TCR_Public/101123.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Tuesday, November 23, 2010, Vol. 14, No. 325

                            Headlines

94TH AND SHEA: Voluntary Chapter 11 Case Summary
ABITIBIBOWATER: U.S. Reorganization Plan Confirmed
ACCREDITED MEMBERS: Posts $244,500 Net Loss in Q3 2010
ACCURIDE CORP: New Generation's Bid for Add'l Notes Denied
AK STEEL: Moody's Gives Negative Outlook; Affirms 'Ba2' Rating

ALLIED SPECIALTY: S&P Assigns 'B+' Corporate Credit Rating
AMERICAN REALTY: S&P Assigns 'B+' Corporate Credit Rating
AMERICAN SAFETY: Energizer Gets Germ. & Taiwan Nod to Buy Assets
AMERICANWEST BANCORP: Deutsche Bank, et al., Can't Oppose Sale
AMERICANWEST BANCORP: Gets Final OK to Obtain Loan From SKBHC

AMERICANWEST BANCORP: U.S. Trustee Forms 3-Member Creditors Panel
AMERICAN GENERAL: Fitch Amends Preferred Securities Rating to BB-
AMERICAN INT'L: Fitch Ups Ratings on Hybrid Securities to BB-
AMERICAN MEDIA: Combined Hearing on Plan Set for Dec. 20
AMERICAN MEDIA: Asks for Jan. 3 Extension of Schedules

AMERICAN MEDIA: To Pay Prepetition Wages & Benefits
AMSCAN HOLDINGS: S&P Affirms 'B' Corporate Credit Rating
A.P. PHARMA: Gets 2nd Letter From NASDAQ on Non-Compliance
ARYX THERAPEUTICS: Files 10-Q for Q3 2010; Posts $2.5MM Net Loss
ASCEND LEARNING: Moody's Assigns 'B2' Corporate Family Rating

ASSOCIATED BANC-CORP: Fitch Ups Issuer Default Ratings From BB+/B
BAOSHINN CORPORATION: Earns $17,173 in September 30 Quarter
BASHAR ISSA: U.S. Court Approves Chapter 15 Petition
BBHI ACQUISITION: Moody's Assigns 'B1' Corporate Family Rating
BIOSCRIP INC: S&P Puts 'B' Rating on CredityWatch Negative

BOOZ ALLEN: Moody's Reviews 'B1' Corporate Family Rating
BOUTIQUE JACOB: To Restructure Debts Under CCAA
BRESNAN BROADBAND: S&P Affirms 'BB' Corporate Credit Rating
CABLEVISION SYSTEMS: Bresnan Deal Won't Affect Moody's Ba2 Rating
CAPITOL HILL: Bankr. Court Stands by Prior Pillsbury Ruling

CAREVIEW COMMUNICATIONS: Posts $6.8 Million Net Loss in Q3 2010
CARGO ACQUISITION: Moody's Cuts Ratings on Senior Debt to 'Ba1'
CENTRAL FALLS, RI: Supreme Court Won't Halt Receivership
CHEM RX: CIBC Throws Down New Challenge to Creditors' Attorneys
CHEMTURA CORP: Hearing on UK Pension Deal Set for Nov. 30

CHINA RENEWABLE: Earns $39,435 in September 30 Quarter
COLT DEFENSE: Moody's Says Liquidity Profile Remains Adequate
EDUCATION MANAGEMENT: S&P Assigns 'BB' Rating on $1.555 Bil. Loan
COMMUNITYSOUTH FINANCIAL: Posts $4.7 Million Net Loss in Q3 2010
CONEXANT SYSTEMS: Names S. Chittipeddi President and COO

CRESCENT GARDENS: Voluntary Chapter 11 Case Summary
CRYSTAL CATHEDRAL: Creditors Balk at Pay for Relative of Founder
DEMAS YAN: Insider Creditors Barred From Filing Tardy Claims
DIGITILITI INC: Posts $795,600 Net Loss in September 30 Quarter
DISPLAY GROUP: "Small Business" Deadlines Run From Petition Date

DORAL ENERGY: MaloneBailey LLP Raises Going Concern Doubt
DOUGLAS ASPHALT: District Court Affirms Chapter 7 Conversion
EATONVILLE PROPERTIES: Case Summary & 2 Largest Unsec. Creditors
EIGHT BULLS: Ch. 7 Trustee May Avoid Interests in Property
ELEPHANT TALK: Posts $25.85MM Net Loss in Third Quarter

ENTERGY NEW: Moody's Affirms 'B1' Preferred Stock Rating
ESP RESOURCES: Posts $776,500 Net Loss in September 30 Quarter
FGBC BANCSHARES: Posts $3.4 Million Net Loss in Q3 2010
FIRST DATA: Note Exchange Offer Cues Moody's 'Caa1' Rating
FIRST DATA: Fitch Assigns 'CCC/RR6' Rating to $2.75 Bil. Notes

FIRST MIDWEST: Fitch Downgrades Subordinated Debt Rating to 'BB+'
FUNDAMENTAL PROVISIONS: Can Sell Port Vincent Property to Pay Debt
GELTECH SOLUTIONS: Posts $997,100 Net Loss in September 30 Quarter
GEOKINETICS INC: Discloses Compliance With October Covenants
GLOBOTEK HOLDINGS: Earns $113,100 in September 30 Quarter

GREEN BANKSHARES: Howard G. Smith-Led Investors File Class Suit
GREEN EARTH: Posts $2.6 Million Net Loss in September 30 Quarter
GREENWICH SENTRY: Files for Chapter 11 in Manhattan
HARRISBURG, PA: Pa. Delays Ruling on Special Aid to December
HOPE SPRINGS: Case Summary & 3 Largest Unsecured Creditors

IDO SECURITY: Posts $1.5 Million Net Loss in September 30 Quarter
INDIAN NATIONAL: Owes $275,000 to Apache Gold Casino
INFOLOGIX INC: Posts $4.5 Million Net Loss in September 30 Quarter
INTEGRATED BIOPHARMA: Reports $1,000 Net Loss in Fiscal Q1
JDB DEVELOPMENTS: Case Summary & 7 Largest Unsecured Creditors

J.S. WESTON'S: Files Schedules of Assets & Liabilities
J.S. WESTON'S: Lender Asks Court to Prohibit Cash Collateral Use
J.S. WESTON'S: Section 341(a) Meeting Scheduled for Dec. 16
KL ENERGY: Posts $3.2 Million Net Loss in September 30 Quarter
KRYSTAL KOACH: Case Summary & 20 Largest Unsecured Creditors

LA CORTEZ ENERGY: Posts $329,500 Net Loss in September 30 Quarter
LACK'S STORES: Store Closing Sales Begin at All 36 Locations
LACK'S STORES: Case Summary & 20 Largest Unsecured Creditors
LENNY DYKSTRA: Index Investors Buys Sherwood House for $760,000
LIONCREST TOWERS: Court to Consider Further Cash Use Today

LOCAL INSIGHT: Wants to Obtain DIP Financing, Use Cash Collateral
LOCAL INSIGHT: Chapter 11 Filing Cues Moody's 'D' Rating
LOCAL INSIGHT: S&P Downgrades Corporate Credit Rating to 'D'
MACHINERY MAINTENANCE: William Babut Directed to Return Retainer
MASTER SILICON: Earns $481,000 in September 30 Quarter

MEXICANA AIRLINES: Mexico Judge Accepts Units' Bankruptcy Filing
MILLENIUM HOLDINGS: Wisconsin Dist. Court Dismisses Gibson Claim
MMI GENOMICS: Files for Chapter 11 in Delaware
MMI GENOMICS: Case Summary & 20 Largest Unsecured Creditors
NEDAK ETHANOL: Posts $2.1 Million in September 30 Quarter

NOWAUTO GROUP: Posts $511,500 Net Loss in September 30 Quarter
NORTEL NETWORKS: Accuses Genband for Cutting Offer to $143 Million
NV ENERGY: Fitch Assigns 'BB' Rating on $315 Mil. Notes
OLD TOWN: In Chapter 11 to Keep Hotel Open
MILLENNIUM SOUTHEAST: Goes Into Receivership in Vancouver

OMNICOMM SYSTEMS: September 30 Balance Sheet Upside-Down by $18MM
OPTIMUMBANK HOLDINGS: Posts $1.5 Million Net Loss in Q3 2010
OPTIONS MEDIA: Posts $2.5 Million Net Loss in September 30 Quarter
PETERSON EARTH: Case Summary & 20 Largest Unsecured Creditors
POWER EFFICIENCY: May File for Bankr. if Unable to Raise Capital

PROVISION HOLDING: Farber Hass Raises Going Concern Doubt
RAFAELLA APPAREL: Earns $362,000 in September 30 Quarter
RAIN CII: Fitch Withdraws 'B' Long-Term Issuer Default Rating
REFCO INC: Grant Thornton, Officers Settle Lawsuit for $25.3MM
REFCO INC: NY Appeals Court Limits Professionals' Fraud Liability

REFCO INC: 2nd Cir. Court Bars Trustee from Suing Advisers
RIVER ROAD: Lenders File Competing Exit Plan for Hotel
ROBERT CARDALI: Sibling Can Proceed With Arbitration
ROSSCO HOLDINGS: Bankruptcy Case Transferred to California Court
S & Y ENTERPRISES: Section 341(a) Meeting Scheduled for Dec. 20

SABRA HEALTH: S&P Assigns Corporate Credit Ratings at 'B'
SCHWARCK QUARRIES: Case Summary & 4 Largest Unsecured Creditors
SEARS HOLDINGS: S&P Gives Negative Outlook; Affirms 'BB-' Rating
SERVICEMASTER CO: S&P Raises Ratings on Senior Notes to 'B-'
SKINNY NUTRITIONAL: Posts $2.19 Million Net Loss in Sept. 30 Qtr.

SOUTHEAST REGENCY: Taps Frank B. Lyon as Bankruptcy Counsel
SPANISH BROADCASTING: Moody's Lifts Corp. Family Rating to 'Caa1'
SPONGETECH DELIVERY: Reorganization Case Converted to Chapter 7
ST JOSEPH: Moody's Affirms 'Ba1' Rating $244.5 MIL. Bonds
SUMMIT HOTEL: Posts $1.29 Million Net Loss in Qtr. Ended Sept. 30

SUNVALLEY SOLAR: Posts $35,400 Net Loss in September 30 Quarter
SUSPECT DETECTION: Posts $122,400 Net Loss in September 30 Quarter
SUTTON CREEK GOLF: Says It's Not in Receivership
T3 MOTION: Posts $1.3 Million Net Loss in September 30 Quarter
TAMARACK RESORT: Idaho Officials Extend Lease Until June 2011

TEAM NATION: Earns $272,300 in September 30 Quarter
TEMPUS RESORTS: Files for Bankruptcy to Complete Sale
TEMPUS RESORTS: Case Summary & 20 Largest Unsecured Creditors
TENSAR CORP: S&P Downgrades Corporate Credit Rating to 'CC'
THERMOENERGY CORP: Posts $922,000 Net Loss in Qtr. Ended Sept. 30

THOMPSON PUBLISHING: Judge Approve Lenders' $42-Mil. Bid
TIB FINANCIAL: Posts $33.65 Million Net Loss in Sept. 30 Quarter
TRANSFIELD ER: Files Chapter 15 Petition in Manhattan
TRANSWEST RESORT: Asks for Court's Okay to Use Cash Collateral
TRANSWEST RESORT: Section 341(a) Meeting Scheduled for Dec. 30

TUTOR PERINI: S&P Assigns 'BB-' Corporate Credit Rating
UNIGENE LABORATORIES: Has $4.38 Million Net Loss in Third Quarter
UNILIFE CORPORATION: Posts $7.2MM Net Loss in September 30 Quarter
UNITRIN INC: Fitch Upgrades Rating on $610MM Sr. Notes From 'BB+'
VALEANT PHARMACEUTICALS: Note Offering Won't Affect Moody's Rating

VALLEY FORGE: Posts $482,300 Net Loss in September 30 Quarter
VERTIS HOLDINGS: Asks for Court's Permission to Sell Real Property
VERTIS HOLDINGS: Files Prepackaged Plan of Reorganization
VERTIS HOLDINGS: Taps Skadden Arps as Bankruptcy Counsel
VICTOR VIRGIN: Case Summary & 20 Largest Unsecured Creditors

VITRO SAB: Ad Hoc Noteholders Express Concerns on Exchange Offer
WAGIH SATAR: Case Summary & 20 Largest Unsecured Creditors
WALTER ENERGY: Western Coal Won't Affect Moody's 'B1' Rating
WESTLAKE CHEMICAL: Moody's Assigns 'Ba2' Ratings on Revenue Bonds
WESTLAKE CHEMICAL: S&P Raises Corporate Credit Rating From 'BB+'

WILLIAM LYON: Lowers Net Loss to $8-Mil. in Q3 2010
WORKFLOW MANAGEMENT: Lender Wants to File Rival Turnaround Plan
YELLOWSTONE MOUNTAIN: Founder Seeks Dismissal of Bankruptcy Judge

* Quinlisk Joins McDonald Hopkins Chicago Office

* Large Companies With Insolvent Balance Sheets

                            *********

94TH AND SHEA: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 94th And Shea, L.L.C.
        9375 East Shea Boulevard, Suite 100
        Scottsdale, AZ 85260

Bankruptcy Case No.: 10-37387

Chapter 11 Petition Date: November 19, 2010

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Sarah Sharer Curley

Debtor's Counsel: John J. Hebert, Esq.
                  Mark W. Roth, Esq.
                  Philip R. Rudd, Esq.
                  POLSINELLI SHUGHART, P.C.
                  One East Washington Street
                  CityScape Building, Suite 1200
                  Phoenix, AZ 85004
                  Tel: (602) 650-2011
                       (602) 650-2012
                       (602) 650-2000
                  Fax: (602) 391-2546
                       (602) 926.8562
                       (602) 264-7033
                  E-mail: jhebert@polsinelli.com
                          mroth@polsinelli.com
                          prudd@polsinelli.com

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

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

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

The petition was signed by John W. Rosso, manager.


ABITIBIBOWATER: U.S. Reorganization Plan Confirmed
--------------------------------------------------
AbitibiBowater disclosed that the U.S. Bankruptcy Court for the
District of Delaware has issued an opinion confirming
AbitibiBowater's plan of reorganization under chapter 11 of the
U.S. Bankruptcy Code, clearing the way for the Company's emergence
from creditor protection.  The Court also issued an order today
overruling objections to the U.S. plan.  AbitibiBowater expects to
emerge and its plans to become effective in December.

"Today is an exciting day in the transformation of
AbitibiBowater," stated David J. Paterson, President and Chief
Executive Officer.  "The restructuring was a challenging process
and I am truly proud of all that we have achieved since our filing
in April 2009.  Once we meet the remaining closing conditions, we
will emerge with a business foundation that fundamentally
repositions AbitibiBowater."

"We would not be here today without the dedication, loyalty and
perseverance of our employees, the vision and guidance of our
leadership team, the steadfast loyalty of our customers and
suppliers, as well as the support of governments and the
communities in which we operate.  To you, and all of our
stakeholders, thank you," added Paterson.  "We look forward to
working with everyone to continue to shape AbitibiBowater as a
leaner, financially flexible and more competitive organization."

This stage in the creditor protection proceedings follows a number
of recent major milestones, including: obtaining the requisite
votes of unsecured creditors approving the Company's
reorganization plans under the Canadian Companies' Creditors
Arrangement Act (CCAA) and the U.S. Bankruptcy Code; a sanctioning
of the plan under CCAA from the Quebec Superior Court; and
agreements with the Quebec and Ontario pension regulators.

                  About AbitibiBowater Inc.

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

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

Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acts as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, serves as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, serves as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors are Advisory Services LP, and their noticing and claims
agent is Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario.

Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Pauline K. Morgan,
Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt &
Taylor, in Wilmington, represent the Chapter 15 Debtors.

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


ACCREDITED MEMBERS: Posts $244,500 Net Loss in Q3 2010
------------------------------------------------------
Accredited Members Holding Corporation filed its quarterly report
on Form 10-Q, reporting a net loss of $244,463 on $706,180 of
revenue for the three months ended September 30, 2010, compared
with a net loss of $663,997 on $133,200 of revenue for the same
period last year.

The Company's balance sheet at September 30, 2010, showed
$2.37 million in total assets, $1.17 million in total liabilities,
and stockholders' equity of $1.19 million.

The Company reported net losses in 2009 and for the three and
nine-month periods ended September 30, 2010, and has an
accumulated deficit of $2.55 million at September 30, 2010.

"As a result of the Company's losses from operations and limited
capital resources, the Company's independent registered public
accounting firm's report in the Company's (i.e. AMI's) financial
statements as of, and for the year ended, December 31, 2009,
includes an explanatory paragraph discussing that these conditions
raise substantial doubt about AMI's ability to continue as a going
concern," the Company said in the filing.

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

               http://researcharchives.com/t/s?6f4b

Colorado Springs, Colo.-based Accredited Members Holding Corp.,
through its subsidiary, Accredited Members, Inc. ("AMI"), is a
publisher of investment related research and information regarding
microcap companies, provides online social networking, and holds
conferences intended for individuals and companies to identify and
build relationships.


ACCURIDE CORP: New Generation's Bid for Add'l Notes Denied
----------------------------------------------------------
The Hon. Brendan Linehan Shannon denies New Generation Advisors,
LLC's request to enforce the third amended joint plan of
reorganization for Accuride Corporation for the purpose of
ordering the Debtor to make an additional distribution to New
Generation.  The Debtor opposes the Motion.

On February 18, 2010, the Court confirmed the Debtor's third
amended joint plan of reorganization Plan, which became effective
on February 26.  The Plan provided, inter alia, for a rights
offering that entitled 113 holders of subordinated notes issued by
the prepetition Debtor to subscribe to rights offering notes up to
their allowed claim amount.  The Plan obligated the Debtor to mail
subscription forms to the Rights Offering Participants, and
required the Rights Offering Participants to exercise their
subscription rights by returning the completed subscription forms
to the Debtor.

Shortly after the Petition Date, New Generation purchased
subordinated notes in the face amount of $5 million.  In January
2010, New Generation purchased an additional set of subordinated
notes in the face amount of $2.5 million held by several funds
affiliated with Nomura Corporate Research and Asset Management.

To effectuate its subscription to the New Notes associated with
the Second Lot, New Generation submitted to the Debtor the 14
assignment agreements pursuant to which it acquired its rights in
the Second Lot from Nomura.  New Generation also submitted a
signature page that listed the five New Generation entities to
which the Second Lot and the associated New Notes were allocated.
However, New Generation did not provide the Debtor with the actual
allocation among these five entities of the Second Lot or the New
Notes associated with the Second Lot.

To determine the allocation of the New Notes associated with the
Second Lot, the Debtor initiated correspondence that ensued
between it and New Generation.  In response, New Generation
provided the Debtor with an allocation of the face amount of the
Second Lot among its five entities, rather than providing the
Debtor with an allocation of New Notes based upon New Generation's
allowed claim amount associated with the Second Lot.  Shortly
thereafter, the Debtor sent New Generation confirmation notices
using the Face Amount, not the Claim Amount.  At no time prior to
the Effective Date did New Generation notify the Debtor of the
error in using the Face Amount instead of the Claim Amount.

In accordance with the Plan and the Court's order confirming the
Plan, the Debtor implemented the Plan and consummated the
transactions contemplated by the rights offering on or shortly
after the Effective Date.  On May 11, 2010, New Generation sent
the Debtor a demand letter identifying the Distribution Error and
seeking additional New Notes or equivalent compensation.  The
Debtor did not meet the demands of New Generation, spurring the
Motion and the related pleadings.

Judge Shannon says the relevant Plan provisions placed the burden
on New Generation to actually and validly subscribe to the New
Notes in the amount it desired, up to the Claim Amount.
Therefore, the burden remained with New Generation to adequately
cure its subscription defect and ensure that the Debtor had and
used the correct information to distribute the precise amount in
New Notes to which New Generation intended to subscribe.

A copy of Judge Shannon's opinion, dated November 17, 2010, is
available at http://is.gd/hA4lzfrom Leagle.com.

New Generation is represented in the case by:

          Frederick B. Rosner
          THE ROSNER LAW GROUP LLC
          1000 N. West Street, Suite 1200
          Wilmington, DE 19801
          Tel: (302) 777-1111
          Fax: (302) 220-1007
          E-mail: rosner@teamrosner.com

               - and -

          Peter M. Levine
          99 Park Avenue, Third Floor
          New York NY 10016
          Tel: 212-599-0009
          Fax: 212-838-8663

                      About Accuride Corp.

Evansville, Indiana-based Accuride Corporation --
http://www.accuridecorp.com/-- manufactures and supplies
commercial vehicle components in North America.  Accuride's
products include commercial vehicle wheels, wheel-end components
and assemblies, truck body and chassis parts, seating assemblies
and other commercial vehicle components.  Accuride's products are
marketed under its brand names, which include Accuride, Gunite,
Imperial, Bostrom, Fabco, Brillion, and Highway Original.

The Company and its affiliates filed for Chapter 11 protection
(Bankr. D. Del. Lead Case No. 09-13449) on October 8, 2009.  The
Debtors selected Latham & Watkins LLP as bankruptcy counsel, and
Young Conaway Stargatt & Taylor, LLP as co-counsel.  The Garden
City Group Inc. served as claims agent.  The Official Committee of
Unsecured Creditors tapped attorneys at Reed Smith LLP and Irell &
Manella LLP as counsel.

The Debtors disclosed $682,263,000 in total assets and
$847,020,000 in total liabilities as of Aug. 31, 2009.

The Bankruptcy Court confirmed the Debtor's reorganization plan in
February 2010.  Accuride emerged from bankruptcy on February 26,
2010.

                          *     *     *

As reported by the Troubled Company Reporter on August 3, 2010,
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating and stable outlook to Accuride Corp.  Upon emergence
from Chapter 11, the Company reduced debt by about one-third.  S&P
said the refinancing does not significantly affect total debt but
improves liquidity by extending debt maturities and adding
borrowing availability, as the Company currently has no revolving
credit facility.

The TCR on July 22 reported that Moody's Investors Service
assigned Corporate Family and Probability of Default ratings of B2
to Accuride.  The B2 Corporate Family Rating reflects Accuride's
deleveraged capital structure and the impact of restructuring
actions achieved during and prior to the company's tenor in
bankruptcy protection.


AK STEEL: Moody's Gives Negative Outlook; Affirms 'Ba2' Rating
--------------------------------------------------------------
Moody's Investors Service changed the rating outlook for AK Steel
Corporation to negative from stable.  At the same time, Moody's
affirmed the existing ratings of AK Steel, including the company's
Ba2 corporate family rating, its Ba2 probability of default
rating, and the Ba3 rating on its $400 million of senior unsecured
notes.

The negative outlook reflects AK Steel's weak operating
performance in the third quarter, which will continue in the
fourth quarter of 2010 as manifested in negative EBITDA/ton and
negative earnings performance.  Also factored into the outlook are
the cost pressures facing the company in light of the increase in
the price it pays for iron ore.  Moody's expect AK Steel's metrics
to remain outside its rating category for the balance of 2010 but
to improve to more appropriate levels over 2011.  This is based
upon Moody's expectation for volume improvements, albeit
relatively modest, as 2011 progresses and somewhat better average
price realizations.

Nonetheless, the rating remains very weakly positioned at the Ba2
corporate family rating level.  To the extent strengthening in key
markets for AK Steel, such as automotive, does not occur, or iron
ore price increases outpace average steel prices, the rating would
likely be downgraded.

In addition, the outlook considers the company's liquidity
position, which while still acceptable, has contracted over the
last several quarters as cash balances have declined to
approximately $80 million at September 30, 2010 from $462 million
at December 31, 2009.  AK Steel's liquidity position is also
supported by its $850 million revolving credit facility, which had
availability of roughly $701 million at September 30, 2010, after
adjusting for letter of credit usage.

AK Steel's Ba2 corporate family rating considers its business mix,
its strong contract position, and its excellent reputation for
service and technological leadership.  In addition, the company's
product mix benefits from a meaningful level of value-added
products, including coated, electrical and stainless products.

Going forward, the rating could be lowered if AK Steel experiences
a slower-than-expected recovery in volumes and price levels,
continues to generate negative EBITDA/ton, debt/EBITDA does not
show improvement toward at least a 4x level or CFO minus dividends
to debt stays below 15% for a sustainable period of time.

At this time, an upgrade is unlikely given Moody's expectation for
a very gradual recovery for both AK Steel and the industry as a
whole.

Headquartered in West Chester, Ohio, AK Steel is a middle tier
integrated steel producer.  Revenues during the 12 months ended
September 20, 2010, were $5.9 billion on steel shipments of
5.7 million tons.


ALLIED SPECIALTY: S&P Assigns 'B+' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B+'
corporate credit rating to recently formed Allied Specialty
Vehicles Inc.  S&P is also assigning a preliminary issue-level
rating of 'B+' to the company's proposed $165 million secured term
loan due in 2016.  The recovery rating is '3', indicating S&P's
expectation of a meaningful (50%-70%) recovery in the event of a
payment default.  The outlook is stable.

"The speculative-grade ratings on ASV reflect S&P's view of the
company's business risk profile as weak and financial risk profile
as aggressive," said Standard & Poor's credit analyst John Sico.
"The preliminary rating considers the risk inherent in a roll-up
of several individual companies that form ASV and its limited
history of demonstrating that it can operate as an integrated
company.  Some economies and cost savings appear to be reasonable,
although they have yet to be fully achieved.

ASV encompasses a number of manufacturers who make several types
of vehicles, including emergency vehicles (such as ambulances and
fire trucks), school buses, and motorized recreational vehicles.
Each of these manufacturers has a well-known industrial brand name
and operates in various end markets.  ASV operates in highly
competitive and some cyclical end markets, primarily in the
specialty-vehicle industry.  The company lacks geographic
diversity -- all of its manufacturing capacity resides in North
America.  Demand in its motorized RV business is highly dependent
upon consumers' discretionary income, volatile gasoline prices,
and consumer credit availability.  The municipal end markets
provide a bit more stability; while they may be subject to
challenging fiscal conditions, there is the need for replacement
of essential vehicles as they age.

Leverage is not overly aggressive; at the close of the
transaction, pro forma debt to EBITDA was about 3.4x, and S&P
expects it to range between 4x-5x.  S&P expects funds from
operations to total adjusted debt to be about 15%-20%--in line
with S&P's expectations for credits comparable to ASV.

"S&P expects the ratings to remain stable over the next couple of
years," Mr. Sico continued.  "S&P could raise the ratings if the
company achieves, and even exceeds, its operational targets, for
example, if debt to EBITDA stays at or below 4x leverage.  On the
other hand, S&P could lower the ratings if market demand for ASV's
vehicles declines due to economic conditions, a lack of credit
availability for big-ticket equipment purchases persists, or
continuing challenges in municipal markets result in leverage
greater than 5x."


AMERICAN REALTY: S&P Assigns 'B+' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to American Realty Capital Trust Inc.  The outlook
is stable.

"S&P's rating on ARCT reflects the REIT's currently aggressive
financial risk profile, as characterized by the company's heavy
reliance upon equity issuance to sustain expected rapid growth,
significant portfolio encumbrance, and comparably slim debt and
dividend coverage measures," said Standard & Poor's credit analyst
Eugene Nusinzon.  "S&P considers the company's business risk
profile to be weak, due to its presently small operating
portfolio, rapid growth trajectory, and limited asset seasoning
under current management, as well as moderate tenant and asset
concentrations."

The REIT's moderate leverage profile, very limited exposure to
debt maturities over the next two years, and relatively stable
portfolio-level operating cash flow partially offset these credit
concerns.  The good credit quality of ARCT's tenant base, its long
weighted average remaining lease term, and its triple-net leases
that are generally subject to contractual rent increases support
the company's cash flow.

Jenkintown, Pa.-based ARCT is an externally advised and managed,
unlisted public equity REIT that operates a diversified portfolio
of primarily freestanding, single-tenant commercial properties.
The company qualified as a REIT in 2008 and subsequently initiated
a $1.5 billion public offering, which was recently extended via a
$325 million follow-on offering, now set to expire in July 2011.

S&P's stable outlook reflects its expectation that there should be
minimal downside pressure on ARCT's portfolio-level cash flows and
debt coverage measures due to good tenant credit quality and
minimal exposure to near-term debt and lease maturities.  In
addition, given prospects for additional portfolio growth which
S&P assumes will be financed in a leverage neutral manner, S&P
currently sees limited downside to the ratings.  Weak current debt
and dividend coverage measures preclude upward ratings momentum at
this time.  However, S&P could raise its ratings if coverage
measures strengthen and S&P believes they are sustainable at
stronger levels, if ARCT's future growth bolsters the size and
diversity of its portfolio, and if the company achieves an
adequate liquidity profile.

                         Ratings Assigned

                American Realty Capital Trust Inc.

       Corporate Credit Rating                B+/Stable/--


AMERICAN SAFETY: Energizer Gets Germ. & Taiwan Nod to Buy Assets
----------------------------------------------------------------
Energizer Holdings, Inc. received antitrust clearance from
regulatory authorities in Germany and Taiwan in connection with
Energizer's planned acquisition of American Safety Razor (ASR).

On October 8, 2010, Energizer announced that it was the winning
bidder for ASR in bankruptcy court proceedings, and that Energizer
signed an agreement with ASR to purchase substantially all of
ASR's assets for $301 million in cash and the assumption of
certain liabilities.  The acquisition is expected to close on
November 23, 2010.

                       About Energizer

Energizer Holdings, Inc., headquartered in St. Louis, Missouri and
incorporated in 1999, is a consumer goods company operating
globally in the broad categories of household and personal care
products.

                      About American Safety

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

American Safety, along with affiliates, sought Chapter 11 relief
(Bankr. D. Del. Case No. 10-12351) on July 28, 2010.  Mark
J. Thompson, Esq., and Morris J. Massel, Esq., at Simpson Thacher
& Bartlett LLP, serve as bankruptcy attorneys.  Howard A. Cohen,
Esq., at Drinker Biddle & Reath LLP, is co-counsel.  In addition,
Lazard Middle Market LLC is the investment banker and Kurtzman
Carson Consultants LLC is the claims and notice agent.  American
Safety disclosed $204,445,816 in assets and $530,809,101 in
liabilities.


AMERICANWEST BANCORP: Deutsche Bank, et al., Can't Oppose Sale
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Washington,
ruled that Deutsche Bank AG, London Branch, Hildene Capital
Management, LLC, and Zions Bancorporation do not having standing
as parties-in-interest in the Chapter 11 case of AmericanWest
Bancorporation.

Deutsche Bank, Hildene Capital, and Zions Bancorporation objected
to the Debtor's motion to sell certain assets; and (ii) assume and
assign certain executory contracts.

The issue of standing of these parties was considered at the
hearing held November 18.

                 About AmericanWest Bancorporation

Headquartered in Spokane, Washington, AmericanWest Bancorporation
(OTC BB: AWBC) -- http://www.awbank.net/-- is a bank holding
company whose principal subsidiary is AmericanWest Bank, which
includes Far West Bank in Utah operating as an integrated division
of AmericanWest Bank.  AmericanWest Bank is a community bank with
58 financial centers located in Washington, Northern Idaho and
Utah.

AmericanWest Bancorporation filed for Chapter 11 protection on
Oct. 28, 2010 (Bankr. E.D. Wash. Case No. 10-06097).  The banking
subsidiary was not including in the Chapter 11 filing.

Christopher M. Alston, Esq., and Dillon E. Jackson, Esq., at
Foster Pepper Shefelman PLLC, in Seattle, Washington, serve as
bankruptcy counsel.  G. Larry Engel, Esq., at Morrison & Foerster
LLP, also serve as counsel.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million in its Chapter 11 petition.
AmericanWest Bancorporation's estimates exclude its banking unit's
assets and debts.  In its latest Form 10-Q filed with the
Securities and Exchange Commission, AmericanWest Bancorporation
reported consolidated assets -- including its bank unit's -- of
$1.536 billion and consolidated debts of $1.538 billion as of
Sept. 30, 2010.


AMERICANWEST BANCORP: Gets Final OK to Obtain Loan From SKBHC
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Washington
authorized, on a final basis, AmericanWest Bancorporation to
obtain postpetition secured financing from SKBHC Hawks Nest
Acquisition Corp., and to use cash collateral.

As reported in the Troubled Company Reporter on November 2, 2010,
the DIP Lender has committed to provide up to $2 million in
financing.  It will be secured by first-priority senior secured
liens on all of the Debtor's unencumbered tangible and intangible
property and by a perfected lien upon all of the Debtor's tangible
and intangible property.

The Debtor would use the money to fund its Chapter 11 case, pay
suppliers and other parties.  The Debtor will use the money in
accordance with the budget, a copy of which is available for free
at http://bankrupt.com/misc/AMERICANWEST_budget.pdf

The DIP facility will mature 45 days after the date of the DIP
Credit Agreement.  The Debtor may extend the scheduled maturity
date to 60 days after the date of the DIP Credit Agreement if not
in default, if representations and warranties remain true and
correct in all material respects, and if the Debtor pays a fee of
2.0% of the outstanding loan amount.

The DIP facility will incur interest at 9.00% per annum; provided,
however, that if the scheduled maturity is extended to a date 60
days after the date of the DIP Credit Agreement, the interest rate
will be 10.0% per annum starting on the 45th day after the date of
the DIP Credit Agreement and thereafter.

The Debtor will grant the DIP Lender superpriority administrative
claims.

The Debtors' obligations under the DIP facility are secured by all
of the Debtor's assets, including all of the issued and
outstanding shares of common stock of the Debtor's bank.

The Debtor will provide further assurances to effectuate
agreement.  Proceeds will be used only for working capital and
other approved purposes.  The Debtor will preserve corporate
existence and continue business.  The Debtor will to provide
updated 13-week budget on a weekly basis.  There will be
restrictions on additional liens, indebtedness, investments,
dispositions, transactions with affiliates, or accounting changes.
There will be no fundamental changes, no speculative transactions,
and no formation of new subsidiaries.

A copy of the Credit Agreement is available for free at:

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

                 About AmericanWest Bancorporation

Headquartered in Spokane, Washington, AmericanWest Bancorporation
(OTC BB: AWBC) -- http://www.awbank.net/-- is a bank holding
company whose principal subsidiary is AmericanWest Bank, which
includes Far West Bank in Utah operating as an integrated division
of AmericanWest Bank.  AmericanWest Bank is a community bank with
58 financial centers located in Washington, Northern Idaho and
Utah.

AmericanWest Bancorporation filed for Chapter 11 protection on
Oct. 28, 2010 (Bankr. E.D. Wash. Case No. 10-06097).  The banking
subsidiary was not including in the Chapter 11 filing.

Christopher M. Alston, Esq., and Dillon E. Jackson, Esq., at
Foster Pepper Shefelman PLLC, in Seattle, Washington, serve as
bankruptcy counsel.  G. Larry Engel, Esq., at Morrison & Foerster
LLP, also serve as counsel.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million in its Chapter 11 petition.
AmericanWest Bancorporation's estimates exclude its banking unit's
assets and debts.  In its latest Form 10-Q filed with the
Securities and Exchange Commission, AmericanWest Bancorporation
reported consolidated assets -- including its bank unit's -- of
$1.536 billion and consolidated debts of $1.538 billion as of
Sept. 30, 2010.


AMERICANWEST BANCORP: U.S. Trustee Forms 3-Member Creditors Panel
-----------------------------------------------------------------
Robert D. Miller Jr., the U.S. Trustee for Region 18 appointed
three members to the official committee of unsecured creditors in
the Chapter 11 case of AmericanWest Bancorporation.

The Creditors Committee members are:

1. AmericanWest Statutory Trust I
   Attn: James H. Byrnes
   U.S. Bank NA , TFM Corporate Trust Service
   Once Federal Street, 3rd Floor
   Boston, MA 02110
   Tel: (617) 603-6442

2. AmericanWest Capital Trust II
   Attn: Steven Cimalore
   Wilmington Trust Company
   Rodney Square North
   1100 North Market Street
   Wilmington, DE 19890-1615
   Tel: (302) 636-6058

3. AmericanWest Capital Trust III
   Attn: Steven Cimalore
   Wilmington Trust Company
   Rodney Square North
   1100 North Market Street
   Wilmington, DE 19890-1615
   Tel: (302) 636-6058

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense.  They may investigate the Debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.  Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

                 About AmericanWest Bancorporation

Headquartered in Spokane, Washington, AmericanWest Bancorporation
(OTC BB: AWBC) -- http://www.awbank.net/- is a bank holding
company whose principal subsidiary is AmericanWest Bank, which
includes Far West Bank in Utah operating as an integrated division
of AmericanWest Bank.  AmericanWest Bank is a community bank with
58 financial centers located in Washington, Northern Idaho and
Utah.

AmericanWest Bancorporation filed for Chapter 11 protection on
Oct. 28, 2010 (Bankr. E.D. Wash. Case No. 10-06097).  The banking
subsidiary was not including in the Chapter 11 filing.

Christopher M. Alston, Esq., and Dillon E. Jackson, Esq., at
Foster Pepper Shefelman PLLC, in Seattle, Washington, serve as
bankruptcy counsel.  G. Larry Engel, Esq., at Morrison & Foerster
LLP, also serve as counsel.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million in its Chapter 11 petition.
AmericanWest Bancorporation's estimates exclude its banking unit's
assets and debts.  In its latest Form 10-Q filed with the
Securities and Exchange Commission, AmericanWest Bancorporation
reported consolidated assets -- including its bank unit's -- of
$1.536 billion and consolidated debts of $1.538 billion as of
Sept. 30, 2010.


AMERICAN GENERAL: Fitch Amends Preferred Securities Rating to BB-
-----------------------------------------------------------------
Fitch Ratings has made a correction for a release issued earlier.
It amends the upgraded preferred securities rating for American
General Capital II to 'BB-'.

Fitch Ratings has taken this rating on American International
Group, Inc.:

  -- assigned an expected rating of 'BBB' to the senior unsecured
     debt securities included in the company's most recent shelf
     registration;

  -- upgraded the ratings on the company's various issues of
     hybrid securities to 'BB-' from 'B';

  -- affirmed and concurrently withdrawn both AIG's short-term
     Issuer Default Rating and commercial paper program
     ratings at 'F1', reflecting that AIG's commercial paper
     program is inactive.

In addition, Fitch has affirmed AIG's long-term IDR and existing
senior debt ratings at 'BBB'.  The Rating Outlook is Stable.

Fitch's expected rating on the shelf securities is the same as
that on AIG's existing senior debt, which continues to reflect
uplift related to majority ownership of AIG by the U.S.
government.  Fitch believes that AIG's ability to issue new senior
debt under its shelf registration would have only a slight impact
on AIG's overall financial leverage and interest coverage.
However, access to public capital at reasonable terms would be an
important indicator of renewed financial flexibility, and a
further step in the company's plan to exit U.S. government
involvement.

Fitch notes that it credit opinion on AIG's financial profile,
when viewed on a theoretical 'stand-alone' basis, excluding the
benefit of government involvement, has improved.  Under this
theoretical assumption, Fitch would rate AIG's stand-alone IDR
'BB+' and both new and existing senior unsecured securities 'BB'.
These levels are one notch higher, respectively, than their prior
levels last commented on by Fitch on Sept. 30, 2010.  The
improvement reflects AIG's success in executing upon its
restructuring plan, including the close of substantial asset
sales, and ongoing efforts at reducing the AIG organization's
leverage and potential liquidity needs.  Fitch believes the
underlying trend in AIG's theoretical 'stand-alone' profile is
positive.

The upgrade of the ratings on AIG's subordinated hybrid securities
reflects Fitch's reduced concerns about the potential for AIG to
elect contractually available interest deferral options attached
to these securities.  The agency believes that AIG's financial
profile has improved meaningfully since these securities were
downgraded to their previous ratings levels in May 2009.
Additionally, AIG is conducting a tender offer for securities
representing approximately 30% of the face value of these
securities outstanding, further reducing the risk of interest
deferral.

Fitch notes that as AIG moves toward exiting government
involvement, the greatest area of sensitivity that could impact
AIG's ratings is the confluence of the speed and magnitude by
which government involvement diminishes, relative to the speed and
magnitude by which AIG's 'stand-alone' profile improves.
Decreases in assumed government support will reduce the uplift
Fitch factors into its ratings relative to AIG's 'stand-alone'
ratings.  Offsetting this is Fitch's view that AIG's re-
structuring efforts will lead to upward migration in the company's
stand-alone ratings over the same time period.

Factors that continue to be reflected in AIG's theoretical 'BB+'
stand-alone IDR include:

  -- reduced, but still higher than typical, insurance-holding
     company financial leverage; Fitch calculates AIG's Sept. 30,
     2010 Total Financing & Commitments ratio including the
     effect of various transactions that occurred subsequent to
     the balance sheet date, at 2.1x which is materially higher
     than those of insurance company peers.  The agency calculates
     AIG's consolidated debt-to-capital ratios at Sept. 30, 2010
     at 51%, once again materially higher than those of insurance
     holding company peers;

  -- consolidated operating earnings-based interest coverage from
     continuing operations through the first nine months of 2010,
     excluding the non-cash FRBNY Facility related interest
     amortization component of interest expense, of approximately
     3.0x which is consistent with below investment grade coverage
     levels. Looking forward, Fitch anticipates operating earnings
     based interest coverage ratios from core operations in the 5-
     8x range.  Fitch views such coverage ratios as supportive of
     an investment-grade IDR. However in the near term, the agency
     remains concerned about the effect of potential re-
     structuring charges, similar to those that have hampered
     AIG's 2010 net earnings;

  -- strong competitive positions in non-life insurance, both
     domestically and internationally, that are expected to
     generate large absolute amounts of earnings but lagging
     underwriting margins;

  -- reasonably strong competitive positions in the domestic life
     insurance and retirement services market which are still
     recovering from reputational damage suffered during the
     financial crisis.

Key rating drivers that could produce revisions in Rating Outlooks
to Positive or lead to upgrades in AIG's stand-alone IDR or its
subsidiaries' IFS ratings include:

  -- further declines in outstanding notional values of AIGFP's
     CDS portfolio without significant liquidity or capital
     drains.  Such a decline would most directly affect Fitch's
     view of AIG's stand-alone IDR;

  -- further clarity around AIG's plans for its International
     Lease Finance Corp. subsidiary and how ILFC's funding
     needs over the long term can be met without adding contingent
     risks to AIG's profile;

  -- the transition of AIG's capital structure and leverage to
     that of a more traditional insurance holding company
     resulting in a narrowing of the notching between insurance
     company ratings and holding company ratings.  Under such a
     scenario as government support declines, per Fitch's notching
     criteria, the IDR of the holding company would migrate to one
     notch higher than the senior unsecured debt rating, as is
     currently the case with the stand-alone ratings;

  -- further stabilization of sales trends and profitability of
     the company's domestic life insurance subsidiaries;

  -- enhanced underwriting profitability and reserve stability of
     the company's non-life insurance subsidiaries.

Key rating drivers that could produce a revision in the Rating
Outlook to Negative or lead to downgrades in AIG's stand-alone IDR
or its subsidiaries' IFS rating include:

  -- evidence that AIGFP's CDS portfolio run-off is not proceeding
     as currently envisioned;

  -- a decline in Fitch's view of the implied rating support
     provided by the U.S. Treasury's interests in AIG that is not
     fully offset from a rating perspective by improvements in
     AIG's stand-alone financial profile. The agency believes that
     the most plausible situation under which this could occur
     would be a significant unwinding of the Treasury's ownership
     position prior to further run-off of AIGFP's CDS portfolio.

  -- AIG's inability to transition its capital structure and
     leverage to those of a more traditional insurance holding
     company could result in a widening of the notching between
     the insurance subsidiary ratings and the holding company
     ratings.  Under such a scenario as government support
     declines, per Fitch's notching criteria AIG's senior
     unsecured debt ratings would migrate to one notch lower than
     the holding company IDR rating as is currently the case with
     the stand-alone ratings;

  -- an inability to secure adequate sources of liquidity given
     the significant reductions in U.S. Government provided
     sources of liquidity that are anticipated over the next three
     months;

  -- material declines in risk-based capital ratios at either the
     domestic life insurance or the non-life insurance
     subsidiaries;

  -- deterioration in the company's domestic life subsidiaries'
     sales or profitability trends;

  -- declines in underwriting profitability and heightened reserve
     volatility of the company's non-life insurance subsidiaries
     that Fitch views as inconsistent with that of comparably-
     rated peers and industry trends.

Fitch notes that AIG's commercial paper program is inactive and
thus is no longer considered by the agency to be relevant to its
coverage.  Thus Fitch has affirmed and withdrawn its short-term
IDR on AIG and withdrawn its commercial paper ratings on AIG and
its subsidiaries.

Fitch has taken these rating actions:

American International Group, Inc.

  -- Senior unsecured debt securities included in the company's
     most recent shelf registration assigned expected 'BBB';

  -- Long-term IDR affirmed at 'BBB'; Outlook Stable;

  -- Senior debt affirmed at 'BBB';

  -- 6.25% series A-1 junior subordinated debentures due March 15,
     2087 upgraded to 'BB-' from 'B';

  -- 5.75% series A-2 junior subordinated debentures due March 15,
     2067 upgraded to 'BB- from 'B';

  -- 4.875% series A-3 junior subordinated debentures due
     March 15, 2067 upgraded to 'BB-' from 'B';

  -- 6.45% series A-4 junior subordinated debentures due June 15,
     2077 upgraded to 'BB-' from 'B';

  -- 7.7% series A-5 junior subordinated debentures due Dec. 18,
     2062 upgraded to 'BB-' from 'B';

  -- 8.175% series A-6 junior subordinated debentures due May 15,
     2058 upgraded to 'BB-' from 'B';

  -- 8% series A-7 junior subordinated debentures due May 22, 2038
     upgraded to 'BB-' from 'B';

  -- 8.625% series A-8 junior subordinated debentures due May 22,
     2068 upgraded to 'BB-' from 'B';

  -- 5.67% series B-1 debentures due Feb.  15, 2041 upgraded to
     'BB-' from 'B';

  -- 5.82% series B-2 debentures due May 1, 2041 upgraded to 'BB-'
     from 'B';

  -- 5.89% series B-3 debentures due Aug. 1, 2041 upgraded to
     'BB-' from 'B';

  -- Short-term IDR affirmed at 'F1' and withdrawn.

AIG Funding, Inc.

  -- Commercial paper 'F1' withdrawn.

AIG International, Inc.

  -- Long-term IDR affirmed 'BBB'; Outlook Stable;

  -- Senior debt affirmed at 'BBB';

  -- 5.6% senior unsecured notes due July 31, 2097 affirmed at
     'BBB'.

AIG Life Holdings (US), Inc.

  -- Long-term IDR affirmed at 'BBB';

  -- 7.5% senior unsecured notes due July 15, 2025 affirmed at
     'BBB';

  -- 6.625% senior unsecured notes due Feb.  15, 2029 affirmed at
     'BBB'.

American General Capital II

  -- 8.5% preferred securities due July 1, 2030 upgraded to 'BB-'
     from 'B'.

American General Institutional Capital A

  -- 7.57% capital securities due Dec. 1, 2045 upgraded to 'BB-'
     from 'B'.

American General Institutional Capital B

  -- 8.125% capital securities due March 15, 2046 upgraded to
     'BB-' from 'B'.


AMERICAN INT'L: Fitch Ups Ratings on Hybrid Securities to BB-
-------------------------------------------------------------
Fitch Ratings has taken this rating on American International
Group, Inc.:

  -- assigned an expected rating of 'BBB' to the senior unsecured
     debt securities included in the company's most recent shelf
     registration;

  -- upgraded the ratings on the company's various issues of
     hybrid securities to 'BB-' from 'B';

  -- affirmed and concurrently withdrawn both AIG's short-term
     Issuer Default Rating and commercial paper program ratings at
     'F1', reflecting that AIG's commercial paper program is
     inactive.

In addition, Fitch has affirmed AIG's long-term IDR and existing
senior debt ratings at 'BBB'.  The Rating Outlook is Stable.

Fitch's expected rating on the shelf securities is the same as
that on AIG's existing senior debt, which continues to reflect
uplift related to majority ownership of AIG by the U.S.
government.  Fitch believes that AIG's ability to issue new senior
debt under its shelf registration would have only a slight impact
on AIG's overall financial leverage and interest coverage.
However, access to public capital at reasonable terms would be an
important indicator of renewed financial flexibility, and a
further step in the company's plan to exit U.S. government
involvement.

Fitch notes that it credit opinion on AIG's financial profile,
when viewed on a theoretical 'stand-alone' basis, excluding the
benefit of government involvement, has improved.  Under this
theoretical assumption, Fitch would rate AIG's stand-alone IDR
'BB+' and both new and existing senior unsecured securities 'BB'.
These levels are one notch higher, respectively, than their prior
levels last commented on by Fitch on Sept. 30, 2010.  The
improvement reflects AIG's success in executing upon its
restructuring plan, including the close of substantial asset
sales, and ongoing efforts at reducing the AIG organization's
leverage and potential liquidity needs.  Fitch believes the
underlying trend in AIG's theoretical 'stand-alone' profile is
positive.

The upgrade of the ratings on AIG's subordinated hybrid securities
reflects Fitch's reduced concerns about the potential for AIG to
elect contractually available interest deferral options attached
to these securities.  The agency believes that AIG's financial
profile has improved meaningfully since these securities were
downgraded to their previous ratings levels in May 2009.
Additionally, AIG is conducting a tender offer for securities
representing approximately 30% of the face value of these
securities outstanding, further reducing the risk of interest
deferral.

Fitch notes that as AIG moves toward exiting government
involvement, the greatest area of sensitivity that could impact
AIG's ratings is the confluence of the speed and magnitude by
which government involvement diminishes, relative to the speed and
magnitude by which AIG's 'stand-alone' profile improves.
Decreases in assumed government support will reduce the uplift
Fitch factors into its ratings relative to AIG's 'stand-alone'
ratings.  Offsetting this is Fitch's view that AIG's re-
structuring efforts will lead to upward migration in the company's
stand-alone ratings over the same time period.

Factors that continue to be reflected in AIG's theoretical 'BB+'
stand-alone IDR include:

  -- reduced, but still higher than typical, insurance-holding
     company financial leverage; Fitch calculates AIG's Sept. 30,
     2010 Total Financing & Commitments ratio including the
     effect of various transactions that occurred subsequent to
     the balance sheet date, at 2.1x which is materially higher
     than those of insurance company peers.  The agency calculates
     AIG's consolidated debt-to-capital ratios at Sept. 30, 2010 \
     at 51%, once again materially higher than those of insurance
     holding company peers;

  -- consolidated operating earnings-based interest coverage from
     continuing operations through the first nine months of 2010,
     excluding the non-cash FRBNY Facility related interest
     amortization component of interest expense, of approximately
     3.0x which is consistent with below investment grade coverage
     levels. Looking forward, Fitch anticipates operating earnings
     based interest coverage ratios from core operations in the 5-
     8x range.  Fitch views such coverage ratios as supportive of
     an investment-grade IDR. However in the near term, the agency
     remains concerned about the effect of potential re-
     structuring charges, similar to those that have hampered
     AIG's 2010 net earnings;

  -- strong competitive positions in non-life insurance, both
     domestically and internationally, that are expected to
     generate large absolute amounts of earnings but lagging
     underwriting margins;

  -- reasonably strong competitive positions in the domestic life
     insurance and retirement services market which are still
     recovering from reputational damage suffered during the
     financial crisis.

Key rating drivers that could produce revisions in Rating Outlooks
to Positive or lead to upgrades in AIG's stand-alone IDR or its
subsidiaries' IFS ratings include:

  -- further declines in outstanding notional values of AIGFP's
     CDS portfolio without significant liquidity or capital
     drains.  Such a decline would most directly affect Fitch's
     view of AIG's stand-alone IDR;

  -- further clarity around AIG's plans for its International
     Lease Finance Corp. subsidiary and how ILFC's funding
     needs over the long term can be met without adding contingent
     risks to AIG's profile;

  -- the transition of AIG's capital structure and leverage to
     that of a more traditional insurance holding company
     resulting in a narrowing of the notching between insurance
     company ratings and holding company ratings.  Under such a
     scenario as government support declines, per Fitch's notching
     criteria, the IDR of the holding company would migrate to one
     notch higher than the senior unsecured debt rating, as is
     currently the case with the stand-alone ratings;

  -- further stabilization of sales trends and profitability of
     the company's domestic life insurance subsidiaries;

  -- enhanced underwriting profitability and reserve stability of
     the company's non-life insurance subsidiaries.

Key rating drivers that could produce a revision in the Rating
Outlook to Negative or lead to downgrades in AIG's stand-alone IDR
or its subsidiaries' IFS rating include:

  -- evidence that AIGFP's CDS portfolio run-off is not proceeding
     as currently envisioned;

  -- a decline in Fitch's view of the implied rating support
     provided by the U.S. Treasury's interests in AIG that is not
     fully offset from a rating perspective by improvements in
     AIG's stand-alone financial profile. The agency believes that
     the most plausible situation under which this could occur
     would be a significant unwinding of the Treasury's ownership
     position prior to further run-off of AIGFP's CDS portfolio.

  -- AIG's inability to transition its capital structure and
     leverage to those of a more traditional insurance holding
     company could result in a widening of the notching between
     the insurance subsidiary ratings and the holding company
     ratings.  Under such a scenario as government support
     declines, per Fitch's notching criteria AIG's senior
     unsecured debt ratings would migrate to one notch lower than
     the holding company IDR rating as is currently the case with
     the stand-alone ratings;

  -- an inability to secure adequate sources of liquidity given
     the significant reductions in U.S. Government provided
     sources of liquidity that are anticipated over the next three
     months;

  -- material declines in risk-based capital ratios at either the
     domestic life insurance or the non-life insurance
     subsidiaries;

  -- deterioration in the company's domestic life subsidiaries'
     sales or profitability trends;

  -- declines in underwriting profitability and heightened reserve
     volatility of the company's non-life insurance subsidiaries
     that Fitch views as inconsistent with that of comparably-
     rated peers and industry trends.

Fitch notes that AIG's commercial paper program is inactive and
thus is no longer considered by the agency to be relevant to its
coverage.  Thus Fitch has affirmed and withdrawn its short-term
IDR on AIG and withdrawn its commercial paper ratings on AIG and
its subsidiaries.

Fitch has taken these rating actions:

American International Group, Inc.

  -- Senior unsecured debt securities included in the company's
     most recent shelf registration assigned expected 'BBB';

  -- Long-term IDR affirmed at 'BBB'; Outlook Stable;

  -- Senior debt affirmed at 'BBB';

  -- 6.25% series A-1 junior subordinated debentures due March 15,
     2087 upgraded to 'BB-' from 'B';

  -- 5.75% series A-2 junior subordinated debentures due March 15,
     2067 upgraded to 'BB- from 'B';

  -- 4.875% series A-3 junior subordinated debentures due March
     15, 2067 upgraded to 'BB-' from 'B';

  -- 6.45% series A-4 junior subordinated debentures due June 15,
     2077 upgraded to 'BB-' from 'B';

  -- 7.7% series A-5 junior subordinated debentures due Dec. 18,
     2062 upgraded to 'BB-' from 'B';

  -- 8.175% series A-6 junior subordinated debentures due May 15,
     2058 upgraded to 'BB-' from 'B';

  -- 8% series A-7 junior subordinated debentures due May 22, 2038
     upgraded to 'BB-' from 'B';

  -- 8.625% series A-8 junior subordinated debentures due May 22,
     2068 upgraded to 'BB-' from 'B';

  -- 5.67% series B-1 debentures due Feb.  15, 2041 upgraded to
     'BB-' from 'B';

  -- 5.82% series B-2 debentures due May 1, 2041 upgraded to 'BB-'
     from 'B';

  -- 5.89% series B-3 debentures due Aug. 1, 2041 upgraded to
     'BB-' from 'B';

  -- Short-term IDR affirmed at 'F1' and withdrawn.

AIG Funding, Inc.

  -- Commercial paper 'F1' withdrawn.

AIG International, Inc.

  -- Long-term IDR affirmed 'BBB'; Outlook Stable;

  -- Senior debt affirmed at 'BBB';

  -- 5.6% senior unsecured notes due July 31, 2097 affirmed at
     'BBB'.

AIG Life Holdings (US), Inc.

  -- Long-term IDR affirmed at 'BBB';

  -- 7.5% senior unsecured notes due July 15, 2025 affirmed at
     'BBB';

  -- 6.625% senior unsecured notes due Feb.  15, 2029 affirmed at
     'BBB'.

American General Capital II

  -- 8.5% preferred securities due July 1, 2030 upgraded to 'BB+'
     from 'B'.

American General Institutional Capital A

  -- 7.57% capital securities due Dec. 1, 2045 upgraded to 'BB-'
     from 'B'.

American General Institutional Capital B

  -- 8.125% capital securities due March 15, 2046 upgraded to
     'BB-' from 'B'.


AMERICAN MEDIA: Combined Hearing on Plan Set for Dec. 20
--------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York sets for December 20, 2010, the combined
hearing to consider, among other things, the adequacy of the
Disclosure Statement, the Solicitation and Election Procedures,
and the confirmation of the Plan of Reorganization filed by
American Media, Inc., and its debtor affiliates.  Any objections
to the Disclosure Statement, the Solicitation and Election
Procedures or the Plan must be filed on or before December 13,
2010.

As of November 17, 2010, AMO's total principal amount of
outstanding debt was approximately $878.7 million, which consisted
of approximately (i) $490.6 million principal amount of debt
pursuant to a $60 million revolving credit facility and a 450
million term loan facility under a 2009 Credit Agreement, (ii)
$7.5 million principal amount of 2011 Notes, (iii) $24.8 million
principal amount of PIK Notes, and (iv) $355.8 million principal
amount of Subordinated Notes.

On October 30, 2010, American Media entered into a restructuring
support agreement with the members of the Committee and certain
Term Facility Lenders and Revolver Lenders.  Pursuant to the
Restructuring Support Agreement, the signatories thereto agreed to
support a restructuring of American Media's indebtedness on the
terms set forth therein.

American Media agreed to implement the Financial Restructuring by
soliciting of votes to accept or reject the Companies' plan of
reorganization through a "prepackaged" bankruptcy and the
commencement of the Chapter 11 Cases.

As of November 9, 2010, institutions holding in the aggregate at
least 70% of the Term Facility claims, approximately 77.6% of the
Subordinated Notes claims, and approximately 89% of the PIK Notes
claims agreed to support the Financial Restructuring by executing
the Restructuring Support Agreement.

The Companies had received 200 votes, with 198 votes in favor of
the Plan and 2 votes against.  Specifically, (i) all holders of
claims entitled to vote in Classes 2, 5 and 6, overwhelmingly
voted to approve the Plan and (ii) two of the four holders of
claims entitled to vote in class 7 (holding approximately 41% of
the claims in that class) voted to reject the Plan.

The Plan sets forth the Companies' post-effective date capital
structure and the distribution that each class of the Companies'
creditors is to receive under the Plan.  Specifically, upon
consummation of the Plan, among other things:

  (a) Holders of Term Facility claims will receive their pro
      rata share of these items, in an aggregate amount equal
      to the allowed amount of all Term Facility claims:

          (i) cash, in an amount to be determined by the
              Companies but in any event no less than 70% of the
              amount of all allowed Term Facility claims; and

         (ii) new second lien notes.

      However, the aggregate amount of New Second Lien Notes
      distributed to Term Facility Lenders will not be greater
      than the commitment under that certain backstop agreement
      to purchase the New Second Lien Notes.  The unpaid
      reasonable and documented out-of-pocket fees and expenses,
      including legal fees and expenses, of the Administrative
      Agent through and including the effective date will be
      paid in full, in cash to the Administrative Agent.  In
      addition, and pursuant to the Plan, each holder of a Term
      Facility claim will have the right to require that the
      parties to the Backstop Agreement purchase from that
      holder, on the effective date, its pro rata share of the
      New Second Lien Notes which it receives pursuant to the
      Plan for the face amount of that holder's New Second Lien
      Notes, which face amount that holder will receive in cash.

  (b) Holders of Revolver Facility claims will receive payment
      in full, in cash.

  (c) Holders of allowed Subordinated Notes claims will receive
      98% of the common shares in the capital of reorganized AMI
      authorized for issuance in accordance with the terms of
      the Plan on the effective date, subject to dilution for
      the equity incentive plan (holders of allowed Subordinated
      Notes claims other than the Backstop Parties will also be
      diluted by the shares the Backstop Parties receive
      pursuant to the Backstop Agreement.

  (d) Holders of allowed PIK Notes claims will receive, at the
      Companies' option, but with the Committee's consent,
      (i) New Second Lien Notes, (ii) new PIK notes, (iii) new
      preferred stock, or (iv) a combination of the foregoing.

  (e) Holders of allowed 2011 Notes claims will receive
      approximately 2% of the New Common Stock, subject to
      dilution for the equity incentive plan (holders of allowed
      2011 Notes claims other than the Backstop Parties will
      also be diluted by the Backstop Shares).

  (f) Holders of allowed general unsecured claims will be
      unimpaired.

  (g) Equity interests in AMI, including warrants, will be
      cancelled.

A full-text copy of the Plan of Reorganization is available for
free at http://bankrupt.com/misc/amiplan.pdf

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

                      About American Media

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

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010.

American Media filed together with the petition, a pre-packaged
Chapter 11 plan where holders of notes and bank debt would receive
either cash, new notes or stock.

American Media said it would try to emerge from court protection
against creditors in 60 days or less.

Judge Martin Glenn presides over the case.  Ira S. Dizengoff,
Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L.
Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss,
Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy
counsel.  Moelis & Company is the Debtors' financial advisors and
investment bankers.  Kurtzman Carson Consultants LLC is the claims
and notice agent.

AMI estimated assets of $0 to $50,000 and debts of $500 million to
$1 billion in its Chapter 11 petition.  AMO, AMI's operating unit,
estimated assets of $100 million to $500 million and debts of
$500 million to $1 billion in its Chapter 11 petition.

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


AMERICAN MEDIA: Asks for Jan. 3 Extension of Schedules
------------------------------------------------------
Pursuant to Section 521 of the Bankruptcy Code and Rule 1007 of
the Federal Rule of Bankruptcy Procedure, the Debtors are required
to file, within 15 days of the Petition Date: (i) schedules of
assets and liabilities; (ii) schedules of executory contracts and
unexpired leases; (iii) lists of equity holders; (iv) schedules of
current income and expenditures; and (v) statements of financial
affairs.

By this motion, the Debtors ask the Court to extend the time
within which they must file their schedules of assets and
liabilities and statements of financial affairs through
January 3, 2011.

The Debtors assert that good and sufficient cause exist for
granting extension due to the large amount of information that
must be assembled and compiled, the multiple locations of those
information, the hundreds of employee and professional hours that
may be required for the completion of the Schedules and
Statements, the unique nature of their Chapter 11 cases, and the
lack of prejudice to creditors.  In addition, the Debtors note,
employee efforts during the anticipated short period of the
pendency of their Chapter 11 cases are critical to their
reorganization efforts, and their creditors would be better served
if they devote their time and attention to business operations in
order to maximize the value of the estates going forward.

The Debtors further request that, upon the consent of the Office
of the U.S. Trustee for the Southern District of New York and by
order of the Court upon certification of counsel, the deadline for
the Debtors to file their Schedules and Statements may be further
extended without the need for any additional motion practice on
this subject in their Chapter 11 cases.

Under the circumstances of their prepackaged Chapter 11 cases, the
Debtors believe that the purposes of filing the Schedules and
Statements have generally been fulfilled by other means and that
the completion of the Schedules and Statements is extraneous and
not justified given the costs to their estates, in terms of both
the expenditure of financial and human resources.

To prepare the Schedules and Statements, the Debtors maintain that
they would have to compile information from books, records, and
documents relating to the claims of over approximately 3,528 as
well as their many assets and contracts.  According to the
Debtors, the information is voluminous and assembling the
necessary information would require a significant expenditure of
time and effort on the part of themselves and their employees in
the near term, when these resources would be best put towards
effectuating their reorganization.

In general, a debtor is required to file the Schedules and
Statements to permit parties-in-interest to understand and assess
the debtor's assets and liabilities and thereafter negotiate and
confirm a plan of reorganization.

In these "prepackaged" Chapter 11 cases, the Debtors have already
negotiated the Plan of Reorganization and solicited votes from
those parties entitled to vote thereon, who, upon solicitation,
have voted overwhelmingly to accept the Plan, says Ira S.
Dizengoff, Esq., at Akin Gump, Strauss Hauer & Feld LLP, in New
York, counsel for the Debtors.  Accordingly, Mr. Dizengoff says,
one of the primary justifications for requiring the filing of the
Schedules and Statements simply does not exist in the Debtors'
Chapter 11 cases.  The fact that the Plan provides for the payment
in full of all Allowed General Unsecured Claims also justifies
relief from the requirement to file Schedules and Statements, he
adds.

                      About American Media

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

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010.

American Media filed together with the petition, a pre-packaged
Chapter 11 plan where holders of notes and bank debt would receive
either cash, new notes or stock.

American Media said it would try to emerge from court protection
against creditors in 60 days or less.

Judge Martin Glenn presides over the case.  Ira S. Dizengoff,
Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L.
Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss,
Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy
counsel.  Moelis & Company is the Debtors' financial advisors and
investment bankers.  Kurtzman Carson Consultants LLC is the claims
and notice agent.

AMI estimated assets of $0 to $50,000 and debts of $500 million to
$1 billion in its Chapter 11 petition.  AMO, AMI's operating unit,
estimated assets of $100 million to $500 million and debts of
$500 million to $1 billion in its Chapter 11 petition.

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


AMERICAN MEDIA: To Pay Prepetition Wages & Benefits
---------------------------------------------------
American Media, Inc. and its debtor affiliates sought and obtained
interim authority from the U.S. Bankruptcy Court for the Southern
District of New York for them to:

   (i) pay and honor certain prepetition wages, commissions,
       salaries, employee benefits, and other compensation,
       taxes, withholdings and reimbursable expenses;

  (ii) pay, honor and continue all obligations relating to
       medical and other benefit programs; and

(iii) pay and honor certain payments to non-employee members of
       their workforces.

As of the Petition Date, the Debtors employed approximately 638
full-time and 1,246 part-time employees in hourly, salaried,
supervisory, management, and administrative positions to perform
the functions necessary to effectively and efficiently operate
their businesses.  Approximately 633 of the Employees are
salaried, and the remaining Employees are compensated on an hourly
basis.  All of the Debtors' Employees are employed in the United
States, except for six Employees who are employed in Canada by
Distribution Services, Inc.

The Employees perform a variety of critical functions, including
accounting, administrative support, accounts payable, billing
operations, compliance, human resources, information technology,
legal, marketing, advertising, payroll, advertising sales,
distribution, editorial, marketing, production, logistics, and
circulation.

The Debtors believe that, as of the Petition Date, the majority of
all prepetition amounts owed on account of the Employee
Obligations have been satisfied.  However, certain wage
obligations have accrued since the Debtors' last payroll payment.
Additionally, the Debtors note, certain amounts may remain
outstanding due to a number of factors, including:

  (a) discrepancies that exist between amounts paid prepetition
      and the amounts that should have been paid;

  (b) the possibility that some prepetition checks or other
      payments may not have cleared before the Petition Date;

  (c) the fact that certain accrued obligations may not yet have
      become due and payable as of the Petition Date; and

  (d) the possibility that certain prepetition amounts related
      to the Employees may have accrued but remain outstanding
      because they are pending approval or they have not yet
      been submitted.

The Debtors estimate that these amounts remain unpaid with respect
to the Employee Obligations as of the Petition Date:

   Payroll Obligations                     $529,275
   Employee Severance Obligations          $235,742
   Employee Incentive Programs                   $0
   Gross Pay Deductions, etc.                     -
   Reimbursable Expenses                    $70,172
   Employee Benefits                              -
   Temporary Employees                       $2,010
   Freelancers                                   $0
   Payments to Sources                           $0
   Commissions to Non-Employees             $32,293
   Third Party Consultants                  $53,121

The Court also authorized financial institutions to honor all
related checks and electronic payment request.

A hearing to consider final approval of the Motion will be held on
December 8, 2010.

                      About American Media

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

American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on November 17, 2010.

American Media filed together with the petition, a pre-packaged
Chapter 11 plan where holders of notes and bank debt would receive
either cash, new notes or stock.

American Media said it would try to emerge from court protection
against creditors in 60 days or less.

Judge Martin Glenn presides over the case.  Ira S. Dizengoff,
Esq., Arik Preis, Esq., Meredith A. Lahaie, Esq., Stefanie L.
Kurlanzik, Esq., and Kevin M. Eide, Esq., at Akin, Gump, Strauss,
Hauer & Feld, LLP, in New York, serve as the Debtors' bankruptcy
counsel.  Moelis & Company is the Debtors' financial advisors and
investment bankers.  Kurtzman Carson Consultants LLC is the claims
and notice agent.

AMI estimated assets of $0 to $50,000 and debts of $500 million to
$1 billion in its Chapter 11 petition.  AMO, AMI's operating unit,
estimated assets of $100 million to $500 million and debts of
$500 million to $1 billion in its Chapter 11 petition.

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


AMSCAN HOLDINGS: S&P Affirms 'B' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Amscan Holdings Inc. and removed it
from CreditWatch, where it was originally placed with positive
implications on Sept. 28, 2010.  The outlook is positive.

At the same time, S&P assigned a 'B' secured rating to the
company's proposed $675 million senior secured term loan credit
facility.  S&P assigned a '3' recovery rating to the notes,
indicating S&P's expectation for meaningful (50%-70%) recovery for
noteholders in the event of a payment default.

The company has stated that it will use the proceeds from the
proposed term loan facility to pay a roughly $310 million special
dividend to its equity sponsors and repay borrowings under its
existing term loan facility ($342 million outstanding as of Sept.
30, 2010).

"The affirmation of Amscan's credit ratings reflect S&P's view
that, following payment of its debt-financed dividend payment to
its equity sponsors," said Standard & Poor's credit analyst Linda
Phelps, "it will have a highly leveraged financial risk profile
and its financial policy has become more aggressive."  In
addition, S&P views the company's business risk profile to be
weak, reflecting its narrow business focus, participation in the
highly competitive and fragmented party goods industry, and some
exposure to the difficult retail environment and weak consumer
spending.  However, the company benefits from its strong presence
in the niche party goods industry and the industry's somewhat
recession-resistant characteristics.


A.P. PHARMA: Gets 2nd Letter From NASDAQ on Non-Compliance
----------------------------------------------------------
A.P. Pharma, Inc. received a second letter from the Listing
Qualifications Staff of The NASDAQ Stock Market (NASDAQ)
indicating that it has not regained compliance with Listing Rule
5550(a)(2), which requires the closing bid price of the Company's
common stock to be $1.00 or more.

This letter is a follow-up to the letter received from NASDAQ on
May 18, 2010, which notified the company that it was out of
compliance with Listing Rule 5550(a)(2) because the bid price of
its common stock had closed at less than $1.00 per share over the
previous 30 consecutive business days.  At that time, NASDAQ
provided the Company with 180 calendar days, or until November 15,
2010, to regain compliance with the rule.

The second letter from NASDAQ stated the Company's securities
would be subject to delisting from The NASDAQ Stock Market,
effective November 29, 2010, unless the Company requests a hearing
before a NASDAQ Listing Qualifications Panel (Panel).  A.P. Pharma
intends to request a hearing before the Panel at which it will
present its plan for regaining compliance with all applicable
listing requirements.  The hearing request will result in the
Company's shares remaining listed on The NASDAQ Capital Market at
least until such time as the Panel renders its decision following
the hearing.

There can be no assurance that the Panel will grant the Company's
request for continued listing on The NASDAQ Stock Market.  In the
event that the Panel determines to delist the Company's securities
from NASDAQ, the Company's common stock may be eligible for
trading on the OTC Bulletin Board, which is operated by FINRA or
the OTCQB, which is operated by OTC Markets, Inc.


                         About A.P. Pharma

Headquartered in Redwood City, Calif., A.P. Pharma, Inc. (Nasdaq:
APPA) -- http:www/appharma.com/ -- is a specialty pharmaceutical
company developing products using its proprietary BiochronomerTM
polymer-based drug delivery technology.  The Company's primary
focus is on its lead product candidate, APF530, for the prevention
of chemotherapy-induced nausea and vomiting (CINV).  The New Drug
Application for APF530 was submitted to the U.S. Food and Drug
Administration in May 2009 and accepted for review in July 2009,
at which time the FDA set a Prescription Drug User Fee Act (PDUFA)
date of March 18, 2010.  The Company has additional clinical and
preclinical stage programs in the area of pain management, all of
which utilize its bioerodible injectable and implantable delivery
systems.


ARYX THERAPEUTICS: Files 10-Q for Q3 2010; Posts $2.5MM Net Loss
----------------------------------------------------------------
ARYx Therapeutics, Inc., filed on November 15, 2010, its quarterly
report on Form 10-Q for the three months ended September 30, 2010.

The Company reported a net loss of $2.5 million for the third
quarter of  2010, compared with a net loss of $8.1 million for the
same period of 2009.

As of September 30, 2010, the Company had an accumulated deficit
of $199.6 million.  "We have generated no revenue from product
sales to date and we have funded operations principally from the
sale of our convertible preferred and common stock and payments
received under our collaboration agreements.  We have not achieved
sustainable profitability and anticipate that we will continue to
incur significant net losses for the foreseeable future."

The Company's balance sheet as of September 3, 2010, showed
$6.0 million in total assets, $13.7 million in total liabilities,
and a stockholders' deficit of $7.7 million.

As reported in the Troubled Company Reporter on April 9, 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 and
stockholders' deficit.

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

               http://researcharchives.com/t/s?6f57

Fremont, Calif.-based ARYx Therapeutics, Inc. (NASDAQ: ARYX)
-- http://www.aryx.com/-- is a biopharmaceutical company focused
on developing a portfolio of internally discovered products
designed to eliminate known safety issues associated with well-
established, commercially successful drugs.  ARYx currently has
four products in clinical development: a prokinetic agent for the
treatment of various gastrointestinal disorders, naronapride (ATI-
7505); an oral anticoagulant agent for patients at risk for the
formation of dangerous blood clots, tecarfarin (ATI-5923); an oral
anti-arrhythmic agent for the treatment of atrial fibrillation,
budiodarone (ATI-2042); and, an agent for the treatment of
schizophrenia and other psychiatric disorders, ATI-9242.


ASCEND LEARNING: Moody's Assigns 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating
and a B2 probability-of-default rating to Ascend Learning, LLC.
Moody's also assigned a B1 rating to the company's proposed first
lien senior secured credit agreement, consisting of a $40 million
revolving credit facility due 2015 and a $250 million term loan B
due 2016, and a Caa1 rating to the proposed $75 million second
lien term loan due 2017.  The ratings outlook is stable.  This is
a first time rating for the company.

These ratings were assigned:

Ascend Learning, LLC

  -- Corporate family rating at B2;

  -- Probability-of-default rating at B2;

  -- Proposed $40 million first lien senior secured revolving
     credit facility due 2015 at B1 (LGD3, 38%);

  -- Proposed $250 million first lien senior secured senior loan B
     due 2016 at B1 (LGD3, 38%);

  -- Proposed $75 million second lien senior secured term loan due
     2017 at Caa1 (LGD5, 89%).

                        Ratings Rationale

Proceeds from the proposed bank loans will be used to refinance
existing indebtedness, fund a distribution to shareholders, and
pay related fees and expenses.

Ascend's B2 corporate family rating reflects its high pro forma
leverage, modest interest coverage, relatively small scale,
aggressive financial policy given the magnitude of the proposed
dividend, its formation through a series of acquisitions (many of
them recent) and expectations for continued acquisitions as it
seeks to expand its product offerings.  Notwithstanding these
concerns, the rating is supported by the company's established
position within the niche National Council Licensure Examination
preparation and training market, health and vocational verticals,
expectations for continued positive free cash flow generation,
high operating margins, the subscription like-nature of its
revenues, the diversity of its customer base, and favorable
fundamentals for healthcare-related employment.

The stable outlook reflects Moody's expectation that Ascend will
generate organic revenue growth that translates into higher
earnings levels such that credit metrics will improve from initial
pro forma levels.  The rating also reflects Moody's expectation
that the company will generate modest free cash flow that is
applied to debt reduction and that it will maintain an adequate
liquidity profile.

The ratings could be pressured if unfavorable enrollment trends, a
change in the competitive environment, or higher than expected
expenses cause Ascend's operating performance to decline, such
that debt to EBITDA is sustained above 6.5 times and/or EBITDA
less capex coverage of interest expense approaches 1.2 times.
Sustained negative cash flow and/or debt financed acquisition
activity could also pressure the ratings.

Ascend's ratings could experience positive ratings momentum if it
can organically grow its scale and earnings such that debt to
EBITDA is sustained below 4.5 times and EBITDA less capex coverage
of interest expense is sustained above 2.0 times while generating
free cash flow to debt in the high single digits.

The ratings are subject to the conclusion of the transactions, as
proposed, and Moody's review of final documentation.

Headquartered in Sudbury, Massachusetts, Ascend Learning, LLC,
provides technology-based learning solutions and educational
content for healthcare and other vocational fields.


ASSOCIATED BANC-CORP: Fitch Ups Issuer Default Ratings From BB+/B
-----------------------------------------------------------------
Fitch Ratings has upgraded the long- and short-term Issuer Default
Ratings for Associated Banc-Corp to 'BBB-/F3' from 'BB+/B'.  In
addition, the long- and short-term IDRs for Associated Bank, N.A.,
its principal banking subsidiary, were affirmed at 'BBB-/F3'.
Fitch has also upgraded the Individual Rating for both entities to
'C' given the company's modestly improving fundamentals.  The
Rating Outlook is Stable.

Fitch's upgrade of ASBC's holding company rating reflects the more
typical alignment of bank and holding company IDRs following
improvements to the financial profile of the holding company.
ASBC's IDR was notched from ABNA in December 2009 reflecting
concerns about capital and liquidity, which have been addressed.
The affirmation of the bank-level ratings as well as the upgrade
of the Individual rating for all of ASBC's entities reflects the
improving fundamentals of the business given the combined entity's
higher liquidity, stronger capital position, and improving asset
quality measures.  Over the course of the last year, ASBC has
brought in a new management team, aggressively written down
problem assets, raised almost $500 million in fresh equity,
committed to maintaining high levels of overall liquidity, and
engaged in over $430 million of bulk loan sales to help
restructure its balance sheet.  Fitch believes these actions
provide the company positive traction to return to more normalized
levels of earnings and profitability.

In addition, after several quarters of losses, ASBC returned to
profitability in the third quarter of 2010, due to some reserve
releases associated with its bulk loan sales.  Fitch believes the
company's ratings could be affected favorably, should the positive
asset quality and earnings trends continue for a sustained number
of consecutive quarters.  However, given that ASBC's non-
performing assets as a percentage of loans plus real estate owned
remain still elevated at 7.00% as of Sept. 30, 2010, there is risk
of additional losses should economic conditions deteriorate in
ASBC's core Midwestern footprint.  This risk is particularly
notable within ASBC's large commercial and industrial and
commercial real estate loan portfolios, and if either of these
portfolios begin to exhibit meaningfully higher losses, ratings
could be pressured negatively.  That said, Fitch's internal stress
analysis indicates that the risk of unexpected losses is buffered
by ASBC's strong capital ratios, as the company's tangible equity
ratio, Tier one ratio, and total capital ratio stood at 8.03%,
17.68%, and 19.16%, respectively, as of Sept. 30, 2010, supporting
the Stable Rating Outlook.

Fitch notes that ASBC also continues to remain under the close
purview of regulators given its Memorandum of Understanding (MOU)
with the Comptroller of the Currency and its separate MOU with the
Federal Reserve Bank of Chicago.  The MOU with the OCC relates to
risk management of its loan portfolio, maintenance of specified
capital levels, and notification of proposed dividend payments to
the holding company.  The MOU with the FRBC requires the company
to obtain approval prior to payment of dividends, interest or
principal payments on subordinated debt, increases in borrowings,
or stock repurchases.  To date, Fitch believes the company is in
compliance with this enhanced regulatory oversight, but should the
company fail to adequately comply with any regulatory requests its
business could become constrained.  Fitch also acknowledges ASBC's
continued participation in the TARP program, having sold $525
million of preferred stock to the U.S. Treasury in November 2008.
Fitch does not expect in the near term that ASBC will be allowed
to repurchase its CPP, but when the company does, Fitch believes
ASBC will raise additional capital in order to facilitate that
eventual transaction.

ASBC is a $22.5 billion regional bank that operates approximately
300 offices in Wisconsin, Illinois, and Minnesota.  It offers
consumer and commercial banking services, trust and investment
management services, insurance, and mortgage banking.

Fitch has upgraded these ratings:

Associated Banc-Corp

  -- Long-term IDR to 'BBB-' from 'BB+';
  -- Subordinated debt to 'BB+' from 'BB';
  -- Preferred stock to 'BB' from 'BB-';
  -- Short-term IDR to 'F3' from 'B';
  -- Commercial Paper to 'F3' from 'B';
  -- Individual to 'C' from 'C/D'.

Associated Bank, N.A.

  -- Individual rating to 'C' from 'C/D';
  -- Short-term deposits to 'F2' from 'F3';

Associated Trust Company, N.A.

  -- Individual to 'C' from 'C/D'.

ASBC Capital I

  -- Preferred stock to 'BB' from 'BB-'.

Fitch has affirmed these ratings:

Associated Banc-Corp

  -- Support at '5';
  -- Support floor at 'NF'.

Associated Bank, N.A.

  -- Long-term IDR at 'BBB-';
  -- Long-term deposits at 'BBB';
  -- Long-term senior debt at 'BBB-';
  -- Short-term IDR at 'F3';
  -- Support at '5';
  -- Support floor at 'NF'.

Associated Trust Company, N.A.

  -- Long-term IDR at 'BBB-';
  -- Short-term IDR at 'F3';
  -- Support at '5';
  -- Support floor at 'NF'.

The Rating Outlook is Stable.


BAOSHINN CORPORATION: Earns $17,173 in September 30 Quarter
-----------------------------------------------------------
Baoshinn Corporation filed its quarterly report on Form 10-Q,
reporting net income of $17,173 on $8.56 million of revenue for
the three months ended September 30, 2010, compared with net
income of $20,880 on $6.65 million of revenue for the same period
of 2009.

The Company has an accumulated deficit of $1.15 million as of
September 30, 2010.

The Company's balance sheet as of September 30, 2010, showed
$2.51 million in total assets, $1.62 million in total liabilities,
and stockholders' equity of $891,217.

As reported in the Troubled Company Reporter on April 8, 2010,
Dominic K.F. Chan & Co., in Hong Kong, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted of the Company's accumulated losses.

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

               http://researcharchives.com/t/s?6f3f

                    About Baoshinn Corporation

Based in Kowloon, Hong Kong, Baoshinn Corporation, through its
Hong Kong subsidiary, is a ticket consolidator of major
international airlines.  The Company provides travel services such
as ticketing, hotel and accommodation arrangements, tour packages,
incentive tours and group sightseeing.


BASHAR ISSA: U.S. Court Approves Chapter 15 Petition
----------------------------------------------------
The Hon. Carl L. Bucki of the U.S. Bankruptcy Court for the
Western District of New York approved the Chapter 15 petition of
Bashar Issa, recognizing the bankruptcy proceedings against
Mr. Issa in the United Kingdom as the foreign main proceeding
pursuant to Section 1517 of title 11 of the United States Code.

The order was entered upon the petition of foreign representative,
Kevin Roy Mawer, for the personal bankruptcy of the Debtor
currently pending before the Manchester County Court.

Chief Justice Carl Bucki said that his order will not affect the
sale of the 18-story Statler Towers.  A group, headed by local
businessmen Mark Croce and James Eagan, offered $200,000, plus
$500,000 in back taxes.  The sale was announced in August and was
scheduled to close by Nov. 15.

                         About Bashar Issa

Kevin Mawer, filed Chapter 15 protection for developer Bashar Issa
on September 21, 2010 (Bankr. W.D. N.Y. Case No. 10-140790.
Bernard Schenkler, Esq., and William F. Savino, Esq., at Damon
Morey LLP, represent the foreign representative.  The Debtor is
estimated to have assets at $10 million to $50 million and debts
at $50 million to $100 million.

Contract Specialists International, Inc., Firstsource
Manufacturing, Inc., and Parklane Catering LLC filed an
involuntary Chapter 11 bankruptcy petition for Mr. Issa's BSC
Development BUF LLC, aka BSC Tower, LLC, on April 13, 2009 (Bankr.
W.D. N.Y. Case No. 09-11550).  BSC Development owns the Statler
Towers in downtown Buffalo, New York.  The bankruptcy judge later
put BSC's into Chapter 11.  Morris Horwitz was named the
building's trustee.


BBHI ACQUISITION: Moody's Assigns 'B1' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned a B1 Corporate Family Rating
and B1 Probability of Default Rating for BBHI Acquisition, LLC,
a newly formed subsidiary of Cablevision Systems Corporation
(Ba2 CFR) that will be indirectly acquiring the assets of
Bresnan Communications, LLC (B1 CFR) and ultimately merging into
Bresnan Broadband Holdings, LLC (the ultimate borrower of Moody's
rated debt).  Moody's also assigned Ba3 ratings to Bresnan's
$840 million of combined senior secured bank credit facilities
(comprised of a $765 million Term Loan and a $75 million Revolver)
and a B3 rating to the company's $250 million of senior unsecured
notes which are being arranged in conjunction with a $400 million
equity contribution from Cablevision to finance the $1.365 billion
acquisition.  Upon completion of the pending financing and
acquisition transactions, and the ensuing repayment of existing
rated debt, Moody's will withdraw its existing ratings for Bresnan
Communications and move the CFR and PDR assigned to BBHI to
Bresnan, the surviving entity post-merger of BBHI into Bresnan.
The rating outlook is stable.

This is a summary of rating actions taken for BBHI Acquisition,
LLC, and Bresnan Broadband Holdings, LLC:

  -- Corporate Family Rating, Assigned B1

  -- Probability of Default Rating, Assigned B1

  -- $765 million Senior Secured Term Loan due 2018, Assigned Ba3
     (LGD3-38%)

  -- $75 million Senior Secured Revolver due 2016, Assigned Ba3
     (LGD3-38%)

  -- $250 million Senior Unsecured Notes due 2019, Assigned B3
     (LGD6-90%)

  -- Rating Outlook, Stable

Upon completion of the acquisition Moody's will withdraw these
ratings of Bresnan Communications, LLC:

  -- Corporate Family Rating, B1

  -- Probability of Default Rating, B1

  -- $540 million Senior Secured Term Loan B due 2013, B1 (LGD3-
     44%)

  -- $125 million Senior Secured Revolver due 2012, B1 (LGD3-44%)

  -- $75 million Senior Secured Term Loan A due 2012, B1 (LGD3-
     44%)

  -- $100 million Senior Secured Second Lien Term Loan due 2014,
     B3 (LGD6-93%)

                         Rating Rationale

Bresnan's B1 CFR reflects the company's limited scale and
relatively high proforma leverage of approximately 6.2x Debt-to-
EBITDA (incorporating Moody's standard adjustments).  It also
considers the company's relatively modest expected free cash flow
profile following the leveraged buyout by Cablevision, and ensuing
increase in interest expense (expected to be over $60 million in
2011, up from just over $30 million in 2010 while under prior
ownership and a less leveraged financial profile), as well as
higher planned capital expenditures.  Free cash flow-to-debt is
projected to approximate 2% in 2011 (compared to as much as 7% or
more in 2010).  The rating is supported, nonetheless, by Bresnan's
strong historical and expected future operating performance,
improving network quality and good management execution.  Moody's
expects revenue growth to continue in the mid-single-digit range
(approximately 5% - 7%) over the next 2 - 3 years as a result of
increased data and voice penetration of existing video customers
as well as rising ARPU levels.  Moody's also anticipate that new
ownership by Cablevision will result in some added benefits and
opportunities to further improve upon already above-average
operating performance, notably including more concerted
competitive initiatives directed towards direct broadcast
satellite operators who remain highly penetrated in Bresnan's
markets.

The credit facility is secured by the stock and substantially all
assets of the company and is guaranteed by domestic subsidiaries.
Cablevision notably does not provide a guaranty of the company's
debt, although an equity cure provision is contemplated in the
draft bank credit agreement.  Although the bank credit facility
documents have not been finalized, Moody's anticipate financial
maintenance covenants will include a maximum consolidated leverage
ratio, a minimum consolidated interest coverage ratio and minimum
liquidity requirements.  The proposed notes are unsecured, but are
also guaranteed by the company's domestic subsidiaries.

Ratings for the bank credit facility and the notes reflect both
the overall probability of default, which Moody's has assessed as
being consistent with a B1 PDR, and an average mean family loss
given default expectation of 50%, in line with Moody's LGD
Methodology and typical treatment for capital structures comprised
of multiple creditor classes, as in this instance wherein both a
first lien senior secured credit facility and unsecured notes are
represented.

The Ba3 (LGD3 - 38%) ratings for Bresnan's $75 million senior
secured revolving credit facility and $765 million senior secured
term loan benefit from the effective subordination of the B3 (LGD6
- 90%) $250 million senior unsecured notes.  The facilities are
rated one notch above the corporate family rating as they benefit
from the cushion provided by the unsecured notes.  Likewise, the
B3 rating on the notes and its loss given default assessment of
LGD6 (90%) reflect its junior ranking in the consolidated
capitalization.

This is the first rating action for the post-acquisition entity,
BBHI Acquisition LLC.  Moody's had previously rated the to-be-
acquired entity, Bresnan Communications, LLC (indirectly owned by
Bresnan Broadband Holdings, LLC), for which a B1 CFR was
maintained (and the ratings for which will be withdrawn upon
completion of the pending financing and acquisition transactions,
and corresponding repayment of all obligations thereunder).

                          Rating Outlook

The stable rating outlook reflects Moody's expectation that
Bresnan will continue its strong historical operating performance,
maintain manageable leverage levels (dropping below 6x in 2011)
supported by mid-single digit revenue growth, and be able to
mitigate any incremental expenses for programming and equipment
costs.  Moody's expect both ARPU levels and data and voice
penetration rates will continue to rise, resulting in sufficient,
albeit lower free cash flow given higher interest expense and
capital expenditures.

                What Could Change the Rating -- Up

Given the company's scale and financial leverage, Moody's do not
anticipate upward rating momentum at this time.  However, Moody's
would consider a potential positive outlook and/or upward rating
action should Bresnan significantly reduce and maintain leverage
(below 5x and trending towards 4.5x, incorporating Moody's
standard adjustments) and increase free cash flow, resulting in
free cash flow-to-debt approaching the high-single-digit
percentage range.

               What Could Change the Rating -- Down

Ratings could experience downward pressure if Bresnan fails to
maintain current market share and/or penetration rates, resulting
in a decline in EBITDA and ensuing growth in leverage levels.
Should leverage remain above 6x and/or free cash flow-to-debt fall
and remain below 2%, and/or if liquidity is strained in any way,
Moody's would consider a downward rating action.

                        Corporate Profile

BBHI Acquisition, LLC (and ultimately Bresnan Broadband Holdings,
LLC, with whom BBHI Acquisition will merge and which will be the
surviving entity; Bresnan) is a cable multiple system operating
company serving approximately 297,000 subscribers in the states of
Colorado, Montana, Wyoming, and Utah.  Headquartered in Purchase,
NY, the Company's revenue was approximately $441 million for the
LTM period ended 9/30/2010.  Cablevision Systems Corporation is in
the process of acquiring Bresnan for approximately $1.365 billion,
an adjusted EBITDA multiple exceeding 8x.


BIOSCRIP INC: S&P Puts 'B' Rating on CredityWatch Negative
----------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its 'B'
corporate credit rating, and all issue-level ratings, on Elmsford,
New York-based BioScrip Inc. on CreditWatch with negative
implications, reflecting a greater probability of a possible
covenant violation, because of recent weak operating performance.

While the CHS acquisition has contributed to double-digit revenue
growth and has aided profitability due to the higher margined
infusion therapy business, the company has fallen short of S&P's
initial expectations of earnings since the acquisition closed in
the first quarter of 2010.  As a result of a delay in the closing
of the Pharmacy.com acquisition along with higher costs associated
with recent manufacturing product recalls, IVIG product re-
allocations and other unexpected costs has led to a sequential
drop in profit margins of around 70 basis points from the second
quarter to third quarter of 2010.  While over the longer term S&P
expects BioScrip home health and infusion therapy business to
benefit from its larger national platform and capitalize on many
growth prospects, controlling its cost structure and realizing
cost synergies are necessary to improve slim operating margins and
contending with its tightening debt covenants.

S&P expects over the next several months to gain a clearer
understanding of the company's ability to reduce its cost
structure and cope with future covenant stepdowns, before taking
further rating action.


BOOZ ALLEN: Moody's Reviews 'B1' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service has placed certain debt ratings of Booz
Allen Hamilton Inc. under review for possible upgrade, including
the B1 corporate family rating.  The review is prompted by the
parent company's initial public stock offering and expectation of
$216 million debt reduction (about 15% of reported debt) that
should follow.  Upon the expected $216 million prepayment of 13%
senior unsecured mezzanine term loan due 2016, Moody's anticipates
raising the corporate family rating to Ba3 from B1, the senior
unsecured debt rating to B2 from B3, and affirming all other
instrument ratings.

The ratings placed under review for possible upgrade (LGD
assessment rates subject to change):

  -- Corporate family and probability of default, B1

  -- $550 million senior unsecured mezzanine term loan due July
     2016, B3 LGD5, 82%

Ratings unaffected by the review (LGD assessment rates subject to
change):

  -- $245 million senior secured first lien revolver due July
     2014, Ba2 LGD2, 26%

  -- $125 million senior secured first lien term loan A due July
     2014, Ba2 LGD2, 26%

  -- $585 million senior secured first lien term loan B due July
     2015, Ba2 LGD2, 26%

  -- $350 million senior secured first lien term loan C due July
     2015, Ba2 LGD2, 26%

The review for upgrade considers Booz Allen Hamilton's strong cash
flow generation capacity and solid government service contracting
business position, against better credit metrics pro forma for the
transaction.  Beyond debt reduction, the parent company's IPO
should also lessen future financial policy aggressiveness.

Although the corporate family rating should rise with the senior
unsecured debt repayment, the Ba2 instrument ratings of Booz Allen
Hamilton's senior secured bank debts will likely not change.  With
less unsecured debt, in a stress scenario, less effectively junior
debt would exist to absorb loss for the benefit of secured
creditors.  Thus, although the one-notch corporate family rating
upgrade would benefit the senior unsecured debt rating, the senior
secured debt ratings would likely be unaffected.

Moody's last rating announcement on Booz Allen Hamilton occurred
December 3, 2009, when the B1 corporate family rating was
affirmed.

Booz Allen Hamilton is a provider of management and technology
consulting services to the U.S. government in the defense,
intelligence and civil markets.  Booz Allen is headquartered in
McLean, Virginia, and had revenue of approximately $5.1 billion in
the fiscal year ended March 31, 2010.


BOUTIQUE JACOB: To Restructure Debts Under CCAA
-----------------------------------------------
Boutique Jacob Inc. applied to the Quebec Superior Court for
protection under the Companies' Creditors Arrangement Act
("CCAA").

"The purpose of the application is to allow us to restructure our
activities in an orderly fashion in the best long-term interests
of the company, its employees, suppliers, creditors, customers and
other partners," said Joey Basmaji, President of JACOB.  "In the
immediate future, JACOB will continue operating normally, and all
of our stores across the country will remain open.  Our customers
will continue to find the same quality of products they are
accustomed to, and all of our customer service programs will be
maintained," he said.

PricewaterhouseCoopers Inc. is the Court-appointed monitor that
will oversee the proceeding under the CCAA.  PWC will periodically
post the applications to the Court as well as the orders issued by
the Court on its website.

Recognized as a leader in the Canadian women's apparel market for
the past 30 years, JACOB is committed to creating smart fashion
that highlights the individual beauty of every woman.  JACOB
offers quality clothing, lingerie, accessories and beauty products
at affordable prices under the JACOB, JACOB Lingerie, JACOB
Outlet, JOSEF and DANZ banners. By pairing trendier pieces with
reinvented classics, JACOB enables the professional woman to put
together a wardrobe tailored to her multi-faceted lifestyle.
Based in Montreal, this family-run company has more than 150
stores and nearly 2,000 employees across Canada.


BRESNAN BROADBAND: S&P Affirms 'BB' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services said it assigned ratings to the
proposed debt issues of Bresnan Broadband Holdings LLC, to be
issued in conjunction with the company's planned acquisition of
Bresnan by Bethpage, New York-based Cablevision Systems Corp. At
the same time, S&P affirmed its 'BB' corporate credit rating and
other ratings on Cablevision and related entities, with the
exception of the ratings on the company's Rainbow units.  which
are on CreditWatch with negative implications.  The ratings
outlook on Cablevision is stable.

S&P assigned its 'BB+' issue-level rating and '2' recovery
rating to Bresnan's aggregate $840 million secured credit
facilities, consisting of a $765 million seven-year term loan
and a $75 million five-year revolving credit facility.  The '2'
recovery indicates S&P's expectation of substantial (70%-90%)
recovery of principal in the event of a default.  S&P also rated
Bresnan's proposed $250 million of unsecured notes due 2018 at
'B+' with a '6' recovery rating, indicating its expectation for
negligible (0%-10%) recovery prospects.

Cablevision has a definitive agreement to purchase Bresnan's
approximately 297,000 basic cable subscribers for $1.365 billion.
The company would use the proceeds from the proposed debt issuance
and $395 million of cash to finance the acquisition.  Upon closing
of the acquisition, Bresnan would become an indirect, wholly
owned, unrestricted subsidiary of Cablevision.  Pro forma for the
transactions, which the companies said they expect to close this
year, Cablevision's total adjusted debt would be in the
$13 billion area.

While Cablevision does not guarantee the proposed Bresnan debt,
S&P analyze Bresnan on a consolidated basis with Cablevision,
recognizing a number of factors, including Cablevision's ownership
and control of Bresnan and commonality of business, as well as
Cablevision's significant $1.365 billion investment in Bresnan.
The issue-level and recovery ratings on the proposed Bresnan debt
reflect S&P's view that, in the event of a default, those
creditors' recourse would be limited to assets at the Bresnan
entity.

The affirmation of Cablevision's ratings recognizes that while
Bresnan's operating statistics are weaker than those of
Cablevision, Bresnan would be less than 10% of the combined basic
subscriber base and the acquisition would not materially alter
Cablevision's overall business risk profile.

"Further," said Standard & Poor's credit analyst Richard Siderman,
"Cablevision has provided a credible development plan for the
Bresnan properties and, given its track record of successful
marketing of multiple service packages; S&P expects some level of
improvement in Bresnan properties under Cablevision ownership."
S&P expects Bresnan's programming costs to rise modestly as the
favorable programming rates currently available through its
minority owner, Comcast Corp., the nation's largest cable
operator, will end under Cablevision ownership.

Additionally, the affirmation of ratings on Cablevision reflects
S&P's view that the combined impact on Cablevision's consolidated
debt leverage from the Bresnan transaction and potential share
repurchases would be minimal.  S&P expects that Cablevision's
leverage will remain at or below the 5x area, including its
adjustments, over the medium term.


CABLEVISION SYSTEMS: Bresnan Deal Won't Affect Moody's Ba2 Rating
-----------------------------------------------------------------
Moody's Investors Service said Cablevision Systems Corporation's
Ba2 Corporate Family Rating and SGL-1 liquidity rating are not
affected by the company's pending $1.365 billion acquisition of
Bresnan Communications, LLC.  Although the new $1.09 billion
acquisition financing being arranged for BBHI Acquisition, LLC
(ultimately merging into Bresnan Broadband Holdings, LLC, which
will be the surviving entity and parent company of Bresnan
Communications) modestly increases financial leverage at the
consolidated Cablevision entity, the free-standing nature of the
new debt, and Bresnan more broadly (as a related, but unsupported
entity), is deemed to be of insufficient materiality to adversely
affect the ratings of Cablevision and its subsidiaries (including
CSC Holdings, Inc., Rainbow National Services LLC and Newsday
LLC).  The company's rating outlook remains positive.

The last rating action on Cablevision was on April 12, 2010, when
Moody's assigned B1 ratings for new senior unsecured debt (and
also revised the rating outlook to positive from stable).

Headquartered in Bethpage, New York, Cablevision Systems
Corporation is predominantly a domestic cable TV multiple system
operator serving approximately 3 million subscribers in and around
the New York metropolitan area.  The company also owns cable
network programming assets (via its Rainbow National Services LLC
subsidiary, and elsewhere) and newspaper and publishing assets
(via Newsday LLC, and elsewhere), among other media and
entertainment properties.  For the last twelve months ended
September 2010, the company generated approximately $8 billion of
revenue.


CAPITOL HILL: Bankr. Court Stands by Prior Pillsbury Ruling
-----------------------------------------------------------
The Hon. S. Martin Teel, Jr., denies the request of Shaw Pittman
LLP, now known by way of merger as Pillsbury Winthrop Shaw Pittman
LLP, for reconsideration of a prior Bankruptcy Court decision in
the Capital Hill Group bankruptcy case.  That decision addressed
the parties' agreement that Shaw Pittman would "not be fighting
with CHG about [its] fee applications," and construed the
agreement as an agreement that Capitol Hill Group would not object
to certain of Shaw Pittman's fee applications filed in Capitol
Hill Group's case.

A copy of Judge Teel's memorandum decision dated November 17,
2010, is available at http://is.gd/hzTsZfrom Leagle.com.

Pillsbury sued to recover attorney's fees it incurred in defending
against a malpractice lawsuit that Capitol Hill Group brought
against the firm in 2007 with respect to services the firm
provided to the company.

As reported by the Troubled Company Reporter on September 29,
2010, the Bankruptcy Court denied a motion for summary judgment
filed by Pillsbury.  In a memorandum decision, Judge Teel said an
agreement by Capitol Hill not to oppose Shaw Pittman's
applications for attorney's fees billed prior to December 15,
2003, required only that the company won't contest the firm's fee
applications for services provided through November 30, 2003.  The
judge said the agreement did not purport to address any
malpractice claims that Capitol Hill Group might later pursue
against the firm even if relating to the services that were the
subject of those fee applications.

Capitol Hill Group commenced its bankruptcy case (Bankr. D. D.C.
Case No. 02-00359) by filing a voluntary petition under chapter 11
of the Bankruptcy Code on February 21, 2002, with Shaw Pittman
acting as its counsel.


CAREVIEW COMMUNICATIONS: Posts $6.8 Million Net Loss in Q3 2010
---------------------------------------------------------------
CareView Communications, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $6.76 million on $89,123 of revenue
for the three months ended September 30, 2010, compared with a net
loss of $1.56 million on $25,252 of revenue for the same period
last year.

The Company's balance sheet at September 30, 2010, showed
$7.24 million in total assets, $419,586 in total liabilities, and
stockholders' equity of $6.82 million.

The Company incurred a loss from operations of $4.91 million
during the nine months ended September 30, 2010, had an
accumulated deficit of $23.99 million, and had negative cash flow
from operations of $3.52 million.  "These matters raise
substantial doubt about the Company's ability to continue as a
going concern."

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

           http://researcharchives.com/t/s?6f49

Lewisville, Tex.-based CareView Communications, Inc., began its
current operation in 2003 as a healthcare information technology
company with a patented patient monitoring and entertainment
system.  The CareView System(TM) creates a high-speed data network
throughout a healthcare facility to provide bedside, point-of-care
monitoring, movies and patient education and wireless connectivity
throughout the facility, allowing remote monitoring of medical
equipment in patient's room and deployment of other emerging
point-of-care technologies, including the Company's newest
offering of Virtual Bed Rails(TM).  Virtual Bed Rails(TM) are part
of a fall management program that monitors a patient's activity
while in bed and alerts the nursing station if the patient
breaches the "virtual" bed rails and is at risk for falling.


CARGO ACQUISITION: Moody's Cuts Ratings on Senior Debt to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service downgraded the senior secured debt of
Cargo Acquisition Companies Obligated Group to Ba1 from Baa3 and
the junior debt from Ba1 to Ba2.  The outlook remains negative.

                        Ratings Rationale

The downgrades reflects:

  -- Cargo's weakening credit metrics in 2009-2010 fiscal year and
     the expectation that metrics will continue to deteriorate in
     the 2010-2011 fiscal year as a result of reduced revenues and
     somewhat increased debt service requirements.  The DSCR's are
     now below the levels expected at the time of the rating
     assignment (1.95x range for the senior debt service coverage
     ratio and in the 1.45x range for the total DSCR).  Cargo's
     revenues have been affected by a number of trends, including
     the inability to charge premium rents for some facilities, \
     movement from air cargo to trucking especially for the
     airports which have little international traffic, and tenants
     restructuring their operations.

  -- Stabilization of the Group's worsening aggregate vacancy rate
     at its airport facilities is expected to lag the currently
     recovering air cargo volumes in the US and worldwide.

The outlook remains negative in view of the additional pressure on
the DSCR that may arise when principal repayment obligations start
increasing in 2012-2013 and beyond unless Cargo can return to a
growth mode.

Moody's notes that, at this stage, the Group still benefits from a
number of positive attributes including:

  -- Diversification of facilities with 14 airport locations
     throughout the US

  -- Airside access at most facilities

  -- Diversification of tenants and staggered maturities of
     leases, albeit there is concentration with some companies

  -- A large portion of its revenues is derived from Fedex and
     UPS, which are recovering well from the air cargo traffic
     collapse in late 08-early 09

  -- Proactive management of facilities and tenants, although
     Moody's notes that some of the strategies envisaged by the
     property manager could translate into additional upfront
     costs

  -- One year debt service reserve

The rating or the outlook could improve if the aggregate vacancy
rate declines to less than 23% (on a consolidated buildings,
offices and ramps basis) and if the DSCR improves on a sustained
basis back to original expectations of 1.95x (Senior) and 1.45x
(Total).  Conversely additional pressure on the ratings and
outlook could be exerted if the DSCR continues to deteriorate or
if the vacancy rate slips below current levels.

The last rating action was on August 17, 2009, when the ratings of
the debt issued by the Group were affirmed and the outlook was
changed from stable to negative.

Cargo's ratings were assigned by evaluating factors believed to be
relevant to the credit profile of the issuer such as i) the
business risk and competitive position of the issuer versus others
within its industry or sector, ii) the capital structure and
financial risk of the issuer, iii) the projected performance of
the issuer over the near to intermediate term, and iv) the
issuer's history of achieving consistent operating performance and
meeting budget or financial plan goals.  These attributes were
compared against other issuers both within and outside of Cargo's
core peer group and Cargo's ratings are believed to be comparable
to ratings assigned to other issuers of similar credit risk.

Cargo Acquisition Companies Obligated Group is comprised of
fourteen entities (each a member) that are wholly-owned
subsidiaries of Cargo Acquisition Company, a 100% subsidiary of
CalEast Air Cargo, LLC.  Each of the Group's member was formed for
the purpose of developing and operating air cargo facilities.
Aeroterm US, Inc. serves as property and development manager at
each of the properties.

                             Debt List

(1) $5,420,000 Senior Bonds, 2002 series, 6.5% coupon due
    01/01/2024

(2) $2,355,000 Senior bonds, 2003 series, 5.75% coupon due
    01/01/2032

(3) $16,190,000 Senior bonds, 2002 series, 6.375% coupon due
    01/01/2023

(4) $3,295,000 Senior bonds, 2002 series, 6.25% coupon due
    01/01/2030

(5) $18,885,000 Senior bonds, 2003 series, 5.75% coupon due
    01/01/2032

(6) $8,595,000 Senior bonds, 2002 series, 6.5% coupon due
    01/01/2025

(7) $4,280,000 Junior bonds, 2002 series, 7.50% coupon, due
    01/01/2025

(8) $5,380,000 Senior bonds, 2002 series, 6.65% coupon, due
    01/01/2025

(9) $4,570,000 Senior bonds, 2002 series, 6.25% coupon, due
    01/01/2030

(10) $1,430,000 Senior bonds, 2003 series, 5.75% coupon, due
     01/01/2023

(11) $3,410,000 Junior bonds, 2003 series, 6.75% coupon, due
     01/01/2023

(12) $7,395,000 Junior Bonds, 2003 series, 6.75% coupon, due
     01/01/2032

(13) $1,050,000 Senior Bond, 2002 series, 6.25% coupon, due
     01/01/2019

(14) $10,290,000 Junior bond, 2002 series, 7.50% coupon, due
     01/01/2025

(15) $6,960,000 Senior bonds, 2003 series, 7.125% coupon, due
     01/01/2016

(16) $13,975,000 Senior Bonds, 2002 series, 6.125% coupon, due
     01/01/2032

(17) $6,005,000 Junior Bonds, 2002 series, 7.25% coupon due
     01/01/2032


CENTRAL FALLS, RI: Supreme Court Won't Halt Receivership
--------------------------------------------------------
Melissa Sardelli at Eyewitness news reports that the city of
Central Falls, Rhode Island, will remain in receivership a bit
longer.

According to the report, the Rhode Island Supreme Court has denied
a request by the mayor and city councilors to regain power of the
financially struggling city.  The report relates that city
officials requested a permanent suspension of Superior Court
Associate Justice Michael A. Silverstein's decision back in
October.

The judge's decision declared the Central Falls receivership was
constitutional and the appointments made by the receiver were
within his authority, the report adds.

Central Falls is a city in Providence County, Rhode Island, United
States.  The population was 18,928 at the 2000 census.

A state fiscal receiver was appointed in July 2010, kicking out
the city council.  Charles Moreau, the mayor of Central Falls,
Rhode Island, and four city councilors have filed a lawsuit
claiming a law that put the cash-strapped city under control of a
state-appointed receiver is unconstitutional.

Moody's said in September 2010, "The city's weak credit profile,
insufficient cash-flows and continued reliance on market access to
finance operations and debt service, by way of tax anticipation
notes, continues to present heightened risk of a payment default,
including the potential for economic loss, should the city fail to
take the necessary steps to address its structural deficit or lose
market access."


CHEM RX: CIBC Throws Down New Challenge to Creditors' Attorneys
---------------------------------------------------------------
The Canadian Imperial Bank of Commerce has thrown down another
challenge to attorneys' fees in the Chem Rx Corp. bankruptcy,
saying creditors' counsel White & Case LLP should be cut off from
the Debtor's money until later in the litigation, Bankruptcy
Law360 reports.

The CIBC earlier objected to the fees of Fox Rothschild LLP,
another firm hired by the Creditors Committee.

                     About Chem RX Corporation

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

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

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

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


CHEMTURA CORP: Hearing on UK Pension Deal Set for Nov. 30
---------------------------------------------------------
The Robert E. Gerber, of the U.S. Bankruptcy Court for the
Southern District of New York will convene a hearing on
November 30, 2010, at 9:45 a.m. (ET), to consider approval of the
stipulation entered by Chemtura Corporation, et al., and the
Trustees of the Great Lakes UK Pension Plan.  Objections, if any,
are due 4:00 p.m., today, November 23.

The Debtors asked the Bankruptcy Court to approve a stipulation
regarding certain proofs of claim filed by the UK Pension
Trustees.

In October 2009, the UK Pension Trustees filed 27 contingent,
unliquidated proofs of claim in each of the Debtors' Chapter 11
cases asserting, among other things, that the Debtors may at some
time owe obligations on account of the UK Pension Plan as a result
of hypothetical future enforcement action by the UK Pensions
Regulator.

The stipulation is intended to resolve the Debtors' objection to
the Trustees of the Great Lakes UK Pension Plan's Proofs of Claim
and for the withdrawal of the UK Pension Trustees' proofs of
claim.

The stipulation provides for resolution of the UK Pension Claims
in a non-bankruptcy forum -- the Reorganized Debtors do not
believe that the Court is the proper forum to adjudicate liability
on account of foreign pension obligations.  In light of the full
payment contemplated under the Debtors' Plan of Reorganization to
all creditors and the unique circumstances involved in the
adjudication of pension claims, the Reorganized Debtors agreed to
resolve the UK Pension Claims in the applicable non-bankruptcy
forum.

The Debtors added that the stipulation does not result in an
admission or a waiver of any right of any Debtor or Reorganized
Debtor or non-Debtor to contest the UK Pension Claims on any
ground, except no party may assert that UK Pension Claims were
discharged pursuant to the Debtors' plan of reorganization.

                      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.


CHINA RENEWABLE: Earns $39,435 in September 30 Quarter
------------------------------------------------------
China Renewable Energy Holdings, Inc., filed its quarterly
report on Form 10-Q, reporting net income of $39,435 on
$1.30 million of revenue for the three months ended September 30,
2010, compared with a net loss of $83,794 on $89,197 of revenue
for the same period of 2009.

The Company's balance sheet as of September 30, 2010, showed
$1.36 million in total assets, $1.54 million in total liabilities,
and a stockholders' deficit of $182,454.

De Leon & Company, P.A., in Pembroke Pines, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has suffered recurring
losses from operations, net capital deficiencies, and negative
cash flows from operations.

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

               http://researcharchives.com/t/s?6f5a

China Renewable Energy Holdings, Inc., was incorporated under the
laws of the State of Florida on December 17, 1999.  The Company
was originally organized to provide business services and
financing to emerging growth entities, and later redirected its
business focus to market and to distribute energy-efficient
products in China.  In view of the growing concerns regarding
bisphenol A ("BPA") leaching by the PC materials, the Company
visions a market for PC and clear ABS (CABS) substitutes emerging
for industries such as toys and food packaging.  Starting in early
2009, the Company invested in formulating new resin products for
the replacement of the more traditional CABS and PC materials.

BPA is an organic compound with two phenol functional groups used
to make polycarbonate plastic and epoxy resins, along with other
applications.


COLT DEFENSE: Moody's Says Liquidity Profile Remains Adequate
-------------------------------------------------------------
Moody's Investors Service stated that Colt Defense LLC's liquidity
profile remains adequate despite the amendment to its $50 million
multi-year senior secured credit facility converting it to a
$10 million Letter of Credit facility.

Moody's last rating action on Colt occurred June 30, 2010, when
the corporate family rating was downgraded to B2 with a stable
outlook.  This rating action concluded the review for ratings
downgrade action taken on April 2, 2010.

Colt Defense LLC, headquartered in West Hartford, CT, manufactures
small arms including the M4 carbine and M16 rifle for the U.S.
military, U.S. law enforcement agencies, and foreign allied
militaries.


EDUCATION MANAGEMENT: S&P Assigns 'BB' Rating on $1.555 Bil. Loan
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned the proposed
$1.555 billion senior secured credit facilities of Pittsburgh,
Pa.-based for-profit postsecondary education company Education
Management LLC its issue-level and recovery ratings.  S&P rated
the facilities 'BB' (one notch higher than its 'BB-' corporate
credit rating on the company) with a recovery rating of '2',
indicating its expectation of substantial (70% to 90%) recovery
for lenders in the event of a payment default.

The proposed credit facilities will consist of a $442.5 million
revolving credit facility due June 2015 and a $1.112 billion term
loan C-2 due June 2016.  The company plans to use proceeds of the
new term loan to refinance outstanding amounts on its existing
term loan C, with a three-year extension of the maturity.  The new
revolving credit facility is the same size as the existing
facility, also with a three-year maturity extension.  S&P
therefore view this transaction as leverage neutral.

The corporate credit rating on Education Management is 'BB-' and
the rating outlook is stable.  The rating reflects the company's
dependence on federal student loan programs and uncertainty
regarding the outcome of proposed government rule changes
regarding federal student loan eligibility, balanced by
historically robust operating performance and relatively low debt
leverage for the rating.

                           Ratings List

                     Education Management LLC

   Corporate Credit Rating                       BB-/Stable/--

                            New Rating

                     Education Management LLC

         $442.5M revolv credit fac due June 2015       BB
           Recovery Rating                             2
         $1.112B term loan C-2 due June 2016           BB
           Recovery Rating                             2


COMMUNITYSOUTH FINANCIAL: Posts $4.7 Million Net Loss in Q3 2010
----------------------------------------------------------------
CommunitySouth Financial Corporation filed its quarterly report on
Form 10-Q, reporting a net loss of $4.7 million on $1.1 million of
net interest income for the three months ended September 30, 2010,
compared to a net loss of $2.1 million on $2.7 million of
net interest income for the same period of 2009.

As of September 30, 2010, the Company's non-performing assets
equaled $47.4 million, or 10.8% of assets, as compared to
$42.4 million, or 10.1% of assets, as of December 31, 2009.  As of
September 30, 2010, the Bank is deemed to be "critically
undercapitalized" with a regulatory leverage ratio of 1.07%.

Under the Federal Deposit Insurance Act, a bank that is
"critically undercapitalized" must be placed into conservatorship
or receivership within 90 days of becoming critically
undercapitalized, unless the bank's primary Federal regulatory
authority (for the Bank, the FDIC) determines and documents that
"other action" would better achieve the purposes of the FDI Act's
prompt corrective action capital requirements.  If the bank
remains critically undercapitalized on average during the calendar
quarter beginning 270 days after it became critically
undercapitalized, the FDI Act requires the appointment of a
receiver unless the bank and the FDIC affirmatively can determine
that, among other things, the bank has positive net worth and the
FDIC can certify that the bank is viable and not expected to fail.

The Company's balance sheet as of September 30, 2010, showed
$440.68 million in total assets, $439.01 million in total
liabilities, and stockholders' equity of $1.67 million.

As reported in the Troubled Company Reporter on March 4, 2010,
Elliott Davis, LLC, in Greenville, South Carolina, 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 the Company's subsidiary bank, CommunitySouth Bank and
Trust, has significant capital and liquidity issues.

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

               http://researcharchives.com/t/s?6f36

                  About CommunitySouth Financial

Easley, South Carolina-based CommunitySouth Financial Corporation
is a bank holding company.  The Company's wholly-owned subsidiary,
CommunitySouth Bank and Trust, commenced business on January 18,
2005, and is primarily engaged in the business of accepting
savings, demand, and time deposits and providing mortgage,
consumer and commercial loans to the general public.


CONEXANT SYSTEMS: Names S. Chittipeddi President and COO
--------------------------------------------------------
Conexant Systems, Inc. disclosed that Sailesh Chittipeddi has been
named president and chief operating officer.  Chittipeddi joined
Conexant in 2006 and served most recently as co-president, with
responsibility for global engineering, operations, quality, IT,
and associated infrastructure activities.  In his new role,
Chittipeddi will have worldwide responsibility for engineering,
operations, quality, and marketing.  He continues to report to
Scott Mercer, Conexant's chairman and chief executive officer.

"Sailesh is a seasoned senior executive with an outstanding record
of accomplishment at Conexant and throughout the course of his
career," Mercer said.  "His experience, dedication, and drive will
prove invaluable as we work to respond to the challenges we
currently face and strengthen our position as a leading provider
of semiconductor solutions for imaging, audio, embedded modem, and
video surveillance applications."

Since being hired initially at Conexant as senior vice president
of Global Operations, Chittipeddi has assumed roles with greater
responsibility.

"The opportunity to serve as Conexant's president and chief
operating officer represents the pinnacle of my career to date,"
Chittipeddi said.  "We possess the talent, intellectual property,
and technology required to continue to be a leading player in the
markets we've chosen to address, and our engineering and marketing
teams are committed to delivering innovative new solutions
intended to maximize the success of our customers worldwide."

                         About Conexant

Newport Beach, California-based Conexant Systems, Inc. (NASDAQ:
CNXT) -- http://www.conexant.com/-- is a fabless semiconductor
company.  Conexant's comprehensive portfolio of innovative
semiconductor solutions includes products for imaging, audio,
embedded-modem, and video applications.  Outside the United
States, the Company has subsidiaries in Northern Ireland, China,
Barbados, Korea, Mauritius, Hong Kong, France, Germany, the United
Kingdom, Iceland, India, Israel, Japan, Netherlands, Singapore,
and Israel.

As of January 1, 2010, the Company had total assets of
$273.747 million, total liabilities of $340.397 million, and a
shareholders' deficit of $66.650 million.


CRESCENT GARDENS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Crescent Gardens Associates, LLC
        1622 Independence Road
        Camden, NJ 08104

Bankruptcy Case No.: 10-45677

Chapter 11 Petition Date: November 17, 2010

Court: United States Bankruptcy Court
       District of New Jersey (Camden)

Judge: Judith H. Wizmur

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

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

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

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

The petition was signed by David Connolly, president of Crescent
Manager Corp., Debtor's manager.


CRYSTAL CATHEDRAL: Creditors Balk at Pay for Relative of Founder
----------------------------------------------------------------
Unsecured creditors of Crystal Cathedral Ministries, which was
founded by Robert H. Schuller in 1955, are balking at $71,758 in
compensation the church wants to provide a Schuller family member
who appears to work only part time, Dow Jones' Small Cap reports.

According to the report, the official committee of unsecured
creditors formed in Crystal Cathedral's bankruptcy case said that
the Garden Grove, Calif., church has so far filed insider-
compensation requests on behalf of 13 Schuller family members.
But, the report relates, a request for one member in particular
shouldn't be approved because his role could be done for free by
volunteers, the committee said.

At issue is a proposal to pay pastor William Gaultiere $61,955,
plus medical and life-insurance benefits that the committee
contends amounts to $9,802, the report notes.

Dow Jones' says that Mr. Gaultiere's job description states that
he leads spiritual formation ministries, developing spiritual
leaders and helping them to 'be with Jesus in order to become like
him,' according to the committee.

                   About Crystal Cathedral

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

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


DEMAS YAN: Insider Creditors Barred From Filing Tardy Claims
------------------------------------------------------------
The Hon. Thomas E. Carlson declines to grant an extension of time
to permit Thai Ming Chiu and Cheuk Tin Yan to file late claims in
Demas Yan's Chapter 7 bankruptcy case.  The Chapter 7 bankruptcy
case has been pending for nearly six years.  The claims bar date
expired on January 23, 2007.  Judge Carlson notes both claimants
had adequate notice of the claims bar date, yet Mr. Chiu failed to
file a claim until two years and nine months after the bar date,
and the Debtor's Father failed to file a claim until three years
and one month after the bar date.  The Court also notes the
Debtor's Father is an insider, and Mr. Chiu is someone who lives
with and shares a joint bank account with someone the Debtor
described in his sworn Statement of Financial Affairs as an
"insider."

A copy of Judge Carlson's memorandum, dated November 17, 2010, is
available at http://is.gd/hA1yDfrom Leagle.com.

Demas Yan filed a Chapter 11 bankruptcy petition (Bankr. N.D.
Calif. Case No. 04-33526) on November 17, 2010.  The case was
converted to chapter 7 on September 15, 2006.


DIGITILITI INC: Posts $795,600 Net Loss in September 30 Quarter
---------------------------------------------------------------
Digitiliti, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $795,638 on $555,386 of revenue for
the three months ended September 30, 2010, compared with a net
loss of $695,191 on $760,017 of revenue for the same period last
year.

The Company has an accumulated deficit of $25.1 million as of
September 30, 2010.

The Company's balance sheet at September 30, 2010, showed
$1.6 million in total assets, $2.2 million in total liabilities,
and a stockholders' deficit of $605,063.

MaloneBailey, LLP, in Houston, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's 2009 results.  The independent auditors noted that
the Company has suffered losses from operations and has a working
capital deficit.

                      About Digitiliti, Inc.

St. Paul, Minnesota-based Digitiliti, Inc.'s business is
developing and delivering storage technologies and methodologies
enabling its customers to manage, control, protect and access
their information and data with ease.  The Company's core business
is providing a cost effective on-line data protection solution to
the small to medium business ("SMB") and small to medium
enterprise ("SME") markets through its DigiBAK service.  This on-
line data protection solution helps organizations properly manage
and protect their entire network from one centralized location.


DISPLAY GROUP: "Small Business" Deadlines Run From Petition Date
----------------------------------------------------------------
The Hon. Alan S. Trust declares Display Group, Inc., a "small
business debtor" and the case a "small business case," at the
behest of the United States Trustee.  Judge Trust says all
deadlines which run from the petition date or the order for relief
all run from July 15, 2010.

The Debtor did not object to its designation as a small business
debtor and the case as a small business case, but asked that the
deadlines applicable in a small business case take effect as of
the date of the designation as a small business case, rather than
as of the petition date.

A copy of Judge Trust's memorandum opinion, dated November 16,
2010, is available at http://is.gd/hzV5ffrom Leagle.com.

Display Group, Inc., filed a voluntary Chapter 11 petition (Bankr.
D. D.C. Case No. 10-75502) on July 15, 2010.  In its petition, the
Debtor checked the box that states "Debtor is not a small business
debtor as defined in 11 U.S.C. Sec. 101(51D)."  The Debtor listed
total assets of $141,600 and total debts of $349,866, including
unsecured priority claims totaling $194,512, which consists of
$183,111 owed to the Internal Revenue Service, and $11,401 owed to
the New York State Department of Taxation and Finance.  The only
assets listed by the Debtor are various personal properties; no
real property was listed.

Macco & Stern, LLP, serves as counsel for the Debtor.

The U.S. Trustee was unable to appoint a Committee of Unsecured
Creditors pursuant to 11 U.S.C. Sec. 1102(a).

On August 25, 2010, the Court entered an order establishing
November 5, 2010, as the last day to file proofs of claims against
Debtor.


DORAL ENERGY: MaloneBailey LLP Raises Going Concern Doubt
---------------------------------------------------------
Doral Energy Corp. filed on November 15, 2010, its annual report
on Form 10-K for the fiscal year ended July 31, 2010.

MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has negative working
capital and recurring losses from operations.

The Company reported a net loss $13.80 million on $1.66 million
for fiscal 2010, compared with a net loss of $1.91 million on
$1.83 million of revenue for fiscal 2009.

The Company's balance sheet at July 31, 2010, showed $2.84 million
in total assets, $2.64 million in total liabilities, and
stockholders' equity of $191,756.

On June 15, 2010, the Company completed the sale of the Hanson
Properties for a total purchase price of $10,370,990.  The Company
used the sales proceeds from the Hanson Sale to repay the
Macquarie loan of $6.5 million toward principal and interest and
purchased the Stearns Properties for $1.7 million.  The rest of
the proceeds were used for working capital.

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

               http://researcharchives.com/t/s?6f48

                        About Doral Energy

Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/-
- is an oil and gas exploitation and production company
headquartered in Midland, Texas.


DOUGLAS ASPHALT: District Court Affirms Chapter 7 Conversion
------------------------------------------------------------
The Hon. Lisa Godbey Wood, Chief District Judge of the United
States District Court for the Southern District of Georgia,
affirmed Bankruptcy Court Judge John S. Dalis' order converting
Douglas Asphalt Company's Chapter 11 case to Chapter 7.  The
Debtor's appeal is denied.

Douglas Asphalt, founded in 1971 by principal owner and president
Joel Spivey, was once a successful contractor for a number of
state and federal highway construction projects.  In 2006, the
Debtor had 550 employees, 10 asphalt plants, and generated gross
revenue of approximately $140 million.

Applied Technical Services, an industrial testing company,
reported that the asphalt the Debtor was using on road projects
did not meet state requirements.  Third parties that had issued
performance bonds on such projects completed the work at their own
expense and generated substantial claims against the Debtor.  As a
result of its problems, the Debtor laid off all of its employees
and ceased business operations in 2007 and began pursuing legal
claims against various parties.  In a lawsuit against Applied
Technical Services, the Debtor won a judgment for $150 million.
The Debtor continues to pursue other legal claims.

On December 2, 2009, the Debtor's largest creditors, whose claims
total about $162 million, filed an involuntary Chapter 7
bankruptcy petition against it.  The Debtor, reporting debts of
about $220 million, filed a motion for relief under Chapter 11,
which the bankruptcy court granted.

On February 5, 2010, the U.S. Trustee's office conducted a meeting
of creditors and stated that the Debtor had virtually no equity in
its real property or equipment and had no employees, construction
contracts, or significant cash flow.  The U.S. Trustee appointed a
Chapter 11 trustee on February 17, 2010, and sought Chapter 7
conversion.

A copy of the District Court's order dated November 16, 2010, is
available at http://is.gd/hzXKjfrom Leagle.com.


EATONVILLE PROPERTIES: Case Summary & 2 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Eatonville Properties, LLC
        16105 64th St. E.
        Sumner, WA 98390

Bankruptcy Case No.: 10-49510

Chapter 11 Petition Date: November 17, 2010

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

Judge: Brian D. Lynch

Debtor's Counsel: N. Brian Hallaq, Esq.
                  BTA LAW GROUP
                  31811 Pacific Highway S. Suite B101
                  Federal Way, WA 98003
                  Tel: (206) 423-9592
                  E-mail: bhallaq@btalawgroup.com

Scheduled Assets: $600,000

Scheduled Debts: $1,629,123

A list of the Company's two largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wawb10-49510.pdf

The petition was signed by Ronald D. Newman, member/manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Ronald D. Newman                       10-48209   10/10/10


EIGHT BULLS: Ch. 7 Trustee May Avoid Interests in Property
----------------------------------------------------------
In ANDREA DOBIN, Trustee, Plaintiff, v. TIMOTHY J. SHEEHAN and
BARBARA E. SHEEHAN, Defendants (Bankr. D. N.J. Adv. Proc. Case No.
10-1994), Ms. Dobin, as Chapter 7 Trustee for Eight Bulls, LP,
seeks summary judgment to avoid the interests of Timothy and
Barbara Sheehan in certain property listed on the Debtor's
bankruptcy petition.  The Hon. Raymond T. Lyons rules that,
because (1) the deeds to the Sheehans were not recorded as of the
date of the Debtor's petition, (2) New Jersey state law allows a
bona fide purchaser to take free of unrecorded interests, and (3)
the Bankruptcy Code provides Ms. Dobin with the rights and powers
of a bona fide purchaser, Ms. Dobin may avoid the Sheehans'
interests.

A copy of Judge Lyon's order, dated November 18, 2010, is
available at http://is.gd/hzZZDfrom Leagle.com.

Eight Bulls, LP, filed a Chapter 11 bankruptcy petition (Bankr. D.
N.J. Case No. 09-29356) on July 27, 2009, listing ownership of
certain real property in Princeton Township, Mercer County, New
Jersey.  On January 29, 2010, the case was converted to Chapter 7.


ELEPHANT TALK: Posts $25.85MM Net Loss in Third Quarter
-------------------------------------------------------
Elephant Talk Communications, Inc., and its subsidiaries incurred
a net loss of $25,846,225 for the three months ended September 30,
2010, compared with a net loss of $5,630,633 for the same period
last year.

The Company's balance sheet at September 30, 2010, showed
$41,687,887 in total assets, $69,794,315 in total liabilities and
a $28,106,428 stockholders' deficit.  The Company has an
accumulated deficit of $114,877,217 including a net loss of
$52,542,944 for the nine months ended September 30, 2010.

The Company has relied on a combination of debt and equity
financing to fund ongoing cash requirements.  In the first nine
months of 2010 the Company has received loans in the total amount
of $2,518,220 from QAT II Investments, SA, a related party
investment fund.  The Company also raised $2,885,000 in a bridge
financing of units consisting of common stock, no par value, and
warrants exercisable into common stock, with accredited investors.
Subsequent to the Bridge Financing, the Company conducted a
private placement of units consisting of shares of its common
stock and warrants to accredited investors which resulted in gross
proceeds of $6,459,800 in the second quarter 2010, $1,927,750 in
the third quarter and $5,612,450 in October 2010 bringing the
total gross proceeds of the Private Placement Offering to
$14,000,000.  Following the closing of the 2010 Private Placement
Offering, the promissory notes and loans of the Company
outstanding to QAT and QAT II automatically converted into equity
in the amount of $8,125,571 by delivery of units consisting of
shares of its common stock and warrants to purchase shares of
common stock.

Excluding the final closing of the 2010 Private Placement
Offering on October 8, 2010, through September 30, 2010, the
Company has raised gross proceeds of approximately $13.8 million
consisting of $2.5 million in convertible debt and $11.3 million
in equity, resulting in total net proceeds to us of approximately
$12.2 million.

The Company believes that its cash balance at September 30, 2010,
in combination with the additional funding received so far in
2010, cash generated from operations, expected additional
revenues, repayment of certain debt as well as continued
investment in capital expenditures will last the Company until
first quarter 2011.  Considering its share price development and
upcoming achievements the Company expects warrants to purchase
stock in its company to be exercised, which would provide
sufficient funds until at least fourth quarter 2011.

As reported in the Troubled Company Reporter on April 7, 2010,
BDO Seidman, LLP, expressed substantial doubt about the Company's
ability to continue as a going concern, following the Company's
results for 2009.  The independent auditors noted that the Company
incurred a net loss of $17.4 million, used cash in operations of
$5.4 million and had an accumulated deficit of $62.3 million.

In the Form 10-Q, Elephant Talk stated, "Although the Company has
previously been able to raise capital as needed, the capital may
not continue to be available at all, or if available, on
reasonable terms at the moments the Company needs it.  Further,
the terms of the financing may be dilutive to existing
shareholders or otherwise on terms not favorable to the Company or
existing shareholders.  The current global financial situation may
offer additional challenges to raising the required capital.  If
the Company is unable to secure additional capital, as
circumstances require, or does not succeed in meeting its sales
objectives the Company may not be able to continue operations.  As
of September 30 2010, these conditions raised substantial doubt
from the Company's auditors as to its ability to continue as a
going concern."

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6f56

                       About Elephant Talk

Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.


ENTERGY NEW: Moody's Affirms 'B1' Preferred Stock Rating
--------------------------------------------------------
Moody's Investors Service assigned a senior secured rating of Baa3
to Entergy New Orleans' new issuance of first mortgage bonds, to
be used to refund $25 million of outstanding 6.75% First Mortgage
Bonds due in 2017.  Concurrent with this rating assignment,
Moody's affirmed all of Entergy New Orleans' existing ratings,
including its Baa3 senior secured; Ba2 Issuer Rating; and B1
preferred stock rating.  The rating outlook is stable.

"The ratings of Entergy New Orleans reflect strong financial and
cash flow coverage metrics and the steady recovery of the utility
over the last several years from the devastation caused by
Hurricane Katrina in 2005", said Michael G. Haggarty, Senior Vice
President.  Financial metrics have fully recovered to levels
experienced by the company in the years preceding the storm,
including CFO pre-working capital interest coverage averaging 5.4
times from 2007 to 2009 and CFO pre-working capital to debt
averaging 29.6% over the same period.  The company's financial and
operational recovery is partly attributable to the receipt of
community development block grant funds and insurance proceeds
following the storm, as well as credit supportive regulatory
decisions on the part of the New Orleans City Council in recent
years.  The company's regulatory framework includes a three-year
formula rate plan with its most recent filing resulting in an
electric rate decrease of $18 million and no change in gas rates
as of October 2010.  The rate reduction was partially due to the
strong recovery of the utility and the City of New Orleans itself
since the 2005 storm.  Entergy New Orleans resumed paying
dividends to the parent company in 2009 with $32.9 million paid
that year and $31.2 million paid during the first nine months of
FY 2010.

Offsetting the utility's strong financial performance and
generally supportive regulatory environment is the utility's small
size, a highly concentrated service territory in an area
vulnerable to additional storms, and large capital expenditure
requirements for the maintenance of existing assets, transmission,
load growth, and the eventual replacement of a gas system damaged
by Katrina-related flooding.  These factors are a significant
constraint on the ratings and are the primary reasons that the
company's Issuer Rating remains at the below investment grade Ba2
level.

Entergy New Orleans' liquidity is supported by approximately
$100 million of cash on hand as of September 30, 2010, as well as
strong internal cash flow.  However, it does not maintain a bank
facility of its own and relies entirely on its participation in
the Entergy system money pool for any short-term funding needs
over and above what it can provide from internal sources.  Entergy
Corporation maintains a $3.5 billion credit facility expiring in
August 2012, which had approximately $1.8 billion outstanding as
of September 30, 2010.

The rating outlook of Entergy New Orleans is stable, reflecting
Moody's expectation that the company will continue to maintain
adequate financial flexibility and generate financial metrics that
are strong for its current rating; that costs incurred for the
long-term rebuilding of the gas system will be manageable; and
that the company will continue to benefit from the recovery of the
City of New Orleans and reasonably credit supportive regulatory
treatment.

The rating is unlikely to be upgraded in the near to intermediate
term as it remains highly constrained by the utility's small size,
the loss of a significant portion of its customer base, its
vulnerability to additional storms, and the large capital
requirements needed to rebuild the gas system.  The rating also
does not incorporate any lift or support from its position as part
of the Entergy system.

The rating could be lowered if substantial debt is incurred to
finance the rebuilding of its gas system; if its service territory
is seriously affected by another major storm; or if there is a
sustained decline in financial metrics, including a CFO pre-
working capital interest coverage below 2.7 times or a CFO pre-
working capital to debt below 13%.

Ratings assigned:

  -- Entergy New Orleans $25,000,000 First Mortgage Bonds 5.10%
     Series due December 1, 2020 at Baa3.

Ratings affirmed:

  -- Entergy New Orleans' Baa3 senior secured; Ba2 Issuer Rating;
     and B1 preferred stock rating.

Entergy New Orleans, Inc., is the smallest of the six operating
utility subsidiaries of New Orleans-based Entergy Corporation with
a service territory limited to the City of New Orleans.


ESP RESOURCES: Posts $776,500 Net Loss in September 30 Quarter
--------------------------------------------------------------
ESP Resources, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $776,474 on $1.31 million of revenue for
the three months ended September 30, 2010, compared with a net
loss of $2.00 million on $760,504 of revenue for the same period
last year.

As of September 30, 2010, the Company had negative working capital
of $602,457.

"We will require additional funds to implement our growth
strategy.  To date, we have had negative cash flows from
operations and we have been dependent on sales of our equity
securities and debt financing to meet our cash requirements.  We
expect this situation to continue for the foreseeable future."

The Company's balance sheet at September 30, 2010, showed
$3.58 million in total assets, $3.41 million in total liabilities,
and stockholders' equity of $172,531.

MaloneBailey, LLP, in Houston, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's 2009 results.  The independent auditors noted that
the Company has incurred losses through December 31, 2009, and has
negative working capital.

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

               http://researcharchives.com/t/s?6f3d

Scott, La.-based ESP Resources, Inc., is a custom formulator of
specialty chemicals for the energy industry through its wholly
owned subsidiary, ESP Petrochemicals, Inc.


FGBC BANCSHARES: Posts $3.4 Million Net Loss in Q3 2010
-------------------------------------------------------
FGBC Bancshares, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $3.4 million on $5.4 million of revenue
for the three months ended September 30, 2010, compared with a net
loss of $10.3 million on $5.9 million of revenue for the same
period last year.

Effective August 11, 2010, the Company's bank subsidiary First
Georgia Banking Company entered into a Stipulation and Consent
Agreement with the Georgia Department of Banking and Financing,
and acknowledged by the FDIC, agreeing to the issuance of a
Consent Order.  "Our future viability is subject to the Bank's
ability to successfully operate under the terms of the Order,
which requires the Bank to take a number of affirmative steps
including, among other things, achieving and maintaining a Tier 1
capital to total assets ratio of at least 8.0%," the Company said
in the filing.

As of September 30, 2010, the Company was considered
"undercapitalized," under regulatory guidelines.

The Company's balance sheet at September 30, 2010, showed
$802.1 million in total assets, $776.4 million in total
liabilities, and stockholders' equity of 25.7 million.

Mauldin & Jenkins, LLC, in Atlanta, Ga., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
significant losses from operations due to the economic downturn,
which has resulted in declining levels of capital.

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

               http://researcharchives.com/t/s?6f3e

                      About FGBC Bancshares

FGBC Bancshares, Inc., operates as the holding company for First
Georgia Banking Company, a full service commercial bank
headquartered at 101 Main Street, Franklin, Georgia 30217 (Heard
County).  The Bank's primary service area includes Banks, Carroll,
Greene, Habersham, Haralson, Heard, Jackson, Muscogee, Oconee and
Whitfield County, Georgia.


FIRST DATA: Note Exchange Offer Cues Moody's 'Caa1' Rating
----------------------------------------------------------
Moody's Investors Service said in response to First Data Corp.'s
announced note exchange offer that it expects the company's new
debt instruments will likely be rated Caa1 assuming that 50% of
the old notes are exchanged.  The final ratings and Loss Given
Default assessments will be determined ultimately by the
allocation between the new and old notes upon completion of the
debt exchange.

The last rating action was on August 11, 2010, when Moody's
assigned a B1 rating to First Data's new $500 million senior
secured first lien notes and affirmed the company's B3 CFR and
existing ratings with a stable outlook.

Based in Atlanta, Georgia, First Data Corp. provides commerce and
payment solutions for financial institutions, merchants, and other
organizations worldwide.


FIRST DATA: Fitch Assigns 'CCC/RR6' Rating to $2.75 Bil. Notes
--------------------------------------------------------------
Fitch Ratings expects to assign a 'CCC/RR6' rating to First Data
Corp.'s proposed issuance of up to $2.75 billion in second lien
notes as part of its recently announced exchange offer.
Specifically, FDC is offering to exchange for each $1,000 par
value senior unsecured note (either the 9.875% cash pay notes due
2015 or the 10.55% PIK notes due 2015) an equivalent principal
amount of notes comprised of $500 of second lien notes and $500 of
new senior unsecured notes.  The new second lien notes may, at the
election of the note holder, be in the form of cash pay notes or
PIK toggle notes (the amount of PIK toggle notes is subject to
minimum and maximum demand thresholds of $500 million and
$1 billion, respectively).

The proposed cash pay second lien notes and new senior unsecured
notes have a maturity date of 2021.  The proposed PIK toggle
second lien notes have a maturity date of 2022.

Fitch would expect the 'CCC/RR6' rating to apply to both the
proposed cash pay second lien notes as well as the potential PIK
toggle second lien notes.  In addition, Fitch expects to rate the
new senior unsecured notes 'CCC/RR6'.

Fitch expects that these current ratings for FDC would also be
affirmed post the exchange offer:

  -- Long-term Issuer Default Rating 'B';

  -- $2 billion senior secured revolving credit facility due 2013
     'BB-/RR2';

  -- $11.9 billion senior secured term loan B due 2014 'BB-/RR2';

  -- $510 million 8.875% senior secured notes due 2020 'BB-/RR2';

  -- $3.75 billion 9.875% senior unsecured notes due 2015
     'CCC/RR6';

  -- $3.5 billion 10.55% senior unsecured notes with four-year
     mandatory paid-in-kind interest due 2015 'CCC/RR6'; and

  -- $2.5 billion 11.25% senior subordinated notes due 2016
     'CC/RR6'.

The Rating Outlook is Stable.

Total liquidity as of Sept. 30, 2010, was solid and consisted of
$442 million in cash and $1.7 billion available under a $2 billion
senior secured RCF that expires September 2013.  The reduced
availability under the RCF partially reflects approximately
$230 million which was provided by an affiliate of Lehman Brothers
and is no longer available to be borrowed upon in addition to
letters of credit currently outstanding.  Approximately
$203 million of cash is held by Bank of America Merchant Services
and IPS (a discontinued business segment) and is not available for
general corporate purposes.

Total debt as of Sept. 30, 2010, was approximately $22.7 billion
and consisted primarily of these: i) $11.9 billion outstanding
under a secured term loan B maturing September 2014;
ii) $3.75 billion in 9.875% senior unsecured notes maturing
September 2015; iii) $3.5 billion in 10.55% notes maturing
September 2015 with mandatory PIK interest through September 2011
and cash interest thereafter; iv) $2.5 billion of 11.25% senior
subordinated notes maturing September 2016; and v) $510 million in
8.875% senior secured notes due August 2020.  In addition, the
parent company of FDC, First Data Holdings, Inc., has outstanding
$1 billion original value senior unsecured PIK notes due 2016.

The Recovery Ratings for FDC reflect Fitch's recovery expectations
under a distressed scenario, as well as Fitch's expectation that
the enterprise value of FDC, and hence recovery rates for its
creditors, will be maximized in a restructuring scenario (as a
going concern) rather than a liquidation scenario.  In deriving a
distressed enterprise value, Fitch applies a 15% discount to FDC's
estimated operating EBITDA (adjusted for equity earnings in
affiliates) of approximately $2.2 billion for the latest 12 months
ended Sept. 30, 2010, which is equivalent to Fitch's estimate of
FDC's total interest expense and maintenance capital spending.
Fitch then applies a 6x distressed EBITDA multiple, which
considers FDC's prior public trading multiple and that a stress
event would likely lead to multiple contraction.  As is standard
with Fitch's recovery analysis, the revolver is fully drawn and
cash balances fully depleted to reflect a stress event.  The 'RR2'
for FDC's secured bank facility and senior secured notes reflects
Fitch's belief that 71%-90% recovery is realistic.  The 'RR6' for
FDC's second lien, senior and subordinated notes reflect Fitch's
belief that 0%-10% recovery is realistic.  The 'CC/RR6' rating for
the subordinated notes reflects the minimal recovery prospects and
inherent subordination in a recovery scenario.


FIRST MIDWEST: Fitch Downgrades Subordinated Debt Rating to 'BB+'
-----------------------------------------------------------------
Fitch Ratings has removed from Rating Watch Negative and
downgraded the long-term Issuer Default Ratings of First Midwest
Bancorp, Inc., and its subsidiary, First Midwest Bank, to 'BBB-'
from 'BBB'.  The Rating Outlook is Negative.

The rating action reflects Fitch's ongoing concerns related to
commercial real-estate, as articulated in Fitch's special report
'U.S. Bank CRE Exposure Review' dated Nov. 16, 2009.  Fitch's
regards the CRE performance as a lagging indicator of the broader
economic environment.  Under Fitch's framework, Fitch regards FMBI
to be relatively more susceptible to further deterioration in CRE
performance and valuation over the foreseeable future versus
other 'BBB' rated institutions given its concentration of CRE.
As such, FMBI may continue to operate with a comparatively higher
level of nonperforming assets, which would constrain profitability
versus historical averages for a longer period than Fitch had
previously anticipated.  Fitch notes that FMBI's CRE concentration
($2.82 billion or 50% of total loans, and 62.6% excluding covered
loans at Sept. 30, 2010) is much larger than many 'BBB+' and 'BBB'
rated peers, particularly relative to tangible common equity.  As
such, in Fitch's opinion, FMBI may lag peers in producing
normalized earnings and profitability due to this concentration.

Fitch's rating action incorporates FMBI's improved capital
position following its $207 million equity raise earlier in the
year, which provides absorption for potential losses stemming from
problematic loans.  At 3Q'10, FMBI's tangible common equity ratio
improved to 8.34% from 6.32% year-end 2009.

The Negative Outlook reflects the view that FMBI's financial
profile will remain pressured over the coming quarters.  Although
the company has generated marginal earnings to date, this reflects
in part harvesting of non-recurring securities gains.  That said,
Fitch notes that FMBI has added earning assets through the
completion of three FDIC-assisted acquisitions within its
footprint that has added about $883 million in assets.  Fitch's
ratings have recognized the company's historically strong pre-
provision net revenue and net interest margin; however, these
measures could come under pressure if asset quality were to weaken
further.  Fitch will continue to monitor progress with FMBI's
asset remediation strategy.  To the extent FMBI is able to
accelerate resolution of its problem assets, without materially
affecting capital, the Outlook could be revised to Stable.
Ratings may be negatively affected if inflows of problem loans
were to show an increasing trend.

Based in Itasca, IL, FMBI is a $7.7 billion bank holding company
that operates within the suburban Chicago markets offering
traditional banking products, trust, insurance, and investment
management services through its primary bank subsidiary, First
Midwest Bank.  The company maintains a small presence in the Quad
Cities along the Illinois/Iowa border and in Central Illinois.
FMBI operates 93 branches throughout the Chicago metropolitan
statistical area.

Fitch removed from Rating Watch Negative, downgraded, and assigned
a Negative Outlook to these ratings:

First Midwest Bancorp, Inc.

  -- Long-term IDR to 'BBB-' from 'BBB';
  -- Short-term IDR to 'F3' from 'F2';
  -- Subordinated debt to 'BB+' from 'BBB-';
  -- Preferred stock to 'BB' from 'BB+'.

First Midwest Bank

  -- Long-term IDR to 'BBB-' from 'BBB';
  -- Short-term IDR to 'F3' from 'F2';
  -- Long-term deposits to 'BBB' from 'BBB+';
  -- Short-term deposits to 'F3' from 'F2'.

First Midwest Capital Trust I

  -- Preferred stock downgraded to 'BB' from 'BB+'.

Fitch removed from Rating Watch Negative and affirmed these
ratings:

First Midwest Bancorp, Inc.

  -- Individual at 'C';
  -- Support '5';
  -- Support floor 'NF'.

First Midwest Bank

  -- Individual at 'C';
  -- Support '5';
  -- Support floor 'NF'.


FUNDAMENTAL PROVISIONS: Can Sell Port Vincent Property to Pay Debt
------------------------------------------------------------------
The Hon. Douglas D. Dodd of the U.S. Bankruptcy Court for the
Middle District of Louisiana authorized Fundamental Provisions,
LLC to sell to sell certain real property located in Port Vincent,
Louisiana to Darryl Zachary for $25,001.

Port Vincent property is subject to a Multiple Indebtedness
Mortgage in favor of First National USA Bank.  As of March 1,
2010, the bank asserted that the Debtors owed it approximately
$925,567 in principal, interest, and late fees.

The net proceeds of the sale will be applied to First National
Bank.  The sale will be free and clear of all liens, claims,
encumbrances and other interest.

                 About Fundamental Provisions, LLC

Gonzales, Louisiana-based Fundamental Provisions, LLC -- fdba
Pollo, Inc., et al. -- filed for Chapter 11 bankruptcy protection
on December 8, 2009 (Bankr. M.D. La. Case No. 09-11897).
Fundamental Provision's affiliates -- Pollo, Inc., and Thaxco,
Inc. -- also filed Chapter 11 bankruptcy petitions.  Barry W.
Miller, Esq., at Heller, Draper, Hayden, Patrick & Horn,
represents the Debtor.  Fundamental Provisions estimated assets at
and debts at $10 million to $50 million.


GELTECH SOLUTIONS: Posts $997,100 Net Loss in September 30 Quarter
------------------------------------------------------------------
Geltech Solutions, Inc., filed its quarterly report on Form 10-Q,
posting a net loss of $997,147 on $28,557 of revenue for the three
months ended September 30, 2010, compared to a net loss of
$657,321 on $287,554 of revenue for the same period ended
September 30, 2009.

As of September 30, 2010, the Company had a working capital
deficit of $1.9 million and an accumulated deficit of
$10.6 million.  The Company used cash from operations of $778,881
during the three months ended September 30, 2010.

The Company's balance sheet at September 30, 2010, showed
$1.0 million in total assets, $2.6 million in total liabilities,
and a stockholders' deficit of $1.6 million.

As reported in the Troubled Company Reporter on October 4, 2010,
Salberg & Company, P.A., in Boca Raton, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2010.  The independent auditors noted that the
Company has a net loss and net cash used in operating activities
in 2010 of $3.5 million and $2.6 million, respectively, and has an
accumulated deficit, a stockholders' deficit and working capital
deficit of $9.6 million, $1.1 million, and $1.7 million,
respectively, at June 30, 2010.

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

               http://researcharchives.com/t/s?6f17

                     About GelTech Solutions

Jupiter, Fla.-based GelTech Solutions. Inc. (OTC Bulletin Board:
GLTC) -- http://www.GelTechsolutions.com/--  is a Delaware
corporation organized in 2006.  The Company creates innovative,
Earth-friendly, cost-effective products that help industry,
agriculture, and the general public accomplish environmental and
safety goals, such as water conservation and the protection of
lives, homes, and property from fires.  The Company's current
business model is focused on the following products: 1)
FireIce(R), a fire suppression product, 2) SkinArmor(TM), an
ointment used for protecting skin from direct flame and high
temperatures, and 3) Soil2O(TM), a line of agricultural moisture
retention products.


GEOKINETICS INC: Discloses Compliance With October Covenants
------------------------------------------------------------
Geokinetics, Inc. complied with the consolidated total revenue and
consolidated cumulative EBITDA covenants related to the revolving
credit facility for the month ending October 31, 2010.

The Company received waivers of the covenants it was unable to
meet at September 30, 2010.  In connection with these waivers, the
Company amended its revolving credit facility, which among other
things, requires that the Company adhere to monthly consolidated
total revenue and consolidated cumulative EBITDA targets
commencing with the month ending September 30, 2010 through the
month ending November 30, 2010.  The Company has complied with the
revised monthly covenants for the months ending September 30 and
October 31, 2010, and currently believes it should be in
compliance with the covenants for the month ending November 30,
2010. However as previously disclosed, based on the Company's
current forecast and despite improving activity levels, the
Company believes it is likely that it will not be able to maintain
the original covenants required at the December 31, 2010
measurement date and possibly beyond, which are based on results
from the trailing twelve months.  As such, the Company is
currently in discussions with its lenders about potential
solutions that would provide future covenant relief.

                        About Geokinetics Inc.

Geokinetics Inc. is a leading provider of seismic data
acquisition, seismic data processing services and multi-client
seismic data to the oil and gas industry worldwide. Headquartered
in Houston, Texas, Geokinetics is the largest Western contractor
acquiring seismic data onshore and in transition zones in oil and
gas basins around the world. Geokinetics has the crews, experience
and capacity to provide cost-effective world class data to our
international and North American clients.


GLOBOTEK HOLDINGS: Earns $113,100 in September 30 Quarter
---------------------------------------------------------
Globotek Holdings, Inc., filed its quarterly report on Form 10-Q,
reporting net income of $113,118 on $10,773 of revenue for the
three months ended September 30, 2010, compared with a net loss of
$100,387 on $444,193 of revenue for the same period of 2009.

The Company had a working capital deficiency of $3.66 million and
an accumulated deficit of $4.40 million as of September 30, 2010.

The Company's balance sheet as of 2010, showed $1.91 million in
total assets, $5.48 million in total liabilities, and a
stockholders' deficit of $3.57 million.

RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's 2009 results.  The independent auditors noted that at
December 31, 2009, the Company had a working capital deficiency of
$5.35 million and deficiency in stockholders' equity of
$3.33 million and incurred net loss of $2.41 million for the year
ended December 31, 2009.

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

               http://researcharchives.com/t/s?6f5b

Based in Togliatti, Russia, Globotek Holdings, Inc., formerly
Caribbean Villa Catering, Inc., was incorporated under the laws of
the State of Nevada on March 9, 2007.  The Company's principal
activity is the development of the newest technologies of
processing of hydro carbonic raw material, including passing oil
gas, manufacture and realization industrial block-modular mobile
complexes on processing oil passing gas (OPG).  The production
process developed by the Company can be used in operations in the
Russian Federation as well as other parts of the world.


GREEN BANKSHARES: Howard G. Smith-Led Investors File Class Suit
---------------------------------------------------------------
Law Offices of Howard G. Smith, representing investors of Green
Bankshares, Inc. has filed a class action lawsuit in United States
District Court on behalf of a class consisting of all persons or
entities who purchased the securities of Green Bankshares between
January 19, 2010, and November 9, 2010, inclusive.  The class
action lawsuit was filed in the United States District Court for
the Eastern District of Tennessee.  Green Bankshares operates as
the bank holding company for GreenBank, which provides commercial
banking services primarily in Tennessee.

The Complaint charges the Company and certain of its executive
officers with violations of federal securities laws.  The
Complaint alleges that defendants made false and/or misleading
statements and/or failed to disclose: (1) that the Company was
overvaluing the collateral of certain loans; (2) that, as such,
the Company was failing to timely take impairment charges to
reduce the carrying values of certain loans to appropriate market
values; (3) that the Company lacked adequate internal and
financial controls; and (4) that, as a result, the Company's
financial results were materially false and misleading at all
relevant times.

On October 20, 2010, Green Bankshares announced its financial
results for the 2010 fiscal third quarter and disclosed that the
Company's net charge-offs increased on a sequential basis to $36.5
million from $4.9 million in the prior quarter.  Moreover, the
Company indicated that it had engaged an independent third-party
loan reviewer, which contributed to the asset quality-impact
reflected in its third quarter results.  On this news, shares of
the Company declined $2.79 per share, more than 43%, to close on
October 21, 2010, at $3.68 per share, on unusually heavy volume.

Then, on November 9, 2010, after the market closed, the Company
announced that in consultation with the Federal Reserve Bank of
Atlanta, Green Bankshares had given notice to the U.S. Treasury
Department that the Company was 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. Further, the Company disclosed that "two large
relationships totaling approximately $31.4 million, after charge-
offs of $20.7 million," had defaulted during the third quarter.
According to the Company, "these borrowers had been paying
interest only and were current but new appraisals ordered during
the quarter showed collateral shortfalls that caused the Company
to move these relationships to non-accrual and charge them down to
the collateral values."

As a result of this news, shares of the Company declined $1.08 per
share, more than 29.5%, to close on November 10, 2010, at $2.57
per share, on unusually heavy volume.

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.


GREEN EARTH: Posts $2.6 Million Net Loss in September 30 Quarter
----------------------------------------------------------------
Green Earth Technologies, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $2.61 million on $460,000 of revenue
for the three months ended September 30, 2010, compared with a net
loss of $2.71 million on $425,000 of revenue for the same period
of 2009.

As of September 30, 2010, the Company has a working capital
deficit of $746,000 and an accumulated deficit of $47.8 million.

The Company's balance sheet as of September 30, 2010, showed
$4.17 million in total assets, $3.26 million in total liabilities,
and stockholders' equity of $908,000.

As reported in the Troubled Company Reporter on October 4, 2010,
Friedman LLP, in East Hanover, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's results for the fiscal year ended June 30,
2010.  The independent auditors noted that of the Company's
losses, negative cash flows from operations and its limited
ability to pay its outstanding liabilities through 2011.

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

               http://researcharchives.com/t/s?6f5c

                  About Green Earth Technologies

White Plains, N.Y.-based Green Earth Technologies, Inc. (OTC QB:
GETG) -- http://www.getg.com/-- markets, sells and distributes an
array of branded, environmentally-friendly, bio-based performance
and cleaning products to the automotive, outdoor power equipment
and marine markets.


GREENWICH SENTRY: Files for Chapter 11 in Manhattan
---------------------------------------------------
Greenwich Sentry LP, a feeder fund for Bernard L. Madoff
Investment Securities Inc., sought bankruptcy protection from
creditors under Chapter 11 in Manhattan on Nov. 22 (Bankr.
S.D.N.Y. Case No. 10-16229).

The Debtor estimated assets and debts of $100 million to
$500 million.  The largest unsecured creditor is Irving H.
Picard, the trustee for the Madoff estate, asserting claims of
$206 million.

The funds' "immediate objective is to obtain a breathing spell
from the various litigations," Greenwich Sentry General Counsel
Mark McKeefry said in court papers, according to Bloomberg
News.

Bloomberg News notes that in addition to Mr. Picard, investors
brought lawsuits in state court against the fund's managers for
aiding the Madoff fraud.

The investment partnerships used a form of "nontraditional
options trading" implemented by Mr. Madoff, Mr. McKeefry said.

Mr. Madoff was arrested in 2008 for operating the largest Ponzi
scheme in U.S. history.  He is serving a 150-year prison term
after pleading guilty to fraud. The Greenwich funds have been
conducting "good faith" discussions with Picard and will
propose a plan to settle all the suits, Mr. McKeefry said.


HARRISBURG, PA: Pa. Delays Ruling on Special Aid to December
------------------------------------------------------------
American Bankruptcy Institute reports that Pennsylvania delayed a
determination of whether Harrisburg, its capital, is distressed
and eligible for special state aid and oversight, putting off the
decision until next month.

Dow Jones' Small Cap reports that the hearing on Harrisburg Mayor
Linda Thompson's application to the state's oversight program,
known as Act 47, was closed after more testimony from the public
and local officials.  The report relates that attorneys have 10
days to file briefs, and then Department of Community and Economic
Development Secretary Austin Burke will make the decision on
whether to declare Harrisburg distressed after receiving them, and
other records.

Dow Jones' relates that the hearing was first held on Oct. 20, but
state officials decided to continue it because of objections by a
local taxpayer group, Debt Watch Harrisburg.

                     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.


HOPE SPRINGS: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Hope Springs Partners, LLC
        11595 N. Meridian Street
        Carmel, IN 46032

Bankruptcy Case No.: 10-17467

Chapter 11 Petition Date: November 19, 2010

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Anthony J. Metz, III

Debtor's Counsel: Jeffrey J. Graham, Esq.
                  Jerald I. Ancel, Esq.
                  TAFT STETTINIUS & HOLLISTER LLP
                  One Indiana Square, Suite 3500
                  Indianapolis, IN 46204
                  Tel: (317) 713-3500
                  Fax: (317) 713-3699
                  E-mail: jgraham@taftlaw.com
                          jancel@taftlaw.com

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

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

The petition was signed by Robert L. Lauth, Jr., chairman and
chief executive officer.

Debtor's List of three Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Lincoln County Public Works        Trade                    $2,096
115 West Main Street
Lincolnton, NC 28092

Duke Energy Inc.                   Trade                      $478
P.O. Box 70516
Charlotte, NC 28272-0516

AT&T Atlanta GA                    Trade                      $134
P.O. Box 105262
Atlanta, GA 30348


IDO SECURITY: Posts $1.5 Million Net Loss in September 30 Quarter
-----------------------------------------------------------------
IDO Security Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $1.47 million on $15,035 of revenue for
the three months ended September 30, 2010, compared with a net
loss of $1.98 million on $0 revenue for the same period last year.

At September 30, 2010, The Company had accumulated losses of
$35.06 million and a working capital deficiency of $15.12 million.

The Company's balance sheet at September 30, 2010, showed
$2.69 million in total assets, $16.03 million in total
liabilities, and a stockholders' deficit of $13.34 million.

Rotenberg Meril Solomon Bertiger & Guttilla, P.C., in Saddle
Brook, N.J., expressed substantial doubt about the Company's
ability to continue as a going concern, following the Company's
2009 results.  The independent auditors noted that the Company has
not achieved profitable operations, has incurred recurring losses,
has a working capital deficiency and expects to incur further
losses in the development of the business.

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

               http://researcharchives.com/t/s?6f37

IDO Security Inc. is engaged in the design, development and
marketing of devices for the homeland security and loss prevention
markets that are intended for use in security screening procedures
to detect metallic objects concealed on or in footwear, ankles and
feet through the use of electro-magnetic fields.  The Company's
common stock trades on the OTC Bulletin Board under the symbol
IDOI.  The Company is headquartered in New York City.


INDIAN NATIONAL: Owes $275,000 to Apache Gold Casino
----------------------------------------------------
A 35-year old company that stages a series of rodeos leading up to
the finals at South Point in Las Vegas is now in Chapter 11.

Indian National Finals Rodeo, Inc., estimated assets and debts of
less than $1 million.  Debt includes a $275,000 balance on a lease
with the Apache Gold Casino Resort in San Carlos, Ariz., east of
Phoenix, according to greatfallstribune.com.

Indian National filed for Chapter 11 on November 5, 2010 (Bankr.
D. Nev. Case No. 10-31085).
See http://bankrupt.com/misc/nvb10-31085.pdf


INFOLOGIX INC: Posts $4.5 Million Net Loss in September 30 Quarter
------------------------------------------------------------------
InfoLogix, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $4.5 million on $12.0 million of revenue
for the three months ended September 30, 2010, compared with a net
loss of $2.1 million on $22.3 million of revenue for the same
period a year ago.

"As a result of the Company's capital and debt structure and
recurring losses, it has substantial near-term liquidity
requirements related to the repayment of the equipment loan, term
loans and the revolving line of credit that are currently due as a
result of default and earn out payments for past acquisitions.
The Company also is currently in default under a promissory note
issued to a seller in connection with an acquisition and is in
discussions with the holder.  As of  September 30, 2010, the
Company has a working capital deficit of $19.3 million."

The Company's balance sheet as of September 30, 2010, showed
$31.7 million in total assets, $34.7 million in total liabilities,
and a stockholders' deficit of $3.0 million.

As reported in the Troubled Company Reporter on April 21, 2010,
McGladrey & Pullen, LLP, in Blue Bell, Pa., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has suffered recurring losses from
operations, has negative working capital and an accumulated
deficit as of December 31, 2009.

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

               http://researcharchives.com/t/s?6f38

Hatboro, Pa.-based InfoLogix, Inc. (OTC QB: IFLG)
-- http://www.infologix.com/-- provides enterprise mobility
solutions for the healthcare and commercial markets.


INTEGRATED BIOPHARMA: Reports $1,000 Net Loss in Fiscal Q1
----------------------------------------------------------
Integrated BioPharma, Inc., filed a Form 10-Q, reporting a
net loss of $1,000 for the quarter ended Sept. 30, 2010, compared
with net loss of $937,000 for the same period in 2009.  The
decrease in the net loss is the result of an increase in operating
income of $500,000 and a decrease in other expenses, net of
$400,000.

The Company's balance sheet at September 30 showed total assets of
$13,401,000, total liabilities of $18,928,000 and a stockholders'
deficit of $5,527,000.

As published in the Troubled Company Reporter on October 4, 2010,
Friedman, LLP, in East Hanover, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern
following the Company's financial results for the fiscal year
ended June 30, 2010.  The independent auditors noted that he
Company has a working capital deficiency, recurring net losses,
has defaulted on its $7.8 million Notes Payable due on November
15, 2009, and is in the process of seeking additional capital and
renegotiating its Notes Payable obligation.

In the Form 10-Q, the Company stated that for the three months
ended September 30, the Company had operating income of $556,000,
and had positive operating cash flows of $486,000.  As of
September 30, the Company had cash and cash equivalents of
$1,000,000, a working capital deficit of $9,579,000 attributable
to the classification of the amended Notes Payable in the amount
of $7,805,000 which matured on November 15, 2009, the Convertible
Note Payable in the amount of $3,957,000 due in February 2011; and
an accumulated deficit of $49,901,000.

The Company defaulted on the $7,805,000 outstanding amount of
Notes Payable by failing to repay them on the scheduled maturity
date of November 15, 2009.  The Notes Payable are secured by a
pledge of substantially all of the Company's assets.  The Company
received a payment demand for default interest from one of the
holders of the Notes Payable representing approximately 73% of the
outstanding balance.  As of November 15, the Company has not
repaid the Notes Payable or the default interest referenced in the
Notice.  However, the Company and the Holder continue to negotiate
to amend the terms of the Holder's Notes Payable, to, among other
things, (i) extend the maturity date of the Notes Payable to
April 15, 2011; (ii) modify certain covenants; and (iii) require a
pledge by two of the most significant shareholders and directors
of the Company, E. Gerald Kay and Carl DeSantis of additional
collateral, well as limited personal guarantees by them.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?6f14

                  About Integrated BioPharma, Inc.

Integrated BioPharma, Inc., formerly known as Integrated Health
Technologies, Inc. and Chem International, Inc., is engaged in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products.  The Company's
customers are located primarily in the United States.  The Company
also distributes fine natural chemicals through its wholly-owned
subsidiary IHT Health Products, Inc. and is a distributor of
certain raw materials for DSM Nutritional Products, Inc.


JDB DEVELOPMENTS: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: JDB Developments, LLC
        1514 East 87th Street
        Chicago, IL 60619

Bankruptcy Case No.: 10-51419

Chapter 11 Petition Date: November 17, 2010

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

Judge: Eugene R. Wedoff

Debtor's Counsel: O Allan Fridman, Esq.
                  LAW OFFICE OF O. ALLAN FRIDMAN
                  555 Skokie Blvd, Suite 500
                  Northbrook, IL 60062
                  Tel: (847) 412-0788
                  Fax: (847) 412-0898
                  E-mail: afridman@tds.net

Scheduled Assets: $1,797,310

Scheduled Debts: $2,883,668

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-51419.pdf

The petition was signed by Jeremy DM Cowan, member.


J.S. WESTON'S: Files Schedules of Assets & Liabilities
------------------------------------------------------
J.S. Weston's, Inc., has filed with the U.S. Bankruptcy Court for
the Middle District of Florida its schedules of assets and
liabilities, disclosing:

  Name of Schedule                        Assets       Liabilities
  ----------------                        ------       -----------
A. Real Property                        $12,000,000
B. Personal Property                       $882,561
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                       $8,805,787
E. Creditors Holding
   Unsecured Priority
   Claims                                                  $48,000
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                  $91,265
                                        -----------    -----------
      TOTAL                             $12,882,561     $8,945,052

Englewood, Florida-based J.S. Weston's, Inc., filed for Chapter 11
bankruptcy protection on November 11, 2010 (Bankr. M.D. Fla. Case
No. 10-27273).  Rodney L. Salvati, Esq., who has an office in
Venice, Florida, assists the Debtor in its restructuring effort.


J.S. WESTON'S: Lender Asks Court to Prohibit Cash Collateral Use
----------------------------------------------------------------
Virtual Realty Enterprises, L.L.C., asks the U.S. Bankruptcy Court
for the Middle District of Florida to prohibit J.S. Weston's
Inc.'s use of cash collateral.

According to Virtual Realty, it has a first priority mortgage on
five of the parcels and a third priority mortgage on the remaining
four parcels of the Debtor's real property.

The Lender is the successor beneficiary under:

     a. Convertible Note dated April 12, 2004, executed by Debtor
        and Deborah L. Weston for the benefit of Integrity Bank in
        the stated principal amount of $6 million;

     b. Mortgage and Security Agreement, dated April 12, 2004,
        made and delivered to Integrity by the Debtor and D.
        Weston, which grants the Lender, as successor beneficiary,
        liens on or related to certain real property and
        improvements; and

     c. Assignment of Rents, Leases, Profits, and Contracts, dated
        April 12, 2004, made and delivered to Integrity by Debtor
        and D. Weston which grants the Lender, as successor
        beneficiary, the right, title and interest to, among other
        things, all Leases and Rent.

The Lender is the direct counterparty to:

     a. Assignment of Rents, Leases, Profits, and Contracts, and,
        dated August 29, 2008;

     b. Modified Note, dated February 23, 2009, made and delivered
        to the Lender by Debtor and D. Weston in the stated
        principal amount of $5,994,969.68;

     c. Mortgage Modification and Spreading Agreement, dated
        February 23, 2009, made and delivered to the Lender by the
        Debtor and D. Weston; and

     d. UCC Financing Statement No. 200809527934 filed on
        November 13, 2008, with the Office of the Florida
        Secretary of State by Lender, which grants Lender a lien
        on all assets, personal property, and fixtures related to
        the Real Property, including proceeds therefrom.

The Lender objects to the Debtor's use of its cash collateral,
citing that: (a) the Rents are not property of the estate and not
cash collateral; and (b) if the Rents are cash collateral, Lender
does not consent to the use of its cash collateral nor is it
adequately protected.

The Lender says that the Rents are not property of the bankruptcy
estate and not cash collateral because the appointment of the
Receiver and the Final Judgment of Foreclosure divested the
Debtor of the right to use the rents -- a right incident to
ownership -- and the Receiver holds the Rents for the benefit of
the Lender, not the Debtor.

Debtor defaulted under the loan documents.  On August 8, 2009, the
Lender enforced its rights under the Loan Documents by filing with
the Circuit Court of the Twentieth Judicial Circuit, Charlotte
County, Florida, a two count Complaint for Foreclosure and Other
Relief.  On September 20, 2010, after an extended evidentiary
hearing that occurred on two separate days, the State Court
entered an order appointing A.T. Parsons, Jr., as the Receiver for
the Debtor's property.  The state court made specific findings of
fact warranting the appointment of a receiver, which are
compelling as they show that the Debtor is incapable of protecting
and preserving the Property.

The Lender claims that the Debtor has not proposed adequate
protection for use of cash collateral.

The Lender asks the Court to require the Debtor to segregate the
cash collateral and provide the Lender with an accounting of the
Lender's cash collateral since the filing of this bankruptcy
proceeding until a budget has been approved.  The Lender also asks
the Court to allow the Receiver to remain in control of the
Property because retention of the Receiver is in the best
interests of the creditors of this estate.

The Lender is represented by Fowler White Boggs P.A. and Husch
Blackwell LLP.

                        About J.S. Weston's

Englewood, Florida-based J.S. Weston's, Inc., filed for Chapter 11
bankruptcy protection on November 11, 2010 (Bankr. M.D. Fla. Case
No. 10-27273).  Rodney L. Salvati, Esq., who has an office in
Venice, Florida, assists the Debtor in its restructuring effort.
According to its schedules, the Debtor disclosed $12,882,561 in
total assets and $8,945,052 in total liabilities.


J.S. WESTON'S: Section 341(a) Meeting Scheduled for Dec. 16
-----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of J.S.
Weston's, Inc.'s creditors on December 16, 2010, at 2:30 p.m.  The
meeting will be held at United States Courthouse Federal Building,
2110 First Street 2-101, Fort Myers, FL 33901.

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.

Englewood, Florida-based J.S. Weston's, Inc., filed for Chapter 11
bankruptcy protection on November 11, 2010 (Bankr. M.D. Fla. Case
No. 10-27273).  Rodney L. Salvati, Esq., who has an office in
Venice, Florida, assists the Debtor in its restructuring effort.
According to its schedules, the Debtor disclosed $12,882,561 in
total assets and $8,945,052 in total liabilities.


KL ENERGY: Posts $3.2 Million Net Loss in September 30 Quarter
--------------------------------------------------------------
KL Energy Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $3.20 million on $698,317 of revenue for
the three months ended September 30, 2010, compared with a net
loss of $1.93 million on $0 revenue for the same period of 2009.

At September 30, 2010, and December 31, 2009, the Company had
negative working capital of $5.56 million and $6.41 million,
respectively.  The Company had an accumulated deficit of
$14.87 million as of September 30, 2010.

The Company's balance sheet as of September 30, 2010, showed
$4.68 million in total assets, $8.19 million in total liabilities,
and a stockholders' deficit of $3.51 million.

As reported in the Troubled Company Reporter on March 11, 2010,
Ehrhardt Keefe Steiner & Hottman PC, in Denver, 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 and
accumulated deficit of $9.27 million as of December 31, 2009.

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

               http://researcharchives.com/t/s?6f4e

                         About KL Energy

Based in Rapid City, South Dakota, KL Energy Corporation
-- http://www.klenergycorp.com/-- formerly known as Revive-it
Corp., focuses on developing unique technical and operational
capabilities designed to enable the production and
commercialization of biofuel, in particular ethanol from
cellulosic biomass.  The Company also plans to provide contracted
engineering and project development services to third party
customers.


KRYSTAL KOACH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Krystal Koach, Inc.
          dba Krystal Enterprises
        2701 E. Imperial Highway
        Orange, CA 92821

Bankruptcy Case No.: 10-26547

Chapter 11 Petition Date: November 19, 2010

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Robert N. Kwan

Debtor's Counsel: Ron Bender, Esq.
                  10250 Constellation Boulevard, Suite 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: rb@lnbrb.com

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

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

The petition was signed by Edward P. Grech, president.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Krystal Air, LLC                      10-23983            11/03/10

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Union Bank/Diana Wilson             Guaranty            $4,486,227
445 S. Figueroa Street, Suite 403
Los Angeles, CA 90071

Wells Fargo Equipment Finance, Inc. Guaranty            $3,476,684
733 Marquette Avenue, 7th Floor
Minneapolis, MN 55402

Bank of America Leasing & Capital   Guaranty            $1,562,791
2600 West Big Beaver Road
Troy, MI 48084

Thunder Sky                         Loan                  $853,483
139 Hennessy Road
Wanchai Hong Kong, China

US Bancorp Equipment Finance, Inc.  Guaranty              $571,132
13010 SW 68th Parkway
Portland, OR 97223

CIT Equipment Finance, Inc.         Guaranty              $357,539
10201 Centurion Parkway North
Jacksonville, FL 32256

ACC Climate Control                 Trade Debt            $237,616

Freedman Seating Company            Trade Debt            $237,156

Blackhawk Manufacturing Inc.        Trade Debt            $153,327

Finish Masters Paint Supplies       Trade Debt            $141,010

Solomon, Winnett & Rosenfield       Accounting            $116,801
CPA's Inc.                          Services

National Liability and Fire Insuran Lawsuit Claim         $114,651

Wabtec - Vapor                      Trade Debt             $90,645

Quality Metalcraft, Inc.            --                     $82,119

Newport Laminates                   Trade Debt             $79,801

SE-GI Products, Inc.                Trade Debt             $65,459

BASF Corporation                    Trade Debt             $57,018

JPF Glass Stone                     Trade Debt             $56,801

Infinite Innovations                Trade Debt             $55,452

Reliance Steel Company              Trade Debt             $50,903


LA CORTEZ ENERGY: Posts $329,500 Net Loss in September 30 Quarter
-----------------------------------------------------------------
La Cortez Energy, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $329,479 on $251,266 of revenue,
compared with a net loss of $94,926 on $0 revenue for the period
in 2009.

"In the course of our development activities, we have sustained
losses and expect such losses to continue through at least
November 2011," the Company said in the filing.

The Company's balance sheet as of September 30, 2010, showed
$34.2 million in total assets, $13.7 million in total liabilities,
and shareholders' equity of $20.5 million.

BDO Seidman, LLP, in Houston, Texas, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has limited operating history, no
historical profitability, and has limited available funds.

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

               http://researcharchives.com/t/s?6f47

Headquartered in Bogota, Colombia, La Cortez Energy, Inc. (OTC BB:
LCTZ) -- http://www.lacortezenergy.com/-- is an early stage oil
and gas exploration and production company currently pursuing a
business strategy in the energy sector in South America, with an
initial focus on identifying oil and gas exploration and
production opportunities in Colombia.

The Company was incorporated under the name of La Cortez
Enterprises, Inc., on June 9, 2006, in the State of Nevada.  This
entity was originally formed to create, market and sell gourmet
chocolates wholesale and retail throughout Mexico.  This business
has been discontinued.  On February 8, 2008, the Company changed
its name from La Cortez Enterprises, Inc., to La Cortez Energy,
Inc.


LACK'S STORES: Store Closing Sales Begin at All 36 Locations
------------------------------------------------------------
After more than 70 years in business, and under authority of a
U.S. Bankruptcy court, store closing sales are now in progress at
all 36 Lacks Home Furnishings, Inc. stores in Texas.  About
$40 million of top quality furniture, bedding, major appliances,
televisions and home accessories will be liquidated.

Discounts from 30% to 50% are offered on all merchandise at every
Lacks location.  Consumers will benefit from very significant
savings on Lacks' entire stock of furniture for the bedroom,
living room, dining room, kids' room, den and home office.  There
are substantial price reductions on all mattress sets, home
theater entertainment centers and decorative accessories, as well.
In addition, all famous brand televisions and appliances,
including washers, dryers, ranges, refrigerators and dishwashers
are now deeply discounted.

Liquidation of all inventory and store fixtures is being managed
by a joint venture composed of Hilco Merchant Resources, LLC and
SB Capital Group, LLC.

Cory Lipoff, Executive Vice President and Principal at Hilco
Merchant Resources stated, "This is a tremendous opportunity for
home owners and apartment renters to take advantage of truly
compelling discounts on a huge selection of furniture, appliances
and accessories. We anticipate that today's value conscious
consumer will respond very positively to these outstanding savings
on quality home furnishings from a company with a long and proud
history. We expect this will be a short sale."

                        About Lack's Stores

Founded in 1938 by David & Rebecca Lack, Lack's Stores, Inc. --
http://www.lacks.com/-- is one of the largest, independently-
owned retail furniture chains in the United States. Lacks is a
chain of 36 retail stores and operates under the trade styles
Lacks and Lacks Home Furnishings.  The Company sells a complete
line of furnishings for the home including furniture, bedding,
major appliances and home electronics.  The stores are located in
South, Central, and West Texas.

Lack's Stores, Inc., and its units filed for Chapter 11 bankruptcy
protection on November 16 in Victoria, Texas (Bankr. S.D. Texas
Lead Case No. 10-60149), blaming its lenders for no longer wanting
to finance customer accounts.  Attorneys at Vinson & Elkins LLP
serve as bankruptcy counsel.  Lack's Stores estimated assets and
debts of $100 million to $500 million in its Chapter 11 petition.

According to Furniture Today, the Company laid the blame for the
bankruptcy move on its lenders and a credit squeeze.  Court
documents said that despite the retailer's improving operations in
2009 and this year and its gradual pay down of the balance owed on
its senior credit facility, the lenders would not refinance or
restructure its obligations under terms that would allow it to
continue operating, Furniture Today adds.


LACK'S STORES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Lack's Stores, Incorporated
        200 South Ben Jordan
        Victoria, TX 77901

Bankruptcy Case No.: 10-60149

Debtor-affiliates filing separate Chapter 11 petitions:

  Debtor                               Case No.
  ------                               --------
Lack Properties, Inc.                  10-60150
Lack's Furniture Centers, Inc.         10-60151
Merchandise Acceptance Corporation     10-60152

Type of Business: Lack's Stores, Inc. is one of the largest,
                  independently-owned retail furniture chains
                  in the United States. Lacks is a chain of
                  36 retail stores and operates under the
                  trade styles Lacks and Lacks Home Furnishings.
                  The Company sells a complete line of furnishings
                  for the home including furniture, bedding, major
                  appliances and home electronics.  The stores are
                  located in South, Central, and West Texas.

Chapter 11 Petition Date: November 16, 2010

Bankruptcy Court: U.S. Bankruptcy Court
                  Southern District of Texas (Victoria)

Bankruptcy Judge: Jeff Bohm

Debtors' Counsel: Katherine D. Grissel, Esq.
                  Michaela Christine Crocker, Esq.
                  Richard H. London, Esq.
                  VINSON & ELKINS LLP
                  2001 Ross Avenue
                  Suite 3700
                  Dallas, TX 75201
                  Tel.: 214-220-7956
                  E-mail: kgrissel@velaw.com
                          mcrocker@velaw.com
                          rlondon@velaw.com

Debtors'
Claims and
Notice Agent:     Kurtzman Carson Consultants LLC

Estimated Assets: $100 million to $500 million

Estimated Debts : $100 million to $500 million

The petition was signed by Melvin Lack, CEO & president.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity/Person                 Nature of Claim     Claim Amount
  -------------                 ---------------     ------------
Sealy Mattress Company          Trade               $3,051,109
P.O. Box 951721
Dallas, TX 75395-1721

Lane Furniture Industries       Trade               $2,813,675
P.O. Box 1627
Tupelo, MS 38802

Brownchild Ltd Inc.             Trade                 $823,095
1633 Bonnie Brae
Houston,TX 77006

LG Electronics USA, Inc.        Trade                 $791.407

Whirpool                        Trade                 $578,387

Tartone Enterprises Inc.        Trade                 $452,465

Corinthian Inc.                 Trade                 $363,921

SED International               Trade                 $240,596

Steve Silver Company            Trade                 $229,132

Standard Furniture Mfg., Co.    Trade                 $194,327

Global Link Logistics, Inc.     Trade                 $137,733

Michael Nicholas Designs Inc.   Trade                 $134,244

Najarian                        Trade                 $128,617

Oak Furniture West LLC          Trade                 $95,104

Legends Furniture               Trade                 $93,588

Ryder Integrated Logistics,     Trade                 $88,759
Inc.

Progressive Furniture Inc.      Trade                 $84,871

Lifestyle Enterprises           Trade                 $73,937

Presidential                    Trade                 $73,410

Austin American Statesman       Trade                 $72,317


LENNY DYKSTRA: Index Investors Buys Sherwood House for $760,000
---------------------------------------------------------------
Ventura County Star reports that Lenny Dykstra's Lake Sherwood
house was sold to Oregon-based private equity firm Index
Investors, a junior lienholder, for $760,712 at an auction.

According to the report, J.P. Morgan Chase & Co. holds the senior
lien that's about $13.5 million, said Jeff Smith, a managing
member with Index.  Index is negotiating with J.P. Morgan to deal
with that debt.  Mr. Smith said he was the lone bidder at the
Ventura County courthouse.

                        About Lenny Dykstra

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

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

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


LIONCREST TOWERS: Court to Consider Further Cash Use Today
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
will convene a hearing today, November 23,2010 at 10:30 a.m., to
consider Lioncrest Towers, LLC's request for continued use of
Wells Fargo Bank's cash collateral.

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

As reported in the Troubled Company Reporter on September 6, Wells
Fargo asserts a senior mortgage lien and against the Debtor's
residential apartment project in Richton Park, Illinois, known as
Park Towers, pursuant to a senior mortgage indebtedness of
approximately $29.50 million.  Wells Fargo also asserts a security
interest in and lien upon, among other things, the rents being
generated at the Property.

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

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant Wells Fargo a valid, perfected,
enforceable and non-avoidable first priority interest in and lien
and mortgage upon all of the Debtor's assets.

The Debtor will also provide the Wells Fargo any reports or other
information concerning any sale or proposed sale of the Debtor's
assets, well as other financial and other information concerning
the business, financial affairs of the Debtor and the operation of
the collateral.  On the 15th day of each month, the Debtor will
provide the Wells Fargo an operating statement and a weekly cash
flow report.

                   About Lioncrest Towers, LLC

Lioncrest Towers, LLC, owns and operates a residential apartment
project in Richton Park, Illinois, known as Park Towers.  It filed
for Chapter 11 bankruptcy protection on August 17, 2010 (Bankr.
N.D. Ill. Case No. 10-36805).  Richard H. Fimoff, Esq., at
Robbins, Salomon & Patt Ltd, assists the Debtor in its
restructuring effort.  The Debtor estimated assets and debts
at $10 million to $50 million.


LOCAL INSIGHT: Wants to Obtain DIP Financing, Use Cash Collateral
-----------------------------------------------------------------
Local Insight Media Holdings, Inc., et al., seek authority from
the U.S. Bankruptcy Court for the District of Delaware to obtain
postpetition secured financing from a syndicate of lenders led by
JPMorgan Chase Bank, N.A., as administrative, and to use the cash
collateral.

The DIP lenders have committed to provide up to $25 million.  Up
to $7.5 million will be available upon entry of the interim court
order, with the remaining $17.5 million available upon entry of
the final court order.

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

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

Curtis A. Helm, Esq., at Pachulski Stang Ziehl & Jones LLP,
explains that the Debtors need the money to fund their Chapter 11
case, pay suppliers and other parties.

The DIP facility will mature on November 18, 2011.

Each Eurodollar Loan will bear interest for each day during each
interest period with respect thereto at a rate per annum equal to
the Eurodollar Rate determined for the day plus the applicable
margin.  Each Base Rate Loan will bear interest for each day on
which it is outstanding at a rate per annum equal to the
Eurodollar Rate in effect for the day plus the applicable margin.

Upon the occurrence and during the continuance of an event of
default, (i) the principal amount of each Loan or reimbursement
obligation will bear interest at a rate per annum that is equal to
(x) in the case of the Loans, the rate that would otherwise be
applicable thereto pursuant to the foregoing provisions of this
section plus 2% or (y) in the case of reimbursement obligations,
the rate applicable to Base Rate Loans plus 2%, and (ii) any
interest payable on any Loan or reimbursement obligation or any
commitment fee or other amount payable hereunder or under any
other loan document will bear interest at a rate per annum equal
to the rate then applicable to Base Rate Loans plus 2% from the
date of the event of default until the amount is paid in full.

The Debtors have agreed to pay the DIP Agent:

    a. commitment fee for the period from and including the
       closing date to the last day of the commitment period,
       computed at the commitment fee rate on the average daily
       amount of the available commitment of the lender during
       the period for which payment is made, payable monthly in
       arrears on the last business day of each calendar month
       after December 31, 2010, and on the termination date,
       commencing on the first of such dates to occur after the
       date hereof;

    b. arrangement fee; and

    c. DIP Agent fee.

The DIP lien is subject to a $2 million carve-out for U.S. Trustee
and Clerk of Court fees; fees payable to professional employed in
the Debtors' case; and fees of the committee in pursuing actions
challenging the DIP Lenders' lien.

An amount equal to $500,000, which sum will be segregated from the
loan parties' cash on hand as of the Petition Date.  This lien
avoidance carve-out will be available only to the loan parties in
accordance with the provisions of the DIP Agreement, the interim
court order and the final court order and only to investigate and,
if necessary, prosecute an avoidance action to avoid one or more
prepetition liens securing the Prepetition Obligations.  The Lien
Avoidance Carve Out will be senior to all liens securing the DIP
Obligations, the adequate protection liens, all claims and any and
all other forms of adequate protection, liens or claims securing
the DIP Obligations and Prepetition Obligations granted or
recognized as valid, including the liens and security interests
granted to the Prepetition Secured Lenders.

                       Cash Collateral Use

Aside from the DIP financing, the Debtors intend to use the cash
that constitute as collateral of the prepetition lenders.

In April 2008, Local Insight Regatta Holdings, Inc., entered into
a certain credit agreement with JPMorgan Chase Bank, N.A., as
administrative agent for the lenders parties thereto and as
collateral agent for the secured parties thereto.  The Prepetition
Credit Agreement provides for a $337 million senior secured term
loan facility, of which approximately $311 million is outstanding
as of the Petition Date, and a $30 million senior secured
revolving loan facility, of which approximately $26 million is
outstanding as of the Petition Date.

In exchange for the use of cash collateral, the Prepetition Agent
and the Prepetition Secured Lenders are entitled to adequate
protection of their interests in the Prepetition Collateral in an
amount equal to the aggregate diminution in value of the
Prepetition Collateral to the extent of their interests therein,
including without limitation, any diminution resulting from the
sale, lease or use by the Loan Parties of any Prepetition
Collateral.  As adequate protection, the Prepetition Agent and the
Prepetition Secured Lenders are granted (i) a valid, perfected
replacement security interest in and lien on all of the DIP
Collateral; and (ii) superpriority claims with priority in payment
over any and all administrative expenses of the kinds specified or
ordered pursuant to any provision of the U.S. Bankruptcy Code.

The Prepetition Agent will also receive from the Debtors
reimbursement of all fees and expenses incurred or accrued,
whether prior to or after the Petition Date, by the Prepetition
Agent under the Prepetition Loan Documents.

The Debtors will promptly provide to the Prepetition Agent any
written financial information or periodic reporting that is
provided to, or required to be provided to, the DIP Agent or the
DIP Lenders.

Proceeds of any Prepetition Collateral will be turned over by the
Prepetition Agent to the DIP Agent until the Discharge of the DIP
Obligations has occurred.  Upon the Discharge of the DIP
Obligations, the DIP Agent will deliver to the Prepetition Agent
any proceeds of Prepetition Collateral held by it in the same form
as received, with any necessary endorsements or as a court of
competent jurisdiction may otherwise direct.

                       About Local Insight

Wilmington, Delaware-based Local Insight Media Holdings, Inc., is
a publisher of print and online yellow page directories in the
United States.  It filed for Chapter 11 bankruptcy protection on
November 17, 2010, (Bankr. D. Del. Case No. 10-13677).

Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del.
Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr.
D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D.
Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case
No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No. 10-
13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del. Case
No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No. 10-
13678), Local Insight Listing Management, Inc. (Bankr. D. Del.
Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D.
Del. Case No. 10-13725), Regatta Investor Holdings II, Inc.
(Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr.
D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D.
Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del.
Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case
No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No.
10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No. 10-
13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No. 10-
13745) filed separate Chapter 11 petitions.

Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M.
Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Debtors in
their restructuring efforts.  Curtis A. Hehn, Esq., Laura Davis
Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl &
Jones LLP, are the Debtors' co-counsel.

The Debtors' investment banker and financial advisor is Lazard
Freres & Co. LLC.  The Debtors' independent auditor is Deloitte &
Touche LLP.  The Debtors' claims agent is Kurtzman Carson
Consultants LLC.  The Debtors' interim management and
restructuring advisors are Alvarez & Marsal North America, LLC,
and Avarez & Marsal Private Equity Performance Improvement Group,
LLC.

Local Insight Media Holdings estimated assets of less than $50,000
and liabilities of $100 million to $500 million in its Chapter 11
petition.  In its latest Form 10-Q with the Securities and
Exchange Commission, Local Insight Regatta reported consolidated
assets of $796,270,000 against consolidated debts of $669,612,000
as of September 30, 2010.


LOCAL INSIGHT: Chapter 11 Filing Cues Moody's 'D' Rating
--------------------------------------------------------
Moody's Investors Service changed Local Insight Regatta Holdings,
Inc.'s Probability of Default Rating to D from Ca following the
company's announcement that it filed a voluntary petition for
reorganization under Chapter 11 of the U.S. Bankruptcy Code on
November 17, 2010.  The rating outlook was changed from negative
to stable.  Moody's expects to withdraw all ratings for the
company over the near-term.

Downgrades:

Issuer: Local Insight Regatta Holdings, Inc.

  -- Probability of Default Rating, Downgraded to D from Ca

Unchanged:

  -- Corporate Family Rating, unchanged Ca

  -- Senior Secured Revolving Credit Facility due 2014, unchanged
     Caa2, LGD2-28%

  -- Senior Secured Term Loan due 2015, unchanged Caa2, LGD2, 28%

  -- Senior Subordinated Notes due 2017, unchanged C, LGD5, 83%

Outlook Actions:

Issuer: Local Insight Regatta Holdings, Inc.

  -- Outlook, changed to Stable from Negative

                        Ratings Rationale

The downgrade of the PDR to D reflects the company's bankruptcy
filing, which Moody's classifies as a "default" event, consistent
with the "D" Probability of Default rating.  The Ca Corporate
Family Rating and ratings for individual debt instruments were
based on the application of Moody's Loss Given Default framework
utilizing an expected 50% family recovery rate, had previously
been revised to assumed expected loss levels in an expected event
of default scenario, and hence remain unchanged.

Moody's last rating action on Local Insight Regatta occurred on
September 16, 2010 when it downgraded the CFR and PDR, each to Ca,
along with associated instrument rating downgrades.

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

Headquartered in Englewood, Colorado, Local Insight Regatta
Holdings, Inc., is a leading provider of local search advertising
products and services, targeting small and medium-sized
businesses, with a range of lead-generating solutions that enable
consumers to find products and services they need.  The company's
integrated suite of local advertising solutions includes print
Yellow Pages as well as a range of digital advertising products
and services designed to establish, maintain and optimize an
advertiser's online presence.  For the 12 months ended June 30,
2010, the company reported revenues of approximately $554 million.
The company is an indirect, wholly-owned subsidiary of Local
Insight Media Holdings, Inc., whose primary owner is Welsh,
Carson, Anderson & Stowe.


LOCAL INSIGHT: S&P Downgrades Corporate Credit Rating to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Local Insight Regatta Holdings Inc. to 'D' from 'CCC-'.
S&P also lowered all of its issue-level ratings on the company to
'D'.  All of S&P's outstanding recovery ratings remain unchanged.

The ratings downgrade follows Local Insight's announcement that it
and certain of its domestic affiliates have filed for voluntary
petitions for reorganization under Chapter 11 of the U.S.
Bankruptcy Code in the District of Delaware.


MACHINERY MAINTENANCE: William Babut Directed to Return Retainer
----------------------------------------------------------------
The Hon. Walter Shapero directs Nathaniel H. Herdt, Esq., at
William C. Babut, P.C., the Chapter 11 bankruptcy counsel of
Machinery Maintenance Specialists, Inc., to turn over a $4,461
retainer.  The U.S. Trustee filed the Motion, arguing that Babut
had never been properly appointed as counsel for the Debtor.

Machinery Maintenance Specialists filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Mich. Case No. 09-42060) on January 28,
2009.  An order converting the case to Chapter 7 was entered on
June 3, 2009.

On October 26, 2010, Babut tardily filed a Motion for Approval of
Employment of Counsel for Debtor Nunc Pro Tunc Due to
Extraordinary Circumstances.  That Motion noted that the principal
of the Debtor, Arnold Primak, had passed away "in the months after
the Chapter 11 Petition was filed" and that Babut had prepared an
employment application but it was not signed by Mr. Primak prior
to his passing away.

"Counsel had the sole responsibility to timely prepare and file
the application; the record does not indicate any time pressures
of the relevant type; the delay was long and neither explainable
nor excusable; and compensation, if awarded, would clearly
prejudice the unsecured creditors in this Chapter 7 case," Judge
Shapero rules.

A copy of the Court's order dated November 16, 2010, is available
at http://is.gd/hA31vfrom Leagle.com.


MASTER SILICON: Earns $481,000 in September 30 Quarter
------------------------------------------------------
Master Silicon Carbide Industries, Inc., filed its quarterly
report on Form 10-Q, reporting net income of $480,971 on
$3.70 million of revenue for the three months ended September 30,
2010, compared with a net loss of $361,769 on $377,897 of revenue
for the same period of 2009.

The Company had an accumulated deficit of $6.48 million as of
September 30, 2010.

The Company's balance sheet as of 2010, showed $26.78 million in
total assets, $8.62 million in total liabilities, $9.86 million in
Redeemable Preferred Stock-A, $10.00 million in Redeemable
Preferred Stock-B, and a stockholders' deficit of $1.70 million.

Child, Van Wagoner & Bradshaw, PLLC, in Salt Lake City, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has cash flow
constraints, an accumulated deficit, and has suffered recurring
losses from operations.

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

               http://researcharchives.com/t/s?6f59

Lakeville, Conn.-based Master Silicon Carbide Industries, Inc.,
through its indirectly wholly-owned operating subsidiary Yili
China, produces and sells in China high quality "green" silicon
carbide and lower-quality "black" silicon carbide (together,
hereinafter referred to as "SiC").  SiC is a  non-metallic
compound that has special chemical properties and a level of
hardness that is similar to diamonds, is produced by smelting
quartz sand and refinery coke at temperatures ranging from
approximately 1,600 to 2,500 degrees centigrade in a graphite
electric resistance furnace.


MEXICANA AIRLINES: Mexico Judge Accepts Units' Bankruptcy Filing
----------------------------------------------------------------
Adriana Lopez Caraveo and Jonathan J. Levin at Bloomberg News
report that a Mexico judge accepted the bankruptcy filing for
MexicanaClick and MexicanaLink.

MexicanaClick and MexicanaLink are the low-fare subsidiaries of
Grupo Mexicana de Aviacion SA.

According to Bloomberg, the company disclosed the judge's ruling
in an e-mailed statement.

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).


MILLENIUM HOLDINGS: Wisconsin Dist. Court Dismisses Gibson Claim
----------------------------------------------------------------
The Hon. Rudolph T. Randa dismisses ERNEST GIBSON, Minor, by his
guardian ad litem, SUSAN M. GRAMLING, and MILWAUKEE COUNTY
DEPARTMENT OF HEALTH AND HUMAN SERVICES, Plaintiffs, v. AMERICAN
CYANAMID Co., ARMSTRONG CONTAINERS, Inc., E.I. Du PONT de NEMOURS
and Co., MILLENIUM HOLDINGS LLC, NL INDUSTRIES, Inc., ATLANTIC
RICHFIELD Co., and THE SHERWIN WILLIAMS Co., Defendants, case no.
07-C-864 (E.D. Wisc.).

Millenium is in Chapter 11 bankruptcy.  Judge Randa also says
pursuant to the automatic stay of proceedings against Millenium,
Mr. Gibson's claims against Millenium are dismissed without
prejudice.

Plaintiff sued for Mr. Gibson's personal injury caused by
ingesting paint containing white lead carbonate pigment at his
family's residence located at 2904 West Wisconsin Avenue,
Milwaukee, Wisconsin.  Mr. Gibson's residence was constructed in
1919.  Plaintiff is unable to identify the specific manufacturer,
supplier or distributor of the white lead carbonate he allegedly
ingested.  Moreover, Mr. Gibson did not sue every company that
manufactured white lead carbonate pigments and sold them in
Milwaukee or Wisconsin.  Some of the companies that manufactured
white lead carbonate pigments are no longer in existence.

A copy of Judge Randa's decision and order, dated November 15,
2010, is available at http://is.gd/hzWmOfrom Leagle.com.


MMI GENOMICS: Files for Chapter 11 in Delaware
----------------------------------------------
MMI Genomics Inc. filed a Chapter 11 petition with the U.S.
Bankruptcy Court in Wilmington, Delaware, just a few months after
its parent sought bankruptcy protection.

Dow Jones' Small Cap reports that parent company MetaMorphix Inc.
agreed to enter Chapter 11 in September, Adam Hiller, the
bankruptcy attorney for both companies.  The report relates
creditors claiming to be owed $1.7 million under promissory notes
issued in January initially tried to push MetaMorphix into Chapter
7.

If successful, the report notes, a trustee would have been
appointed to liquidate the company's assets and distribute the
proceeds to the creditors.  MetaMorphix acknowledged in court
papers filed in March that it wasn't paying all of its obligations
to the petitioning noteholders as such debts became due, the
report notes.

MMI Genomics Inc. applies genomics technologies to develop
livestock and companion animal products that enhance animal
health.

Beltsville, Maryland-based Metamorphix, Inc. --
http://www.metamorphixinc.com-- a life sciences company, along
with its subsidiary MMI Genomics, Inc., develops tools,
technologies, and products for livestock and companion animal
health and productivity.  The Company offers systems for DNA-based
parent verification and diagnostic testing in livestock and
companion animals.

Metamorphix had been forced into Chapter 7 bankruptcy by 14
creditors who are owed $1.69 million.  The original case was filed
on January 28, 2010, in the U.S. Bankruptcy Court for the District
of Delaware.  Martin T. Fletcher, Esq., at Whiteford, Taylor &
Preston LLP, who represents MetaMorphix, said that the Court
agreed to convert the case from an involuntary Chapter 7 to a
voluntary Chapter 11 case (Bankr. D. Del. Case No. 10-10273).


MMI GENOMICS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: MMI Genomics, Inc.
        4061 Powdermill Road, Suite 320
        Calverton, MD 20705

Bankruptcy Case No.: 10-13775

Chapter 11 Petition Date: November 18, 2010

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Mary F. Walrath

Debtor's Counsel: Adam Hiller, Esq.
                  PINCKNEY, HARRIS & WEIDINGER, LLC
                  1220 N. Market Street, Suite 950
                  Wilmington, DE 19801
                  Tel: (302) 504-1527
                  Fax: (302) 442-7046
                  E-mail: ahiller@phw-law.com

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

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

The petition was signed by Edwin C. Quattlebaum, president and
chief executive officer.

Debtor-affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
MetaMorphix, Inc.                     10-10273            01/28/10

MMI Genomics' List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Celera                             Asset Purchase       $4,038,800
45 West Gude Drive                 Agreement
Rockville, MD 20850

Haussler Office Park               Trade Claim            $513,199
P.O. Box 255205
Sacramento, CA 95865

Sequenom Inc                       Trade Claim            $377,493
3595 John Hopkins Court
San Diego, CA 92121

Agrogenomics                       Unpaid Royalties       $327,715
2399 N. 1000 East Road
Mansfield, IL 61854

Orchid                             Trade Claim            $308,651
P.O. Box 827026
Philadelphia, PA 19182

Illumina, Inc.                     Trade Claim            $244,900

Celera Swine                       Unpaid Royalties       $212,843

Marshfield Clinic                  Unpaid Royalties       $112,308

John Vanvaler                      Employee Liabilities    $83,056

Qiagen, Inc.                       Trade Claim             $45,780

Tomtec                             Trade Claim             $44,752

GBF Medical                        Trade Claim             $41,850

David M. Bebiak                    Trade Claim             $40,000

Douglas A. Galbreath, Inc.         Trade Claim             $26,384
  dba The Printer

Brad Mitchell                      Employee Liabilities    $24,883

USB Corporation                    Trade Claim             $24,757

Perkin-Elmer Sciences              Trade Claim             $23,392

Whatman Inc.                       Employee Liabilities    $22,755

Deb Siler                          Employee Liabilities    $22,041

VWR Scientific                     Trade Claim             $19,518


NEDAK ETHANOL: Posts $2.1 Million in September 30 Quarter
---------------------------------------------------------
NEDAK Ethanol, LLC, filed its quarterly report on Form 10-Q,
reporting a net loss of $2.1 million on $24.4 million of revenue
for the three months ended September 30, 2010, compared with a net
loss of $3.0 million on $20.3 million of revenue for the same
period last year.

The Company's senior credit facility with AgCountry Farm Credit
Services, FLCA for a multiple advance construction loan totaling
$42.5 million requires the Company to maintain certain financial
covenants, including minimum working capital of $6,000,000,
minimum current ratio of 1.20:1.00, minimum tangible net worth of
$41,000,000, minimum owners' equity ratio of 50%, and a minimum
fixed charge coverage ratio of 1.25:1.00, and also includes
restrictions on distributions and capital expenditures.

As of September 30, 2010, the Company was not in compliance with
the working capital covenants, the current ratio requirement, the
tangible net worth requirement and the fixed charge coverage
ratio.

The senior credit facility provides that the construction loan is
to be converted at final acceptance to a permanent ten year term
loan of $32,500,000 and a $10,000,000 revolving term loan.  The
Company is in negotiations with the Lender to convert the loan to
long term financing.  The loan is secured by substantially all the
Company's assets.

The Company's balance sheet as of September 30, 2010, showed
$86.7 million in assets, $54.7 million in total liabilities, and
members' equity of $32.0 million.

As reported in the Troubled Company Reporter on April 14, 2010,
McGladrey & Pullen, LLP, in Sioux Falls, South Dakota, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that there is uncertainty as to the
Company's ability to secure additional funds needed to fund
ongoing operations.

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

               http://researcharchives.com/t/s?6f3c

                       About NEDAK Ethanol

Atkinson, Neb.-based NEDAK Ethanol, LLC
-- http://www.nedakethanol.com/-- operates a 44 million gallon
per year ethanol plant in Atkinson, Nebraska, and produces and
sells fuel ethanol and distillers grains, a co-product of the
ethanol production process.  Sales of ethanol and distillers
grains began in January 2009.


NOWAUTO GROUP: Posts $511,500 Net Loss in September 30 Quarter
--------------------------------------------------------------
NowAuto Group, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $511,543 on $1.1 million of revenue for
the three months ended September 30, 2010, compared with a net
loss of $442,702 on $1.4 million of revenue for the same period
ended September 30, 2009.

The Company's balance sheet at September 30, 2010, showed
$4.6 million in total assets, $13.5 million in total liabilities,
and a stockholders' deficit of $8.9 million.

As reported in the Troubled Company Reporter on October 12, 2010,
Semple, Marchal & Cooper, LLP, in Phoenix, Ariz., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has suffered recurring losses from operations and has a net
capital deficiency.

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

               http://researcharchives.com/t/s?6f34

                      About NowAuto Group

Phoenix, Ariz.-based NowAuto Group, Inc. (NAUG:BB and NWAU.PK)
-- http://www.nowauto.com/-- operates two buy-here-pay-here used
vehicle dealerships in Arizona.  The Company manages all of its
installment finance contracts and purchases installment finance
contracts from a select number of other independent used vehicle
dealerships.


NORTEL NETWORKS: Accuses Genband for Cutting Offer to $143 Million
------------------------------------------------------------------
Bankruptcy Law360 reports that Nortel Networks Corp. has accused
Genband Inc. of drastically and improperly reducing its offer to
purchase the Company's Voice over Internet Protocol and
application solutions unit to $142.9 million.

                     About Nortel Networks

Mississauga, Ontario-based Nortel Networks Corporation (OTC BB:
NRTLQ) -- http://www.nortel.com/-- was, prior to its significant
business divestitures, a global supplier of end-to-end networking
products and solutions serving both service providers and
enterprise customers.  Nortel is currently focused on the
remaining work under the Creditor Protection Proceedings,
including the sale of the remaining businesses, providing
transitional services to the purchasers of Nortel's businesses and
ongoing restructuring matters.

Nortel Networks Limited ("NNL") is Nortel's principal direct
operating subsidiary and its results are consolidated into
Nortel's results.  Nortel holds all of NNL's outstanding common
shares but none of its outstanding preferred shares.  NNL's
preferred shares are reported in noncontrolling interests in the
condensed consolidated balance sheets.

On January 14, 2009, Nortel, NNL and certain other Canadian
subsidiaries obtained an initial order from the Ontario Superior
Court of Justice ("Canadian Court") for credit protection for 30
days, pursuant to the Companies' Creditors Arrangement Act, which
has since been extended to February 28, 2011, and is subject to
further extension by the Canadian Court.  Pursuant to the Initial
Order, the Canadian Debtors received approval to continue to
undertake various actions in the normal course in order to
maintain stable and continuing operations during the CCAA
Proceedings.  The CCAA Proceedings have been recognized by the
U.S. Bankruptcy Court for the District of Delaware as "foreign
proceedings" pursuant to the provisions of Chapter 15 of the U.S.
Bankruptcy Code, giving effect in the U.S. to the stay granted by
the Canadian Court.  A cross-border court-to-court protocol (as
amended) has also been approved by the U.S. Bankruptcy Court and
the Canadian Court.

On January 14, 2009, Nortel Networks Inc. ("NNI"), Nortel Networks
Capital Corporation ("NNCC") and certain other of Nortel's U.S.
subsidiaries ("U.S. Debtors"), other than Nortel Networks (CALA)
Inc. ("NNCI"), filed voluntary petitions under Chapter 11 with the
U.S. Bankruptcy Court for the District of Delaware (Lead Case No.
09-10138).  On July 14, 2009, NNCI, a U.S. based subsidiary that
operates in the CALA region, also filed a voluntary petition for
relief under Chapter 11 in the U.S. Court and thereby became one
of the U.S. Debtors subject to the Chapter 11 Proceedings,
although the petition date for NNCI is July 14, 2009.  On July 17,
2009, the U.S. Court entered an order of joint administration that
provided for the joint administration, for procedural purposes
only, of NNCI's case with the pre-existing cases of the other U.S.
Debtors.

Also on the Petition Date, certain of Nortel's Europe, the Middle
East and Africa ("EMEA") subsidiaries ("EMEA Debtors") made
consequential filings and each obtained an administration order
from the High Court of England and Wales ("English Court") under
the Insolvency Act 1986 ("U.K. Administration Proceedings").  The
U.K. Administration Proceedings currently extend to January 13,
2012, subject to further extension.  All of Nortel's operating
EMEA subsidiaries except those in the following countries are
included in the U.K. Administration Proceedings: Nigeria, Russia,
Ukraine, Israel, Norway, Switzerland, South Africa and Turkey.

The U.K. Administration Proceedings have been recognized by the
U.S. Court as "foreign main proceedings" pursuant to the
provisions of Chapter 15 of the U.S. Bankruptcy Code, giving
effect in the U.S. to the moratorium provided by the Insolvency
Act 1986.

Certain of Nortel's Israeli subsidiaries ("Israeli Debtors")
commenced separate creditor protection proceedings in Israel
("Israeli Administration Proceedings").  On January 19, 2009, an
Israeli court appointed administrators over the Israeli Debtors.

On May 28, 2009, at the request of the U.K. Administrators of
NNSA, the Commercial Court of Versailles, France ("French Court")
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A. ("NNSA") ("French Secondary Proceedings").
The French Secondary Proceedings consist of liquidation
proceedings during which NNSA is no longer authorized to continue
its business operations.

The CCAA Proceedings, the Chapter 11 Proceedings, the U.K.
Administration Proceeding, the Israeli Administration Proceedings
and the French Secondary Proceedings are together referred to as
the "Creditor Protection Proceedings".


NV ENERGY: Fitch Assigns 'BB' Rating on $315 Mil. Notes
-------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to NV Energy, Inc.'s
pending $315 million issuance of senior unsecured notes.  The
Rating Outlook is Stable.

The 6.25%, 10-year notes will rank pari passu with NVE's other
unsecured debt and will mature Nov. 15, 2020.  Proceeds from the
issuance will be used to redeem all of NVE'S outstanding 7.803%
and 8.625% senior unsecured notes due 2012 and 2014, respectively.
The issuance is expected to close Nov. 22, 2010.  As a result of
the significantly lower interest rate, the issuance will be
noticeably accretive to interest coverage ratios.

The ratings and Stable Rating Outlook reflect the relatively
predictable earnings and cash flow characteristics of NVE's core
utility operating companies, Nevada Power Company d/b/a NV Energy
and Sierra Pacific Power Company d/b/a NV Energy.

Key rating factors include these concerns:

  -- High debt leverage and relatively weak financial metrics;
  -- Tough economic conditions in Nevada.

These concerns are somewhat offset by these strengths:

  -- The near-completion of a multi-year plan to significantly
     increase the utilities' company-owned generation;

  -- A balanced regulatory environment in Nevada.

NVE's ratings remain constrained by its relatively weak financial
metrics.  For the 12 months ended Sept. 30, 2010, NVE's funds from
operations to debt percentage was just over 11%, and its EBITDA
interest coverage ratio was 2.7 times.  However, these figures are
improvements over the 2009 year-end metrics, and Fitch expects
NVE's high debt leverage to moderate over the next three years,
which should improve its financial profile.  NVE should benefit
from the utilities' expected recovery in rates of recently
completed projects and a reduced growth capital spending budget
that is limited to the completion of the Harry Allen Generating
Station and other smaller projects.  Fitch would consider
upgrading NVE's ratings if the utility's FFO to debt percentage
and EBITDA interest coverage ratio improve to 15% and 3.5x,
respectively.

Recent financial performance reflects the tough economic
conditions in Nevada, a state particularly hard hit by the
collapse of the housing market and broader recession, which has
masked the benefits of the utilities' recently completed
infrastructure investments.  The unemployment rate in Nevada has
steadily increased during the recession and was at 14.4% as of
August 2010.  In addition, residential customer growth at both
utilities is flat.  The local economy is of concern to Fitch,
because continued economic malaise in Nevada over a prolonged
period would dampen the uplift in cash flows expected from the
slowdown in capital spending.

A central element of NVE's operating strategy during the past
several years has been to reduce the utilities' dependence on
purchased power through the acquisition or construction of
company-owned generation.  The company has been successful in
implementing this strategy, with the utilities having added more
than 3,250 MW of company-owned generating capacity since 2004.

SPPC's internal generating capacity became nearly sufficient to
meet its peak load requirements following the completion of the
Tracy Generating Station in 2008.  The Tracy combined cycle plant
added 541 megawatts of nominal rated generation and greatly
improved the efficiency and reliability of SPPC's generating
fleet.  However, SPPC is expected to continue to purchase a
significant portion of its power through existing long-term supply
contracts, renewable energy supply contracts to satisfy mandates
under Nevada's renewable energy portfolio standard, and future
spot market purchases to take advantage of lower-cost
hydroelectric or coal-generated power.

Fitch also considers NPC's significant increase in company-owned
generation to be good for credit quality.  The utility's operating
characteristics have been enhanced and set the stage for improved
financial performance in future years.  NPC's generating fleet is
much more efficient now than it was in 2004, the company-owned
generation is a more reliable source of power, and NPC is better
able to directly control the cost of the power produced.  NPC was
capable of generating about 72% of its peak power need in 2009, up
from just 35% in 2004.  This figure should increase to about 80%
with the completion of the 500 MW combined cycle plant at Harry
Allen, expected to be operational in summer 2011.  NPC will remain
reliant on purchased power for a portion of its energy needs,
though, including RPS-related renewable energy contracts.

Although the utilities do generate some of their power from
existing coal plants and a small but growing amount from
renewables, their newer base load generation facilities are all
powered by natural gas.  This increased fuel source concentration
exposes NPC and SPPC to natural gas prices that have historically
been extremely volatile.  This concern is largely mitigated by
fuel and purchased power cost pass-through mechanisms allowed by
the Public Utility Commission of Nevada that help provide some
stability to cash flows.  The base tariff energy rate adjusts
rates on a quarterly basis to reflect fuel and purchased power
costs.  The deferred energy accounting adjustment then provides
recovery for (or refunding of) fuel and purchased power deferred
energy balances on an annual basis.  Fitch's internal forward
price forecasts for natural gas also support a more stable pricing
structure over the next few years.

The PUCN pre-approves planned construction costs for recovery in
future general rate cases and has mitigated regulatory lag by
permitting use of a hybrid test year methodology.  The build-up of
company-owned generation in recent years has resulted in high debt
levels, particularly at NPC, which prolonged the improvement of
the entities' weak financial metrics.  Based on Fitch's
projections, cash flows and leverage are expected to benefit from
the near-completion of the utilities' generation projects and
likely recovery of costs in upcoming rate cases, with SPPC
awaiting a PUCN decision in December (rates would be effective
Jan. 1, 2011) in the GRC it filed this past summer and NPC filing
a GRC in summer 2011.

Consolidated capital expenditures peaked in 2008 at more than
$1.5 billion, and then decreased to about $820 million in 2009 and
an expected $570 million in 2010.  Fitch expects the utilities to
maintain a more manageable capital spending budget going forward,
spending roughly $540 million in 2011 and $570 million in 2012.
In 2011 and 2012, roughly $200 million and $150 million,
respectively, of expected capital expenditures are related to the
Advanced Service Delivery smart grid project, the ON Line
transmission project, and several renewable energy projects.

ON Line, which would be a 500 kilovolt transmission line jointly
owned with Great Basin Transmission, LLC (not rated by Fitch),
would connect SPPC in the north with NPC in the south.  Fitch
considers this jointly owned project favorable because it would be
a cost-effective way to create energy-sharing efficiencies between
NPC and SPPC and provide NPC with access to renewable energy
resources in parts of northern and eastern Nevada, which would
help NPC meet the RPS mandates.  The total project is expected to
cost $500 million, with NVE's share totaling $125 million (95%
allocated to NPC and 5% to SPPC).

Fitch considers the utilities' liquidity position to be adequate
to meet near-term needs, with both utilities having sufficient
availability under three-year revolving credit facilities that
expire in 2013.  NPC has a $600 million facility and SPPC has a
$250 million facility.  Availability under each facility is
reduced by negative mark-to-market exposure of hedging
obligations, but availability will remain at least $300 million at
NPC and $125 million at SPPC.  Hedging obligations are not large
and are expected to continue to decline as a result of the
utilities' suspension of their hedging programs in October 2009.
As of Aug. 31, 2010, negative mark-to-market exposure reduced
availability by $51.8 million at NPC and $22.5 million at SPPC.

NVE is a holding company and parent to vertically integrated,
regulated utilities NPC and SPPC, which collectively do business
as NV Energy.  NPC serves approximately 827,000 electric customers
in southern Nevada, including the Las Vegas metropolitan area.
SPPC serves approximately 367,000 electric and 151,000 natural gas
customers in northern Nevada and the Lake Tahoe region in
California.

Fitch currently rates NVE, NPC, and SPPC:

NVE

  -- Long-term Issuer Default Rating 'BB';
  -- Senior unsecured debt 'BB'.

NPC

  -- Long-term IDR 'BB+';
  -- Senior secured debt 'BBB';
  -- Senior unsecured debt 'BB+'.

SPPC

  -- Long-term IDR 'BB+';
  -- Senior secured debt 'BBB'.

NVE's ratings are one notch below those of NPC and SPPC as a
result of structural subordination to the cash flows of the
utilities.


OLD TOWN: In Chapter 11 to Keep Hotel Open
------------------------------------------
Daniel J. Sernovitz at Baltimore Business Journal reports that Old
Town Properties LLC filed to Chapter 11 bankruptcy protection to
keep Holiday Inn Express open as it resolves a dispute with the
project's contractors.

According to the journal, the Company said it owes about $720,000
in debts  tied to its conversion of the former Old Town National
Bank building at 221 N. Gay St. into a 68-room hotel.  The
Company's top creditors are:

   * Mine Branch, Towson, $113,091;
   * Allen Walpert & Sons, Baltimore, $98,524;
   * Final Touch, Bel Air, $72,408;
   * Air Zone; Westminster; $63,000;
   * Butler Apex, Towson, $55,103; and
   * Chesapeake Steel, Bel Air; $50,901.

Mr. Sernovitz relates Robert W. Taylor Jr., one of the lawyers
representing Old Town, said he expects Old Town and its managing
partner will be able to present a restructuring plan by January.

Old Town Properties, LLC owns and operates a hotel.  The Company
was incorporated in 2005 and is based in Baltimore, Maryland. On
August 11, 2010, an involuntary petition for liquidation under
Chapter 7 was filed against Old Town Properties, LLC in the US
Bankruptcy Court for the District of Maryland.


MILLENNIUM SOUTHEAST: Goes Into Receivership in Vancouver
---------------------------------------------------------
The Canadian Press reports that Olympic Village in Vancouver has
been put into receivership.

According to the Canadian Press, the City of Vancouver announced
Wednesday that it has negotiated an agreement with the accounting
firm Ernst and Young to assume control of the Millennium Southeast
False Creek Properties and the Millennium Water development, as
the Olympic Village condominium project is now called.

The report notes that following the 2010 Winter Games, units in
the eight-block, 25-building village were to be turned into a
combination of free-market condos and social housing.  But sales
never really picked up and in September, Millennium came up short
on its loan payment and then said it didn't expect to finish
selling the more than 400 remaining units for another 2 1/2 years,
the report relates.

Even before the Games, the report says, the developer's original
lender stopped paying its loan, forcing the city to step in and
secure hundreds of millions of dollars to finish the project in
time.

Millennium is scheduled to come up with another $75 million by
January, but it is not clear now whether that payment must be made
in light of the announcement, the report adds.

Olympic Village is an accommodation centre built for an Olympic
Games, usually within an Olympic Park or elsewhere in a host city.
Olympic Villages are built to house all participating athletes, as
well as officials, athletic trainers, and other staff.


OMNICOMM SYSTEMS: September 30 Balance Sheet Upside-Down by $18MM
-----------------------------------------------------------------
OmniComm Systems, Inc.'s balance sheet at September 30, 2010,
showed total assets of $2,876,914, total liabilities of
$21,122,182, and a stockholders' deficit of $18,245,268.

For nine months ended September 30, the Company incurred net loss
of $2,394,756 compared to net loss of $3,976,702 for the same
period in the previous year.

For three months ended September 30, the Company incurred net loss
of $1,090,654 compared to net loss loss of $3,018,150 for the same
period in 2009.

The Company's cash and cash equivalents decreased by $30,410 at
September 30.  The decrease is comprised of an operating loss of
$2,394,756, and a decrease from non-cash transactions of
$1,117,226 offset by changes in working capital accounts of
$1,410,506.

The Company's ability to continue in existence is dependent on
having sufficient financial resources to bring products and
services to market.  As a result of the historical operating
losses, negative cash flows and accumulated deficits for the
periods ending September 30, there is substantial doubt about its
ability to continue as a going concern.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?6f52l

                      About OmniComm Systems

Ft. Lauderdale, Fla.-based OmniComm Systems, Inc. (OTC: OMCM.OB)
-- http://www.OmniComm.com/-- provides customer-driven Internet
solutions to pharmaceutical, biotechnology, research and medical
device organizations that conduct life changing clinical trial
research.

                        Going Concern Doubt

Greenberg & Company LLC, in Springfield, N.J., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has incurred losses
and has a net capital deficiency.


OPTIMUMBANK HOLDINGS: Posts $1.5 Million Net Loss in Q3 2010
------------------------------------------------------------
OptimumBank Holdings, Inc., filed its quarterly report, reporting
a net loss of $1.54 million on $878,000 of net interest income for
the three months ended September 30, 2010, compared with a net
loss of $313,000 on $1.47 million of net interest income for the
same period of 2009.

The Company's balance sheet at September 30, 2010, showed
$202.74 million in total assets, $198.22 million in total
liabilities, and a stockholders' equity of $4.52 million.

"The Bank [OptimumBank] has experienced recent and continuing
increases in nonperforming assets, declining net interest margin,
increases in provisions for loan losses, continuing high levels of
noninterest expenses related to the credit problems, and eroding
regulatory capital which raise substantial doubt about the Bank's
ability to continue as a going concern," the Company said in the
filing.

OptimumBank is currently operating under a Consent Order issued by
the Federal Deposit Insurance Corporation ("FDIC") and the State
of Florida Office of Financial ("OFR"), effective as of April 16,
2010.  As of September 30, 2010, the Bank was considered
"undercapitalized" under these FDIC requirements.  As an
"undercapitalized" institution, the Bank is subject to
restrictions on capital distributions, payment of management fees,
asset growth and the acceptance, renewal or rollover of brokered
and high-rate deposits.  In addition, the Bank must obtain prior
approval of the FDIC prior to acquiring any interest in any
company or insured depository institution, establishing or
acquiring any additional branch office, or engaging in any new
line of business.

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

               http://researcharchives.com/t/s?6f35

Fort Lauderdale, Fla.-based OptimumBank Holdings, Inc. is a
is a one-bank holding company and owns 100% of OptimumBank, a
state (Florida)-chartered commercial bank.  The Bank offers a
variety of community banking services to individual and corporate
customers through its three banking offices located in Broward
County, Florida.  The Bank's wholly-owned subsidiaries are OB Real
Estate Management, LLC, OB Real Estate Holdings, LLC, OB Real
Estate Holdings 1503, LLC, and OB Real Estate Holdings 1695, LLC,
all of which were formed in 2009.  OB Real Estate Management, LLC,
is primarily engaged in managing foreclosed real estate.  OB Real
Estate Holdings, LLC, OB Real Estate Holdings 1503, LLC, and OB
Real Estate Holdings 1695, LLC, hold and dispose of foreclosed
real estate.


OPTIONS MEDIA: Posts $2.5 Million Net Loss in September 30 Quarter
------------------------------------------------------------------
Options Media Group Holdings, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $2.5 million on $1.1 million of
revenue for the three months ended September 30, 2010, compared
with a net loss of $1.2 million on $1.8 million of revenue for the
same period twelve months ago.

At September 30, 2010, the Company had a working capital deficit
of $321,410.  Additionally, at September 30, 2010, the Company had
an accumulated deficit of $18.7 million.

The Company's balance sheet at September 30, 2010, showed
$6.8 million in total assets, $990,365 in total liabilities, and
stockholders' equity of $5.8 million.

Salberg & Company, P.A., in Boca Raton, Florida, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditor noted that the Company has a net loss of
$9,378,732, and net cash used in operations of $1,796,902 for the
year ended December 31, 2009, and a working capital deficit and an
accumulated deficit of $125,200, and $12,884,163, respectively at
December 31, 2009.

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

               http://researcharchives.com/t/s?6f58

Boca Raton, Fla.-based Options Media Group Holdings, Inc., is a
multi-channel marketing firm that historically has specialized in
the acquisition and retention of customers through direct and
digital, and Internet marketing programs.  Options Media does
business through its wholly-owned subsidiaries: 1Touch Marketing,
LLC, or 1 Touch, PhoneGuard, Inc., or PG, and Icon Term Life Inc.


PETERSON EARTH: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Peterson Earth Movers, Inc.
        64113 260th Street
        Litchfield, MN 55355

Bankruptcy Case No.: 10-48553

Chapter 11 Petition Date: November 17, 2010

Court: United States Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Nancy C. Dreher

Debtor's Counsel: Steven B. Nosek, Esq.
                  2855 Anthony Ln S, Ste 201
                  St. Anthony, MN 55418
                  Tel: (612) 335-9171
                  Fax: (612) 789-2109
                  E-mail: snosek@visi.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/mnb10-48553.pdf

The petition was signed by Curtis Trude, business manager.


POWER EFFICIENCY: May File for Bankr. if Unable to Raise Capital
----------------------------------------------------------------
Power Efficiency Corporation incurred net loss of $2,508,925 for
three months ended September 30, 2010, compared with net loss of
$2,467,246 for the same period in 2009.

For the nine months ended September 30, the Company incurred net
loss of $794,832 compared with net loss of $972,413 for the same
period in 2009.

The Company's balance sheet at September 30 showed total assets of
$5,859,163, total liabilities of $1,207,276, and stockholders'
equity of $4,651,887.

The Company disclosed that it experienced a $1,908,811 deficiency
of cash from operations for the nine months ended September 30.
While the Company appears to have adequate liquidity at
September 30, there can be no assurances that the liquidity will
remain sufficient.  The continuation of the Company as a going
concern is dependent upon achieving profitable operations.  The
management's plans to achieve profitability include developing new
products, obtaining new customers and increasing sales to existing
customers.  The management is seeking to raise additional capital
through equity issuance, debt financing or other types of
financing.  However, there are no assurances that sufficient
capital will be raised.  If the Company is unable to obtain
sufficient capital on reasonable terms, the Company would be
forced to restructure, file for bankruptcy or cease operations.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?6ee0

                      About Power Efficiency

Las Vegas, Nevada-based Power Efficiency Corporation (OTC BB:
PEFF)
-- http://www.powerefficiency.com/-- is a clean technology
company focused on efficiency technologies for electric motors.

                       Going Concern Doubt

Sobel & Co., LLC, in Livingston, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations, and the Company has experienced a
deficiency of cash from operations.


PROVISION HOLDING: Farber Hass Raises Going Concern Doubt
---------------------------------------------------------
Provision Holding, Inc., filed on November 15, 2010, its annual
report on Form 10-K for the fiscal year ended June 30, 2010.

Farber Hass Hurley LLP, in Camarillo, California, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred significant losses in 2010 and 2009 and has negative
working capital of $4.29 million.

The Company reported a net loss of $4.94 million on $209,354 of
revenue for fiscal 2010, compared to a net loss of $2.49 million
on $438,772 of revenue for fiscal 2009.

The Company's balance sheet at June 30, 2010, showed $1.48 million
in total assets, $5.63 million in total liabilities, and a
stockholders' deficit of $4.15 million.

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

               http://researcharchives.com/t/s?6f3b

                     About Provision Holding

Based in Chatsworth, Calif., Provision Holding, Inc., is focused
on the development and distribution of its patented three-
dimensional, holographic interactive displays.


RAFAELLA APPAREL: Earns $362,000 in September 30 Quarter
--------------------------------------------------------
Rafaella Apparel Group, Inc., filed its quarterly report on Form
10-Q, reporting net income of $362,000 on $37.3 million of revenue
for the three months ended September 30, 2010, compared with net
income of $1.1 million on $29.4 million of revenue for the same
period last year.

The Company's balance sheet at September 30, 2010, showed
$82.9 million in total assets, $89.3 million in total liabilities,
$61.1 million in redeemable convertible preferred stock, and a
stockholders' deficit of $67.5 million.

As reported in the Troubled Company Reporter on October 18, 2010,
PricewaterhouseCoopers LLP expressed substantial doubt against
the Company's ability as a going concern, following the Company's
results for the fiscal year ended June 30, 2010.  The independent
auditors noted that the Company's senior secured notes mature in
June 2011 and the Company does not expect its forecasted cash and
credit availability to be sufficient to meet its debt repayment
obligations under the senior secured notes.

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

               http://researcharchives.com/t/s?6f4a

                   About Rafaella Apparel Group

New York-based Rafaella Apparel Group, Inc., is a wholesaler,
designer, sourcer, marketer and distributor of a full line of
women's career and casual sportswear separates.


RAIN CII: Fitch Withdraws 'B' Long-Term Issuer Default Rating
-------------------------------------------------------------
Fitch Ratings has withdrawn all of US-based Rain CII Carbon LLC's
(RCC US) ratings, including its 'B' Long-term foreign currency
Issuer Default Rating.

Fitch will no longer provide analytical or ratings coverage of
this entity.

The company is undergoing a corporate restructuring exercise,
whereby it will no longer be a subsidiary of Rain CII Carbon
(India) Ltd ('B'/Rating Watch Negative).

Following the restructuring, both RCC US and RCCIL will be held by
a common US-based holding company, have limited legal linkages,
and with limited cash flow fungibility between the two entities.
With the weakening of linkages between the two entities, Fitch's
rating approach will move to that of a standalone analysis, in
line with Fitch's criteria on rating entities within a corporate
group structure.

RCC US also plans to refinance its senior secured facilities and
unsecured bond through the issuance of a fresh bond expected to be
launched in November 2010.  Fitch does not have sufficient
information to take a rating action at the time of withdrawal.  It
also does not expect to receive the information necessary to
maintain the company's ratings in future.

RCC US's ratings have been withdrawn,:

  -- 'B' Long-term foreign currency IDR with a Stable outlook;

  -- 'B+/RR3' senior secured loan (Tranche A) of US$105 million;

  -- 'B+/RR3' senior secured loan (Tranche B) of US$75 million;

  -- 'B+/RR3' senior secured revolver (Tranche C) of
     US$45 million; and

  -- 'B-/RR5' senior subordinated unsecured bond of
     US$235 million.


REFCO INC: Grant Thornton, Officers Settle Lawsuit for $25.3MM
--------------------------------------------------------------
Grant Thornton LLP, former outside auditor of Refco Inc., has
reached an agreement to settle for $25,000,000 a consolidated
securities class action initiated by Lead Plaintiffs RH Capital
Associates LLC and Pacific Investment Management Company LLC
alleging fraud at Refco Inc.

In addition, the Lead Plaintiffs have also reached an agreement to
settle the Action against three former officers of Refco
-- Joseph J. Murphy, Dennis A. Klejna, and William M. Sexton -- in
exchange for cash payments totaling $300,000.

The $300,000 Settlement Amount is in addition to the Class'
recovery of approximately 30% of the sums the Settling Officer
Defendants previously agreed to forfeit to the federal government.

Prior to the negotiation of the Officers Settlement, each of the
Settling Officer Defendants had forfeited substantial assets to
the United States government pursuant to settlements entered into
with the U.S. Attorney's office.  Specifically, Mr. Murphy agreed
to forfeit $5,000,000; Mr. Sexton agreed to forfeit $2,050,000;
and Mr. Klejna agreed to forfeit $1,250,000.  As a result of the
Lead Plaintiffs' filing of a petition seeking remission of these
and other forfeited funds to the class in the Action, the U.S.
Attorney's office agreed to transfer 30% of the forfeited funds to
an escrow account for the benefit of the class.

The Grant Thornton Settlement was reached on October 18, 2010.
The Officers Settlement was reached on September 30, 2010.

According to the Lead Plaintiffs, the Settlements were reached at
a time when the parties had a thorough understanding of the
strengths and weaknesses of each of their positions and only after
intense, arm's-length negotiations.  The Lead Plaintiffs believe
that the Settlement provides substantial monetary benefits to the
Settlement Class which compare favorably to the risks that
protracted and contested litigation, including dispositive motion
practice, trial and likely appeals, might lead to no recovery, or
a small recovery against these defendants.

At this time, the Lead Plaintiffs seek that the U.S. District
Court for the Southern District of New York grant preliminary
approval of the Grant Thornton Settlement and the Officers
Settlement so that notice may be provided to the Settlement Class.

The Class Action is In re Refco, Inc. Securities Litigation, 05-
Civ.-8626, originally commenced in 2005 and currently pending in
the U.S. Bankruptcy Court for the Southern District of New York
under Judge Jed S. Rakoff.

The Class Action is filed on behalf of persons and entities who
purchased or otherwise acquired Refco Notes and/or Refco Stock
during the period July 1, 2004 through and including October 17,
2005.

The class suit arose from the collapse of Refco, following a
revelation that the Company had for years secreted hundreds of
millions of dollars of uncollectible receivables with a related
entity controlled by Phillip Bennett, the Company's former
chairman and chief executive officer.  Upon its collapse, the
Company filed for bankruptcy in October 2005.

Law firms Grant & Eisenhofer P.A. and Bernstein Litowitz Berger &
Grossman LLP serve as co-lead counsel to the Class.

The Grant Thorn Settlement and the Officers Settlement resolve the
Refco securities litigation case against all remaining defendants.
In October 2010, after the completion of fact and expert
discovery, Lead Plaintiffs and Co-Lead Counsel decided
to voluntarily dismiss the claims asserted in the Action on behalf
of these defendants -- the Dismissed Defendants:

  -- Phillip R. Bennett
  -- Santo C. Maggio
  -- Tone N. Grant
  -- Robert Trosten
  -- Gerald M. Sherer
  -- Philip Silverman
  -- Refco Group Holdings, Inc.
  -- The Phillip R. Bennett Three Year Annuity Trust

Four of the Dismissed Defendants have already forfeited
substantial sums to the federal government:

  -- Mr. Bennett forfeited over $92.7 million;
  -- Mr. Maggio forfeited approximately $14.4 million;
  -- Mr. Grant forfeited over $7.8 million; and
  -- Mr. Trosten forfeited over $6 million.

The Government has approved the distribution of 30% of the
Dismissed Defendants' forfeited assets to members of the class in
the Refco Securities Action, and Co-Lead Counsel understand that
those individuals do not have additional assets from which to pay
a meaningful judgment in the Action.

Two of the other Dismissed Defendants -- RGHI and the Bennett
Trust -- are mere instrumentalities of Mr. Bennett with no
separate assets; Dismissed Defendant Silverman appears to have no
meaningful assets; and Lead Plaintiffs have determined that the
culpability of Dismissed Defendant Sherer is insufficient to
warrant the expense of trial, according to the Co-Lead Counsel.

The dismissals of the Dismissed Defendants were effected by
stipulations filed on October 15, 2010, in accordance with Rule
41(a)(1)(11) of the Federal Rules of Civil Procedure, and were
without prejudice to the Class.  Judge Rakoff subsequently signed
approval of the Dismissal Stipulations on various dates between
October 18 to 20, 2010.

          District Court Approves Various Settlements

Judge Rakoff granted preliminary approval of the Grant Thornton
Settlement and the Officers Settlement in an amended order dated
November 12, 2010.  The District Court also preliminary certified
the Settlement Class as against Grant Thornton and the Settling
Officer Defendants for purposes of the Settlements, and allowed
notice to the Settlement Class Members of the two Settlements.

The District Court will hold a final fairness settlement hearing
on the Grant Thornton Settlement and the Officers Settlement on
March 11, 2011.

Moreover, in separate orders dated October 28 and 29, 2010, Judge
Rakoff entered final approval of:

  (1) a settlement reached between Lead Plaintiffs and the Audit
      Committee Defendants and the THL Defendants, which
      provides for a payment of $130 million for the benefit of
      the settlement class, plus a possible additional
      settlement payment of up to $10 million;

  (2) a settlement reached between Lead Plaintiffs and the
      Settling Underwriter Defendants, which provides for
      payment of $49.5 million for the benefit of the settlement
      class; and

  (3) a settlement reached between Lead Plaintiffs and Sandler
      O'Neill & Partners L.P., which provides for payment of
      $3.5 million for the benefit of the settlement class.

The Audit Committee Defendants are Ronald L. O'Kelley, Leo R.
Breitman and Nathan Gantcher.

The THL Defendants are Thomas H. Lee Equity Fund V, L.P.; Thomas
H. Lee Parallel Fund V, L.P.; Thomas H. Lee Equity (Cayman) Fund
V, L.P.; Thomas H. Lee Partners, L.P.; THL Equity Advisors V, LLC;
Thomas H. Lee Investors Limited Partnership; The 1997 Thomas H.
Lee Nominee Trust; Thomas H. Lee, David V. Harkins; Scott L.
Jaeckel and Scott A. Schoen.

The Underwriters Settling Defendants are Credit Suisse Group
(USA) LLC; Bank of America Securities LC, Deutsche Bank
Securities Inc.; Goldman Sachs & Co.; Merrill Lynch, Pierce,
Fenner & Smith Incorporated; J.P. Morgan Securities Inc.; HSBC
Securities (USA) Inc.; William Blair Company, L.L.C.; BMO Capital
Markets Corp. fka Harris Nesbitt Corp.; Samuel A. Ramirez &
Company, Inc.; Muriel Siebert & Co., Inc.; and The Williams
Capital Group, L.P.

Judge Rakoff further found and concluded that the Plan Allocation
is, in all respects, fair and equitable to the Settlement Class.
The District Court thus approved, in an October 29 ruling, the
proposed Plan of Allocation proposed by the plaintiffs, a copy of
which is available for free at:

               http://ResearchArchives.com/t/s?6ef2

In a separate October 29 order, Judge Rakoff approved the award of
attorneys' fees aggregating $40,777,541 and reimbursement of
litigation expenses aggregating $8,458,103 to the Class Lead
Counsel.  The expenses will be paid from the Settlement Funds.

                       About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No.
05-60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


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

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

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

                http://is.gd/gh9Jcfrom Leagle.com

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

                       About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No.
05-60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REFCO INC: 2nd Cir. Court Bars Trustee from Suing Advisers
----------------------------------------------------------
The U.S. Court of Appeals for the Second Circuit upheld a lower
court ruling that bars the liquidation trustee in Refco Inc. from
suing third party entities who allegedly assisted corporate
insiders in defrauding the corporation's creditors.

In May 2009, Judge Gerard E. Lynch of the U.S. District Court for
the Southern District of New York dismissed a suit brought by Marc
S. Kirschner, as trustee of the Refco litigation trust, that
alleged misconduct by corporate insiders and advisers.  The
District Court rules that the Refco Trustee lacked standing
because the insiders' misconduct was imputed to the corporation.

The Trustee brought the suit on behalf of Refco Group Ltd., LLC,
Refco Capital Markets, Ltd., and Refco Inc. against Refco' senior
management, law firms, and accounting firms that allegedly
participated in defrauding Refco creditors.

The third parties sued by the Refco Trustee include KPMG LLP,
Grant Thornton LLP, Mayer Brown LLP, PricewaterhouseCoopers LLP,
Banc of America Securities LLC, Credit Suisse Securities (USA) LLC
and Deutsche Bank Securities Inc.

The Refco Trustee subsequently appealed the May 2009 ruling to the
Second Circuit, contending that the "adverse interest" exception
precludes imputation.

Imputation is a legal doctrine that assigns liability for
malfeasance to a corporation and its direct agents under the
principle that corporate officials are aware of and responsible
for the actions of their third party agents, except in the narrow
circumstance of the "adverse interest" exception where a third
party is found to have been acting solely for his or her own
interest.  However, that exception is not triggered simply because
a third party agent has a conflict of interest or because he or
she was not acting primarily for the principal.

The 2nd Circuit sought certification from the New York Court of
Appeals on the "adverse interest" exception.

Upon receipt of the New York Court of Appeals' opinion in
Kirschner v. KPMG LLP, Nos. 151, 152, 2010 WL 4116609 (N.Y. Ct.
App. Oct. 21, 2010), the 2nd Circuit adopted the opinion of the
District Court.

In an 11-page opinion entered on November 18, 2010, the 2nd
Circuit concluded that the District Court correctly rejected the
Refco Trustee's arguments on the matter.

A full-text copy of the 2nd Circuit's Opinion is available for
free at http://ResearchArchives.com/t/s?6f16

                       About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No.
05-60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


RIVER ROAD: Lenders File Competing Exit Plan for Hotel
------------------------------------------------------
After months of clashing with the owner of the InterContinental
Hotel Chicago O'Hare, lenders have filed a competing plan
outlining their strategy for wrapping up the company's bankruptcy
case, Dow Jones' Small Cap reports.

According to the report, Amalgamated Bank and U.S. Bank introduced
a Chapter 11 liquidation proposal in the case of River Road Hotel
Partners LLC -- the owner of the airport hotel -- which would hand
the deed to the property over to the lenders.

The report relates that the Plan reserves a $600,000 pot for
unsecured creditors, according to attorney Adam Lewis, and allows
holders of senior mechanics liens to retain their rights in the
hotel, while leaving a brewing dispute over which mechanics-lien
claims are senior and which are junior to be resolved in state
court.  Lewis, a Morrison Foerster LLP attorney representing
Amalgamated Bank, said that those mechanics lien claims found to
be junior would end up in the unsecured pool, the report adds.

                   About River Road Hotel Partners

River Road Hotel Partners, LLC, developed and manage the
InterContinental Hotel Chicago O'Hare located in Rosemont,
Illinois.  Affiliate RadLAX Gateway Hotel LLC owns the Radisson
hotel at Los Angeles International Airport.  Both are ultimately
controlled owned by Harp Group.

River Road and its affiliates filed Chapter 11 in Chicago on
August 17, 2009 (Bankr. N.D. Ill. Lead Case No. 09-30029).  Based
in Oak Brook, Illinois, River Road estimated assets of as much as
$100 million and debt of as much as $500 million in its Chapter 11
petition.

RadLAX and its affiliates filed a separate chapter 11 petition
(Bankr. N.D. Ill. Case No 09-30047), estimating assets at
$50 million to $100 million.

David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the
River Road and RadLAX debtors.  The two cases, however, are not
jointly administered.


ROBERT CARDALI: Sibling Can Proceed With Arbitration
----------------------------------------------------
The Hon. Sean H. Lane lifts the automatic stay in the bankruptcy
case of Robert A. Cardali to permit his sibling, Joanne Gentile,
to proceed with mandatory arbitration.

The siblings worked together as attorneys in a law firm known as
Cardali & Cardali, P.C.  Prior to 2003, the Debtor and Ms. Gentile
each owned a 50% interest in C&C.  By 2003, the relationship
between the Debtor and Ms. Gentile had deteriorated.  In the
spring of 2003, the Debtor commenced a special proceeding in the
Supreme Court of New York County seeking judicial dissolution of
C&C as well as certain other injunctive relief.  Thereafter, the
Debtor and Ms. Gentile engaged in mediation to resolve the issues
between them.  The mediation ultimately resulted in a Confidential
Referral Fee And Asset Purchase Agreement, dated May 9, 2003.
Pursuant to the APA, the Debtor agreed to transfer certain monies,
including a referral fee for pending cases, to Ms. Gentile in
connection with the Debtor's acquisition of C&C's business.

Ms. Gentile argues that the arbitration clause in the APA is broad
and, therefore, that the bankruptcy automatic stay should be
lifted to permit the pending Arbitration to proceed.  The Debtor
contends that the counts in his Complaint are non-arbitrable core
proceedings under the Bankruptcy Code and that Ms. Gentile has
consented to proceeding in the bankruptcy court -- rather than
arbitration -- by, among other things, filing a proof of claim.

Given the strong federal policy favoring arbitration agreements,
Judge Lane says the Motion to compel the Arbitration is granted
and the Complaint is stayed in its entirety.

A copy of Judge Lane's memorandum decision dated November 18,
2010, is available at http://is.gd/hzYY9from Leagle.com.

Ms. Gentile is represented in the case by:

          Robert D. Raicht, Esq.
          Julie D. Dyas, Esq.
          HALPERIN BATTAGLIA RAICHT, LLP
          555 Madison Avenue, 9th Floor
          New York, NY 10022
          E-mail: rraicht@halperinlaw.net
                  jdyas@halperinlaw.net

Based in New York, Robert A. Cardali filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-11185) on
March 9, 2010)  Jonathan S. Pasternak, Esq. -- jsp@rattetlaw.com
-- at Rattet, Pasternak & Gordon Oliver, LLP, in Harrison, New
York, serves as bankruptcy counsel.  In its petition, Mr. Cardali
estimated $1 million to $10 million in both assets and debts.


ROSSCO HOLDINGS: Bankruptcy Case Transferred to California Court
----------------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas approved the transfer of Rossco
Holdings, Inc., et al.'s cases to the Bankruptcy Court for the
Central District of California (Los Angeles Division).

The new California Case No. of Rossco Holdings is LA10-55951BB.

College Station, Texas-based Rossco Holdings, Inc., filed for
Chapter 11 protection on August 2, 2010 (Bankr. W.D. Tex. Case No.
10-60953).  Ronald E. Pearson, Esq., at Pearson & Pearson,
represents the Debtor.  The Debtor disclosed $28,415,681 in assets
and $10,567,302 in liabilities as of the Petition Date.

Affiliates Monte Nido Estates, LLC; LJR Properties, Ltd.; WM
Properties, Ltd.; Colony Lodging, Inc.; and Rossco Plaza, Inc.,
filed separate Chapter 11 petitions.


S & Y ENTERPRISES: Section 341(a) Meeting Scheduled for Dec. 20
---------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of S & Y
Enterprises, LLC's creditors on December 20, 2010, at 2:00 p.m.
The meeting will be held at the Office of the United States
Trustee, 271 Cadman Plaza East - Room 4529, Brooklyn, NY 11201.

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.

Brooklyn, New York-based S & Y Enterprises, LLC, filed for Chapter
11 bankruptcy protection on November 11, 2010 (Bankr. E.D. N.Y.
Case No. 10-50623).  David Carlebach, Esq., who has an office in
New York, 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.


SABRA HEALTH: S&P Assigns Corporate Credit Ratings at 'B'
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit ratings to Sabra Health Care REIT Inc., its operating
partnership, Sabra Health Care L.P., and Sabra Capital Corp.
Additionally, S&P assigned its 'B' rating and '3' recovery
rating to Sabra's $225 million senior unsecured notes.  S&P
previously had issued preliminary ratings to reflect the pending
restructuring of Sun Healthcare Inc.'s business.  The '3' recovery
rating indicates S&P's expectations for a meaningful (50%-70%)
recovery for noteholders in the event of a payment default.  The
outlook is stable.

On Nov. 15, 2010, Sun Healthcare Inc. (B/Stable/--) completed the
restructuring of its business by separating its real estate assets
and operating assets into two publicly traded companies.  Sabra
now owns most of the real estate assets formerly owned by Sun, and
Sun is the lessor of these assets and will continue to operate the
assets under long-term leases.  Sabra will elect to be treated as
a real estate investment trust for U.S. federal income tax
purposes, with the taxable year beginning Jan. 1, 2011.

"S&P's 'B' rating on Sabra reflects the company's comparatively
small health care portfolio relative to peers, significant tenant
concentration, and modest room under its debt covenants," said
Standard & Poor's credit analyst George Skoufis.  "Sabra will be a
newly formed entity with no historical track record operating as a
public company.  These factors offset Sabra's geographic
diversity, long-term leases, and lack of debt maturities until
2013.  S&P views the company's business risk profile as weak and
the financial risk profile as aggressive."

S&P expects cash flow to be stable based on the sound rent
coverage and long-term nature of the leases, which should support
current debt protection measures.  S&P also assumes that Sabra
will pursue and fund growth in a leverage-neutral manner.  S&P
would lower its ratings on Sabra if the company were to
aggressively pursue acquisitions, such that its derived FCC for
the company declines from current levels or covenant pressures
arise.  While S&P views an upgrade as unlikely in the near term,
S&P would consider raising the rating if Sabra can execute on its
acquisition and diversification strategy while also building its
covenant cushion and achieving an adequate liquidity profile.


SCHWARCK QUARRIES: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Schwarck Quarries, Inc.
        4111 X Street
        Lincoln, NE 68503

Bankruptcy Case No.: 10-43466

Chapter 11 Petition Date: November 17, 2010

Court: United States Bankruptcy Court
       District of Nebraska (Lincoln Office)

Debtor's Counsel: John C. Hahn, Esq.
                  JEFFREY, HAHN, HEMMERLING & ZIMMERMAN
                  5640 S. 84th St., Ste. 100
                  Lincoln, NE 68516
                  Tel: (402) 483-7711
                  Fax: (402) 483-6133
                  E-mail: bankruptcy@jhhz.net

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

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

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/neb10-43466.pdf

The petition was signed by Terry Schwarck, president.


SEARS HOLDINGS: S&P Gives Negative Outlook; Affirms 'BB-' Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Sears Holdings Corp. to negative from stable.  S&P also affirmed
all the ratings on the company, including the 'BB-' corporate
credit rating.

"The ratings on Sears reflect its expectations that sales will
remain under pressure because of intense competition and weak
consumer demand in the fragile economic recovery for high-ticket
items such as appliances," said Standard & Poor's credit analyst
Ana Lai.  Although Sears has maintained lean inventory levels and
continues to control costs, continued negative sales pressure
could result in lower-than-expected operating results in the
important fourth quarter.  S&P's rating also reflects its
expectation that following the issuance of the second-lien notes,
borrowing needs under the revolving credit facility will be
significantly reduced relative to historic levels, and Sears will
repay $425 million in debt maturities in 2011.


SERVICEMASTER CO: S&P Raises Ratings on Senior Notes to 'B-'
------------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
The ServiceMaster Co.'s nonguaranteed senior unsecured notes to
'5', indicating S&P's expectation for modest (10% to 30%) recovery
in the event of a payment default, from '6'.  S&P raised its
issue-level rating on this debt to 'B-' (one notch lower than the
'B' corporate credit rating on the company) from 'CCC+', in
accordance with its notching criteria for a '5' recovery rating.

At the same time, S&P affirmed its other ratings on ServiceMaster,
including the 'B' corporate credit rating.  The rating outlook is
stable.

The recovery rating revision and upgrade of the issue-level rating
on ServiceMaster's nonguaranteed senior unsecured notes reflects
S&P's opinion that these notes are effectively subordinated to the
senior unsecured toggle notes only to the extent of any value
realized by these toggle notes through their guarantees.  S&P's
recovery analysis concludes that, under its assumed default
scenario in which the senior secured debt does not realize a full
recovery on its claims through its collateral and guarantees, the
toggle notes' unsecured guarantees provide essentially no recovery
value.  The affirmation of the corporate credit rating reflects
S&P's expectation that despite lingering weak economic conditions,
SeviceMaster's credit measures will remain near current levels in
the near-to-intermediate term.

The 'B' corporate credit rating continues to reflect the company's
highly leveraged financial profile (following its July 2007
leveraged buyout by an investment group led by private equity
company Clayton, Dubilier & Rice Inc.), the sensitivity of a
majority of its businesses to weak economic conditions and reduced
consumer spending, and its exposure to unfavorable weather
conditions in two of its key business segments, but strong
liquidity.  ServiceMaster does benefit from its business positions
in its fragmented and competitive end markets, which have
historically translated into good cash flow generation from a
fairly diverse portfolio of services.  S&P characterizes
ServiceMaster's business risk profile as fair and its financial
risk profile as highly leveraged.

Although S&P believes ServiceMaster (as a provider of outsourced
lawn care, pest control, and cleaning services to residential and
commercial customers, and home warranty services to residential
customers primarily in the U.S.) holds solid market positions in
highly fragmented businesses, the company's businesses are
sensitive to prolonged periods of economic weakness.  Seasonality
and weather can also affect the results of the TruGreen and
Terminix businesses, which S&P estimate account for a significant
portion of ServiceMaster's revenues and earnings.  These
businesses' revenue streams also depend on annual contract
renewals.  While the company's geographically diverse U.S.
operations can temper weather trends in any one region of the
U.S., adverse conditions in several regions can hurt sales and
profits.  Weaker economic conditions can also affect revenues
because S&P believes customer expenditures for the types of
services ServiceMaster offers are considered largely
discretionary.


SKINNY NUTRITIONAL: Posts $2.19 Million Net Loss in Sept. 30 Qtr.
-----------------------------------------------------------------
Skinny Nutritional Corp. filed its quarterly report on Form 10-Q,
showing a net loss of $2,186,788 on $1,882,912 of revenue for the
three months ended September 30, 2010, compared with a net loss of
$1,530,007 on $1,543,799 of revenue for the same period a year
ago.

The Company's balance sheet as of September 30, 2010, showed
$2,163,677 in total assets, $4,341,282 in total current
liabilities, and a stockholders' deficit of $2,177,605.

At September 30, 2010, the Company's cash was approximately
$60,000.  The Company has been substantially reliant on capital
raised from private placements of its securities, in addition to
its revolving line of credit from United Capital Funding, to fund
its operations.  During the nine months ended September 30, 2010,
the Company raised an aggregate amount of $1,600,000 less $193,187
of offering costs, from the sale of securities to accredited
investors in private placements.

Based on its current levels of expenditures and its business plan,
the Company believes that its cash (including the proceeds
received from its recent private placement) at September 30, 2010,
will only be sufficient to fund its anticipated levels of
operations for a minimal period and that without raising
additional capital, the Company will be limited in its projected
growth.

As reported in the Troubled Company Reporter on April 6, 2010,
Marcum LLP, in Bala Cynwyd, Pa., 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 the
Company has incurred losses since inception and has not yet been
successful in establishing profitable operations.

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

              http://ResearchArchives.com/t/s?6f2c

                     About Skinny Nutritional

Bala Cynwyd, Pa.-based Skinny Nutritional Corp. (OTC BB: SKNY.OB)
-- http://www.SkinnyWater.com/-- has developed and is marketing a
line of enhanced waters, all branded with the name "Skinny Water"
that are marketed and distributed primarily to calorie and weight
conscious consumers.


SOUTHEAST REGENCY: Taps Frank B. Lyon as Bankruptcy Counsel
-----------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized Southeast Regency Medical
Center, LP, to employ Frank B. Lyon as counsel.

Mr. Lyon is expected to represent the Debtor in the Chapter 11
proceedings.

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

               About Southeast Regency Medical Cente

Marble Falls, Texas-based Southeast Regency Medical Center, LP,
filed for Chapter 11 bankruptcy protection on July 9, 2010 (Bankr.
W.D. Tex. Case No. 10-11923).  Frank B. Lyon, Esq., who has an
office in Austin, Texas, represents the Debtor.  The Company
estimated assets and debts at $10 million to $50 million.


SPANISH BROADCASTING: Moody's Lifts Corp. Family Rating to 'Caa1'
-----------------------------------------------------------------
Moody's Investors Service upgraded the corporate family and
probability of default ratings for Spanish Broadcasting System,
Inc., to Caa1 from Caa3 based on improved free cash flow prospects
due to better than anticipated cost cutting and the expiration of
an unprofitable interest rate swap agreement.  The better free
cash flow and the substantial balance sheet cash (approximately
$52 million as of September 30, 2010) enhance refinancing
prospects.  Nevertheless, the June 2012 maturity of the company's
term loan poses risk given the company's high leverage
(approximately 9.7 times debt-to-EBITDA as per Moody's standard
adjustments including the preferred stock as debt, but in the mid
7 times range excluding it) and weak growth prospects.

Spanish Broadcasting System, Inc.

  -- Corporate Family Rating, Upgraded to Caa1 from Caa3

  -- Probability of Default Rating, Upgraded to Caa1 from Caa3

  -- Senior Secured Bank Credit Facility, Upgraded to Caa1, LGD4,
     50% from Caa3, LGD4, 50%

  -- Preferred Stock Upgraded to Caa3, LGD6, 99% from C, LGD6, 99%

  -- Outlook, Changed To Stable From Negative

                        Ratings Rationale

Spanish Broadcasting's Caa1 corporate family rating incorporates
its weak capital structure, operational pressure in the still
cyclically weak economic climate, generally narrow growth
prospects (though Spanish language is the strongest growth
prospect) given the maturity and competitive pressures in the
radio industry, and the June 2012 maturity of its term loan
magnify this challenge.  Furthermore, the company's TV initiative
continues to drain its radio cash flow and pressure the
consolidated EBITDA margin, although cost reductions throughout
2008 and 2009 brought margins to the low 30% range, more in line
with peers.  However, the significant revenue declines in the June
and September 2010 quarters raise some concern that cost cuts have
damaged the programming and / or the company's ad sales
capability.  Geographic concentration and lack of scale also
constrain the rating.  Expectations for continued positive free
cash flow, along with Spanish Broadcasting's large market presence
and favorable growth rates for the Hispanic media market and
positive Hispanic demographic trends, support the rating.

The stable outlook incorporates Moody's expectations that Spanish
Broadcasting will continue to generate positive free cash flow and
will reduce leverage modestly from the current level of close to
10 times debt-to-EBITDA (including the preferred stock, in the mid
7 times excluding it).

The June 2012 maturity, high leverage and weak near-term growth
prospects limit upward ratings momentum.  However, Moody's could
consider a positive rating action with an extension of maturities,
revenue stability in the radio segment, and progress towards
profitability for the TV segment.

Continued radio revenue declines in excess of 5%, inability to
generate positive free cash flow, or lack of progress on
addressing refinancing needs by the end of 2011 could result in a
negative ratings action.

Spanish Broadcasting System, Inc., headquartered in Coconut Grove,
Florida, owns and operates 21 radio stations targeting the
Hispanic audience.  The Company also owns and operates Mega TV, a
television operation with over-the-air, cable and satellite
distribution and affiliates throughout the U.S. and Puerto Rico.
Its revenue for the twelve months ended September 30, 2010, was
approximately $140 million.


SPONGETECH DELIVERY: Reorganization Case Converted to Chapter 7
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved the conversion of the Chapter 11 case of Spongetech
Delivery Systems Inc., to one under Chapter 7 of the Bankruptcy
Court.

As reported in the Troubled Company Reporter on October 13, 2010,
Chapter 11 trustee Kenneth P. Silverman asked that the Debtor's
case be converted to Chapter 7, saying that there is "no
possibility" of rehabilitation in the wake of alleged criminal
securities violations by executives and the Section 363 sale of
the company's primary manufacturing unit.

New York-based Spongetech Delivery Systems Inc. distributes a line
of hydrophilic polyurethane and polyurethane sponge cleaning and
waxing products.  Spongetech filed for Chapter 11 bankruptcy
protection on July 9, 2010 (Bankr. S.D.N.Y. Case No. 10-13647).
The Company estimated assets at $10 million to $50 million and
debts at $1 million to $10 million.  An affiliate, Dicon
Technologies, LLC, filed a separate Chapter 11 petition on
June 24, 2010 (Bankr. S.D.N.Y. Case No. 10-41275).

The Hon. Stuart M. Bernstein in July 2010 authorized Tracy Hope
Davis, the Acting U.S. Trustee for Region 2, to appoint a
Chapter 11 trustee for Spongetech Delivery Systems, Inc.  The U.S.
Trustee sought permission from Judge Bernstein to appoint a
Chapter 11 trustee or, in the alternative, convert the Debtor's
Chapter 11 bankruptcy case to Chapter 7.

Edward Neiger, Esq., at Neiger, LLP, and M. David Graubard, Esq.,
at Kera & Graubard, assist the Debtors in their restructuring
efforts.


ST JOSEPH: Moody's Affirms 'Ba1' Rating $244.5 MIL. Bonds
---------------------------------------------------------
Moody's Investors Service has affirmed St. Joseph's Healthcare
System's Ba1 bond rating on outstanding debt of $244.5 million
issued by New Jersey Health Care Facilities Finance Authority (see
debt list at end of report).  The rating outlook remains positive.

Legal Security: The bonds are secured by gross revenue pledge and
mortgage provided.  Annual debt service coverage of 1.10 times and
35 days cash on hand.

Interest Rate Derivatives: None

                            Strengths

* As of January 1, 2010, St. Joseph's Regional Medical Center and
  St. Joseph's Wayne Hospital legally merged into a single
  operating unit which should create additional financial
  synergies going forward and a unified approach to managed care
  contracting

* Completed renovation of intensive and critical care units and
  expanded operating suite in full use at St. Joseph's Wayne
  Hospital has lead to surgery volume increases; nearing the end
  of large capital projects at St. Joseph's Regional Medical
  Center after years of underinvestment in physical plant

* Continued positive operating performance in annualized fiscal
  year 2010 despite declining volumes with an operating cash flow
  of $37.9 million (6.0% operating cash flow margin) compared to
  an operating cash flow of $37.6 million (5.8% operating cash
  flow margin) in FY 2009

* Improved cash position with 6.5% increase in unrestricted cash
  and investments as of September 30, 2010 to 63 days cash on
  hand, up from 59 days at the end of FY 2009, nearly on par with
  the Ba median of 66.5 days

* Wide array of tertiary services including trauma, cardiology,
  and regional perinatal services

* Market share holding in four county service area at 33% during
  extensive construction at both hospitals

                           Challenges

* Leveraged balance sheet with below average estimated debt to
  cash flow of 6.9 times and estimated debt to operating revenues
  of 45% in annualized FY 2010; very recent increase of debt
  ($30 million) issued by a wholly-owned subsidiary of the parent
  to construct a new parking garage at St. Joseph's Regional
  Medical Center will further stress leverage indicators

* Significant reliance on state subsidies ($73.4 million in FY
  2009 representing 195% of operating cash flow); continued state
  budget stress could force funding cuts and would likely place
  material strain on cash flow of St. Joseph's

* Inpatient admissions are down 3.7% through September 30, 2010,
  compared to the prior year comparable period largely driven by
  the economy. Moody's notes that this decline is lower than some
  of the nearby competing hospitals and during a time of extensive
  renovations at both hospitals

* St. Joseph's Regional Medical Center is located in Paterson with
  a below average socioeconomic demographic

                   Recent Developments/Results

St. Joseph's Healthcare System consists of St. Joseph's Regional
Medical Center and St. Joseph's Wayne Hospital.  SJW was acquired
in 2001 and over the past several years management has worked
diligently to standardize productivity benchmarks and reorganize
clinical lines allowing effective utilization of space at the two
facilities.  As of January 1, 2010 the two facilities were merged
into one legal entity with a single governance structure.
Additional, this merger allows the two facilities to operate under
a single Medicare provider number.  As a single entity, SJHS will
be able to contract with managed care providers with a unified
voice which should positively impact net patient revenues.
Moody's view the merger of the two hospitals as a major
achievement as management embarked on this strategy two years ago.
Although the merger was effective as of January 1, 2010, the
financial benefits have not been fully realized.  When annualizing
performance through the first nine months of FY 2010 ending
September 30, 2010, SJHS will record operating performance
similar to performance in FY 2009 with an operating income of
$11.7 million (1.8% operating margin) and operating cash flow of
$38.9 million (6.0% operating cash flow margin) compared to
operating income of $12.9 million (2.0% operating margin) and
operating cash flow of $37.6 million (5.8% operating cash flow
margin).  SJHS's performance is holding steady with the 3.7%
decline in inpatient admissions offset by the 4.8% increase in
outpatient surgical volumes and the 8.7% increase in outpatient
visits and improved managed care rates at SJW following the
merger.  Moody's note that the declines in inpatient volumes at
SJHS is modest compared to some of the other hospitals in New
Jersy.

Further contributing to the anticipated flat operating performance
was the decline in state subsidies for charity care and
disproportionate share reimbursement to an estimated $77.8 million
in FY 2010 as compared to $73.4 million received in FY 2009.  SJHS
is heavily reliant on these state subsidies for operations as it
represented 195% of operating cash flow in FY 2009.  SJRMC is a
safety net hospital for Passaic County and is the second highest
charity care provider in the state.  According to management,
charity care funding from the state of New Jersey should return
to the previous higher levels in FY 2011 at approximately
$74 million.  Moody's view SJHS's heavy reliance on this funding
source as a continued financial risk.  Given the state's fiscal
problems, cuts to the charity care program which were spared in FY
2011 could conceivably be considered as early as spring 2011.
However Moody's note that through the first nine months of FY 2010
management was able to contain a $9 million reduction in subsidies
with only a $5 million decline in cash flow.  Moody's estimate
that coverage levels for FY 2010 will remain largely on par with
FY 2009: 7.0 times debt to cash flow and 2.27 times maximum annual
debt service coverage.

Unrestricted cash and investments improved 6.5% at September 30,
2010, to $106.2 million (62.8 days cash on hand) from
$99.7 million (58.1 days cash on hand) at fiscal yearend 2009;
cash to debt improved slightly to 45.0% as of September 20, 2010,
from 40.4% at FYE 2009, although still well below the Ba median of
65.3%.  Management no longer anticipates an equity contribution
toward the construction of the Critical Care building at the SJRMC
campus as the contractor was able to take advantage of the
economic conditions and renegotiate the guaranteed maximum price
contract.  This should help improved the cash position moving
forward.

The renovation and expansion of SJW's operating rooms and
renovations of the ICU and CCU are complete and in full operation.
The extensive renovations to SJRMC are 15 to 18 months away from
completion and include a new Critical Care building, a new front
lobby and entrance, and a new circular drive.  Essential to the
success of SJRMC is the construction of a new parking garage to
be managed by 200 Hospital Plaza Corporation, a wholly-owned
subsidiary SJHS.  200 Hospital Plaza Corporation issued
$29.6 million of fixed rate Series 2010 Bonds through the Passaic
County Improvement Authority and guaranteed by Passaic County.
The debt service for these bonds will be paid by 200 Hospital
Plaza Corporation with revenues from the parking garage and rental
income from the associated retail space.  SJRMC will fund an
operating reserve fund in the amount of $1.8 million.  If any
portion of the operating reserve fund is used to pay debt service
on the Series 2010 Bonds SJRMC is required to replenish the funds
on a yearly basis.  A debt service reserve fund equal to one year
of debt service will be funded from bond proceeds and used should
the operating reserve fund no longer be available.  The additional
debt increases the system's leverage with debt to cash flow
estimated to increase to 7.7 times in annualized FY 2010 and debt
to operating revenues increasing to 41.0% from 38.2%.  While there
is an irrevocable guarantee on the Series 2010 bonds from the
County, Moody's will include the parking garage debt in Moody's
analysis of SJRMC given the garage's location and strategic
importance to the hospital, as well as the operating fund
replenishment requirement.  Furthermore, the Series 2010 bonds
will appear on the audited financial statements of the system
beginning with the FY 2010 statements.

Throughout this period of construction SJHS has been able to
maintain its 33% market share in the four county primary and
secondary service area.  SJRMC and SJW are located four miles
apart in Passaic County, in Paterson and Wayne townships,
respectively.  Wayne is a suburban community with above average
income levels and Paterson is an urban aging city with below
average income levels relative to the state.  Overall unemployment
in Passaic County increased to 12.3% as of March 2010 above the
state and national averages of 9.4%.  Even with this challenging
socioeconomic demographic SJRMC has seen more modest declines in
inpatient admissions than other neighboring hospitals in less
challenging areas.

                             Outlook

The positive outlook reflects Moody's belief that SJHS is
positioned to improve its credit rating if the growth initiatives
with the new construction results in new volume, and operating
performance and balance sheet indicators improve.

                 What could change the rating -- Up

Improvement in financial performance, growth in volumes and market
share; growth in liquidity and improvement in balance sheet
measures

                What could change the rating -- Down

Departure from current level of results; material increase in
debt; erosion of balance sheet measures; material declines in
state subsidies

                         Key Indicators

Assumptions & Adjustments:

  -- Based on financial statements for St. Joseph's Healthcare
     System, Inc. and Affiliates

  -- First number reflects audit year ended December 31, 2009

  -- Second number reflects unaudited annualized 9 months FY 2010

  -- Investment returns normalized at 6% unless otherwise noted

* Inpatient admissions: 38,459; 37,252

* Total operating revenues: $647.3 million; $648.9 million

* Moody's-adjusted net revenue available for debt service:
  $41.4 million; $41.2 million

* Total debt outstanding: $247.0 million; $236.0 million

* Maximum annual debt service (MADS): $18.3 million; $18.3 million

* MADS Coverage with reported investment income: 2.07 times; 1.91
  times

* Moody's-adjusted MADS Coverage with normalized investment
  income: 2.27 times; 2.25 times

* Debt-to-cash flow: 6.97 times; 6.93 times

* Days cash on hand: 59.1 days; 62.9 days

* Cash-to-debt: 40.4%; 45.0%

* Operating margin: 2.0%; 1.8%

* Operating cash flow margin: 5.8%; 6.0%

Rated Debt (debt outstanding as of 12/31/2009):

* Series 2008: ($244.5 million, fixed rate), rated Ba1

The last rating action with respect to SJHS was on September 30,
2009, when a municipal finance scale rating of Ba1 was assigned
and affirmed and the outlook was positive.  That rating was
subsequently recalibrated to Ba1 on May 7, 2010.

Moody's adopts all necessary measures so that the information it
uses in assigning a credit rating is of sufficient quality and
from sources Moody's considers to be reliable including, when
appropriate, independent third-party sources.  However, Moody's is
not an auditor and cannot in every instance independently verify
or validate information received in the rating process.


SUMMIT HOTEL: Posts $1.29 Million Net Loss in Qtr. Ended Sept. 30
-----------------------------------------------------------------
Summit Hotel Properties LLC filed its quarterly report on Form 10-
Q, reporting a net loss of $1,295,801 on $36,935,600 of revenues
for the three months ended September 30, 2010, compared with a net
loss of $7,229,420 on $31,620,101 of revenues for the same period
a year ago.

The Company's balance sheet as of September 30, 2010, showed
$509,968,783 in total assets, $180,303,464 in total current
liabilities, $255,826,259 in long term-debt, and total equity of
$73,839,060.

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

              http://ResearchArchives.com/t/s?6f4f

                        About Summit Hotel

Summit Hotel Properties, LLC is a developer, owner and manager of
hotels categorized as mid-scale without food and beverage and
upscale hotels located throughout the United States.  As of
December 31, 2009, the Company owned 65 hotels in 19 states. The
Company's revenues and earnings are derived from hotel operations
of its owned hotels.  An affiliate, The Summit Group, Inc.,
provides a number of services for its hotels, including hotel
operations management, location of acquisition targets and
construction sites, development of construction sites, and
construction supervision.  As of December 31, 2009, Summit Hotel
Properties had two wholly owned limited liability companies that
own hotel properties.  Summit Hospitality I, LLC owns 25 of the
Company's hotels.  In addition, Summit Hospitality V, LLC, is a
wholly owned subsidiary, which owns 13 of the Company's hotels.


SUNVALLEY SOLAR: Posts $35,400 Net Loss in September 30 Quarter
---------------------------------------------------------------
Sunvalley Solar, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $35,406 on $1.24 million of revenue for
the three months ended September 30, 2010, compared with a net
loss of $139,495 on $876,054 of revenue for the same period of
2009.

The Company has an accumulated deficit of $879,532 as of
September 30, 2010.

The Company's balance sheet as of September 30, 2010, showed
$2.26 million in total assets, $2.47 million in total
liabilities, and a stockholders' deficit of $202,751.

"The Company has not yet established an ongoing source of revenues
sufficient to cover its operating costs and allow it to continue
as a going concern," the Company said in the filing.

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

               http://researcharchives.com/t/s?6f5d

Walnut, Calif.-based Sunvalley Solar, Inc., is solar power
technology and system integration company.


SUSPECT DETECTION: Posts $122,400 Net Loss in September 30 Quarter
------------------------------------------------------------------
Suspect Detection Systems Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $122,399 on $259,080 of revenue for
the three months ended September 30, 2010, compared with a net
loss of $295,322 on $401,512 of revenue for the same period of
2009.

The Company had an accumulated deficit of $1.72 million as of
September 30, 2010.

The Company's balance sheet as of September 30, 2010, showed
$2.43 million in total assets, $1.44 million total liabilities,
and stockholders' equity of $986,880.

As reported in the Troubled Company Reporter on April 22, 2010,
Davis Accounting Group P.C., in Cedar City, Utah, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has not established
sufficient sources of revenue to cover its operating costs and
expenses.

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

               http://researcharchives.com/t/s?6f4d

                     About Suspect Detection

Based in Jerusalem, Israel, Suspect Detection Systems Inc. was
incorporated in the State of Delaware on October 5, 2006.  SDS
specializes in the development and application of proprietary
technologies for law enforcement and border control, including
counter terrorism efforts, immigration control and drug
enforcement, as well as human resource management, asset
management and the transportation sector.


SUTTON CREEK GOLF: Says It's Not in Receivership
------------------------------------------------
The Windsor Star reports that the owner of Sutton Creek Golf and
Country Club denied rumors that the club has gone into
receivership.

According to the report, Debbie Aliberti said: "We have received
some questions from members regarding the sale and/or financial
position of the club.  "As you know, we approached members about
partial ownership earlier in the year but that has been put to
rest," said Aliberti in the notice.  We have been approached by
different parties interested in purchasing the club because of the
rumours circulating but it has gone no further than that."

"Like most clubs in the area we are struggling financially and
will for the next couple of years.  In the meantime, we are
keeping our expenses in check and really trying to increase our
revenues," he added.

On November 18, 2010, the clubhouse was closed but a message on
the club's answering machine indicated it was still accepting tee-
off times until November 21, 2010, the report notes.


Sutton Creek Golf & Country Club is a Golf business located at
2135 Gesto Road, Essex specializing in Golf Courses.


T3 MOTION: Posts $1.3 Million Net Loss in September 30 Quarter
--------------------------------------------------------------
T3 Motion, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $1.26 million on $1.05 million of revenue
for the three months ended September 30, 2010, compared with a net
loss of $2.27 million on $1.17 million of revenue for the same
period of 2009.

At September 30, 2010, the Company has an accumulated deficit of
$40.41 million, a working capital deficit of $14.32 million and a
cash balance of $40,966.

The Company's balance sheet as of September 30, 2010, showed
$3.81 million in total assets, $16.56 million in total
liabilities,  and a stockholders' deficit of $12.75 million.

KMJ Corbin & Company LLP, in Costa Mesa, 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 that the Company has incurred
significant operating losses and had negative cash flows from
operations since inception and at December 31, 2009, has a working
capital deficit of $11.01 million and an accumulated deficit of
$33.06 million.

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

               http://researcharchives.com/t/s?6f5e

Costa Mesa, Calif.-based T3 Motion, Inc., was organized on
March 16, 2006, under the laws of the state of Delaware.  The
Company develops and manufactures T3 Series vehicles, which are
electric three-wheel stand-up vehicles that are directly targeted
to the public safety and private security markets.


TAMARACK RESORT: Idaho Officials Extend Lease Until June 2011
-------------------------------------------------------------
Jay Patrick at Idaho Reporter notes Idaho city officials extended
Tamarack Resort's lease of state land through June 30, 2011.  In
return, lender Credit Suisse agreed to pay the Company's 2010 debt
of $290,920 -- rent of $250,000 plus late fees -- and also make a
half-payment for 2011 by Nov. 19, 2010.

According to the report, the officials also approved Tamarack
subletting the land to the Tamarack Municipal Association, which
aims to open the slopes for skiing this winter.  Tamarack's 2010
lease payment was due January 1.

                       About Tamarack Resort

Tamarack Resort LLC, a golf and ski resort in Valley County,
Idaho, was sent to Chapter 7 after creditors submitted an
involuntary petition (Bankr. D. Idaho Case No. 09-03911).  The
petitioning creditors include an affiliate of Bank of America
Corp. owed $4.7 million.

On April 9, 2010, Bankruptcy Judge Terry Myers signed an order
converting Tamarack Resort LLC's involuntary chapter 7 case to a
chapter 11 reorganization.

The project's 27.5% owner, VPG Investments Inc., filed for Chapter
11 reorganization in 2008, only to have the petition dismissed in
October 2008 at the request of the secured creditor, Credit
Suisse, Caymans Islands Branch.  VPG was controlled by Mexican
businessman Alfredo Miguel Afif.  Credit Suisse, the agent for the
secured lenders, characterized VPG's Chapter 11 case as "a classic
example of a bad faith filing" made "solely as a litigation
tactic" to stop foreclosure.


TEAM NATION: Earns $272,300 in September 30 Quarter
---------------------------------------------------
Team Nation Holdings Corporation filed its quarterly report on
Form 10-Q, reporting net income of $272,333 on $491,124 of revenue
for the three months ended September 30, 2010, compared with a net
loss of $293,864 on $614,919 of revenue for the same period last
year.

As of September 30, 2010, and December 31, 2009, the Company had
an accumulated deficit of $1.72 million and $1.43 million,
respectively.

The Company's balance sheet at September 30, 2010, showed
$3.03 million in total assets, $7.14 million in total liabilities,
and a stockholders' deficit of $4.10 million.

Kelly & Company CPAs expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's 2009 results.  The independent auditors noted that the
company, since beginning operations through a recapitalization in
June 2007, has suffered losses from operations and a working
capital deficiency.  "Team Nation Holdings Corporation incurred a
loss from continuing operations for the year ended December 31,
2009 of $3,617,233 and has current liabilities that exceeded
current assets by $5,077,197 and total liabilities that exceeded
total assets by $4,771,129."

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

               http://researcharchives.com/t/s?6f4c

Newport Beach, Calif.-based Team Nation Holdings Corporation is a
management and services company specializing in management
solutions for title companies and providing title production
services.


TEMPUS RESORTS: Files for Bankruptcy to Complete Sale
-----------------------------------------------------
Tempus Resorts International Ltd. and its units filed for Chapter
11 protection (Bankr. M.D. Fla. Case No. 10-20709) in order to
complete the sale to an affiliate of Diamond Resorts
International.

According to the Journal, the Company has decided to sell assets
after its primary lender, GMAC Commercial Finance LLC, advised it
in late 2009 it was going to discontinue lending to the vacation
ownership industry.

The Company said a sale transaction will provide continued
employment for the majority of its employees.

Tempus Resorts owns the 600-acre, 986-villa Mystic Dunes Resort &
Golf Club.


TEMPUS RESORTS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Tempus Resorts International, Ltd.
        7380 Sand Lake Road, Suite 600
        Orlando, FL 32819

Bankruptcy Case No.: 10-20709

Chapter 11 Petition Date: November 19, 2010

Debtor-affiliates that filed separate Chapter 11 petitions:

  Debtor                                           Case No.
  ------                                           --------
Tempus Palms International, Ltd.                  10-20712
Tempus Golf Development, LLC                      10-20714
Tempus Select, LLC                                10-20715
Backstage Myrtle Beach, LLC                       10-20716
Tempus Resorts Management, Ltd.                   10-20717
Tempus Resorts Realty, LLC                        10-20718
Tempus International Marketing Enterprises, Ltd.  10-20719
Time Retail, LLC                                  10-20720

Court: U.S. Bankruptcy Court
       Middle District of Florida (Orlando)

Judge: Karen S. Jennemann

Debtor's Counsel: Elizabeth A. Green, Esq.
                  BAKER & HOSTETLER LLP
                  200 S. Orange Avenue
                  Suntrust Center, Suite 2300
                  Orlando, FL 32801
                  Tel: (407) 649-4000
                  Fax: (407) 841-0168
                  E-mail: egreen@bakerlaw.com

Estimated Assets & Debts:

                                    (in millions)
                           Assets                    Debts
                           ------                    -----
Tempus Resorts          $0.1  to   $0.5           $0.1 to    $0.5
Tempus Golf Debt.       $1.0  to  $10.0           $1.0 to   $10.0
Tempus Palms Int'l    $100.0 to  $500.0         $100.0 to  $500.0

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

The petitions were signed by Roger Farwell, chief executive
officer.

Tempus Resorts International's List of 20 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Regulus Integrated Solutions LLC   Mortgage Servicing      $32,704
831 B. Latour Court
Napa, CA 94558-6258

US Bank Office                     Operational Leases      $21,586
Equipment Finance SE
P.O. Box 790448
St Louis, MO 63179-0448

MSC Sand Lake IV Inc               Office Rents            $20,335
P.O. Box 6104
Hicksville, NY 11802-6104

Zenith Insurance Company           Workers Compensation    $19,024
                                   Insurance

Sand Lake West Business Park Inc   Office Rents            $11,534

Collections Unlimited Inc          Mortgage Servicing       $9,017

Progressive Communications         Printing                 $6,123
International

Intralinks, Inc.                   Professional             $5,563
                                   Services - Other

Regulus Group LLC                  Mortgage Servicing       $5,387
                                   & Credit Scoring

Reserve Account                    Postage & Shipping       $3,000

Tri-Tech Air Conditioning Inc.     Repairs & Maintenance    $2,959

Harlan Hanson Inc                  Professional             $1,800
                                   Services - Other

Osceola Clerk Of Courts            Title & Foreclosure      $1,768
                                   Costs

TECC Inc                           Repairs & Maintenance    $1,559

Orlando Metropolitan Express       Location Rents -         $1,355
                                   Marketing

Mods, Inc.                         Storage Leases           $1,209

Federal Express Corporation        Postage & Shipping       $1,140

Staples Advantage                  Office Supplies          $1,051

Hernandez Delgado, Jorge Serapio   Other                    $1,028
Col. Napoles Del Benito Juarez

Shred-It Orlando                   Other                    $1,013

Tempus Palms Resorts' List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Modular Space Corporation          Storage Leases          $92,197
12603 Collection Center Drive
Chicago, IL 60693

Cieri, Nicholas                    Deposit                 $28,779
442 Roosevelt Avenue
Niagara Falls, NY 14305

Hummel, Wendy                      Deposit                 $21,280
194 Wells Street
Regina, SK S4R 5Z7
Canada

Wisner, Gregory John               Deposit                 $18,194

Johnston, James                    Deposit                 $14,627

Textron Financial Corporation      Operational Leases      $13,853

Vitkin, Michael                    Deposit                 $12,530

Lane, Kathryn                      Deposit                 $12,530

Geiger                             Other                   $11,878

Tate, Joseph                       Deposit                 $11,301

Chafee, David Dexter               Deposit                 $10,843

Foltz II, Jerry                    Deposit                 $10,821

Reback, Marcia                     Deposit                  $9,969

Gontar, Jill                       Deposit                  $8,771

Dominguez, Jasmin                  Deposit                  $8,752

Wells Fargo Bank                   Mortgage Servicing       $7,500
                                   & Credit Scoring

Spies Pool                         Repairs & Maintenance    $7,301

Webb, Thomas Stephen               Deposit                  $7,120

Schibonski, Dennis                 Deposit                  $6,929

Messersmith, Charles               Deposit                  $6,874


TENSAR CORP: S&P Downgrades Corporate Credit Rating to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Tensar Corp. to 'CC' from 'CCC'.  The
outlook is negative.

The issue-level rating on the company's senior secured debt is
being placed on CreditWatch with developing implications, pending
completion of the company's restructuring efforts and S&P's
expectations that the terms of the secured debt will be amended.

"The downgrade and CreditWatch listing reflect S&P's view that
Tensar may not be in a position to remain in compliance with its
senior secured bank credit agreement because of the combination of
still-weak construction end markets, restrictive bank facility
covenants, and high debt levels," said Standard & Poor's credit
analyst Thomas Nadramia.  "As a result, S&P think Tensar will
likely need to seek amendments or waivers of its covenant
requirements and to pursue restructuring of its debt obligations."

The company faces more restrictive bank credit agreement
covenants, which stepped down at year-end 2009.  The company's
revolving credit facility also matured on Oct. 31, 2010, but it is
S&P's understanding that it was paid in full.  S&P expects that a
new revolving credit facility is likely to be put in place as part
of any restructuring.

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

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


THERMOENERGY CORP: Posts $922,000 Net Loss in Qtr. Ended Sept. 30
-----------------------------------------------------------------
ThermoEnergy Corporation filed its quarterly report on Form 10-Q,
showing a net loss of $922,000 on $641,000 of revenue for the
three months ended September 30, 2010, compared with a net loss of
$4,623,000 on $970,000 of revenues for the same period a year ago.

At September 30, 2010, the Company does not have sufficient
working capital to satisfy its anticipated operating expenses for
the next 12 months.  As of September 30, 2010, the Company has a
cash balance of approximately $5.7 million and current liabilities
of approximately $14.5 million, which consisted primarily of
accounts payable of $626,000, short-term borrowings of $2.7
million (exclusive of discounts of $1.2 million), convertible debt
in default of $5.3 million, other accruals of $3 million and
unpaid payroll taxes of $1.7 million.  The Company is presently in
negotiations with its creditors to extend, settle or convert
certain of its obligations to equity.

The Company's balance sheet as of September 30, 2010, showed $7
million in total assets, $18.8 million in total current
liabilities, and a stockholders' deficit of $11.8 million.

As reported in the Troubled Company Reporter on May 4, 2010,
Kemp & Company, a Professional Association, in Little Rock, Ark.,
expressed substantial doubt about the Company's ability to
continue as a going concern, following its 2009 results.  The
independent auditors noted that the Company has incurred net
losses since inception and will require substantial capital to
continue commercialization of the Company's technologies and to
fund the Company's liabilities.

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

              http://ResearchArchives.com/t/s?6f51

                  About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.


THOMPSON PUBLISHING: Judge Approve Lenders' $42-Mil. Bid
--------------------------------------------------------
Bankruptcy Law360 reports that a bankruptcy judge on Friday
approved a $42 million credit bid by senior lenders to purchase
Thompson Publishing Group Inc.'s assets after the Company failed
to attract any competing offers.

Thompson Publishing sought approval to conduct an auction where
the first lien lenders would lead the auction with their credit
bid.

The first lien lenders have entered into an asset purchase
agreement with the Debtors.  A copy of the agreement is available
for free at http://bankrupt.com/misc/THOMPSON_apa.pdf

Under the auction rules, absent higher and better offers, the
first lien lenders will buy the business in exchange for (a) a
credit bid in the amount of $42,000,000; (b) cash in an amount
sufficient for (i) the repayment of outstanding obligations under
a DIP facility, (ii) payment of the cure costs, and (iii) without
duplication, payment of any carve-out and any additional amounts
payable pursuant to and in accordance with a wind-down budget; and
(c) assumption of certain of the Debtors' liabilities.  The
Potential Purchaser also has the option to assume certain of the
Debtors' accounts payable incurred in the ordinary course of
business prior to the Petition Date by designating the accounts
payable five business days prior to the auction or seven business
days before the sale hearing.

A copy of the auction procedures proposed by the Debtors is
available for free at:

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

According to the auction rules, the Debtors, with the consent of
the first lien agent and after consultation with the committee,
will determine whether a bid for less than substantially all of
the Debtors' assets qualifies as a qualified partial bid.  The
bidding at the auction will start at the purchase price stated
in the starting qualified bid -- to be determined by the Debtors,
with the consent of the first lien agent and after consultation
with the committee -- and then continue in minimum increments of
$250,000.

                     About Thompson Publishing

Legal publisher Thompson Publishing Holding Co. Inc. and six
affiliates sought chapter 11 protection (Bankr. D. Del. Case No.
10-13070) on Sept. 21, 2010.  Thompson is majority owned by Avista
Capital Partners, which bought a 50% stake in the company for
$130 million in 2006.  Thompson estimated assets of $10 million to
$50 million and debts of $100 million to $500 million in its
Chapter 11 petition.  Mark Chesen and Michael Gorman at SSG
Capital Advisors LLC in Conshohocken, Pa., provide the Debtors
with financial advisory services.


TIB FINANCIAL: Posts $33.65 Million Net Loss in Sept. 30 Quarter
----------------------------------------------------------------
TIB Financial Corp. filed its quarterly report on Form 10-Q,
showing a net loss of $33,655,000 on $17,042,000 of total interest
and dividend income for the three months ended September 30, 2010,
compared with a net loss of $8,097,000 on $20,327,000 of total
interest and dividend income for the same period a year ago.

The Company's balance sheet as of September 30, 2010, showed
$1,740,891,000 in total assets, $1,563,826,000 in total
liabilities, and $177,065,000 in stockholders' equity.

As reported in the Troubled Company Reporter on April 6, 2010,
Crowe Horwath LLP, in Fort Lauderdale, Fla., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company incurred net
losses in 2009, 2008 and 2007, primarily from loan and investment
impairments.  In addition, the Company's bank subsidiary is
operating under an informal agreement with bank regulatory
agencies that requires, among other provisions, higher regulatory
capital requirements.  The Bank did not meet the higher capital
requirement as of December 31, 2009, and therefore is not in
compliance with the regulatory agreement.  Failure to comply with
the regulatory agreement may result in additional regulatory
enforcement actions.  At March 31, 2010, these elevated capital
ratios were not met.

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

              http://ResearchArchives.com/t/s?6f50

Headquartered in Naples, Florida, TIB Financial Corp. (NASDAQ:
TIBB) is a bank holding company which through its wholly owned
subsidiaries, TIB Bank -- http://www.tibbank.com/-- and Naples
Capital Advisors, Inc. -- http://www.naplescapitaladvisors.com/--
offers a wide range of commercial, retail and private
banking and trust, investment management and other financial
services to businesses, individuals and families.


TRANSFIELD ER: Files Chapter 15 Petition in Manhattan
-----------------------------------------------------
Transfield ER Cape Ltd., an operator of bulk cargo ships
liquidating in British Virgin Islands courts, sought protection
from claims and lawsuits in the United States by filing a Chapter
15 petition in Manhattan (Bankr. S.D.N.Y. Case No. 10-16270).

Casey McDonald, Bob Yap Cheng Ghee and Patrick Cowley, as foreign
representatives, filed the Chapter 15 petition.  James H. Power,
Esq., at Holland & Knight, LLP, in New York, serves as counsel to
the foreign representatives.

The Debtor has assets of $273.1 million and liabilities of
$432 million, according to its financial statements.

TERC has pending liquidation proceedings in a British Virgin
Islands court.  In September, TMT Bulk Corporation, trading as TMT
Bulk Co. Ltd., applied to the BVI Court for a winding-up order
against TERC and the appointment of a liquidator.  Later in the
month, the BVI Court issued an order directing that (i) TERC be
wound up by the BVI Court in accordance with the provisions of the
2003 Act and (ii) appointing Casey McDonald, Bob Yap Cheng Ghee
and Patrick Cowley, as Joint Liquidators of TERC.

The Joint Liquidators requested recognition of the BVI Liquidation
as a foreign main proceeding primarily to obtain the U.S.
Bankruptcy Court's assistance in enforcing the automatic stay of
proceedings that came into effect, under BVI law (the 2003 Act),
when the BVI Liquidation was ordered by the BVI Court.  Despite
the BVI stay, five of TERC's creditors have continued with pending
suits against TERC in the United States in the Supreme Court, New
York County, and in the District Court for the Southern District
of New York.

"Recognition of the BVI Liquidation as a foreign main proceeding
would confer" upon TERC the protection of sections 362 and 1520 of
the Bankruptcy Code, thereby preventing one creditor from gaining
an advantage over similarly situated creditors and preventing one
creditor from otherwise interfering with the BVI Liquidation of
the TERC estate," Mr. McDonald said in a court filing.

TERC's main bankruptcy in the British Virgin Islands is already
recognized by the English High Court of Justice, Chancery
Division.  In addition, TERC has received a winding up order from
a Singapore court, which also appointed Messrs. McDonald, Cowley,
and Yap as liquidators.

TERC blamed its woes on the dramatic collapse for transportation
of bulk cargo in 2008 as a result of the global economic downturn.
At that time, the Baltic Dry Index, which measures average global
freight prices for the transportation of bulk goods, collapsed,
and the price of carrying bulk goods and the demand for carriage
of bulk goods dropped significantly.  As a result, TERC's
profitability deteriorated from late-2008 onwards.


TRANSWEST RESORT: Asks for Court's Okay to Use Cash Collateral
--------------------------------------------------------------
Transwest Resort Properties, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Arizona to use until February
2011 the cash collateral securing their obligation to their
prepetition lenders.

Kasey C. Nye, Esq., at Quarles & Brady LLP, explains that the
Debtor needs the money to fund its Chapter 11 case, pay suppliers
and other parties.  The Debtors will use the collateral pursuant
to a four-month budget, a copy of which is available for free at:

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

Transwest Properties, Inc., acquired the Debtor and luxury resorts
the Westin La Paloma Resort and Country Club in a $270 million
leveraged stock purchase transaction that closed on December 5,
2007.  Transwest Partners brought $30 million cash to the
transaction.  The balance of the transaction was accomplished
through a $209 million mortgage loan secured by the Resorts, a
$21.5 million mezzanine loan, and a $10 million junior mezzanine
carry-back loan from the seller.  The Mortgage Loan is evidenced
by two promissory notes dated December 5, 2007 -- the A-1 Note in
the original principal amount of $105 million, and the A-2 Note in
the original principal amount of $104 million -- and executed on
behalf of each of the Property Entities as co-makers.  The
Mortgage Notes are secured by a Deed of Trust Assignment of Leases
and Rents, Security Agreement and Fixture Filing encumbering the
La Paloma Resort and by a Mortgage, Assignment of Leases and
Rents, Security Agreement and Fixture Filing.

The original mortgage lender sold the Mortgage Notes into two
separate Commercial Mortgage Backed Securities Trusts.   The A-1
Note is owned by Wells Fargo Bank, NA, as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2007-C1, and the A-2
Note is owned by Bank of America, N.A., as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2008-C2.  Pursuant to
an intercreditor agreement, the trustee for the 2007-C1 CMBS Trust
is the beneficiary of the Arizona Deed of Trust and the South
Carolina Mortgage, and the collateral agent for the Mortgage
Lenders.  The Mortgage Loan is administered by a servicer-
presently LNR Partners, LLC, which took over special servicing of
the Mortgage Loan on June 1, 2010, from Midland Loan Services.

The Debtors said that the mortgage lenders will be adequately
protected by the continuing operating profits, by a replacement
lien in the receipts generated post-petition, by the new post-
petition cash management regime that transparently segregates
accumulating cash collateral, and by the improved operating
performance of the Resorts that result from the capital
expenditures.

Tucson, Arizona-based Transwest Resort Properties, Inc., filed for
Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D.
Ariz. Case No. 10-37134).  Kasey C. Nye, Esq., at Quarles & Brady
LLP, assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at up to $50,000 and debts at $10 million to
$50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
(Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on November 17, 2010.

Transwest Hilton Head Property estimated its assets at $10 million
to $50 million and debts at $100 million to $500 million.

Transwest Tucson Property estimated its assets at $50 million to
$100 million and debts at $100 million to $500 million.


TRANSWEST RESORT: Section 341(a) Meeting Scheduled for Dec. 30
--------------------------------------------------------------
The U.S. Trustee for Region 14 will convene a meeting of Transwest
Resort Properties, Inc.'s creditors on December 30, 2010, at
10:30 a.m.  The meeting will be held at the U.S. Trustee Meeting
Room, James A. Walsh Court, 38 S Scott Ave, Street 140, Tucson,
Arizona.

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.

Tucson, Arizona-based Transwest Resort Properties, Inc., filed for
Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D.
Ariz. Case No. 10-37134).  Kasey C. Nye, Esq., at Quarles & Brady
LLP, assists the Debtor in its restructuring effort.  The Debtor
estimated its assets at up to $50,000 and debts at $10 million to
$50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
(Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on November 17, 2010.

Transwest Hilton Head Property estimated its assets at $10 million
to $50 million and debts at $100 million to $500 million.

Transwest Tucson Property estimated its assets at $50 million to
$100 million and debts at $100 million to $500 million.


TUTOR PERINI: S&P Assigns 'BB-' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB-' corporate credit rating to Sylmar, California-based Tutor
Perini Corp.  At the same time, S&P also assigned a 'BB-' issue-
level rating to the company's proposed $300 million senior
unsecured notes.  The recovery rating is '4', indicating S&P's
expectation of an average (30%-50%) recovery in a payment default
scenario.  The company also has a $205 million revolver and a
supplementary line of $100 million, which S&P does not rate.
At the same time, S&P also assigned a 'BB-' issue-level rating to
the company's proposed $300 million senior unsecured notes.  The
recovery rating is '4', indicating S&P's expectation of an average
(30%-50%) recovery in a payment default scenario.  The company
also has a $205 million revolver and a supplementary line of
$100 million, which S&P does not rate.

"The ratings on Tutor Perini reflect S&P's assessment of its
business risk profile as weak, characterized by its presence in
the cyclical engineering and construction sector, limited end-
market diversity, and geographic concentration," said Standard &
Poor's credit analyst Sarah Wyeth.  "However, S&P expects that a
growing proportion of civil construction projects will enable the
company to achieve operating margin (before depreciation and
amortization) of about 5%, allowing it to maintain debt (adjusted
for pensions and operating leases) to EBITDA of about 2.5x."

The outlook is stable.  "S&P expects stimulus-driven and other
government project spending to somewhat offset weakness in
commercial construction end markets," Ms. Wyeth continued.
"However, if operating performance is weaker than expected,
resulting in debt to EBITDA above 3.5x, S&P could consider
lowering the rating.  If S&P expects the company to maintain
metrics that could support a higher rating, and S&P expects the
company to pursue a less aggressive financial policy, S&P could
consider raising the rating."


UNIGENE LABORATORIES: Has $4.38 Million Net Loss in Third Quarter
-----------------------------------------------------------------
Unigene Laboratories Inc. announced financial results for the
third quarter, 2010 and highlighted progress with the Company's
recent establishment of two specialized strategic business units -
Unigene Therapeutics and Unigene Biotechnologies.

Unigene reported a net loss of $4,384,000 for the three months
ended September 30, 2010, compared to a net loss of $5,834,000 for
the three months ended September 30, 2009.  Cash at September 30,
2010 was $8,431,000, an increase of approximately $3,537,000 from
December 31, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$25.66 million in total assets, $62.50 million in total
liabilities, and a stockholders' deficit of $36.83 million.

Revenue for the three months ended September 30, 2010 was
$2,856,000, compared to $2,732,000 for the three months ended
September 30, 2009.  Revenue for both periods primarily consisted
of Fortical sales and royalties which have declined since the
launch of competitive products in December 2008.  Fortical sales
were $1,287,000 for the three months ended September 30, 2010,
compared to $1,272,000 for the three months ended September 30,
2009.  Fortical sales fluctuate each quarter based upon Upsher-
Smith Laboratories' ordering schedule.  Fortical royalties were
$744,000 for the three months ended September 30, 2010, compared
to $1,126,000 for the three months ended September 30, 2009.
Fortical royalties fluctuate each quarter based upon the timing,
pricing and volume of USL's shipments to its customers.  Data from
IMS indicate that as of August 2010, Fortical held a 39% share of
U.S. nasal calcitonin prescriptions.

Net loss for the nine months ended September 30, 2010 was
$23,974,000 compared to a net loss of $12,569,000 for the nine
months ended September 30, 2009.  Non-cash expenses included in
the net loss for the nine months ended September 30, 2010 include
$8,125,000 in loss on change in fair value of embedded conversion
feature, $2,008,000 in non-cash interest expense, $576,000 in
inventory reserve provision and $1,400,000 in non-cash equity
compensation and depreciation and amortization expense.

Ashleigh Palmer, Unigene's Chief Executive Officer stated, "Mid-
way through the quarter we created two distinct and highly focused
business units: Unigene Therapeutics and Unigene Biotechnologies
to facilitate the execution of our strategic priorities."  Palmer
continued, "Our aggressive three step strategy has been clearly
defined and we are committed to its execution.  We will focus on
increasing our runway in the near-term by prudent cash conservancy
and incremental revenue generation; as resources permit, retiring
debt and selectively investing in the advancement of existing core
development programs; and maximizing shareholder value by
exploiting the full potential of the Company's "Peptelligence"
technology platform."

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6e5a

                           About Unigene

Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.

Grant Thornton LLP, in New York, expressed substantial doubt about
Unigene Laboratories' ability to continue as a going concern
following the Company's 2009 results.  The firm noted that the
Company has incurred a net loss of $13,400,000 during the year
ended December 31, 2009 and has an accumulated deficit of
approximately $143,000,000 as of December 31, 2009.  As of that
date, the Company's current liabilities exceeded its current
assets by $1,251,000 and its total liabilities exceeded total
assets by $30,442,000.


UNILIFE CORPORATION: Posts $7.2MM Net Loss in September 30 Quarter
------------------------------------------------------------------
Unilife Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $7.2 million on $3.5 million of revenue
for the three months ended September 30, 2010, compared with a net
loss of $2.1 million on $3.1 million of revenue for the
corresponding period last year.

The Company had an accumulated deficit of $86.9 million as of
September 30, 2010.

"We anticipate incurring additional losses until such time that we
can generate significant sales and other potential sources of
revenue from our proprietary range of retractable syringes," the
Company said in the filing.

The Company's balance sheet at September 30, 2010, showed
$68.5 million in total assets, $26.3 million in total liabilities,
and stockholders' equity of $42.2 million.

As reported in the Troubled Company Reporter on October 4, 2010,
KPMG LLP, in Harrisburg, Pa., expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's results for the fiscal year ended June 30, 2010.
The independent auditors noted that the Company has incurred
recurring losses from operations and has an accumulated deficit.

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

               http://researcharchives.com/t/s?6f5f

                    About Unilife Corporation

Lewisberry, Pa.-based Unilife Corporation (NASDAQ: UNIS; ASX: UNS)
-- http://www.unilife.com/-- is a medical device company focused
on the design, development, manufacture and supply of a
proprietary range of retractable syringes.  Primary target
customers for the Company's products include pharmaceutical
manufacturers, suppliers of medical equipment to healthcare
facilities, and distributors to patients who self-administer
prescription medication.


UNITRIN INC: Fitch Upgrades Rating on $610MM Sr. Notes From 'BB+'
-----------------------------------------------------------------
Fitch Ratings has upgraded Unitrin, Inc.'s debt and Issuer Default
Rating by one notch to 'BBB-' and 'BBB', respectively, following
the successful completion of its $250 million 6% senior note
issuance due 2015.  Fitch has also assigned a 'BBB-' rating to
this new debt.

The rationale for Fitch's upgrade is based on the company's
improved financial flexibility and overall holding company profile
following the completion of its long-term debt issuance.  The
proceeds will be used, in part, to pay off Unitrin's bank revolver
in full.

The company will also contribute $60 million to United Insurance
Company of America, its primary life insurance subsidiary.  This
contribution will improve United's capitalization.  The remainder
of the proceeds will be used for general corporate purposes.
Unitrin's debt to capital ratio remains within Fitch's
expectations at 21.8% following the debt issuance.

The upgrade is also influenced by Fitch's reduced concern related
to Fireside Bank, Unitrin's auto finance business, which is
currently in runoff.  Based on updated stress scenarios, Fitch
believes Fireside will be self-funding and will not weaken the
balance sheet of the parent company.  This also relieves some of
the concern that previously resulted in wider holding-company
notching.  Providing additional comfort for the holding company is
Fireside's $240 million of cash and investments.

Fitch notes that Fireside Bank's capitalization remains strong
with a Tier 1 Capital to Total Average Asset ratio of 31.0%
compared with 15.6% on March 31, 2009, when the bank was placed
into runoff.

Given adequate capitalization at the insurance company level and
modest operating results, Fitch has also affirmed the ratings of
Unitrin's insurance subsidiaries with a Stable Outlook.

Fitch could downgrade Unitrin's ratings if any of, but not limited
to, these takes place:

  -- Debt to capital ratio exceeds 25%;

  -- Earnings-based interest coverage falls below high single
     digits for several quarters;

  -- The company's capitalization deteriorates significantly due
     to an acquisition;

  -- Significant acceleration of charge-offs at Fireside results
     in capital contributions from Unitrin.

Fitch could upgrade Unitrin's ratings if any of, but not limited
to, these takes place:

  -- Significant improvement in capitalization;
  -- Meaningful and sustained improvement in underwriting results.

Fitch has upgraded these:

Unitrin

  -- IDR to 'BBB' from 'BBB-';
  -- $610 million senior notes to 'BBB-' from 'BB+'.

Fitch has affirmed these with a Stable Outlook:
Trinity Universal Insurance Co.
United Insurance Co. of America
Union National Life Insurance Co.
Reliable Life Insurance Co.

  -- Insurer Financial Strength rating at 'A-'.


VALEANT PHARMACEUTICALS: Note Offering Won't Affect Moody's Rating
------------------------------------------------------------------
Moody's Investors Service commented that there is no impact to
the ratings or outlook of Valeant Pharmaceuticals International,
a subsidiary of Valeant Pharmaceuticals International, Inc.,
following its recently upsized senior note offering.  Valeant's
Corporate Family Rating is Ba3 and the rating outlook is positive.

LGD point estimates on the senior secured bank facility are being
revised to Baa3 (LGD2, 10%) from Baa3 (LGD2, 11%), while the LGD
point estimate on the senior notes remains B1 (LGD4, 60%).

Moody's most recent rating action on Valeant was the assignment of
a B1 rating to Valeant's proposed senior notes on November 18,
2010.

Headquartered in Mississauga, Ontario, Valeant Pharmaceuticals
International, Inc., is a global specialty pharmaceutical company
formed from the merger of Biovail Corporation and Valeant
Pharmaceuticals International.  Revenues for the first three
quarters of 2010 were $667 million, consisting solely of legacy
Biovail revenues.


VALLEY FORGE: Posts $482,300 Net Loss in September 30 Quarter
-------------------------------------------------------------
Valley Forge Composite Technologies, Inc., filed its quarterly
report on Form 10-Q, reporting a net loss of $482,296 on
$4.87 million of revenue for the three months ended September 30,
2010, compared with a net loss of $652,699 on $0 revenue for
the same period a year ago.  To date, no revenues have been
attributable to sales from ODIN or THOR LVX.  All sales have been
for aerospace products.

The Company has an accumulated deficit of $9.05 million at
September 30, 2010.

The Company's balance sheet as of September 30, 2010, showed
$3.66 million in total assets, $2.84 million in total liabilities,
and stockholders' equity of $820,394.

As reported in the Troubled Company Report on April 22, 2010, R.R.
Hawkins & Associates International, PSC, in Los Angeles,
expressed substantial doubt about the Company's ability to
continue as a going concern, following its 2009 results.  The
independent auditors noted that the Company has incurred net
losses since inception.

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

               http://researcharchives.com/t/s?6f3a

                        About Valley Forge

Covington, Ky.-based Valley Forge Composite Technologies, Inc.,
(OTC Bulletin Board: VLYF - News) -- http://www.vlyf.com/--
is engaged in the design and manufacture of attitude control
instruments for small satellites, in particular, mini momentum
reaction wheels based on its proprietary composite and bearing
technology.  The Company also markets and sells personnel
screening devices known as ODIN.

Since September 11, 2001, the Company has focused much of its
energy on the development and commercialization of its counter-
terrorism products.  These products include an advanced detection
capability for illicit narcotics, explosives, and bio-chemical
weapons using photo-nuclear reactions to initiate secondary gamma
quanta the result of which is a unique and distinguishable signal
identifying each component of a substance.  This product is known
as the THOR LVX photonuclear detection system ("THOR").


VERTIS HOLDINGS: Asks for Court's Permission to Sell Real Property
------------------------------------------------------------------
Vertis Holdings, Inc., et al., ask for authorization from the U.S.
Bankruptcy Court for the Southern District of New York to sell
certain real property, free and clear of all liens, claims and
encumbrances.

The Debtors want to sell:

     (a) that certain building located at 511 West Citrus Edge
         Street, Glendora, California 91740, to Ken and Rhonda
         Ramage for $2.2 million;

     (b) that certain building located at 3440 Browns Mill Road,
         Atlanta, Georgia 30354, to Geographics, Inc., for
         $632,500; and

     (c) that certain 20 acre property located at Saugerties Manor
         Road and NYS Route 32, Saugerties, New York 12477, to
         Central Hudson Gas & Electric Corporation for a total
         sales price of $425,000.

The Ramages' $70,000 deposit was released from escrow and wired to
the Debtors on November 4, 2010.  Additionally, the Ramages
secured the financing necessary to purchase the California
Property and are prepared to close by November 30, 2010.

The Georgia Property has been in escrow since mid 2010 in order to
allow Geographics time to perform appropriate environmental due
diligence.  Having recently completed the diligence, Geographics
is prepared to close the proposed sale of the Georgia Property on
or after November 23, 2010.

The sale of the New York Property to Central Hudson is scheduled
to close between December 2010 and January 2011.

Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter
11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y.
Case No. 10-16170).  Mark McDermott, Esq., at Skadden Arps Slate
Meagher & Flom, LLP, assists the Debtor in its restructuring
effort.  Kurtzman Carson Consultants LLC is the Debtors' claims
and notice agent.  The Debtor estimated its assets and debts at
more than $1 billion.

On November 17, 2010, affiliates American Color Graphics, Inc.
(Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr.
S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case
No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-
16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and
Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed
separate Chapter 11 petitions.


VERTIS HOLDINGS: Files Prepackaged Plan of Reorganization
---------------------------------------------------------
Vertis Holdings, Inc., et al., have filed a joint prepackaged plan
of reorganization and disclosure statement with the U.S.
Bankruptcy Court for the Southern District of New York.

The Debtors ask the Court to set for December 16, 2010, a combined
hearing for the Disclosure Statement and confirmation of the Plan.

In a statement announcing its bankruptcy filing, Vertis said that
early voting results as of November 15, 2010, the deadline by
which eligible note holders were required to vote in order to
receive a consent payment, indicated a low likelihood of reaching
the 98% participation levels established in the out-of court
exchange offers.  Accordingly, the Debtors determined to commence
these cases prior to the December 1, 2010, voting deadline in
order to expedite their restructuring.  As of November 17, 2010,
the Company has received overwhelming acceptances of its Plan of
Reorganization.  Specifically, holders of approximately
$428,182,596 in aggregate amount of the Second Lien Notes have
voted on the Plan, which comprises 86.4% of the aggregate
principal amount of Second Lien Notes outstanding as of the
Petition Date.  Of those who have voted, 98.29% in aggregate
principal amount of the Series A Second Lien Notes have voted to
accept the Plan and 100% in aggregate principal amount of the
Series B and Series C Second Lien Notes have voted to accept the
Plan.  Holders of approximately $218 million in aggregate
principal amount of the Senior PIK Notes have voted on the Plan,
which comprises 84.2% of the aggregate principal amount of Senior
PIK Notes outstanding as of the Petition Date.  Of those who have
voted, 99.98% in aggregate principal amount of the Senior PIK
Notes have voted to accept the Plan.

The Debtors have established December 1, 2010, at 12:00 a.m. (New
York City time) as the deadline to vote to accept or reject the
Plan.  The Debtors request that the Court set December 9, 2010, as
the last date to file objections to the adequacy of the Disclosure
Statement or confirmation of the Plan.

In connection with the restructuring transactions and the Plan,
the Debtors have received commitments to enter into new financing
arrangements, including the $175.0 million New Revolving Credit
Facility and the $425.0 million New Term Loan, the proceeds of
which will be used, among other things, to repay all of the
Debtors' obligations under the existing credit facilities.  The
New Revolving Credit Facility will be secured by liens on
substantially all of the Debtors' assets and the assets of all of
the Debtors' domestic restricted subsidiaries that secure our
existing secured indebtedness, with a first priority lien on
current assets and other related assets and a second priority lien
on all assets that secure our existing secured indebtedness other
than the revolver collateral, which other assets include fixed
assets and intellectual property.  The New Term Loan will be
secured by liens on substantially all of the Debtors' assets and
the assets of all of the Debtors' domestic subsidiaries that
secure the Debtors' existing secured indebtedness, with a first
priority lien on all assets that secure the Debtors' existing
secured indebtedness other than the revolver collateral and a
second priority lien on the revolver collateral.

Copies of the Plan and the explanatory Disclosure Statement are
available for free at:

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

                        Treatment of Claims

Under the Plan, holders of allowed administrative claims will
receive, in full satisfaction of the claim, cash equal to the
unpaid portion of the claim.

The legal and equitable rights of the holders of Priority Tax
Claims are Unimpaired by the Plan.  Each holder of an Allowed
Priority Tax Claim will have its Claim Reinstated.

Each Allowed DIP Claim will (i) be paid in full in cash, provided
that the payments will be distributed to the DIP Agent on behalf
of holders of the Allowed Claims or (ii) convert into the exit
facility.

With respect to classified claims:

  Classification                            Treatment
  --------------                            ---------
Class 1 - Priority Non-Tax Claims   Unimpaired; not entitled to
                                   vote; each holder will have
                                   its claim reinstated

Class 2 - Revolving Loan Claims     Unimpaired; not entitled to
                                   vote; each holder will receive
                                   payment in full, in cash, of
                                   the outstanding principal
                                   amount of its claim, any
                                   accrued and unpaid interest
                                   thereon, and other amounts
                                   contractually owing to the
                                   holder, to the extent not
                                   previously paid with the
                                   proceeds of the DIP Facility

Class 3 - Term Loan Claims          Unimpaired; not entitled to
                                   vote; each holder will receive
                                   payment in full, in cash, of
                                   the outstanding principal
                                   amount of its claim, any
                                   accrued and unpaid interest
                                   thereon, and other amounts
                                   contractually owing to the
                                   holder

Class 4A - Series A Second Lien     Impaired; Entitled to vote;
Note Claims                         each holder will receive its
                                   pro rata share of the Second
                                   Lien Note Claims New Common
                                   Stock Allocation; holders that
                                   vote to accept the Plan and
                                   tender their Series A Notes in
                                   connection with the Exchange
                                   Offers are being provided the
                                   opportunity to purchase up to
                                   20.245 shares of New Common
                                   Stock per $1,000 of their
                                   claims

Class 4B - Series B Second Lien     Impaired; Entitled to vote;
Note Claims                         each holder will receive its
                                   pro rata share of the Second
                                   Lien Note Claims New Common
                                   Stock Allocation; holders that
                                   vote to accept the Plan and
                                   tender their Series B Notes in
                                   connection with the Exchange
                                   Offers are being provided the
                                   opportunity to purchase up to
                                   20.245 shares of New Common
                                   Stock per $1,000 of their
                                   Allowed Series B Second Lien
                                   Note; each holder will
                                   automatically become and be
                                   deemed to be a party to the
                                   New Stockholders' Agreement on
                                   the Effective Date, regardless
                                   of whether the holder votes to
                                   accept or reject the Plan or
                                   executes the New Stockholders'
                                   Agreement, unless the holder
                                   votes to reject the Plan and
                                   declines to accept the shares
                                   of New Common Stock to which
                                   the holder would otherwise be
                                   entitled under the Plan

Class 4C - Series C Second Lien     Impaired; Entitled to vote;
Note Claims                         each holder of will receive
                                   its pro rata share of the
                                   Second Lien Note Claims New
                                   Common Stock Allocation;
                                   holders that vote to accept
                                   the Plan and tender their
                                   Series C Notes in connection
                                   with the Exchange Offers are
                                   being provided the opportunity
                                   to purchase up to 19.233
                                   shares of New Common Stock per
                                   $1,000 of their Series C
                                   Second Lien Notes (in the
                                   aggregate amount of
                                   $23.3 million); each holder of
                                   an Allowed Series C Second
                                   Lien Note Claim will
                                   automatically become and be
                                   deemed to be a party to the
                                   New Stockholders' Agreement on
                                   the Effective Date, regardless
                                   of whether the holder votes to
                                   accept or reject the Plan or
                                   executes the New Stockholders'
                                   Agreement, unless the holder
                                   votes to reject the Plan and
                                   declines to accept the shares
                                   of New Common Stock to which
                                   the holder would otherwise be
                                   entitled under the Plan;

Class 5 - Other Secured Claims      Unimpaired; not entitled to
                                   vote; each holder will
                                   (i) have its claim reinstated,
                                   or (ii) receive, in full
                                   satisfaction, settlement,
                                   release, and discharge of, and
                                   in exchange for, the claim,
                                   either (w) cash in the full
                                   amount of the claim, including
                                   any postpetition interest
                                   (x) the proceeds of the sale
                                   or disposition of the
                                   collateral securing the claim
                                   to the extent of the value of
                                   the holder's secured interest
                                   in the collateral, (y) the
                                   collateral securing the claim
                                   and any interest on the claim
                                   required to be paid, or
                                   (z) other distribution; if the
                                   claim exceeds the value of the
                                   collateral that secures it,
                                   the holder will have a claim
                                   equal to the collateral's
                                   value and a General Unsecured
                                   Claim for the deficiency

Class 6 - Senior PIK Note Claims    Impaired; entitled to vote;
                                   each holder will receive its
                                   pro rata share of the Senior
                                   PIK Note Claims New Common
                                   Stock Allocation

Class 7 - General Unsecured Claims  Unimpaired; not entitled to
                                   vote; each holder will have
                                   its claim reinstated; provided
                                   that the holder of a claim
                                   arising from a Consulting
                                   Agreement Claim will receive
                                   cash in the amount of 50% of
                                   the claim

Class 8 - Intercompany Claims       Unimpaired; not entitled to
                                   vote; claims will be
                                   reinstated

Class 9 - Subordinated 510(b)       Impaired; not entitled to
Claims                              vote; the holders won't
                                   receive or retain any property
                                   under the Plan on account of
                                   the claims and the obligations
                                   of the Debtors and Reorganized
                                   Debtors on account of the
                                   claims will be discharged

Class 10 - Interests in Vertis      Impaired; not entitled to
Holdings                            vote; Allowed Interests in
                                   Vertis Holdings will be deemed
                                   automatically cancelled
                                   without further action by the
                                   Debtors or Reorganized Debtors
                                   and the obligations of the
                                   Debtors and Reorganized
                                   Debtors thereunder will be
                                   discharged

Class 11 - Intercompany Interests   Unimpaired; not entitled to
                                   vote; claims will be
                                   reinstated

                       About Vertis Holdings

Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter
11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y.
Case No. 10-16170).  Mark McDermott, Esq., at Skadden Arps Slate
Meagher & Flom, LLP, assists the Debtor in its restructuring
effort.  Kurtzman Carson Consultants LLC is the Debtors' claims
and notice agent.  The Debtor estimated its assets and debts at
more than $1 billion.

On November 17, 2010, affiliates American Color Graphics, Inc.
(Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr.
S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case
No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-
16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and
Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed
separate Chapter 11 petitions.


VERTIS HOLDINGS: Taps Skadden Arps as Bankruptcy Counsel
--------------------------------------------------------
Vertis Holdings, Inc., et al., ask for authorization from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Skadden, Arps, Slate, Meagher & Flom LLP as bankruptcy counsel,
nunc pro tunc to the Petition Date.

Skadden Arps will, among other things:

     (a) attend meetings and negotiating with representatives of
         creditors and other parties-in-interest, and advising and
         consulting on the conduct of the cases, including all of
         the legal and administrative requirements of operating in
         Chapter 11;

     (b) take necessary action to protect and preserve the
         Debtors' estates, including the prosecution of actions on
         their behalf, the defense of any actions commenced
         against those estates, negotiations concerning litigation
         in which the Debtors may be involved, and objections to
         claims filed against the estates;

     (c) prepare motions, applications, answers, orders, reports,
         and papers necessary to the administration of the
         estates;

     (d) prepare and negotiate plan(s) of reorganization,
         disclosure statement(s), and all related agreements and
         documents, and taking any necessary action on behalf of
         the Debtors to obtain confirmation of the plan(s).

Skadden Arps will be paid based on the rates of its professionals:

         Partners                  $770-$1,050
         Counsel                    $720-$820
         Associates                 $355-$680
         Legal Assistants           $180-$285

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

Baltimore, Maryland-based Vertis Holdings, Inc., filed for Chapter
11 bankruptcy protection on November 17, 2010 (Bankr. S.D.N.Y.
Case No. 10-16170).  Kurtzman Carson Consultants LLC is the
Debtors' claims and notice agent.  The Debtor estimated its assets
and debts at more than $1 billion.

On November 17, 2010, affiliates American Color Graphics, Inc.
(Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr.
S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case
No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-
16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and
Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174) filed
separate Chapter 11 petitions.


VICTOR VIRGIN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Victor Virgin Construction Corp.
        346 Lake Shore Road
        Franklin, NH 03235

Bankruptcy Case No.: 10-14921

Chapter 11 Petition Date: November 17, 2010

Court: United States Bankruptcy Court
       District of New Hampshire (Manchester)

Debtor's Counsel: William S. Gannon, Esq.
                  WILLIAM S. GANNON PLLC
                  889 Elm Street, 4th Floor
                  Manchester, NH 03101
                  Tel: (603) 621-0833
                  Fax: (603) 621-0830
                  E-mail: bgannon@gannonlawfirm.com

Estimated Assets: $0 to $50,000

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/nhb10-14921.pdf

The petition was signed by Victor Virgin, president.


VITRO SAB: Ad Hoc Noteholders Express Concerns on Exchange Offer
----------------------------------------------------------------
The Ad Hoc Group of Vitro Noteholders -- comprised of holders, or
investment advisors to holders, which represent approximately
$650 million of the Senior Notes due 2012, 2013 and 2017 issued by
Vitro S.A.B. de C.V. -- believes that the exchange offer exposes
Noteholders who consent to potential adverse consequences that
have not been disclosed by Vitro.  The Ad Hoc Noteholder Group has
been engaged in discussions with other Noteholders who hold in
excess of $100 million of Senior Notes, who have confirmed that
they oppose and are not participating in the Consent Solicitation
and Exchange Offer dated November 1, 2010.

As previously announced, the Ad Hoc Noteholder Group opposes
Vitro's proposed Concurso restructuring and has determined not to
tender their notes because, among other things, it does not
provide an appropriate economic recovery for holders of Senior
Notes.

In the event that Vitro waives the conditions of its Solicitation,
which Vitro is entitled to do, the Ad Hoc Noteholder Group
believes that any consenting Noteholder could be forced to take
the new notes offered in the Consent Solicitation, regardless of
whether Vitro files or completes its proposed Concurso plan in
Mexico.  If Vitro were to pursue this option, Noteholders that do
not give their consent in the Solicitation would keep their
original Senior Notes with their original terms, while consenting
Noteholders could receive the consideration offered in the
Solicitation, which includes substantially inferior terms to the
Senior Notes.

Even if Vitro did not exercise its option to waive all conditions
to the Solicitation, Noteholders may be tied up indefinitely if
they act to accept the Solicitation.  The Solicitation generally
does not provide Noteholders with withdrawal rights unless Vitro
fails to file its Concurso plan in Mexico prior to December 31,
2010.  The Ad Hoc Noteholder Group believes that Noteholders who
give their consent in the Solicitation may not be able to sell or
trade Senior Notes prior to the completion of the Concurso plan in
Mexico, if and when this occurs.  The foregoing won't be construed
as tax, legal, business, financial, accounting or other advice,
and Noteholders are encouraged to consult their own advisors.

The Ad Hoc Noteholder Group can be reached through:

         John Cunningham
         White & Case LLP
         Phone: (305) 995-5252
         E-mail: jcunningham@whitecase.com

         Richard Kebrdle
         White & Case LLP
         Phone: (305) 995-5276
         E-mail: rkebrdle@whitecase.com

                       About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund,
Inc., Davidson Kempner Distressed Opportunities Fund LP, and
Brookville Horizons Fund, L.P., commenced involuntary bankruptcy
cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro
Asset Corp. -- aka American Asset Holding Corp., Imperial Arts
Corp., VK Corp., and Oriental Glass, Inc. -- on November 17, 2010
(Bankr. N.D. Tex. Case No. 10-47470).

Affiliates Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex.
Case No. 10-47472); Vitro America, LLC (Bankr. N.D. Tex. Case No.
10-47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-
47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-
47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No.
10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477);
Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478);
B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479);
Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480);
Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP
Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto
Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings,
LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485) are also subject to
involuntary petitions by the petitioning creditors.


WAGIH SATAR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Wagih Aliabdel Satar
        1283 Hwy 65 North
        Princeton, IN 47670

Bankruptcy Case No.: 10-72017

Chapter 11 Petition Date: November 17, 2010

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

Judge: Basil H. Lorch III

Debtor's Counsel: Mark S. Zuckerberg, Esq.
                  LAW OFFICE OF MARK S. ZUCKERBERG, P.C.
                  333 N Pennsylvania St Ste 100
                  Indianapolis, IN 46204
                  Tel: (317) 687-5157
                  Fax: (317) 687-5151
                  E-mail: filings@mszlaw.com

Estimated Assets: $0 to 50,000

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

A list of the Debtor's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/insb10-72017.pdf

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Princeton Ambulatory Building, LLC     10-71768      10/01/10
Princeton Surgery Center, LLC          10-71778      10/06/10
The Eye Center of Southwestern         10-71704      09/27/10
Indiana, P.C.


WALTER ENERGY: Western Coal Won't Affect Moody's 'B1' Rating
------------------------------------------------------------
Moody's Investors Service said Walter Energy Inc.'s B1 Corporate
Family Rating and stable outlook will not be immediately impacted
by an agreement to purchase 19.8% of Western Coal Corporation from
affiliates of Audley Capital.  Furthermore, Walter signed a non-
binding letter of intent to acquire all outstanding shares of
Western and is under a 14 day exclusivity agreement to negotiate a
definitive agreement for the acquisition.  In the event that
Walter enters into a definitive agreement, Moody's would view the
proposed transaction as a transformational credit event and place
the existing ratings on review subject to receiving additional
information about the acquisition.

The last rating action on Walter occurred on October 14, 2009 when
its CFR was upgraded to B1 from B2.

Walter Energy, Inc., headquartered in Tampa, Florida, is primarily
a metallurgical coal producer which also produces metallurgical
coke, steam and industrial coal, and natural gas.  Walter
primarily sells its met coal to customers in South America and
Europe.  Revenues were roughly $1.4 billion for LTM ended
September 30, 2010.


WESTLAKE CHEMICAL: Moody's Assigns 'Ba2' Ratings on Revenue Bonds
-----------------------------------------------------------------
Moody's Investors Service assigned Ba2 ratings to the GO Zone and
Ike Zone revenue bonds which are guaranteed by Westlake Chemical
Corporation under a loan agreement to be executed at closing.
Proceeds from these notes will be used to fund future capital
expenditures at Westlake's Geismar and Lake Charles facilities.
Westlake's rating outlook is stable.

"Westlake continues to perform well due to low feedstock costs in
the U.S. and is making further investments to take advantage of
low cost natural gas on the Gulf Coast" commented John Rogers,
Senior Vice President at Moody's.

                         Rating Rationale

Westlake's Ba1 Corporate Family Rating is affirmed and reflects
its strong liquidity, vertical integration, disciplined investment
policy, higher operating rates and less commoditized downstream
product portfolio (Epolene and PVC pipe).  The Ba1 CFR also
reflects Westlake's relatively conservative fiscal policies, which
include the pre funding of any large capital expenditures and the
maintenance of elevated cash balances.  The ratings are tempered
by its exposure to volatile feedstock and selling prices, the
capital required to add new ethylene or chlor alkali capacity,
limited product diversity, its size relative to other commodity
plastics producers (polyethylene and PVC), the regional nature of
its operations, the limited number and locations of its commodity
chemical facilities, and the expectations for a modest decline in
2011 margins due to the worsening of global supply/demand dynamics
in ethylene and polyethylene.

The combination of its smaller size and substantial vertical
integration allows the company to maintain higher operating rates
over the cycle than many of its competitors.  Westlake also
benefits from its position as the only fully back-integrated
producer of PVC resins (produces ethylene and chlorine) in North
America, as well as its forward integration into PVC fabricated
products which provide a captive outlet for its resins.
Furthermore, Westlake's polyethylene assets are skewed toward LDPE
(60%), which usually generates higher margins, especially in the
trough of the cycle.

The stable outlook reflects Moody's belief that Westlake's
financial metrics will remain at levels near investment grade
levels over the next two years, largely due to the benefit from
low natural gas (energy costs) and related feedstock prices, as
well as a fairly robust export market for these commodities,
especially South America.

Rating assigned:

The Louisiana Local Government Environmental Facilities and
Community Development Authority, a political subdivision of the
State of Louisiana, is issuing:

  -- $89,000,000 of its Sen. Unsec. Revenue Bonds (Westlake
     Chemical Corporation Projects) Series 2010A-1 (GO Zone) due
     Nov. 1, 2035, Ba2 (LGD4, 68%)

  -- $65,000,000 of its Sen. Unsec. Revenue Bonds (Westlake
     Chemical Corporation Projects) Series 2010A-2 (Ike Zone) due
     Nov. 1, 2035, Ba2 (LGD4, 68%)

Westlake Chemical Corporation, headquartered in Houston, TX, is a
producer of commodity petrochemicals (ethylene and styrene),
plastics (polyvinyl chloride and polyethylene), and fabricated
products (pipes, films and profiles).  Revenues were $3.0 billion
for the LTM ended September 30, 2010.


WESTLAKE CHEMICAL: S&P Raises Corporate Credit Rating From 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on Westlake Chemical Corp. to 'BBB-' from
'BB+'.  The outlook is stable.

At the same time, S&P raised its rating on the company's senior
unsecured debt to 'BBB-' from 'BB+'.

S&P also assigned a 'BBB-' rating to the company's proposed
$154 million senior unsecured revenue bonds maturing 2035.  The
bonds are to be issued by the Louisiana Local Government
Environmental Facilities and Community Development Authority, of
the State of Louisiana.  Westlake will be the obligor on the
bonds.  The company expects to use proceeds from the bonds, along
with cash on the balance sheet, and cash flow generation to fund a
major portion of a large capital spending program over the next
four years.  This program includes a proposed $300 million chlor-
alkali expansion expected to be completed in 2013, and several
ethylene production debottlenecking projects.

"The upgrade reflects Westlake's strong operating performance and
S&P's expectation that leverage-related credit metrics will remain
appropriate at the revised rating even if operating performance
declines somewhat from elevated levels achieved in 2010," said
Standard & Poor's credit analyst Paul Kurias.

Operating margins for the 12 months ended Sept. 30, 2010, were 14%
as the company benefited from improved demand trends, favorable
pricing, and supportive raw material trends in the U.S.


WILLIAM LYON: Lowers Net Loss to $8-Mil. in Q3 2010
---------------------------------------------------
William Lyon Homes reported net loss of $8.0 million for the three
months ended September 30, 2010, a 31% improvement compared to net
loss of $11.6 million for the three months ended September 30,
2009. Consolidated operating revenue increased 12% to
$75.3 million for the three months ended September 30, 2010, as
compared to $67.2 million for the comparable period a year ago.
Home sales revenue increased 32% to $73.7 million for the three
months ended September 30, 2010, as compared to $55.8 million for
the comparable period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed $779.64
million in total assets, $639.57 million in total liabilities, and
a stockholders' equity of $140.07 million.

The Company reported net loss for the nine months ended September
30, 2010 of $21.0 million, an improvement of 49% compared to net
loss of $41.2 million for the comparable period a year ago.
Consolidated operating revenue decreased 4% to $205.1 million for
the nine months ended September 30, 2010, as compared to $213.9
million for the comparable period a year ago.

The Company experienced slower absorption rates than anticipated
during the three months ended September 30, 2010.  In certain
markets, sales prices and sales absorption have been steady, while
the economic recovery continues to be slower than anticipated.
Management of the Company may increase sales incentives or use
other marketing strategies to stimulate homebuyer demand and
improve sales absorption in its markets.

Net new home orders for the three months ended September 30, 2010
were 163 homes, a decrease of 34% compared to 246 homes for the
three months ended September 30, 2009.  The Company's number of
new home orders per average sales location decreased slightly to
9.1 for the three months ended September 30, 2010 as compared to
10.3 for the three months ended September 30, 2009, and down from
10.1 for the three months ended June 30, 2010.  The average number
of sales locations during the three months ended September 30,
2010 was 18, down 25% from 24 in the comparable period a year
ago.  The Company's cancellation rate for the three months ended
September 30, 2010 decreased slightly to 17% from 19% for the
comparable period in 2009, and is down from 18% for the three
months ended June 30, 2010.

Net new home orders for the nine months ended September 30, 2010
were 536 homes, down 23% from 697 homes for the nine months ended
September 30, 2009.  The Company's number of new home orders per
average sales location increased to 29.8 for the nine months ended
September 30, 2010, as compared to 26.8 for the nine months ended
September 30, 2009.  The average number of sales locations during
the nine months ended September 30, 2010 was 18, down 31% from 26
during the nine months ended September 30, 2009.  The Company's
cancellation rate for the nine months ended September 30, 2010 was
18%, compared to 21% for the nine months ended September 30, 2009.

Consolidated homebuilding gross profit increased 71% to $11.6
million for the three months ended September 30, 2010, compared to
$6.8 million in the comparable period a year ago.  Consolidated
homebuilding gross margin percentage increased to 15.7% for the
three months ended September 30, 2010 from 12.1% for the three
months ended September 30, 2009.  These higher gross margin
percentages were primarily attributable to the higher average
sales price of homes closed of $383,800 during the third quarter
of 2010, up 56% from $245,700 for the comparable period a year
ago.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?6e52

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?6e0a

                        About William Lyon Homes

Based in Newport Beach, California, William Lyon Homes and
subsidiaries -- http://www.lyonhomes.com/-- are primarily engaged
in designing, constructing and selling single family detached and
attached homes in California, Arizona and Nevada.

The Company's balance sheet at June 30, 2010, showed
$823.17 million in total assets, $675.29 million in total
liabilities, and a stockholders' equity of $147.87 million.

                         *     *     *

William Lyon carries 'CCC' issuer credit ratings from Standard &
Poor's, and 'Caa2' long term corporate family and probability of
default ratings from Moody's.

"S&P raised its rating on William Lyon Homes because S&P believes
that near-term liquidity pressure has eased somewhat following the
partial funding of a secured term loan and reduced maturing credit
facility debt," said credit analyst James Fielding in November
2009 when S&P raised the rating on William Lyon to 'CCC' from
'CCC-'.  He added, "However, this privately held homebuilder
remains very highly leveraged and may face challenges repaying or
refinancing intermediate-term debt maturities if its business
prospects don't improve in the interim."

Standard & Poor's Ratings Services raised its rating on William
Lyon Homes' 10.75% senior unsecured notes due 2013 to 'CC' from
'D' after the company repurchased $10.5 million of outstanding
principal for $9.0 million.  S&P lowered its rating on the notes
to 'D' because S&P considered the discounted repurchase to be
tantamount to default under its criteria for exchange offers and
similar restructurings.  In accordance with its criteria, S&P is
now raising its rating on these notes because the company
completed its repurchase, and S&P is not aware of additional
discounted repurchases at this time.


WORKFLOW MANAGEMENT: Lender Wants to File Rival Turnaround Plan
---------------------------------------------------------------
Michael Bathon at Bloomberg News reports that creditors are
asserting that Workflow Management Inc. should be stripped of the
exclusive control over its bankruptcy case to allow competing
plans.

Silver Point Finance LLC, a Workflow lender with a secondary
priority of repayment, asked the U.S. Bankruptcy Court in Norfolk,
Virginia, to end the company's exclusive right to reorganize
because Workflow's proposed restructuring plan treats creditors
unfairly and would leave the company insolvent when it exits
bankruptcy, according to court papers filed last week.

                      About Workflow Management

Headquartered in Dayton, Ohio Workflow Management, Inc., fka
Workflow Graphics, Inc. -- http://www.workflowone.com/-- offers
commercial printing services, including print buying and document
management capabilities, through three divisions: WorkflowOne,
Freedom Graphics Services, and United Envelope.  It also
distributes office products and promotional items through an
online ordering system.  Its customers include both small and
large companies throughout North America in such sectors as
financial services, health care, retail, and government.

Workflow Management Inc., and its affiliates, filed for Chapter 11
bankruptcy protection on September 29, 2010 (Bankr. E.D. Va. Lead
Case No. 10-74617).  Cullen A. Drescher, Esq., Daniel F. Blanks,
Esq., Douglas M. Foley, Esq., and Patrick L. Hayden, Esq., at
McGuireWoods LLP; Sarah Beckett Boehm, Esq., at McGuireWoods LLP;
and Rosa J. Evergreen, Esq., at Arnold & Porter LLP, assist the
Debtors in their restructuring effort.  Arnold & Porter LLP is the
Debtors' special counsel.  Kaufman & Canoles, P.C., is the
Debtors' corporate counsel.  FTI Consulting is the Debtors'
financial advisor.  Kurtzman Carson Consultants LLC is the
Debtors' claims agent.

Workflow Management estimated its assets and debts at $100 million
to $500 million as of the Petition Date.


YELLOWSTONE MOUNTAIN: Founder Seeks Dismissal of Bankruptcy Judge
-----------------------------------------------------------------
Yellowstone Mountain Club LLC founder Timothy Blixseth wants a
Montana bankruptcy judge disqualified from reconsidering the
club's restructuring plan in light of the judge's alleged "deep-
seated bias" against him, Dow Jones' Small Cap reports.

According to the report, as Judge Ralph B. Kirscher of the U.S.
Bankruptcy Court in Butte, Mont., faces a U.S. district court
order directing him to reconsider the restructuring plan he
approved in June 2009, Blixseth is questioning the judge's
impartiality in a long-running and contentious bankruptcy
proceeding.

"Judge Kirscher sitting as a trier of fact cannot reasonably be
expected to provide Mr. Blixseth a fair trial; he has consistently
maligned Mr. Blixseth's credibility and found Mr. Blixseth
culpable for the demise of the Yellowstone Club," Blixseth wrote
in court papers, the report notes.

Mr. Blixseth is specifically seeking the transfer of all contested
matters in which he's a litigant to a U.S. district judge in
Montana, the report adds.

                        About Yellowstone Club

Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Club and its affiliates filed for Chapter 11 on Nov.
10, 2008 (Bankr. D. Montana, Case No. 08-61570).  The Company's
owner affiliate, Edra D. Blixseth, filed for Chapter 11 on
March 27, 2009 (Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized Club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC represented the Debtors.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.


* Quinlisk Joins McDonald Hopkins Chicago Office
------------------------------------------------
Edward G. Quinlisk has joined the Chicago office of McDonald
Hopkins LLC, a business advisory and advocacy law firm. Quinlisk
is experienced in the areas of mergers and acquisitions,
securities, private equity, and corporate counseling.  Before
joining the Business Department at McDonald Hopkins, Quinlisk was
a partner with the Jenner & Block law firm.

In the securities area, Quinlisk has worked on a variety of
transactions, such as private placements, public stock offerings,
registered split-offs, shelf registrations, Rule 144A placements,
tender offers and going-private transactions.  He is the co-author
of the "Corporate Communications" chapter of the Illinois
Institute for Continuing Legal Education publication, "Securities
Law." Quinlisk's corporate experience also includes representing
companies in complex business transactions, advising clients
concerning private equity investments, corporate and securities
matters, and corporate governance issues.

"We are delighted to have Ed Quinlisk join our Chicago office
where he will provide valuable business insights to our national
client base," said Richard N. Kessler, managing member of the
McDonald Hopkins Chicago office, which relocated to the 300 North
LaSalle building earlier this year to accommodate the firm's
continuing growth.

Quinlisk received his J.D. from DePaul University College of Law,
Order of the Coif and with honors, in 1999.  He also has an LL.M.
in taxation from New York University School of Law and a Bachelor
of Science degree, magna cum laude, from Roosevelt University.

                  About McDonald Hopkins

McDonald Hopkins is a business advisory and advocacy law firm
focused on business law, litigation, business restructuring and
bankruptcy, intellectual property, healthcare, and estate
planning.  The firm has offices in Chicago, Cleveland, Columbus,
Detroit, and West Palm Beach.  The president of McDonald Hopkins
is Carl J. Grassi. For more information about McDonald Hopkins,
visit www.mcdonaldhopkins.com.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                                         Total
                                              Total     Share-
                                  Total     Working   Holders'
                                  Asset     Capital     Equity
Company           Ticker         ($MM)       ($MM)      ($MM)
-------           ------         -----     -------   --------
ABRAXAS PETRO       AXAS US        173.9        (0.5)      (1.1)
ABSOLUTE SOFTWRE    ABT CN         124.2        (6.0)      (6.2)
ACCO BRANDS CORP    ABD US       1,097.3       261.9      (97.3)
AEGERION PHARMAC    AEGR US          3.3       (23.4)     (22.7)
ALASKA COMM SYS     ALSK US        624.8         2.6      (15.3)
AMER AXLE & MFG     AXL US       2,071.4        61.9     (469.1)
AMR CORP            AMR US      25,357.0    (2,102.0)  (3,643.0)
ARQULE INC          ARQL US         94.1        45.1       (9.7)
ARRAY BIOPHARMA     ARRY US        139.3        23.0     (125.2)
ARVINMERITOR INC    ARM US       2,817.0       313.0     (909.0)
AUTOZONE INC        AZO US       5,571.6      (452.1)    (738.8)
BLUEKNIGHT ENERG    BKEP US        296.0      (427.8)    (152.8)
BOARDWALK REAL E    BOWFF US     2,343.6         -       (100.8)
BOARDWALK REAL E    BEI-U CN     2,343.6         -       (100.8)
BOSTON PIZZA R-U    BPF-U CN       111.3         5.0     (116.3)
BRAVO BRIO RESTA    BBRG US        159.1       (32.6)     (64.7)
CABLEVISION SY-A    CVC US       7,501.6      (157.7)  (6,222.8)
CC MEDIA-A          CCMO US     17,393.5     1,410.4   (7,219.6)
CENTENNIAL COMM     CYCL US      1,480.9       (52.1)    (925.9)
CENVEO INC          CVO US       1,393.6       220.0     (332.5)
CHENIERE ENERGY     CQP US       1,797.0        30.3     (521.9)
CHENIERE ENERGY     LNG US       2,616.5      (137.1)    (431.0)
CHOICE HOTELS       CHH US         403.3       (11.5)     (75.5)
CLEVELAND BIOLAB    CBLI US         12.8        (5.7)      (3.8)
COMMERCIAL VEHIC    CVGI US        289.3       114.0       (5.7)
COMPLETE GENOMIC    GNOM US         39.8       (20.9)      (0.6)
CONSUMERS' WATER    CWI-U CN       869.7         9.9     (263.6)
CUMULUS MEDIA-A     CMLS US        324.1        (2.5)    (349.3)
DENNY'S CORP        DENN US        312.7       (10.7)    (102.4)
DISH NETWORK-A      DISH US      9,292.9       733.1   (1,416.5)
DISH NETWORK-A      EOT GR       9,292.9       733.1   (1,416.5)
DOMINO'S PIZZA      DPZ US         425.7       104.1   (1,241.9)
DUN & BRADSTREET    DNB US       1,727.3      (612.4)    (717.4)
EASTMAN KODAK       EK US        6,929.0     1,406.0     (213.0)
EPICEPT CORP        EPCT SS          6.7        (1.1)     (14.2)
EXELIXIS INC        EXEL US        372.9       (11.8)    (217.6)
FORD MOTOR CO       F US       180,330.0   (18,558.0)  (1,740.0)
FORD MOTOR CO       F BB       180,330.0   (18,558.0)  (1,740.0)
GENCORP INC         GY US          981.8       150.8     (224.9)
GLG PARTNERS INC    GLG US         400.0       156.9     (285.6)
GLG PARTNERS-UTS    GLG/U US       400.0       156.9     (285.6)
GRAHAM PACKAGING    GRM US       2,840.3       259.1     (580.3)
GREAT ATLA & PAC    GAP US       2,531.0      (141.5)    (679.9)
HEALTHSOUTH CORP    HLS US       1,796.9       124.3     (394.9)
HOVNANIAN ENT-A     HOV US       1,909.8     1,264.2     (207.4)
IDENIX PHARM        IDIX US         63.1        24.0      (21.3)
INCYTE CORP         INCY US        464.6       305.0     (128.9)
INTERMUNE INC       ITMN US        143.9        10.2      (67.7)
IPCS INC            IPCS US        559.2        72.1      (33.0)
JAZZ PHARMACEUTI    JAZZ US        108.0       (13.3)      (0.8)
JUST ENERGY INCO    JE-U CN      1,834.1      (578.0)    (497.2)
KNOLOGY INC         KNOL US        658.7        53.5       (5.3)
LIGHTING SCIENCE    LSCG US         60.0        28.3     (122.4)
LIN TV CORP-CL A    TVL US         782.4        21.2     (146.9)
LORILLARD INC       LO US        3,504.0     1,665.0      (38.0)
MAGMA DESIGN AUT    LAVA US         74.6         9.6       (6.1)
MANNKIND CORP       MNKD US        305.1        76.5     (181.4)
MEAD JOHNSON        MJN US       2,217.6       414.5     (415.7)
MITEL NETWORKS C    MITL US        624.5       162.6      (48.1)
MOODY'S CORP        MCO US       2,348.2       508.8     (297.6)
MORGANS HOTEL GR    MHGC US        759.1        47.0      (42.1)
NATIONAL CINEMED    NCMI US        836.1        40.5     (340.8)
NAVISTAR INTL       NAV US       9,418.0     2,011.0   (1,040.0)
NEWCASTLE INVT C    NCT US       3,760.1         -       (591.2)
NPS PHARM INC       NPSP US        228.8       147.8     (149.8)
OTELCO INC-IDS      OTT-U CN       331.6        27.5       (3.5)
OTELCO INC-IDS      OTT US         331.6        27.5       (3.5)
PALM INC            PALM US      1,007.2       141.7       (6.2)
PDL BIOPHARMA IN    PDLI US        257.5        26.1     (304.5)
PETROALGAE INC      PALG US          5.9        (8.2)     (51.6)
PLAYBOY ENTERP-A    PLA/A US       165.8       (16.9)     (54.4)
PLAYBOY ENTERP-B    PLA US         165.8       (16.9)     (54.4)
PRIMEDIA INC        PRM US         215.5        (5.8)     (97.8)
PRIMO WATER CORP    PRMW US         30.5       (24.2)      (6.2)
PROTECTION ONE      PONE US        562.9        (7.6)     (61.8)
QUANTUM CORP        QTM US         459.6       127.8      (83.7)
QWEST COMMUNICAT    Q US        18,959.0    (1,163.0)  (1,425.0)
REVLON INC-A        REV US         794.8        86.9     (991.8)
RSC HOLDINGS INC    RRR US       2,736.4      (175.7)     (37.5)
RURAL/METRO CORP    RURL US        293.7        46.4      (95.1)
SALLY BEAUTY HOL    SBH US       1,517.1       345.6     (523.9)
SINCLAIR BROAD-A    SBGI US      1,536.2        37.8     (156.0)
SINCLAIR BROAD-A    SBTA GR      1,536.2        37.8     (156.0)
SMART TECHNOL-A     SMA CN         559.1       201.9      (63.2)
SMART TECHNOL-A     SMT US         559.1       201.9      (63.2)
STEREOTAXIS INC     STXS US         47.5        (6.2)      (5.3)
SUN COMMUNITIES     SUI US       1,164.1         -       (131.0)
SYNERGY PHARMACE    SGYP US          2.7        (2.3)      (1.8)
TAUBMAN CENTERS     TCO US       2,529.7         -       (541.1)
TEAM HEALTH HOLD    TMH US         886.9         4.7      (18.2)
THERAVANCE          THRX US        212.6       161.1     (141.1)
UNISYS CORP         UIS US       2,840.1       472.1   (1,034.2)
UNITED CONTINENT    UAL US      20,055.0    (1,186.0)  (2,206.0)
UNITED RENTALS      URI US       3,744.0       188.0      (15.0)
VECTOR GROUP LTD    VGR US         859.0       245.3      (37.7)
VENOCO INC          VQ US          766.2        20.4      (94.8)
VIRGIN MOBILE-A     VM US          307.4      (138.3)    (244.2)
WARNER MUSIC GRO    WMG US       3,655.0      (546.0)    (174.0)
WEIGHT WATCHERS     WTW US       1,103.1      (377.9)    (708.2)
WHX CORP            WXCO US        374.2        62.1       (8.9)
WORLD COLOR PRES    WC CN        2,641.5       479.2   (1,735.9)
WORLD COLOR PRES    WCPSF US     2,641.5       479.2   (1,735.9)
WORLD COLOR PRES    WC/U CN      2,641.5       479.2   (1,735.9)
WR GRACE & CO       GRA US       4,209.6     1,333.7     (175.1)
YRC WORLDWIDE IN    YRCW US      2,673.1      (288.2)    (121.7)

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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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