Service has withdrawn Compton Petroleum's
ratings following the repayment of its rated debt.  Ratings
withdrawn include the 'Caa1' Corporate Family Rating and
Probability of Default Rating, and the 'Caa2' senior unsecured
notes rating.


CONNECTOR 2000: Trial Over Ch. 9 Filing Deferred Pending Talks
--------------------------------------------------------------
A federal judge is putting an upcoming trial in the Connector 2000
bankruptcy case on hold, as the nonprofit behind a South Carolina
toll road tries to reach an out-of-court settlement with the
state's Department of Transportation, Dow Jones' DBR Small Cap
reports.

According to the report, Judge David R. Duncan of the U.S.
Bankruptcy Court in Spartanburg, S.C., Monday issued a stay in
Connector 2000's Chapter 9 proceedings, effectively putting the
brakes on a Dec. 6 trial involving the company's right to seek
protection under the arm of the Bankruptcy Code reserved for
municipalities.

According to the judge's order, the report notes, the company and
its adversary in these proceedings, the South Carolina Department
of Transportation, are currently in settlement negotiations,
attempting to agree on a plan of reorganization.  If they succeed,
the SCDOT's objection to the company's Chapter 9 proceeding, which
necessitated the trial, would be resolved, the report adds.

                         About Connector 2000

Piedmont, South Carolina-based Connector 2000 Association Inc., is
a non-profit association set up by the South Carolina Department
of Transportation to finance, construct and operate the 16-mile
toll road known as the "Southern Connector" in Greenville County,
and to build the South Carolina Highway 153 Extension.

Connector 2000 filed for Chapter 9 bankruptcy protection on
June 24, 2010 (Bankr. D. S.C. Case No. 10-04467), estimating both
assets and debts between $100 million and $500 million.  Judge
David R. Duncan presides over the case.  Stanley H. McGuffin,
Esq., at Haynsworth Sinkler Boyd P.A., serves as bankruptcy
counsel.


CONTINENTAL COMMON: Section 341(a) Meeting Scheduled for Dec. 2
---------------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of
Continental Common, Inc.'s creditors on December 2, 2010, at
3:00 p.m.  The meeting will be held at the Office of the U.S.
Trustee, 1100 Commerce Street, Room 976, Dallas, TX 75242.

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

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

Dallas, Texas-based Continental Common, Inc., filed for Chapter 11
bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case
No. 10-37542).  Melissa S. Hayward, Esq., at Franklin Skierski
Lovall Hayward LLP, assists the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million.


CONTINENTAL COMMON: Taps Franklin Skierski as Gen. Bankr. Counsel
-----------------------------------------------------------------
Continental Common, Inc., asks for authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Franklin Skierski Lovall Hayward, LLP, as general bankruptcy
counsel.

FSLH will perform the legal services that will be necessary during
the Debtor's Chapter 11 case.

FSLH will be paid based on these rates:

     Melissa Hayward               $315
     Robert Johnson                $200
     Paralegal                     $150

Melissa S. Hayward, Esq., a partner at FSLH, assures the Court
that the firm is a "disinterested person" as that term defined in
Section 101(14) of the Bankruptcy Code.

Dallas, Texas-based Continental Common, Inc., filed for Chapter 11
bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case
No. 10-37542).  The Debtor estimated its assets and debts at
$10 million to $50 million.


DANIEL KULLBERG: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Daniel Steven Kullberg
        P.O. Box 82983
        San Diego, CA 92138

Bankruptcy Case No.: 10-19681

Chapter 11 Petition Date: November 3, 2010

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Bruce R. Babcock, Esq.
                  LAW OFFICE OF BRUCE R. BABCOCK
                  4808 Santa Monica Ave.
                  San Diego, CA 92107
                  Tel: (619) 222-2661
                  E-mail: brbab@hotmail.com

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

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

A list of the Debtor's 12 largest unsecured creditors filed
together with the petition is available for free at:

     http://bankrupt.com/misc/casb_10-19681.pdf


DAIRY DEPOT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Dairy Depot, Inc.
        2 Reynolds Street
        Norwalk, CT 06855

Bankruptcy Case No.: 10-78708

Chapter 11 Petition Date: November 3, 2010

Court: U.S. Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Alan S. Trust

Debtor's Counsel: Constantine Dimopoulos, Esq.
                  MANIATIS DIMOPOULOS & LOMBARDI LLP
                  700 White Plains Road, Suite 338
                  Scarsdale, NY 10583
                  Tel: (914) 472-4242
                  Fax: (914) 472-5074
                  E-mail: cgd@mdlattorneys.com

Scheduled Assets: $788,250

Scheduled Debts: $2,113,737

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nyeb10-78708.pdf

The petition was signed by Bruno Iacono, president.


DAVID SINGER: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: David L. Singer
          aka Fast Haul
          aka All Seasons
          aka David Singer Hauling
        P.O. Box 21317
        Piedmont, CA 94620

Bankruptcy Case No.: 10-72829

Chapter 11 Petition Date: November 5, 2010

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Roger L. Efremsky

Debtor's Counsel: Kenneth Bauer, Esq.
                  LAW OFFICES OF KENNETH BAUER
                  500 Ygnacio Valley Rd. #328
                  Walnut Creek, CA 94596
                  Tel: (925) 945-7945
                  E-mail: rkenbauer@comcast.net

Estimated Assets: Not Indicated

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.


DAVID VAN DOOZER: Case Summary & 18 Largest Unsecured Creditors
---------------------------------------------------------------
Joint Debtors: David A. Van Doozer
               Deanna Gwyn Van Doozer
               P.O. Box 692
               Canby, OR 97013
               Tel: (503) 266-6342

Bankruptcy Case No.: 10-40626

Chapter 11 Petition Date: November 5, 2010

Court: U.S. Bankruptcy Court
       District of Oregon

Judge: Elizabeth L. Perris

Debtors' Counsel: Gary U. Scharff, Esq.
                  621 SW Morrison Street, #1300
                  Portland, OR 97205
                  Tel: (503) 493-4353
                  E-mail: gs@scharfflaw.com

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

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

A list of the Joint Debtors' 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/orb10-40626.pdf


DELTA PETROLEUM: Board Sets Target Bonuses for 2011
---------------------------------------------------
On November 3, 2010, the Compensation Committee of the Board of
Directors of Delta Petroleum Corporation set the target bonus
amounts for 2011 under its performance-based annual incentive
plan.  The plan provides for a target bonus amount expressed as a
percentage of a participant's base salary.  For 2011, Carl Lakey,
our chief executive officer, will have a target bonus of 150% of
base salary, compared to a target bonus of 70% of base salary for
Mr. Lakey in 2010.  There has been no change in the target bonus
percentage of 70% of base salary for our other executive officers
for 2011.

                      About Delta Petroleum

Delta Petroleum Corporation (NASDAQ Global Market: DPTR)
-- http://www.deltapetro.com/-- is an oil and gas exploration and
development company based in Denver, Colorado.  The Company's core
areas of operations are the Rocky Mountain and Gulf Coast Regions,
which comprise the majority of its proved reserves, production and
long-term growth prospects.

The Company's balance sheet at June 30, 2010, showed $1.24 billion
in total assets, $347.06 million in total current liabilities,
$358.47 million in total long-term liabilities, and stockholders'
equity of $535.53 million.

                          *     *     *

As reported in the Troubled Company Reporter on March 15, 2010,
KPMG LLP, in Denver, expressed substantial doubt about the
Company's ability to continue as a going concern after auditing
the Company's financial statements for the year ended December 31,
2009.  The independent auditors noted that of the Company's
ongoing losses and working capital deficiency, and that in
addition, outstanding borrowings under the Company's credit
facility are due January 15, 2011.

In July 2010, Standard & Poor's Ratings Services revised its
outlook on Delta Petroleum Corp. to negative from developing.  At
the same time, S&P affirmed its ratings on the company, including
the 'CCC' corporate credit rating.

According to the Troubled Company Reporter on Sept. 14, 2010,
Standard & Poor's Ratings Services revised its recovery rating on
Delta Petroleum Corp.'s unsecured debt to '4' from '3', indicating
S&P's expectation for average recovery in the range of 30% to 50%
in the event of default.  At the same time, S&P affirmed its 'CCC'
issue-level rating on this debt (the same as the corporate credit
rating).


DERMONTTI DAWSON: House, Other Assets to Be Auctioned Nov. 15
-------------------------------------------------------------
Karla Ward, writing for the Lexington Herald-Leader, reports that
the house and other properties of former National Football League
player Dermontti Dawson are set to be sold at auction next week:

     -- The home at 24 Avenue of Champions that Mr. Dawson shared
        with his wife, Regina, is scheduled to be sold at 10 a.m.
        Monday.  The auction will be held at the house, valued at
        $1 million.

     -- An auction of Mr. Dawson's vehicles, firearms, watches,
        jewelry, household goods and personal memorabilia will be
        held at 1 p.m. Monday at Heritage Hall.

As reported by the Troubled Company Reporter on Jul 6, 2010,
Dermontti Dawson filed for Chapter 7 bankruptcy in Lexington,
Kentucky.  Mr. Dawson is a former University of Kentucky football
standout who has been hailed as one of the greatest centers in
National Football League history.  According to documents included
in his Chapter 7 bankruptcy filing, Mr. Dawson has assets totaling
$1,417,891.27 and liabilities totaling $69,659,693.26.

At the time of the bankruptcy filing, Mr. Dawson told the Herald-
Leader that his "personal guaranty exposure on the debts of
numerous real estate interests has led to the Chapter 7 filing."


DISH NETWORK: Earns $255 Million in September 30 Quarter
--------------------------------------------------------
DISH Network Corporation filed its quarterly report on Form 10-Q,
reporting a net income of $244.98 million on $3.20 billion of
total revenue for the three months ended Sept. 30, 2010, compared
with net income of $80.49 million on $2.89 billion for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$9.29 billion in total assets, $10.71 billion in total
liabilities, and a stockholder's deficit of $1.42 billion.

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

                       About DISH Network

DISH Network Corporation is the third largest pay television
provider in the United States with 14.1 million subscribers as of
Dec. 31, 2009.  Annual revenues approximate $11.6 billion.

The Company's balance sheet at June 30, 2010, showed $9.03 billion
in total assets and $10.61 billion in total liabilities, and a
stockholders' deficit of $1.58 billion.

                           *     *     *

Dish Network carries a 'Ba3' corporate family rating, with "stable
outlook", from Moody's.  In March 2010, Moody's said the ratings
are not affected by the announcement that a U.S. appeals court
upheld a lower court's ruling that despite changes made by Dish to
its DVR software, the company was still infringing on TiVo Inc.'s
patents.  Dish and TiVo have been in litigation since 2004 over
TiVo's patent infringement claim.  As a result of the ruling, the
Company owes approximately $300 million in damages through July
2009 and potentially additional charges should the company be
required to pay for patent infringements since July 2009.  Dish
announced that it will be seeking a further review of the court's
latest decision by the full Federal Circuit.  Moody's noted that
if the company fails to win on the further review, it will have to
pay a sizable sum to TiVo, but it will still have to contend with
the future of its DVR product offering.  Its last hope is to gain
approval for a design around the TiVo patents, but if
unsuccessful, Dish will need to negotiate a licensing arrangement
with TiVo to avoid the risk of having to disable and replace
millions of DVRs at significant expense.


DOLLAR THRIFTY: DBRS's 'B' Issuer Rating Unmoved by Q3 Results
--------------------------------------------------------------
DBRS has commented that the ratings of Dollar Thrifty Automotive
Group, Inc. (DTAG or the Company), including its Issuer Rating of
B (high) are unaffected following the Company's announcement of
3Q10 earnings results.  The trend on all ratings remains Stable.

DBRS's comment follows DTAG's earnings release indicating net
income of $49.2 million for 3Q10, a 63% increase from the
comparable period a year ago.  On an underlying basis, DTAG
reported corporate adjusted EBITDA of $81.8 million.  Excluding
merger-related expenses of approximately $11.9 million, corporate
adjusted EBITDA was $93.7 million, the best quarterly performance
in the Company's history.  The still favorable used vehicle market
was the primary driver of the solid results.  Indeed, vehicle
depreciation and lease charges declined 16.7% year-on-year to
$85.7 million.  Also benefiting the quarter's results was a modest
improvement in rental days and sound pricing discipline.
Moreover, results benefited from the continuing management focus
on cost control efforts.  DBRS considers the quarter's results as
very respectable.

Recovering demand and the Company's pricing strategies continue to
drive solid revenue generation.  Total vehicle rental revenue
increased 1.6% year-on-year to $425.5 million.  Revenue per day
(RPD) grew to $50.97, or a 0.2% increase year-on-year, evidencing
good pricing discipline.  Importantly, despite the tepid economic
recovery and slower than anticipated growth in leisure travel
demand, DTAG experienced solid growth of 1.4% in rental days.
Going forward, DBRS expects rental demand to continue to recover
slowly as consumer sentiment recovers from historically low
levels.  DTAG continues to demonstrate solid fleet management.
Fleet utilization remained relatively stable year-on-year at
84.0%, despite the average fleet increasing 1.7%. Moreover, fleet
costs continue to benefit from the healthy used vehicle market and
changes to disposition operations utilizing the Company's own
sales force.  Vehicle depreciation per unit for 3Q10 totaled $262
per month, 16.8% lower than a year ago, evidencing still strong
resale values.  DBRS notes that gains on sales of risk vehicles
declined to $10 million from $16.8 million in 3Q09.  The Company
has largely cycled through the 2008 and 2009 vehicles which were
depreciated during the trough of the used vehicle market.  Going
forward, the Company anticipates fleet costs will increase over
the near-term to more normal levels due to lower gains on vehicle
dispositions.

The Company continues to have solid access to the capital
markets.  In the ten months ending October 31, 2010, DTAG
completed $950 million of new fleet financings in the U.S. and
an additional $150 million fleet financing facility in Canada.
At quarter end, the Company had over $1.0 billion of available
liquidity to address near-term maturities.  DTAG's next medium
term note maturity is $600 million, which will begin to amortize
in December 2010.  DBRS views this maturity profile as manageable.


DWAYNE GREENE: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Dwayne B. Greene
        5232 Wildmarsh Drive
        Raleigh, NC 27613-6570

Bankruptcy Case No.: 10-09078

Chapter 11 Petition Date: November 3, 2010

Court: U.S. Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: J. Rich Leonard

Debtor's Counsel: J.M. Cook, Esq.
                  ATTORNEY AT LAW
                  P.O. Box 2241
                  Raleigh, NC 27602
                  Tel: (919) 675-2411
                  E-mail: J.M.Cook@jmcookesq.com

Estimated Assets: $0 to $50,000

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

A list of the Debtor's 19 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb10-09078.pdf


DYNEGY INC: Proxy Advisory Firm Recommends Blackstone Deal
----------------------------------------------------------
Dynegy Inc. on Tuesday commenced mailing a letter to stockholders
reiterating the recommendation of the Dynegy Board of Directors
that they vote in favor of the Agreement and Plan of Merger, dated
as of August 13, 2010, providing for the acquisition of Dynegy by
Denali Parent Inc., an affiliate of The Blackstone Group L.P.

Bruce A. Williamson, Dynegy's Chairman, President and CEO, told
stockholders in the letter, which is dated November 8, that
independent proxy advisory firm Institutional Shareholder Services
issued a report on November 7 recommending that Dynegy
stockholders vote for the merger at the November 17 Special
Meeting of Stockholders.  ISS concluded that Blackstone's premium
offer is fair to Dynegy stockholders, "Based on the lack of any
competing bids from the go-shop process, moreover, as well as our
own analysis of the likely stand-alone value of the stock without
this transaction, we believe the offer represents a fair price
with a reasonable premium, and recommend shareholders vote FOR the
merger."

ISS recognizes that Dynegy continues to face challenges, many of
which are beyond its control, including low and declining
commodity prices and continued economic weakness, and commented on
Dynegy's stand-alone prospects absent the Blackstone transaction:
"[F]undamentals seem to have deteriorated since announcement, with
the average price for natural gas on the 5-year forward curve
having decreased 7.1% and analysts having cut their estimates.
Based on the historical relationship with peers and the current
consensus 2011 EBITDA estimates, the stock standalone value would
be $2.66."

ISS said Blackstone's $4.50 per share cash offer represents a 69%
premium to ISS's estimated share price of $2.66 per share for
Dynegy on a stand-alone basis.

On August 13, 2010, Dynegy entered into an Agreement and Plan of
Merger with Denali Parent Inc., and Denali Merger Sub Inc., a
wholly owned subsidiary of Parent, providing for the merger of
Merger Sub with and into Dynegy.  Both Parent and Merger Sub are
affiliates of The Blackstone Group L.P.  In the Blackstone Merger,
Dynegy stockholders will receive $4.50 in cash for each
outstanding share of Dynegy common stock they own in a transaction
valued at $4.7 billion, including the assumption of existing debt.
Dynegy will be the surviving corporation in the Blackstone Merger
and will continue to do business following the Blackstone Merger.
Dynegy will cease to be a publicly traded company.

Concurrently with the execution of the Merger Agreement, Merger
Sub entered into a Purchase and Sale Agreement with NRG Energy,
Inc., pursuant to which NRG will, simultaneously with the closing
of the Blackstone Merger, acquire the Casco Bay, Moss Landing,
Morro Bay and Oakland power generation facilities and related
assets currently owned by Dynegy for cash consideration of $1.36
billion.  The completion of the Blackstone Merger between Dynegy
and Merger Sub is contingent upon the concurrent closing of the
NRG Sale.  The NRG Sale will not occur if the Blackstone Merger is
not consummated.

                        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.

Dynegy's board said November 2 that despite the broad solicitation
of potentially interested parties during the 40-day "go-shop"
period, no party made a proposal, much less one that was superior
to the Blackstone offer.

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.


DYNEGY INC: Posts $24 Million Net Loss for 3rd Quarter 2010
-----------------------------------------------------------
Dynegy Inc. and Dynegy Holdings Inc. on Tuesday delivered to the
Securities and Exchange Commission the company's third quarter
financial results for the period ended September 30, 2010.

Net loss attributable to Dynegy Inc. was $24 million for the third
quarter 2010 from $212 million for the 2009 third quarter.  Net
loss attributable to Dynegy Inc. was $70 million for the nine-
month period from $892 million for the year ago period.

Dynegy said consolidated revenues were $775 million for the three
months ended September 30, 2010, from $673 million for the same
period in 2009.  Consolidated revenues were $1.872 billion for the
nine months ended September 30, 2010, from $2.027 billion for the
same period a year ago.

At September 30, 2010, Dynegy had $11.121 billion in total assets,
$8.231 billion in total liabilities, and $2.890 billion in
stockholders' equity.

A full-text copy of Dynegy's quarterly report is available at no
charge at http://ResearchArchives.com/t/s?6df9

On August 13, 2010, Dynegy entered into an Agreement and Plan of
Merger with Denali Parent Inc., and Denali Merger Sub Inc., a
wholly owned subsidiary of Parent, providing for the merger of
Merger Sub with and into Dynegy.  Both Parent and Merger Sub are
affiliates of The Blackstone Group L.P.  In the Blackstone Merger,
Dynegy stockholders will receive $4.50 in cash for each
outstanding share of Dynegy common stock they own in a transaction
valued at $4.7 billion, including the assumption of existing debt.
Dynegy will be the surviving corporation in the Blackstone Merger
and will continue to do business following the Blackstone Merger.
Dynegy will cease to be a publicly traded company.

Concurrently with the execution of the Merger Agreement, Merger
Sub entered into a Purchase and Sale Agreement with NRG Energy,
Inc., pursuant to which NRG will, simultaneously with the closing
of the Blackstone Merger, acquire the Casco Bay, Moss Landing,
Morro Bay and Oakland power generation facilities and related
assets currently owned by Dynegy for cash consideration of $1.36
billion.  The completion of the Blackstone Merger between Dynegy
and Merger Sub is contingent upon the concurrent closing of the
NRG Sale.  The NRG Sale will not occur if the Blackstone Merger is
not consummated.

                        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.

Dynegy's board said November 2 that despite the broad solicitation
of potentially interested parties during the 40-day "go-shop"
period, no party made a proposal, much less one that was superior
to the Blackstone offer.

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.


EMMIS COMMUNICATIONS: Has Until May to Regain NASDAQ Compliance
---------------------------------------------------------------
Emmis Communications Corporation received notification from the
Nasdaq Stock Market on November 1, 2010, that the Company's Class
A Common Stock had closed below the minimum $1.00 per share bid
requirement for 30 consecutive business days and therefore is not
in compliance with Nasdaq Marketplace Rule 5450(a)(1).  The
Company has until May 2, 2011, to regain compliance with the
Minimum Bid Price Rule.  During this period, the Company's Class A
Common Stock will continue to trade on the Nasdaq Global Select
Market.

"This news is not unexpected," said Emmis Chairman and CEO, Jeff
Smulyan.  "We are actively evaluating our alternatives and are
confident we have a variety of options to address this situation
prior to May 2, 2011."

If at any time before May 2, 2011, the bid price of the Company's
Class A Common Stock closes at $1.00 per share or more for a
minimum of 10 consecutive business days, Nasdaq will notify the
Company that it has achieved compliance with the Minimum Bid Price
Rule.  If the Company does not regain compliance with the Minimum
Bid Price Rule by May 2, 2011, Nasdaq will notify the Company that
its Class A Common Stock will be delisted from the Nasdaq Global
Select Market.  Nasdaq rules would then permit the Company to
appeal any delisting determination by the Nasdaq staff to a
Listing Qualifications Panel.

The Company intends to actively evaluate and monitor the bid price
for its Class A Common Stock between now and May 2, 2011, and
consider implementation of various options available to the
Company if its Class A Common Stock does not trade at a level
that is likely to regain compliance.

The notification does not affect the listing of the Company's
6.25% Series A Cumulative Convertible Preferred Stock, which will
continue to trade on the Nasdaq Global Select Market under the
symbol "EMMSP."

                           About Emmis

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation -- http://www.emmis.com/-- owns and operates radio
stations and magazine publications in the U.S. and in Europe.

At February 28, 2010, the Company had $498,168,000 in total
assets; $487,246,000 in total liabilities and $140,459,000 in
Series A Cumulative Convertible Preferred Stock; and a
shareholders' deficit of $178,959,000.  At February 28, 2010, the
Company had non-controlling interests of $49,422,000 and total
deficit of $129,537,000.

As of April 15, 2010, the Company had not paid the Preferred Stock
dividend for six consecutive quarterly periods.

                           *     *     *

In April 2009, Moody's cut its corporate family rating on the
Company to 'Caa2'.

In May 2009, S&P raised its corporate credit rating on the Company
to 'CCC+'.  In June, S&P withdrew the 'CCC+' Corp. Credit Rating
at the Company's request.


FAIRVUE CLUB: First State Wants to Take Over Operations
-------------------------------------------------------
Eric Miller at Summer County Publications reports that First State
Bank made a request to take control of operations at Fairvue Club
Properties after the federal bankruptcy court denied confirmation
of the ownership's Chapter 11 restructuring plan.

The bank said Company owner Leon Moore had been paying for the
operation of the club out of his own pocket because the business
had been experiencing negative cash flow.  The filing asserts that
the Company owners have ceased attempting to restructure their
debt, according to the report.

Summery County Publications relates that the Court sustained an
objection by debtor American Security Bank & Trust regarding the
feasibility of the proposed debt restructure, finding that the
plan does not provide a reasonable framework for assuring success
of the plan.

The Club at Fairvue Plantation has suspended operations.

                   About Fairvue Club Properties

Gallatin, Tennessee-based Fairvue Club Properties, LLC, filed for
Chapter 11 (Bankr. M.D. Tenn. Case No. 09-13807) on December 1,
2009.  William L. Norton, III, Esq., at Bradley Arant Boult
Cummings LLP, assists the Debtor in its restructuring effort.
The Company disclosed $13,287,625 in assets and $17,215,175 in
liabilities as of the Petition Date.


FANNIE MAE: Reports $1.3 Billion Net Loss for 3rd Quarter 2010
--------------------------------------------------------------
Fannie Mae reported a net loss of $1.3 billion in the third
quarter of 2010, compared to a net loss of $1.2 billion in the
second quarter of the year.  The Company said in a statement that
it continues to focus on building a strong new book of business
and returning to profitability, and its operating results reflect
stabilizing credit-related expenses and increasing revenues.

The company's net loss attributable to common stockholders was
$3.5 billion, including $2.1 billion in dividend payments to the
U.S. Treasury. To eliminate the company's net worth deficit of
$2.4 billion as of September 30, 2010, more than 85 percent of
which is the dividend payment to Treasury, the Federal Housing
Finance Agency has requested $2.5 billion on the company's behalf
from Treasury.  Upon receiving those funds, the company's total
obligation to Treasury for its senior preferred stock will be
$88.6 billion.  The company has paid a total of $8.1 billion in
dividends to Treasury.

"Our operating results reflect our ongoing efforts to manage the
credit-related expenses in our legacy business and build a new,
profitable book of business," said Fannie Mae President and CEO
Michael J. Williams.  "The loans we have acquired since the
beginning of 2009 reflect our commitment to realistic, common-
sense lending standards and sustainable homeownership.  Their
credit profile remains strong, and we expect these loans to be
profitable over their lifecycle.  We are building this new book
of business while we continue to provide liquidity to America's
housing market as it struggles to recover, and to support programs
to help families stay in their homes and avoid foreclosure
whenever possible."

A full-text copy quarterly report on Form 10-Q is available for
free at http://ResearchArchives.com/t/s?6de8

A full-text copy of earnings release is available for free
at http://ResearchArchives.com/t/s?6de9

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.


FRANKLIN PACIFIC: Judge Rejects Disclosure Statement
----------------------------------------------------
Bankruptcy Judge Vincent Zurzolo on Wednesday denied approval of
the disclosure statement for Franklin Pacific Finance LLLP's
reorganization plan, American Bankruptcy Institute reports.

According to the Disclosure Statement, the Debtor intends to pay
creditors and interest-holders from future earnings from continued
operations of the Debtor, including rental income, interest
income, potential sales or refinances of properties, and note
payments due to the Debtor.  Most likely, general unsecured
creditors can expect payment beginning 30 days after the Effective
Date of this Plan in the amount of 1/3 of each creditors'
unsecured claim plus 4% interest and continuing every month for 2
additional months.  Under the Plan, plan payments will occur
from year 2011 to 2012.

                      About Franklin Pacific

Santa Monica, California-based Franklin Pacific Finance, LLLP,
engages in the business of acquiring and operating real estate
assets and loans secured by real estate assets, equipment,
vehicles and business assets, unsecured loans.  The Company
acquires assets and loans as portfolios or in stand-alone
transactions.

The Company filed for Chapter 11 bankruptcy protection on May 24,
2010 (Bankr. C.D. Calif. Case No. 10-30727).  Leslie A. Cohen,
Esq., Esq., and Jaime Williams, Esq., at Leslie Cohen Law, P.C.,
in Santa Monica, California, serve as counsel to the Debtor.  The
Company estimated its assets and debts at $10 million to
$50 million as of the petition date.


FX LUXURY: Judge Approves 2nd-Lien Lenders' Reorganization Plan
---------------------------------------------------------------
Bankruptcy Law360 reports that Judge Bruce A. Markell of the U.S.
Bankruptcy Court for the District of Nevada on Monday signed off
on a restructuring plan for FX Luxury Las Vegas I LLC, the owner
of 17.7 acres along the Las Vegas Strip, according to an attorney
representing second-lien lenders who will take control of the CKX
Inc. affiliate.

                           About FX Luxury

New York-based FX Luxury Las Vegas I, LLC, fka Metroflag BP, LLC,
owns approximately 17.72 contiguous acres of real property located
at the southeast corner of Las Vegas Boulevard and Harmon Avenue
in Las Vegas, Nevada, which secures mortgage loans in the
aggregate principal amount of $454 million as of April 21, 2010.
FX Luxury is the remaining Las Vegas subsidiary of FX Real Estate
and Entertainment Inc.

The Company filed for Chapter 11 bankruptcy protection on
April 21, 2010 (Bankr. D. Nev. Case No. 10-17015).  Deanna L.
Forbush, Esq., at Fox Rothschild, LLP, assists the Company in its
restructuring effort as the Company's bankruptcy counsel.
Greenberg Traurig, LLP, is the Company's special counsel.  Sierra
Consulting Group, LLC, is the Company's financial advisor.

The Company disclosed $139,636,791 in assets and $492,568,036 in
debts at the time of the filing.


GARLOCK SEALING: Judge Agrees Shorter Notice Time on Hearing
------------------------------------------------------------
Bankruptcy Law360 reports that the judge overseeing Garlock
Sealing Technologies LLC's bankruptcy has agreed to shorten the
notice time for an upcoming hearing on an evolving nationwide war
over document discovery that pits bankrupt companies and insurers
against asbestos trust funds and claims processors.

Judge George R. Hodges of the U.S. Bankruptcy Court for the
Western District of North Carolina on Thursday agreed to a request
filed by a group of personal injury funds, according to Law360.

                      About Garlock Sealing

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

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D. N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.
Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

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

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

The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-
counsel.

About 124,000 asbestos claims are pending against Garlock in state
and federal courts across the country.  The Company says majority
of pending asbestos actions against it is stale and dormant --
almost 110,000 or 88% were filed more than four years ago and more
than 44,000 or 35% were filed more than 10 years ago.  A schedule
of the pending asbestos actions is available for free at:

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


GEN ART: Ten Paces' CJ Follini Named Winning Bidder
---------------------------------------------------
The bankruptcy trustee for Gen Art has identified the winning
stalking horse bidder -- CJ Follini of Ten Paces Media.  The
winning bid was in the "hundreds of thousands" of dollars and it
is anticipated that the final sale will close within weeks.

Mr. Follini was the founder and CEO of the successful digital
media studios -- Gun For Hire Production Centers -- with locations
in the West Village, NYC, Toronto, Vancouver, Miami, and Los
Angeles.  Winner of the 1998  CRAINSNY Small Business Award, Gun
For Hire was a mecca for emerging film and digital talent during
the first Internet boom of the late 1990's. Mr. Follini is also
film and documentary producer whose latest project won the Pare
Lorentz Award for Best Documentary.

Gen Art, a showcase devoted to young talent and young audiences
with branches in New York, Los Angeles and Chicago, entered
bankruptcy in May unable to withstand the precipitous drop due to
the recession in advertising and corporate sponsorship - 80% of
its revenue.  At its zenith, Gen Art was the premier launching pad
for emerging fashion designers, filmmakers and artists and was
considered the keenest eye for young creatives in the United
States.  While various companies such as  IMG, UEG, Hachette and
Gilt Groupe, all expressed serious interest in acquiring Gen Art
in recent months, Mr. Follini  beat out the others in the current
bid process with a clear plan for acquisition and revitalization
of the organization.

Ian Gerard, the former CEO and co-founder of Gen Art, is
optimistic about the organization's revival.  "The brand has too
much value, credibility and a loyal following among consumers and
entertainment talent to just disappear."  And now it appears Mr.
Follini concurs with that assessment.  Announcement of Gen Art's
official re-launch date under new management will be made shortly.

                    About Gen Art Productions

Gen Art Productions Inc. operates as an art and entertainment
company that showcases fashion designers, filmmakers, musicians,
DJs, and visual artists. The company was founded in 1993 and is
based in New York, New York with additional offices in Los Angeles
and San Francisco, California; Miami, Florida; and Chicago,
Illinois. As of September, 2009, Gen Art Productions Inc. operates
as a subsidiary of Rock Media & Entertainment. On June 2, 2010, an
involuntary petition for liquidation under Chapter 7 was filed
against Gen Art Productions Inc. in the U.S. Bankruptcy Court for
the Southern District of New York, Manhattan.


GENERAL GROWTH: Completes Restructuring, Emerges from Ch. 11
------------------------------------------------------------
General Growth Properties, Inc. has successfully completed the
final steps of its financial restructuring and has emerged from
Chapter 11.  The emergence marks the conclusion of one of the
largest and most complex bankruptcy cases in U.S. corporate
history.

"Today marks the successful end of one chapter in GGP's history
and the beginning of another," said Adam Metz, chief executive
officer of GGP.  "Over the past nineteen months, we have taken
extraordinary steps to remake GGP's entire financial structure
while at the same time refocusing our operations across all of our
shopping mall properties.  I am especially grateful to our
employees for their commitment and dedication throughout this
challenging process.  We continue the important work of executing
on the many operational and financial improvements we initiated
during the reorganization process."

In its historic restructuring, GGP successfully:

Consensually restructured approximately $15 billion of project-
level debt Recapitalized with $6.8 billion in new equity capital
Paid all creditor claims in full Achieved substantial recovery for
equity holders

As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations. GGP
shareholders as of the record date of November 1, 2010 received
common stock in both companies.  The new GGP, which will commence
trading tomorrow on The New York Stock Exchange under the ticker
symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states.  The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities.  This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.

UBS Investment Bank and Miller Buckfire & Co., LLC are serving as
financial advisors to General Growth Properties in connection with
the restructuring, and Weil, Gotshal & Manges LLP and Kirkland &
Ellis LLP are acting as legal counsel to the Company.

                      About General Growth

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

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

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


GENERAL GROWTH: New GGP Commences Public Offering of 135MM Shares
-----------------------------------------------------------------
General Growth Properties, Inc. has commenced a public offering of
135,000,000 shares of common stock of New GGP, pursuant to the
company's registration statement filed with the Securities and
Exchange Commission.  The underwriters will have an option to
purchase an additional 20,250,000 shares of common stock from the
company at the public offering price, less the underwriting
discounts.

GGP's agreements with Brookfield Asset Management, Fairholme
Funds, Inc., Pershing Square Capital Management  and Teacher
Retirement System of Texas, which were an integral feature of
GGP's plan of reorganization, provide the company with the
flexibility to replace $2.15 billion of the $6.8 billion in equity
commitments, funded today by the plan sponsors in connection with
GGP's emergence from bankruptcy on more favorable terms through a
clawback provision.  New GGP will use the proceeds of the offering
to fund this clawback.  To the extent there are any excess
proceeds, such proceeds will be used for general corporate
purposes.

Goldman, Sachs & Co. and Deutsche Bank Securities are serving as
joint global coordinators for the offering.  Wells Fargo
Securities, RBC Capital Markets, Barclays Capital, UBS Investment
Bank and Morgan Stanley are serving as joint book-running managers
for the offering, Macquarie Capital and TD Securities are serving
as senior co-managers and Piper Jaffray is serving as co-manager.

                       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)


GREEN BANKSHARES: Defers Payments to Trust Preferred Holders
------------------------------------------------------------
Green Bankshares, Inc. (NASDAQ: GRNB), the holding company for
GreenBank, has given notice to the U.S. Treasury Department that
it is suspending the payment of regular quarterly cash dividends
on the Company's Fixed Rate Cumulative Perpetual Preferred Stock,
Series A, issued to the U.S. Treasury Department.  Deferral of
these dividends for six periods will trigger board appointment
rights for the holder of the Series A Preferred Stock.  The
dividends will continue to be accrued for payment in the future
and will be reported for the duration of the deferral period as a
preferred dividend requirement that is deducted from income
available to common shareholders for financial statement purposes.

Additionally the Company has also exercised its rights to defer
regularly scheduled interest payments on all of its issues of
junior subordinated debentures, relating to outstanding trust
preferred securities (TRUPs), having an outstanding principal
amount of $88.6 million.  Under the terms of the trust documents,
the Company may defer payments of interest for up to 20
consecutive quarterly periods without default or penalty. The
regularly scheduled interest payments will continue to be accrued
for payment in the future and reported as an expense for financial
statement purposes.

Together, the deferral of interest payments on TRUPs and
suspension of dividend payments to the U.S. Treasury Department
should preserve about $5.1 million per year in bank level capital.

Green Bankshares says that it made the decision to suspend these
payments in consultation with the Federal Reserve Bank of Atlanta.

Greeneville, Tenn.-based Green Bankshares, Inc., with total assets
of approximately $2.6 billion and about $2.2 billion in
liabilities as of Sept. 30, 2010, is the holding company for
GreenBank.  GreenBank, which traces its origin to 1890, has 63
branches across East and Middle Tennessee, and one branch each in
Bristol, Virginia, and Hot Springs, North Carolina.  It also
provides wealth management services through its GreenWealth
Division and residential mortgage lending through its Mortgage
Division.  In addition, GreenBank conducts separate businesses
through three wholly owned subsidiaries: Superior Financial
Services, Inc., a consumer finance company; GCB Acceptance
Corporation, a consumer finance company specializing in automobile
lending; and Fairway Title Co., a title insurance company.


GREGORY JEFFERS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Joint Debtors: Gregory W. Jeffers
               Elizabeth Ann Jeffers
               15982 Monroe Road 743
               Paris, MO 65275

Bankruptcy Case No.: 10-20621

Chapter 11 Petition Date: November 5, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Missouri (Hannibal)

Judge: Kathy A. Surratt-States

Debtors' Counsel: Spencer P. Desai, Esq.
                  DESAI LAW FIRM LLC
                  Pierre Laclede Center
                  7733 Forsyth Boulevard, Suite 2075
                  St. Louis, MO 63105
                  Tel: (314) 881-0800
                  Fax: (314) 881-0820
                  E-mail: sdesai@desailawfirmllc.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 creditors together with
its petition.


HAMBONE DOG: Wants Continued Access to Lenders' Cash Collateral
---------------------------------------------------------------
Hambone Dog Properties, LLC, asks the U.S. Bankruptcy Court for
the Eastern District of North Carolina to authorize its continued
access to cash in which various lenders claim an interest.

The Debtor granted various lenders, including Carolina Bank,
Crescent State Bank, RBC Bank, and Suntrust Bank, security
interest in all or substantially all of its assets.

The Debtor will use the cash proceeds generated from the rental of
its properties to fund its operations postetition.  The Debtor
will require necessary funds for operating its business and other
expenses, including insurance, repairs, maintenance, utilities,
and other expenses.  The Debtor also needs to pay the 2010 ad
valorem taxes amounting to $97,916.

The Debtor also relates that it has negotiated lease terms with
RCR Marketing, LLC, the successful bidder, and has filed a motion
with the Court seeking approval of those lease terms.

                 About Hambone Dog Properties, LLC

Sanford, North Carolina-based Hambone Dog Properties, LLC, filed
for Chapter 11 bankruptcy protection on July 6, 2010 (Bankr.
E.D.N.C. Case No. 10-05375).  Nigle B. Barrow, Jr., Esq., who has
an office in Raleigh, North Carolina, represents the Debtor.  The
Company disclosed $16,679,610 in assets and $12,159,710 in
liabilities as of the Petition Date.


HARRAH'S ENTERTAINMENT: Lowers 3rd Quarter Net Loss to $164-Mil.
----------------------------------------------------------------
Harrah's Entertainment Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $164.8 million on $2.29 billion of
net revenues for the quarter ended Sept. 30, 2010, compared with
a net loss of $1.71 billion on $2.29 billion of net revenues for
the same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$29.28 billion in total assets, $28.22 billion in total
liabilities, and stockholder's equity of $1.06 billion.

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

                   About Harrah's Entertainment

Las Vegas, Nevada-based Harrah's Entertainment, Inc. --
http://www.harrahs.com/-- through its wholly owned subsidiary,
Harrah's Operating Company, Inc., operates nearly 40 casinos
across the United States, primarily under the Harrah's(R),
Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the
London Clubs International family of casinos and the World Series
of Poker(R).  Private equity firms Apollo Global Management and
TPG Capital LP acquired Harrah's in January for $31 billion.

Harrah's carries 'Caa3' corporate family and probability of
default ratings, with "positive outlook", from Moody's Investors
Service.  It has 'B-' issuer credit ratings, with "stable"
outlook, from Standard & Poor's.


HARRAH'S ENTERTAINMENT: Commences IPO of 31.25-Mil. Shares
----------------------------------------------------------
Harrah's Entertainment Inc. has commenced an initial public
offering of 31,250,000 shares of common stock. All shares included
in the initial public offering are being sold by the Company to be
listed under the name Caesars Entertainment Corporation.

The estimated range for the initial public offering price is
$15.00 to $17.00 per share.  The Company has applied to have the
shares listed on the Nasdaq Global Select Market under the symbol
"CZR." The Company has granted the underwriters a 30-day option to
purchase up to an additional 4,687,500 shares of common stock on
the same terms and conditions.  The Company intends to use the net
proceeds from the offering to fund a near-term pipeline of growth
projects and for general corporate purposes.

Citi, Credit Suisse Securities (USA) LLC, BofA Merrill Lynch,
Deutsche Bank Securities and Goldman, Sachs & Co. will act as the
joint bookrunners for the offering.

                   About Harrah's Entertainment

Las Vegas, Nevada-based Harrah's Entertainment, Inc. --
http://www.harrahs.com/-- through its wholly owned subsidiary,
Harrah's Operating Company, Inc., operates nearly 40 casinos
across the United States, primarily under the Harrah's(R),
Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the
London Clubs International family of casinos and the World Series
of Poker(R).  Private equity firms Apollo Global Management and
TPG Capital LP acquired Harrah's in January for $31 billion.

The Company's balance sheet at Sept. 30, 2010, showed
$29.28 billion in total assets, $28.22 billion in total
liabilities, and stockholder's equity of $1.06 billion.

Harrah's carries 'Caa3' corporate family and probability of
default ratings, with "positive outlook", from Moody's Investors
Service.  It has 'B-' issuer credit ratings, with "stable"
outlook, from Standard & Poor's.


HARRISBURG, PA: City Council to Vote on Hiring Bankruptcy Attys.
----------------------------------------------------------------
Dow Jones' Small Cap reports that the city council in Harrisburg,
Pa., was expected to vote on hiring bankruptcy attorneys, as a
competing effort to deal with the capital city's severe fiscal
crisis remains in limbo.  The report relates that either Fox
Rothschild of Philadelphia or Cravath, Swaine & Moore of New York
would be selected and put up for a vote at the council meeting,
said Councilman Brad Koplinski.

According to the report, the fees are still being worked out, as
well as the means of paying for them, said Koplinski, who
anticipates the compensation coming from the city's 2011 budget or
state assistance.  The report notes that the proposed rates from
law firms responding to the council's request had ranged from $200
an hour to $975 an hour.

Meanwhile, the report says, the state's Department of Community
and Economic Development is reconvening a hearing on Harrisburg
Mayor Linda Thompson's application to the oversight program for
distressed municipalities, known as Act 47.

                          About Harrisburg, PA

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

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

The city has missed about $8 million in debt-service payments this
year on bonds issued in connection with a trash-to-energy
incinerator.  The city owes another $40 million by the end of the
year, and was sued by its home county Dauphin County; bond insurer
Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.;
and bond trustees TD Bank and M&T Bank Corp. over $19 million in
skipped bond payments.


HARRISBURG, PA: DCED Hearing on Act 47 Bid Continued to Nov. 17
---------------------------------------------------------------
The Pennsylvania Department of Community and Economic Development
will hear further testimony at a Nov. 17 public hearing regarding
the city of Harrisburg's request to be designated as "financially
distressed" under Act 47, the agency said November 9.

The continuation of the public hearing is one of several rulings
issued Tuesday by DCED on motions proposed by a citizens group
over the city's application for an Act 47 designation.

The official order, including the additional rulings, is available
at http://www.newpa.com/by searching keyword "Act 47" and
clicking on the link titled "Municipalities Financial Recovery Act
of 1987," or at http://is.gd/gSYND

DCED also has engaged a fiscal consultant to coordinate its
efforts to assist the city in addressing its immediate financial
challenges, even prior to formal action on the Act 47 request.
Robert O'Donnell, of O'Donnell Associates, will immediately begin
work with DCED and will provide assistance to the mayor, city
council, other city officials and other stakeholders to identify
options and achieve consensus on actions to relieve Harrisburg's
financial difficulties.

Mr. O'Donnell, a former speaker of the Pennsylvania House, is an
attorney with a multi-state practice in government relations and
public finance. His clients have included numerous government
entities, public pension funds, municipal bond insurers, and
private corporations.

The continued public hearing will take place at 4 p.m. on
Wednesday, Nov. 17, at the Harrisburg Government Center, 10 N.
Second St., Harrisburg.  Individuals requiring special
accommodations to attend the hearing should contact DCED at least
five days prior to the hearing.

After that hearing, DCED Secretary Austin Burke will review the
entire record and will rule on Harrisburg's request for Act 47
designation.

For more information on the hearing, contact Fred A. Reddig,
1-888-223-6837, 4th Floor, Commonwealth Keystone Building,
Harrisburg, PA 17120.  For more information on Act 47, visit
http://www.newpa.com/or call 1-866-466-3972.

                       About Harrisburg, PA

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

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

The city has missed about $8 million in debt-service payments this
year on bonds issued in connection with a trash-to-energy
incinerator.  The city owes another $40 million by the end of the
year, and was sued by its home county Dauphin County; bond insurer
Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.;
and bond trustees TD Bank and M&T Bank Corp. over $19 million in
skipped bond payments.

As reported by the Troubled Company Reporter on November 4, 2010,
Dow Jones' DBR Small Cap said Harrisburg doesn't have enough money
now to make two debt payments totaling $305,952 on November 15.
Chuck Ardo, spokesman for Mayor Linda Thompson, said the city
intends to make the payments.


HAZLETON GENERAL: Moody's Upgrades Bond Ratings to 'Ba1'
--------------------------------------------------------
Moody's has upgraded the bond rating for Hazleton General Hospital
and Hazleton-St. Joseph Medical Center (PA) to Ba1 from Ba2,
affecting $20.6 million in rated debt as listed at the end of this
report.  Hazleton General Hospital guarantees the bonds issued for
Hazleton-St.  Joseph and operates under the parent, Greater
Hazleton Health Alliance.  The rating outlook is stable at the
higher rating level.

                        Ratings Rationale

The rating upgrade reflects GHHA's improved operating performance,
unrestricted liquidity growth and improved debt measures.

Legal Security: As of December 31, 2006, HSJ was merged into HGH
and HGH assumed the liabilities, including debt, of HSJ.  HGH has
granted a mortgage lien on substantially all of its property and
equipment for the bondholders.

Debt service reserve funds exist for the outstanding bonds.

Interest Rate Derivatives: None

                            Strengths

* Following several years of variable operating performance, GHHA
  has strengthened operating performance over the last three
  years, particularly in 2009 and through nine months of 2010,
  resulting in a 16.7% operating cash flow margin through nine
  months of 2010 compared with a 6.0% operating cash flow margin
  in fiscal year 2007; previous Wellspring engagement (phase one
  of GHHA's "Good to Great" initiative) identified $5.0 million in
  expense savings impacting FY 2009; separately, phase two of
  GHHA's "Good to Great" initiatives have identified $4.8 million
  in additional cost savings for net revenue improvement impacting
  FY2010

* Strong balance sheet measures and liquidity relative to the
  rating category with 183 days cash on hand as of September 30,
  2010 compared to a low point of 79 days cash on hand as of
  fiscal year end 2008 as a result of improved operating
  performance and moderate capital spending; all unrestricted
  investments can be liquidated within a month

* Dominant market position with 65% market share in its primary
  service area of Hazleton, Pennsylvania; limited hospital and
  physician group competition

* Modest debt level and manageable future capital spending with no
  debt plans, resulting in very good peak debt service coverage of
  6.7 times and favorably low 2.0 times debt-to-cash flow based on
  nine months of FY 2010 results

* Conservative debt structure with 100% fixed rate debt and no
  exposure to derivatives

                            Challenges

* Challenged service area demographics with an expected decline in
  population, an aging population and high percentage of Medicare,
  high unemployment and low income levels relative to the state
  and national medians

* Declining admissions trends in three of the last five years as a
  result of growing observation stay volume and the local economy;
  additionally, outpatient surgeries are down 6% in nine months of
  2010 although surgical cases including pain cases show 2% growth
  through the period

* Uncertainty regarding the extension of a Medicare wage index
  reclass, which currently provides an additional $3 million
  annually in payments, although management is confident that GHHA
  will be approved for another three-year renewal of its wage
  index reclass

* Unionized hospital and home health staff present some risk
  although favorable three-year union contracts were recently
  negotiated

                   Recent Developments/Results

The rating upgrade to Ba1 from Ba2 on the bonds reflects the
improved and good operating performance demonstrated by GHHA.
Through nine months of FY 2010, GHHA reported strong margins with
a 8.1% operating margin and 16.7% operating cash flow margin, up
from 2.9% and 12.2% respectively in FY 2009, and -1.3% and 8.0%
respectively in FY 2008 as a result of "Good to Great" revenue
cycle and cost savings initiatives.  GHHA's "Good to Great"
initiative which focuses on financial quality started in late 2008
with cost savings initiatives, developed with the assistance of
Wellspring Partners, and identified $5.2 million in costs savings
and resulted in over $4.0 million of savings in FY 2009.  A
2009/2010 Wellspring net revenue improvement initiative identified
$6.2 million in net revenue improvements that is expected to
result in approximately a $4.8 million improvement realized in FY
2010 as phase two of "Good to Great".  The revenue initiatives are
focused on improving clinical documentation, case management,
managed care rates and charge capture.  The managed care
initiative has already resulted in improved payer contracts and
GHHA is in the process of negotiating to participate in other
health plans which will provide additional reimbursement
opportunities.  Management has adopted "Good to Great" as a
regular process and has entered into phase two which has
identified over $3.0 million in additional cost savings as well as
$4.4 million in additional net revenue improvements.

Despite overall performance improvement, Moody's believe volume
declines will continue to challenge GHHA to sustain improved
margins and revenue growth.  Revenue growth has been modest at 2
to 3% annually for several years, prior to FY 2010 when revenue
growth improved to over 6%.  From FY 2007 to FY 2009, inpatient
admissions declined 15.6%.  In FY 2009, admissions declined 12.7%
and declined another 2.0% through nine months of 2010, primarily
due to a weaker economy and, in FY 2009, a shift to observation
stays.  GHHA's primary service area of Hazleton, PA continues to
be challenged by high unemployment and low income levels resulting
in a decline in patients seeking services.  Admissions and
observation cases combined decreased 6% in FY 2009.  Although
outpatient visits grew 6% through nine months of FY 2010, total
outpatient surgeries alone (including surgeries at a joint venture
ambulatory surgery center) declined 6% through nine months of FY
2010 although combined outpatient surgeries including pain cases
grew 2% during that period.  GHHA still maintains a leading market
position in its primary service area with 65% market share despite
declining volume trends and being challenged with outmigration to
larger healthcare systems including Aa2-rated Geisinger Health
System and A1-rated Lehigh Valley Health Network.  GHHA continues
to implement strategies to address volume decline and outmigration
by continuing to recruit physicians in particular specialties
including cardiology.  Finally, the ability to sustain current
margins is partly dependent on the continuation of the hospital's
Medicare wage index reclass, which renews in early 2011 and
provides $3 million annually in additional payments.

Following a history of variable cash levels, GHHA's balance sheet
metrics continue to improve given the strong operating cash flow
performance, modest capital spending and investment returns.  As
of September 30, 2010, unrestricted liquidity increased to
$47.9 million (183 days cash on hand) from $32.6 million (126 days
cash on hand) as of FYE 2009.  Cash-to-debt improved to 128% as of
September 30, 2010 from 84% at fiscal yearend 2009.  Management
estimates modest capital spending of less than $3.5 million in FY
2010 and $4.4 million in FY 2011, under depreciation expense, with
no large capital plans or plans to issue debt.  Although GHHA's
pension plan was frozen in 2006 and converted to a defined
contribution plan, it was underfunded by $14.2 million as of
December 31, 2009, with future funding levels estimated to be
below expense levels.

GHHA's debt measures are adequate for the rating category as
leverage continues to decline as indicated by the 33% debt-to-
revenue ratio at September 30, 2010 from 37% at FYE 2009.  Debt
coverage measures are strong through nine months of FY 2010 with
6.7 times Moody's-adjusted maximum annual debt service coverage
and 2.0 times debt-to-cash flow, both of which are improved over
the prior year.  GHHA's debt structure is all fixed rate bonds
with no derivatives exposure.

                             Outlook

The stable outlook at the higher rating level reflects Moody's
belief that GHHA will be able to sustain recent improvement and
that cash will be maintained given operating improvement and
manageable capital plans.

                 What could change the rating -- Up

Multiple years of sustained improvement in operations, given
economic challenges; stability of inpatient volumes and consistent
growth in outpatient visits and surgeries, revenue growth higher
than historical rates, which averaged a modest 2 to 3% to ensure
long-term sustainability; maintenance of balance sheet and
liquidity levels with no material additional debt issuance

                What could change the rating -- Down

Significant volume losses resulting in material decline in
operating performance, loss of physicians or increase in
competition within the service area; decline in unrestricted cash
and investments and liquidity; additional borrowing or sizeable
capital plans

                          Key Indicators

Assumptions & Adjustments:

  -- Based on financial statements for Greater Hazleton Healthcare
     Alliance

  -- First number reflects audited FY 2009 for the year ended
     December 31, 2009

  -- Second number reflects unaudited nine months of FY 2010
     ending September 30, 2010 (annualized)

  -- Investment returns smoothed at 6% unless otherwise noted

* Inpatient admissions: 6,804; 6,739

* Total operating revenues: $105.5 million; $112.1 million

* Moody's-adjusted net revenue available for debt service:
  $14.7 million; $21.3 million

* Total debt outstanding: $38.7million; $37.3 million

* Maximum annual debt service (MADS): $3.3 million; $3.2 million

* MADS Coverage with reported investment income: 4.5 times; 6.5
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 4.5 times; 6.7 times

* Debt-to-cash flow: 3.1 times; 2.0 times

* Days cash on hand: 126 days; 183 days

* Cash-to-debt: 84%; 128%

* Operating margin: 2.9%; 8.1%

* Operating cash flow margin: 12.2%; 16.7%

Rated Debt (as of September 30, 2010):

  -- Series 1997 (Hazleton General Hospital) fixed rate debt
     ($8.7 million), rated Ba1

  -- Series 1996 (Hazleton-St.  Joseph Medical Center) fixed rate
     debt ($11.9 million), rated Ba1

Last Rating Action:

The last rating action was on November 2, 2009, when the municipal
scale Ba2 rating and stable outlook were affirmed.  That rating
was subsequently recalibrated to Ba2 on May 7, 2010.


HERTZ CORP: DBRS's 'BB' Issuer Rating Unmoved by Q3 Results
-----------------------------------------------------------
DBRS has commented that the ratings of Hertz Corporation (Hertz or
the Company), including its Issuer Rating of BB are unaffected
following the Company's announcement of 3Q10 financial results.
The trend on all ratings is Stable.

DBRS's comment follows Hertz's earnings release indicating a
noteworthy increase in pre-tax profit to $158.3 million for 3Q10
compared to $75.8 million in 3Q09.  On an underlying basis,
corporate EBITDA grew 12.7% year-on-year to $437.2 million.
Importantly, the results evidence good momentum across all
businesses with revenue growth in all three operating segments.
Earnings were driven by an 8.9% year-on-year increase in worldwide
revenues, excluding the effects of foreign currency movements, to
$2.2 billion.  Revenue growth was primarily driven by increasing
demand and solid pricing gains across both the U.S. and European
car rental segments.  Within equipment rental, the pace of decline
in pricing slowed to 2.9% compared to 8.6% a year ago, providing
early indications of stabilization and overall good pricing
discipline.  Indeed, given recent trends of monthly improvement in
pricing, Hertz expects that equipment pricing will be close to
flat year-on-year in the near-term.  Moreover, revenue generation
benefited from continued growth in both the off-airport business
and Advantage, the Company's cost-conscious leisure travel brand.
Although direct operating expenses increased on a dollar basis
3.5%, largely owed to seasonality and the continuing expansion of
the Company's off-airport operations and the Advantage brand, as a
percentage of revenues direct operating expenses were 200 basis
points lower at 53%.  DBRS sees this improvement as demonstrating
the continued focus of management on costs while diversifying the
revenue base.  DBRS considers the results as evidence that the
strategic actions by management to diversify the revenue base and
streamline the fixed cost base are positively impacting the income
statement.

The growth in worldwide car rental revenue was broad based,
evidencing good momentum across the franchise. U.S. car rental
revenue increased 11.4% year-on-year, while European car rental
revenue, excluding the effects of foreign currency movements,
improved 8.3%.  Importantly, the increase in car rental revenue
was driven by growth in both the rate per day and in transaction
volume.  Rental rate revenue per transaction day (RPD) increased
1.1%, as the Company realized solid pricing gains in the off-
airport market and incremental growth in RPD in the U.S. on-
airport and European operations.  Worldwide rental transaction
days increased a notable 8.2%, as corporate travel demand
increased in both the U.S. and Europe, while growth in leisure
demand was more modest.  Moreover, off-airport demand continues to
demonstrate solid growth with volumes increasing 10.4% year-on-
year.  For the quarter, Hertz Equipment Rental Corporation (HERC)
generated $281.2 million of revenue, a 0.2% increase year-on-year.
Importantly, this was the first quarter of positive revenue growth
in HERC in two years, providing indications of stabilization.

The Company continues to demonstrate sound fleet management.  U.S.
fleet utilization remained relatively stable year-on-year at
82.2%, despite the average fleet increasing 9.4%.  Moreover, fleet
costs continue to benefit from the healthy used-vehicle market and
continuing development of more profitable remarketing channels.
U.S. vehicle depreciation per unit for 3Q10 totaled $311 per
month, 2.5% lower than a year ago, while European unit costs
declined 11.8%.

The Company continues to enjoy good access to the capital markets.
Hertz successfully issued $1.3 billion of fleet debt and
$700 million of corporate debt in 3Q10.  Remaining maturities to
be refinanced in 2H10 are minimal, consisting of some
international fleet financing.

At September 30, 2010, corporate liquidity totaled a very solid
$2.3 billion.


HOR CHIN: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: Hor Chin
        14 Franklin Avenue
        Yonkers, NY 10705

Bankruptcy Case No.: 10-24321

Chapter 11 Petition Date: November 4, 2010

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Robert D. Drain

Debtor's Counsel: Anne J. Penachio, Esq.
                  PENACHIO MALARA LLP
                  235 Main Street, Sixth Floor
                  White Plains, NY 10601
                  Tel: (914) 946-2889
                  Fax: (914) 946-2882
                  E-mail: apenachio@pmlawllp.com
                          penachio.anne@gmail.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.


HUDSON'S' FURNITURE: Nears Emergence From Chapter 11
----------------------------------------------------
Clint Engel at Furniture Today reports that Hudson's Furniture
Showroom said it is in the process of emerging from Chapter 11
bankruptcy protection after court confirmation of its
reorganization plan on Oct. 28, 2010.

                      About Hudson's Furniture

Sanford, Florida-based Hudson's Furniture Showroom, Inc., owns and
operates several retail furniture stores in Florida, including
stores in the cities of Sarasota, Lakeland, Pinellas Park, Tampa,
Brandon, Melbourne, Ormond Beach, Altamonte Springs, Ocoee,
Orlando and Clearwater, Florida.

The Company filed for Chapter 11 bankruptcy protection on March 3,
2010 (Bankr. M.D. Fla. Case No. 10-03322).  Justin M. Luna, Esq.;
Mariane L. Dorris, Esq.; and Victoria I. Minks, Esq., at Latham
Shuker Eden & Beaudine LLP, assists the Company in its
restructuring effort.  The Company estimated assets and debts at
$10 million to $50 million in its Chapter 11 petition.

The Company's affiliates -- A&J Rentals, LLC; Hud Twenty-Five
Ocoee, LLC; Hud Twenty-Three Tampa, LLC; and Hud-Five, LLC --
filed separate Chapter 11 petitions on October 13, 2009.


ICAHN ENTERPRISES: Moody's Assigns 'Ba3' Rating to $500 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service has assigned a rating of Ba3 to
$500 million of new senior unsecured notes to be issued in the
private placement market by Icahn Enterprises L.P., the proceeds
of which will be used for general corporate purposes.  The outlook
on the ratings remains negative.

Moody's Ba3 rating on the senior unsecured debt issued by Icahn
Enterprises L.P. is based on the risks/uncertainties of the
company's investment strategies and the strengths of its
subsidiary businesses.  The company has multiple sources of
earnings and debt service capacity including: a) hedge fund and
investment management fees; b) earnings from its controlling
stakes in its subsidiaries; and c) earnings from gains on the
sales of its subsidiaries.  Each of the three earnings streams can
be volatile because of the inherent unpredictability in buying and
selling majority stakes in companies as well as reliance on a
portfolio which is concentrated in a limited number of companies.

Moody's rating reflects the risks and volatility of activist
investing and the potential need to support the company's
subsidiaries.  In Moody's view, Icahn Enterprises presently faces
a) greater uncertainty as to the timing of corporate asset sales
and b) an elevated dependency on debt to maintain the standby
liquidity typically needed to execute activist investing
strategies.  The negative outlook reflects the volatility of
earnings in the company's investment management segment and the
company's challenges for realizing gains on sales of corporate
assets in a challenging economic environment.

While the issuance elevates the company's overall leverage to
$3.05 billion, net debt metrics remain unchanged.  Since the
company is retaining cash at the holding company, its liquidity
position improves to $2.7 billion on a pro forma basis.  Moody's
views the credit impact of the new issuance as neutral due to the
company's strong liquidity profile, its debt maturities spread out
over the medium term, and Moody's expectation for the company's
growth in operating earnings.  Moody's will continue to monitor
Icahn Enterprises closely regarding the possible utilization of
its large liquidity position for potential acquisitions and any
divestures of its majority stakes.

Moody's added that Icahn Enterprises' succession planning remains
an important rating consideration due to the company's dependency
on Mr. Icahn to execute strategies and trigger change as an
activist investment firm.

Moody's noted that these criteria could lead to a rating
downgrade: deteriorating valuations or credit strength of the
operating segments, liquidity at the holding company dropping to
below $1.50 billion, or continued declines in fee paying assets
under management to under 25% of total AUM.

These criteria could return the rating to a stable outlook or
potentially lift the rating: earnings improvements lead to a
better potential for upstreaming dividends from subsidiaries, the
company successfully executes a monetization of one of its
subsidiary investments, the company moves to improve its franchise
value by increasing the mix of fee paying AUM and/or public
ownership, and governance issues regarding succession are more
clearly addressed.

The last rating action on Icahn Enterprises was on January 8,
2010, when Moody's affirmed the company's ratings.

Icahn Enterprises L.P. is a publicly traded master limited
partnership that is 92.5% owned by Carl C. Icahn.  The primary
business strategy of Icahn Enterprises is generating returns for
investors in its activist hedge funds and direct equity investing
in companies to unlock value.  The company operates multiple
business segment including investment management, automotive
metals, real estate, home fashion, railcar and food packaging.
The company's investment management business had $6.6 billion in
assets under management as of September 30, 2010.


INT'L LEASE FINANCE: AIG Mulls Options, Including IPO
-----------------------------------------------------
Serena Ng and Erik Holm, writing for Dow Jones Newswires, report
that American International Group Inc. Chief Executive Robert
Benmosche said in an interview Friday that the Company plans to
consider several "strategic" options for its aircraft-leasing
unit, International Lease Finance Corp., in 2011, including a
possible initial public offering of the business.

"If we think an IPO can get us value embedded in ILFC, we would
consider the IPO option," Mr. Benmosche said, according to Dow
Jones.  ILFC "is a very important investment, and we want a good
return on it," whether from a sale of the business or a listing.
He added that AIG would be reluctant to sell or deconsolidate ILFC
if it doesn't get good value for the unit.

Dow Jones relates Mr. Benmosche said the focus in the near-term is
to help improve and stabilize ILFC's balance sheet and financing
needs.

Dow Jones notes ILFC on Friday reported an operating loss of $218
million in the third quarter, compared to a profit of $365 million
in the same quarter a year earlier.  The loss was tied to $422
million in charges as the company lowered its expectations for how
many planes it will be able to lease.

Dow Jones says ILFC has $7.3 billion in debt maturing in the next
four quarters, but in the first nine months of 2010, the unit
agreed to sell 64 planes and issued secured and unsecured debt
totaling about $8.8 billion.  AIG doesn't guarantee any of the
debt obligations of ILFC.

"I think as we evolve into 2011 we'll find the right strategic
option for ILFC," Mr. Benmosche said.

In a separate report, Shira Ovide and Ms. Ng relate that
Chapdelaine Credit Partners said in a research note, "ILFC has
dramatically improved its liquidity, but we suspect that the
company will have to demonstrate additional improvement and a more
detailed funding plan in anticipation of an IPO."

According to Ms. Ovide and Ms. Ng, a person familiar with the
matter said an ILFC IPO could value the company at $6 billion to
$8 billion.  However, no one has made any offer for the unit.

According to Ms. Ovide and Ms. Ng, the person familiar with the
matter said to push ILFC out of the nest, AIG would have to sell
in dribs and drabs -- possibly taking three years to sell down to
a minority stake.  They relate that ILFC will have to prove it can
continue to raise capital on its own, without relying on the
guarantees of AIG for cheap financing.  ILFC has raised billions
of dollars in liquidity on its own, in part to repay the $4
billion it was forced to borrow from the Federal Reserve Bank of
New York as part of AIG's government bailout.

                            About ILFC

International Lease Finance Corporation, headquartered in Los
Angeles, California, is a major owner-lessor of commercial
aircraft.

                           *     *     *

ILFC carries Moody's Investors Service's B1 corporate family
rating.  According to the Troubled Company Reporter on August 13,
2010, Moody's said ILFC's B1 CFR is based on strengths including
its competitive positioning in the aircraft leasing industry,
modern aircraft fleet and history of earnings growth.  ILFC's
rating also incorporates one notch of rating uplift associated
with support from AIG.  Constraints on the firm's rating and
rating outlook concern operating pressures resulting from the
economic downturn and its effect on lease rates, lease renewals
and aircraft valuations, as well as Moody's view that AIG support
will likely diminish over time.  Moody's said that it will monitor
ILFC's evolving operational and funding strategies and their
effect on its credit profile, particularly in light of recent
changes in the ILFC management team.

ILFC has extended the maturity of $2.2 billion of its revolving
bank facility to 2012 from 2011 and obtained additional covenant
flexibility with respect to pledging assets for additional secured
financings.

ILFC carries Standard & Poor's "BBB-/Negative/--" corp. credit
rating, and Fitch's 'BB' long-term issuer default rating.

                             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.


JAMES WHITELAW: Case Summary & 12 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: James G. Whitelaw
          aka James Graham Whitelaw
        127 South Pamet Road
        Truro, MA 02666

Bankruptcy Case No.: 10-22087

Chapter 11 Petition Date: November 3, 2010

Court: U.S. Bankruptcy Court
       District of Massachusetts (Boston)

Judge: William C. Hillman

Debtor's Counsel: Stephen M. Kaplan, Esq.
                  P.O. Box 686
                  Needham, MA 02494-0012
                  Tel: (781) 559-8033
                  Fax: (888) 380-9457
                  E-mail: stevekaplanECF@aol.com

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

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

A list of the Debtor's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mab10-22087.pdf


JULIUS JOHNSON: Section 341(a) Meeting Scheduled for Dec. 3
-----------------------------------------------------------
The U.S. Trustee for Region 4 will convene a meeting of Julius
Everette Johnson's creditors on December 3, 2010, at 10:00 a.m.
The meeting will be held at the Office of the U.S. Trustee, 701
East Broad Street, Suite 4300, Richmond, Virginia.

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.

Richmond, Virginia-based Julius Everette Johnson filed for Chapter
11 bankruptcy protection on October 29, 2010 (Bankr. E.D. Va. Case
No. 10-37538).  David H. Worrell, Jr., Esq., at The Worrell Law
Firm, assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million.


KRYSTAL AIR: Seeks Court OK to Use Aircraft Revenues
----------------------------------------------------
Krystal Air LLC will appear before the U.S. Bankruptcy Court for
the Central District of California at 3:00 p.m. today to seek
permission to immediately use revenues generated by its luxury
charter jet services.  Those funds serve as collateral securing
its obligations to its lender.

In March 2007, the Debtor purchased its aircraft with financing
provided by General Electric Capital Corporation (together with
General Electric Capital Solutions, VFS Financing Inc., and any
after acquiring lender, including PNC Bank, N.A., collectively,
"Lender").  In connection with the financing, the Debtor executed
a promissory note for $14.3 million and an aircraft security
agreement granting its Lender a security interest in the aircraft.

The Debtor said it was forced to file for bankruptcy to continue
operating the aircraft in an effective and cost-efficient manner,
to preserve and maximize the value of the aircraft for the benefit
of all creditors.  The Debtor said it tried to renegotiate the
terms of the promissory note with the Lender, to no avail.  The
Lender has declared the Debtor in default on the Note.

Founded in 1998, Krystal Air LLC is a luxury charter airline.  It
employs its own pilot and copilot to steer its Gulfstream G-IV
long-range jet through the skies.  Based in Brea, Calif., Krystal
Air's home airport is Van Nuys Airport in Los Angeles County.

Krystal Air filed for Chapter 11 protection on Nov. 3, estimating
$1 million to $10 million in assets and $10 million to $50 million
in debts.


KRYSTAL AIR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Krystal Air, LLC
        Van Nuys Airport
        16461 Sherman Way
        Van Nuys, CA 91406

Bankruptcy Case No.: 10-23983

Chapter 11 Petition Date: November 3, 2010

Court: United States Bankruptcy Court
       Central District Of California (San Fernando Valley)

Judge: Geraldine Mund

Debtor's Counsel: Ron Bender, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: rb@lnbrb.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:

     http://bankrupt.com/misc/cacb10-23983.pdf

The petition was signed by Edward Grech, Trustee of Grech Family
Trust, Debtor's manager.


LAKERIDGE CENTRE: Wants to Hire Allan Smith as Bankruptcy Counsel
-----------------------------------------------------------------
Lakeridge Centre Office Complex, LP, asks the U.S. Bankruptcy
Court for the District of Nevada for authority to employ The Law
Offices of Allan R. Smith as its bankruptcy counsel.

The firm will render, among other things, these professional
services:

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

  b. negotiate, prepare and file a plan or plans or reorganization
     and disclosure statements in connection with said plans, and
     otherwise promote the financial rehabilitation of the Debtor;
     and

  c. take all necessary action to protect and preserve the
     Debtor's estate, including the prosecution of actions on the
     Debtor's behalf, the defense of any actions commenced against
     the Debtor, negotiations concerning all litigation in which
     the Debtor is or will become involved, and the evaluation and
     objection to claims filed against the estate.

The Debtor has agreed to compensate the firm at these hourly
rates:

   Professional               Hourly Rate
   ------------               -----------
   Alan R. Smith, Esq.           $450

   Contract Attorneys            $350

   Paraprofessionals             $205

   Other paraprofessional
     services                  $75-$105

On September 8, 2010, the Debtor paid the firm an advance retainer
of $25,000 for commencement of the Chapter 11 case.

Alan R. Smith , Esq., a member at The Law Offices of Alan R.
Smith, assures the Court that he does not hold an interest adverse
to the Debtor's estate and that he is a "disinterested person" as
that term is defined under Section 101(14) of the Bankruptcy Code.

                      About Lakeridge Centre

Reno, Nevada-based Lakeridge Centre Office Complex, LP, owns a
commercial office complex and vacant property located in Southwest
Reno, Nevada. Lakeridge Centre filed for Chapter 11 bankruptcy
protection on September 8, 2010 (Bankr. D. Nev. Case No.
10-53612), estimating its assets and debts at $10 million to $50
million as of the petition date.  Affiliates West Shore Resort
Properties III, LLC (Bankr. D. Nev. Case No. 10-51101) and West
Shore Resort Properties, LLC (Bankr. D. Nev. Case No. 10-50506)
filed separate Chapter 11 petitions.


LEVEL 3: Has Until May 2011 to Obtain NASDAQ Compliance
-------------------------------------------------------
On November 3, 2010, Level 3 Communications Inc. received a notice
from The Nasdaq Stock Market advising the Company that for 30
consecutive trading days preceding the date of the Notice, the bid
price of the Company's common stock had closed below the $1.00 per
share minimum required for continued listing on The Nasdaq Global
Market pursuant to Nasdaq Marketplace Rule 5450(a)(1).  The Notice
has no effect on the listing of the Company's common stock at this
time.

If compliance with the Minimum Bid Price Rule cannot be
demonstrated by May 2, 2011, Nasdaq will provide written
notification to the Company that the Company's common stock is
subject to delisting.  At that time, the Company may either
appeal Nasdaq's delisting determination to a Nasdaq Listing
Qualifications Panel or apply to transfer its common stock to The
Nasdaq Capital Market, provided that the Company meets the initial
listing criteria, with the exception of bid price, as set forth in
Nasdaq Marketplace Rule 5505.  If the Company was to elect to
apply for such transfer, and if it meets the other initial listing
criteria and its application is approved, the Company will be
notified that it has been granted an additional 180 calendar days
in which to regain compliance with the Minimum Bid Price Rule
while on The Nasdaq Capital Market.  If the Company's application
is not approved, Nasdaq will provide written notification that
the Company's common stock will be delisted.  At that time, the
Company may appeal the delisting determination to a Nasdaq Panel.

The Company intends to continue to monitor the bid price for
its common stock.  If the Company's common stock does not trade
at a level that is likely to regain compliance with the Nasdaq
requirements, the Company's Board of Directors will consider
whatever options may be available to it to achieve compliance,
including, but not limited to implementing a reverse stock split,
which was previously authorized by the Company's stockholders at
the 2010 Annual Meeting in May 2010.  The Company's Board of
Directors has taken no action at this time to implement a reverse
stock split.

                   About Level 3 Communications

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.

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.

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. filed its quarterly report on Form
10-Q, reporting a net loss of $163.0 million on $912.0 million of
total revenues for the three months ended Sept. 30, 2010, compared
with a net loss of $170.0 million on $916.0 million of total
revenues for the same period a year ago.

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.

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

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.


LGV HOLDINGS: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: LGV Holdings, LLC
        P.O. Box 573
        Warrenton, NC 27589

Bankruptcy Case No.: 10-09063

Chapter 11 Petition Date: November 3, 2010

Court: U.S. Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Randy D. Doub

Debtor's Counsel: Douglas Q. Wickham, Esq.
                  HATCH, LITTLE & BUNN, LLP
                  P.O. Box 527
                  Raleigh, NC 27602
                  Tel: (919) 856-3940
                  Fax: 919 856-3950
                  E-mail: dqwickham@hatchlittlebunn.com

Scheduled Assets: $2,283,562

Scheduled Debts: $1,626,399

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb10-09063.pdf

The petition was signed by Bill Riggan, managing member.


LIBBEY INC: Posts $2.3 Million Net Income in Third Quarter
----------------------------------------------------------
Libbey Inc. filed its quarterly report on Form 10-Q with the
Securities and Exchange Commission.

The Company reported that sales for the third quarter of 2010 were
$200.0 million, compared to $186.9 million in the third quarter of
2009, an increase of 7.0%.  Libbey reported net income of
$2.3 million for the third quarter ended September 30, 2010,
compared to net income of $3.5 million in the prior-year quarter.

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

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

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

                        About Libbey Inc.

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

                           *     *     *

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

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

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


MARVKY CORP: May Employ Mason Coplen as Bankruptcy Counsel
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas has
granted Marvky Corporation permission to employ John Akard, Jr.,
Esq. (Of Counsel), as lead counsel and the firm Mason, Coplen &
Banks, P.C., as its bankruptcy counsel.

The allowance for compensation for Mason, Coplen & Banks, P.C.,
shall be made on application to the Court.

                     About Marvky Corporation

Houston, Texas-based Marvky Corporation filed for Chapter 11
bankruptcy protection on September 6, 2010 (Bankr. S.D. Tex. Case
No. 10-37786).  John Akard, Jr., Esq., at John Akard, Jr. P.C.,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at $10 million to $50 million and debts at
$1 million to $10 million as of the petition date.


MARVKY CORP: U.S. Trustee Unable to Form Creditors Committee
------------------------------------------------------------
Judy A. Robbins, United States Trustee for Region 7, has informed
the U.S. Bankruptcy Court for the Southern District of Texas that
that she has been unable to solicit sufficient interest from
creditors to serve on the Unsecured Creditors' Committee of Marvky
Corporation, as a result of which an Unsecured Creditors'
Committee has not been appointed in the Debtor's bankruptcy case.

                     About Marvky Corporation

Houston, Texas-based Marvky Corporation filed for Chapter 11
bankruptcy protection on September 6, 2010 (Bankr. S.D. Tex. Case
No. 10-37786).  John Akard, Jr., Esq., at John Akard Jr. P.C.,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at $10 million to $50 million and debts at
$1 million to $10 million as of the petition date.


MASHANTUCKET PEQUOT: Names Tropicana's Butera as President & CEO
----------------------------------------------------------------
The Mashantucket Pequot Tribal Council unveiled Friday its
appointment of Scott Butera as President and CEO of Mashantucket
Pequot Gaming Enterprises.

Mr. Butera brings more than two decades of casino and finance
industry expertise to the table, having held prominent positions
throughout the casino management sector and on Wall Street.  The
former CEO of Tropicana Entertainment, Mr. Butera was lauded by
Casino Connection Magazine as a "turnaround artist" who helped the
Trump Organization emerge from bankruptcy in 2005.  Accordingly,
he brings with him a results-driven reputation for improving
employee morale and maximizing profit potential.

"We are thrilled to welcome Scott Butera as our new President and
CEO of Foxwoods Resort Casino and MGM Grand at Foxwoods.  Mr.
Butera is recognized as one of the most innovative business
leaders in the gaming industry today," says Rodney A. Butler,
Chairman of the Mashantucket Pequot Tribal Council.  Mr. Butera is
no stranger to economic adversity, and his track record of proven
results will undoubtedly boost our team members with confidence as
he steers Foxwoods and MGM Grand at Foxwoods into a profitable and
prosperous future," Mr. Butler says.  "Special thanks are extended
to William Sherlock, who has been serving as our Interim President
for these past several months and has been instrumental in
identifying Mr. Butera for this position.  Mr. Sherlock will
continue to work with us through the end of December, and has
agreed to be available as an advisor in the future as needed,"
says Mr. Butler.

As President and CEO of the Mashantucket Pequot Gaming
Enterprises, Mr. Butera will be responsible for providing
strategic leadership to position the company as the east coast
premiere entertainment destination.  Mr. Butera will oversee day
to day operation, property marketing and development of executive
staff, and will advise the Tribal Council as to strategic
direction, financial performance and other pertinent developments.

"It's an honor to be appointed the new President and CEO of
Foxwoods Resort Casino and MGM Grand at Foxwoods, and to lead this
amazing team of distinguished gaming and resort professionals,"
said Mr. Butera. "As North America's largest resort casino,
Foxwoods is a true industry leader, and I look forward bringing my
own experience and insight to the Mashantucket Pequot Tribal
Nation, who has done so much for the state of Connecticut and this
region," he states.

Prior to his appointment with the Mashantucket Pequot Gaming
Enterprises, Mr. Butera joined Tropicana Entertainment as
President on March 19, 2008, and was the principal architect
behind Tropicana's successful financial and operational
restructuring, which represents Mr. Butera's second multi-billion
dollar restructuring in the gaming industry.  On June 6, 2008, he
was named Chief Executive Officer and appointed a member of the
Board of Managers.  Mr. Butera is also a member of the Tropicana
Entertainment Regulatory Gaming Compliance Committee.  On June 30,
2008, Mr. Butera was appointed to the boards of each of
Tropicana's direct and indirect Debtor-corporate subsidiaries.

Prior to joining Tropicana Entertainment, Mr. Butera held a number
of executive positions in the gaming industry, including as Chief
Operating Officer of the Cosmopolitan Resort Casino in Las Vegas,
Nevada, President of Metroflag Management LLC, a casino resort
development company located in Las Vegas, and President, Chief
Operating Officer, and Executive Vice President of Trump Hotels &
Casino Resorts, Inc., during which time he was the principal
architect of the company's financial and operational
restructuring. Mr. Butera also served previously as an Executive
Director for UBS Investment Bank, which culminated a fifteen-year
career as an investment banker focused on the gaming, lodging, and
real estate industries.

Mr. Butera holds a Masters in Business Administration from New
York University's Leonard N. Stern School of Business and is a
graduate of Trinity College in Hartford, Connecticut, where he was
recently appointed to the Board of Fellows.

The Troubled Company Reporter on November 9, 2010, ran a story on
Mr. Butera's resignation.  Mr. Butera's new employer was not
identified in the statement released by Tropicana.

                   About Tropicana Entertainment

Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games.  In addition, the Company owns a development
property in Aruba.  The company is based in Las Vegas, Nevada.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC.  The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.

                     About Mashantucket Pequot

Mashantucket Pequot Tribal Nation owns and operates Foxwoods
Resort Casino in Ledyard, Connecticut.

The Wall Street Journal's Mike Spector reported in July 2010 that
the tribe was in talks with banks and bondholders about how best
to restructure more than $2 billion in debt that it can no longer
afford.  According to Mr. Spector's report, a mid-July deadline
for a big payment to lenders loomed, and people familiar with the
matter said the tribe wants bondholders to wipe out a significant
portion of its roughly $1.3 billion in bond debt, in some cases
paring the tribe's obligations by at least half.

As reported by the Troubled Company Reporter on August 30, 2010,
Standard & Poor's Ratings Services withdrew its ratings on the
Mashantucket Western Pequot Tribe.  S&P lowered its issuer credit
rating on the Tribe to 'D' on Nov. 16, 2009, following the Tribe's
announcement that it did not make the full interest payment due on
its notes.


MAUREEN COAKLEY: Case Summary & 10 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Maureen B. Coakley
        96 Bianca Road
        Duxbury, MA 02332

Bankruptcy Case No.: 10-22107

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Henry J. Boroff

Debtor's Counsel: Richard A. Mestone, Esq.
                  Mestone Hogan LLC
                  459 Broadway, Suite 204
                  Everett, MA 02149
                  Tel: (617) 381-6700
                  Fax: (617) 381-6703
                  E-mail: richard.mestone@mestonehogan.com

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

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

A list of the Debtor's 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mab10-22107.pdf


MAYA ASSURANCE: A.M. Best Assigns 'bb' Issuer Credit Rating
-----------------------------------------------------------
A.M. Best Co. has assigned a financial strength rating of B (Fair)
and issuer credit rating of "bb" to Maya Assurance Company (Maya)
(Long Island City, NY).  The outlook for both ratings is stable.

The ratings reflect Maya's fair risk-adjusted capitalization and
the operational and financial risks of a relatively new company
growing in highly competitive markets.  Offsetting these factors
are the company's generally favorable operating performance since
commencing operations in March 2006 and its expertise within the
for-hire-livery market in the Greater New York City metropolitan
area.  Maya's rating outlook is reflective of A.M. Best's
expectation that the company will maintain risk-adjusted capital
that supports the current ratings.

Maya's business plans and operating strategies appear well-
conceived, conservative and largely draw upon well-established
relationships with its brokers and customers.  Having successfully
launched Maya in the competitive New York livery vehicle market,
management plans to gradually grow and transform it into a
diversified commercial lines carrier, which will focus primarily
on small and mid-sized businesses in a broader geographic region
as opportunities arise.  Plans call for initial expansion into
commercial automobile insurance, where management believes Maya
will be able to leverage its existing infrastructure and
technology for efficiently handling underwriting and claims.

As a young company, Maya is challenged with above-average risks
including the execution of its business plans, limited product and
geographic diversification, above-average dependence on reinsurers
and the potential for adverse deviation relating to reserves.  As
with any recently formed company, A.M. Best will closely monitor
Maya's progress to ensure that targeted results are attained and
that its capitalization is in compliance with A.M. Best's
standards relative to its ratings.


MEADOWS OF JUPITER: Case to Be Consolidated with 2 Others
---------------------------------------------------------
Brian Bandell at South Florida Business Journal notes that there
is pending motion to consolidate the Chapter 11 bankruptcy cases
of Meadows of Jupiter Florida Condo and Apartments at Jupiter,
which companies filed separate Chapter 11 cases in U.S. Bankruptcy
Court in West Palm Beach.

Business Journal reports that Meadows of Jupiter is the larger
case.  Meadows of Jupiter owns the 173 unsold units in the
Mallards Cove Condominium while Apartments at Jupiter owns 119
units in the Shell Trace Apartments at the same address.  Meadows
of Jupiter received a $15 million mortgage with Orion Bank, which
failed in 2009.  IberiaBank acquired its assets.  That mortgage
matured on May 1, 2010.  No foreclosure lawsuit was filed.
Meadows of Jupiter's petition says it owes $6 million to
IberiaBank and $5.7 million for another mortgage to North Palm
Beach-based Meadows of Jupiter.

Based in Jupiter, Florida, Meadows of Jupiter Florida Condo LLC
filed for Chapter 11 bankruptcy protection on Oct. 29, 2010
(Bankr. S.D. Fla. Case No. 10-43407).  Judge Paul G. Hyman, Jr.,
preceded the case.  David L. Merrill, Esq., represents the Debtor
in its restructuring efforts.  The Debtor estimated assets of
between $1 million and $10 million, and $10 million and $50
million.


MESA AIR: Amends Chapter 11 Plan & Disclosure Statement
-------------------------------------------------------
Mesa Air Group, Inc. and its affiliated debtors and debtors-in-
possession delivered to the U.S. Bankruptcy Court for the
Southern District of New York an amended Joint Plan of
Reorganization and an amended Disclosure Statement, both dated
November 4, 2010.

According to Michael J. Lotz, president of the Debtors, the
Amended Plan effectuates a reorganization of the Debtors through
the issuance by the ultimate corporate parent -- Reorganized Mesa
Air Group -- of (i) New 8% Notes (Series A) to the holders of the
2012 Noteholder Claim and (ii)(1) New Common Stock, New Warrants
to acquire shares of the New Common Stock, and New 8% Notes
(Series B) to the holders of General Unsecured Claims and
Subrogation Claims and (2) the U.S. Air Note to U.S. Airways,
which will preserve the Debtors' business operations and going
concern value.

Holders of Interests will neither receive, nor retain, any
property under the Plan.  The Plan will be funded by way of the
Debtors' cash on hand, revenues from ordinary course operations
and proceeds of asset sales.  There will be no substantive
consolidation of the Debtors' Estates under the Plan.

On the effective date of the Amended Plan, Reorganized Mesa Air
Group will be deemed to own all of the ownership interests in
each other Reorganized Debtor.

The Amended Plan includes additional provisions with respect to
US Airways, Inc., certain CRJ 700 aircraft leases, certain CRJ
900 aircraft leases, and that certain credit agreement with
Export Development Canada, among others.

The Amended Plan also introduces a new set of unsecured non-
amortized notes to be issued by Reorganized Mesa Air Group for
the benefit of holders of a 2012 Noteholder Claim pursuant to the
New Notes Indenture in the aggregate principal amount of
$19,400,000 and due five years from the effective date of the
Amended Plan.  There will be no payments due before maturity of
the New 8% Notes (Series A) except to the extent there is a
"Spirit Liquidity Event," which will be subject to certain
payment priorities.  Each holder of an Allowed 2012 Noteholder
Claim will receive its pro rata share of the New 8% Notes (Series
A).

"Spirit Liquidity Event" is defined under the Amended Plan as the
"net proceeds, if any, received by Nilchii from the sale of
common stock of or payment on notes from Spirit Airlines
distributed by Indigo to Nilchii in accordance with the terms of
that certain Amended and Restated Limited Liability Company
Agreement of Indigo Miramar LLC, as thereafter amended."

The unsecured non-amortized notes to be issued by Reorganized
Mesa Air Group for the benefit of Class 3 and Class 5 creditors,
exclusive of the holders of a 2012 Noteholder Claim, pursuant to
the New Notes Indenture in the aggregate principal amount of
$43,200,000 and due five years from the Effective Date, are
referred to as the New 8% Notes (Series B).  In the event there
are excess proceeds from any Spirit sale, following a Spirit
Liquidity Event, and the New 8% Notes (Series A) and US Airways
Notes are paid in full, Reorganized Mesa Air Group will b
required to use the proceeds to pre-pay the New 8% Notes (Series
B), subject to certain payment priorities.

Mr. Lotz notes that as of November 1, 2010, the Debtors have
consolidated assets of $146,600,000, and consolidated liabilities
of approximately $2,080,000,000.  As of November 1, 2010,
approximately 92% of the Debtors' consolidated passenger revenues
are derived from their code-share "revenue guarantee" agreements
with their Principal Carriers:  U.S. Airways, 70%; and United
Airlines, 22%.  The Debtors' remaining passenger revenues are
generated from their independent go! Mokulele operations in
Hawaii.

Other Amended Plan provisions include:

  (a) The Debtors may elect, on the Effective Date, to cure and
      reinstate applicable Allowed Secured Tax Claims as of the
      first date when last payable without interest, fees or
      penalties, and, as so cured and reinstated, will receive a
      lump sum payment in full on the Effective Date.

  (b) The CRJ 700 and CRJ 900 Aircraft Leases will be assumed.
      Upon assumption, these leases will vest in and be fully
      enforceable by the applicable Reorganized Debtor in
      accordance with the applicable terms of the Leases.

  (c) On the Effective Date, the ACE Insurance Program and the
      Debtors' obligations under the program will be deemed and
      treated as executory contracts and assumed under the
      Amended Plan by the Debtors pursuant to Sections 365 and
      1123(b)(2) of the Bankruptcy Code, and will also continue
      as obligations of the Reorganized Debtors.

      The ACE Companies' claims under the Ace Insurance Program
      (1) will continue to be secured by any and all collateral
      or security provided by the Debtors in accordance with the
      terms of the program, (2) will be paid by and enforceable
      against the Reorganized Debtors in the ordinary course of
      business after the Effective Date, and (3) will not be
      discharged, impaired or released by the Amended Plan or
      confirmation order.

  (d) The Debtors will assume the US Airways Code-Share
      Agreement, as modified by the US Airways Tenth Amendment,
      by separate motion and continue to provide services to US
      Airways through September 2015.

      As provided under the US Airways Tenth Amendment, if (1)
      the Plan is not confirmed by January 17, 2011, which date
      may be extended to March 18, 2011, in a form approved by
      US Airways; (2) the Plan has not become effective by
      February 17, 2011; or (3) the US Airways Tenth Amendment
      is approved by the Court and is thereafter modified,
      vacated, stayed or amended without US Airways' consent, US
      Airways will have the right to declare the order approving
      the Tenth Amendment vacated and of not further effect.

      If US Airways has not elected to vacate the order
      approving the US Airways Tenth Amendment, the Debtors will
      have the right to make the same vacatur.

      Upon a vacatur by either US Airways or the Debtors, (x) US
      Airways will retain all amounts under the US Airways Tenth
      Amendment that would have otherwise been due to the
      Debtors had the order approving the US Airways Tenth
      Amendment not been entered and such amounts will not be
      subject to disgorgement, set-off, offset, recovery or
      return, (y) US Airways and the Debtors will have all of
      their respective rights under the US Airways Code-Share
      Agreement, and (z) the new payment terms under the US
      Airways Tenth Amendment will survive any assumption of the
      US Airways Agreement and remain in effect without
      modification.

The Debtors also added language with respect to the risk of a
delayed confirmation of the Amended Plan until certain
Administrative Expense Claims are resolved.  As of November 4,
2010, approximately $45,800,000 of Administrative Expense Claims
had been asserted against the debtors' estates on account of
surrender and return condition claims asserted pursuant to
Section 1110 of the Bankruptcy Code and other asserted
postpetition breaches.

The Debtors anticipate that certain aircraft counterparties will
assert additional Asserted Administrative Claims.  As of
November 1, 2010, the Debtors project that they will hold
approximately $50,500,000 in Cash on Hand.

A blacklined version of the Amended Disclosure Statement and
Amended Plan, reflecting changes made against the September 17,
2010 Plan, as well as related exhibits, is available at no charge
at http://bankrupt.com/misc/Mesa_BlacklineAmPlan&DS110410.pdf

The Voting Record for voting on the Plan is November 18, 2010.
The Voting Deadline is on December 23, 2010, at 4:00 p.m.,
Eastern Time.

The Court has set January 10, 2011, at 10:00 a.m., prevailing
Eastern Time, for the confirmation hearing to determine whether
the Amended Plan has been accepted by the requisite number of
Creditors and whether the other requirements for confirmation
have been satisfied.

On October 8, 2010, the Debtors and the Official Committee of
Unsecured Creditors agreed that any further extensions of the
exclusivity periods beyond December 1, 2010, and February 1,
2011, would be subject to co-exclusivity between the Debtors and
the Creditors' Committee beginning February 10, 2011, and
April 13, 2011.  The Debtors intend to file a motion seeking a
further extension of their exclusivity periods subject to the
arrangement with the Creditors' Committee.

             Treatment of Claims Under Amended Plan

The Debtors' November 4, 2010 Amended Joint Plan of
Reorganization presents a summary of the treatment, on a
consolidated basis, of Creditors and holders of Interests of Mesa
Air Group, Inc. and its affiliated debtors and debtors-in-
possession:

                    Estimated
                  Amount/Value  Estimated
Class               of Claims    Recovery   Treatment
-----              ------------  ---------  ---------
Administrative      $19,100,000     100%    Full payment
Claims

Priority Tax         $7,324,000     100%    Paid over time
Claims

Secured Tax          $4,544,000     100%    Paid over time
Claims

Class 1              de minimis     100%    Paid in full on the
Priority Non-Tax                            Effective Date, when
Claims                                      Allowed or as agreed

Class 2              $1,476,000     100%    Unless reinstated, on
Secured Claims                              the Effective Date,
                                           The Debtors may elect
                                           to (i) abandon or
                                           surrender property,
                                           or (ii) pay in cash

Class 3          $2,035,691,000             Pro rata share of the
General                                     Restructured
Unsecured                                   Unsecured Equity and
Claims                                      New 8% Notes
                                           (Series B)

Class 4              $8,225,000   0-100%    Cash equal to
De Minimis                                  distribution
Convenience                                 percentage
Claims

Class 5                              TBD    Pro rata share of
510(a) Subrogation                          the Restructured
Claims                                      Unsecured Equity or
                                           New 8% Notes

Class 6             $19,400,000     100%    Pro rata share of
2012 Noteholder                             New 8%
Claims                                      Notes (Series A)

Class 7                     N/A       0%    All existing
Interests                                   Interests in Mesa Air
                                           Group will be deemed
                                           extinguished

Under the Amended Plan, Administrative Claims, Secured Tax
Claims, Secured Tax Claims, and Priority Tax Claims are
unclassified and are not entitled to vote.

Classes 1(a)-(l) are not impaired under the Amended Plan and are
deemed to have accepted the Plan.  Classes 2(a)-(l), Classes
3(a)-(l), Classes 4(a)-(l), Classes 5(a)-(b), and Classes 6(a)-
(l) are impaired under the Plan and entitled to vote to accept or
reject it.  Classes 7(a)-(l) are impaired under the Plan, but are
presumed to reject the Plan.

The Class 1 Priority Non-Tax Claims, which are unimpaired and are
deemed to accept the Plan, have subclasses associated with
certain Debtors:

Class 1(a)     Mesa Air Group, Inc.
Class 1(b)     Mesa Air New York, Inc.
Class 1(c)     Mesa In-Flight, Inc.
Class 1(d)     Freedom Airlines, Inc.
Class 1(e)     Mesa Airlines, Inc.
Class 1(f)     MPD, Inc.
Class 1(g)     Regional Aircraft Services, Inc. (RASI)
Class 1(h)     Mesa Air Group - Airline Inventory Management,
               LLC (MAGAIM)
Class 1(i)     Nilchii, Inc.
Class 1(j)     Air Midwest, Inc.
Class 1(k)     Ritz Hotel Management Corp. (RHMC)
Class 1(l)     Patar, Inc.

The Class 2 Secured Claims, which are impaired and entitled to
vote on the Plan, other than Aircraft Secured Claims Reinstated,
have subclasses associated with certain Debtors.  Each secured
creditor is also identified in a separate class:

Class 2(a)     Mesa Air Group
Class 2(b)     Mesa Air New York
Class 2(c)     Mesa In-Flight
Class 2(d)     Freedom
Class 2(e)     Mesa Airlines
Class 2(f)     MPD
Class 2(g)     RASI
Class 2(h)     MAGAIM
Class 2(i)     Nilchii
Class 2(j)     Air Midwest
Class 2(k)     RHMC
Class 2(l)     Patar

The Class 3 General Unsecured Claims, which are impaired and
entitled to vote on the Plan, have subclasses associated with
certain Debtors:

Class 3(a)     Mesa Air Group
Class 3(b)     Mesa Air New York
Class 3(c)     Mesa In-Flight
Class 3(d)     Freedom
Class 3(e)     Mesa Airlines
Class 3(f)     MPD
Class 3(g)     RASI
Class 3(h)     MAGAIM
Class 3(i)     Nilchii
Class 3(j)     Air Midwest
Class 3(k)     RHMC
Class 3(l)     Patar

The Class 4 De Minimis Convenience Claims, which are impaired and
entitled to vote on the Plan, have subclasses associated with
certain Debtors:

Class 4(a)     Mesa Air Group
Class 4(b)     Mesa Air New York
Class 4(c)     Mesa In-Flight
Class 4(d)     Freedom
Class 4(e)     Mesa Airlines
Class 4(f)     MPD
Class 4(g)     RASI
Class 4(h)     MAGAIM
Class 4(i)     Nilchii
Class 4(j)     Air Midwest
Class 4(k)     RHMC
Class 4(l)     Patar

The Class 5 Subrogation Claims, which are impaired and entitled
to vote on the Plan, have subclasses associated with certain
Debtors:

Class 5(a)     Mesa Air Group
Class 5(b)     Mesa Air New York

The Class 6 2012 Noteholder Claims, which are impaired and
entitled to vote on the Plan, have subclasses associated with
certain Debtors:

Class 6(a)     Mesa Air Group
Class 6(b)     Mesa Air New York
Class 6(c)     Mesa In-Flight
Class 6(d)     Freedom
Class 6(e)     Mesa Airlines
Class 6(f)     MPD
Class 6(g)     RASI
Class 6(h)     MAGAIM
Class 6(i)     Nilchii
Class 6(j)     Air Midwest
Class 6(k)     RHMC
Class 6(l)     Patar

The Class 7 Interests, which are impaired and deemed to reject
the Plan, have subclasses associated with certain Debtors:

Class 6(a)     Mesa Air Group
Class 6(b)     Mesa Air New York
Class 6(c)     Mesa In-Flight
Class 6(d)     Freedom
Class 6(e)     Mesa Airlines
Class 6(f)     MPD
Class 6(g)     RASI
Class 6(h)     MAGAIM
Class 6(i)     Nilchii
Class 6(j)     Air Midwest
Class 6(k)     RHMC
Class 6(l)     Patar

The estimated recovery of Class 3 General Unsecured Claims are:

Class 3(a)     Mesa Air Group                           5.8%
Class 3(b)     Mesa Air New York                        100%
Class 3(c)     Mesa In-Flight                             0%
Class 3(d)     Freedom Airlines                         7.7%
Class 3(e)     Mesa Airlines                            5.7%
Class 3(f)     MPD                                      100%
Class 3(g)     RASI                                       0%
Class 3(h)     MAGAIM                                   100%
Class 3(i)     Nilchii                                  100%
Class 3(j)     Air Midwest                              3.6%
Class 3(k)     RHMC                                       0%
Class 3(l)     Patar                                      0%

The estimated recovery percentage for Class 4 De Minimis
Convenience Claims are:

Class 4(a)     Mesa Air Group                           1.4%
Class 4(b)     Mesa Air New York                        100%
Class 4(c)     Mesa In-Flight                             0%
Class 4(d)     Freedom Airlines                         7.7%
Class 4(e)     Mesa Airlines                            2.4%
Class 4(f)     MPD                                      100%
Class 4(g)     RASI                                       0%
Class 4(h)     MAGAIM                                   100%
Class 4(i)     Nilchii                                  100%
Class 4(j)     Air Midwest                              3.6%
Class 4(k)     RHMC                                       0%
Class 4(l)     Patar                                      0%

As of November 4, 2010, more than 1,445 proofs of claim have been
filed against the Debtors, which are estimated to aggregate
$2,080,000,000.  This amount excludes duplicates and claims that
have been superseded.

The Proofs of Claim can be broken down as and estimated to be:

  (i) $19,100,000 in Administrative Expense Claims;
(ii) $7,300,000 in Priority Tax Claims;
(iii) $4,500,000 in Secured Tax Claims;
(iv) De minimis amount for Priority Non-Tax Claims;
  (v) $1,400,000 in Secured Claims;
(vi) $2,030,000,000 in General Unsecured Claims;
(vii) $8,200,000 in De Minimis Convenience Claims; and
(viii) $19,400,000 in 2012 Noteholder Claims.

The Debtors say that if they are unsuccessful on some anticipated
claims objections, the estimates of General Unsecured Claims
could increase by $500,000,000.

The Administrative Expenses Claims relate to professional fees;
claims asserted pursuant to Section 503(b)(9) of the Bankruptcy
Code; reclamation claims; and other expenses that were incurred
during the Chapter 11 cases.  Certain aircraft counterparties
have also asserted Administrative Expense Claims in connection
with the Debtors' rejection of certain aircraft equipment leases
and other asserted postpetition breaches.

The Debtors are contesting the validity of the aircraft-related
Administrative Expense Claims and have filed objections to
certain of these claims and intend to object to the others in the
near term.  The Debtors are in the process of analyzing the
remainder of claims, other than Reclamation Claims, and have
filed objections or are in the process of preparing objections to
the validity, among other defects, of the claims.

                     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).


METRO-GOLDWYN-MAYER: Sec. 341 Meeting of Creditors Set for Nov. 30
------------------------------------------------------------------
A meeting of the creditors of Metro-Goldwyn-Mayer Studios
Inc. and its 159 debtor-affiliates has been set for November 30,
2010, at 2:30 p.m., prevailing Eastern Time, at 80 Broad
Street, 4th Floor, in New York.

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

Attendance by the Debtors' creditors at the meeting is welcome,
but not required.  The Section 341(a) meeting offers the
creditors a one-time opportunity to examine the Debtors'
representative under oath about the Debtors' financial affairs
and operations that would be of interest to the general body of
creditors.

                 About Metro-Goldwyn-Mayer Studios

Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/--
-- is actively engaged in the worldwide production and
distribution of motion pictures, television programming, home
video, interactive media, music, and licensed merchandise. The
company owns the world's largest library of modern films,
comprising around 4,100 titles. Operating units include Metro-
Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc.,
United Artists Films Inc., MGM Television Entertainment Inc., MGM
Networks Inc., MGM Distribution Co., MGM International Television
Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM
ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In
addition, MGM has ownership interests in domestic and
international TV channels reaching over 130 countries.

As of September 30, 2010, the Debtors' unaudited consolidated
financial statements, as prepared in accordance with accounting
principles generally accepted in the United States for interim
financial statements, included $2,673,772,000 in total assets and
$3,451,493,000 in total liabilities

Excluding certain adjustments made by the Company in accordance
with GAAP, the Debtors' total outstanding liabilities would be
$5,766,721,000, which includes the total face value of outstanding
principal and accrued, but unpaid, interest under the Credit
Agreement and interest rate swap agreements.

Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3
filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774),
to seek confirmation of their "pre-packaged" plan of
reorganization.

Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, serves as bankruptcy counsel to the Debtors.  Klee,
Tuchin, Bogdanoff & Stern LLP is the legal counsel.  Moelis &
Company is the financial advisor.  Donlin Recano & Company, Inc.,
is the claims and notice agent.  CAIR Management, LLC, Stephen F.
Cooper, and Zolfo Cooper Management LLC, is the Debtors'
management service providers.

Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


METRO-GOLDWYN-MAYER: Proposes $500-Mil. Exit Financing Deal
-----------------------------------------------------------
Metro-Goldwyn-Mayer Studios Inc. and its affiliated debtors seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York of an agreement they entered into with JPMorgan Chase
Bank N.A. and J.P. Morgan Securities Inc. for exit financing.

The deal contemplates a $500 million facility, which consists of
a six-year term loan facility and a five-year revolving facility.
The loan will be used to consummate the transaction contemplated
under the Debtors' Joint Prepackaged Plan of Reorganization as
well as for working capital and general corporate purposes of the
Debtors.

Under the deal, the Debtors are required to reimburse JPMorgan
Chase and J.P. Morgan Securities for their fees and expenses
incurred in connection with the exit financing and to maintain a
deposit for those fees and expenses.  In case the deposit is
drawn upon and reduced to below $200,000, the Debtors will have
to provide additional funds to J.P. Morgan Securities.

The Debtors are also required to indemnify JPMorgan Chase and
J.P. Morgan Securities for claims and damages stemming from the
exit financing, except those resulting from negligence or willful
misconduct.

The deal is formalized in a seven-page letter, a copy of which is
available for free at:

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


                   Proposed Exit Financing

The salient terms and conditions governing the $500 million exit
financing are:

Borrower:             Metro-Goldwyn-Mayer Inc.

Guarantors:           MGM Holdings II Inc. and its existing and
                     future subsidiaries

Lead Arranger/        J.P. Morgan Securities LLC
Bookrunner:

Administrative Agent: JPMorgan Chase Bank, N.A.

Lenders:              A syndicate of banks, financial
                     institutions and other entities including
                     certain lenders under MGM Inc.'s
                     prepetition credit agreement arranged by
                     J.P. Morgan Securities.

A. Term facilities

Type/Amount:          A six-year term loan facility in an amount
                     to be determined but, when aggregated with
                     the amount of revolving facility, to equal
                     $500 million.  The term loans will be
                     repayable in equal quarterly installments
                     in an aggregate amount of 1% of the term
                     facility for each 12-month period.

Availability:         The term loans will be made in a single
                     drawing on the closing date.

B. Revolving Facility

Type/Amount:          A five-year revolving facility in an amount
                     to be determined but, when aggregated with
                     the original principal amount of term
                     facility, to equal $500 million.

Availability:         The revolving facility will be available on
                     a revolving basis during the period
                     commencing on the closing date and ending
                     on the "Revolving Termination Date," which
                     is five years after the closing date.

                     The Closing date means the date when all
                     conditions to obtain the exit financing
                     have been satisfied including issuance of
                     the order confirming the restructuring
                     Plan, payment by the loan party to J.P.
                     Morgan Securities, the lenders and the
                     administrative agent of their fees, among
                     others.

Maturity:             The Revolving Termination Date.

Purpose:              The proceeds of the revolving loans and
                     term loans will be used to fund payments
                     under the restructuring plan, for related
                     fees and expenses, and for working capital
                     and other general corporate purposes of MGM
                     Holdings and its subsidiaries.

Borrowing Base/Other  Borrowings under the revolving commitment,
Limitations:          when added to outstanding principal amount
                     of the term loans, will not exceed a
                     borrowing base consisting of (i) a 50-100%
                     advance rate against eligible receivables
                     (net of third-party payments), with advance
                     rates based on credit quality, caps and
                     eligibility criteria to be mutually
                     determined, and (ii) a 25% advance rate
                     against an independently appraised library
                     value exclusive of eligible receivables.

Collateral:           The obligations of each loan party with
                     respect to the facilities and any swap
                     agreements or cash management services
                     provided by any lender will be secured by a
                     perfected first priority security interest
                     in substantially all of its tangible and
                     intangible assets, including intellectual
                     property, real property and capital stock
                     of Metro-Goldwyn-Mayer Inc. and each direct
                     subsidiary of the loan parties except for
                     (i) assets subject to permitted liens
                     existing on the closing date and
                     constituting first priority security
                     interests to be mutually agreed, (ii) those
                     assets as to which the administrative agent
                     will determine in consultation with Metro-
                     Goldwyn-Mayer Inc. that the cost of
                     obtaining a security interest therein are
                     excessive in relation to the value of the
                     security to be afforded thereby and (iii)
                     other assets agreed between the
                     administrative agent and Metro-Goldwyn-
                     Mayer Inc.

                     The loan parties will not be required to
                     pledge, and the lenders will not take a
                     security interest in, assets that the loan
                     parties are prohibited by contract existing
                     on the closing date from encumbering.

A full-text summary of the details of the exit financing is
available for free at:

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

"The exit facility is necessary for the Debtors to successfully
emerge from Chapter 11 and to have sufficient funding to
implement their business plan," says Jay Goffman, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, in New York.

"JPMorgan Chase Bank was a natural fit to arrange this exit
financing due to its history as the administrative agent under
the original credit agreement and its dominant market position in
the entertainment industry," Mr. Goffman says, referring to the
credit agreement that MGM Studios' affiliates entered into in
April 8, 2005.

In consideration of JPMorgan Chase and J.P. Morgan Securities'
undertaking to arrange the exit financing, the Debtors also seek
approval of an agreement which calls for the payment of fees and
expenses to JPMorgan Chase and J.P. Morgan Securities upon the
closing of the exit financing, and to grant administrative
expense priority status to those fees and expenses.

The terms governing the proposed payment of fees and expenses of
the deal are contained in a letter agreement, which the Debtors
intend to file under seal.  The Debtors have already filed a
motion to keep confidential the letter agreement, which
reportedly contains "sensitive and confidential information."

The Debtors ask Judge Stuart Bernstein to consider approval of
their requests at the hearing scheduled for November 12, 2010.

                 About Metro-Goldwyn-Mayer Studios

Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/--
-- is actively engaged in the worldwide production and
distribution of motion pictures, television programming, home
video, interactive media, music, and licensed merchandise. The
company owns the world's largest library of modern films,
comprising around 4,100 titles. Operating units include Metro-
Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc.,
United Artists Films Inc., MGM Television Entertainment Inc., MGM
Networks Inc., MGM Distribution Co., MGM International Television
Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM
ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In
addition, MGM has ownership interests in domestic and
international TV channels reaching over 130 countries.

As of September 30, 2010, the Debtors' unaudited consolidated
financial statements, as prepared in accordance with accounting
principles generally accepted in the United States for interim
financial statements, included $2,673,772,000 in total assets and
$3,451,493,000 in total liabilities

Excluding certain adjustments made by the Company in accordance
with GAAP, the Debtors' total outstanding liabilities would be
$5,766,721,000, which includes the total face value of outstanding
principal and accrued, but unpaid, interest under the Credit
Agreement and interest rate swap agreements.

Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3
filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774),
to seek confirmation of their "pre-packaged" plan of
reorganization.

Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, serves as bankruptcy counsel to the Debtors.  Klee,
Tuchin, Bogdanoff & Stern LLP is the legal counsel.  Moelis &
Company is the financial advisor.  Donlin Recano & Company, Inc.,
is the claims and notice agent.  CAIR Management, LLC, Stephen F.
Cooper, and Zolfo Cooper Management LLC, is the Debtors'
management service providers.

Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


METRO-GOLDWYN-MAYER: Asks for Nod of Cair, Zolfo Services Pact
--------------------------------------------------------------
Metro-Goldwyn-Mayer Studios Inc. and its affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to approve
their standard services agreement with CAIR Management LLC, Zolfo
Cooper Management LLC and Stephen Cooper.

Pursuant to the agreement, the Debtors have procured the
services, through CAIR and Zolfo Cooper, of Mr. Cooper, the
Managing Member of CAIR, as vice-chairman and member of the
Office of the Chief Executive Officer; and Adam Murphy, a
subcontractor to CAIR, and Bret Fernandes, senior director at
Zolfo Cooper, as associate directors of the Debtors.

Under the agreement, Mr. Cooper will be responsible for the
overall design of CAIR's and Zolfo Cooper's engagement and will
be assisted by the two other officers.  He will be authorized to
make decisions concerning the Debtors' restructuring and will
have rights, duties and responsibilities of a CEO under the
supervision of the Debtors' boards of directors.

The Debtors agreed to pay $375,000 for the monthly fees of CAIR
and Zolfo Cooper.  Of the amount, $112,500 will go to Zolfo
Cooper and $262,500 to CAIR.  Mr. Murphy will receive $75,000
from CAIR's share of the monthly fee.

The Debtors also agreed to reimburse CAIR and Zolfo Cooper for
their expenses and may voluntarily pay the expense of the firms'
lawyers.

CAIR will also receive a "success fee" payable in cash upon
confirmation of a restructuring plan or upon the closing of a
sale of all or substantially all of the equity securities or
assets and business of the Debtors.  The success fee in the sum
of $4 million will be in addition to, and not in lieu of, all
professional fees charged to the Debtors in connection with the
agreement.

"In addition to the specific knowledge they have acquired about
the Debtors' businesses, Mr. Cooper and the additional associate
directors assigned to this engagement have extensive experience
providing management services to distressed companies," according
to Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York.

A copy of the Services Agreement is available without charge at
http://bankrupt.com/misc/MGM_CAIRAgreement.pdf

                 About Metro-Goldwyn-Mayer Studios

Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/--
-- is actively engaged in the worldwide production and
distribution of motion pictures, television programming, home
video, interactive media, music, and licensed merchandise. The
company owns the world's largest library of modern films,
comprising around 4,100 titles. Operating units include Metro-
Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc.,
United Artists Films Inc., MGM Television Entertainment Inc., MGM
Networks Inc., MGM Distribution Co., MGM International Television
Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM
ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In
addition, MGM has ownership interests in domestic and
international TV channels reaching over 130 countries.

As of September 30, 2010, the Debtors' unaudited consolidated
financial statements, as prepared in accordance with accounting
principles generally accepted in the United States for interim
financial statements, included $2,673,772,000 in total assets and
$3,451,493,000 in total liabilities

Excluding certain adjustments made by the Company in accordance
with GAAP, the Debtors' total outstanding liabilities would be
$5,766,721,000, which includes the total face value of outstanding
principal and accrued, but unpaid, interest under the Credit
Agreement and interest rate swap agreements.

Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3
filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774),
to seek confirmation of their "pre-packaged" plan of
reorganization.

Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, serves as bankruptcy counsel to the Debtors.  Klee,
Tuchin, Bogdanoff & Stern LLP is the legal counsel.  Moelis &
Company is the financial advisor.  Donlin Recano & Company, Inc.,
is the claims and notice agent.  CAIR Management, LLC, Stephen F.
Cooper, and Zolfo Cooper Management LLC, is the Debtors'
management service providers.

Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


METRO-GOLDWYN-MAYER: Proposes Residuals and Participation Payments
------------------------------------------------------------------
Metro-Goldwyn-Mayer Inc. and its affiliates seek the U.S.
Bankruptcy Court's approval to make certain residuals and
participations payments incurred in the ordinary course of
business.

Pursuant to industry-wide collective bargaining agreements, the
film and television programs produced by the Debtors, and other
studios in the United States, are produced using writers,
directors, actors and other similar persons or "talents" who are
members of various guilds and unions.

Certain Debtors, as producers and distributors of film and
television programs, are signatories to all Collective Bargaining
Agreements.

As part of Talents' gross compensation package, the Collective
Bargaining Agreements require the payment of residuals, which is
compensation due to the Talent represented by their Guilds and
Unions, or their members, for the Debtors' reuse of MGM Library
product.

More specifically, explains Jay M. Goffman, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, New York, following the initial
release of most film or television programs contained in the MGM
Library, the Debtors must pay Residuals for any subsequent
exploitation of the MGM Library product, including its
distribution through video/DVD, pay television, basic cable, free
television, new media, and in the case of television motion
pictures, subsequent theatrical distribution.

Residuals can represent a significant portion of a Talent's total
Compensation, relates Mr. Goffman.  In addition, a separate
payment is generally required to accompany the Residual
payments in order to fund pension, health, and welfare plans for
the benefit of a Talent and their families, he says.

Mr. Goffman relates that the Debtors are obligated to pay
Residuals for all MGM Library product covered under the
Collective Bargaining Agreements.  The Debtors' failure to pay
Residuals when due may result in interest, late fees and other
economic penalties.  The Debtors could also be determined to be
in breach of the Collective Bargaining Agreements and could lose
their right to utilize unionized Talent, he says.

Currently, the Debtors have over 50,000 distinct payees in their
Residuals payment system.  For the fiscal quarter ending June 30,
2010, the Debtors issued approximately 18,000 Residuals checks
totaling approximately $10.25 million.  According to what has
been accounted for in the ordinary course of business, the
Debtors estimate that, as of September 30, 2010, the amount of
outstanding prepetition Residuals totaled approximately $14
million -- inclusive of certain audit claims asserted by the
Guilds and Unions with respect to prepetition activity.

Aside from Residuals payments required under Guild agreements,
the Debtors, and other studios in the United States, also offer
certain parties bonuses based on box office performance,
deferments based on gross proceeds, or a share -- or
"participation" -- in a film or television program's revenue
stream through individual profit participation agreements.  The
Debtors use Participations to attract and retain namebrand
producers and other Talent.

For the fiscal quarter ending September 30, 2010, the Debtors
paid approximately $35 million in Participations relating to MGM
Library product.  According to what has been accounted for in the
ordinary course of business, the Debtors estimate that, as of
September 30, 2010, the amount of outstanding Participations is
approximately $70 million -- inclusive of certain audit claims
asserted by third parties with respect to prepetition activity.

The Debtors have determined, in the exercise of their business
judgment, that making Residuals and Participations Payments is
critical to their continuing business operations and is in the
best interests of their estates and stakeholders.

                 About Metro-Goldwyn-Mayer Studios

Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/--
-- is actively engaged in the worldwide production and
distribution of motion pictures, television programming, home
video, interactive media, music, and licensed merchandise. The
company owns the world's largest library of modern films,
comprising around 4,100 titles. Operating units include Metro-
Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc.,
United Artists Films Inc., MGM Television Entertainment Inc., MGM
Networks Inc., MGM Distribution Co., MGM International Television
Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM
ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In
addition, MGM has ownership interests in domestic and
international TV channels reaching over 130 countries.

As of September 30, 2010, the Debtors' unaudited consolidated
financial statements, as prepared in accordance with accounting
principles generally accepted in the United States for interim
financial statements, included $2,673,772,000 in total assets and
$3,451,493,000 in total liabilities

Excluding certain adjustments made by the Company in accordance
with GAAP, the Debtors' total outstanding liabilities would be
$5,766,721,000, which includes the total face value of outstanding
principal and accrued, but unpaid, interest under the Credit
Agreement and interest rate swap agreements.

Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3
filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774),
to seek confirmation of their "pre-packaged" plan of
reorganization.

Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, serves as bankruptcy counsel to the Debtors.  Klee,
Tuchin, Bogdanoff & Stern LLP is the legal counsel.  Moelis &
Company is the financial advisor.  Donlin Recano & Company, Inc.,
is the claims and notice agent.  CAIR Management, LLC, Stephen F.
Cooper, and Zolfo Cooper Management LLC, is the Debtors'
management service providers.

Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


METROPCS WIRELESS: S&P Assigns 'B' Rating to $1 Bil. Notes
----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B' issue-
level rating to MetroPCS Wireless Inc.'s $1 billion 6 5/8% senior
notes due 2020.  The note offering represents an upsizing from the
previously proposed $500 million issue.  The recovery rating on
this debt is '4', indicating S&P's expectation of average (30%-
50%) recovery for noteholders in the event of a payment default.
(For the recovery analysis, see Standard & Poor's recovery report
on MetroPCS, to be published on RatingsDirect subsequent to the
release of this report.)  The company plans to use proceeds to
redeem all of the $950 million outstanding principal amount of its
existing 9 1/4% senior notes due 2014 and for general corporate
purposes.

Richardson, Texas-based MetroPCS Communications' overall leverage,
which is about 4.4x on a rolling-12-month basis (including S&P's
adjustments) through Sept. 30, 2010, net of anticipated debt
repayments, will not change as a result of this transaction,
although S&P expects the refinancing to modestly improve the
company's overall interest costs.

The 'B' corporate credit rating on parent MetroPCS is unchanged;
the rating outlook is positive.  The rating reflects a challenging
business model that targets lower income customers, a highly
competitive environment, and aggressive debt leverage.

                           Ratings List

                   MetroPCS Communications Inc.

      Corporate Credit Rating                   B/Positive/--

                           New Ratings

                      MetroPCS Wireless Inc.

                         Senior Unsecured

             $1 bil notes due 2020                   B
              Recovery Rating                        4


MICHELE DI COSOLA: Chapter 15 Case Summary & Creditors List
-----------------------------------------------------------
Chapter 15 Petitioner: Michele Di Cosola

Chapter 15 Debtor: Michele Di Cosola
                     aka Mike Di Cosola
                   266 Thrasher Street
                   Bloomingdale, IL 60108

Chapter 15 Case No.: 10-49437

Chapter 15 Petition Date: November 3, 2010

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

Judge: Eugene R. Wedoff

Debtor's Counsel: Pro Se

Scheduled Assets: $42,087,207

Scheduled Assets: $42,995,902

A list of the Debtor's 27 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-49437.pdf


MIKE CARTER: To Restructure More Than $28-Mil. Debts
----------------------------------------------------
Duane Marsteller at Bradenton.com reports that Mike Carter
Construction Inc. and several affiliates sought Chapter 11
protection in Tampa to restructure more than $28 million in debts.
The Companies were forced to file for bankruptcy after they failed
to persuade their primary lender to restructure debts.

The affiliates are:
                              Assets        Debts
                              ------------  --------------
* Design Team West Inc.      $2.20 million  $2.19 million
* R.D. Marina LLC            $5.40 million  $11.97 million
* R.D. Marina II Inc.        $0.44 million  $11.35 million
* Mike Carter I LLC          $2.20 million   $2.40 million
* Michael and Jaymie Carter  $8.40 million  $10.80 million

Based in Bradenton, Florida, Mike Carter Construction Inc. filed
for Chapter 11 bankruptcy protection on Oct. 29, 2010 (Bankr. M.D.
Fla. Case No. 10-26156).  Judge Catherine Peek McEwen presides
over the case.  Richard C. Prosser, Esq., at Stichter, Riede,
Blain & Prosser PA, represents the Debtor in its restructuring
efforts.  The Debtor estimated both assets and debts of between $1
million and $10 million in its Chapter 11 petition.


MNMS, LP: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: MNMS, LP
        623 Selvaggio Drive, Suite 200
        Nazareth, PA 18064

Bankruptcy Case No.: 10-23283

Chapter 11 Petition Date: November 5, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Reading)

Judge: Richard E. Fehling

Debtor's Counsel: Erv D. McLain, Esq.
                  MCLAIN & ASSOCIATES
                  561 Main Street, Suite 275
                  Bethlehem, PA 18018
                  Tel: (610) 866-9700
                  E-mail: erv_mclain@mclainlawpc.com

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

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

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

The petition was signed by Stephen F. Selvaggio, member.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Selvaggio Enterprises, Inc.           --                        --


MOBILE MINI: Moody's Assigns 'B2' Rating to $200 Mil. Notes
-----------------------------------------------------------
Moody's Investors Service assigned a (P)B2 rating to Mobile Mini,
Inc.'s $200 million senior unsecured notes, a Rule 144A private
offering announced by the company.  The outlook on Mobile Mini's
ratings, including its B1 corporate family rating, is stable.

                        Ratings Rationale

Mobile Mini said that it intends to use Note proceeds to fund a
tender offer and consent solicitation, also announced, for its
$193 million senior notes due 2014 and to pay associated fees and
expenses.  Moody's expects that Mobile Mini's leverage will not
materially change as a result of the Notes issuance and debt
repayment; consequently, the transaction has no effect on Mobile
Mini's ratings.

"In combination, the Notes issuance and debt redemption could
lower Mobile Mini's borrowing costs and extend its debt maturity
profile, which would be credit positives," said Moody's senior
analyst Mark Wasden.  "However, Mobile Mini's leverage remains
high, after modest improvements since its acquisition of Mobile
Storage Group in 2008.  Mobile Mini's B1 corporate family rating
incorporates Moody's expectation that the company will further
reduce debt levels and restore historic profitability."

Mobile Mini noted that consummation of the tender offer is
conditioned on a successful Notes offering of at least
$200 million and upon receipt of necessary consents to adopt
amendments to its 2014 notes indenture to eliminate restrictive
covenants and events of default.  If the tender offer for the
2014 notes is not successful, Moody's believes the firm could use
the Notes proceeds to repay other indebtedness, such as its
revolving line of credit.

Moody's said that Mobile Mini's ratings continue to reflect its
strong market position in the portable storage leasing industry in
the U.S. and the U.K., the long-term cash flow generating capacity
from its investment in long-lived mobile storage units, and its
modest near-term liquidity risks.  Besides high leverage, rating
constraints include the company's reduced earnings and
profitability, its limited alternate liquidity sources, and its
concentrated exposure to the construction and retail sectors.

In its last Mobile Mini rating action dated June 27, 2008, Moody's
downgraded Mobile Mini's Corporate Family and Senior Unsecured
ratings to B1 and B2, respectively, from Ba3 and B1, respectively.

Mobile Mini, Inc., is a Tempe, Arizona based provider of portable
storage solutions.


MOMENTIVE PERFORMANCE: Noteholders Accept Exchange for New Notes
----------------------------------------------------------------
Momentive Performance Materials Inc. received tenders from the
holders of (i) $450,592,000 aggregate principal amount of their
9.75% Senior Notes due 2014, (ii) EUR155,611,000 aggregate
principal amount of their 9.00% Senior Notes due 2014 and (iii)
$74,792,167 aggregate principal amount of their 10.125% / 10.875%
Senior Toggle Notes due 2014 by the expiration of the early tender
payment deadline, November 4, 2010.

The tenders received by the Company for each series of Notes,
together with the $234.3 million principal amount of the 2006
9.75% Notes, EUR88.2 million principal amount of the 2006 9.00%
Notes, and $139.4 million principal amount of the Senior Toggle
Notes owned by Apollo Management, L.P., which principal amounts
will be exchanged by Apollo, represent in the aggregate
approximately 95.58% of the 2006 9.75% notes, 99.99% of the 2006
9.00% Notes and 99.41% of the Senior Toggle Notes.  Apollo will
enter into an agreement to exchange the entire amount of its
current holdings of each series of Notes for new debt of the
Company at an exchange ratio determined based on the tender
consideration offered to holders of the Notes, and intended to
give Apollo an aggregate value equivalent to that which it would
receive if it had received the total consideration in the tender
offers and used the proceeds thereof to invest in such new debt.
The new debt will have the same terms as the new notes issued by
the Company to finance the tender offers.

The complete terms and conditions of the tender offers for the
Notes are detailed in the Company's Offer to Purchase dated
October 22, 2010 and the related Letter of Transmittal.  The
Company currently expects to accept for payment, subject to
conditions set forth in the Tender Offer Documents, all of the
Notes validly tendered prior to the Early Tender Date on November
5, 2010.

Each holder who validly tendered its Notes prior to the Early
Tender Date will receive, if such Notes are accepted for purchase
pursuant to the tender offers, the total consideration of (1)
$1,053.75 per $1,000 principal amount of 2006 9.75% Notes
tendered, which includes $1,043.75 as the tender offer
consideration and $10.00 as an early tender payment; (2)
EUR1,050.00 per EUR1,000 principal amount of 2006 9.00% Notes
tendered, which includes ?1040.00 as the tender offer
consideration and EUR10.00 as an early tender payment; and (3)
$1,056.25 per $1,000 principal amount of Senior Toggle Notes
tendered, which includes $1,046.25 as the tender offer
consideration and $10.00 as an early tender payment.  In addition,
accrued interest up to, but not including, the applicable payment
date of the Notes will be paid in cash on all validly tendered and
accepted Notes.

Each tender offer is scheduled to expire at 11:59 p.m., New York
City time, on November 19, 2010, unless extended or earlier
terminated.  Because the Early Tender Date has passed, tendered
Notes may no longer be withdrawn at any time, except to the extent
that the Company is required by law to provide additional
withdrawal rights.  Holders who validly tender their Notes after
the Early Tender Date will receive only the tender offer
consideration and will not be entitled to receive an early tender
payment if such Notes are accepted for purchase pursuant to the
tender offers.

All the conditions set forth in the Tender Offer Documents remain
unchanged. If any of the conditions are not satisfied, the Company
may terminate the tender offers and return tendered Notes not
previously accepted.  The Company has the right to waive any of
the foregoing conditions with respect to the Notes of any or all
series and to consummate any or all of the tender offers.  In
addition, the Company has the right, in its sole discretion, to
terminate the tender offers at any time, subject to applicable
law.

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC
and J.P. Morgan Securities LLC will act as Dealer Managers for the
tender offers for the 2006 9.75% Notes and Senior Toggle Notes,
and Citigroup, Credit Suisse and J.P. Morgan Securities Ltd. will
act as the Dealer Managers for the tender offer for the 2006 9.00%
Notes.

                    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.


MOMENTIVE SPECIALTY: 90.52% of $355MM Notes Tendered for Exchange
-----------------------------------------------------------------
Pursuant to its previously announced tender offer, Momentive
Specialty Chemicals Inc. received tenders from the holders of
$355,241,000 aggregate principal amount of their 9.75% Senior
Notes due 2014 by the expiration of the early tender payment
deadline, November 4, 2010.

The tenders received by the Company for the Notes, together with
the approximately $127 million principal amount of the Notes owned
by Apollo Management, L.P., which principal amount will be
exchanged by Apollo, represent in the aggregate approximately
90.52% of the Notes.  Apollo will enter into an agreement to
exchange the entire amount of its current holdings of Notes for
new debt of the Company at an exchange ratio determined based on
the tender consideration offered to holders of the Notes, which is
intended to give Apollo an aggregate value equivalent to that
which it would receive if it had received the total consideration
in the tender offer and used the proceeds thereof to invest in the
new debt.  The new debt will have the same terms as the new notes
issued by the Company to finance the tender offer.

The complete terms and conditions of the tender offer for the
Notes are detailed in the Company's Offer to Purchase dated
October 22, 2010 and the related Letter of Transmittal.  The
Company currently expects to accept for payment, subject to
conditions set forth in the Tender Offer Documents, all of the
Notes validly tendered prior to the Early Tender Date on November
5, 2010.

Each holder who validly tendered its Notes prior to the Early
Tender Date will receive, if such Notes are accepted for purchase
pursuant to the tender offers, the total consideration of
$1,053.75 per $1,000 principal amount of Notes tendered, which
includes $1,043.75 as the tender offer consideration and $10.00 as
an early tender payment.  In addition, accrued interest up to, but
not including, the applicable payment date of the Notes will be
paid in cash on all validly tendered and accepted Notes.

The tender offer is scheduled to expire at 11:59 p.m., New York
City time, on November 19, 2010, unless extended or earlier
terminated.  Because the Early Tender Date has passed, tendered
Notes may no longer be withdrawn at any time, except to the
extent that the Company is required by law to provide additional
withdrawal rights.  Holders who validly tender their Notes after
the Early Tender Date will receive only the tender offer
consideration and will not be entitled to receive an early tender
payment if such Notes are accepted for purchase pursuant to the
tender offers.

All the conditions set forth in the Tender Offer Documents remain
unchanged. If any of the conditions are not satisfied, the Company
may terminate the tender offer and return tendered Notes not
previously accepted.  The Company has the right to waive any of
the foregoing conditions with respect to the Notes and to
consummate any or all of the tender offers.  In addition, the
Company has the right, in its sole discretion, to terminate the
tender offer at any time, subject to applicable law.

This announcement shall not constitute an offer to purchase or
a solicitation of an offer to sell any securities. The tender
offer is being made only through, and subject to the terms and
conditions set forth in, the Tender Offer Documents and related
materials.

Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC
and J.P. Morgan Securities LLC will act as Dealer Managers for the
tender offer.

                     About Momentive Specialty

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

The Company's balance sheet at Sept. 30, 2010, showed
$3.22 billion in total assets, $5.20 billion in total liabilities,
and a stockholder's deficit of $1.99 billion.

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


NEW ISLAND: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: New Island Associates
        a California Limited Partnership
        2421 Cheremoya Ave.
        Los Angeles, CA 90068

Bankruptcy Case No.: 10-57621

Chapter 11 Petition Date: November 4, 2010

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

Judge: Sheri Bluebond

Debtor's Counsel: Michael Jay Berger, Esq.
                  LAW OFFICES OF MICHAEL JAY BERGER
                  9454 Wilshire Blvd 6th Flr.
                  Beverly Hills, CA 90212-2929
                  Tel: (310) 271-6223
                  Fax: (310) 271-9805
                  E-mail: michael.berger@bankruptcypower.com

Scheduled Assets: $3,192,863

Scheduled Debts: $2,138,494

A list of the Company's 12 largest unsecured creditors filed
together with the petition is available for free at:

       http://bankrupt.com/misc/cacb10-57621.pdf

The petition was signed by Richard Elfman, general partner.


NEXSTAR BROADCASTING: Posts $3-Mil. Net Loss in Sept. 30 Qtr.
-------------------------------------------------------------
Nexstar Broadcasting Group Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $2.99 million on $73.13 million of
net revenues for the three months ended Sept. 30, 2010, compared
with a net loss of $18.39 million on $60.40 million of net
revenues for the same period a year ago.

The Company's balance sheet at Sept. 39, 2010, showed $607.58
million in total assets, $797.43 million in total liabilities, and
a stockholder's deficit of $189.85 million.

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

                  About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida. N exstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

                           *     *     *

As reported by the Troubled Company Reporter on August 30, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Nexstar Broadcasting Group to 'B' from 'B-'.  The rating
outlook is stable.

"The 'B' corporate credit rating reflects S&P's expectation that
Nexstar's core ad revenue will continue growing modestly in 2010
and 2011," said Standard & Poor's credit analyst Deborah Kinzer.
The EBITDA growth resulting from the rebound in core advertising,
combined with political ad revenue from the 2010 midterm
elections, should, in S&P's view, enable Nexstar to reduce its
leverage significantly by the end of the year.


NORBORD INC.: DBRS Downgrades Issuer Rating to BB (Low)
-------------------------------------------------------
DBRS has downgraded the Issuer Rating of Norbord Inc. (Norbord or
the Company) from BB to BB (low) and has changed the trend to
Stable from Negative.  The Company's Secured Debentures rating has
been downgraded from BBB (low) to BB (high).  The downgrades
reflect the fact that the Company's performance is below
expectations.  Norbord has reversed its loss-making trend but its
financial profile is still not compatible with a BB rating and
soft conditions in the construction industry are likely to lead to
further weakness in the Company's operating performance going
forward.  Furthermore, DBRS deems the reduction of Brookfield
Asset Management Inc. (BAM) shareholdings in Norbord to 52% (from
75%) a slight negative.  Implied support from BAM is a major
consideration for the rating.  The trend change to Stable from
Negative indicates that DBRS expects further deterioration in the
Company's financial profile to be moderate and be within the BB
(low) range.

The Company's financial profile has been on a weakening trend in
line with the decline in the construction sector over the last few
years.  Even though the Company's financial profile has
deteriorated, its solid business profile, ample liquidity to meet
operating needs, and the implied support of its majority owner BAM
have supported the rating at a level above that reflected by the
Company's financial metrics.  DBRS has given strong consideration
to the fact that the Company is one of the lowest-cost producers
of oriented strand board (OSB) and is well positioned to benefit
from the recovery of the industry and to restore its financial
profile to be compatible with the BB rating as the industry
recovers.  Initially, DBRS had expected the residential
construction sector to stage a meaningful recovery around late
2010.  Yet even though construction activities appeared to have
bottomed in mid-2009, the pace of recovery has been tepid.
However, a number of one-off factors have led to a demand/supply
imbalance during the first half of 2010.

(1) During the latter part of 2009, in anticipation of weak
construction activities, most producers in North America curtailed
production, limiting supply to match the weak demand conditions.
Additionally, dealers in the supply chain were running down their
inventory. Inventory in the supply channels was extremely lean.
(2) The weather in the southeastern United States was much wetter
than normal, preventing loggers from accessing the trees.  (3)
Sentiment among builders was turning positive at the early part of
2010, supported by encouraging economic news and government
incentives, and housing starts were showing sequential
improvement.  This demand/supply imbalance led to a sharp increase
in OSB prices.  Furthermore, Norbord was able to operate at much
higher utilization rates, benefiting from the imbalance.  The
strong performance in the second quarter of 2010 allowed Norbord
to strengthen its financial profile.  Although Norbord has used
free cash flow to reduce debt, leverage remained aggressive for a
cyclical company.  However, the short product conditions were
corrected in the last half of Q2 2010.  Demand petered out, with
most restocking at supply channels complete and housing starting
to plateau at an annualized rate of approximately 600,000 units -
well below expectations.  OSB prices retreated back to the 2009
price range of $160 to $190 by mid-July.  Operating results at
Norbord in Q3 2010, although still profitable, were much weaker
than the previous quarter accordingly.

Going forward, DBRS believes that there are still significant
headwinds facing the construction industry.  (1) The boost from
the homebuyer tax credit in the United States expired at the end
of April 2010.  The lack of stimulus and the negative impact of
pulled forward sales could dampen demand for the rest of 2010 and
into 2011.  (2) The persistent high unemployment rate in the
United States and its impact on the confidence of potential
homebuyers could continue to dampen demand and further delay a
meaningful recovery in the housing market despite favorable
mortgage rates.  (3) Credit availability remains tight and weighs
on builders' ability to start new projects.  Consequently, DBRS
believes that residential construction and the resultant demand
for building products are not likely to show a meaningful
improvement until late 2011, much later than our initial
expectation of end-2010.

Norbord has done a good job at controlling cash usage and using
excess cash for debt reduction.  However, the balance sheet
remains aggressive for a cyclical company, and the recent
improvement in operating results and associated credit metrics is
not likely to be sustainable in view of still-weak market
conditions.  DBRS believes that the Company's financial profile
should weaken further in the near term, albeit moderately.
Nevertheless, DBRS believes that the worst is over for the
construction industry for this cycle but the Company's financial
profile should not show meaningful improvement until construction
activities rebound, now expected in late 2011 - much later than
originally anticipated.

DBRS deems the sell-down of BAM's shareholdings to 52% from 75% as
a slightly negative factor.  BAM had owned between 30% and 40% of
Norbord shares since the Company went public in 1987, with BAM's
ownership increasing to 75% in late 2008 when it backstopped
Norbord's rights offering.  This recent divestiture has lowered
BAM's investment in/exposure to Norbord to closer to pre-2008
levels.  Nevertheless, as majority owner, potential support from
BAM is still intact, in DBRS's view.  However, the implied support
from BAM is a critical support to Norbord's current rating and any
further significant sell-down by BAM would have negative rating
implications.

Pursuant to DBRS rating methodology for leveraged finance, DBRS
has created a default scenario for Norbord in order to analyze
when and under what circumstances a default could hypothetically
occur and the potential recovery of the Company's debt in the
event of such default.  The scenario assumes that the U.S. economy
fails to recover and falls into a recession again later in 2011.
This would lead to continued deterioration in the demand for OSB.
In addition, it is assumed that the Canadian dollar remains high
relative to its U.S. counterpart in 2010 and 2011.  Under this
scenario, the Company would exhaust its liquidity in late 2012.

DBRS has determined Norbord's estimated value at default using an
EBITDA multiple valuation approach, consistent with a view that
default would likely result in the restructuring and/or
recapitalization of the assets with value as a going concern
versus the sale of its individual assets.  EBITDA multiples
utilized are applied to cyclically normalized EBITDA at default as
opposed to the actual low EBITDA values expected at the time of
default, reflecting the forward-looking nature of the valuation.
The valuation considers the issuer and the specific debt
instruments, allocating value proceeds accordingly.  DBRS has
forecast the economic value of the components of the enterprise at
approximately $493 million using a 4.0 times multiple of
normalized EBITDA for Norbord.  Based on the default scenario
above, the Secured Debentures have recovery estimated between 70%
and 90%, hence the assigned recovery rating of RR2.


NORTEL NETWORKS: Accuses Communications Test of Counterfeiting
--------------------------------------------------------------
Nortel Networks Inc. is alleging Communications Test Design Inc.,
a company it contracted to refurbish its digital telephones,
illegally used Nortel trade secrets to build phones from scratch
and sell $25 million of counterfeit devices to unsuspecting
customers, Bankruptcy Law360 reports.

CTDI has made no attempt to explain its suspect actions from 2005
to 2009, particularly its failure to disclose the sales in its
royalty reports, Nortel said Monday.

                       About Nortel Networks

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

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

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

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

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

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

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


NORTEL NETWORKS: Wants to Sell LP Interests for $22.8 Million
-------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
will convene a hearing on November 23, 2010, at 10:00 a.m.
(Eastern Standard Time), to consider Nortel Networks Inc., et
al.'s request to sell certain limited partnership and limited
liability corporation interests.  Objections, if any, are due
November 16 at 4:00 p.m.

The Debtors will sell the limited partnership interests in the 19
venture capital fund investments held by both NVLLC and NNI and
the membership interests in MILCOM held by NNI, to CS Strategic
Partners IV VC Holdings, L.P., and Amberbrook V, LLC.

The aggregate purchase price for all of the funds will be
$22,774,057, plus any capital contributions made by the Debtors.
The total portion of the purchase price allocated to funds where
rights of first refusal may be exercised is $5,836,069.

The Debtors relate that the purchasers submitted a joint bid that
represented the highest offer, which was an increase of
approximately 10% over their initial bid price and approximately
9% higher than the next highest bid price.

The Debtors believe that the sale of the LP Interests to the
purchasers without an auction is the best way to maximize value
for their estates.

                             About CS

CS is part of the Alternative Investments group of Credit Suisse,
which has more than $160 billion under management.  CS, together
with its affiliate and predecessor funds, has completed over
570 transactions and holds approximately 1,050 funds.

                         About Amberbrook

Amberbrook's managing member is Willowridge Partners, Inc., which
was founded in 1995 and completed over 225 transactions acquiring
interests in more than 350 separate private equity partnerships
and direct holdings in over 100 companies, with a specialty in
older fund interests like the LP Interests.  Willowridge Partners,
Inc., is already a limited partner in six of the thirteen groups
of funds being sold in the transaction.

                      About Nortel Networks

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

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

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

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

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

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

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


NPS PHARMACEUTICAL: Posts $15.7 Million Net Loss in Third Quarter
-----------------------------------------------------------------
NPS Pharmaceuticals reported a net loss of $15.7 million for the
third quarter 2010, compared with a net loss of $7.8 million for
the third quarter 2009.  Revenues were $21.054 million in the
quarter ended Sept. 30, 2010, compared with $20.119 in the same
period in 2009.

The Company's balance sheet at Sept. 30, 2010, showed $228.82
million in total assets, $378.65 million in total liabilities, and
a stockholder's deficit of $149.82 million.

"This year continues to be marked by strong execution with two
product development programs progressing well and on schedule,"
said Francois Nader, MD, president and chief executive officer of
NPS Pharmaceuticals.  "We look forward to a number of near-term
milestones including top line results from our Phase 3 STEPS study
of GATTEX in short bowel syndrome and randomization of the last
patient in our Phase 3 REPLACE study of NPSP558 in
hypoparathyrodism.

"Our market research continues to confirm the high patient and
physician support for and commercial promise of GATTEX and
NPSP558.  And as a result of another successful financing, we
further strengthened our cash position and we expect to deliver
full-year cash burn at the lower end of our prior guidance."

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6db6

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6db7

                     About NPS Pharmaceuticals

Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing new treatment
options for patients with rare gastrointestinal and endocrine
disorders.

NPS noted in its Form 10-K for the year ended Dec. 31, 2009, it
has not been profitable since our inception in 1986.  As of
December 31, 2009, it had an accumulated deficit of
$922.7 million.  "Currently, we are not a self-sustaining business
and certain economic, operational and strategic factors may
require us to secure additional funds."  The Company though
believes its existing capital resources at December 31, 2009,
along with the receipt of $38.4 million from the sale of its
REGPARA royalty stream, should be sufficient to fund its current
and planned operations through at least January 1, 2011.


ORANGE COUNTY NURSERY: Minority Shareholders Have Valid Claim
-------------------------------------------------------------
Under California law, WestLaw reports, once a state court entered
its prepetition decree in their involuntary dissolution action,
the minority shareholders of a Chapter 11 debtor, which was a
closely held corporation, had an enforceable right to payment for
their shares, either in the amount of the appraised value if the
debtor tendered such amount by the court-imposed deadline or for
the shares' actual value upon the debtor's forced dissolution.
Therefore, the minority shareholders had a claim, under the
Bankruptcy Code, for the value of their shares had the debtor been
dissolved where the debtor failed to make the payment prepetition
and the trustee did not make the payment within 60 days of the
debtor's petition filing.  In re Orange County Nursery, Inc., ---
B.R. ----, 2010 WL 3984740 (C.D. Cal.).

Orange County Nursery, Inc. -- http://www.ocnursery.com/--
located in Moonpark, Calif., supplies growers and landowners in
Orange and San Diego counties with a variety of nursery stock
including bareroot fruit and nut trees, ball and burlap citrus
trees, and ornamental plants.  Orange County Nursery sought
chapter 11 protection (Bankr. C.D> Calif. Case No. 09-10165) on
Jan. 22, 2009, and is represented by David S. Kupetz, Esq., at
Sulmeyer Kupetz in Los Angeles.  At the time of the filing, the
Debtor estimated assets of more than $10 million and debts of less
than $10 million.


OXIGENE INC: Posts $13.5 Million Net Loss in Third Quarter
----------------------------------------------------------
OXiGENE, Inc., reported a consolidated net loss for the three-
month period ended September 30, 2010, of $13.5 million compared
to a consolidated net loss of $6.9 million for the same three-
month period of 2009.  The Company did not record any revenues
during those periods.

In July 2010, the Company submitted three applications requesting
certification for qualified investments in a qualifying
therapeutic discovery project under section 48D of the Internal
Revenue Code.  In November 2010 the Company was notified that it
was awarded a grant in the amount of approximately $0.24 million
for each of the three project applications submitted for a total
of approximately $0.72 million.

"An important highlight of the third quarter of 2010 was the
presentation of additional highly encouraging data from the FACT
trial about the safety and activity of ZYBRESTAT(TM) as a
potential treatment for anaplastic thyroid cancer.  These data
included results showing improvement in overall survival and
meaningful survival benefit in multiple subgroups of patients,
including patients who were heavily pretreated with surgery,
radiation or chemotherapy as well as patients younger than 60
years of age," said Peter J. Langecker, M.D., Ph.D., OXiGENE's
Chief Executive Officer.  "For the remainder of 2010, we will
remain focused on three key areas of our business: financing our
operations, working to establish strategic partnerships and
pursuing guidance from the FDA based on our analysis of the FACT
trial as well as the outcomes of our other clinical programs.  We
are pleased with the progress of our clinical programs and look
forward to achieving additional milestones that have the potential
to add significant value to these programs."

At September 30, 2010, OXiGENE had cash, cash equivalents and
restricted cash of approximately $6.5 million compared with
approximately $14.1 million at December 31, 2009.

The Company's balance sheet at September 30, 2010, showed
$7.7 million in total assets, $15.2 million in total liabilities,
and a stockholders' deficit of $7.5 million.

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

               http://researcharchives.com/t/s?6df7

                        About OxiGENE Inc.

South San Francisco, Calif.-based OXiGENE (Nasdaq: OXGN)
-- http://www.oxigene.com/-- is a clinical-stage
biopharmaceutical company developing novel therapeutics to treat
cancer and eye diseases.

As reported in the Troubled Company Reporter on March 22, 2010,
Ernst & Young LLP, in Boston, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its 2009 results.  The independent auditors noted that the Company
has incurred recurring operating losses and will be required to
raise additional capital, alternative means of financial support,
or both, prior to January 1, 2011, in order to sustain operations.


PAID INC: Posts $344,200 Net Loss in September 30 Quarter
---------------------------------------------------------
Paid, Inc., filed its quarterly report on Form 10-Q, reporting a
net loss of $344,194 on $4.2 million of revenue for the three
months ended September 30, 2010, compared with net income of
$209,806 on $2.1 million of revenue for the same period of 2009.

The Company's balance sheet at September 30, 2010, showed
$4.1 million in total assets, $1.3 million in total liabilities,
and stockholders' equity of $2.8 million.

As reported in the Troubled Company Reporter on March 15, 2010,
CCR LLP, in Westborough, Mass., expressed substantial doubt about
the Company's ability to continue as a going concern, following
its 2009 results.  The independent auditors noted of the Company's
substantial net losses and accumulated deficit of $39.53 million
at December 31, 2009.

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

               http://researcharchives.com/t/s?6df8

                         About Paid, Inc.

Based in Worcester, Massachusetts, Paid, Inc. (OTC BB: PAYD)
-- http://www.paid.com/-- provides businesses and clients with
brand management, brand marketing, product merchandising, online
merchandise and fulfillment services, website development, and
hosting and authentication services for the entertainment, sports
and collectible industries.


PATRICK SCHMIDT: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Patrick H. Schmidt
               Rebecca S. Schmidt
               1620 E Earll
               Phoenix, AZ 85016

Bankruptcy Case No.: 10-35744

Chapter 11 Petition Date: November 4, 2010

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

Judge: Randolph J. Haines

Debtor's Counsel: Robert M. Cook, Esq.
                  LAW OFFICES OF ROBERT M. COOK PLLC
                  219 W Second St.
                  Yuma, AZ 85364
                  Tel: (928) 782-7771
                  Fax: (928) 782-7778
                  E-mail: robertmcook@yahoo.com

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

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

A list of the Joint Debtors' seven largest unsecured creditors
filed together with the petition is available for free at

         http://bankrupt.com/misc/azb10-35744.pdf


PEARL COS: Files Ch. 11 Plan, Has No Agreement with Unsecureds
--------------------------------------------------------------
Pearl Cos. filed a creditor-repayment plan with the court
overseeing its bankruptcy case even though it failed to reach an
agreement with unsecured creditors regarding the terms of the
document, Dow Jones' DBR Small Cap reports.

According to the report, Pearl filed the creditor-repayment plan
with the U.S. Bankruptcy Court in Fort Lauderdale, Fla.  The
report relates that the plan explains that the company and its
principals intend on paying creditors through available funds and
future revenue.

The report notes that holders of gift cards that Pearl had issued,
for example, will receive the full amount of the unused portion of
the gift card as a credit against purchases. Unsecured creditors
with claims of $3,000 or less will get 20% of their claim paid in
five separate payments.

Pearl estimates that this group of creditors will be owed a total
of $153,000, the report notes.  Meanwhile, the report says,
unsecured creditors with claims in excess of $3,000 will be paid
20% of their claim in 15 separate payments.  The unsecured claims
of Perlmutter Management of Florida Inc, the report adds.

Pearl Cos. filed a Chapter 11 petition on April 9, 2010, in Fort
Lauderdale, Florida (Bankr. S.D. Fla. Case No. 10-19336).  Pearl
Cos. has six arts-and-crafts stores now in operation.  In its
petition, it disclosed assets of $7.9 million and debt totaling
$10.9 million.


PETCO ANIMAL: S&P Raises Assigns 'B' Rating to $1.1 Bil. Loan
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B' issue-
level rating with a '4' recovery rating to PETCO Animal Supplies
Inc.'s proposed $1.1 billion term loan.  In addition, S&P assigned
a 'CCC+' issue-level rating with a '6' recovery rating to the
company's proposed $625 million senior unsecured notes.

Concurrently, S&P affirmed all existing ratings on PETCO,
including S&P's 'B' corporate credit rating.  The outlook is
stable.

The rating action follows PETCO's planned dividend
recapitalization.  The company intends to use proceeds from the
proposed debt issuance to refinance existing debt and pay up to a
$700 million dividend to its owners.

A $250 million revolving credit facility is unrated and will be
undrawn at time of closing of the transaction.

"Although leverage increases after the refinancing and dividend
payment, S&P affirmed the rating based on its better view of the
business," said Standard & Poor's credit analyst Mariola Borysiak.

The ratings reflect what S&P considers PETCO's fair business
profile characterized by its successful participation in a very
competitive and fragmented pet products industry.  It also
reflects S&P's expectation that PETCO's sales and operating
margins will continue to stabilize as the economy slowly recovers
and consumers add less discretionary but higher margin hardgood
merchandise to their shopping baskets, and the company further
benefits from cost efficiencies.


PETER BUCKLIN: Creditors Committee Has 7 Members
------------------------------------------------
Robert D. Miller, Jr., the United States Trustee for Region 18,
has amended the appointment of Committee Of Unsecured Creditors in
the Chapter 11 case of Peter M. Bucklin as to the mailing address
of Ferdinand Schmitz IV only.

The members of the Creditors Committee are:

  (1) Kenneth R. Maiolini
      8000 Old Redwood Hwy
      Cotati, CA 94931
      Telephone: (707) 792-4980
      Fax: (707) 792-4988

  (2) Karl Schottstaedt
      1205 B Street
      Petaluma, CA 94952
      Telephone: (707) 763-4937
      Fax: (707) 981-8529

  (3) Richard Joy
      P.O. Box 2769
      Fair Oaks, CA 95628
      Telephone: (916) 961-3190
      Fax: (916) 962-2964

  (4) Fred W. Taylor, Trustee
      Cascade Acceptance Corp.
      Money Purchase Pension Trust
      P. O. Box 340
      Mill Valley, CA 94942
      Telephone: (415) 388-4214
      Fax: (415) 388-8660

  (5) Ferdinand Schmitz IV
      505 N McClurg Ct., Apt. 3703
      Chicago, IL 60611
      Telephone: (312) 436-1190
      Fax: 312-441-0730

  (6) Timothy C. Espinoza
      215 Raspberry Ln.
      Sebastopol, CA 95472
      Telephone: (707) 874-3201
      Fax: (707) 874-3201

  (7) Randall O'Dell, President
      O'Dell Engineering
      1165 Scenic Drive, Suite A
      Modesto, CA 95350
      Telephone: (209) 571-1765
      Fax: (209) 571-2466

                      About Peter M. Bucklin

Eagle Point, Oregon-based Peter M. Bucklin -- dba PMB Development
Co. and The Peter M. and Joan B. Bucklin Revocable Trust -- filed
for Chapter 11 bankruptcy protection on July 23, 2010 (Bankr. D.
Ore. Case No. 10-64467).  Thomas W. Stilley, Esq., who has an
office in Portland, Oregon, assists the Debtor in his
restructuring effort.  The Debtor estimated its assets and debts
at $10 million to $50 million as of the Petition Date.


PHILIP OSTROM: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Philip S. Ostrom
               Sherry Sue Luna
               P.O. Box 148
               Patagonia, AZ 85624

Bankruptcy Case No.: 10-35837

Chapter 11 Petition Date: November 5, 2010

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

Judge: Eileen W. Hollowell

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

Scheduled Assets: $709,358

Scheduled Debts: $1,856,278

A list of the Joint Debtors' 20 largest unsecured creditors filed
together with the petition is available for free at

           http://bankrupt.com/misc/azb10-35837.pdf


POINT BLANK: Lender Steel Partners Pushes for Sale By Year's End
----------------------------------------------------------------
Dow Jones' Small Cap reports that Point Blank Solutions Inc.'s
bankruptcy lender is pushing for a fast-track sale in the case,
saying such a transaction is the only way to save the company from
facing a "true liquidity crisis" come January.

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection on April 14, 2010 (Bankr. D. Del. Case No.
10-11255).  Laura Davis Jones, Esq., and Timothy P. Cairns, Esq.,
at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel
to the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP
serves as corporate counsel.  T. Scott Avila of CRG Partners Group
LLC is the restructuring officer.  Epiq Bankruptcy Solutions
serves as claims and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  The Equity Committee has tapped Morrison
Cohen LLP, and The Bayard, P.A., as counsel.  Robert M. Hirsh,
Esq., and Heike M. Vogel, Esq., at Arent Fox LLP, serve as counsel
to the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at Messana Rosner & Stern LLP, serve as co-
counsel.


PRECISION DRILLING: S&P Raises Corporate Credit Rating to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit and senior unsecured debt ratings on Calgary,
Alta.-based Precision Drilling Corp. to 'BB+' from 'BB' following
a review of the company's business risk and financial risk
profiles.  At the same time, Standard & Poor's raised its senior
secured debt rating on Precision's term loan A and term loan B to
'BBB' from 'BBB-'; however, S&P expects the company will repay
these facilities with the proceeds of the US$550 million senior
unsecured bond issue.  The '1' recovery rating on the senior
secured debt is unchanged.  Standard & Poor's also assigned its
'BB+' issue-level rating and '4' recovery rating to Precision's
proposed US$550 million senior unsecured bond issue.  The outlook
is stable.  Standard & Poor's also withdrew its 'BBB-' senior
secured debt rating on the revolving credit facility.

The '1' recovery rating reflects S&P's expectation of very high
recovery (90%-100%) of principal in the event of a default, while
a '4' recovery rating reflects S&P's expectation of modest
recovery (30%-50%).

The upgrade reflects S&P's assessment of the company's financial
risk profile, which S&P believes has improved since its year-end
2008 debt-financed acquisition of U.S.-based Grey Wolf Inc.

"In S&P's opinion, Precision's financial risk profile has
benefited from the company's ability to generate positive free
cash flow, through effective cost management at both peaks and
troughs of the hydrocarbon price cycle," said Standard & Poor's
credit analyst Michelle Dathorne.  "As Precision remains focused
on maintaining its balance sheet leverage at the moderate levels
consistent with its long-term financial policies, S&P believes the
credit profile and ratings are fairly stable at the current
levels," Ms. Dathorne added.

The ratings on Precision reflect Standard & Poor's opinion of the
company's participation in the cyclical and highly volatile
oilfield services sector, the diminished cash flow generation
profile associated with the current weak outlook for natural gas
exploration and production, and the company's improved) capital
structure.  S&P believes that offsetting these factors, which
hamper Precision's overall credit profile, are the company's good
cost management, the size and expanded geographic diversification
of its drilling and service rig fleet, and the large number of
rigs with deep drilling capabilities in the U.S. and Western
Canada's Sedimentary Basin markets.

Precision operates in North America's principal oil and gas
basins, notably the WCSB.  The company also has land rigs
positioned in several high-growth markets in the U.S. With 353
drilling and 200 service rigs, and 20 snubbing units, it now has
one of North America's largest land drilling rig fleets.

The stable outlook reflects S&P's expectation that Precision will
sustain the balance-sheet improvements it has achieved in 2009 and
2010.  Although S&P's near-term forecasts do not include a
material improvement in North America industry conditions for the
oilfield services sector, without a material debt-financed
acquisition, S&P believes the company's financial risk profile is
unlikely to deteriorate during S&P's forecast period, given its
ability to manage its costs and maintain operating margins at
cyclical downturns.  S&P believes Precision's overall credit
profile is fairly stable at the 'BB+' rating level.  Because the
company's financial risk profile and financial targets are in line
with their long-term policy ranges, which Standard & Poor's views
as appropriate for the 'BB+' rating, there appears to be little
likelihood of an upgrade in 2011 and 2012.  A negative rating
action could occur if the company accelerates its growth
initiatives through a material debt-financed acquisition, such
that its financial risk profile again deteriorates to early 2009
levels.


QWEST COMMUNICATIONS: Reports $90-Mil. Third Quarter Net Loss
-------------------------------------------------------------
Qwest Communications reported financial results for the third
quarter 2010.  For the quarter, the company reported improved
sequential and year-over-year revenue comparisons across all
segments, expanded adjusted EBITDA margin and strong free cash
flow.  Qwest also continued to strengthen its balance sheet.

Net loss for the third quarter was $90 million compared to net
income of $136 million in the prior year.  The current quarter
includes pre-tax charges totaling $71 million for severance and
realignment, merger-related expenses and a one-time adjustment to
USF fees.  The current quarter also includes a $229 million pre-
and post-tax charge related to the conversion option on
convertible notes.  This charge is due to strong appreciation of
Qwest's stock price during the third quarter.  The prior-year
period includes pre-tax charges totaling $27 million for severance
and realignment, and litigation reserve.

The Company's balance sheet at Sept. 30, 2010, showed
$18.96 billion in total assets, $20.38 billion in total
liabilities, and a stockholder's deficit of $1.43 billion.

The third quarter reported loss per share was 5 cents compared
to earnings per share of 8 cents in the third quarter 2009.
Excluding special items, earnings per share were 11 cents compared
to 9 cents in the year-ago period, an increase of 22 percent.
Special items for the quarter are discussed in the Consolidated
Financial Results section below.

The company continues to make steady progress in improving revenue
trends.  Reported revenues were flat sequentially for the first
time in 8 quarters and declined 4 percent on a year-over-year
basis.  After normalizing for the effects of the company's
transition to a new wireless business model, third quarter
consolidated net operating revenue declined 3 percent year over
year.  This compares to a normalized decline of 4 percent last
quarter.

Adjusted EBITDA of $1.12 billion for the quarter increased 3
percent sequentially.  Adjusted EBITDA margin increased 240 basis
points year over year and 90 basis points sequentially to 38.2
percent.

"I am very pleased we delivered strong operating and financial
results in the third quarter," said Edward A. Mueller, Qwest
chairman and CEO.  "We are confident we will continue our solid
execution, and we are raising our revenue, adjusted EBITDA and
cash flow outlook to the top-end of our 2010 guidance.  Under
difficult market conditions, solid subscriber additions on the
FTTN network, stable results in Business Markets, improving
revenue trends in Wholesale, and increased margins demonstrate our
disciplined focus on strategic growth opportunities.  During the
quarter, we also made substantial progress on the approval process
including overwhelming support from both companies' shareholders,
moving us closer to completing our merger with CenturyLink."

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6d9a

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6d9b

                           About Qwest

Based in Denver, Colorado, Qwest Communications (NYSE: Q) --
http://www.qwest.com/-- offers residential customers a new
generation of fiber-optic Internet service, high-speed Internet
solutions, as well as digital home phone, wireless service
available through Verizon Wireless and DIRECTV services.  Qwest is
also the choice of 95% of Fortune 500 companies, offering a
full suite of network, data and voice services for small
businesses, large businesses, government agencies and wholesale
customers.  Additionally, Qwest participates in Networx, the
largest communications services contract in the world, and is
recognized as a leader in the network services market by leading
technology industry analyst firms.

Qwest carries a 'Ba1' corporate family and probability of default
ratings from Moody's and has 'BB' issuer credit ratings from
Standard & Poor's.

"Our high debt levels pose risks to our viability and may make us
more vulnerable to adverse economic and competitive conditions, as
well as other adverse developments," the Company said in its Form
10-K for the year ended Dec. 31, 2009.  At Dec. 31, the Company's
consolidated debt was approximately $14.2 billion.  Approximately
$5.8 billion of its debt obligations come due over the next three
years.  This amount includes $1.265 billion of our 3.50%
Convertible Senior Notes due 2025, which it may elect to redeem at
any time on or after November 20, 2010 and holders may require the
Company to repurchase for cash on November 15, 2010.

The Company's balance sheet at June 30, 2010, showed
$18.95 billion in total assets, $20.20 billion in total
liabilities, and a stockholders' deficit of $1.24 billion.

Fitch Ratings is maintaining the Rating Watch Positive on the
'BB' Issuer Default Rating assigned to Qwest Communications
International, Inc. and its subsidiaries.  Concurrently, Fitch
has affirmed the 'BBB-' issue rating assigned to Qwest's
$1.035 billion senior secured credit facility and the senior
unsecured debt issued by Qwest Corporation.  Approximately
$13.1 billion of debt outstanding as of June 30, 2010, including
$7.9 billion of debt outstanding at QC, is affected by Fitch's
action.


RADIENT PHARMACEUTICALS: Issues Warrants to Buy 2.75MM Shares
-------------------------------------------------------------
Radient Pharmaceutical Corporation issued common stock purchase
warrants to purchase, in the aggregate, up to approximately
2,756,000 shares of its common stock on October 31, 2007,
December 21, 2007, March 5, 2008 and September 15, 2008 to various
investors.

The Company said, "As a result of private negotiations, we re-
priced approximately 105,856 of these warrants held by 5 of the
investors to $0.52 per share.  The original price of the warrants
that were re-priced was $3.68, $4.74 and $2.69.  The remaining
unexercised warrants remain exercisable at their original exercise
price as set forth above.  The 105,856 warrants have now been
exercised, pursuant to which we received approximately $55,000."

"The foregoing information has been disclosed herein as it is
material to the private warrant re-pricing and should not be
construed as an offer to sell or solicitation of an offer to buy
our securities," said the Company.

        Previously Filed Forms of Warrants Corrected

Meanwhile, Radient Pharmaceuticals filed a current report on
Form 8-Ks to disclose the third closing of sale of notes and
warrants, which took place on April 13 & 28, 2010.

The Company said it realized that we inadvertently included the
wrong Form of Warrant as Exhibit 10.3 to the April 13 8-K.
Therefore, The Company is filing this amendment to incorporate by
reference the correct Forms of Warrant, which we filed on October
8, 2010 in an amendment to the April 13 8-K.

The only differences between the warrant actually issued and the
one that we originally incorporated by reference in the initial 8-
K, are as follows:

   * the exercise price of the April 13 warrant is initially $0.38
     per shares, subject to adjustment and the exercise price of
     the April 13 warrant is subject to adjustment due to stock
     splits, recapitalization, reorganization or consolidations.
     Additionally, if we issue additional securities at a price
     less than the then current exercise price, the exercise price
     shall be automatically reduced to equal the price of the
     additional securities.  Finally, the April 13 warrant expires
     on April 13, 2015.

   * the exercise price of the April 26 warrant is initially $0.89
     per shares, subject to adjustment and the exercise price of
     the April 26 warrant is subject to adjustment due to stock
     splits, recapitalization, reorganization or consolidations.
     Additionally, if we issue additional securities at a price
     less than the then current exercise price, the exercise price
     shall be automatically reduced to equal the price of the
     additional securities.  Finally, the April 26 warrant expires
     on April 26, 2015.

                   About Radient Pharmaceuticals

Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is engaged in the
research, development, manufacturing, sale and marketing of its
ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States,
Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and
other markets throughout the world.

Radient said in October 2010 it incurred a trigger
event on the 12% Convertible Notes issued in first and second
quarter of 2010 due to its failure to have the related
registration statement declared effective by June 1, 2010.  The
Company filed on Sept. 7, 2010, an Event of Default under those
same notes occurred since it did not hold the related shareholder
meeting by August 31, 2010.

The Company's balance sheet as of June 30, 2010, showed
$27.1 million in assets, $32.3 million in total liabilities, and
stockholders' deficit of $5.2 million.

As reported in the Troubled Company Reporter on April 19, 2010,
KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company incurred a significant operating
loss and negative cash flows from operations in 2009 and had a
working capital deficit of $4.2 million at December 31, 2009


RADIO ONE: Posts $1.03-Mil. Net Income in Third Quarter
-------------------------------------------------------
Radio One Inc. filed its quarterly report on Form 10-Q, reporting
net income of $1.03 million on $74.49 billion of net revenue for
the three months ended Sept. 30, 2010, compared with net income of
$14.23 million on $74.65 million of net revenue for the same
period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$1.04 billion in total assets, $791.18 million in total
liabilities, and stockholder's equity of $209.15 million.

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

                          About Radio One

Lanham, Maryland-based Radio One, Inc. (Nasdaq:  ROIAK and ROIA)
-- http://www.radio-one.com/-- is a diversified media company
that primarily targets African-American and urban consumers.  The
Company is one of the nation's largest radio broadcasting
companies, currently owning 53 broadcast stations located in 16
urban markets in the United States.

The Company owns a controlling interest in Reach Media, Inc. --
http://www.blackamericaweb.com/-- owner of the Tom Joyner Morning
Show and other businesses associated with Tom Joyner.  Beyond its
core radio broadcasting business, Radio One owns Interactive One
-- http://www.interactiveone.com/-- an online platform serving
the African-American community through social content, news,
information, and entertainment, which operates a number of branded
sites, including News One, UrbanDaily, HelloBeautiful, Community
Connect Inc. -- http://www.communityconnect.com/-- an online
social networking company, which operates a number of branded Web
sites, including BlackPlanet, MiGente, and Asian Avenue and an
interest in TV One, LLC -- http://www.tvoneonline.com/-- a
cable/satellite network programming primarily to African-
Americans.

Ernst & Young LLP, in Baltimore, Maryland, expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's restated consolidated financial
statements for 2009.  The independent auditors noted that in June
and July 2010 the Company violated certain covenants of its loan
agreements, which ultimately may result in significant amounts of
outstanding debt becoming callable by lenders.

Moody's Investors Service has repositioned Radio One Inc.'s
Probability of Default Rating to Caa2/LD, from Caa2, following
expiration of the 30-day grace period under the indenture
governing the company's 6.375% senior subordinated notes due 2013.
The August interest payment was not made in accordance with the
scheduled terms, and Moody's treats the failure to meet the
original contractual terms as a limited default.  All of Radio
One's debt ratings remain under review for possible downgrade,
including Radio One's Caa1 corporate family rating.

In August 2010, Radio One Inc., warned in a regulatory filing that
it may have to file for bankruptcy absent an extension of a
forbearance agreement or waiver from its lenders.


RAINBOW SUNSET: Wants Conversion to Ch. 7 After Losing Property
---------------------------------------------------------------
Rainbow Sunset Pavilion Building A, LLC, asks the U.S. Bankruptcy
Court for the District of Nevada to convert its Chapter 11 case to
one under under Chapter 7 of the Bankruptcy Code.

The Debtor notes that since the automatic stay on its primary
asset, a real property located at 6325 South Rainbow Blvd., in Las
Vegas, Nev., has been lifted and will be sold, it has no resources
to fund its operations.  Further, the Debtor relates that despite
efforts to sell some or all of the property, it is unable to sell
the assets in an orderly fashion outside the context of a Chapter
7 liquidation.

                       About Rainbow Sunset

Las Vegas, Nevada-based Rainbow Sunset Pavilion Building A, LLC,
filed for Chapter 11 bankruptcy protection on September 7, 2010
(Bankr. D. Nev. Case No. 10-26963).  Jon E. Field, Esq., at Field
Law Group, assists the Debtor in its restructuring effort.  The
Debtor estimated its assets and debts at $10 million to
$50 million as of the petition date.


RAINBOW SUNSET: U.S. Trustee Unable to Form Creditors Committee
---------------------------------------------------------------
August B. Landis, Acting U.S. Trustee for Region 17, has informed
the U.S. Bankruptcy Court for the District of Nevada that he is
presently unable to appoint a committee of unsecured creditors in
Rainbow Sunset Pavilion Building A, LLC's Chapter 11 case because
the Debtor did not list a sufficient number of eligible creditors
to form a committee.

                       About Rainbow Sunset

Las Vegas, Nevada-based Rainbow Sunset Pavilion Building A, LLC,
filed for Chapter 11 bankruptcy protection on September 7, 2010
(Bankr. D. Nev. Case No. 10-26963).  Jon E. Field, Esq., at Field
Law Group, assists the Debtor in its restructuring effort.  The
Debtor estimated its assets and debts at $10 million to
$50 million as of the petition date.


REDDY ICE: Posts $9 Million Net Income in Third Quarter
-------------------------------------------------------
Reddy Ice Holdings Inc. said revenues for the third quarter of
2010 were $120.1 million, compared to $115.4 million in the same
quarter of 2009.  The Company's net income was $9.0 million in the
third quarter of 2010, compared to net income of $10.0 million in
the same period of 2009.  Net income per diluted share was $0.39
in the third quarter of 2010 compared to a net income per diluted
share of $0.44 in the same period of 2009.  During the third
quarter of 2010, the Company settled its claims related to the
ongoing antitrust investigations and related litigation against
one of its insurance carriers and received $5.0 million.

"Revenues increased over the prior year for the second consecutive
quarter.  The current trend is the result of a more stable
economic environment, generally improved weather conditions and
increased distribution as compared to 2009, offset by the impacts
of increased competitive activity," commented Chief Executive
Officer and President Gilbert M. Cassagne.  "We are disappointed
by our margins during the quarter, which continue to be impacted
by cost increases for certain items, higher costs in connection
with certain initiatives that were begun in the second quarter and
competitive pressures.  However, we continue to believe that our
customer and operational initiatives, some of which were just
recently launched, will provide meaningful benefits in the coming
periods.  In fact, we have recently seen monthly improvements in
our year over year pro forma Adjusted EBITDA results, with
September actually increasing over the prior year."

In connection with the Company's ongoing acquisition strategy,
three acquisitions were completed during the third quarter of
2010, bringing the year-to-date total to eleven.  The three
acquisitions had an aggregate purchase price of approximately $3.5
million, bringing the year-to-date total to $12.6 million.  Annual
revenues and Adjusted EBITDA associated with these eleven
acquisitions are approximately $10.4 million and $3.4 million,
respectively. "We are pleased to be able to continue acquiring
quality ice businesses at attractive prices," commented Mr.
Cassagne.  "We will continue to evaluate acquisition opportunities
as part of our ongoing acquisition strategy and look forward to
deploying additional capital in this area."

On October 29, 2010, the Company announced that its counsel had
been notified by the Antitrust Division of the Department of
Justice that the Division would take no action against the Company
or any of its employees in connection with the Division's
investigation of the packaged ice industry.  Also, on October 29,
2010, the Company's counsel was informed by the Securities and
Exchange Commission that the SEC had closed its informal inquiry
with respect to the Company and that the SEC would take no action
with regard to the Company.

The Company's balance sheet at Sept. 30, 2010, showed total assets
of $514.812 million; current liabilities of $44.46 million, long
term obligations of $450.66 million, and deferred taxes and other
liabilities of $20.93 million; and a stockholder's deficit of
$1.239 million.

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

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

                          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.

                            *     *     *

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.


RIVIERA MARINE: U.S. Bankruptcy Court Recognizes Australian Case
----------------------------------------------------------------
The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the
Middle District of Florida recognized the Chapter 15 cases of
Riviera Marine (Int.) Pty Ltd., et al., as a foreign main
proceeding.

Riviera Group -- http://www.riviera.com.au/--is a luxury boat
builder based in Queensland, Australia.

Riviera Group was placed into voluntary receivership in May 2009.
Deloitte partners Chris Campbell, Vaughan Strawbridge and Richard
Hughes were appointed receivers and managers of Riviera.
According to the Brisbane Times, Mr. Campbell said it was proposed
to sell Riviera as a going concern after a restructuring of the
company.  The Brisbane Times said Riviera shed 117 of its Gold
Coast staff in January 2009 and cut more than 300 staff from its
Coomera headquarters in 2008.  The company also closed its
production line for three weeks, from April 10 to May 5, in a bid
to clear stock held by international dealers, the Brisbane Times
added.

In July 2010, Riviera Group said it has received written notice on
June 25, 2010, that the Deed of Company Arrangement established in
conjunction with Riviera's creditors in January this year has now
been completed and the company has now officially exited from
administration.

Riviera Marine (Int.) Pty Ltd., part of a group of Australian
companies that manufacture and sell luxury boats, sought
bankruptcy protection in the U.S. (Bankr. M.D. Fla. Case No.
10-21722).  The Company estimated assets and debt of as much as
$50 million each in the Chapter 15 petition.  Four affiliates also
sought protection.  Daniel C. Guarnieri, Esq., at Nelson Hesse,
LLP, in Sarasota, Florida, serves as counsel to Stephen James
Parbery, foreign representative of Riviera.


ROBERT ALLAN SPORTSWEAR: Case Summary & Unsecured Creditors
-----------------------------------------------------------
Debtor: Robert Allan Sportswear Inc
        P.O. Box 153
        Castaic, CA 91310

Bankruptcy Case No.: 10-57649

Chapter 11 Petition Date: November 5, 2010

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

Judge: Richard M. Neiter

Debtor's Counsel: Steven R. Fox, Esq.
                  LAW OFFICES OF STEVEN R. FOX
                  17835 Ventura Blvd Ste 306
                  Encino, CA 91316
                  Tel: (818) 774-3545
                  Fax: (818) 774-3707
                  E-mail: emails@foxlaw.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/cacb10-57649.pdf

The petition was signed by Robert Keigher, president.


RONALD RUNYEON: Case Summary & 19 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Ronald D. Runyeon
               Linda Sue Simmons
               1118 Dog Creek Road
               Kingston Springs, TN 37082-9216

Bankruptcy Case No.: 10-12006

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: George C. Paine II

Debtors' Counsel: Elliott Warner Jones, Esq.
                  Warner Jones, Esq.
                  EMERGE LAW, PLC
                  1600 Division Street, Suite 675
                  Nashville, TN 37203
                  Tel: (615) 916-5264
                  Tel: (615) 916-5262
                  Fax: (615) 916-5261
                  E-mail: elliott@emergelaw.net
                          warner@emergelaw.net

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

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

Debtor's List of 19 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Sallie Mae, Inc.                   Student Loans           $74,069
P.O. Box 9500
Wilkes Barre, PA 18773-9500

NCO Financial Systems Inc.         Citibank SD, N.A./      $30,653
P.O. Box 15630                     The Home Depot
Dept 72                            Acct. No. 4479
Wilmington, DE 19850

Metropolitan Trustee               Real Property Taxes     $27,126
800 2nd Avenue N., Suite 2
P.O. Box 196358
Nashville, TN 37219-6358

Bank of America Visa               --                      $25,076

Chase                              --                      $24,805
Cardmember Service

Metropolitan Trustee               Real Property Taxes     $18,951

Capital One Bank USA, N.A.         --                      $14,038

Lowe's Business                    --                      $11,393

Capital One Bank USA, N.A.         --                       $4,385

American Express                   Costco Wholesale         $5,458
TrueEarnings Business

Receivable Management Services     Erie Insurance           $1,449
                                   Exchange

Cheatham County Trustee            Real Property Taxes        $780

DebtAlert                          American Express           $522
                                   Small Business
                                   Network
                                   Acct. No. 21003

Dr. Ronald Hunter - Dr. Jeff       --                         $693
Hunter

Campbell McRae & Assoc Surveying   Boundary Survey            $500

ExxonMobil                         --                         $374
Credit Card Center

Humphreys County Trustee           Real Property Taxes        $322

Dickson County Trustee             Real Property Taxes        $257

D&S, Ltd.                          GE Money Bank/          unknown
                                   Lowe's


RYLAND GROUP: Posts $29.9MM Net Loss in Third Quarter
-----------------------------------------------------
The Ryland Group Inc. filed its quarterly report on Form 10-Q with
the Securities and Exchange Commission

For the third quarter ended September 30, 2010, the Company
reported a consolidated net loss of $29.9 million compared to a
consolidated net loss of $52.5 million for the same period in
2009.  The Company reported total revenues of $212.74 million for
the three months ended Sept. 30, 2010, compared with
$327.83 million in the third quarter of 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$1.70 billion in total assets, $1.11 billion in total liabilities,
and stockholder's equity of $585.75 million.

A full-text copy of the Company's earnings release is available
for free at http://ResearchArchives.com/t/s?6d30

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6de4

                        About Ryland Group

Headquartered in Calabasas, California, The Ryland Group, Inc.
(NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's
largest homebuilders and a leading mortgage-finance company.
Since its founding in 1967, Ryland has built more than 285,000
homes and financed more than 240,000 mortgages.  The Company
currently operates in 15 states and 19 homebuilding divisions
across the country and is listed on the New York Stock Exchange
under the symbol "RYL."

                           *     *      *

As reported by the Troubled Company Reporter on June 21, 2010,
Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer
Default Rating at 'BB'; and Senior unsecured debt at 'BB'.  The
Rating Outlook has been revised to Stable from Negative.

Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3"
probability of default rating, "Ba3" senior unsecured notes
rating, and "SGL-2" speculative grade liquidity rating.  Ryland
Group carries Standard & Poor's Ratings Services' 'BB-' corporate
credit and senior unsecured note ratings.


SAN DIEGO, CA: Former City Attorney Suggests Bankruptcy
-------------------------------------------------------
Jim Patton, reporting for San Diego 6, says former San Diego City
Attorney Mike Aguirre, in a news conference at the downtown
Westgate Hotel, said bankruptcy will offer the city immediate
relief from its $73 million pension obligation and allow for
restructuring of benefits.  San Diego 6 relates that Mr. Aguirre
is proffering his bankruptcy plan to the city mayor's
"Sustainability Task Force," a group of local business leaders who
are reviewing ideas for fixing the city's finances.

According to San Diego 6, the Mayor's office issued an immediate
and succinct response: "We welcome all good ideas. We have yet to
see any from Mike."  San Diego 6 also says the Mayor referenced
the former City Attorney in a recent newspaper editorial, "No
American city has ever eliminated vested pension benefits through
bankruptcy.  Those who claim this is an option are misleading you,
or have been misled themselves."


SBC PROPERTIES: Case Summary & 11 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: SBC Properties, LLC
        P.O. Box 2162
        Glens Falls, NY 12801

Bankruptcy Case No.: 10-14136

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       Northern District of New York (Albany)

Judge: Robert E. Littlefield, Jr.

Debtor's Counsel: Opal Fayne Hinds, Esq.
                  LAW OFFICE OF OPAL HINDS
                  514 State Street
                  Schenectady, NY 12305
                  Tel: (518) 893-8100
                  E-mail: opalhinds@1sthindslaw.com

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

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

A list of the Company's 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nynb10-14136.pdf

The petition was signed by Sophie B. Cefalu, manager.


SEDA FRANCE: Owes Aegis Texas $1.8 Million
------------------------------------------
Jacon Dirr at Houston Business Journal reports that Seda France
Inc. said it owes $1.8 million to Houston-based Aegis Texas
Venture Fund II LP, which loaned the Company $2.5 million in
2008 via the Texas Certified Capital Company.

Based in Austin, Texas, Seda France Inc. filed for Chapter 11
bankruptcy protection on Oct. 18, 2010 (bankr. W.D. Tex. Case No.
10-12948).  Judge Craig A. Gargotta presides over the case.  Kell
C. Mercer, Esq., at Brown, McCarrol, LLP, represents the Debtor.
The Debtor estimated assets and debts between $1 million and
$10 million in the Chapter 11 petition.


SHADY HARBOR: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Shady Harbor Marina, LLC
        Route 144, 70 Shady Harbor Drive
        P.O. Box 436
        New Baltimore, NY 12124

Bankruptcy Case No.: 10-14125

Chapter 11 Petition Date: November 3, 2010

Court: U.S. Bankruptcy Court
       Northern District of New York (Albany)

Judge: Robert E. Littlefield, Jr.

Debtor's Counsel: Francis J. Brennan, Esq.
                  NOLAN & HELLER, LLP
                  39 North Pearl Street
                  Albany, NY 12207
                  Tel: (518) 449-3300
                  E-mail: fbrennan@nolanandheller.com

Scheduled Assets: $2,168,369

Scheduled Debts: $3,096,248

A list of the Company's eight largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nynb10-14125.pdf

The petition was signed by Charles Minetti, Sr., managing member.


SHAPPIRE RESOURCES: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Shappire Resources LLC
        2770 Cold Plains Drive
        Hacienda Heights, CA 91745

Bankruptcy Case No.: 10-57493

Chapter 11 Petition Date: November 4, 2010

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

Judge: Alan M. Ahart

Debtor's Counsel: Jaime G. Monteclaro, Esq.
                  LAW OFFICES OF JAIME G. MONTECLARO
                  10900 E 183rd St Ste 320
                  Cerritos, CA 90703
                  Tel: (562) 865-9356
                  Fax: (562) 246-0200
                  E-mail: attymonteclaro@gmail.com

Estimated Assets: $0 to $50,000

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

A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at

       http://bankrupt.com/misc/cacb10-57493.pdf

The petition was signed by Susana Tubianosa, president.


SHAW GROUP: S&P Raises Corporate Credit Rating From 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services said that it has raised its
ratings on Baton Rouge La.-based The Shaw Group Inc., including
the corporate credit rating, to 'BBB-' from 'BB+'.  The outlook is
stable.

"The ratings upgrade reflects S&P's assessment that the company's
track record of operating performance supports a satisfactory
business risk profile and that Shaw's financial policy is
moderate, marked by low levels of recourse debt and large cash
balances," said Standard & Poor's credit analyst Dan Picciotto.
"Although S&P believes cash flow generation is likely to decline
in 2011, the company has generated a meaningful amount of free
cash flow over the past several years (more than $1.7 billion over
the last four fiscal years).  S&P continues to believe that long-
term prospects in many of the company's end markets are good
despite the potential for moderation in performance due to
lingering effects of the economic downturn and risks associated
with large projects."

Due to the investment-grade ratings, S&P's recovery methodology is
no longer applicable and, as a result, S&P has withdrawn its '3'
recovery rating on the company's senior secured credit facility.

The ratings on Shaw also reflect the company's intermediate
financial risk profile marked by an improved track record of free
cash flow generation and moderate financial policies including
maintenance of large cash balances and minimal recourse debt
obligations.  S&P expects government demand in the environmental
and infrastructure segment will remain robust over the next 12
months and that secular growth in the nuclear power industry
(where Shaw has good positions as a construction firm and
technology partner) could partly offset potential volatility in
the company's other end markets.  S&P describes Shaw's business
risk profile as satisfactory, characterized by leading market
positions in some segments and a good scope of operations.  These
factors are somewhat offset by the company's thin operating
margins, exposure to cyclical end markets and what S&P considers
to be above-average risks in the construction industry.

The outlook is stable.  At the current rating, S&P expects Shaw to
continue to generate meaningful free operating cash flow over the
operating cycle and to maintain an intermediate financial risk
profile, including at least adequate liquidity.  S&P is unlikely
to raise the rating in the near term based on S&P's current
business risk profile assessment, which is likely to be a
constraint.  "For a rating upgrade, S&P would expect further
improvement in Shaw's diversification profile, sustained margin
improvement, and meaningfully higher free operating cash flow
generation," Mr.  Picciotto added.  "S&P could lower the ratings
if the company's liquidity becomes less than adequate (possibly
due to large working capital swings) or if credit measures
deteriorate significantly (possibly due to cost overruns on
projects), for instance, if FFO to total debt appears likely to
decline to less than 30% and S&P does not expect any rapid near-
term improvement.  S&P would consider large, excess cash balances
as an offset to weaker credit measures."


SHERWOOD ASSOCIATES: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Sherwood Associates Limited Partnership
        c/o James Stanley, President
        Mainland Development Co.
        245 Commercial Street, 4th Floor
        Portland, ME 04101

Bankruptcy Case No.: 10-11700

Chapter 11 Petition Date: November 4, 2010

Court: U.S. Bankruptcy Court
       District of Maine (Bangor)

Debtor's Counsel: Daniel Cummings, Esq.
                  NORMAN, HANSON & DETROY, LLC
                  P.O. Box 4600
                  Portland, ME 04112-4600
                  Tel: (207) 774-7000
                  Fax: (207) 775-0806
                  E-mail: dcummings@nhdlaw.com

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

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

A list of the Company's two largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/meb10-11700.pdf

The petition was signed by James Stanley, president of Mainland
Development Co., general partner.


SHS RESORT: Proposes Up to $3MM of Financing From Olympia
---------------------------------------------------------
S.R.S. Resort, LLC, seeks authority from the U.S. Bankruptcy Court
for the Middle District of Florida to obtain two post-petition
credit facilities from Olympia Development Group, Inc., which is
an insider of the Debtor.

The First Credit Facility proposes an unsecured line of credit
intended to fund operational shortfalls which will consist of
these terms:

     A. Maximum loan amount is $1,500,000.

     B. Interest rate is 5.75% per annum, to be paid monthly in
        arrears.

     C. Loan term is 36 months; interest only due monthly for the
        life of the loan, with a balloon payment of all principal
        due at the conclusion of the loan term.

     D. Lender to receive administrative priority for all funds
        advanced.

A copy of the term sheet of the First Credit Facility is available
for free at:

     http://bankrupt.com/misc/SHS_RESORT_1stcreditfacility.pdf

The Second Credit Facility will fund capital expenditures and be
secured by a priming lien on the Debtor's assets, and will consist
of these terms:

     A. Maximum loan amount is $1,500,000.

     B. Interest rate is 5.75% per annum, to be paid monthly in
        arrears.

     C. Loan term is 36 months; interest only due monthly for the
        life of the loan, with a balloon payment of all principal
        due at the conclusion of the loan term.

     D. Lender to receive priming lien on Debtor's real and
        personal property for all funds advanced.

A copy of the term sheet of the Second Credit Facility is
available for free at:

     http://bankrupt.com/misc/SHS_RESORT_2ndcreditfacility.pdf

Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP,
explains that the Debtor needs the money to fund its Chapter 11
case, pay suppliers and other parties.

Safety Harbor, Florida-based S.H.S. Resort, LLC, aka Safety Harbor
Resort and Spa, filed for Chapter 11 bankruptcy protection on
October 28, 2010 (Bankr. M.D. Fla. Case No. 10-25886).  Steven M.
Berman, Esq., and Hugo S. de Beaubien, Esq., at Shumaker, Loop &
Kendrick, LLP, assists the Debtor in its restructuring effort.
The Debtor estimated its assets and debts at $10 million to
$50 million.


SHS RESORT: Asks for Court's Nod to Use Cash Collateral
-------------------------------------------------------
S.H.S. Resort, LLC, asks for authority from the U.S. Bankruptcy
Court for the Middle District of Florida to use the cash
collateral of Wells Fargo Bank, N.A., until January 28, 2011.

On October 5, 2006, the Debtor executed a Renewal and
Consolidation Promissory Note Secured by Mortgage in favor of
Wells Fargo Bank, N.A., providing for a loan to the Debtor in the
amount of $29,700,000.  Wells Fargo asserts the balance due on the
Note is approximately $29,700,000.  Wells Fargo also asserts a
lien on the Debtor's cash collateral from its operations.

Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP,
explains that the Debtor needs the money to fund its Chapter 11
case, pay suppliers and other parties.  The Debtor will use the
collateral pursuant to a budget, a copy of which is available for
free at http://bankrupt.com/misc/SHS_RESORT_budget.pdf

The Debtor says that it will be able to pay Wells Fargo surplus
revenue after meeting its operating expenses and tax obligations
on a monthly basis.  According to the Debtor, the payment of
surplus cash to Wells Fargo will act to provide adequate
protection to Wells Fargo in at least two ways.  First, Wells
Fargo will get the benefit of the cash collateral generated from
operations, net of operating expenses.  Second, Wells Fargo's
collateral will be preserved due to the continued operations of
the hotel and spa.  The payments will pay down the balance of the
secured claim Wells Fargo may hold.

The Debtor will, prior to any hearing on the Debtor's request to
use the cash collateral, work with Wells Fargo to try to resolve
any issues with respect to the use of the cash collateral.

Safety Harbor, Florida-based S.H.S. Resort, LLC, aka Safety Harbor
Resort and Spa, filed for Chapter 11 bankruptcy protection on
October 28, 2010 (Bankr. M.D. Fla. Case No. 10-25886).  Steven M.
Berman, Esq., and Hugo S. de Beaubien, Esq., at Shumaker, Loop &
Kendrick, LLP, assists the Debtor in its restructuring effort.
The Debtor estimated its assets and debts at $10 million to
$50 million.


SOLUTIA INC: Moody's Raises Corporate Family Rating to 'Ba3'
------------------------------------------------------------
Moody's Investors Service raised the Corporate Family Rating of
Solutia Inc. to Ba3 from B1.  Moody's also raised the ratings of
Solutia's existing senior secured credit facilities to Ba1 from
Ba2, and raised the ratings of its outstanding senior unsecured
notes to B1 from B2.  In addition Moody's affirmed the company's
Speculative Grade Liquidity rating of SGL-2.  The outlook is
stable.

Ratings Raised:

  -- Corporate Family Rating to Ba3 from B1

  -- Probability of Default Rating to Ba3 from B1

  -- Senior Secured Credit Facility due 2015 to Ba1, LGD2, 20%
     from Ba2, LGD2, 22%

  -- Senior Secured Term Loan B due 2017 to Ba1, LGD2, 20% from
     Ba2, LGD2, 22%

  -- 8.75% senior unsecured notes due 2017 to B1, LGD5, 75% from
     B2, LGD5, 73%

  -- 7.875% senior unsecured notes due 2020 to B1, LGD5, 75% from
     B2, LGD5, 76%

                         Rating Rationale

The upgrade to a Ba3 CFR reflects the prospect of a continuing,
sustainable, and significant improvement in operating income
and credit metrics generated by Solutia's businesses over the
next several years.  This view of improved performance is
supported by the improved performance in the past four quarters
ending September 30, 2010.  During this time there has been a
significant increase in adjusted EBITDA with management projecting
$500 million for the full year ending December 31, 2010, (not
including the full year impact of recent acquisitions).  For the
first 9 months of 2010 EBITDA was up 38%, year over year, to
$388 million.  There has also been meaningful improvement in Funds
From Operations rising to $211 million - an increase of 12% over
fiscal year 2009 (FFO; defined as Cash Flow From Operations less
the change in working capital) over the LTM time period ending
September 30, 2010.  Solutia's improved performance is being aided
by volume improvements across all business lines and geographies.

"Solutia has improved on a sustainable basis in regards to the
profitability of its wholly owned operations," stated Bill Reed,
Vice President at Moody's.  "In addition, the cash generated in
2011 will continue to improve its financial flexibility in
managing significant debt maturities in 2017 and beyond."

The move to a Ba3 CFR reflects both the recent relatively stable
operating performance, including margin improvement, in a
difficult global economic environment, indicating the prospect for
further healthy cash flow generation, notwithstanding incremental
increases in debt to fund growth.  The rating also incorporates
Moody's anticipation that major material debt financed
acquisitions are unlikely, and that Solutia's remaining business
lines will generate, over time, cash flow that is positive and
improving relative to existing debt levels.

After emerging from bankruptcy in early 2008, Solutia remains
highly leveraged with balance sheet debt of $1.5 billion at the
end of September 2010.  Leverage remains high, particularly
after adjusting debt for rent and pensions, which adds roughly
$114 million and $366 million, respectively.  Interest coverage
for the LTM period ending September 30, 2010 (based on Moody's
adjusted debt), as measured by EBITDA/Interest, is about 2.1
times while leverage as measured by Debt/EBITDA is 4.6 times.
In Moody's projections, adjusted debt for 2011 is estimated at
about $1.9 billion and pro forma adjusted debt to book capital
would be just above 65% at December 31, 2011.  Moody's note that
even with fresh start accounting, tangible net worth is a
negative $1 billion at the end of September 30, 2010.

While Moody's recognize that good progress has been made in the
elimination, classification and/or sharing of environmental, legal
and pension liabilities, there remains some uncertainty as to the
ultimate scope of these liabilities, particularly the
environmental liabilities.  Moody's believe that these
environmental liabilities are subject to changing governmental
policy and regulations, discovery of unknown conditions, judicial
proceedings, method and extent of remediation, existence of other
potentially responsible parties and future changes in both
measurement and remediation technologies.

Additional positive factors supporting the ratings include:
(i) strong geographic, product and operational diversity;
(ii) sizeable market leadership in the markets Solutia serves;
(iii) sizeable revenue base -- projected to exceed $1.9 billion
in 2010; and (iv) the ability to share on a 50/50 basis with
Monsanto environmental liabilities at certain sites if the costs
exceed $325 million.  Moody's also believe that the acquisition
of Vistasolar for Euro 240 million in cash, notwithstanding the
high multiple paid, is a logical and strong strategic fit for
the company.

While, the stable outlook reflects the high leverage at the end of
2010, Moody's expect at the end of 2011 and 2012 leverage will
likely move close to 3.8 times.  In addition, Moody's concerns
over Solutia's prior business profile were addressed with the sale
in 2009 of the integrated nylon business.  With the sale of this
business Solutia's remaining businesses are both higher margin and
less exposed to volatile raw material prices.  Moody's also note
that a noteworthy percentage of EBITDA is derived from a single
reasonably stable product line, Crystex(R), that also has a high
degree of customer concentration with the bulk of EBITDA being
derived from tire manufacturers.  Solutia's stable outlook also
considers the strength of its franchise in terms of its market
positions and long-lived customer relationships.  If operating
performance is weaker than anticipated such that debt to EBITDA
exceeds 4.3 times or material increases in environmental
liabilities were to occur, the outlook or rating could turn
negative.  Over time, if Solutia's credit metrics improve faster
than expected, such that debt/EBITDA metrics improve to less than
3.2 times on a permanent basis or if environmental liabilities
were deemed to be much improved a positive change in the outlook
or rating could occur.

The Ba1 senior secured rating recognizes that the credit
facilities will be secured by a first-priority lien on all
material property and assets (tangible and intangible) of the
borrower and the guarantors.  The B1 rating on the unsecured notes
reflects their junior position in the capital structure and the
prospect of limited protection after the first lien lenders have
been provided for in a distressed scenario.

The Speculative Grade Liquidity SGL-2 rating reflects the
company's good liquidity and Moody's expectation of reasonable
retained cash flow, in excess of $244 million, for the fiscal year
ending 2010.  The rating is supported by Solutia's favorable debt
maturity profile, ample availability under its revolving credit
facility, and flexibility under the financial covenants for the
company's credit facility.

Solutia, headquartered in St. Louis, Missouri, produces and sells
a diverse portfolio of performance materials and specialty
chemicals.  End markets for Solutia's products include automotive,
architectural (residential and commercial), aerospace, process
manufacturing, construction, electronic/electrical, and
industrial.  Net sales for the LTM period ending September 30,
2010, were $2.0 billion.


ST. VINCENT'S CATHOLIC: Physician Not Released by Chapter 11 Plan
-----------------------------------------------------------------
WestLaw reports that a patient's medical malpractice claims
against a physician, for which no timely proof of claim had been
filed, were not enjoined by the hospital's Chapter 11 plan of
reorganization or confirmation order.  Regardless of whether the
physician was entitled to indemnification from the hospital, he
was a non-debtor, third party not subject to the hospital's
bankruptcy discharge.  Brash v. Richards, --- N.Y.S.2d ----, 2010
WL 4227238, 2010 N.Y. Slip Op. 20432 (N.Y. Sup.).

Saint Vincents Catholic Medical Centers -- http://www.svcmc.org/-
- was anchored by St. Vincent's Hospital Manhattan, an academic
medical center located in Greenwich Village and the only emergency
room on the Westside of Manhattan from Midtown to Tribeca, St.
Vincent's Westchester, a behavioral health hospital in Westchester
County, and continuing care services that include two skilled
nursing facilities in Brooklyn, another on Staten Island, a
hospice, and a home health agency serving the Metropolitan New
York area.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates first filed for Chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951).

St. Vincents Catholic Medical Centers returned to bankruptcy court
by filing another Chapter 11 petition (Bankr. S.D.N.Y. Case No.
10-11963) on April 14, 2010.  The Debtor estimated assets of
$348 million against debts totaling $1.09 billion in the new
petition.

Although the hospitals emerged from the prior reorganization in
July 2007 with a Chapter 11 plan said to have "a realistic chance"
of paying all creditors in full, the bankruptcy left the medical
center with more than $1 billion in debt.  The new filing occurred
after a $64 million operating loss in 2009 and the last potential
buyer terminated discussions for taking over the flagship
hospital.

Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer
Levin Naftalis & Frankel LLP, represent the Debtor in its Chapter
11 proceeding.


STARS PETROLEUM: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Stars Petroleum, Inc.
        1910 Main Street
        Ramona, CA 92065

Bankruptcy Case No.: 10-19724

Chapter 11 Petition Date: November 4, 2010

Court: United States Bankruptcy Court
       Southern District of California (San Diego)

Debtor's Counsel: Jackie Robert Geller, Esq.
                  LAW OFFICE OF JACKIE R. GELLER
                  6540 Lusk Blvd, Suite C-228
                  San Diego, CA 92121
                  Tel: (858) 535-9933
                  E-mail: jgellerattorney@gmail.com

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

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

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at

        http://bankrupt.com/misc/casb10-19724.pdf

The petition was signed by Theresa Kurtenbach, vice president.


STEPHEN SELVAGGIO: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Joint Debtors: Stephen F. Selvaggio
               Teresa A. Selvaggio
               3711 Knollcroft Avenue
               Bethlehem, PA 18045

Bankruptcy Case No.: 10-23282

Chapter 11 Petition Date: November 5, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Pennsylvania (Reading)

Judge: Richard E. Fehling

Debtors' Counsel: Erv D. McLain, Esq.
                  MCLAIN & ASSOCIATES
                  561 Main Street, Suite 275
                  Bethlehem, PA 18018
                  Tel: (610) 866-9700
                  E-mail: erv_mclain@mclainlawpc.com

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

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

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

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
MNMS LP                               10-23283         11/05/10


SUNESIS PHARMA: Files 10-Q; Posts $5.1MM Net Loss in Q3 2010
------------------------------------------------------------
Sunesis Pharmaceuticals , Inc. filed on November 4, 2010, its
quarterly report on Form 10-Q for the three months ended
September 30, 2010.

The Company reported a net loss of $5.1 million on $0 revenue for
the third quarter ended September 30, 2010, compared with a net
loss of $4.9 million on $12,500 of revenue for the same period
last year.

Since its inception, the Company has funded its operations
primarily through the issuance of common and preferred stock, the
receipt of funds from its collaboration partners, and from
research grants and debt financings.

Cash, cash equivalents and marketable securities totaled
$40.8 million as of September 30, 2010, as compared to
$4.3 million as of December 31, 2009.  The increase of
$36.5 million was primarily due to net proceeds of $26.7 million
from the third closing of the private placement (of up to
$15.0 million of units consisting of Series A convertible
preferred stock and warrants to purchase common stock, and up to
$28.5 million in common stock) and $24.7 million from sales of the
Company's common stock through Cantor Fitzgerald & Co., or Cantor,
partially offset by $15.2 million of net cash used in operating
activities.  No debt was outstanding as of September 30, 2010.

The Company's balance sheet at September 30, 2010, showed
$43.0 million in total assets, $3.5 million in total liabilities,
$54,789 in non-current portion of deferred rent, and
stockholders' equity of $39.4 million.

As reported in the Troubled Company Reporter on April 6, 2010,
Ernst & Young, LLP, in Palo Alto, Calif., 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 recurring losses from operations.

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

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

                  About Sunesis Pharmaceuticals

South San Francisco, Calif.-based Sunesis Pharmaceuticals, Inc.
(NASDAQ: SNSS) -- http://www.sunesis.com/-- is biopharmaceutical
company focused on the development and commercialization of new
oncology therapeutics for the treatment of solid and hematologic
cancers.


SWB WACO: Wants Continued Access to Sterling's Cash Collateral
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District will convene a
hearing on December 21, 2010, at 9:00 a.m., to consider SWB Waco
SH, L.P.'s request for continued access to the cash collateral of
Sterling Bank.

As reported in the Troubled Company Reporter on September 21,
the Debtor is party to the Construction Real Estate Lien Note
dated April 22, 2008, by and between the Debtor and the Bank in
the maximum principal amount of $18 million.  Concurrent with the
execution of the note, the Debtor executed a Construction Deed of
Trust, Security Agreement, and Financing Statement.  The Debtor
and the Bank assert that the Bank's prepetition claims are secured
by perfected liens and security interests in an apartment complex
in Waco, Texas, and any and all rents, proceeds, product, profits
or offspring of the foregoing.

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

In exchange for using the cash collateral, the Debtor will grant
the bank a first priority, perfected replacement lien and security
interest in all postpetition rents and other estate property to
the extent that cash collateral is used by the Debtor.

                      About SWB Waco SH, L.P.

Sugar Land, Texas-based SWB Waco SH, L.P., owns a recently
constructed 375 bed apartment complex, which is part of a re-
development project of the downtown Waco area and serves primarily
as an off-campus student housing facility for Baylor University.

SWB Waco filed for Chapter 11 bankruptcy protection on
September 7, 2010 (Bankr. S.D. Texas Case No. 10-38001).  David
Ronald Jones, Esq., at Porter And Hedges LLP, and the law firm of
Walker & Patterson, P.C., assist the Debtor in its restructuring
effort.  The Debtor estimated its assets and debts at $10 million
to $50 million as of the petition date.


SWB WACO: Creditors have Until November 30 to File Proofs of Claim
------------------------------------------------------------------
The Hon. Marvin Isgur of the the U.S. Bankruptcy Court for the
Southern District of Texas has established November 30, 2010, as
the deadline for any individual or entity to file proofs of claim
against SWB Waco SH, L.P.

Sugar Land, Texas-based SWB Waco SH, L.P., owns a recently
constructed 375 bed apartment complex, which is part of a re-
development project of the downtown Waco area and serves primarily
as an off-campus student housing facility for Baylor University.

SWB Waco filed for Chapter 11 bankruptcy protection on
September 7, 2010 (Bankr. S.D. Texas Case No. 10-38001).  David
Ronald Jones, Esq., at Porter And Hedges LLP, and the law firm of
Walker & Patterson, P.C., represents the Debtor.  The Debtor
estimated assets and debts at $10 million to $50 million as of the
Petition Date.


TBS INTERNATIONAL PLC: Forbearance Agreements Expire November 14
----------------------------------------------------------------
TBS International plc announced Monday its operating results for
the three ended September 30, 2010.

The Company reported a net loss of $10.4 million for the  third
quarter ended September 30, 2010, after loss attributable to the
non-controlling interests, compared to a net loss of $18.1 million
for the same period in 2009.  Total revenues were $99.8 million,
an increase of 34.3% compared to total revenues of $74.3 million
for the same period in 2009.

EBITDA, which is a non-GAAP measure, increased to $21.9 million
for the quarter ended September 30, 2010, from $10.5 million in
2009.

Joseph E. Royce, Chairman, Chief Executive Officer and President
stated: "The TBS results for the third quarter 2010 reflect the
continuing downward pressure on dry cargo freight rates that began
in May, as evidenced by the Baltic Dry Indices, particularly the
Indices for handysize and handymax vessels.

"We are concentrating on sustaining cargo volumes and seeking to
increase market share, despite the lower freights rates, and we
continue to employ our Five Star Service to retain our competitive
advantage."

Ferdinand V. Lepere, Senior Executive Vice President and Chief
Financial Officer, commented: "As already announced on October 1,
2010, we have entered into forbearance agreements with our lenders
expiring on November 14, 2010.  As a result, during this 45-day
period, we will not be making the principal payments due on such
facilities.  Our lenders have agreed to forbear from exercising
their rights and remedies that arise from the failure to make
these principal payments when due.  We are in discussions with our
banks to restructure the repayment terms of certain facilities and
modify our loan covenants.  The long-term portion of our
outstanding debt as of September 30, 2010, is classified as
current debt in our balance sheet.  During this forbearance
period, we have continued to operate our business as usual,
including paying our vendors and paying  interest on our debt.

"At September 30, 2010, our net debt to capitalization ratio was
37.8%.  Our cash balance at the end of September 30, 2010, was
approximately $15.9 million, excluding $6.6 million of restricted
cash to be used to fund payments for our newbuilding program.
During the nine months ended September 30, 2010, we made scheduled
debt repayments in the amount of $48.0 million.

The Company's balance sheet at September 30, 2010, showed
$906.8 million in total assets and $513.2 million in shareholders'
equity.  Information on total liabilities was not provided.  Total
debt, including current portion, amounted to $328.3 million.

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

               http://researcharchives.com/t/s?6df6

                   About TBS International plc

Dublin 2, Ireland-based TBS International plc (NASDAQ: TBSI)
-- http://www.tbsship.com/-- is a fully-integrated transportation
service company that provides worldwide shipping solutions to a
diverse client base of industrial shippers.

As reported in the Troubled Company Reporter on March 19, 2010,
PricewaterhouseCoopers LLP, in New York, expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company believes it will not be in compliance with the
financial covenants under its credit facilities during 2010, which
under the agreements would make the debt callable.  "This has
created uncertainty regarding the Company's ability to fulfill its
financial commitments as they become due."


TENNECO INC: S&P Raises Corporate Credit Rating to 'BB-'
--------------------------------------------------------
Standard & Poor's Ratings Services said it has raised its
corporate credit rating on Lake Forest, Ill.-based auto supplier
Tenneco Inc. to 'BB-' from 'B'.  The outlook is stable.

At the same time, S&P raised its issue-level ratings on the
company's senior secured first-lien debt to 'BB+', on the senior
unsecured debt to 'BB-', and on the subordinated debt to 'B'.  The
recovery ratings are unchanged.

"The upgrade reflects S&P's opinion that Tenneco's credit profile
has recovered to levels consistent with the 'BB-' rating and that
the company can sustain the improvement," said Standard & Poor's
credit analyst Lawrence Orlowski.  "S&P believes the recovery in
light-vehicle production in North America and Europe will continue
and that the company can sustain its current profitability because
of tighter cost controls, enhanced operational efficiency, and
ongoing expansion in the commercial-vehicle market," he continued.
S&P expects U.S. light-vehicle sales to increase by roughly 10% in
2010, to about 11.4 million units, as the global economy responds
to relaxed monetary policies and fiscal stimulus programs and as
vehicle demand rebounds.

The company implemented assorted restructuring initiatives and
tighter cost controls beginning in 2008 in response to falling
auto sales, and Tenneco is benefiting from these cost reductions
as production recovers in light vehicles.  Moreover, with lower
fixed costs, the company has laid the foundation for higher
profitability, even if auto demand is slow to return to more
normal levels.

Revenue in the third quarter was $1.54 billion, up 23% from a year
ago, because of higher global original equipment (OE) production
and aftermarket sales.  The gross margin was 17.0% in the third
quarter, compared with 16.8% in the same quarter a year earlier,
because of higher production and greater manufacturing
efficiencies.

Tenneco remains highly exposed to vehicle production by virtually
all of its large customers, including General Motors Co. (BB-
/Stable/--) and Ford Motor Co. (B+/Positive/--).  The company is
geographically diverse (North America accounted for 45% of 2009
revenues; Europe, South America, and India 44%; and Asia-Pacific
11%), but this factor and its business diversity (emissions
control and ride control make up approximately two-thirds and one-
third of revenue, respectively) did not protect it against the
auto production declines in 2008 and early 2009.

Tenneco is launching programs with 11 commercial-vehicle customers
between the fourth quarter of 2009 and the fourth quarter of 2011.
The company estimates that its commercial-vehicle business will
generate 15% of global OE revenue in 2011 and between 25% and 30%
in 2012.  Although this business adds to the company's revenue and
business diversity, S&P has taken a cautious stance toward the
strength of commercial-vehicle demand in North America and Europe
in the near term.  S&P expects double-digit sales growth for
commercial vehicles in North America and slight growth in Europe
for 2010, but S&P believes sales will still be significantly below
the levels of 2008.

S&P views Tenneco's liquidity as adequate under its criteria,
based on its prospects for free cash generation, cash, and
available borrowing capacity.  As of Sept. 30, 2010, the company
had $184 million in cash and $614 million in unused borrowing
capacity under its revolving credit facilities.

The outlook is stable.  S&P expects demand for light vehicles to
continue recovering but remain weak by historical standards.  S&P
expects less of a recovery in commercial vehicles.  If the recent
uptick in auto demand signals a return to higher, steadier sales,
S&P would expect to see expanding gross margins and rising EBITDA.
To raise its corporate credit rating, S&P would expect to see
consistently strong free cash flow generation and adjusted debt to
EBITDA comfortably below 3.0x on a sustainable basis.  This could
occur if, for example, the company's revenues rose more than 5% in
2011 and gross margins were more than 18%.

S&P could lower the rating if global vehicle demand began to
decline again, thereby pushing the company's leverage above 3.5x.
This could occur, for instance, if revenue was flat and the gross
margin fell below 16.5%.


TERRESTAR NETWORKS: Files 2015.3 Report for Controlled Entities
---------------------------------------------------------------
In accordance with Rule 2015.3 of the Federal Rules of Bankruptcy
Procedure, TerreStar Networks Inc. and its units submitted to the
Court a periodic report as of December 31, 2009 on the value,
operations and profitability of entities in which they hold a
"substantial or controlling interest."

Under the report, the Debtors reveal that their estates hold a
substantial controlling interest in these entities:

                              % of Interest
  Entity                        of Estate      Net Book Value
  ------                      -------------    --------------
  TerreStar Global Ltd            86.5%       (US$12,075,656)

  TerreStar Solutions Inc.,       20.0%         (C$1,471,601)
   fka 4491190 Canada Inc.

TerreStar Global oversees the development stage of TerreStar's
European Mobile Satellite Services business.  TerreStar Solutions
oversees the development of a retail satellite and mobile
telephone business.

The Report also includes a balance sheet, statement of cash flow
and statement of income of the 12-month period ended December
2009 covered by the Entity Report.

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

           http://bankrupt.com/misc/TrStr2015Rep.pdf

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Marathon Has 22MM Shares of Parent's Stock
--------------------------------------------------------------
In a Form 3 filing with the Securities and Exchange Commission,
Marathon Asset Management LLP reported that it is deemed to have
indirect beneficial ownership of 22,547,001 shares of TerreStar
Corp. common stock.

The reported shares of TerreStar Common Stock are held by one or
more funds and accounts advised by Marathon.  Marathon, in its
capacity as the investment manager of the Funds and Accounts, has
sole power to vote and direct the disposition of all Shares held
by the Funds and Accounts.  Thus, for the purposes of Reg.
Section 240.13d-3, Marathon may be deemed to beneficially own
22,547,001 Shares, or 16.2% of the deemed issued and outstanding
TerreStar Shares as of November 4, 2010.  Marathon's interest in
those securities is limited to the extent of its pecuniary
interest in the Funds and Accounts, if any.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Nasdaq to Delist Corp.'s Common Stock
---------------------------------------------------------
The NASDAQ Stock Market announced on November 4, 2010, that it
will delist the common stock of TerreStar Corporation.  TerreStar
Corporation's stock was suspended on October 29, 2010 and has not
traded on NASDAQ since that time.  NASDAQ is expected to file a
Form 25 with the Securities and Exchange Commission to complete
the delisting.  The delisting becomes effective ten days after
the Form 25 is filed.

The Company's common stock is quoted on the Pink OTC Markets Inc.
under the symbol "TSTRQ."  However, the Company can give no
assurance that trading in its common stock will continue on the
Pink Sheets or on any other securities exchange or quotation
medium.

NASDAQ Stock Market subsequently filed with the SEC the Form 25
Notification of Removal from Listing of TerreStar Stock on
November 5, 2010.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc. will act as claims and noticing agent
in the chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq. , Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP ,  serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TEXAS HILL: Chapter 11 Trustee to Auction Real Property Today
-------------------------------------------------------------
The Hon. James M. Marlar of the U.S. Bankruptcy Court for the
District of Delaware authorized Edward Burr, the Chapter 11
trustee in the reorganization cases of Texas Hill Enterprises, GP,
and Texas Hill Diamante Cooling, LLC, to sell their real property
in an auction today, November 10, 2010.

There is no stalking horse bidder for the real property.  The sale
will begin at 8:30 a.m., and will be free and clear of all liens,
claims and encumbrances.

Roll, Arizona-based Texas Hill Enterprises, GP, dba Texas Hill
Farms, filed for Chapter 11 bankruptcy on April 15, 2010 (Bankr.
D. Ariz. Case No. 10-11121).  Daniel P. Collins, Esq., and Allysse
M. Medina, Esq., at Collins, May, Potenza, Baran & Gillespie,
represents the Debtor.  The Company estimated assets at $10
million to $50 million and debts at $1 million to $10 million.


TEXAS RANGERS: Challenges Scout's $1.4MM Severance Claim
--------------------------------------------------------
Eric Morath, writing for Dow Jones' Daily Bankruptcy Review,
reports that Texas Rangers Baseball Partners is asking the
Bankruptcy Court to reject a Venezuelan scout's demand for a $1.41
million payment.  DBR relates Roney Calderon claims to have
scouted for the team from 1994 to 2001.  Mr. Calderon is seeking
to collect severance payments he says are owed to him under a
Venezuelan Labor Court decision.  He's also asking for his legal
bills to be covered.

According to DBR, Mr. Calderon is seeking to lay claim to a
portion of the $593 million generated from sale of the Texas
Rangers baseball team.  According to DBR, TRBP told the Bankruptcy
Court that Mr. Calderon entered into a termination agreement in
2001 that provides him severance payments.  TRBP said it made
"most, if not all" of those payments, but Mr. Calderon filed suit
in Venezuela claiming he was owed more.  Courts in that country
awarded Mr. Calderon an $183,534 judgment in 2002.

DBR relates that in addition to saying it has largely paid any
debt owed to Mr. Calderon, TRBP said even if he is owed more,
that's now the responsibility of the new owners.

                   About Texas Rangers Baseball

Texas Rangers Baseball Partners owns and operates the Texas
Rangers Major League Baseball Club, a professional baseball club
in the Dallas/Fort Worth Metroplex.  TRBP is a Texas general
partnership, in which subsidiaries of HSG Sports Group LLC own a
100% stake.  Controlled by Thomas O. Hicks, HSG also indirectly
wholly-owns Dallas Stars, L.P., which owns and operates the Dallas
Stars National Hockey League franchise.  The Texas Rangers have
had five owners since the club moved to Arlington in 1972.  Mr.
Hicks became the fifth owner in the history of the Texas Rangers
on June 16, 1998.

In its petition, Texas Rangers Baseball Partners said it had both
assets and debt of less than $500 million.

Martin A. Sosland, Esq., at Weil, Gotshal & Manges LLP, serves as
bankruptcy counsel to the Debtor.  Forshey & Prostok LLP is the
conflicts counsel.  Parella Weinberg Partners LP serves as
financial advisor.

Lenders to the Texas Rangers sought to force the baseball team's
equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity
Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D.
Tex. Case No. 10-43624 and 10-43625).  The lenders, a group that
includes investment funds Monarch Alternative Capital and
Kingsland Capital Management, filed an involuntary bankruptcy
petition on May 28 against the two companies.  The two companies
were not included in the May 24 Chapter 11 filing of TRBP.

U.S. Bankruptcy Judge Stacey G. C. Jernigan on August 5 confirmed
the fourth amended version of the Prepackaged Plan of
Reorganization of Texas Rangers Baseball Partners.  The judge's
confirmation order clears the way for a group of Hall of Fame
pitcher Nolan Ryan, and Pittsburgh sports attorney and minor-
league team owner Charles Greenberg to purchase the Texas Rangers.
The Ryan group paid $385 million in cash and assumed $208 million
in liabilities.  The Ryan group outbid Dallas Mavericks owner Mark
Cuban at an auction.


TOPS HOLDING: Moody's Junks Corporate Family Rating From 'B3'
-------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family and
Probability of Default Ratings of Tops Holding Corp. to Caa1 from
B3, and downgraded the rating of its $350 million of secured bonds
to Caa1 from B3.  The rating outlook is stable.  This concludes
the review for possible downgrade started on August 10, 2010.

Ratings were placed on review following the return of the full
amount of equity capital which owners contributed to finance the
purchase Penn Traffic stores in February 2010.  The lowered rating
reflects Tops' high leverage and weak fixed charge coverage,
limited operating history as an independent company, its
relatively modest size relative to competitors, and recent
aggressive financial policies.  The ratings are supported by the
historically stable operating performance of Tops' legacy stores,
good position in its markets, and the potential for the Penn
Traffic acquisition to be accretive to credit metrics in the
intermediate term.

                        Ratings Rationale

The rating outlook is stable, and reflects the expectation that
Tops will invest in a moderate level of store growth and
acquisition over the medium term.  It assumes that the company
will return cash to shareholders within the level of its
covenants.  The stable outlook also reflects the view that the
Caa1 rating adequately reflects the risk of the company's high
leverage and moderately high probability of default over the next
several years.

A rating upgrade is unlikely without demonstrated operating
improvements.  Ratings could rise if Tops demonstrates sustained
EBITA to interest above 1.1 times while maintaining adequate
liquidity and a balanced financial policy.  An upgrade would also
require demonstration that the integration of Penn Traffic stores
was accomplished without undue financial or operational stress.

Ratings could be downgraded if EBITA to interest fails to be
maintained at least at 1.0 times, if liquidity becomes
constrained, or if Tops fails to invest sufficiently in stores to
maintain its competitiveness.  Ratings could also be downgraded if
financial policies cause metrics to weaken further, which could
occur through significant distributions to shareholders without
repaying debt, or through an acquisition which causes pro-forma
credit metrics to deteriorate from current levels.

These ratings were downgraded and point estimates adjusted:

  -- Corporate Family and Probability of Default Ratings to Caa1
     from B3;

  -- $350 million secured notes to Caa1 (LGD 4, 51%) from B3
     (LGD3, 49%)

Privately owned Tops Markets, LLC headquartered in Williamsville,
New York, operates a chain of 71 owned Tops supermarkets and 5
franchised stores ("legacy stores") in western New York state,
with approximately $1.7 billion of annual revenues.  In February
2010, Tops acquired 79 stores from the bankruptcy estate of Penn
Traffic.  Tops continues to operate 55 stores, of which 7 may sold
or closed as a result of a preliminary FTC order.  The remaining
48 stores are in the final process of being re-branded as Tops
stores.  Tops' primary markets have historically been the Buffalo
and Rochester metro areas, and will expand to the south and east
with the acquisition of the Syracuse-based Penn Traffic stores.
The company is 75% owned by Morgan Stanley Capital Partners, with
remaining ownership held largely by a unit of HSBC and company
management.


TOYS R: Moody's Confirms Corporate Family Rating at 'B1'
--------------------------------------------------------
Moody's Investors Service confirmed the ratings of Toys "R" Us,
Inc., including the B1 Corporate Family and Probability of Default
ratings, and affirmed SGL-2 Speculative Grade Liquidity rating.
These rating actions conclude the review for possible upgrade that
commenced on August 13, 2010.  The rating outlook is stable.

Ratings confirmed and LGD point estimates adjusted include:

Toys "R" Us, Inc.

  -- Corporate Family Rating at B1
  -- Probability of Default Rating at B1
  -- Senior unsecured notes at B3 (LGD 6, 93%)

Toys "R" Us Delaware, Inc.

  -- 8.75% debentures due 2021 at B2 (LGD 5, 74%)
  -- Senior secured term loan at B1 (LGD 3, 42%)
  -- Senior secured notes at B1 (LGD 3, 42%)

Toys "R" Us Property Company I, LLC

  -- Senior unsecured notes at B2 (LGD 5, 74%)

Toys "R" Us Property Company II, LLC

  -- Senior secured notes at Ba1 (LGD 2, 14%)

Rating affirmed:

  -- Speculative Grade Liquidity rating at SGL-2

"The confirmation of Toys' B1 Corporate Family Rating, which
concludes Moody's review for possible upgrade, recognizes that
while Toys continues to maintain an active IPO registration, which
was filed in May 2010, there is limited visibility as to the
timing of a potential IPO.  The confirmation also acknowledges
that despite the soft sales environment, the company continues to
perform well through a combination of disciplined inventory
management, effective merchandising, and expense control," stated
Moody's Senior Analyst Charlie O'Shea.

The stable outlook and SGL-2 Speculative Grade Liquidity rating
reflect Moody's view that Toys is well positioned for a solid
Holiday 2010 and incorporates the significant flexibility provided
by its unrated $1.85 billion secured revolving credit facility
that expires in August 2015.

Ratings could be upgraded if debt/EBITDA is sustained below 5
times.  This could occur either as a result of improvements in
operating performance, or as a result of a successful IPO and
application of proceeds sufficient to reduce debt.  Ratings could
be downgraded if debt/EBITDA was sustained above 5.5 times, which
could occur either as a result of a degradation in operating
performance or the institution of a more aggressive financial
policy.

Toys "R" Us, Inc., is a specialty retailer of toys, with annual
revenues of around $13 billion.


TRONOX INC: Gets Last-Minute Objections to Reorganization Plan
--------------------------------------------------------------
Bankruptcy Law360 reports that six objections to Tronox Inc.'s
reorganization plan have been filed at the last minute, including
objections brought by the plaintiffs in a securities class action
against the bankrupt titanium dioxide maker, Anadarko Petroleum
Corp., Travelers Casualty and Surety Co., and others.

Law360 says the objections, filed on the Friday deadline, allege
that the plan is "overly broad, ambiguous and improper," including
provisions related to third-party releases, according to court
documents.

                         About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders have been appointed in the
cases.  The Creditors Committee has retained Paul, Weiss, Rifkind,
Wharton & Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.


TROPICANA ENTERTAINMENT: Former CEO Butera Joins Foxwoods Casino
----------------------------------------------------------------
The Mashantucket Pequot Tribal Council unveiled Friday its
appointment of Scott Butera as President and CEO of Mashantucket
Pequot Gaming Enterprises.

Mr. Butera brings more than two decades of casino and finance
industry expertise to the table, having held prominent positions
throughout the casino management sector and on Wall Street.  The
former CEO of Tropicana Entertainment, Mr. Butera was lauded by
Casino Connection Magazine as a "turnaround artist" who helped the
Trump Organization emerge from bankruptcy in 2005.  Accordingly,
he brings with him a results-driven reputation for improving
employee morale and maximizing profit potential.

"We are thrilled to welcome Scott Butera as our new President and
CEO of Foxwoods Resort Casino and MGM Grand at Foxwoods.  Mr.
Butera is recognized as one of the most innovative business
leaders in the gaming industry today," says Rodney A. Butler,
Chairman of the Mashantucket Pequot Tribal Council.  Mr. Butera is
no stranger to economic adversity, and his track record of proven
results will undoubtedly boost our team members with confidence as
he steers Foxwoods and MGM Grand at Foxwoods into a profitable and
prosperous future," Mr. Butler says.  "Special thanks are extended
to William Sherlock, who has been serving as our Interim President
for these past several months and has been instrumental in
identifying Mr. Butera for this position.  Mr. Sherlock will
continue to work with us through the end of December, and has
agreed to be available as an advisor in the future as needed,"
says Mr. Butler.

As President and CEO of the Mashantucket Pequot Gaming
Enterprises, Mr. Butera will be responsible for providing
strategic leadership to position the company as the east coast
premiere entertainment destination.  Mr. Butera will oversee day
to day operation, property marketing and development of executive
staff, and will advise the Tribal Council as to strategic
direction, financial performance and other pertinent developments.

"It's an honor to be appointed the new President and CEO of
Foxwoods Resort Casino and MGM Grand at Foxwoods, and to lead this
amazing team of distinguished gaming and resort professionals,"
said Mr. Butera. "As North America's largest resort casino,
Foxwoods is a true industry leader, and I look forward bringing my
own experience and insight to the Mashantucket Pequot Tribal
Nation, who has done so much for the state of Connecticut and this
region," he states.

Prior to his appointment with the Mashantucket Pequot Gaming
Enterprises, Mr. Butera joined Tropicana Entertainment as
President on March 19, 2008, and was the principal architect
behind Tropicana's successful financial and operational
restructuring, which represents Mr. Butera's second multi-billion
dollar restructuring in the gaming industry.  On June 6, 2008, he
was named Chief Executive Officer and appointed a member of the
Board of Managers.  Mr. Butera is also a member of the Tropicana
Entertainment Regulatory Gaming Compliance Committee.  On June 30,
2008, Mr. Butera was appointed to the boards of each of
Tropicana's direct and indirect Debtor-corporate subsidiaries.

Prior to joining Tropicana Entertainment, Mr. Butera held a number
of executive positions in the gaming industry, including as Chief
Operating Officer of the Cosmopolitan Resort Casino in Las Vegas,
Nevada, President of Metroflag Management LLC, a casino resort
development company located in Las Vegas, and President, Chief
Operating Officer, and Executive Vice President of Trump Hotels &
Casino Resorts, Inc., during which time he was the principal
architect of the company's financial and operational
restructuring. Mr. Butera also served previously as an Executive
Director for UBS Investment Bank, which culminated a fifteen-year
career as an investment banker focused on the gaming, lodging, and
real estate industries.

Mr. Butera holds a Masters in Business Administration from New
York University's Leonard N. Stern School of Business and is a
graduate of Trinity College in Hartford, Connecticut, where he was
recently appointed to the Board of Fellows.

The Troubled Company Reporter on November 9, 2010, ran a story on
Mr. Butera's resignation.  Mr. Butera's new employer was not
identified in the statement released by Tropicana.

                   About Tropicana Entertainment

Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games.  In addition, the Company owns a development
property in Aruba.  The company is based in Las Vegas, Nevada.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC.  The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.

                     About Mashantucket Pequot

Mashantucket Pequot Tribal Nation owns and operates Foxwoods
Resort Casino in Ledyard, Connecticut.

The Wall Street Journal's Mike Spector reported in July 2010 that
the tribe was in talks with banks and bondholders about how best
to restructure more than $2 billion in debt that it can no longer
afford.  According to Mr. Spector's report, a mid-July deadline
for a big payment to lenders loomed, and people familiar with the
matter said the tribe wants bondholders to wipe out a significant
portion of its roughly $1.3 billion in bond debt, in some cases
paring the tribe's obligations by at least half.

As reported by the Troubled Company Reporter on August 30, 2010,
Standard & Poor's Ratings Services withdrew its ratings on the
Mashantucket Western Pequot Tribe.  S&P lowered its issuer credit
rating on the Tribe to 'D' on Nov. 16, 2009, following the Tribe's
announcement that it did not make the full interest payment due on
its notes.


UNION FOR TRADITIONAL JUDAISM: Netivot Shalom Wins Auction for HQ
-----------------------------------------------------------------
According to jstandard.com, Cong. Netivot Shalom won the
bankruptcy auction for the Teaneck headquarters of the Union for
Traditional Judaism and the Institute of Traditional Judaism.

The Debtor said it expects to emerge from Chapter 11 by the end of
the year.

Union for Traditional Judaism, a not-for-profit organization that
trains and places rabbis, along with the Institute of Traditional
Judaism Inc., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 10-22958) on May 14 in White Plains, New York.
The petition says assets and debt are both more than $1 million.


US FIDELIS: To Auction Off Property to Pay Creditors
----------------------------------------------------
Kelsey Volkmann at St. Louis Business Journal reports that US
Fidelis co-founder Darain Atkinson said the Company plans to
auction off a 144-acre farm -- which includes 90 acres of tillable
land, woods, a creek and pastures -- in Wentzville to help pay off
creditors in the Company's Chapter 11 bankruptcy.

The Journal relates the property will be sold in seven different
tracts at 1:00 p.m., on Nov. 20, 2010.

The Company has reached a settlement with 11 states that bars the
company from telemarketing or selling in Arkansas, Idaho, Iowa,
Kansas, North Carolina, Ohio, Oregon, Pennsylvania, Texas,
Washington and Wisconsin.

Bankruptcy Law360 reports that former owners also agreed to turn
over nearly all of their assets as part of the settlement of
claims that they misled consumers through the use of deceptive
marketing practices.  The attorneys general of 11 states revealed
that the multistate settlement requires brothers Darian and Cory
Atkinson to surrender at least 90 percent of their assets, Law360
says.

Wentzville, Missouri-based US Fidelis, Inc., was a marketer of
vehicle service contracts developed by independent and unrelated
companies.  The Company filed for Chapter 11 bankruptcy protection
on March 1, 2010 (Bankr. E.D. Mo. Case No. 10-41902).  Robert E.
Eggmann, Esq., at Lathrop & Gage, assists the Company in its
restructuring effort.  According to the schedules, the Company had
assets of $74,386,836, and total debts of $25,770,655 as of the
petition date.


VALLEJO, CA: A Step Closer to Bankruptcy Exit with Budget Plan
--------------------------------------------------------------
American Bankruptcy Institute reports that the City Council of
Vallejo, Calif., will consider a five-year budget as part of a
plan to exit the biggest bankruptcy in the state since Orange
County sought court protection in 1994.

Vallejo on May 23, 2008, filed a petition for protection under the
provisions of chapter 9 of the U. S. Bankruptcy Code.  On June 17,
2008, the City filed a motion to reject its collective bargaining
agreements with each of its four labor groups: Vallejo Police
Officers Association; International Brotherhood of Electrical
Workers; Confidential Administrative, Managerial and Professional
Association, and IAFF.  Prior to the hearing for the consideration
of the rejection of the agreements, the City reached supplemental
agreements with VPOA and CAMP.  On August 27, 2009, the City and
IAFF signed a stipulation that allowed the City to reject the IAFF
agreement that would have run through June 2010.  On September 1,
2009, the Bankruptcy Court granted the City's motion to reject the
IBEW agreement.  The City and IAFF spent 5 days in mediation and
commenced binding arbitration hearings in January 2010.
Additional hearing dates had been scheduled later this month.
During the interim period, the City and IAFF resumed negotiations
and reached an agreement on the terms of a new agreement on
February 18, 2010.


VALLEJO, CA: City Council to Consider 5-Year Budget on Nov. 16
--------------------------------------------------------------
Alison Vekshin, writing for Bloomberg News, reported that the City
Council of Vallejo will consider a five-year budget as part of its
plan to exit bankruptcy.  According to Blooomberg, JoAnn West, a
Vallejo spokeswoman on bankruptcy issues, said Friday in a
telephone message, that the council will hear details of the
general-fund plan on Nov. 16.

Bloomberg reported that Ms. West said the seven-member legislative
body will vote on Nov. 30 on whether to adopt the proposal. If it
does, the fiscal road map will be included in the exit plan and
presented to a bankruptcy judge, she said.

Ms. West told Bloomberg a copy of the budget proposal will likely
be released on the city's Web site on Nov. 12.

U.S. Bankruptcy Judge Michael McManus in Sacramento ordered the
city to devise an exit plan by Jan. 18.

"I expect the bankruptcy case will continue well beyond Jan. 18,"
James Paul, Esq., a partner at Downey Brand LLP, in Sacramento,
told Bloomberg in a telephone on Friday.  Mr. Paul represents
Vallejo's retirees.  Mr. Paul told Bloomberg he expects the
retirees committee to object to health-benefit cuts that it
anticipates in the plan.

                       About City of Vallejo

Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States.  As of the 2000 census,
the city had a total population of 116,760.  It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay.  It
was named for General Mariano Guadalupe Vallejo.

Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide.  Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represent the City.  The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.


VALLEJO, CA: Council Decision on IBEW Work Terms Delayed Anew
-------------------------------------------------------------
The Vallejo Times-Herald staff writer Jessica A. York reported
that the Vallejo City Council on Tuesday was to consider delaying
for the second time in two weeks a decision to impose its own
working conditions on its largest city employees union.

The Times-Herald relates the council was set in August to impose
the working conditions last offered to the International Brother
of Electrical Workers, following a negotiation impasse.  Instead,
council members agreed to give union leaders several months to
come up with alternatives to save the city more than $3 million.

According to the Times-Herald, the IBEW alternatives scheduled to
come before the council last month were delayed, and were again on
Tuesday's agenda, along with a note that the issue will be delayed
again until Nov. 16 -- the same night the city is expected to open
its bankruptcy exit strategy to public discussion.

The report says the working conditions will replace IBEW's
contract, which was thrown out in bankruptcy court last year, and
would have expired in June.

                       About City of Vallejo

Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States.  As of the 2000 census,
the city had a total population of 116,760.  It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay.  It
was named for General Mariano Guadalupe Vallejo.

Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide.  Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represent the City.  The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.


VAZGEN MIRZAKHANYAN: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Vazgen Mirzakhanyan
        3338 Stephans Circle
        Glendale, CA 91208

Bankruptcy Case No.: 10-57624

Chapter 11 Petition Date: November 4, 2010

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

Judge: Barry Russell

Debtor's Counsel: Jerome S. Cohen, Esq.
                  3731 Wilshire Blvd Ste 514
                  Los Angeles, CA 90010
                  Tel: (213) 388-8188
                  Fax: (213) 388-6188
                  E-mail: jsc@jscbklaw.com

Scheduled Assets: $604,000

Scheduled Debts: $1,394,036

A list of the Debtor's 18 largest unsecured creditors filed
together with the petition is available for free at:

        http://bankrupt.com/misc/cacb10-57624.pdf

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Zharmen Mirzakhanyan                   10-42831   08/06/10


VELTEX CORPORATION: Numerous Defendants to $35MM Suit in Default
----------------------------------------------------------------
On February 22, 2010, Veltex Corporation had engaged the services
of Blecher & Collins, P.C., a business litigation firm, to recover
damages to the corporation by various entities and individuals.
Blecher & Collins had been retained to commence the prosecution of
claims against former officers and directors, law firms,
accounting and bookkeeping firms, and transfer agents, and to
investigate and pursue potential claims against banks. Maxwell M.
Blecher and Maryann R. Marzano pilot the litigation team on behalf
of Veltex Corporation.

In August of 2008, Utah state court Judge Kate A. Toomey removed
the past and former board of directors and management, which
included Javeed A. Matin, Saasha Campbell and Mazhar Ul Haque.
The new current Veltex board of directors, which were elected by
the shareholders in 2009, and management, are fully dedicated and
determined to seeing the that all property which has been
wrongfully removed be returned to the corporation with maximum
value and in a timely fashion.

On March 10, 2010, Blecher & Collins filed a 96 page federal
complaint on behalf of Veltex Corporation in the United States
District Court, Central District of California (Western Division -
Los Angeles) entitled, Veltex Corporation vs. Javeed Azziz Matin
et al, case number 2:10-cv-01746-ABC-PJW.  That case alleges
damages from 22 individual and corporate defendants in excess of
$35,000,000.  The corporation believes that the final total
damages could be substantially higher given the amount of
fraudulent transfer and conveyance of corporate assets discovered
to date.  The investigation and accounting of damages is
continuing.  On July 16, 2010, Blecher & Collins, on behalf of
Veltex Corporation, filed a 330 page (including exhibits) First
Amended Complaint with the Court.

To date, numerous defendants have been found in default by the
clerk of the Court and one individual defendant has settled with
the corporation under a Confidential and Non-Disclosure Agreement.
The Court has set a trial date for January 2012.  The corporation
is currently reviewing individual state claims against certain
named defendants.

On November 1, 2010, the United States Securities and Exchange
Commission, the SEC, filed a parallel suit in the United States
District Court, Central District of California entitled,
Securities and Exchange Commission vs. Javeed A. Matin and
Wilshire Equity, Inc., case number 5-2010cv01686. That case
alleges similar counts to Veltex's claim and is against two
defendants, Javeed A. Matin and Wilshire Equity, Inc., that the
corporation has also named in the March 10, 2010 complaint.
On November 1, 2010, a SEC administrative law judge entered an
Order instituting a Cease-and-Desist Proceeding and a Cease-and-
Desist Order against Mazhar Ul Haque.  Mr. Haque is also a named
individual defendant in the corporations March 10, 2010 complaint.
On December 29, 2009, Veltex Corporation filed an Adversary
Proceeding complaint in the United States Bankruptcy Court in case
2:09-AP-03558-PC against former Veltex receiver Lee G. Scharf
alleging willful and malicious conduct and breach of fiduciary
duty, among others.  Damages to the corporation alleged in the
complaint are in excess of $500,000 (Five Hundred Thousand)
dollars. Mr. Scharf filed for bankruptcy on September 9, 2009.
Veltex Corporation has a similar complaint filed in the State of
Utah alleging similar issues against Mr. Scharf. These matters
pending against Mr. Scharf are currently ongoing and will be
updated as developments warrant.  Veltex Corporation has retained
the services of foremost Los Angeles bankruptcy attorney Stella
Havkin of the firm Litwak & Havkin in Los Angeles. The Salt Lake
City Utah law firm of Cohne, Rappaport & Segal, P.C. has been
retained by Veltex and attorney Jeffery L. Silvestrini is lead
counsel in the matter pending against Mr. Scharf in Utah State
Court before the Honorable Kate A. Toomey.

On February 24, 2010, Veltex Corporation entered in a Standstill
and Confidentiality Agreement with a major Los Angeles private
corporation.  Due diligence has been conducted and completed,
however, due to the fluidity of the monetary damages to Veltex and
until such time that values can be placed in regards to the
current litigation, both firms have agreed to remain in place and
reestablish talks that may result in better financial terms for
both parties.

Blecher & Collins is recognized as one of the premier complex
business litigation law firms in the country.  Founded by Maxwell
M. Blecher in 1971 and based in Los Angeles, California, the firm
excels in handling a full range of complex business and commercial
litigation. Blecher & Collins is uniquely positioned to provide
unparalleled legal representation to Veltex with its team of
highly experienced attorneys.  Blecher & Collins has successfully
prosecuted business and securities fraud claims, claims for
embezzlement and banking fraud, and legal and accounting
malpractice claims. Blecher & Collins has successfully challenged
major corporations such as Eastman Kodak, Johnson & Johnson and
AT&T, among others.  Blecher & Collins is an AV peer-review rated
firm is proud to count among its alumni two California state court
judges and a federal court magistrate.

Veltex Corporation maintains its corporate headquarters in
Chicago, Illinois.


VICTOR VALLEY: Prime Healthcare Disputes Outcome of Auction
-----------------------------------------------------------
Dow Jones' Small Cap reports that Prime Healthcare Services
Foundation, the failed bidder for Victor Valley Community
Hospital, says the California nonprofit's flawed auction resulted
in a deal that's not in the best interest of anyone.

Victor Valley Community Hospital -- http://www.vvch.org/--
operates a health care facility.  It has a rural nonprofit
hospital operator in Southern California.

Victor Valley Community Hospital filed for Chapter 11 protection
on September 13, 2010 (Bankr. C.D. Calif. Case No. 10-39537
The Debtor estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.  Debt includes
$4.5 million owed to the bank lender.  Unsecured creditors are
owed $16.5 million. Mary D. Lane, Esq., Samuel R. Maizel, Esq.,
and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl & Jones
LLP.


WASHINGTON MUTUAL: Denies Misleading Bondholders; FDIC Concurs
--------------------------------------------------------------
Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review,
reports that Washington Mutual said accusations that it misled
investors suffer from "numerous fatal flaws."  Washington Mutual
argues that the right to claim damages belongs to the Federal
Deposit Insurance Corp., which has agreed to settle the charges.

Ms. Brickley relates the FDIC, in a filing Thursday with the U.S.
Bankruptcy Court in Wilmington, Del., sided with the Debtor,
urging the court to dismiss WaMu bondholders' claims.  The FDIC
said it alone has the right to sue or not sue over the alleged
misleading of the market about WaMu, and it has decided to settle,
not sue.

                     Global Settlement & Plan

As reported by the Troubled Company Reporter, the Debtor on
October 6, 2010, filed with the Court a proposed Plan of
Reorganization and Disclosure Statement.  The Plan and Disclosure
Statement are premised upon consummating an amended and restated
global settlement agreement and JPMorgan Chase Bank, N.A.  The
Plan, Disclosure Statement, and the Settlement have the full
support of the FDIC, JPMC, certain debtholders, and Washington
Mutual Bank, and the Official Committee of Unsecured Creditors.

The Plan contemplates, among other things, distribution of funds
to holders of allowed claims against the estate in excess of
roughly $7 billion, including roughly $4 billion of previously
disputed funds on deposit with JPMC.  WMI believes the Settlement
will result in significant recoveries for the estate's
stakeholders and is in the best interests of the estate.

Pursuant to the settlement, DBR notes the FDIC has agreed to hand
over to JPMorgan $2.1 billion worth of tax refunds that, according
to WaMu bondholders, should be used to pay them, not pad the
coffers of its new owner.  What the FDIC received in return was a
split of the tax refunds and immunity from lawsuits over its role
in the deal.

The Bankruptcy Court will consider confirmation of the Plan at a
hearing at 1:00 p.m. on Dec. 1, 2010, in Wilmington, Del.
Objections, if any, must be filed and served by 4:00 p.m.,
prevailing Eastern Time, on Nov. 19, 2010.  Copies of the debtor's
solicitation documents, the plan, and the disclosure statement are
available at http://kccllc.net/wamu/at no charge.

                            Backlash

DBR also reports that WaMu bondholder attorney Evan Flaschen,
Esq., at Bracewell & Giuliani, said the FDIC was operating with a
blatant conflict in supporting the settlement, buying a litigation
shield for itself in its corporate role, with money that belongs
to WaMu creditors.

"As the receiver, the FDIC gave up these huge refunds to get a
release as FDIC corporate," DBR quotes Mr. Flaschen as saying.
"That release has no benefit to the receivership.  It has a huge
benefit to FDIC corporate."

DBR relates Mr. Flaschen said many WaMu investors would like to
pursue damage claims against the FDIC, but fear backlash.

As reported by the Troubled Company Reporter, Dan Fitzpatrick,
writing for The Wall Street Journal, said Joshua Hochberg, the
court-appointed examiner for WaMu, held in a 369-page report
submitted November 1 to the Bankruptcy Court that he found no
evidence that FDIC and JPMorgan acted improperly when regulators
seized WaMu and sold its banking assets to JPMorgan for $1.88
billion in September 2008 and gave JPMorgan $188 billion in
deposits and a coast-to-coast presence for the first time.  There
are "no known facts to establish the government acted in bad
faith," the examiner's report said.  The Journal also said Mr.
Hochberg concluded that a proposed billion-dollar settlement
between the bank's parent company, JPMorgan and the FDIC is
reasonable.

According to the Journal, the examiner, however, noted that the
FDIC's bidding process was "less than optimal" and "could have
been better."  According to the Journal, the examiner said the
facts don't suggest an "unfair process," "or that a different
process would have changed the outcome."  FDIC's bidding
procedures, the examiner said, have to be viewed in the context of
the uncertainty and panic that gripped the financial system in
September 2008.

                    About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment.  When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500,000,000 to $1,000,000,000 with zero
debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  Fred S. Hodera, Esq., at Akin Gump Strauss Hauer &
Fled LLP in New York City and David B. Stratton, Esq., at Pepper
Hamilton LLP in Wilmington, Del., represent the Official Committee
of Unseucred Creditors.  Stephen D. Susman, Esq., at Susman
Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A.,
represent the Equity Committee.  Stacey R. Friedman, Esq., at
Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath &
Cobb LLP in Wilmington, Del., represent JP Morgan Chase, which
acquired WaMu's assets prior to the Petition Date.


WASTE2ENERGY HOLDINGS: Has Defaulted on Debentures of $127,500
--------------------------------------------------------------
Waste2Energy Holdings, Inc., disclosed in a regulatory filing
Wednesday, that on October 30, 2010, a total of $87,500 of
principal amount of the Company's 12% Senior Convertible
Debentures became due.  On November 2, 2010, $40,000 of principal
amount of the Debentures became due.  The Company did not make the
required payment on the maturity date or by the cure period
provided by the Debentures and as result an Event of Default under
the Debentures has occurred.  As a result of the Event of Default,
the outstanding principal amount of the Debentures plus accrued
but unpaid interest, liquidated damages and other amounts owing in
respect thereof through the date of the acceleration will become
at the election of the holder of the Debenture immediately due and
payable in cash at the Mandatory Default Amount.

Commencing 5 days after the occurrence of any Event of Default
that results in the eventual acceleration of the Debenture, the
interest rate on the Debenture will accrue at an interest rate
equal to the lesser of 17% per annum or the maximum rate permitted
under applicable law.  As used in the Debentures, Mandatory
Default Amount means the sum of (a) the outstanding principal
amount of the Debenture, plus all accrued and unpaid interest
hereon, divided by the Conversion Price of the Debenture on the
date the Mandatory Default Amount is either (A) demanded (if
demand or notice is required to create an Event of Default) or
otherwise due or (B) paid in full, whichever has a lower
Conversion Price, multiplied by the VWAP on the date the Mandatory
Default Amount is either (x) demanded or otherwise due or (y) paid
in full, whichever has a higher VWAP, and (b) all other amounts,
costs, expenses and liquidated damages due in respect of this
Debenture.  Subject to the terms of the Debenture, the VWAP is the
most recent bid price per share of the Common Stock reported in
the "Pink Sheet" published by Pink OTC Markets Inc.

                  About Waste2Energy Holdings

Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets:
WTEZ) -- http://www.waste2energy.com/-- is a "cleantech"
technology company that designs, builds, installs and sells waste
to energy plants that generate "Renewable Green Power" converting
biomass or other solid waste streams traditionally destined for
landfills into clean renewable energy.

The Company's balance sheet at June 30, 2010, showed $3.4 million
in total assets, $11.7 million in total liabilities, and a
stockholders' deficit of $8.3 million.

As reported in the Troubled Company Reporter on July 19, 2010,
Marcum LLP, in New York, expressed substantial doubt the Company's
ability to continue as a going concern, following its results for
the fiscal year ended March 31, 2010.  The independent auditors
noted that the Company has incurred a significant loss from
continuing operations of $11.7 million and used cash of
$5.2 million for continuing operations which resulted in an
accumulated deficit of $30.4 million and a working capital
deficiency of $6.6 million as of March 31, 2010.


WEST FRASER: DBRS Confirms Issuer Rating at BB (High)
-----------------------------------------------------
DBRS has confirmed the Issuer Rating and the Secured Debentures
rating of West Fraser Timber Co. Ltd. (West Fraser or the Company)
at BB (high), and has changed the trends from Negative to Stable.
The confirmation recognizes the solid improvement -- well above
DBRS's expectations -- in the Company's financial profile. In
addition, DBRS believes that the Company has reversed its loss-
making performance and its financial profile should remain
compatible with the current rating even though operating results
may weaken in the near term due to the still-depressed housing
market.

Prior to 2010, operating performance at West Fraser had
deteriorated sharply, in line with the prolonged downturn in
the construction market, and the Company had reported losses
in three consecutive years.  During the first nine months of
2010, higher prices led to a significant increase in earnings
in both the lumber and pulp and paper businesses.  Lumber
prices were helped by a combination of factors which led to a
demand/supply imbalance.  (1) During the latter part of 2009,
in anticipation of weak construction activities, most producers
in North America curtailed production, limiting supply to match
the weak demand conditions.  Dealers in the supply chain were
also running down their inventory to reduce carrying costs and
conserve cash. Inventory in the supply channels was extremely
lean.  (2) The weather in the southeast United States was much
wetter than normal, preventing loggers from accessing the trees.
(3) Sentiment among builders was turning positive, supported by
encouraging economic news and government incentives, and housing
starts were showing sequential improvement.  Hence, a modest
increase in lumber demand from restocking and a slight increase
in housing starts coinciding with record-low lumber inventory
levels throughout the supply chain led to a sharp run-up in
lumber prices in the middle of Q1 2010.  However, the surge in
lumber prices was not sustainable and lumber prices started to
retreat in the second half of Q2 2010.  Nevertheless, disciplined
response from producers and increasing demand from China have
supported prices in Western Canada, where the decline was less
severe than in the United States.  In addition, operating results
at the lumber operations were buoyed by much higher capacity
utilization and benefited from cost-reduction initiatives
implemented during the downturn.  The Company's pulp and paper
business segment has also reported higher earnings due to
favourable global demand and pricing.  Furthermore, the Company's
discipline in controlling cash usage and using the resultant free
cash to pay down debt led to the significant improvement in its
financial profile.

Going forward, DBRS believes that there are still significant
headwinds facing the construction industry.  New home sales have
been weaker than expected and housing inventory has remained at
high levels despite modest new construction, low mortgage rates
and a temporary boost from government grants for home buyers
(expired on April 30, 2010).  More worryingly, with housing prices
remaining weak and high unemployment rates, more homeowners are
facing financial difficulties (negative equity in houses,
increasing delinquencies, etc.) and, ultimately, more
foreclosures.  It is not unreasonable to assume that more houses
will be on the market in the near future, adding to the situation
of oversupply and placing more downward pressure on new home
construction.  Further delay in the recovery of new home
construction would prolong the weak demand for lumber.  Lately,
softening demand from China has weighed on pulp prices, adding
further downward pressure on the Company's operating results.
Hence, DBRS expects West Fraser's results to be weaker until
meaningful demand materializes in late 2011.  Notwithstanding the
risk of weakness in the housing market and the resultant impact on
the Company's operating results in the near term, DBRS expects the
Company to have no problems funding its operations internally.
Nevertheless, DBRS believes that the worst is over for the current
cycle in the construction industry.  Even though West Fraser's
operating results may weaken in the near term, the Company's
financial profile would still be compatible with the current
rating. DBRS does not expect any downside risk to the current
rating in the near term.  However, if the Company could
demonstrate that its recovery is sustainable and maintain the
strength of its financial profile, that may lead to positive
rating actions.

DBRS has simulated a default scenario for West Fraser in order to
analyze the potential recovery for the Company's secured debt in
the event of default.  The scenario assumes a prolonged period of
severe economic conditions regardless of how hypothetical or
unlikely the conditions may be, in which product demand and prices
plummet.  EBITDA quickly declines and turns negative over the
forecasted period.  DBRS assumes that the Company would be
reorganized as a going concern in the event of default, and has
thus derived a recovery rating of RR3 for the secured debt, which
corresponds to recovery prospects of between 50% and 70%.


WILD WEST WORLD: Remaining Buildings, Trees Sold at Auction
-----------------------------------------------------------
Josh Heck, writing for The Wichita Business Journal, reports that
the remaining assets of Wild West World LLC were auctioned off on
Saturday.  Mr. Heck relates the assets were sold for pennies on
the dollar.  Items sold include 30 buildings and close to 200
trees.

Eric Malone, of Malone & Associates Auctioneers, conducted the
sale, according to Wichita Business Journal.

Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reports that Wild West World had sold off many of its assets --
like its merry-go-round, bumper cars, roller coasters and Ferris
Wheel -- before its bankruptcy proceeding was dismissed in
November 2009.

DBR relates the park's founder, Thomas Etheredge, was sentenced to
60 months in prison in April 2010 after a state jury found him
guilty of seven counts of securities fraud.  Mr. Etheredge,
according to the Office of the Kansas Securities Commissioner,
defrauded the theme park's private investors by failing to
disclose his criminal history as well as his failure to pay taxes.
He also touted a religious conversion he allegedly experienced in
prison two decades prior to induce fellow members of his church to
invest in the park, which securities officials said was a tactic
he had relied on before.

                      About Wild West World

Headquartered in Valley Center, Kansas, Wild West World LLC
operates an amusement park business.  The Company filed for
Chapter 11 protection on July 9, 2007 (Bankr. D. Kans. Case No.
07-11620).  Restoration Farms Inc., Wild West's parent company,
filed for chapter 11 protection on August 9, 2007 (Bankr. D. Kans.
Case No. 07-11913).  Tom Gilman, Esq., at Redmond & Nazar LLP
represented the Debtor in its restructuring efforts.  In its
schedules filed with the Court, the Debtor disclosed total assets
of $22,979,898 and total debts of $25,601,177.


WOLVERINE TUBE: Gets Court's Interim Nod to Use Cash Collateral
---------------------------------------------------------------
Wolverine Tube, Inc., et al., sought and obtained interim
authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy
Court for the District of Delaware to use cash collateral.

The Debtors and the U.S. Bank National Association, as trustee and
collateral agent, are parties to a certain indenture, dated as of
April 28, 2009, pursuant to which Wolverine Tube issued a total of
$121.6 million in 15% senior secured notes due 2012 to various
holders.  The Notes were issued in connection with an offer that
Wolverine Tube launched on February 26, 2009, to holders of their
then-existing 10-1/2% senior notes due 2009 and their then-
existing 10-1/2% senior exchange notes due 2009 to exchange the
notes for the Notes and a cash payment.  This transaction was
consummated on April 28, 2009, whereby $83.3 million in aggregate
principal amount of the 10-1/2% senior notes and $38.3 million in
aggregate principal amount of the of 10-1/2% senior exchange notes
were exchanged for $121.6 million in aggregate principal amount of
the notes.  The remaining $16.1 million of the 10-1/2% senior
notes was repaid on the closing date of the exchange offer.  The
Notes initially carried an interest rate of 15%, which increased
to 16% beginning in April 2010.  As of the Petition Date,
approximately $131.7 million in principal, inclusive of PIK
interest plus approximately $7.5 million of accrued and unpaid
cash interest on the Notes was outstanding.

Mark E. Felger, Esq., at Cozen O'Connor, explained that the
Debtors need the money to fund their Chapter 11 case, pay
suppliers and other parties.  The Debtors will use the collateral
pursuant to a weekly budget, a copy of which is available for free
at http://bankrupt.com/misc/WOLVERINE_TUBE_budget.pdf

The Debtors promise to provide the lenders monthly reports.

No later than 10 business days prior to the end of each four-week
period beginning with the four-week period ending November 28,
2010, the Debtors will submit for the Ad Hoc Noteholder Group's
and Plainfield Asset Management LLC's review and approval a
supplemental budget for the subsequent 13-week period commencing
on the first Monday following the expiration of the current
approved budget.

The Debtors will provide to the Ad Hoc Noteholder Group and
Plainfield by Thursday 12:00 noon (Eastern time) of each calendar
week, weekly variance reports for the period ending the preceding
weekly period on a cumulative basis from the Petition Date to the
last day of the preceding weekly period.

The member of the Debtors' senior management will be available to
meet on a bi-weekly basis with the Senior Indenture Trustee,
Plainfield and the Ad Hoc Noteholder Group.

The Debtors' right to use cash collateral under the interim court
order will terminate (i) 150 days after the Petition Date (if the
requisite noteholders provide written consent); 30 days after the
Petitions Date (if the final court order hasn't been entered by
the Court on or before such date; and (iii) the date of delivery
by the senior indenture trustee to the Debtors of the termination
declaration indicating the occurrence of any of the termination
events.

The adequate protection obligations due to the adequate protection
parties will constitute joint and several superpriority claims
against the Debtors.  As security for the adequate protection
obligations, the Debtors will grant adequate protection liens to
the senior indenture trustee, for its own benefit and the benefit
of the adequate protection parties.

The Court has set a final hearing for November 24, 2010, at
9:30 a.m., prevailing Eastern time, on the Debtors' request to use
cash collateral.

The Ad Hoc Noteholder Group is represented by Sidley Austin LLP.
Plainfield is presented by Kramer Levin Naftalis & Frankel LLP.

                      About Wolverine Tube

Huntsville, Alabama-based 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 filed for Chapter 11 bankruptcy protection on
November 1, 2010 (Bankr. D. Del. Case No. 10-13522).  Cozen
O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq.,
who have offices in Wilmington, Delaware, assist the Debtor in its
restructuring effort.

Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer
Rose LLP, are the Debtor's special corporate and tax counsel.

Deloitte Financial Advisory Services LLP is the Debtor's financial
advisor.

Donlin Recano & Company, Inc., is the Debtor's claim agent.

The Debtor disclosed $115,624,000 in total assets and $237,548,000
in total debts.

Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523),
Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10-
13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and
WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed
separate Chapter 11 petitions.


WOLVERINE TUBE: Taps Prokauer Rose as Special Corporate Counsel
---------------------------------------------------------------
Wolverine Tube, Inc., et al., ask for authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Proskauer
Rose LLP as special corporate and tax counsel, nunc pro tunc to
the Petition Date.

Proskauer Rose will provide corporate and tax services as and to
the extent requested by the Debtors.  Proskauer Rose will work
closely with the Debtors' other retained professionals to avoid
any unnecessary duplication of effort.

Proskauer Rose will be paid based on these rates:

                 Partners                   $525-$995
                 Senior Counsel             $395-$775
                 Associates                 $295-$675
                 Paraprofessionals          $140-$275

Scott K. Rutsky, Esq., a member at Proskauer Rose, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Huntsville, Alabama-based 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 filed for Chapter 11 bankruptcy protection on
November 1, 2010 (Bankr. D. Del. Case No. 10-13522).  Cozen
O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq.,
who have offices in Wilmington, Delaware, assist the Debtor in its
restructuring effort.

Deloitte Financial Advisory Services LLP is the Debtor's financial
advisor.

Donlin Recano & Company, Inc., is the Debtor's claim agent.

The Debtor disclosed $115,624,000 in total assets and $237,548,000
in total debts.

Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523),
Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10-
13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and
WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed
separate Chapter 11 petitions.


WOLERINE TUBE: Wants Deloitte Financial as Financial Advisor
------------------------------------------------------------
Wolverine Tube, Inc., et al., ask for authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Deloitte
Financial Advisory Services LLP as financial advisor, nunc pro
tunc to the Petition Date.

FAS will, among other things:

     a. assist in the preparation of contingency plans to reflect
        the impact of restructuring alternatives, and assist in
        their revision of relevant management cash flow
        projections and business plans;

     b. assist the Debtors' finance personnel with their financial
        assessment of the Debtors' business, including their
        assessment of the Debtors' financial information that has
        been, and that will be provided by the Debtors to their
        creditors;

     c. provide advice in connection with the Debtors' refinement
        of its cash management and cash flow forecasting process,
        including the monitoring of actual cash flow versus the
        Debtors' projections; and

     d. attend and participate in hearings and meetings on matters
        within the scope of the services to be performed.

Deloitte Financial will be paid based on these rates:

        Partner, Principal, Director               $540
        Senior Manager                             $460
        Manager                                    $400
        Other Employees                         $150-$300

John W. Little, Deloitte Financial's principal, assures the Court
that the firm is a "disinterested person" as that term defined in
Section 101(14) of the Bankruptcy Code.

Huntsville, Alabama-based 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 filed for Chapter 11 bankruptcy protection on
November 1, 2010 (Bankr. D. Del. Case No. 10-13522).  Cozen
O'Connor, Esq., Mark E. Felger, Esq., and Simon E. Fraser, Esq.,
who have offices in Wilmington, Delaware, assist the Debtor in its
restructuring effort.

Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer
Rose LLP, are the Debtor's special corporate and tax counsel.

Donlin Recano & Company, Inc., is the Debtor's claim agent.

The Debtor disclosed $115,624,000 in total assets and $237,548,000
in total debts.

Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523),
Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10-
13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and
WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed
separate Chapter 11 petitions.


* Steady Bankruptcy Stats Belie Growing Business Woes
-----------------------------------------------------
While the overall statistics on business bankruptcy filings during
the 12-month period ending in September remained roughly
comparable to those from the previous year, general business
distress has grown in ways not captured by the statistics, which
ignore out-of-court resolutions and other significant changes in
the market, attorneys told Law360.

Business bankruptcy cases filed in federal courts for fiscal year
2010 totaled 58,322, compared with 58,721 during the previous
year.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Nov. 11, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Detroit Consumer Bankruptcy Conference
        Hyatt Regency Dearborn, Dearborn, Mich.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Nov. 29, 2010
  RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP, INC.
     17th Annual Distressed Investing Conference
        The Helmsley Park Lane Hotel, New York City
           Contact: 1-903-595-3800;
                    http://www.renaissanceamerican.com/

Dec. 9-11, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        Camelback Inn, a JW Marriott Resort & Spa,
        Scottsdale, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 2-4, 2010
  AMERICAN BANKRUPTCY INSTITUTE
     22nd Annual Winter Leadership Conference
        Camelback Inn, Scottsdale, Arizona
           Contact: 1-703-739-0800; http://www.abiworld.org/

January 26-28, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Distressed Investing Conference
        Aria Las Vegas
           Contact: http://www.turnaround.org/

Jan. 27-28, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Rocky Mountain Bankruptcy Conference
        Westin Tabor Center, Denver, Colo.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 3-5, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Caribbean Insolvency Symposium
        Westin Casuarina Resort & Spa, Grand Cayman Island
           Contact: 1-703-739-0800; http://www.abiworld.org/

Feb. 24-25, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Valcon
        Four Seasons Las Vegas, Las Vegas, Nev.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 4, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Bankruptcy Battleground West
        Hyatt Regency Century Plaza, Los Angeles, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 7-9, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Conrad Duberstein Moot Court Competition
        Duberstein U.S. Courthouse, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 10, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - Florida
        Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 10-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     SUCL/ Alexander L. Paskay Seminar on
     Bankruptcy Law and Practice
        Marriott Tampa Waterside, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 17-19, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Byrne Judicial Clerkship Institute
        Pepperdine University School of Law, Malibu, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 27-29, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott, Chicago, IL
           Contact: http://www.turnaround.org/

May 5, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - New York City
        Association of the Bar of the City of New York,
        New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

May 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     New York City Bankruptcy Conference
        Hilton New York, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Canadian-American Cross-Border Insolvency Symposium
        Fairmont Royal York, Toronto, Ont.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Central States Bankruptcy Workshop
        Grand Traverse Resort and Spa, Traverse City, Mich.
              Contact: http://www.abiworld.org/

July 21-24, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Northeast Bankruptcy Conference
        Hyatt Regency Newport, Newport, R.I.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 27-30, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Sanctuary at Kiawah Island, Kiawah Island, S.C.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hotel Hershey, Hershey, Pa.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     NCBJ/ABI Educational Program
        Tampa Convention Center, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. __, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     International Insolvency Symposium
        Dublin, Ireland
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     Hilton San Diego Bayfront, San Diego, CA
        Contact: http://www.turnaround.org/

Dec. 1-3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     23rd Annual Winter Leadership Conference
        La Quinta Resort & Spa, La Quinta, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: November 3, 2010

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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