TCR_Public/101130.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 30, 2010, Vol. 14, No. 332

                            Headlines

94TH AND SHEA: Wants to Use JPMCC's Cash Collateral
94TH AND SHEA: Files List of 20 Largest Unsecured Creditors
94TH AND SHEA: Taps Polsinelli Shughart as Bankruptcy Counsel
ABMD LIMITED: Court Certifies WARN Act Suit as Class Action
AMBAC FIN'L: Asks Standard and Poor's to Withdraw Ratings

AMERICA WEST: Incurs $3.88-Mil. Net Loss in Sept. 30 Quarter
ANGEL ACQUISITION: Incurs $50,000 Net Loss in Third Quarter
BIGLER LP: Court Confirms 4th Version of Plan
BIO-BRIDGE SCIENCE: Posts $566,300 Net Loss in Q3 2010
BLOCKBUSTER INC: Court OKs Committee Probe on Plan Negotiations

BLOCKBUSTER INC: Proposes to Assume National Union Insurance Pacts
BLOCKBUSTER INC: 3501 McKinney Wants Prompt Decision on Contract
BRIGGS-COCKERHAM: N.D. Texas Court Dismisses Chapter 11 Case
BROADSTRIPE LLC: Lenders Seek to Block Preference Suits
BROCK TUCY: Has Access to Digital Federal's Cash Until Jan. 28

CABI DOWNTOWN: Everglades on the Bay Condos Sold for $141-Mil.
CAESARS ENTERTAINMENT: Drops Stock Registration as IPO Cancelled
CAROL KARLOVICH: Status Conference Set for Jan. 18
CATHOLIC CHURCH: Wilm. Opposes Creditors' Hiring of Morgan Lewis
CATHOLIC CHURCH: Del. Court Enters Verdict vs. Former Priest

CATHOLIC CHURCH: Final Decree Closing Fairbanks Case Entered
CHEM RX: Loses Plan Exclusivity to Committee, Lenders
CHENIERE ENERGY: Paulson & Co. Discloses 7.3% Equity Stake
CHINA IVY: Posts $363,400 Net Loss in September 30 Quarter
CITADEL BROADCASTING: Moody's Puts 'Ba3' Rating on $500 Mil. Notes

CITADEL BROADCASTING: S&P Assigns 'BB+' Rating to $400 Mil. Loan
CLASSICSTAR, LLC: Court OKs Settlement with Gastar Exploration
CORNALLGROUP LLC: Case Summary & 3 Largest Unsecured Creditors
DEFI GLOBAL: September 30 Balance Sheet Upside-Down by $5MM
DEL MONTE: Moody's Reviews 'Ba2' Corporate Family Rating

DIAMONDHEAD CASINO: Posts $216,213 Net Loss in Sept. 30 Quarter
DIGITALPOST INTERACTIVE: Posts $630,900 Net Loss in Q3 2010
EARTH SEARCH: Incurs $228,363 Net Loss in September 30 Quarter
EAST WEST: Liquidation Plan Confirmation Hearing Set for Today
ELITE LANDINGS: ABRG Plan Outline Hearing Continued Until Jan. 19

ENERJEX RESOURCES: Updates Net Reserves Computation
ENVIRONMENTAL INFRASTRUCTURE: Incurs $248,303 Loss in Q3
FNB UNITED: S. Rudy Resigns from Board for Personal Reasons
FORUM HEALTH: Ardent's Reimbursement Claim Capped at $1.75MM
GENERAL MOTORS: IPO Raises $23.1BB After Over-Allotment

GENERAL MOTORS: District Court Affirms Judge Gerber's Decision
GENERAL MOTORS: Bankr. Court Issues Ruling on Fee Related Matters
GENERAL MOTORS: Committee Amends Objections to $2-Bil. Claims
HOPE SPRINGS: Section 341(a) Meeting Scheduled for Jan. 5
HORIZON BANCORP: Incurs $5.7-Mil. Q3 Loss from Bank's Closure

IMAGE TRANSFORM: Case Summary & 20 Largest Unsecured Creditors
IMH FINANCIAL: Incurs $89.39 Million Net Loss in Sept. 30 Quarter
INSULTECH, INC.: Case Summary & 20 Largest Unsecured Creditors
IRVINE SENSORS: Issues $323,000 in Promissory Notes
IVOICE INC: Incurs $328,537 Net Loss in Third Quarter

J & J FRITZ MEDIA: Court Terminates Automatic Stay
JENNIFER CONVERTIBLES: Posts $24.3 Million Net Loss in FY 2010
J.W. SNYDER: Case Summary & 7 Largest Unsecured Creditors
KRYSTAL KOACH: Gets Court's Interim Nod to Use Cash Collateral
KRYSTAL KOACH: Wants to Obtain DIP Financing From Seven One

KRYSTAL KOACH: Proposes Krystal-Led Auction for All Assets
K-V PHARMACEUTICAL: Missouri Court Alters Plea Agreement Payments
LEHMAN BROTHERS: Seeks to Set ADR Process to Settle SPVS Claims
LEHMAN BROTHERS: Proposes Settlement with BNY, et al.
LEHMAN BROTHERS: Wins Approval to Enter Into Hedging Transactions

LEHMAN BROTHERS: Trustee Seeks to Confirm Workers Claims Denial
LIVE CURRENT: Posts $650,000 Net Loss in Third Quarter of 2010
MACATAWA BANK: Names C. Hankinson Sr. VP and Chief Credit Officer
METRO-GOLDWYN-MAYER: Court to Rule on Joint Amended Plan Dec. 2
METRO-GOLDWYN-MAYER: 3 Members of New Board Selected by Creditors

MICHAEL SCHUGG: Trustee Has Access Rights to Indian Land
MOTEL 4 BAPS: Ohio Appeals Court Affirms Foreclosure
NYC OFF-TRACK: May Shut Down in December Absent Bailout
OVERLAND STORAGE: Has Until Dec. 31 to File Plan of Compliance
PALM HARBOR: Files for Chapter 11 to Merge Into Fleetwood

PALM HARBOR: Case Summary & 30 Largest Unsecured Creditors
PEGGY LUCEY: Case Summary & 14 Largest Unsecured Creditors
PFF BANCORP: Committee May Sue KPMG to Recoup Preferences
POH ASSISTED: Court Keeps Accounting Claims Against Sunrise
POINT BLANK: Equity Holders Object to Plan Exclusivity Extension

PRM REALTY: Wants Plan Filing Exclusivity Until January 3
RONALD STONE: $3.19MM Judgment Against Waldman et al. Affirmed
RQB RESORT: Goldman Renews Request for Sawgrass Foreclosure
SAND TECHNOLOGY: Posts C$745,500 Net Loss in Fiscal 2010
SCHUTT SPORTS: Unsecured Creditors Protest Proposed Sale Process

SECUREALERT INC: Reaches Deal to Provide Trackers for Bahamas
SHUBH HOTELS PITTSBURGH: Wyndham Deal Not Sub Rosa Plan
SHUBH HOTELS PITTSBURGH: Creditors Try to Halt Suit by Ex-Owner
SIOUX REDI-MIX: Trustee Can Enforce Lien on Operator's Property
STILLWATER MINING: Gets Ministerial Approval to Buy Marathon

TERRESTAR NETWORKS: Aiming for Jan. 31 Confirmation of Plan
TERRESTAR NETWORKS: Proposes Echostar Backstop Agreement
TERRESTAR NETWORKS: Proposes to Reject Service Agreements
TERRESTAR NETWORKS: Committee Proposes Otterbourg as Counsel
TERRESTAR NETWORKS: Series B Preferreds Withdraw Dismissal Plea

TRIBUNE CO: Committee More Suited to Pursue Claims, Says Aurelius
TRIBUNE CO: Wins Nod for Davis Wright as LA Times Counsel
TRICO MARINE: Tidewater Raises Bid to $30.5MM to Win Auction
TRICO MARINE: Committee Wants to Pursue Lawsuits
TRICO MARINE: Inks Restructuring Support Deal With Noteholders

ULTIMATE ESCAPES: Demeure Completes Purchase of Assets
UNITED CONTINENTAL: UAL Remains in Mediation with ALPA Pilots
UNITED CONTINENTAL: Gives 4Q/Full Year 2010 Projections
UNITED CONTINENTAL: Two Directors Disclose Ownership of Stock
UNITED WESTERN: Gets Notice of Non-Compliance from NASDAQ

VIJAY TANEJA: Court Junks Ch. 11 Trustee's Suit vs. Insurers
WORKFLOW MANAGEMENT: Lenders Aim to Head Off Disclosure Hearing

* Justice Dept. Inspects Ch. 13 Filings Made to Stop Foreclosures

* Janice Hamblin and Pia Norman Thompson Join Gould & Ratner LLP

* Large Companies With Insolvent Balance Sheets

* Pittsburgh Judge Bruce McCullough Dies at 66
* Former Oklahoma Judge John TeSelle Dies at 88

                            *********

94TH AND SHEA: Wants to Use JPMCC's Cash Collateral
---------------------------------------------------
94th And Shea, LLC, asks for authorization from the U.S.
Bankruptcy Court for the District of Arizona to use the cash
collateral of JPMCC 2007-CIBC19 Shea Boulevard, LLC, until Janaury
2011.

The Lender has asserted a $21 million claim against the Debtor,
allegedly secured by the Debtor's The Shops And Office at 9400
Shea property.

John J. Hebert, Esq., at Polsinelli Shughart PC, explains that the
Debtor needs to use rents and other income generated by The Shops
And Office to pay for the Debtor's ordinary and necessary
operating and reorganization expenses.

Additionally, the Debtor requests that the Court enter an order
permitting the use of insurance proceeds the Debtor will be
receiving within the next 30 days to make the necessary repairs of
roof damage that was caused by a recent hailstorm.

The Debtor will use the cash collateral pursuant to a budget, a
copy of which is available for free at:

             http://bankrupt.com/misc/94TH_budget.pdf

Despite the Debtor's best efforts to negotiate a resolution of
Lender's asserted claims against the Debtor, the Debtor was unable
to reach an agreement with Lender and filed its voluntary petition
for relief on the Petition Date in order to reorganize and
restructure its debts and liabilities for the benefit of all
parties-in-interest.

The Debtor said that its proposed use of cash collateral will not
endanger the value of Property claimed as collateral by the
Lender.  According to the Debtor, maintenance of the Property
would only serve to protect the value of the property, and as a
result, the Lender's asserted interest.  The Debtor stated that
the Lender is adequately protected and that the Debtor should be
permitted to use of the cash collateral from the Property to pay
the expenses associated with maintaining, preserving and improving
the Property.

                    JPMCC Requested for Receiver

Prior to the Petition Date, JPMCC filed a complaint and
application for the appointment of a receiver in the Maricopa
County Superior Court.  Based on Debtor's bankruptcy filing, the
Lender will not seek the appointment of a receiver in the state-
court action while this case is pending.  The Lender's basis for
seeking the appointment of a receiver was twofold.  First, several
mechanic's liens and lawsuits related to the mechanic's liens have
been filed against the Property.  To date, Debtor has failed to
remove the mechanic's liens or otherwise satisfy the liens against
the Property.  Second, the Debtor and 94 Hundred Corporate Center
LLC continue to operate the Property as a mixed-use commercial,
entertainment, and retail center without any payment to JPMCC of
the amounts due under the Loan Documents.  The Debtor is either
collecting monthly rents from 94 Hundred Corporate Center and the
other tenants or is allowing 94 Hundred Corporate Center to
operate the Property without requiring payment of rent.

The Lender is represented by Snell & Wilmer.

                        About 94th And Shea

Scottsdale, Arizona-based 94th And Shea, L.L.C., owns and operates
a property known as The Shops And Office at 9400 Shea, located at
9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale,
Arizona.  It filed for Chapter 11 bankruptcy protection on
November 19, 2010 (Bankr. D. Ariz. Case No. 10-37387).

John J. Hebert, Esq., Mark W. Roth, Esq., and Philip R. Rudd,
Esq., at Polsinelli Shughart, P.C., serve as counsel to the
Debtor.  The Debtor estimated its assets and debts at $10 million
to $50 million as of the Petition Date.


94TH AND SHEA: Files List of 20 Largest Unsecured Creditors
-----------------------------------------------------------
94th And Shea, L.L.C., has filed with U.S. Bankruptcy Court for
the District of Arizona its list of 20 largest unsecured
creditors, disclosing:

  Entity                        Nature of Claim       Claim Amount
  ------                        ---------------       ------------
Caviness Construction, Inc.
12633 North Cave Creek Road
No. 3
Phoenix, AZ 85022                                        $820,382

Pharchitecture
15849 N. 71st Street
Scottsdale, AZ 85254                                     $259,694

Cindy Hammond
Churchill Commercial Capital
11811 North Tatum
Boulevard, Suite 3083
Phoenix, AZ 85028                  Brokerage Fee          $63,000

CJS Enterprises LLC                                       $17,727

Division Nine Contracting, Inc.                           $15,364

E Staff                                                   $41,653

Freedom Glass                                              $9,771

Gallagher & Kennedy                                       $14,079

Hunter Engineering                                        $37,602

Lake & Cobb                                               $30,691

Levrose Real Estate                                        $9,525

McCormick Ranch Poa, Inc.                                 $61,484

Michael P. Leary                                          $11,795

Randall Cohen, MD                                         $69,000

S&H Steel                                                 $26,478

S&S Paving                                                $14,688

Speedy Gonzales Construction, Inc.                        $17,870

Stoops, Denious, Wilson & Murray, PLC                      $8,060

Summit Tax Consulting                                      $7,931

Wye Electric                                              $12,400

                        About 94th And Shea

Scottsdale, Arizona-based 94th And Shea, L.L.C., owns and operates
a property known as The Shops And Office at 9400 Shea, located at
9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale,
Arizona.  It filed for Chapter 11 bankruptcy protection on
November 19, 2010 (Bankr. D. Ariz. Case No. 10-37387).  The Debtor
estimated its assets and debts at $10 million to $50 million as of
the Petition Date.

The Debtor filed for Chapter 11 after failing to reach a deal with
JPMCC 2007-CIBC19 Shea Boulevard, LLC, which asserts a $21 million
claim secured by the property.  Prepetition, JPMCC filed a
complaint and sought a receiver in the Maricopa County Superior
Court to compel the Debtor to remove the mechanic's liens on the
Property and compel the Debtor to turnover rents paid by tenants
on the Property.

John J. Hebert, Esq., Mark W. Roth, Esq., and Philip R. Rudd,
Esq., at Polsinelli Shughart, P.C., serve as counsel to the
Debtor.  The Lender is represented by Snell & Wilmer.


94TH AND SHEA: Taps Polsinelli Shughart as Bankruptcy Counsel
-------------------------------------------------------------
94th And Shea, L.L.C., asks for authorization from the U.S.
Bankruptcy Court for the District of Arizona to employ Polsinelli
Shughart P.C. as bankruptcy counsel.

PS will, among other things:

     a. prepare pleadings and applications;

     b. conduct examinations incidental to the administration of
        the Debtor's bankruptcy case and estate;

     c. advise the Debtor of its rights, duties, and obligations
        under Chapter 11 of the U.S. Bankruptcy Code; and

     d. advise the Debtor in the formulation and presentation of a
        plan of reorganization pursuant to the Chapter 11
        Bankruptcy Code and the accompanying disclosure statement.

John J. Hebert, Esq., Mark W. Roth, Esq., and Philip R. Rudd,
Esq., will lead the engagement.

Professionals at PS will charge $135 to $600 per hour for their
services.

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

                        About 94th And Shea

Scottsdale, Arizona-based 94th And Shea, L.L.C., owns and operates
a property known as The Shops And Office at 9400 Shea, located at
9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale,
Arizona.  It filed for Chapter 11 bankruptcy protection on
November 19, 2010 (Bankr. D. Ariz. Case No. 10-37387).  The Debtor
estimated its assets and debts at $10 million to $50 million as of
the Petition Date.

The Debtor filed for Chapter 11 after failing to reach a deal with
JPMCC 2007-CIBC19 Shea Boulevard, LLC, which asserts a $21 million
claim secured by the Property.  Prepetition, JPMCC filed a
complaint and sought a receiver in the Maricopa County Superior
Court to compel the Debtor to remove the mechanic's liens on the
Property and compel the Debtor to turnover rents paid by tenants
on the Property.

John J. Hebert, Esq., Mark W. Roth, Esq., and Philip R. Rudd,
Esq., at Polsinelli Shughart, P.C., serve as counsel to the
Debtor.  The Lender is represented by Snell & Wilmer.


ABMD LIMITED: Court Certifies WARN Act Suit as Class Action
-----------------------------------------------------------
The Hon. Lawrence S. Walter certifies SCOTT BENT, ET AL.,
Plaintiffs, v. ABMD LIMITED, Defendant (Bankr. S.D. Ohio Adv. Pro.
No. 09-3367), as a class action on behalf of "persons who worked
at or reported to one of 'Defendant's Facilities,' . . . and were
terminated without cause and without receiving the advanced notice
required by the WARN Act, on or about December 30, 2008, within 30
days of December 30, 2008, or in anticipation of, or as the
foreseeable consequence of, the mass layoffs or plant closings
ordered by Defendant on or about December 30, 2008, and who are
affected employees, within the meaning of 29 U.S.C. [Sec.]
2101(a)(5), and who have not submitted a timely request to opt-out
of the class."  The Court designates Plaintiffs Scott Bent and
John Boyd as Class Representatives and appoints Jack Raisner,
Esq., and Rene Roupinian, Esq., at Outten & Golden LLP and Ira
Thomsen, Esq., to serve as Class Counsel.

A copy of Judge Walter's November 17 Decision is available at
http://is.gd/hWaVXfrom Leagle.com.

Based in Dayton, Ohio, ABMD Limited filed for Chapter 11
bankruptcy petition (Bankr. S.D. Ohio Case No. 09-30130) on
January 13, 2009.  Richard D Nelson, Esq., at Cohen, Todd, Kite &
Stanford LLC, in Cincinnati, Ohio, serves as bankruptcy counsel.
The Debtor estimated $10 million to $50 million in assets and
$1 million to $10 million in debts in its petition.


AMBAC FIN'L: Asks Standard and Poor's to Withdraw Ratings
---------------------------------------------------------
Ambac Financial Group, Inc. requested that Standard and Poor's
Ratings Services withdraw its ratings of Ambac Financial Group,
Inc., Ambac Assurance Corporation and Everspan Financial Guarantee
Corporation.  The ratings of Ambac UK, Ltd. were previously
withdrawn by S&P.

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

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

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

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

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

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

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

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

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


AMERICA WEST: Incurs $3.88-Mil. Net Loss in Sept. 30 Quarter
------------------------------------------------------------
America West Resources Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $3.89 million on $2.83 million of
total revenue for the three months ended Sept. 30, 2010, compared
with a net loss of $2.60 million on $4.37 million of total revenue
for the same period a year ago.

The Company's balance sheet at June 30, 2010, showed
$17.55 million in total assets, $28.50 million in total
liabilities, and a stockholders' deficit of $10.94 million.

As reported in the Troubled Company Reporter on April 27, 2010,
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 a working capital deficit and has incurred
significant losses.

In the Form 10-Q, the Company said, "Beginning in September 2009,
all of our major customers either ceased or decreased their
acceptance of our coal due to a buildup of coal inventories in the
western United States.  These unforeseen circumstances in demand
resulted in decreased cash flows from operations during the fourth
quarter of 2009 and through April 2010.  During the second and
third quarters of 2010, we executed additional coal sales
contracts totaling over $300 million in revenue backlog and have
seen demand for our coal increase.  However, the deficient cash
flows from operations due to lower sales from the fourth quarter
of 2009 through the early second quarter of 2010 have resulted in
a poor current liquidity position which persisted through the
third quarter of 2010.  As a result, we need to raise additional
capital to meet our working capital needs during 2010."

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7006

                        About America West

Based in Salt Lake City, Utah, America West Resources, Inc., is an
established domestic coal producer engaged in the mining of clean
and compliant (low-sulfur) coal.  The majority of the Company's
coal is sold to utility companies for use in the generation of
electricity.


ANGEL ACQUISITION: Incurs $50,000 Net Loss in Third Quarter
-----------------------------------------------------------
Angel Acquisition Corp. filed its quarterly report on Form 10-Q,
reporting a net loss of $49,979 on $23,976 of revenue for the
three months ended Sept. 30, 2010, compared with a net loss of
$264,968 on $38,284 of revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$1.75 million in total assets, $2.16 million in total liabilities,
and a stockholders' deficit of $410,063.

According to the Company's annual report on Form 10-K, Gruber &
Company, LLC, in Lake Saint Louis, Mo., 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 is dependent upon the available
cash on hand and either future sales of securities or upon its
current management or advances or loans from controlling
shareholders or corporate officers to provide sufficient working
capital.

In the Form 10-Q, the Company acknowledged that it has been unable
to generate sufficient operating revenues and has incurred
operating losses.

The Company added that it has defaulted on two loan agreements
with two lending institutions one of which in October 2010 filed
an intent to accelerate the Company's $494,099 credit line.  This
action accelerated the $494,099 balance becoming due in full.  On
November 16, 2010, Wells Fargo Bank filed a dismissal in
connection with the intent to accelerate and has agreed to a loan
modification.  The loan modifications have not yet been finalized.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7005

                     About Angel Acquisition

Carson City, Nev.-based Angel Acquisition Corp. was incorporated
under the laws of the state of Nevada on March 10, 1999, under the
name Palomar Enterprises, Inc.  On February 5, 2008, the Company
changed its name to Angel Acquisition Corp. to properly reflect
the change in business direction.  The Company assists private
companies in the process of going public as well as being a
licensed mortgage broker and developer.


BIGLER LP: Court Confirms 4th Version of Plan
---------------------------------------------
The Hon. Jeff Bohm confirms Bigler LP and its debtor-affiliates'
Fourth Amended Chapter 11 Plan, following revisions to the Plan's
release provisions.

On October 27, 2010, the Ashley Elizabeth Scianna Arora Investment
Trust and the Stephanie Elizabeth Scianna Investment Trust
objected to confirmation of the third version of the Plan,
asserting that the Plan does not comply with applicable provisions
of the Bankruptcy Code because it provides for a discharge of the
Debtors, which is forbidden because the Plan is a liquidating
plan.

On November 9, 2010, the Court issued an order denying
confirmation of the Third Amended Plan and gave the Debtors a
deadline to cure the deficiencies regarding the release
provisions.  The Debtors conducted negotiations with the Trusts,
and an agreement was reached among all parties on revised language
for the objectionable provisions in the Plan.

A copy of the Court's memorandum opinion, dated November 24, 2010,
is available at http://is.gd/hWK9Gfrom Leagle.com.

                          About Bigler LP

Houston-based Bigler LP is a diversified petrochemical producer.
Bigler has production and storage facilities on 271 acres on the
Houston Ship Channel.

Bigler filed for Chapter 11 reorganization on Oct. 30 in Houston
(Bankr S.D. Tex. Case No. 09-38188).  King & Spalding LLP serves
as the Debtor's bankruptcy counsel.  The Debtor estimated assets
of $233 million against debt totaling $151 million.  Liabilities
include $67 million owed to secured lender Amegy Bank NA, which
has a lien on all assets.

Secured lender Amegy Bank is represented by Porter & Hedges LLP.


BIO-BRIDGE SCIENCE: Posts $566,300 Net Loss in Q3 2010
------------------------------------------------------
Bio-Bridge Science, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $566,261 on $102,852 of revenue for the
three months ended September 30, 2010, compared with a net loss of
$1.3 million on $142,901 of revenue for the same period last year.

The Company's balance sheet at September 30, 2010, showed
$5.9 million in total assets, $804,444 in liabilities, all
current, and stockholders' equity of $5.1 million.  Accumulated
deficit was $14,585,265 at Sept. 30, 2010.

WEINBERG & COMPANY, P.A., 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 experienced recurring losses since inception.

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

               http://researcharchives.com/t/s?7009

Oakbrook Terrace, Illinois-based Bio-Bridge Science, Inc., is a
biotechnology company whose subsidiaries are focused on the
commercial development of HIV-PV Vaccine I, HPV vaccine, colon
cancer vaccine, mucosal adjuvant and manufacture and sales of
vaccine production-related materials.


BLOCKBUSTER INC: Court OKs Committee Probe on Plan Negotiations
---------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of
New York authorized the Official Committee of Unsecured Creditors
in Blockbuster Inc.'s Chapter 11 cases to investigate how the
Dallas-based Company reached agreement with secured lenders on a
Chapter 11 plan that will give unsecured creditors practically
nothing.

Specifically, the Court allowed the Creditors Committee to examine
representatives of certain investigation parties -- which parties
include the Debtors, the DIP Agent, the Senior Indenture Trustee,
the Backstop Lenders, and probably Carl Icahn -- under Rule 2004
of the Federal Rules of Bankruptcy Procedure.

As previously reported, the Creditors Committee said it is seeking
information to understand the Debtors' prepetition affairs, the
validity of prepetition debt, and the negotiation of the Plan
Support Agreement dated as of September 22, 2010, which gives
unsecured creditors a de minimis return at best.

Prior to the entry of the order, U.S. Bank National Association,
as indenture trustee and as collateral agent for the 11.75% Senior
Secured Notes Due 2014 issued by Blockbuster Inc., argued that the
request is objectionable because it appears to seek authorization
to serve requests for production and witnesses for depositions
under Rule 30(b)(6) of the Federal Rules of Civil Procedure
without any opportunity to object to the scope or subject matter
of those Document Requests in any way whatsoever.  U.S. Bank also
asserted that many of the Document Requests are plainly overbroad,
unduly burdensome, or otherwise objectionable.

Judge Lifland ruled that subject to agreement with the Creditors
Committee on the terms of a protective order, which the parties
will endeavor in good faith to promptly negotiate, the Backstop
Lenders will produce documents to the Creditors Committee and
submit to oral examination pursuant to the agreements reached
between their counsel.

Judge Lifland also directed the Backstop Lenders to immediately
take affirmative steps to preserve electronic correspondence,
including all correspondence among the other Investigation
Parties.  The date, time and location of oral examination will be
agreed upon by the Creditors Committee and the Backstop Lenders.

The Debtors will produce documents to the Creditors Committee
pursuant to the agreements reached between their counsel, Judge
Lifland ruled.  He also directed the Debtors to preserve
electronic correspondence, including those among the other
Investigation Parties.

The Creditors Committee is authorized to issue document and oral
examination subpoenas to persons and entities as it deems
appropriate in furtherance of its Rule 2004 investigation, subject
to the right of that person or entity to interpose responses or
objections.

In the event the Debtors and Backstop Lenders fail to comply with
the provisions of the Order, or the DIP Agent and Senior Indenture
Trustee fail to comply with their agreements with the Creditors
Committee, as stated on the record at the November 23, 2010
hearing, the Creditors Committee will be permitted to seek an
immediate conference with the Court, subject only to the Court's
availability and provided that the Creditors Committee will have
given the applicable party or parties at least three day's notice,
the Court held.

Judge Lifland further ruled that the Order is without prejudice to
the rights of (i) the Creditors Committee to petition the Court
for an extension of its investigation period in the absence of
consent from the DIP Lenders and to seek a ruling in connection
therewith that any extension granted by the Court over the
objection of the DIP Lenders will not constitute an Event of
Default under the DIP Credit Agreement, (ii) the Creditors
Committee to apply for further discovery of any other material
witness or document, or (iii) any party to object to any petition
for an extension of the investigation period or application for
further discovery by the Creditors Committee.

                       About Blockbuster Inc.

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

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

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

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

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

The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.

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

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


BLOCKBUSTER INC: Proposes to Assume National Union Insurance Pacts
------------------------------------------------------------------
Blockbuster Inc. and its 11 debtor-affiliates seek authority from
the United States Bankruptcy Court for the Southern District of
New York to:

  (a) assume certain insurance agreements between them and
      National Union Fire Insurance Company of Pittsburgh, Pa.,
      on behalf of itself and certain related insurance
      companies, in their entirety, spanning the period from
      September 30, 1999, through September 30, 2010; and

  (b) enter into renewals of certain insurance policies with the
      Insurers.

As previously reported, the Debtors are required to maintain
certain insurance programs in connection with the operation of
their business.  From September 30, 1999, until September 30,
2010, National Union provided the Debtors with certain workers'
compensation, including employers' liability, general liability
and automobile liability insurance coverages pursuant to a series
of policies.

The Policies are governed by certain indemnity and payment
agreements, as well as any related endorsements, schedules,
addendum and other documents.  The Insurance Program Agreements
are an integral part of the Debtors' Insurance Program.

As security for the Debtors' obligations under the Existing
Insurance Program, the Debtors currently have an outstanding
letter of credit, which has been fully cash collateralized, for
$24 million issued for the benefit of the Insurers.

Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New
York, relates that notwithstanding extensive attempts to obtain
competing proposals, the Debtors were unable to procure a more
competitive bid from an insurance company other than National
Union.  Therefore, to ensure continued coverage during the Chapter
11 cases, the Debtors entered into the Renewal Insurance Program
with National Union to provide them with workers' compensation,
general liability and automobile liability insurance coverage for
the period September 30, 2010, through September 30, 2011.

To secure the renewal of the insurance programs, the Debtors were
required to provide an additional $4.6 million of cash security as
collateral for the benefit of the Insurers.

In compliance with the terms of the Policies, the Debtors have
paid all required premiums and now seek the Court's approval of
the Renewal Insurance Program, and authority to assume the
Existing Insurance Program and cross-collateralize the obligations
under the Existing Insurance Program with the collateral provided
as part of the Renewal Insurance Program.

The Court will convene a hearing on December 16, 2010, to consider
the request.  Objections are due on December 8.

                       About Blockbuster Inc.

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

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

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

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

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

The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.

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

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


BLOCKBUSTER INC: 3501 McKinney Wants Prompt Decision on Contract
----------------------------------------------------------------
3501 McKinney, Ltd., asks the Bankruptcy Court to compel
Blockbuster, Inc., to assume or reject an executory contract in
accordance with Section 365(d)(2) of Bankruptcy Code.

McKinney is the owner of the retail center at 3501 McKinney Avenue
in Dallas, Texas, in which the Debtor's store number 48319 is
located.  The Debtor is a party to a Ground Lease with 3501
McKinney dated October 7, 1996, together with subsequent
amendments to the Ground Lease.

Prior to the bankruptcy filing, the Debtor defaulted under the
terms of the Lease and owes prepetition rent to McKinney, but has
been current on postpetition rent payments, Elisabeth A. Wilson,
Esq., at Winstead PC, in Dallas, Texas -- ewilson@winstead.com --
informs the Court.  She says that the current annual minimum rent
under the terms of the Lease is $110,890.

Blockbuster has recently informed McKinney in writing that the
current rent on the space "greatly exceeds" what the Debtor can
afford on a yearly basis, Ms. Wilson relates.  She adds that the
Debtor has proposed terms under which it can renew the Lease that
are unacceptable to McKinney.

Under the terms of the Lease, the Debtor is also obligated to pay
the ad valorem property taxes for the Location directly to the
taxing authorities.  The ad valorem property taxes for 2010 for
the Location are currently due and owing, and the Debtor's share
of that obligation is $56,239, Ms. Wilson avers.

The Debtor has indicated that it is only able to sustain the
Location at a rental rate that is far below both the current
contract rent and the prevailing market rent, which is
unacceptable to McKinney, Ms. Wilson contends.  Based on the
Debtor's stated inability to afford the rent for the Location, it
appears that the Debtor will be unable to perform its obligations
under the Lease going forward, she asserts.

McKinney needs assurance of whether the Debtor intends to continue
occupying the space and whether the Debtor will be able to pay the
property tax obligation currently due and owing, Ms. Wilson
explains.  If the Debtor is unable to promptly assume its
obligations under the Lease, McKinney must make arrangements for
payment of the Debtor's portion of the property taxes and begin
marketing the Location to find a new tenant, she continues.

Therefore, McKinney asks that the Debtor either assume or reject
the Lease.

                       About Blockbuster Inc.

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

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

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

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

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

The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.

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

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


BRIGGS-COCKERHAM: N.D. Texas Court Dismisses Chapter 11 Case
------------------------------------------------------------
The Hon. Barbara F. Houser dismisses the Chapter 11 case of
Briggs-Cockerham, L.L.C., at the behest of Harvey L. Morton, the
chapter 11 Trustee of Vallecito Gas, LLC.  The Court concludes
that the Trustee has established that (i) there is substantial or
continuing loss to or diminution of the B-C estate and the absence
of a reasonable likelihood of rehabilitation, and (ii) the
bankruptcy filing by B-C lacks good faith.  The Trustee, B-C, and
certain defendants are locked in battle over who holds interests
in a mineral lease, located on the land of the Navajo Nation in
San Juan County, New Mexico, known as the "Hogback Lease."  B-C
held 100% of the membership interests in Vallecito.

A copy of the Court's Memorandum Opinion, dated November 23, 2010,
is available at http://is.gd/hWdfifrom Leagle.com.

Based in Carrollton, Texas, Briggs-Cockerham LLC filed for Chapter
11 bankruptcy protection (Bankr. E.D. Texas Case No. 10-41219) on
April 16, 2010.  Tracey Ford Spillman, Esq., in Addison, Texas,
serves as bankruptcy counsel.  The Debtor estimated both assets
and debts at $1 million to $10 million in its petition.  At the
behest of the United States Trustee, the case was transferred
(Bankr. N.D. Texas Case No. 10-34222) on June 1, 2010.


BROADSTRIPE LLC: Lenders Seek to Block Preference Suits
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Broadstripe LLC and its official committee of
unsecured creditors previously signed a stipulation allowing the
committee to sue for the recovery of preferential payments
received within 90 days of bankruptcy on account of overdue debt.
The agreement capped the committee's fees at $35,000.  If
preference suits aren't filed by Jan. 2, they will be lost because
there is a two-year statute of limitations, and Broadstripe has
been in Chapter 11 almost two years.

Mr. Rochelle relates that Highland Capital Management LP, the
secured lender, however, notified Broadstripe that it would
terminate the use of cash if the Company didn't withdraw its
support for allowing preference suits.

The committee said in a court filing that Highland doesn't want
certain customers sued for preferences.

The bankruptcy court will be required to rule on the controversy
at a hearing on Dec. 13.

                       About Broadstripe LLC

Headquartered in Chesterfield, Missouri, Broadstripe LLC --
http://www.broadstripe.com/-- provides videos and telephone
services to consumers and business in Maryland, Michigan,
Washington and Oregon.  The Company and five of its affiliates
filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-10006)
on Jan. 2, 2009.  Attorneys at Ashby & Geddes, and Gardere Wynne
Sewell LLP represent the Debtors in their restructuring efforts.
The Debtors tapped FTI Consulting Inc. as their restructuring
consultant, and Epiq Bankruptcy Consultants LLC as their claims
agent.  In its petition, Broadstripe estimated assets and debts
between $100 million and $500 million.

Broadstripe has been in Chapter 11 more than 18 months thus any
creditor can file a plan.


BROCK TUCY: Has Access to Digital Federal's Cash Until Jan. 28
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Brock P. Tucy to access to the cash collateral of
Digital Federal Credit Union until January 28, 2011.

The Debtor would use income generated from its operations to
maintain and operate its Yogi Bear Jelly Stone Park property.

The Debtor owes Digital Federal $5,100,000 pursuant to a secured
promissory note.  As adequate protection for any diminution in
value of the lender's collateral, the Debtor proposes to grant
Digital replacement liens on property of the estate which the
lienholder held as of the Petition Date.

                        About Brock P. Tucy

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



CABI DOWNTOWN: Everglades on the Bay Condos Sold for $141-Mil.
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a group of investors including Rockwood Capital LLC
completed the acquisition of Cabi Downtown LLC's 49-story
Everglades on the Bay condominium in Miami, for $141 million cash.
Other members of the purchasing group are Duncan Hillsley Capital
and Fortune Capital Management Services.

Mr. Rochelle relates that the sale was carried out under a
Chapter 11 plan that the bankruptcy judge in Miami approved in a
confirmation order this month.  Originally, the mortgage lender
Bank of America NA was to take title under the plan in exchange
for the $207 million it was owed.  Confirmation was delayed when
the bank came up with a buyer to purchase the debt and take title
to the property under the plan.

Mr. Rochelle notes that under the confirmed plan, unsecured
creditors would recover 32% recovery on $3 million in claims.
Absent the sale, unsecured creditors would have recovered 25%, as
provided in the original iteration of the plan.

                        About Cabi Downtown

Aventura, Florida-based Cabi Downtown, LLC, operates a real estate
business and owns the 49-story Everglades on the Bay condominium
in Miami.  The condominium project has 849 units in two towers,
with 60,000 square feet of retail space.  The Company is owed by
GICSA, which says it is the largest and most profitable real
estate developer in Mexico.

The Company filed for Chapter 11 on Aug. 18, 2009 (Bankr. S.D.
Fla. Case No. 09-27168).  The Debtor's legal advisors are
Kasowitz, Benson, Torres & Friedman LLP; and Bilzin Sumberg Baena
Price & Axelrod LLP.  In its petition, the Debtor listed assets
and debts both ranging from US$100 million to US$500 million.


CAESARS ENTERTAINMENT: Drops Stock Registration as IPO Cancelled
----------------------------------------------------------------
In a Form 15 filing with the Securities and Exchange Commission
dated November 26, 2010, Caesars Entertainment Corporation,
formerly Harrah's Entertainment Inc., said it is terminating its
registration of these securities:

      * Common Stock, $0.01 par value (registered pursuant to the
        registrant's Form 8-A (File No. 000-53108))

      * Guarantee of 5.625% Senior Notes due 2015

      * Guarantee of 6.50% Senior Notes due 2016

      * Guarantee of 5.75% Senior Notes due 2017

      * Guarantee of 10.00% Second-Priority Senior Secured Notes
        due 2015

      * Guarantee of 10.00% Second-Priority Senior Secured Notes
        due 2018

      * Guarantee of 10.00% Second-Priority Senior Secured Notes
        due 2018

      * Guarantee of 11.25% Senior Secured Notes due 2017

      * Guarantee of 10.75% Senior Notes due 2016

      * Guarantee of 10.75% Senior Toggle Notes due 2018

MarketWatch reported November 19 that Harrah's canceled its
$500 million initial public offering, "due to market conditions."
Harrah's planned to sell 31.25 million shares of common stock at
an estimated price range of $15 a share to $17 a share.  The stock
would have traded under the name Caesars Entertainment Corp. under
the symbol CZR on the Nasdaq Global Select Market.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.  Harrah's carries 'Caa3' long term corporate family and
probability of default ratings, with 'positive' outlook, from
Moody's Investors Service.  It has a 'B-' issuer credit rating,
with 'stable' outlook, from Standard & Poor's.

Caesars Entertainment Inc. carries a 'Ca' long term rating from
Moody's.


CAROL KARLOVICH: Status Conference Set for Jan. 18
--------------------------------------------------
San Diego County Credit Union seeks relief from the automatic stay
in the Chapter 11 case of Carol Karlovich to conduct a nonjudicial
foreclosure of the Debtor's Knoll Road property.  SDCCU stipulates
to the Debtor's value of $1.33 million.  SDCCU is owed more than
$2.8 million.  SDCCU's core argument is that the Knoll Road
property is not necessary to an effective reorganization.  To the
contrary, it impairs a reorganization.  The Debtor proposes to
strip down the undersecured portion of the debt -- approximately
$1.477 million -- and add that amount to the unsecured debt to be
addressed in the Debtor's Chapter 11 plan.  SDCCU argues even if
that were accomplished, the Knoll Road property would generate
little net cash flow to the estate -- as acknowledged by Debtor in
her draft disclosure statement -- for the next several years,
while adding a large amount of debt to the class of unsecured
creditors, thereby diluting the return to other unsecured
creditors significantly.

The Hon. Peter W. Bowie holds that the absolute priority rule
applies to individual chapter 11 debtors, and will conduct a
status conference on the Credit Union's motion at 10:30 a.m. on
January 18, 2011.

A copy of Judge Bowie's November 16 Order is available
at http://is.gd/hW43zfrom Leagle.com.

As reported by the Troubled Company Reporter on October 27, 2010,
Ms. Karlovich and Karlovich Financial, LLC, submitted to the U.S.
Bankruptcy Court for the Southern District of California a
proposed Plan of Reorganization and an explanatory Disclosure
Statement.  The Debtors will begin soliciting votes on the Plan
following approval of the adequacy of the information in the
Disclosure Statement.

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

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

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

                       About Carol Karlovich

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

Affiliated entity, Karlovich Financial, LLC, also filed for
Chapter 11 protection (Bankr. S.D. Calif. Case No. 10-10862) on
June 22, 2010, estimating $1 million to $10 million in both assets
and debts.


CATHOLIC CHURCH: Wilm. Opposes Creditors' Hiring of Morgan Lewis
----------------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., and its Official
Committee of Lay Employees filed separate objections to the
Official Committee of Unsecured Creditors' application to retain
Morgan, Lewis & Bockius LLP as its special pension counsel.

The Diocese does not understand how, more than a year after the
issues relating to the Lay Pension Plan and the Clergy Pension
Plan were outlined in certain declaration and schedules of assets
and liabilities and after thorough litigation of issues relating
to the Clergy Pension Fund and threatened litigation regarding
disbandment of the Employee Committee, the Creditors Committee now
needs independent pension counsel "to evaluate all issues relating
to the Lay Pension Plan and the Clergy Pension Plan," Robert S.
Brady, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, tells the Court.

This is particularly so in light of the Plan of Reorganization's
deferral of litigation of the issues until the post-confirmation
period, when the trustee of the Plan Trust, an independent
fiduciary acting on behalf of all creditors, can decide whether,
and if so, how, to pursue these issues, Mr. Brady contends.

There is not a single issue the Creditors Committee identifies as
necessitating special pension counsel that needs to be resolved
prior to confirmation of the Plan, nor is there any reason to
believe that Pachulski Stang, having fully litigated issues
relating to the restrictedness of the Clergy Pension Fund and
having commenced litigation regarding the Lay Pension Plan, is
incapable of advising the Creditors Committee on whatever issues
they legitimately need to understand in connection with the Plan,
Mr. Brady asserts.

For these reasons, the Creditors Committee has not demonstrated a
present need for pension counsel, and the Application is, at best,
premature, Mr. Brady says.  He adds that if the Creditors
Committee is authorized to retain special pension counsel at this
point in the case, the Diocese has a real concern the Creditors
Committee will simply declare litigation "war" on the Employee
Committee, which in turn will defend itself and its constituency,
all at significant cost to the bankruptcy estate.

In its objection, the Employee Committee contends that whatever
reason the Creditors Committee may offer in support of its
strident opposition to the appointment of the Employee Committee,
the Application should be denied as it is devoid of any specific
facts showing the necessity of the proposed employment of
additional pension counsel.

In fact, the Application fails to explain why additional pension
counsel is needed, let alone pension counsel at this stage of the
proceedings, when the solicitation of the Plan and Disclosure
Statement are pending before the Court, the Employee Committee
adds.

The Diocese and the Employee Committee previously opposed the
erroneous deadline to file objections stated in the Application,
which set the deadline for November 16, 2010.  The correct
deadline was November 23.

                  About the Diocese of Wilmington

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

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

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


CATHOLIC CHURCH: Del. Court Enters Verdict vs. Former Priest
------------------------------------------------------------
Delaware Superior Court Judge James Vaughn, Jr., entered a verdict
on November 15, 2010, against former priest Francis DeLuca with
respect to the complaint file by John Vai, The Associated Press
reported.

Mr. Vai alleges that he was abused repeatedly by Mr. DeLuca in the
1960s at St. Elizabeth's parish in Wilmington, the report said.

Randall Chase of AP said that a jury still must decide on damages
against Mr. DeLuca, who has not attended the trial and whose
attorney withdrew from the case because he was not being paid by
the Catholic Diocese of Wilmington, Inc.  The jury will also
decide on Mr. Vai's negligence claim against St. Elizabeth's,
which denies responsibility for Mr. DeLuca's actions.

Shortly after Judge Vaughn entered his ruling, he learned his
mother had died and the trial was put on hold, Mr. Chase also
reported.

As previously reported, Mr. Vai's case is one of the eight cases
that Bankruptcy Court Judge Sontchi allowed to proceed against the
Non-Debtor Defendants, which include St. Elizabeth's.

                  About the Diocese of Wilmington

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

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

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


CATHOLIC CHURCH: Final Decree Closing Fairbanks Case Entered
------------------------------------------------------------
Judge Donald MacDonald IV of the United States Bankruptcy Court
for the District of Alaska entered a final decree and order
closing the Chapter 11 case of the Catholic Bishop of Northern
Alaska.

Judge MacDonald noted that the Reorganized Diocese has paid all
fees required to be paid pursuant to Section 1930 of the Judicial
and Judiciary Procedures Code, and that all motions and contested
matters have been resolved.  All adversary proceedings have also
been resolved and dismissed or the Settlement Trustee has been
substituted in for the Diocese.

The Court will retain the jurisdiction reserved to it under the
Confirmed Plan of Reorganization and the confirmation order.

The Bankruptcy Court meanwhile approved the compensation and fees
for professional services rendered by Cook Schuhmann & Groseclose,
Inc., as special counsel for the Catholic Bishop of Northern
Alaska for the period from March 1, 2008, through March 19, 2010.
Judge MacDonald allowed Cook Schuhmann to be paid $137,508 for
compensation, and $2,844 as reimbursement of actual and necessary
expenses.

                About the Diocese of Fairbanks

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

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


CHEM RX: Loses Plan Exclusivity to Committee, Lenders
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a bankruptcy judge in Delaware entered an order
giving the Official Committee of Unsecured Creditors in Chem Rx
Corp.'s cases and the first-lien lenders the right to file a plan
jointly.  Except for the committee and the lenders, Chem Rx's
exclusive right to propose a plan was extended to Jan. 31.

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, represent 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.

Chem Rx changed its name to CRC Parent Corp. following the sale of
its business to PharMerica Corp. at a bankruptcy court-sanctioned
auction.  PharMerica paid $70.6 million and assumed specified
liabilities.


CHENIERE ENERGY: Paulson & Co. Discloses 7.3% Equity Stake
----------------------------------------------------------
Paulson & Co. Inc. disclosed in a Schedule 13D filing with the
Securities and Exchange Commission on November 26, 2010, that it
beneficially owns 4,209,985 shares of common stock of Cheniere
Energy, Inc. representing 7.3% of the outstanding shares.  As of
November 1, 2010, there were 57,643,732 shares of Cheniere Energy
Common Stock, $0.003 par value, issued and outstanding.

Other subsidiaries of the Paulson & Co. also own these shares:

                                Amount of Shares
                               Beneficially Owned    Equity Stake
                               ------------------    ------------
Paulson Partners L.P.                100,181             0.2%
Paulson Partners Enhanced, L.P.      122,829             0.2%
Paulson International Ltd.           283,448             0.5%
Paulson Advantage Select Ltd.         12,386             0.1%
Paulson Advantage Master Ltd.        714,444             1.2%
Paulson Advantage Plus Master Ltd. 2,018,580             3.5%
Paulson Enhanced Ltd.                765,194             1.3%
John Paulson                       4,209,985             7.3%

                       About Cheniere Energy

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

Cheniere Energy reported a net loss of $40.6 million for the
quarter ended September 30, 2010, compared with a net loss of
$42.5 million for the comparable 2009 period.  Revenue was
$68.25 million in the third quarter of 2010 compared with
$56.33 million in the same period in 2009.

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


CHINA IVY: Posts $363,400 Net Loss in September 30 Quarter
----------------------------------------------------------
China Ivy School, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $363,392 on $1.57 million on revenue for
the three months ended September 30, 2010, compared with a net
loss of $391,278 on $1.65 million of revenue for the same period
last year.

The Company's balance sheet as of September 30, 2010, showed
$15.8 million in total assets, $14.4 million in total liabilities,
and stockholders' equity of $1.4 million.

Michael T. Studer CPA P.C., in Freeport, N.Y., 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 as of Dec, 31, 2009, and 2008, the
Company had cash of $46,187 and $58,984, respectively, and working
capital deficits of $11.0 million and $13.3 million, respectively.
In addition, the Company had an accumulated deficit of
$5.1 million and $4.3 million as of Dec. 31, 2009, and 2008,
respectively.

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

               http://researcharchives.com/t/s?7008

Based in Jiangsu Province, P.R. China, China Ivy School, Inc. was
incorporated in the State of Nevada.  The Company operates an
educational facility under the name "Blue Tassel School" which
provides a comprehensive curriculum required by the government of
the People's Republic of China, supplemented by a broad range of
elective courses which may be chosen from by the school's
students.


CITADEL BROADCASTING: Moody's Puts 'Ba3' Rating on $500 Mil. Notes
------------------------------------------------------------------
Moody's Investors Service assigned Citadel Broadcasting
Corporation's proposed $400 million senior secured first-lien
credit facilities a Baa3 rating, and its proposed $500 million
senior unsecured notes a Ba3 rating.  Citadel plans to utilize the
net proceeds along with cash on hand to refinance its existing
term loan.  Since the company will move from an all-bank debt
capital structure to a bank-and-bond structure, Moody's changed
the company's Probability of Default Rating to Ba2 from Ba3 to
reflect the lower probability of default present in such hybrid
debt structures.  The company's existing Ba2 Corporate Family
Rating is not affected.  The Speculative Grade Rating remains SGL-
2 and the rating outlook remains stable.

This is a summary of the actions:

Upgrades:

Issuer: Citadel Broadcasting Corporation

  -- Probability of Default Rating, Upgraded to Ba2 from Ba3

Assignments:

Issuer: Citadel Broadcasting Corporation

* Senior Secured Revolving Credit Facility, Assigned Baa3, LGD2 -
  15%

* Senior Secured Term Loan Facility, Assigned Baa3, LGD2 - 15%

* Senior Unsecured Notes, Assigned Ba3, LGD5 - 71%

                        Ratings Rationale

The proposed senior secured credit facility consists of a $150
million 3-year revolver and a $250 million 6-year term loan B.
The Baa3 rating on the facility reflects its senior most position
in the capital structure and benefits of the collateral package,
which includes a first priority lien on all the assets and stock
of domestic subsidiaries and 65% of capital stock of foreign
subsidiaries.  The rating also reflects the cushion provided by
the senior unsecured notes which make up the majority of the debt
structure.  The terms of credit facility include an excess cash
flow sweep of 50% if secured leverage exceeds 1.0x and total
leverage exceeds 3.0x.  The proposed senior unsecured notes have
an 8-year tenor and are guaranteed by material domestic
subsidiaries.  The Ba3 rating on the notes reflects their lower
rank in the capital structure and that they are unsecured.  The
notes benefit however, from guarantees from Citadel's operating
subsidiaries.

The Ba2 CFR reflects the company's moderate post-emergence debt-
to-EBITDA ratio of around 3.6x as of 9/30/10 (incorporating
Moody's standard adjustments) and Moody's expectation that over
the intermediate term, Citadel will apply free cash flow towards
debt repayment in order to strengthen its balance sheet and
sustain financial leverage in the low 3.0x range (including
Moody's standard adjustments).  Citadel's ratings also reflect its
significant exposure to cyclical advertising spending as evidenced
by the company's steep revenue decline during the 2009 recession.
The rating considers the company's strong EBITDA margins, in the
30% range, and significant cash flow generated from a well-
clustered radio station portfolio that is diversified by
programming formats, geographic regions, audience demographics and
advertising clients.  In Moody's opinion, Citadel's experienced
management team and its commitment to prudent financial policies,
including an expected balanced allocation of some of its cash
generation towards debt reduction, in addition to acquisitions and
shareholder returns, provide incremental support to the company's
ratings.

The SGL-2 rating incorporates Moody's expectation that Citadel
will maintain a good liquidity position over the next twelve
months.  Internal sources of liquidity include cash on hand and
projected free cash flow of over $100 million per year, which
together provide ample liquidity to cover the company's operating
cash needs and $2.5 million of annual term loan amortization.
Moody's anticipates that there will be more than adequate cushion
under the company's leverage and interest coverage tests and that
the company will remain in compliance with financial covenants
over the next twelve to eighteen months.

                          Rating Outlook

The stable outlook reflects Moody's view that Citadel will use
free cash flow to reduce debt and leverage to about 3.3x (Moody's
standard adjustments add about 0.3x to the company's reported
leverage ratio) over the next 12 months.  While visibility
regarding economic conditions in 2011 remains fairly limited at
this point, the outlook assumes that the company will maintain a
good liquidity profile that will provide it sufficient financial
flexibility to manage through a double-dip recession, should the
economy again falter.

                What Could Change the Rating -- Up

The ratings could face upward pressure if Citadel demonstrates
both the ability and willingness to reduce absolute debt to around
$600 million or less, and sustain debt-to-EBITDA at or under 2.75x
(with Moody's standard adjustments).  An upgrade would also
require a long-term commitment from management to maintain a
conservative balance sheet at these levels and balance creditor
and shareholder interests in a prudent manner.

               What Could Change the Rating -- Down

Debt-to-EBITDA leverage sustained above 4.0x due to a sustained
decline in profitability driven by a prolonged cyclical downturn
or a secular downturn driven by continued audience and ad dollar
losses to alternative media channels, could result in a rating
downgrade.  Additionally, large debt financed acquisitions that
would increase debt and leverage to above $950 million and 4.0x,
respectively, and/or shareholder distributions and erosion of the
liquidity profile would also likely have negative credit ratings
implications.

The last rating was on August 11, 2010, when Moody's assigned the
company a Ba2 CFR and Ba3 PDR in conjunction with the company's
emergence from Chapter 11 in June 2010.

Citadel Broadcasting Corporation, with its headquarters in Las
Vegas, Nevada, is a radio broadcaster comprised of 166 FM and 59
AM stations in more than 50 markets.  For the LTM period ended
September 30, 2010, Citadel generated revenues of $741 million.


CITADEL BROADCASTING: S&P Assigns 'BB+' Rating to $400 Mil. Loan
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned ratings to Las Vegas-
based Citadel Broadcasting Corp.'s proposed $400 million senior
secured credit facilities, consisting of a $250 million term loan
due 2016 and a $150 million revolving credit facility due 2013.
S&P rated these credit facilities 'BB+' (two notches higher than
its 'BB-' corporate credit rating on the company) with a recovery
of '1', indicating S&P's expectation of very high (90% to 100%)
recovery for lenders in the event of a payment default.

At the same time, S&P assigned Citadel's proposed $500 million
senior unsecured notes due 2018 S&P's issue-level rating of 'BB-'
(at the same level as the 'BB-' corporate credit rating) with a
recovery rating of '3', indicating its expectation of meaningful
(50% to 70%) recovery for noteholders in the event of a payment
default.

In addition, S&P affirmed its 'BB-' corporate credit rating on
Citadel.  The rating outlook is stable.

"The 'BB-' rating and stable outlook reflect Standard & Poor's
Ratings Services' opinion of Citadel's improved financial
flexibility following its bankruptcy," said Standard & Poor's
credit analyst Michael Altberg.  "The elimination of roughly 65%
of its debt load should allow the company to generate healthy
discretionary cash flow and maintain adequate liquidity despite
the potential for longer-term secular declines in radio."

S&P expects Citadel to generate EBITDA growth in the high-20% area
in 2010 because of a cyclical advertising rebound and cost-cutting
actions taken during the economic downturn.  Based on this
expectation, S&P believes pro forma lease-adjusted debt to EBITDA
of about 3.5x as of Sept. 30, 2010, could improve to the low-3x
area in 2011.  S&P's stable rating outlook incorporates its
expectation that Citadel will maintain adequate leverage and
liquidity to support the 'BB-' rating over the next 12 to 18
months.  However, S&P remains uncertain about the growth prospects
for radio broadcasting beyond 2011 and see the risk that radio
growth will continue to significantly lag GDP growth.  The
industry still faces competition from alternative media, depressed
ad rates, and obstacles in developing digital as a significant
revenue contributor.  These factors figure prominently in S&P's
view that Citadel has a weak business profile.  The company's good
geographic diversity and competitive position in midsize and large
markets, high EBITDA margins, and good conversion of EBITDA to
discretionary cash flow are positive factors that do not offset
these risks.  S&P views Citadel's financial risk profile as
aggressive because of risks around the stability of discretionary
cash flow over the foreseeable future.

Citadel is the third-largest radio operator in revenues, with 166
FM and 59 AM radio stations in 50 markets, ranking from No. 1 to
No. 279 in market revenue.  The company generally has leading
positions in its small and midsize markets, but faces fierce
competition in its large markets, where its stations tend to lag
competitors in audience and revenue share.


CLASSICSTAR, LLC: Court OKs Settlement with Gastar Exploration
--------------------------------------------------------------
Gastar Exploration Ltd. said the United States Bankruptcy Court
for the Eastern District of Kentucky has approved the prior
announced Settlement Agreement between Gastar Exploration and the
Bankruptcy Trustee for ClassicStar, LLC regarding the In re
ClassicStar Mare Lease Litigation matter.

The settlement agreement, reflecting the definitive terms of the
settlement of all seven ClassicStar matters in which Gastar was
named, was contingent upon approval by the bankruptcy court
overseeing the Chapter 7 liquidation of ClassicStar, LLC.

With this approval, Gastar said it would pay to the plaintiffs an
aggregate of $21.15 million in cash, including an initial $18.0
million payment to be paid within 10 business days of the docket
entry of the approval order and the remaining $3.15 million in 16
monthly payments, the first of which will be $150,000 and the next
15 of which will be $200,000 each, in exchange for dismissal of
all existing and potential future claims of the plaintiffs in all
seven cases filed against Gastar.

                       About ClassicStar LLC

Headquartered in Lexington, Kentucky, ClassicStar LLC operated as
a thoroughbred horse breeder.  The Company also leased horses and
rents out the reproductive systems of select thoroughbred mares.

The Company filed for Chapter 11 protection Sept. 14, 2007 (Bankr.
E.D. Ky. Case No.07-51786).  Attorneys at Henry Watz
Gardner Sellars & Gardner, PLLC, represented the Debtor while
attorneys at Stites & Harbison, PLLC, represented the Creditors
Committee.  In April 2008, Judge William S. Howard converted the
case to a Chapter 7 liquidation, at the behest of the U.S.
Trustee.

In its petition, the Debtor said assets totalled T $227 million,
comprised of account receivable from National Equine Lending
Corp., and debts of $72.7 million.


CORNALLGROUP LLC: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Cornallgroup LLC
        1160 Kinbrae Avenue
        Hacienda Heights, CA 91745

Bankruptcy Case No.: 10-60644

Chapter 11 Petition Date: November 25, 2010

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

Judge: Sheri Bluebond

Debtor's Counsel: Jaime G. Monteclaro, Esq.
                  LAW OFFICES OF JAIME G. MONTECLARO
                  10900 E. 183rd Street, Suite 320
                  Cerritos, CA 90703
                  Tel: (562) 865-9356
                  Fax: (562) 246-0200
                  E-mail: attymonteclaro@gmail.com

Scheduled Assets: $777,800

Scheduled Debts: $1,042,655

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-60644.pdf

The petition was signed by Susana Tubianosa, president.


DEFI GLOBAL: September 30 Balance Sheet Upside-Down by $5MM
-----------------------------------------------------------
DeFi Global, Inc.'s balance sheet at September 30, showed total
assets of $2,452,706, total liabilities of $7,409,503, and a
stockholders' deficit of $4,956,796.

For three months ended September 30, the Company incurred a net
loss of $626,814 compared with net loss of $617,440 for the same
period in 2009.  Total revenue was $80,651 for the third quarter
of 2010, compared with $422,842 in the same period in 2009.

The Company noted in the Form 10-Q that at September 30, it had $0
in cash on hand.  Cash flows from operations are not currently
sufficient to fund operations and corporate expenses.  During the
period it received proceeds from notes payable of approximately
$765,000 to support operating and investing deficits.  A total of
$25,000 in principal payments was made on the notes payable during
this same period.

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

               http://ResearchArchives.com/t/s?6ff8

                        About DeFi Global

Scottsdale, Ariz.-based DeFi Global, Inc. (OTC BB: LCHL) through
its subsidiary DeFi Mobile, Ltd., has architected, built and
deployed, a Large IP Network infrastructure that can host, support
and deliver Applications and Services including voice, video,
gaming, multi-media, and digital content over the internet to hot
spots, desktop computers and all manner of handheld devices.
Called the "DeFi Global Network", this Network can provide global
mobile broadband service at speed comparable to fixed wire
broadband for multiple mobile Internet access devices, or IADs.

                        Going Concern Doubt

Chisholm, Bierwolf, Nilson & Morrill, in Bountiful, 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 suffered
recurring losses from operations, has a working capital deficit
and is dependent of financing to continue operations.


DEL MONTE: Moody's Reviews 'Ba2' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service placed the ratings of Del Monte
Corporation, including its Ba2 Corporate Family Rating, on review
for possible downgrade following the company's announcement that
it has entered an agreement to sell itself to an investor group
led by funds affiliated with Kohlberg Kravis Roberts & Co. L.P.,
Vestar Capital Partners and Centerview Partners.

The review reflects Moody's expectation that the transaction will
result in higher leverage and possibly a more aggressive business
strategy.

The transaction reportedly calls for a $19.00 per share
(approximately $4 billion) cash payment to shareholders and the
assumption of $1.3 billion in net debt, valuing Del Monte at
approximately $5.3 billion.  The agreement permits Del Monte to
solicit other offers until January 8, 2011.

"While details of Del Monte's final capital structure will not be
known until the solicitation process is completed, Moody's expect
that the amount of incremental debt will be significant," said
Brian Weddington, Moody's Senior Credit Officer.

Moody's review will focus on the new capital structure of Del
Monte, and the operational and financial strategy of its new
owners, which could involve an investor or group that has yet to
emerge.  Thus, Moody's expect to conclude Moody's review no sooner
than early January 2011.

These Del Monte ratings were placed on review for downgrade:

Del Monte Corporation:

  -- Corporate Family Rating at Ba2;
  -- Probability of Default Rating at Ba2;

$1.1 billion of senior secured bank facilities including:

  -- $500 million revolving credit due 2015 at Baa3 (LGD2), LGD
     Rate at 20%;

  -- $585 million Term A Loan due 2015 at Baa3 (LGD2), LGD Rate at
     20%;

  -- $250 million 6.75% senior subordinated notes due 2015 at Ba3
     (LGD5), LGD Rate at 74%;

  -- $450 million 7.50% senior subordinated notes due 2019 at Ba3
     (LGD5), LGD Rate at 74%.

The last rating action for Del Monte Corporation was on January 6,
2010.

Headquartered in San Francisco, California, Del Monte Corporation
is one of the largest producers, distributors and marketers of
premium quality branded food and pet products for the U.S. retail
market.  Revenues reported for fiscal 2010 were approximately
$3.7 billion.


DIAMONDHEAD CASINO: Posts $216,213 Net Loss in Sept. 30 Quarter
---------------------------------------------------------------
Diamondhead Casino Corporation filed its quarterly report on Form
10-Q, reporting a net loss of $216,213 for the three months ended
September 30, 2010, compared with net loss of $292,469 for the
same period last year.

The Company has incurred losses over the past several years, has
no operations, generates no revenues, and incurred a loss
applicable to common stockholders of $1,268,089 for the nine
months ended September 30, 2010.

The Company has had no operations since it ended its gambling
cruise ship operations in 2000.  Since that time, the Company has
concentrated its efforts on the development of its Diamondhead,
Mississippi property.  That development is dependent upon the
Company obtaining the necessary capital, in conjunction with one
or more partners, through either equity and debt financing, to
master plan, design, obtain permits for, construct, open, and
operate a casino resort.  The Company will not have any revenue
stream unless the Company is able to successfully develop its
Diamondhead property, obtain funds prior to development of the
property, or generate cash from the sale of parts or all of the
property.  The management believes that use of the property as a
gaming site represents the highest and best use of the property
and provides for the greatest potential for shareholder value.  In
the event the Company was unable to obtain all of the permits
required to develop a casino resort, the property could be used
for other commercial or residential purposes.

The Company's inability to raise cash to pay its expenses in the
future could adversely affect its ability to continue in the
future.  Current economic conditions in the casino industry, as
well as tight credit markets in general, could adversely affect
the Company's ability to obtain reasonable financing for
development of its Diamondhead property.  As of November 2010, the
Company has essentially exhausted all cash resources currently
available to it.

In an effort to raise capital to continue to pay on-going costs
and expenses, the Company has borrowed funds from various sources
over the past two years.  In October 2008, the Company secured a
$1,000,000 Line of Credit from an unrelated third party.  However,
by the end of 2009, the Company had expended almost all funds
available to it under that Line of Credit.

The Company has incurred continued losses over the past several
years and certain conditions raise substantial doubt about the
Company's ability to continue as a going concern.  The Company
incurred a loss applicable to common shareholders of $1,268,089
and $918,346 for the nine-month periods ending September 30, 2010
and 2009 respectively and expects continued losses for the
foreseeable future.  In 2010, the Company recorded amortization of
debt discount in the amount of $475,000 in connection with
convertible notes and warrants issued pursuant to the March 25,
2010 Private Placement.  General and administrative expenses
incurred totaled $524,597 and $680,099 for the nine month periods
ending September 30, 2010 and 2009 respectively.

The Company's balance sheet at September 30, 2010, showed
$5,608,332 in total assets, $548,697 in total current liabilities,
$1,420,353 in long-term debt and $3,639,282 in stockholders'
equity.

A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?700e

                     About Diamondhead Casino

Largo, Fla.-based Diamondhead Casino Corporation is a Delaware
corporation incorporated on November 15, 1988, under the name
"Europa Cruises Corporation."  The Company became a publicly-held
company in 1989.  On November 22, 2002, the Company changed its
name to "Diamondhead Casino Corporation."  The Company's stock
currently trades on the Over the Counter Bulletin Board under the
symbol "DHCC."

The Company owns, through its wholly-owned subsidiary, Mississippi
Gaming Corporation, an approximate 404.5 acre tract of unimproved
land in Diamondhead, Mississippi.  The Company intends to develop
a casino resort on the property.

As reported by the Troubled Company Reporter on June 16, 2010, the
Company's auditors expressed substantial doubt about the Company's
ability to continue as a going concern in their audit report on
the Company's consolidated financial statements for the year ended
December 31, 2009.


DIGITALPOST INTERACTIVE: Posts $630,900 Net Loss in Q3 2010
-----------------------------------------------------------
DigitalPost Interactive, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $630,900 on $176,900 of revenue for
the three months ended September 30, 2010, compared with a net
loss of $600,900 on $371,600 of revenue for the same period of
2009.

The Company's balance sheet at September 30, 2010, showed
$5.5 million in total assets $3.3 million in total liabilities,
and stockholders' equity of $2.2 million.

Haskell & White LLP, in Irvine, 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 losses from operations and
negative cash flows from operations since inception and has
limited working capital.

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

               http://researcharchives.com/t/s?700a

Irvine, Calif.-based DigitalPost Interactive, Inc., is a SaaS
(Software as a Service) and application provider that delivers
digital media sharing solutions.  The Company produces destination
Web sites that allow subscribers and other users to securely share
digital media, including photos, calendars, videos, message boards
and history.


EARTH SEARCH: Incurs $228,363 Net Loss in September 30 Quarter
--------------------------------------------------------------
Earth Search Sciences Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $228,363 for the three months ended
Sept. 30, 2010, compared with a net loss of $329,014 for the same
period a year ago.

The Company did not generate any revenue during fiscal year 2010,
has no current business operations and is currently focused on two
potential business ventures:

   -- The Company is working with certain investors to develop and
      employ technology in the extraction of oil and gas from oil
      shale.  During the third quarter of 2008, ESSI acquired
      General Synfuels International, Inc, owner of the world-wide
      proprietary rights, patent, technology, construction plans
      and materials and operational capability for a gasification
      process to recover the oil and gas from oil shale.  GSI has
      refined the design and begun development of our first plant.
      However, the current state of the financial markets has
      negatively impacted ESSI's ability to raise the additional
      funds necessary to complete our plant.  ESSI's current plan
      is to complete a field test of this technology as early as
      the fourth quarter of 2010 and subsequent commercial
      development as early as 2011.  Additionally, the Company has
      secured oil shale land in both Wyoming and Colorado.  GSI
      continues to develop additional patents related to ESSI's
      technology and as part of that process, ESSI is exploring a
      tar sands application.  ESSI anticipate the tar sands
      application to be used internationally.

   -- ESSI is seeking joint venture opportunities with private
      industry, universities and state and federal agencies to
      develop, package and deliver, through the application of its
      hyperspectral remote sensing solutions, applications and
      associated technologies, superior airborne mapping products
      and services.  ESSI's airborne hyperspectral remote sensing
      technology is designed to identify specific surface
      substances and materials by measuring the reflectance of
      light from their surface. The first spectroscopic
      instrument, the PROBE 1, was initially developed with the
      assistance of NASA and used a small aircraft as the
      instrument platform to obtain data from high altitudes over
      many different terrains. The information was precise enough
      to enable detailed analysis of a dynamic environment or
      object in a manner previously unattainable, and can be used
      for the discovery of certain natural resources.

The Company's balance sheet at Sept. 30, 2010, showed $515,673 in
total assets, $20.08 million in total liabilities, and a
stockholders' deficit of $19.56 million.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7004

                        About Earth Search

Lakeside, Montana-based Earth Search Sciences, Inc., is a Nevada
corporation.  The Company has five wholly-owned subsidiaries:
Skywatch Exploration, Inc., Polyspectrum Imaging, Inc., Geoprobe,
Inc., STDC, Inc and General Synfuels International.  In addition,
there are five majority-owned consolidated subsidiaries: Earth
Search Resources, Inc., Eco Probe, Inc., ESSI Probe 1 LC, Petro
Probe, Inc. and Terranet, Inc.  All subsidiaries except Petro
Probe and General Synfuels were inactive during fiscal 2009 and
2010.

MaloneBailey, LLP, in Houston, Tex., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that Earth Search incurred losses from
operations for fiscal 2010 and 2009 and has a working capital
deficit as of March 31, 2010.


EAST WEST: Liquidation Plan Confirmation Hearing Set for Today
--------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware will convene a hearing today, November 30,
2010, to consider the confirmation of East West Resort Development
V, L.P., L.L.L.P.'s Plan of Liquidation.

The Plan of Reorganization of its debtor-affiliates NMP Holdings,
LLC, Northstar Mountain Properties, LLC, Northstar Iron Horse,
LLC, Northstar Big Horn, LLC, Northstar Village Townhomes, LLC,
Northstar Trailside Townhomes, LLC, Old Greenwood, LLC, Old
Greenwood Realty Inc., Tahoe Mountain Resorts, LLC, and Tahoe Club
Company, LLC, was confirmed on June 2, 2010, and became effective
on July 1.

As reported in the Troubled Company Reporter on September 17, EWRD
V's Plan provides for the conversion of all of EWRD V's assets to
cash, and the transfer of all assets into the newly formed
Liquidating Trust created for the purposes, inter alia, of making
distributions to the creditors of the estate, pursuing causes of
action, and otherwise completing the liquidation of the estate.

Under the Plan, each holder of Class 2 secured claims, if any,
will, at the option of the Liquidating Trustee, subject to the
consent of the Trust Oversight Committee, (i) receive cash in an
amount equal to the claim, in full and complete satisfaction of
the claim, on the later of the initial distribution date under the
Plan and the date the claim becomes an Allowed Claim, or as soon
thereafter as is practicable; or (ii) receive the collateral
securing its claim in full and complete satisfaction of the claim.

The Liquidating Trustee will distribute to each holder of an
Allowed Class 3 General Unsecured Claims a pro rata share of
distributable cash.

Holders of Interests and Interest Related Claims in Class 4 will
receive no distribution or dividend on account of the interests.
On the Effective Date, all Interests and Interest Related Claims
in Class 4 will be deemed canceled, null and void, and of no force
and effect.

A full-text copy of the Disclosure Statement, as amended,
explaining EWRD's Plan is available for free at
http://bankrupt.com/misc/EastWest_DS.pdf

                     About East West Resort

Avon, Colorado-based East West Resort Development V, L.P.,
L.L.L.P., is a limited partnership between Crescent Resort
Development, Inc., and long-standing developer East West Partners,
Inc., that was formed to develop residential and commercial real
estate projects on and around the Northstar at Tahoe Resort in
Lake Tahoe, California.

East West Resort filed for Chapter 11 bankruptcy protection on
February 16, 2010 (Bankr. D. Del. Case No. 10-10452), estimating
its assets and debts at $100 million to $500 million.  Richards,
Layton & Finger, P.A., and Paul, Hastings, Janofsky & Walker LLP

The Company's affiliates -- Tahoe Club Company, LLC Tahoe Club
Company, LLC; Tahoe Mountain Resorts, LLC; NMP Holdings, LLC;
Grays Station, LLC; Old Greenwood, LLC; Old Greenwood Realty,
Inc.; Northstar Village Townhomes, LLC; Northstar Big Horn, LLC;
Northstar Trailside Townhomes, LLC; Northstar Iron Horse, LLC; and
Northstar Mountain Properties, LLC -- filed separate Chapter 11
petitions.

The Debtors' financial advisor is Houlihan Lokey Howard & Zukin
Capital, Inc.  The Debtors' claims agent is Epiq Bankruptcy
Solutions.


ELITE LANDINGS: ABRG Plan Outline Hearing Continued Until Jan. 19
-----------------------------------------------------------------
The Hon. Robert J. Kressel of the U.S. Bankruptcy Court for the
District of Minnesota has continued until January 19, 2011, at
10:30 a.m., the hearing to consider adequacy of the Disclosure
Statement explaining the Plan of Liquidation for Elite Landings,
LLC, and Petters Aviation, LLC, as proposed by Acorn Capital
Group, LLC.

As reported in the Troubled Company Reporter on November 1, Asset
Based Resource Group, LLC, successor servicer to Acorn Capital
Group, LLC, and an unsecured creditor, proposed a competing Plan
because it believes that the Debtors' Plan is not confirmable
under the existing circumstances.  ABRG related that as of the
date of the Disclosure Statement, the Debtors' Plan has not yet
been confirmed by the Bankruptcy Court.  The Bankruptcy Court will
hold a continued hearing on confirmation of the Debtors' Plan on
November 18, 2010.

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

According to the Disclosure Statement, the ABRG's Plan provides
for the continued liquidation of the Debtors' businesses and the
prompt distribution of proceeds to creditors with allowed claims.
ABRG says that certain provisions of the Debtors' Plan are not in
the best interests of the Debtors' creditors or their estates and
are reflective of the indirect influence of Douglas A. Kelley, the
receiver of certain of the Debtors' affiliates, over the
Chapter 11 cases.

In particular, the Debtors' Plan proposes, among other things, (i)
to classify claims and interests in 13 separate classes; (ii) to
treat all unsecured creditors of Petters Aviation as part of one
class without a convenience election and without disallowing
insider claims; (iii) to appoint the Debtors' existing president
and chief executive officer as the person responsible for the
Debtors' continued wind-down without any oversight by creditors
for whose benefit the liquidation is being conducted; and (iv) for
existing equity holders to retain their ownership interest in the
Debtors despite the failure to satisfy senior classes in full.

To remedy the problems with the Debtors' Plan, ABRG's Plan
provides, among other things, for (i) a simplified classification
structure with only 6 separate classes of claims and interests;
(ii) the creation of a convenience class available for creditors
whose claims are $150,000 or less (or who elect to reduce their
claim to such amount); (iii) the creation of a creditors' trust
and the appointment of an independent creditors' trustee to manage
the Debtors' remaining affairs; and (iv) the cancellation of the
existing equity interests in Petters Aviation.  In light of these
improvements from the Debtors' Plan, ABRG believes, and will
demonstrate at the confirmation hearing, that its Plan is both
confirmable and in the best interests of the
Debtors' creditors and their estates.

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

                      Debtors' Proposed Plan

On November 15, the Debtors submitted a second modified Plan of
Liquidation.

TCR reported on April 28, that the Debtors' Plan proposes to deal
with the assets, liabilities and ownership interests of each
Debtor separately.  The assets of each Debtor to be liquidated are
claims against MN Airlines, LLC, dba Sun Country Airlines, which
is also a debtor-in-possession under Chapter 11 of the U.S.
Bankruptcy Code, its parent, MN Airline Holdings, Inc., which is a
debtor-in-possession under Chapter 11 of the Bankruptcy Code, and
claims against various other entities, which are either in
bankruptcy or in receivership that were at one time within the
business ambit of Thomas Petters.  Unsecured creditors holding
allowed claims will receive distributions based on the resolution
and the liquidation of the assets of each Debtor.

A full-text copy of the modified Disclosure Statement, as
amended November 15, is available for free at:

    http://bankrupt.com/misc/EliteLandings_2ndModifiedPlan.pdf

                        About Elite Landings

Based in Minnetonka, Minnesota, Elite Landings, LLC was, prior to
filing for bankruptcy, engaged in the business of purchasing
Airbus Corporate Jet Aircraft from Airbus S.A.S. and reselling
them.  The company filed for Chapter 11 relief on Oct. 9, 2008
(Bankr. D. Minn. Case No. 08-45210).  Cass Weil, Esq., and James
A. Rubenstien, Esq., at Moss & Barnett, represent Elite Landings,
LLC as counsel.  In its petition, the Company estimated between
$10 million and $50 million in assets and debts.

The company is a wholly owned subsidiary of Petters Aviation, LLC.
Petters Aviation is the owner of 84.4% of the issued and
outstanding stock in MN Airline Holdings, Inc., which, in turn,
owns 100% of the stock in MN Airlines, LLC dba Sun Country
Airlines.  Petters Aviation filed its Chapter 11 case on
October 6, 2008.

Both MN Airline Holdings, and MN Airlines, LLC are debtors-in-
possession in Chapter 11 cases pending in the district.

Petters Aviation is a wholly owned subsidiary of Thomas Petters,
Inc., which is in turn owned 100% by Thomas J. Petters,
individually.  Thomas Petters, the founder and former CEO of
Petters Group, has been indicted and a criminal proceeding against
him is proceeding in the U.S. District Court for the District of
Minnesota.

                About Petters Group Worldwide

Based in Minnetonka, Minn., Petters Group Worldwide LLC is named
for founder and chairman Tom Petters.  The group is a collection
of some 20 companies, most of which make and market consumer
products.  It also works with existing brands through licensing
agreements to further extend those brands into new product lines
and markets.  Holdings include Fingerhut (consumer products via
its catalog and Web site), SoniqCast (maker of portable, WiFi MP3
devices), leading instant film and camera company Polaroid
(purchased for $426 million in 2005), Sun Country Airlines
(acquired in 2006), and Enable Holdings (online marketplace and
auction for consumers and manufacturers' overstock inventory).
Petters formed the company in 1988.

Petters Company, Inc. is the financing and capital-raising unit of
Petters Group Worldwide, LLC.  Petters Company, Inc. and Petters
Group Worldwide, LLC, filed separate petitions for Chapter 11
relief on Oct. 11, 2008 (Bankr. D. Minn. Case No. 08-45257 and 08-
45258, respectively).  James A. Lodoen, Esq., at Lindquist &
Vennum P.L.L.P., represents the Debtors as counsel.  In its
petition, Petters Company, Inc. estimated debts of between
$500 million and $1 billion, while its parent, Petters Group
Worldwide, LLC, estimated debts of not more than $50,000.

As reported in the Troubled Company Reporter on Oct. 7, 2008,
Petters Aviation, LLC,, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed for Chapter 11 bankruptcy protection with the U.S.
Bankruptcy Court for the District of Minnesota on Oct. 6, 2008
(Lead Case No. 08-45136).  Petters Aviation, LLC is a wholly owned
unit of Thomas Petters Inc. and owner of MN Airline Holdings,
Inc., Sun Country's parent company.

Polaroid Corp., which was owned by Petters since 2005, filed its
second voluntary petition for Chapter 11 protection on Dec. 18,
2008 (Bankr. D. Minn., Lead Case No. 08-46617).


ENERJEX RESOURCES: Updates Net Reserves Computation
---------------------------------------------------
EnerJex Resources, Inc., has filed an amendment to its quarterly
report for the quarter ended June 30, 2010, as filed with the
Securities and Exchange Commission on August 16, 2010.

The purpose of the Amendment is to revise the Quarterly Report to
reflect a compilation error in the calculation of the Company's
net reserves as of March 31, 2010, which was discovered by the
Company in late August of 2010.  The Amendment continues to speak
as of the original filing date for the Quarterly Report and does
not update the disclosures contained therein to reflect any events
or results which occurred subsequent to the filing date of the
original Quarterly Report other than the changes to the Company's
reserves as of March 31, 2010 and the effects of the revised
reserves on the Company's financial statements.

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

             http://ResearchArchives.com/t/s?700d

                    About EnerJex Resources

Overland Park, Kansas-based EnerJex Resources, Inc., formerly
known as Millennium Plastics Corporation, is an oil and natural
gas acquisition, exploration and development company.  The
Company's oil and natural gas acquisition and development
activities are currently focused in Eastern Kansas.

The Company's balance sheet at September 30, 2010, showed
$6.41 million in total assets, $14.05 million in total
liabilities, and a stockholders' deficit of $7.63 million.

As reported in the Troubled Company Reporter on July 21, 2010,
Weaver & Martin, LLC, in Kansas City, Missouri, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's results for the year ended
March 31, 2010.  The independent auditors noted that the Company
suffered recurring losses and had negative cash flows.


ENVIRONMENTAL INFRASTRUCTURE: Incurs $248,303 Loss in Q3
--------------------------------------------------------
Environmental Infrastructure Holdings Corp. filed its quarterly
report on Form 10-Q, reporting a net loss of $248,303 on $904,323
of revenues for the three months ended Sept. 30, 2010, compared
with a net loss of $121,759 on $1.29 million of revenues for the
same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed
$1.30 million in total assets, $5.32 million in total liabilities,
and a stockholders' deficit of $4.02 million.  Stockholders'
deficit was $3.8 million at June 30, 2010.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7003

                About Environmental Infrastructure

West Conshohocken, Pa.-based Environmental Infrastructure Holdings
Corp. is the parent company of various environmental
manufacturing, engineering and services companies.  Currently the
company has two wholly owned subsidiaries in Equisol, LLC and Xiom
Corp.

Michael T. Studer CPA P.C., in Freeport, N.Y., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred losses for the years ended December 31, 2009, and
2008, and has a deficiency in stockholders' equity at December 31,
2009.


FNB UNITED: S. Rudy Resigns from Board for Personal Reasons
-----------------------------------------------------------
Suzanne B. Rudy resigned from the boards of directors of FNB
United Corp. and its bank subsidiary, CommunityONE Bank, N.A.,
effective November 20, 2010.  Ms. Rudy's resignation was for
personal and business reasons, and not because of a disagreement
with FNB United or CommunityONE Bank or their respective boards of
directors.

                         About FNB United

Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank
holding company for CommunityOne Bank, N.A., and the bank's
subsidiary, Dover Mortgage Company.  Opened in 1907, CommunityOne
Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38
communities throughout central, southern and western North
Carolina.  Through these subsidiaries, FNB United offers a
complete line of consumer, mortgage and business banking services,
including loan, deposit, cash management, wealth management and
internet banking services.

In its Form 10-Q for the three months ended June 30, 2010, the
Company acknowledged the existence of the certain conditions that
raise substantial doubt its ability to continue as a going
concern, including significant losses that the Company incurred in
2009 and the Bank's agreement to the issuance of a Consent Order
by the OCC, dated July 22, 2010.  In the Consent Order, the Bank
and the OCC agreed as to areas of the Bank's operations that
warrant improvement and a plan for making those improvements.


FORUM HEALTH: Ardent's Reimbursement Claim Capped at $1.75MM
------------------------------------------------------------
The Hon. Kay Woods caps Ardent Medical Services, Inc. and AHS Ohio
Holdings, LLC's expense reimbursement claim at $1,750,000, and
authorizes Forum Health to reimburse the amount.  Pursuant to the
order governing the sale of substantially all of the Debtor's
assets, Ardent, which served as stalking horse bidder, was
entitled to payment by the Debtor of a $750,000 break-up fee and
seek reimbursement of expenses in the event Ardent was not the
ultimate purchaser of the Debtor's assets at auction.

As reported by the Troubled Company Reporter, an affiliate of
Community Health Systems Inc. emerged in August 2010 as the
winning bidder for Forum Health's assets with a $120 million
offer, plus assumption of certain Forum Health debts.  Ardent
started the auction with its $69.8 million offer.

A copy of Judge Woods' November 23, 2010 Order is available at
http://is.gd/hW9tffrom Leagle.com.

                        About Forum Health

Forum Health and its affiliates filed for Chapter 11 protection on
March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795).  Paul W.
Linehan, Esq., and Shawn M Riley, Esq., at McDonald Hopkins LLC,
serve as lead counsel to the Debtors.  The Debtors also tapped
Michael A. Gallo, Esq. at Nadler Nadler & Burdman Co., LPA as
co-counsel; Kurtzman Carson Consultants LLC as claims, noticing
and balloting agent; and Huron Consulting Services LLC as
financial advisors.  Alston & Bird LLP represents the official
committee of unsecured creditors formed in the Chapter 11 cases.
In its petition, Forum Health estimated $100 million to
$500 million in assets and debts.


GENERAL MOTORS: IPO Raises $23.1BB After Over-Allotment
-------------------------------------------------------
General Motors Company said Friday that the underwriters have
exercised in full their over-allotment options to purchase an
additional 71.7 million shares of common stock from the selling
stockholders, for a total of $2.37 billion, and an additional 13
million shares of mandatory convertible junior preferred stock
from the company, for a total of $650 million, in connection with
the previously announced public offering of common and mandatory
convertible junior preferred stock of General Motors.  The
exercise of the over-allotment options brings the total offering
size to $23.1 billion.

The closing for the additional shares is expected to take place on
December 2, 2010.

Last week, GM also announced a $163.2-million investment in its
operations in Flint and Bay City, Michigan, and Defiance, Ohio, to
support engine production for the Chevrolet Volt, Chevrolet Cruze
and a new Chevrolet small car to be built in the United States.
The investment will protect 184 jobs at the three sites.

The announcement brings the total of new U.S. investment to more
than $3.3 billion, and GM has created or retained more than 8,000
jobs in 21 U.S. plants since emerging from bankruptcy in July
2009.

The investments include:

    * Flint Engine Operations: $138.3 million and 135 jobs
    * Bay City components: $12.7 million and eight jobs
    * Defiance castings: $12.2 million and 41 jobs

In less than two years, GM has invested nearly $700 million and
protected more than 600 jobs at the three facilities.

A registration statement relating to the securities was declared
effective by the Securities and Exchange Commission November 17,
2010.  Any offer or sale of these securities will be made only by
means of a written prospectus forming the effective registration
statement.

Copies of the prospectus relating to the offering may be obtained
for free, by visiting the SEC Web site at http://www.sec.govor by
contacting:

    * Morgan Stanley & Co. Incorporated, Attention: Prospectus
Department, 180 Varick Street, 2nd Floor, New York, New York
10014, telephone 1-866-718-1649, or by sending an email to
prospectus@morganstanley.com

    * J.P. Morgan Securities LLC, Attention: Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, New York 11717,
telephone 1-866-803-9204

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 205,000 people in every major region of
the world and does business in some 157 countries.  GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling.  GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. is 60.8% owned by the U.S. Government.  It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing.  The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co.  Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.

At June 30, 2010, GM had US$131.899 billion in total assets,
US$101.00 billion in total liabilities, US$6.998 billion in
preferred stock, and US$23.901 billion in stockholders' equity.

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

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long serve as counsel regarding
supplier contract matters.  FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee.  Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.

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


GENERAL MOTORS: District Court Affirms Judge Gerber's Decision
--------------------------------------------------------------
Judge Richard J. Holwell of the U.S. District Court for the
Southern District of New York affirms Bankruptcy Judge Robert
Gerber's order denying Walter J. Lawrence's motion to lift stay in
Motors Liquidation's chapter 11 case.

Judge Howell held that Judge Gerber's findings that the factors
In re Sonnax Indus., Inc., F.2d 1280, 1286 (2d Cir. 1990) weighed
strongly against Mr. Lawrence was not an abuse of discretion.
Among other things, Judge Gerber found that "the interests of
judicial economy and the expeditious and economical resolution of
litigation" weighed against relief because allowing Mr. Lawrence
to proceed with his classic prepetition action would open the
"floodgates" to thousands of other litigants with garden variety
claims against the Debtors' estates.  That would usher in the
very state of affairs the automatic stay was enacted to prevent,
Judge Holwell said.

The minimal benefit, if any, of freeing the U.S. Bankruptcy Court
for the Southern District of New York of those routine motions
as argued by Mr. Lawrence is dwarfed by the burden on Motors
Liquidation Company of defending the lawsuit under the Employee
Retirement Security Income Act outside the established claims
process, Judge Holwell determined.

For those reasons, Judge Holwell dismissed the Appeal and a
related motion to decide the Appeal is dismissed as moot.
The Clerk of the District Court is directed to close this case.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 205,000 people in every major region of
the world and does business in some 157 countries.  GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling.  GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. is 60.8% owned by the U.S. Government.  It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing.  The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co.  Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.

At June 30, 2010, GM had US$131.899 billion in total assets,
US$101.00 billion in total liabilities, US$6.998 billion in
preferred stock, and US$23.901 billion in stockholders' equity.

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

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long serve as counsel regarding
supplier contract matters.  FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee.  Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.

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


GENERAL MOTORS: Bankr. Court Issues Ruling on Fee Related Matters
-----------------------------------------------------------------
Bankruptcy Judge Robert Gerber entered a bench decision on fee-
related matters, namely, (1) fees on responding to fee application
objections and (2) rate increases.

With respect to the fees incurred in addressing objections to fee
applications, Judge Gerber opined that while the reasonable costs
of required fee applications are compensable, that does not mean
that the costs of defending objections to those fee applications
are necessarily compensable as well.  As Judge Bernstein of the
U.S. Bankruptcy Court for the Southern District of New York
observed In re CCT Communications, Inc., 2010 Bankr., there is no
parallel statutory requirement to defend against an objection to a
fee application, or to receive payment for the legal fees incurred
in that defense, Judge Gerber noted.  Rather, fee litigants, like
other litigants, must generally bear their own legal expenses
under the "American Rule" In re Alyeska Pipeline Serv. Co. v.
Wilderness Soc'y, 421 U.S. 240, 247, Judge Gerber determined.

Judge Gerber, however, agrees with Judge Bernstein that
professionals should not be penalized by the cost of defending
meritless objections.  Failing to allow professionals the costs of
defending meritless objections would dilute fee awards and
encourage parties to file frivolous objections, Judge Gerber held.

Thus, where the outcome is a split decision, or the fee applicant
otherwise fails to substantially prevail, Judge Gerber believes
the applicant should bear its own legal expenses for addressing
the objection to its fees, under the American Rule.  But as in
CCT, Judge Gerber said he should authorize payment of the costs of
defending against the objection if the fee applicant substantially
prevails.  Judge Gerber added that he will determine, by on-the-
record conference call, whether the applicant has substantially
prevailed, to the extent it is not obvious and the applicant and
the objector cannot agree.

On the issue or rate increases, Judge Gerber directed retained
professionals to provide written notice of upcoming increases in
their billing rates to counsel for the Debtors, the Official
Committee of Unsecured Creditors, the Official Committee of
Unsecured Creditors Holding Asbestos-Related Claims, the U.S.
Department of the Treasury, the U. S. Trustee for Region 2, and
the Fee Examiner, to give any of them a chance to be heard if any
perceives the increases to be unreasonable.  But the
professionals need not post notice of upcoming increases on ECF.

In the event any objection to those increased rates is filed, the
objection and any briefs with respect to the objection are to be
filed like any other papers, and the hearing on the objection
will be in open court, Judge Gerber ruled.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 205,000 people in every major region of
the world and does business in some 157 countries.  GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling.  GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. is 60.8% owned by the U.S. Government.  It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing.  The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co.  Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.

At June 30, 2010, GM had US$131.899 billion in total assets,
US$101.00 billion in total liabilities, US$6.998 billion in
preferred stock, and US$23.901 billion in stockholders' equity.

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

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long serve as counsel regarding
supplier contract matters.  FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee.  Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.

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


GENERAL MOTORS: Committee Amends Objections to $2-Bil. Claims
-------------------------------------------------------------
The Official Committee of Unsecured Creditors in General Motors
Corp.'s Chapter 11 cases filed an amended objection to:

  (a) certain claims filed by, or on behalf of, certain holders
      of notes issued by General Motors Nova Scotia Finance
      Company against Motors Liquidation Company f/k/a General
      Motors Corporation and certain of its subsidiaries,
      aggregating $1,072,557,531, a list of which is available
      for free at:

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

  (b) Claim No. 66319 filed by Green Hunt Wedlake, Inc., trustee
      of Nova Scotia Finance against the Debtors for
      $1,607,647,592.

Those claims arise out of an agreement between Old GM and a
consortium of hedge-fund noteholders, which was entered into just
minutes before Old GM filed for bankruptcy on June 1, 2009.  The
agreement, known as the "Lock-Up Agreement," was grossly one-
sided, disproportionately benefiting the Noteholders and leaving
Old GM's estate depleted to the detriment of its creditors,
Eric B. Fisher, Esq., at Butzel Long, in New York, asserts.

The Creditors' Committee alleges that before entering into the
Lock-Up Agreement, the Noteholders had an approximately $1
billion claim against Old GM, as guarantor of Notes issued by
Nova Scotia Finance, a subsidiary of Old GM.  The proceeds from
issuance of the Notes were loaned by Nova Scotia Finance to
General Motors of Canada Limited in documented intercompany
transactions.  Through the Lock-Up Agreement, the Noteholders are
now effectively asserting a claim against Old GM that is well
more than double their maximum one billion dollar claim under the
Old GM guarantee, the Creditors' Committee complains.

In furtherance of the Amended Objection, Mr. Fisher contends:

  (1) Under the Lock-Up Agreement, the Noteholders have already
      been paid an exorbitant "consent fee" exceeding $369
      million, funded by Old GM.   The consent fee paid to the
      Noteholders was a disguised principal payment on the Notes
      that should have been credited against the principal
      amount due to the Noteholders under the Notes, thus
      reducing the total exposure on Old GM's unsecured
      guarantee of the Notes to about $703 million.

  (2) The Lock-Up Agreement obligates Old GM to allow and not
      contest the Guarantee Claims and the Duplicative Claim
      with a combined face amount of about $2.67 billion for the
      benefit of the Noteholders.  If allowed, those combined
      claims would total more than 3.7 times the $703 million
      net principal amount due to the Noteholders under the
      Notes.

  (3) Under the Lock-Up Agreement, GM Canada's intercompany
      obligations to Nova Scotia Finance were released.
      Consequently, pursuant to the Lock-Up Agreement, Old GM
      became obligated to pay amounts owed on the Notes without
      any contribution from GM Canada, which would have, and
      should have, correspondingly reduced Old GM's obligation
      under the guarantee of the Notes.  In essence, creditors
      of GM Canada were given a "free ride" at the expense of
      Old GM's creditors.

"The Lock-Up Agreement transformed what should have been, at the
very most, a $703 million guarantee claim against Old GM based
upon the balance owed by Nova Scotia Finance on the principal
amount under the Notes into claims against the Old GM estate that
exceed $2.67 billion," the Creditors Committee tells the Court.

In exchange for incurring all of the above obligations, Old GM
received only a release from certain trumped up litigation claims
filed by certain Noteholders, which posed minimal litigation risk
to Old GM, Mr. Fisher argues.  The circumstances surrounding the
Lock-Up Agreement and its terms demonstrate that the Lock-Up
Noteholders behaved inequitably, attempting to opt out of the
consequences of Old GM's bankruptcy by virtue of a private, pre-
bankruptcy agreement that benefited the Noteholders at the
expense of Old GM's creditors, he insists.

The Creditors' Committee thus asks the Court to disallow the
Claims or, alternatively, reduce the Claims because they far
exceed what is permitted by applicable law.  To the extent the
Claims are not disallowed, the Court should equitably subordinate
them, the Creditors' Committee adds.

In addition, the Creditors' Committee anticipates that the
Noteholders and the Nova Scotia Finance Trustee will assert that
Old GM's assumption of the Lock-Up Agreement bars, in whole or in
part, the Creditors' Committee's current objection to the Claims,
as well as future objections and litigation potentially to be
filed by the Committee.

While that defense would be without merit, in an abundance of
caution, the Creditors' Committee asks the Court to void the
Assumption Order under Rule 60(b) of the Federal Rules of Civil
Procedure and Rule 9024 of the Federal Rules of Bankruptcy
Procedure, but only to the extent that the Assumption Order
authorized the Debtors to assume or assign the Lock-Up Agreement
and any other obligations incident thereto, including those
concerning the swap transactions.

Before filing the Amended Objection, the Creditors' Committee and
Green Hunt entered into a Court-approved stipulation modifying
certain deadlines to the stipulated scheduling order.  The parties
agreed on November 18, 2010, as the deadline by which the
Creditors' Committee will have filed the Amended Objection.  The
Claimants will have until December 13, 2010, to file their
separate responses to the Amended Objection.

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company -- http://www.gm.com/-- is one of the world's largest
automakers.  GM employs 205,000 people in every major region of
the world and does business in some 157 countries.  GM and its
strategic partners produce cars and trucks in 31 countries, and
sell and service these vehicles through the following brands:
Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang,
Opel, Vauxhall and Wuling.  GM's largest national market is China,
followed by the United States, Brazil, Germany, the United
Kingdom, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. is 60.8% owned by the U.S. Government.  It was
formed to acquire the operations of General Motors Corporation
through a sale under 11 U.S.C. Sec. 363 following Old GM's
bankruptcy filing.  The deal was closed on July 10, 2009, and Old
GM changed its name to Motors Liquidation Co.  Old GM remains
subject to a pending Chapter 11 reorganization case before the
U.S. Bankruptcy Court for the Southern District of New York.

At June 30, 2010, GM had US$131.899 billion in total assets,
US$101.00 billion in total liabilities, US$6.998 billion in
preferred stock, and US$23.901 billion in stockholders' equity.

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

                     About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case
No. 09-50026).  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is
also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is
providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP serve as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long serve as counsel regarding
supplier contract matters.  FTI Consulting, Inc., serves as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represents the Asbestos
Committee.  Legal Analysis Systems, Inc., serves as asbestos
valuation analyst.

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


HOPE SPRINGS: Section 341(a) Meeting Scheduled for Jan. 5
---------------------------------------------------------
The U.S. Trustee for Region 10 will convene a meeting of Hope
Springs Partners, LLC's creditors on January 5, 2011, at 1:00 p.m.
EST.  The meeting will be held at Room 416A U.S. Courthouse, 46 E.
Ohio Street, Indianapolis, IN 46204.

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.

Carmel, Indiana-based Hope Springs Partners, LLC, filed for
Chapter 11 bankruptcy protection on November 19, 2010 (Bankr. S.D.
Ind. Case No. 10-17467).  Jeffrey J. Graham, Esq., and Jerald I.
Ancel, Esq., at Taft Stettinius & Hollister LLP, assist 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.


HORIZON BANCORP: Incurs $5.7-Mil. Q3 Loss from Bank's Closure
-------------------------------------------------------------
Horizon Bancorporation, the bank holding company for the shuttered
Horizon Bank, filed its quarterly report on Form 10-Q with the
Securities and Exchange Commission.

On September 10, 2010, when the Florida Office of Financial
Regulation declared the Bank to be insolvent and closed the Bank
and the Federal Deposit Insurance Corp. was appointed as receiver
therefor.  As of June 30, 2010, Horizon Bank had around $187.8
million in total assets and $164.6 million in total deposits.  The
FDIC entered into a purchase and assumption agreement with Bank of
the Ozarks in Little Rock, Ark., to assume all of the deposits of
Horizon Bank.

For the nine months ended September 30, 2010, the Company reported
a net loss of $5,748,000, compared to a net loss of $6,600,000 for
the same period in 2009.  The loss is attributable almost
entirely, to the extent of $5,693,000, to the closure of the Bank.

The Company reported zero interest income in nine months ended
Sept. 30, 2010, compared with $9,065,446 in the same period in
2009.

As of September 30, 2010, the Company had total assets of
$1,272,781, debts of $1,060,066, and shareholders' equity of
$212,715.  Assets of the Company at Dec. 31, 2009, was
$199,499,006 at December 31, 2009, a decrease of $198.2 million.
The decrease is primarily due to the closure of the Bank.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7002

                   About Horizon Bancorporation

Horizon Bancorporation, Inc. (OTC BB: HZNB)
-- http://www.horizonbankfl.com/-- is the bank holding company of
Horizon Bank, a commercial bank chartered under the laws of
Florida.  The Company maintains its corporate offices and main
banking center at 900 53rd Avenue East, in Bradenton, Florida.

On September 10, 2010, Horizon Bank failed and the Federal Deposit
Insurance Corporation was appointed as receiver for the Bank and
its assets.

The Company's existing management team, consisting of Charles S.
Conoley, as President and CEO, and Kathleen M. Jepson, as CFO, and
the Company's existing directors will continue to manage the
affairs of the Company.  Management and the Board of Directors are
currently evaluating the possibility of the Company entering into
one or more lines of business, which may or may not involve the
ownership of a financial institution, while, in the short run,
resolving all outstanding issues stemming from Horizon Bank's
receivership.  The Company intends to maintain, for the
foreseeable future, the Company's status as a fully reporting
public company.


IMAGE TRANSFORM: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Image Transform, Ltd.
        1152 SE Gateway Drive
        Grimes, IA 50111

Bankruptcy Case No.: 10-05712

Chapter 11 Petition Date: November 28, 2010

Court: U.S. Bankruptcy Court
       Southern District of Iowa - Database (Des Moines)

Debtor's Counsel: Jerrold Wanek, Esq.
                  835 Insurance Exchange Building
                  505 Fifth Avenue
                  Des Moines, IA 50309
                  Tel: (515) 243-1249
                  Fax: (515) 244-4471
                  E-mail: wanek@dwx.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/iasb10-05712.pdf

The petition was signed by Ronald D. Cherkas, president.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Ronald and Nancy Cherkas              10-03907            08/03/10


IMH FINANCIAL: Incurs $89.39 Million Net Loss in Sept. 30 Quarter
-----------------------------------------------------------------
IMH Financial Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $89.39 million on $3.15 million of total
revenue for the three months ended Sept. 30, 2010, compared with a
net loss of $20.52 million on $840,000 for the same period a yea
earlier.

The Company's balance sheet at Sept. 30, 2010, showed
$337.80 million in total assets, $15.93 million in total
liabilities, and stockholders' equity of $321.86 million.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7001

                       About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

The Company is a commercial real estate lender based in the
southwest United States with over 12 years of experience in many
facets of the real estate investment process, including
origination, underwriting, documentation, servicing, construction,
enforcement, development, marketing, and disposition.  The Company
focuses on a niche segment of the real estate market that it
believes is underserved by community, regional and national banks:
high yield, short-term, senior secured real estate mortgage loans.
The intense level of underwriting analysis required in this
segment necessitates personnel and expertise that many community
banks lack, yet the requisite localized market knowledge of the
underwriting process and the size of the loans the Company seeks
often precludes the regional and community banks from efficiently
entering this market.


INSULTECH, INC.: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Insultech, Inc.
        P.O. Box 3749
        Plant City, FL 33563

Bankruptcy Case No.: 10-28472

Chapter 11 Petition Date: November 27, 2010

Court: U.S. Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Allan C. Watkins, Esq.
                  WATKINS LAW FIRM, PA
                  707 N. Franklin Street, Suite 750
                  Tampa, FL 33602
                  Tel: (813) 226-2215
                  E-mail: watkinslaw@att.net

Scheduled Assets: $1,266,185

Scheduled Debts: $2,536,237

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-28472.pdf

The petition was signed by Sherwood J. DeAmbrose, president.


IRVINE SENSORS: Issues $323,000 in Promissory Notes
---------------------------------------------------
Irvine Sensors Corporation said in a filing with Securities and
Exchange Commission that on November 19, 2010 it entered into a
Subscription Agreement with six accredited investors, pursuant to
which the Company sold and issued to the investors unsecured
convertible promissory notes of the Company in a third closing of
a private placement.  The $168,000 aggregate principal value of
the Notes in the said third closing was paid in cash to the
Company.

On November 24, 2010, the Company also entered into a Subscription
Agreement with four accredited investors, pursuant to which the
Company sold and issued to said investors Notes in a fourth
closing of the Private Placement.  The $155,000 aggregate
principal value of the Notes issued in the said fourth closing was
paid in cash to the Company.

The Notes bear simple interest at a rate per annum of 10% and have
a maturity date of May 31, 2011.  Interest on the Notes accrues
and is payable in arrears at maturity.  At the discretion of an
investor holding a Note, any outstanding principal and accrued
interest remaining under the Note at maturity may be converted
into shares of the Company's common stock at a conversion price
equal to $0.13 per share, provided, however, that the Company has
a sufficient number of authorized shares of common stock to allow
such conversion at such time, and that the investor is an
accredited investor at the time of such conversion as such term is
defined in Rule 501 under the Securities Act of 1933, as amended.

There is no assurance that a sufficient number of authorized
shares of the Company's common stock will be available for
conversion of any outstanding principal and accrued interest under
the Notes.  Also at the discretion of an investor holding a Note,
any outstanding principal and accrued interest under said Note may
be converted at the closing of a subsequent private placement of
the Company with gross proceeds of at least $8.0 million into the
securities issued in a Subsequent Financing on the same terms and
conditions as the other investors in said Subsequent Financing,
provided, however, that the investor is an "accredited investor"
at the time of such conversion as such term is defined in Rule 501
under the Securities Act of 1933, as amended; and provided,
further, that such investor enters into and executes the same
documents, satisfies the same conditions and agrees to be bound by
the same terms as all other investors in said Subsequent
Financing.

There is no assurance that the Company will consummate any
Subsequent Financing.  Unpaid and unconverted principal value and
accrued interest of the Notes may be repaid in cash prior to
maturity in whole or in part at any time without premium or
penalty.  The amounts owing under the Notes may be accelerated
upon the occurrence of certain events of default, such as the
termination of existence of the Company, the appointment of a
receiver or custodian for the Company or any part of its property
if such appointment is not terminated or dismissed within thirty
days, the institution against the Company or the voluntary
commencement by the Company of any proceedings under the United
States Bankruptcy Code or any other federal or state bankruptcy,
reorganization, receivership or other similar law affecting the
rights of creditors generally which proceeding is not dismissed
within sixty days of filing, or an assignment by the Company for
the benefit of its creditors or an admission in writing by the
Company of its inability to pay its debts as they become due.

As additional consideration for the Notes, the Company shall issue
shares of its common stock to each investor with a value equal to
25% of the principal amount of the Notes purchased by such
investor, based on a valuation per share which was the greater of
(i) the fair market value of the Company's common stock -- as
determined by the last closing sales price of the Company's common
stock prior to the date of issuance of the Notes --, and (ii)
$0.13 per share, but not greater than $0.14 per share.

For the third closing of the Private Placement, the Initial
Valuation was $0.13 per share.  For the fourth closing of the
Private Placement, the Initial Valuation was $0.135 per share.
The Company will issue the Shares to the investors upon the
earlier of (i) the closing of a Subsequent Financing, and (ii)
seven months following the issuance date of the Notes or as soon
as practicable thereafter as permitted by law or regulation.
Pending such issuance, the Company will reserve the appropriate
number of shares of its common stock to permit the issuance of the
Shares.

The total number of Shares issuable and shares of common stock of
the Company potentially issuable upon conversion of the principal
and accrued interest under the Notes at maturity issued pursuant
to the third and fourth closings of the Private Placement is
2,567,918 in the aggregate, assuming that the Company does not
repay the Notes before maturity and investors holding Notes
convert all outstanding principal and accrued interest at maturity
into common stock of the Company.  The Company may at its option
expand this Private Placement.

In consideration for services rendered as the lead placement agent
in the third closing of the Private Placement, on November 19,
2010, the Company paid the placement agent cash commissions, a
management fee and an expense allowance fee aggregating $21,840,
which represents 13% of the gross proceeds of the third closing of
the Private Placement, and agreed to issue to the placement agent
a five-year warrant to purchase an aggregate of 168,000 shares of
the Company's common stock at an exercise price of $0.13 per
share, which price was equal to the Initial Valuation of the
Company's common stock immediately preceding the Company entering
into the agreement to issue such warrants.

In consideration for services rendered as the lead placement agent
in the fourth closing of the Private Placement, on November 24,
2010, the Company paid the placement agent cash commissions, a
management fee and an expense allowance fee aggregating $20,150,
which represents 13% of the gross proceeds of the fourth closing
of the Private Placement, and agreed to issue to the placement
agent a five-year warrant to purchase an aggregate of 155,000
shares of the Company's common stock at an exercise price of
$0.135 per share, which price was equal to the Initial Valuation
of the Company's common stock immediately preceding the Company
entering into the agreement to issue such warrants.  The warrants
issued to the placement agent are referred to as the "Agent
Warrants."

The Agent Warrants shall be issued on the same date as the Shares
are issued to the investors in the Private Placement.  The Agent
Warrants shall not be exercisable until stockholder authority has
been obtained to increase the Company's authorized shares of
common stock to a number adequate to reserve for both any shares
of common stock to be issued in a Subsequent Financing, if any,
and the Agent Warrants, as well as any other known issuances of
common stock for which the Company must reserve shares for
issuance.  The Agent Warrants shall have a net "cashless" exercise
feature.

None of the Notes, Shares or Agent Warrants, or the shares of the
Company's common stock issuable upon conversion or exercise
thereof, has been registered under the Securities Act of 1933 and
none may be offered or sold absent registration or an applicable
exemption from registration.  The Company does not plan to
register the Notes, Shares or Agent Warrants, or the shares of the
Company's common stock issuable upon conversion or exercise
thereof.

                        About Irvine Sensors

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

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

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

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

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


IVOICE INC: Incurs $328,537 Net Loss in Third Quarter
-----------------------------------------------------
iVoice, Inc. said that for three months ended September 30, the it
incurred a net loss of $328,537 compared with a net loss of
$458,421 for the same period in 2009.  Total sales were $43,357
for the third quarter of 2010, compared with $28,721 in the same
period in 2009.

The Company's balance sheet at September 30, 2010, showed total
assets of $1,903,879, total liabilities of $2,878,754, and a
stockholders' deficit of $974,875.

Rosenberg Rich Baker Berman & Co., in Somerset, N.J., 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 negative cash flows from
operations, negative working capital and recurring losses from
operations.

The Company noted in the Form 10-Q for the third quarter of 2010,
it had incurred consolidated losses from operations of $902,415
and $1,310,096, respectively, and had cash flow deficiencies from
operations of $232,945 and $1,141,998, respectively.

The Company's working capital and additional funding requirements
will depend upon numerous factors, including: (i) strategic
acquisitions or investments; (ii) an increase to current Company
personnel; (iii) the level of resources that we devote to sales
and marketing capabilities; (iv) technological advances; and (v)
the activities of competitors.

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

               http://ResearchArchives.com/t/s?6ff5

                        About iVoice Inc.

Matawan, New Jersey-based iVoice, Inc. (OTC BB: IVOI) Inc.
-- http://www.ivoice.com/-- develops and licenses proprietary
technologies in the United States.  Following the sales of patents
to Lamson Holdings LLC (in March 2006), the Company has 9
remaining patent applications, which have been awarded or are
pending.  These applications include various versions of the
"Wirelessly Loaded Speaking Medicine Container", which is also
filed internationally, the "Voice Activated Voice Operated
Copier", the "Voice Activated Voice Operational Universal Remote
Control", "Wireless Methodology for Talking Consumer Products"
which is also filed internationally, "Product Identifier and
Receive Spoken Instructions" and "Traffic Signal System with
Countdown Signaling with Advertising and/or News Message".


J & J FRITZ MEDIA: Court Terminates Automatic Stay
--------------------------------------------------
The Hon. Leif M. Clark lifts the automatic stay in the bankruptcy
case of J & J Fritz Media, Ltd., at the behest of Simmons Media
Ventures, LLC.  Judge Clark says the Debtor could never confirm a
plan in the case.

Simmons Media is the estate's largest creditor, and is secured by
inventory, accounts, equipment, goods, general intangibles,
financial obligations and intellectual property.

A copy of Judge Clark's Memorandum Decision and Order, dated
November 24, 2010, is available at http://is.gd/hWJ7Jfrom
Leagle.com.

J & J Fritz Media filed for Chapter 11 bankruptcy (Bankr. W.D.
Tex. Case No. 10-51002) on March 16, 2010. It is a small business
Chapter 11 case.


JENNIFER CONVERTIBLES: Posts $24.3 Million Net Loss in FY 2010
--------------------------------------------------------------
Jennifer Convertibles, Inc., filed on November 26, 2010, its
annual report on Form 10K, reporting a net loss of $24.3 million
on $76.3 million of revenue for the fiscal year ended August 28,
2010, compared with a net loss of $11.0 million on $73.3 million
of revenue for the fiscal year ended August 25, 2009.

The Company's balance sheet at August 28, 2010, showed
$23.4 million in total assets, $52.1 million in total liabilities,
and a stockholders' deficit of $28.7 million.

On November 19, 2010, the Company filed a plan of reorganization
and accompanying disclosure statement with the Bankruptcy Court.
Upon consummation of the presently contemplated plan of
reorganization agreed to with the Company's principal supplier,
which is also its principal creditor, the said supplier will (i)
own 90.1% of its new equity securities; (ii) receive a
$2,638,284.09, two-year secured note at 4% interest per annum; and
(iii) receive a $1,878,760.45, four-year unsecured note at 6%
interest per annum.  In addition, said supplier has agreed,
subject to certain conditions, to continue supplying merchandise
throughout the Chapter 11 proceedings.  The remaining 9.9% of the
new equity securities is to be owned by other general unsecured
creditors.  In addition, the general unsecured creditors will
receive (i) a $1,400,000, one-year secured note at 3% interest per
annum; and (ii) a $950,000, three-year secured note at 5% interest
per annum.  In exchange for the new equity interests and notes to
be issued, certain claims from both the principal supplier and the
other general unsecured creditors will be extinguished.  The
present equity interests will be canceled.

Also on November 19, 2010, the Company filed a motion with the
Bankruptcy Court seeking authorization to enter into a debtor-in
possession financing agreement with its principal supplier,
whereby the principal supplier will (i) backstop or guarantee a
letter of credit facility in the amount of up to $3,000,000, to be
funded by a bank to or for the benefit of the Company's credit
card processor; and (ii) loan the Company immediately available
cash, which amount could be as much as $3,500,000.  This financing
is necessary to fund day-to-day business operations through
confirmation of a plan of reorganization, as well as to enable the
Company to successfully exit from bankruptcy under Chapter 11 of
the United States Bankruptcy Code.

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

                    About Jennifer Convertibles

Jennifer Convertibles, Inc., was organized as a Delaware
corporation in 1986, and is currently the owner of (i) the largest
group of sofabed specialty retail stores and leather specialty
retail stores in the United States, with stores located throughout
the Eastern seaboard, Midwest, West Coast and Southwest, and
(ii) seven big box, full-line furniture stores operated under the
Ashley Furniture HomeStore brand under a license from Ashley
Furniture Industries, Inc.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on July 18, 2010 (Bankr. S.D.N.Y. Case No. 10-13779).
Michael S. Fox, Esq., at Olshan Grundman Frome Rosenzweig &
Wolosky, LLP, assists the Company in its restructuring effort.  TM
Capital Corp. is the Company's financial advisor.  Mintz, Levin,
Cohn, Ferris, Glovsky and Popeo P.C. is the Company's special
securities counsel.

The Company estimated its assets and debts at $10,000,001 to
$50,000,000.



J.W. SNYDER: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: J.W. Snyder Partnership
        4571 Road 16
        Harrisburg, NE 69345
        Tel: (308) 235-5687

Bankruptcy Case No.: 10-43556

Chapter 11 Petition Date: November 28, 2010

Court: U.S. Bankruptcy Court
       District of Nebraska (Lincoln Office)

Debtor's Counsel: William L. Needler, Esq.
                  WILLIAM L. NEEDLER & ASSOCIATES, LTD.
                  P.O. Box 177
                  Ogallala, NE 69153
                  Tel: (308) 284-4505
                  Fax: (308) 284-3813
                  E-mail: williamlneedler@aol.com

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

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

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/neb10-43556.pdf

The petition was signed by J.W. Snyder, partner.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Janice & J.W. Snyder, Inc             10-41523            05/17/10
John W. Snyder And Janice L. Snyder   10-41524            05/17/10


KRYSTAL KOACH: Gets Court's Interim Nod to Use Cash Collateral
--------------------------------------------------------------
Krystal Koach, Inc., sought and obtained interim authorization
from the Hon. Robert Kwan of the U.S. Bankruptcy Court for the
Central District of California to use cash collateral.

The Debtor and Comerica Bank reached a stipulation regarding
interim use of cash collateral.  A copy of the stipulation is
available for free at:

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

As of the Petition Date, the Debtor owed Comerica Bank $7,329,220.

Krikor J. Meshefejian, Esq., at Levene, Neale, Bender, Yoo & Brill
L.L.P., explained that the Debtor needs the money to fund its
Chapter 11 case, pay suppliers and other parties.  The Debtor will
use the collateral pursuant to a budget, a copy of which is
available for free at:

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

In exchange for using the cash collateral, the Debtor will grant
Comerica Bank replacement liens against the Debtor's post-petition
assets, to the same extent, validity and priority of their pre-
petition lines, if any, in Debtor's cash collateral.

The Court has set a final hearing for December 14, 2010, at
4:00 p.m., on the Debtor's request to use cash collateral.

The Debtor will provide Comerica with certificates, schedules,
reports, as Comerica may reasonably require.

Orange, California-based Krystal Koach, Inc., dba Krystal
Enterprises, manufactures stretch limousines and customer shuttle
buses in the U.S.  It filed for Chapter 11 bankruptcy protection
on November 19, 2010 (Bankr. C.D. Calif. Case No. 10-26547).  Ron
Bender, Esq., who has an office in Los Angeles, California,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliate Krystal Air, LLC (Bankr. C.D. Calif. Case No. 10-23983)
filed a separate Chapter 11 petition on November 3, 2010.


KRYSTAL KOACH: Wants to Obtain DIP Financing From Seven One
-----------------------------------------------------------
Krystal Koach, Inc., asks for authorization from the U.S.
Bankruptcy Court for the Central District of California to obtain
postpetition secured financing from Seven One Limited, a BVI
Company.

The DIP Lender has committed to provide up to $2.5 million.
A copy of the DIP financing agreement is available for free at:

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

Philip A. Gasteier, Esq., at Levene, Neale, Bender, Yoo & Brill
L.L.P., explains that the Debtor needs the money to fund its
Chapter 11 case, pay suppliers and other parties.

The postpetition financing won't initially accrue interest.  If
the DIP Lender or an affiliate of the DIP Lender is the successful
bidder for the Debtor's assets, the postpetition financing amounts
will be applied toward and deducted from the purchase price.  If
the DIP Lender or an affiliate of the DIP Lender isn't successful
bidder for the Debtor's assets, the postpetition financing amounts
will accrue interest at 5% per annum, retroactive to the date of
advance, and the postpetition financing amounts and accrued
interest will be repaid from the purchase price.

The Debtor's obligations under the DIP facility are secured by all
of the Debtor's assets.  The DIP financing will be secured by
liens which will be (i) junior to perfected, valid and enforceable
liens existing on the Petition Date on the Debtor's properties,
and (ii) have superpriority status.  The financing will also be
secured by a deed of trust on real property of an affiliate of the
Debtor, which real property includes the Debtor's headquarters and
offices.

The DIP lien is subject to a carve-out for the payment of up to
$420,000 in unpaid fees and disbursements incurred by
professionals retained, and U.S. Trustee and Clerk of Court fees.

The Debtor will provide the Lender either (i) copies of financial
reports as the Debtor provides to Comerica under any stipulation
or order governing the use of cash collateral in connection with
the Comerica loan, or (ii) within 15 days after the end of each
fiscal month, an unaudited consolidated balance sheet of the
Debtor as of the end of the month and an unaudited consolidated
statement of income for the Debtor for the monthly period and for
the period from the filing date through the end of the month.  The
Debtor will also provide the Lender all financial reports provided
to any other creditor at the same time the reports are provided to
those creditors.

The revolving loan commitment will be in effect during the period
commencing on the closing date and continuing until the earliest
to occur of: (a) the sale or liquidation of the Debtor or
substantially all of its assets; (b) the effective date of a
reorganization plan; (c) any termination of the revolving loan
commitment and acceleration of the loans by the Lender; (d) the
rejection or non-approval by the Court of an asset purchase
agreement under which the Lender or its affiliate are the buyer;
(e) the approval by the Court of a buyer for the Debtor's assets
and business other than the Lender or its affiliate; (f) a default
or breach of the cash collateral court order; (g) conversion of
any of the Chapter 11 case to a case under Chapter 7 of the U.S.
Bankruptcy Code; (h) dismissal of any of the Chapter 11 case;
(i) appointment of a trustee or examiner; (j) removal of the
debtor in possessions principals for the control of the Debtor in
Possession.

                         About Krystal Koch

Orange, California-based Krystal Koach, Inc., dba Krystal
Enterprises, manufactures stretch limousines and customer shuttle
buses in the U.S.  It filed for Chapter 11 bankruptcy protection
on November 19, 2010 (Bankr. C.D. Calif. Case No. 10-26547).  Ron
Bender, Esq., who has an office in Los Angeles, California,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliate Krystal Air, LLC (Bankr. C.D. Calif. Case No. 10-23983)
filed a separate Chapter 11 petition on November 3, 2010.


KRYSTAL KOACH: Proposes Krystal-Led Auction for All Assets
----------------------------------------------------------
Krystal Koach, Inc, intends to sell all its assets free and clear
of all liens, claims, encumbrances and other interests to Krystal
Infinity, LLC, absent higher and better offers.

On December 7, 2010, at 4:00 p.m., the Debtor will ask for the
Bankruptcy Court for an order establishing procedures for the sale
of the assets.

The Debtor entered into an asset purchase agreement, dated
November 19, 2010, with Krystal.  A copy of the agreement is
available for free at:

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

Under the Agreement, the Buyer will acquire the assets at an
aggregate purchase price of $9 million, which is expected to
consist of cash in the amount of $6.5 million and the credit of
the DIP financing in the amount of $2.5 million, plus the
assumption of additional direct indebtedness of anticipated to
exceed $2.67 million and certain contingent liabilities.

The sale is subject to higher and better bids.  El Molino
Advisors, Inc., the Debtor's financial advisor and marketing
consultant, will continue seeking and responding to interested
purchasers.  El Molino can be reached at:

     Lawrence Perkins
     E-mail: lperkins@elmolinoinc.com
     Phone: (213) 291-2547

In the event that other bids are submitted for the assets, an
auction will be held on January 4, 2011, at 10:00 a.m., or two
business days prior to the sale hearing date.

To participate in the auction, a prospective bidder must deliver
not less than 24 hours prior to the auction a deposit in clear
funds in the amount of $500,000.  Bids from prospective bidders
must be the value offered by the lead bidder plus the breakup fee
off $300,000, plus $100,000.  Bids must be submitted not less than
24 hours prior to the auction.  Bidding increments will be at
least $100,000.

The Court will consider the approval of the Debtor's sale of
assets to the winning bidder in January 2011, at 10:00 a.m.  The
winning bidder will have until January 25, 2010, to consummate the
sale.  The deposit of the backup bidder will be retained by the
Debtor following the conclusion of the auction sale and will be
returned to the backup bidder on the earlier to occur of (i) the
closing by the winning bidder of its purchase of the Debtor's
assets or (ii) January 26, 2011, provided the winning bidder has
closed its purchase of the Debtor's assets by that date.

In the event that the lead bidder isn't the purchaser of the
assets, the lead bidder will be paid a break-up fee of $300,000.

                        About Krystal Koach

Orange, California-based Krystal Koach, Inc., dba Krystal
Enterprises, manufactures stretch limousines and customer shuttle
buses in the U.S.  It filed for Chapter 11 bankruptcy protection
on November 19, 2010 (Bankr. C.D. Calif. Case No. 10-26547).  Ron
Bender, Esq., who has an office in Los Angeles, California,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliate Krystal Air, LLC (Bankr. C.D. Calif. Case No. 10-23983)
filed a separate Chapter 11 petition on November 3, 2010.


K-V PHARMACEUTICAL: Missouri Court Alters Plea Agreement Payments
-----------------------------------------------------------------
On November 16, 2010, the United States District Court for the
Eastern Missouri issued an order that modified the payment
obligations of K-V Pharmaceutical Company under a previous plea
agreement, dated March 2, 2010, entered into among the Company,
the Office of the United States Attorney for the Eastern District
of Missouri and the Office of Consumer Litigation of the United
States Department of Justice.

Under the Modification Order, the period for payment of remaining
amounts due under the Original Plea Agreement has been extended
from July 11, 2012 to December 15, 2013.  The Modification Order
reduced the aggregate amount payable by the Company during fiscal
2011 fiscal year from $11,718,690 to $2,001,097, and the aggregate
amount payable during fiscal 2012 from $9,374,954 to $3,008,806.
Remaining payments aggregating $9,045,139 and $7,140,505 are due
during fiscal 2013 and fiscal 2014, respectively.

Under the Modification Order, the Company will be obligated make
the remaining payments in seven installments, as follows:

Payment Date                   Payment Amount
------------                   --------------
December 15, 2010                $1,000,000
June 15, 2011                    $1,001,097
December 15, 2011                $1,002,200
June 15, 2012                    $2,006,606
December 15, 2012                $4,017,624
June 15, 2013                    $5,027,515
December 15, 2013                $7,140,505

If the Company fails to make any of the required payments, all
remaining payments will be accelerated and the entire unpaid
amount will be due within ten business days.

                   About K-V Pharmaceutical

Bridgeton, Mo.-based K-V Pharmaceutical Company (NYSE: Kva/KVb)
-- http://www.kvpharmaceutical.com/-- is a fully-integrated
specialty pharmaceutical company that develops, manufactures,
markets and acquires technology-distinguished branded prescription
products. T he Company markets its technology-distinguished
products through Ther-Rx Corporation, its branded drug subsidiary.

On March 2, 2009, the Company entered into a consent decree with
the FDA regarding the Company's drug manufacturing and
distribution, which was entered by the U.S. District Court,
Eastern District of Missouri, Eastern Division on March 6, 2009.
The consent decree requires, among other things, that, before
resuming manufacturing, the Company retain and have an independent
expert undertake a review of the Company's facilities and certify
compliance with the FDA's current good manufacturing practice
regulations.

The Company's balance sheet as of December 31, 2009, showed
$584.46 million in total assets, $440.86 million in total
liabilities, and stockholders' equity of $143.60 million.

The Company has not filed its quarterly report for the period
ended June 30, 2010, and its annual report for the fiscal year
ended March 31, 2010.

As reported in the Troubled Company Reporter on November 18, 2010,
K-V Pharmaceutical Company disclosed that the filing of its
quarterly report for the period ended September 30, 2010, will
also be delayed.

The Company expects that the report of its independent registered
public accounting firm on its annual consolidated financial
statements likely will include an explanatory paragraph disclosing
the existence of substantial doubt regarding the Company's ability
to continue as a going concern.  The Company does not expect that
the substantial doubt will be resolved as of the end of the period
covered by the Form 10-Q for the quarter ended September 30, 2010.


LEHMAN BROTHERS: Seeks to Set ADR Process to Settle SPVS Claims
---------------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors seek
court approval to implement what they call an alternative dispute
resolution process to settle their claims under derivatives
contracts with special purpose vehicles.

Since their bankruptcy, the Debtors have filed more than 50
lawsuits to recover claims involving more than 200 transactions.
Most of these transactions involve the SPVs, which were
implicated in the lawsuits.

"Although the pending actions are currently stayed, it is the
Debtors' intention to make efforts to consensually resolve most
or all of those disputes before the expiration of the stay," says
Richard Slack, Esq., at Weil Gotshal & Manges LLP, in New York.
He says the derivatives transactions constitute significant
assets of the Debtors' estates.

The lawsuits are stayed until July 20, 2011, pursuant to the
Court's October 20, 2010 order.

The Debtors' derivatives contracts with the SPVs are also subject
to the Court's prior order which authorized the implementation of
a process for resolving claims that also stemmed from derivatives
contracts.  However, the order could not reportedly address the
difficulties faced by the Debtors in finding appropriate
counterparts with whom to discuss the settlement.

"In a majority of the SPV derivatives transactions for which ADR
notices have been served, the Debtors have come to the
negotiating table only to find that there is no one with whom to
negotiate," Mr. Slack says in court papers.

Many of the SPVs have ignored the notices and have remained
unresponsive to discussions with the Debtors, according to the
Lehman lawyer.

One feature of the proposed ADR process to resolve claims against
SPVs is that it requires mandatory participation by the SPVs,
which are involved in the pending lawsuits or will be named as
defendants in future derivatives actions.

Details about the proposed ADR process are contained in the
proposed order, a copy of which is available for free at
http://bankrupt.com/misc/LBHI_SPVADRprocess.pdf

The Court will consider approval of the request at the hearing
scheduled for December 15, 2010.  Deadline for filing objections
is December 8, 2010.

                       About Lehman Brothers

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

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

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

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

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

                 International Operations Collapse

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

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

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


LEHMAN BROTHERS: Proposes Settlement with BNY, et al.
-----------------------------------------------------
Lehman Brothers Special Financing Inc. seeks court approval of an
agreement to settle a dispute with Perpetual Trustee Company
Limited in connection with a series of notes issued under the so-
called Dante program.

The notes are tied to credit-default swap transactions between
LBSF and Saphir Finance Public Limited Company, which issued the
notes under the program.

A dispute ensued between LBSF and Perpetual after the
transactions were terminated following LBSF's bankruptcy filing.
As owner of the notes, Perpetual sought to redeem them and
liquidate the collateral securing the notes.

LBSF and Perpetual disagree over the priority of payments that
should be applied by trustee, BNY Corporate Trustee Services
Limited, when liquidating the collateral and distributing the
proceeds between the two companies.

The proposed settlement is formalized in two agreements: the
Termination and Settlement Agreement and the Settlement Payment
Deed.  Copies of these agreements are available for free at:

  http://bankrupt.com/misc/LBHI_SettlementAgreement.pdf
  http://bankrupt.com/misc/LBHI_SettlementDeed.pdf

Under the Termination and Settlement Agreement, the notes will be
redeemed and claims that stemmed from the transactions will be
terminated.  The agreement requires the sale of the collateral
securing the notes, with LBHI Estates Ltd., an affiliate of LBSF,
acting as the disposal agent.

Saphir is required under the agreement to make payments to an
agent who will distribute the funds to LBSF and Saphir in
accordance with the Settlement Payment Deed.

The agreement also calls for the dismissal of a lawsuit which
LBSF filed against BNY Corporate, and an appeal by BNY Corporate
to reconsider the Bankruptcy Court's order issued on July 19,
2010, in favor of LBSF.

The case filed by Perpetual in London to seek payment from BNY
Corporate as well as the appeal filed by LBSF in connection with
the case will also be dismissed, according to the agreement.

Meanwhile, under the Settlement Payment Deed, both Perpetual and
LBSF are required to indemnify the agent assigned to distribute
Saphir's payments for any liabilities except those resulting from
breach of the deed, fraud, negligence or misconduct.  LBSF is
also required to pay a sum of GBP280,320 to Perpetual for costs
it incurred in the U.K. case.

The Bankruptcy Court will consider approval of the proposed
settlement at the hearing scheduled for December 15, 2010.
Deadline for filing objections is December 8, 2010.

                       About Lehman Brothers

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

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

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

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

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

                 International Operations Collapse

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

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

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


LEHMAN BROTHERS: Wins Approval to Enter Into Hedging Transactions
-----------------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors obtained
court approval to enter into hedging transactions.

The Debtors made the move to reduce or eliminate the risk
associated with fluctuations in currency exchange rates that
could cause the value of their foreign assets to deteriorate.

The Debtors' estimate that their total exposure to foreign
exchange risk in connection with their foreign assets is about
$1.8 billion as of June 30, 2010.

In a related development, Lehman Commercial Paper Inc. entered
into a stipulation permitting UBS AG to exercise its rights with
respect to their ISDA master agreement and the collateral that
will be posted in connection with their agreement.

The ISDA master agreement may involve hedging transactions, LBSF
said in a court filing.

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

                       About Lehman Brothers

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

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

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

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

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

                 International Operations Collapse

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

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

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


LEHMAN BROTHERS: Trustee Seeks to Confirm Workers Claims Denial
---------------------------------------------------------------
In accordance with the November 2008 LBI Claims Process Order,
James W. Giddens, as trustee for the liquidation of the business
of Lehman Brothers Inc. under the Securities Investor Protection
Act of 1970, has determined that:

  -- certain claims (i) based upon wages and compensation owed
     by LBI for past employment and (ii) based on accounts that
     were empty as of September 15, 2008, or transferred to
     Barclays Capital Inc. in transactions finally approved by
     the Court on December 14, 2009, and which involve
     investments that were not securities housed at LBI do not
     even allege entrustment of property or cash to LBI as
     required for a customer relationship; and

  -- certain claims based on relationships with Lehman entities
     other than LBI appear to relate to property that was not in
     the possession of LBI, and thus not entrusted to the broker
     dealer within the meaning of SIPA.

Because these claimants cannot show that they entrusted property
to the Debtor, or that the Debtor ever "received, acquired or
held" securities on their behalf, the Trustee's determined that
customer status for these claims should be denied.

Eighty-one claimants, representing 103 claims, filed written
objections to the Trustee's determinations, sometimes providing
additional materials or explanations in support of their claims.
In some instances, new information submitted with the claimant's
objection supported amending the Trustee's determination, and the
claimants withdrew their objections.  In other instances, review
of the objections confirmed the Trustee's initial determination,
and many of those objections were similarly withdrawn after the
Trustee's staff and professionals communicated the information
directly to the claimant.

According to David W. Wiltenburg, Esq., at Hughes Hubbard & Reed
LLP, in New York, discussions with claimants are continuing and
it is anticipated that other claimants may voluntarily withdraw
their objections and there may be further instances where the
Court's determination is required.

The LBI Trustee asks the Court to confirm his determinations
regarding the Employee Compensation, Alternative Investment and
Non-LBI Claims.  Mr. Wiltenburg says the Motion continues the
process of seeking the Court's determination where informal
discussions have not resolved disputes.


                       About Lehman Brothers

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

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

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

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

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

                 International Operations Collapse

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

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

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


LIVE CURRENT: Posts $650,000 Net Loss in Third Quarter of 2010
--------------------------------------------------------------
Live Current Media Inc. filed its quarterly report on Form 10-Q,
reporting a net loss attributable to the Company of $650,337
compared with net income attributable to the Company of $703,127
for the same period in 2009.  Total sales were $629,973 for the
third quarter of 2010, compared with $1,757,736 in the same period
in 2009.

The Company's balance sheet at September 30, 2010, showed total
assets of $1,789,461, total liabilities of $1,631,532, and
stockholders equity of $157,929.

The Company noted in the Form 10-Q that at September 30, it
generated revenues from the sale of third-party products over the
Internet, "pay-per-click" advertising, and by selling advertising
on media rich websites with relevant content.  However, during
2008, 2009 and the nine months ended September 30, the Company's
revenues were not adequate to support its operations.  In order to
conserve cash, the Company paid certain service providers with
shares of its common stock during those years, and the Company
continues to explore opportunities to do so in 2010.  The Company
also sold or leased some of its domain name assets in order to
generate cash.

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

               http://ResearchArchives.com/t/s?6ff7

                        About Live Current

Based in Vancouver, Canada, Live Current Media Inc. (OTC BB: LIVC)
-- http://www.livecurrent.com/-- through its subsidiary, Domain
Holdings Inc., owns more than 900 domain names.  These domain
names span several consumer and business-to-business categories
including health and beauty, and sports and recreation.

                        Going Concern Doubt

Ernst & Young LLP, in Vancouver, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its 2009 results.  The independent auditors noted of the
Company's recurring net losses.


MACATAWA BANK: Names C. Hankinson Sr. VP and Chief Credit Officer
-----------------------------------------------------------------
Macatawa Bank Corporation appointed Craig A. Hankinson as Senior
Vice President and Chief Credit Officer.  In this position,
Hankinson will have oversight for Macatawa's credit administration
and credit approval process, loan policies and procedures, and
work to ensure the overall quality of the Bank's lending
portfolio.

Mr. Hankinson has more than 20 years of credit and lending
experience in the West Michigan and broader Midwest regional
market.  Most recently, he served as Senior Credit Officer of the
business banking group for Fifth Third Bancorp.  Previously, he
served as Senior Affiliate Credit Officer, also with Fifth Third,
where he directed a commercial loan portfolio comprising middle
market, commercial real estate and business banking credit
relationships.  Earlier in his career, he held retail, private
and commercial banking positions with AmeriBank and Comerica.
Hankinson earned a bachelor's degree in business administration
from Davenport College in Grand Rapids.

"We are very pleased to welcome Craig to Macatawa's leadership
team," said Macatawa Bank CEO Ronald L. Haan.  "We're looking
forward to drawing on his credit risk management expertise and
veteran industry perspective.  Craig shares our commitment to a
very disciplined and conservative credit approach that remains
focused on improving the quality of our lending portfolios."

                       About Macatawa Bank

Headquartered in Holland, Michigan, Macatawa Bank Corporation
(Nasdaq: MCBC) is the parent company for Macatawa Bank.  Through
its banking subsidiary, the Company offers a full range of
banking, investment and trust services to individuals, businesses,
and governmental entities from a network of 26 full service
branches located in communities in Kent County, Ottawa County, and
northern Allegan County.

The Company's balance sheet at September 30, 2010, showed
$1.61 billion in total assets, $1.54 billion in total liabilities,
and stockholders' equity of $67.0 million.

As reported in the Troubled Company Reporter on April 7, 2010,
Crowe Horwath LLP, in Grand Rapids, Mich., 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 incurred significant net losses in 2009 and
2008, primarily from higher provisions for loan losses and
expenses associated with the administration and disposition of
non-performing assets at its wholly owned bank subsidiary Macatawa
Bank.


METRO-GOLDWYN-MAYER: Court to Rule on Joint Amended Plan Dec. 2
---------------------------------------------------------------
Metro-Goldwyn-Mayer Studios Inc. and its affiliated debtors filed
with the U.S. Bankruptcy Court for the Southern District of New
York their amended Joint Prepackaged Plan of Reorganization on
November 23, 2010.

The filing of the amended Plan is in line with the Court's order
issued on November 12, 2010, allowing the Debtors to file a
revised Plan to reflect non-material changes agreed with Spyglass
Entertainment Holdings Inc., the stockholders of Cypress
Entertainment Group, Inc., and Garoge, Inc., and an informal
subcommittee composed of members of a steering committee of
certain lenders under the Debtors' Prepetition Credit Agreement.

As previously reported, the Plan Modifications generally fall
within two categories:

* Modifications relating to C/G and Spyglass co-founders Gary
   Barber and Roger Birnbaum.  The modified transaction will no
   longer include an acquisition of C/G's assets or the "C/G
   Library Assets".  Furthermore, Messrs. Barber and Birnbaum
   will join the reorganized Debtors as co-CEOs and will both
   have seats on the board of directors of reorganized MGM
   Holdings, but neither will be appointed as chairman of the
   Board, which will not have a designated chairman as of the
   Effective Date.

* Modifications to certain corporate governance provisions in
   the Plan to, among other things, provide Carl Icahn with
   parity to the other significant shareholders, including
   granting Mr. Icahn a seat on the Board, and to address other
   corporate governance issues raised by Mr. Icahn.

Judge Stuart Bernstein is set to hold a hearing on December 2,
2010, to consider confirmation of the amended plan and approval
of the accompanying disclosure statement.

Parties had until November 25 to file objections to the amended
plan.

A required meeting of creditors has been set to take place on
November 30, two days before the Combined Disclosure Statement
and Plan Confirmation Hearing.

                  Amended Prepackaged Plan

Under the amended restructuring plan, each holder of Class 3
Allowed Credit Agreement Claims will receive its pro rata share
of 99.46% of the new common stock to be issued on the plan
effective date, subject to dilution by the Equity Incentive Plan.
A provision requiring the Debtors to return the letters of credit
outstanding on the effective date was deleted.

The new common stock refers to the Class A common stock of
restructured MGM Holdings Inc., which will have full voting
rights; and the Class B common stock, which will be subject to
limited voting restrictions.

The amended plan also provides that holders of claims under Class
4 will have those claims reinstated on the plan effective date,
provided that the Revenue Participation Agreement between MGM
Studios and Domestic Distribution Inc. will be amended on that
date by the amendment to the MGM/DDI Confirmation Agreement
entered into by Domestic Distribution Inc., JPMorgan Chase Bank
N.A. and certain lenders in connection with the Credit and
Security Agreement dated September 19, 2006.

The treatment of claims in other classes remains unchanged under
the amended plan.

Under the amended plan, the provision governing the resolution of
disputed, contingent and unliquidated claims has also been
revised.

Pursuant to the revised provision, in case a claim is not allowed
as of the effective date, the claimant or the restructured
companies can commence an action or proceeding to determine the
amount and validity of the claim in any venue or before the
Court, provided that the parties may agree that any dispute will
be determined, resolved or adjudicated in the appropriate non-
bankruptcy forum and not before the Court.

On the plan effective date, upon the terms and subject to the
conditions stated in the Investment Agreement, Spyglass
Entertainment will contribute the assets identified in that
agreement to reorganized, restructured MGM Holdings Inc. or its
designated subsidiary, which will assume all liabilities related
to the assets.  Spyglass will also be issued 0.54% of the new
common stock.

Meanwhile, holders of Class 3 claims will be issued the remaining
99.46% of the new common stock.  Each secured lender to the
credit agreement dated April 8, 2005, will have the option to
receive either Class A or Class B common stock, according to the
amended plan.

The amended plan also provides that contracts designated for
assumption will be cured by being reinstated and all payments
required by Section 365(b)(1)(A) of the Bankruptcy Code under
those contracts will be made by the reorganized companies on the
effective date.

Any disputes concerning the amount of the payments required by
Section 365(b)(1)(A) will be adjudicated in accordance with the
revised provision governing the resolution of disputed,
contingent and unliquidated claims.

A new provision concerning defaults required to be cured under
Section 365(b)(1)(A) was added to the amended plan.  This
additional provision states that any alleged defaults required to
be cured may be asserted in accordance with the assumed contract
before or after the effective date, and the determination of the
cure will not be prejudiced or precluded notwithstanding the
approval of the assumption or occurrence of the effective date,
and will be adjudicated in accordance with the revised provision
governing the resolution of disputed, contingent and unliquidated
claims.

The new provision also requires the Debtors to pay any allowed
claim for cure under Section 365(b)(1)(A) on the latest of the
effective date; the date on which the claim for cure is allowed,
or another date mutually agreed to by the Debtors or the
reorganized Debtors and the holder of the allowed claim for cure
under Section 365(b)(1)(A).

Following entry of an order confirming the amended plan, no one
will be allowed to challenge the assumption of a contract, to
challenge the determination that the Debtors have provided
adequate assurance to cure any default under that contract, or
assert an entitlement to relief under 365(b)(1)(B) or (C), the
new provision further states.

Two other provisions were also added under Article 9 of the
amended plan.  One of these provisions clarify that Pension
Benefit Guaranty Corp., the MGM Retirement Plan or any other
benefit plan will not be enjoined or precluded from enforcing any
liability or responsibility of the Debtors, the reorganized
Debtors, or any other non-debtor party by the provisions of the
amended plan or any other document filed in the Debtors' Chapter
11 cases.

The other provision states that nothing in Article 9 of the
amended plan modifies the treatment of Class 5 claims, and that
nothing in the amended plan prevents any holder of an unimpaired
claim from pursuing the allowance or payment of its claim from
the reorganized Debtors.

                       Century City Leases

Under the amended plan, the Debtors are required to either assume
or reject the lease contract dated November 15, 2000, between
A.P. Properties Ltd. and MGM Studios Inc.; and a sublease dated
May 26, 2006, between MGM Studios Inc. and International Creative
Management Inc. within 12 months after the effective date.

MGM Studios entered into the contracts to lease non-residential
real properties in Los Angeles, California.  Constellation Place
LLC is the landlord under the November 15 lease.

The Debtors are prohibited from seeking an order rejecting or
terminating the November 15 lease in contradiction of a court-
approved agreement between Constellation Place and MGM Studios.

Constellation Place and MGM Studios earlier entered into the
agreement to allow MGM Studios to give up about 75,000 square
feet of space in an office building in California, which it uses
for its headquarters.  The agreement was approved by the Court on
November 12, 2010.

The amended plan further provides that any assumption of the
November 15 lease and the sublease should comply with Section
365(b) of the Bankruptcy Code, to the extent applicable.   If
applicable, any claims arising from the rejection of those leases
will be governed by the deadlines and limitations stated in
Section 7.1 of the amended plan, which governs the assumption or
rejection of executory contracts and unexpired leases.

Meanwhile, claims allowed under the agreement between MGM Studios
and Constellation Place will be treated strictly in accordance
with that agreement and the November 12 court order.   Any
allowed general unsecured claims will be paid in accordance with
the amended plan.

Prior to the assumption or rejection of the November 15 lease and
the sublease, the Debtors have to comply with Section 365(d)(3)
of the Bankruptcy Code, according to the amended plan.

Copies of the amended Joint Prepackaged Plan of Reorganization
and related documents are available for free at:

  http://bankrupt.com/misc/MGM_AmendedPlan.pdf
  http://bankrupt.com/misc/MGM_NewCreditFacilityTermSheet.pdf
  http://bankrupt.com/misc/MGM_AmendedInvestmentAgreement.pdf
  http://bankrupt.com/misc/MGM_RegistrationRightsAgreement.pdf
  http://bankrupt.com/misc/MGM_EquityIncentivePlan.pdf
  http://bankrupt.com/misc/MGM_AmendedBylawsReorgHoldings.pdf
  http://bankrupt.com/misc/MGM_ConfirmationAgreement.pdf
  http://bankrupt.com/misc/MGM_CommitmentLetterJPMorgan.pdf


People familiar with the situation said MGM hopes to exit
bankruptcy by mid-December, according to a November 24, 2010
report by Los Angeles Times.

                About Metro-Goldwyn-Mayer Studios

Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/--
-- is actively engaged in the worldwide production and
distribution of motion pictures, television programming, home
video, interactive media, music, and licensed merchandise. The
company owns the world's largest library of modern films,
comprising around 4,100 titles. Operating units include Metro-
Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc.,
United Artists Films Inc., MGM Television Entertainment Inc., MGM
Networks Inc., MGM Distribution Co., MGM International Television
Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM
ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In
addition, MGM has ownership interests in domestic and
international TV channels reaching over 130 countries.

As of September 30, 2010, the Debtors' unaudited consolidated
financial statements, as prepared in accordance with accounting
principles generally accepted in the United States for interim
financial statements, included $2,673,772,000 in total assets and
$3,451,493,000 in total liabilities

Excluding certain adjustments made by the Company in accordance
with GAAP, the Debtors' total outstanding liabilities would be
$5,766,721,000, which includes the total face value of outstanding
principal and accrued, but unpaid, interest under the Credit
Agreement and interest rate swap agreements.

Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3
filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774),
to seek confirmation of their "pre-packaged" plan of
reorganization.

Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, serves as bankruptcy counsel to the Debtors.  Klee,
Tuchin, Bogdanoff & Stern LLP is the legal counsel.  Moelis &
Company is the financial advisor.  Donlin Recano & Company, Inc.,
is the claims and notice agent.  CAIR Management, LLC, Stephen F.
Cooper, and Zolfo Cooper Management LLC, is the Debtors'
management service providers.

Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


METRO-GOLDWYN-MAYER: 3 Members of New Board Selected by Creditors
-----------------------------------------------------------------
Metro-Goldwyn-Mayer Studios Inc. has disclosed the composition of
the new board of directors including three from the creditors
that helped reorganize the company.

Patrick Daugherty, a partner and senior portfolio manager at
Highland Capital Management LP; Christopher Pucillo, president
and founder of Solus Alternative Asset Management LP; and Kevin
Ulrich, chief executive officer of Anchorage Capital Group LLC
will be among the members of the new board, MGM Studios disclosed
in a court filing.

Highland, Solus and Anchorage were part of the creditors'
committee that helped negotiate MGM's restructuring, along with
Davidson Kempner Capital Management LLC, JPMorgan Chase & Co. and
Invesco Inc., according to a November 24, 2010 report by
Bloomberg News.

MGM Studios also tapped Fredric Reynolds, former chief financial
officer of CBS Corporation, and Jason Hirschhorn, co-president of
social networking company, MySpace.

Mr. Reynolds worked in the television business at CBS Corporation
and its predecessor companies from 1994 to 2009.  Mr. Hirschhorn
has been an executive in the digital media space for over 15
years.

MGM will likely be looking to tap their expertise in television
distribution and digital distribution, respectively, in order to
wring value out of its library of about 4,000 titles and the
seven-to-eight new films it plans to release starting in 2012,
according to a November 24, 2010 report by Los Angeles Times.

Also joining the nine-member board are co-founders of Spyglass
Entertainment, Gary Barber and Roger Birnbaum.

Two more directors who will join the new board have not yet been
named.  One of those directors will be designated by Carl Icahn
who agreed to support the bankruptcy plan following MGM Studios'
rejection of a takeover bid from Lions Gate Entertainment Corp.,
Bloomberg News reported.

The current MGM officers are expected to serve as initial
officers of the restructured companies except for Stephen Cooper,
who will resign as vice-chairman and member of the Office of the
Chief Executive Officer of MGM Holdings Inc. as of the effective
date of the restructuring plan.  He will be replaced by Messrs.
Barber and Birnbaum who will serve as co-chief executive
officers, according to the court filing.

MGM expects that the current officers will continue in such
capacities for the restructured companies and will receive
compensation in accordance with their pre-bankruptcy employment
contracts, which will be assumed on the effective date, the court
filing said.

                About Metro-Goldwyn-Mayer Studios

Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/--
-- is actively engaged in the worldwide production and
distribution of motion pictures, television programming, home
video, interactive media, music, and licensed merchandise. The
company owns the world's largest library of modern films,
comprising around 4,100 titles. Operating units include Metro-
Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc.,
United Artists Films Inc., MGM Television Entertainment Inc., MGM
Networks Inc., MGM Distribution Co., MGM International Television
Distribution Inc., Metro-Goldwyn-Mayer Home Entertainment LLC, MGM
ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In
addition, MGM has ownership interests in domestic and
international TV channels reaching over 130 countries.

As of September 30, 2010, the Debtors' unaudited consolidated
financial statements, as prepared in accordance with accounting
principles generally accepted in the United States for interim
financial statements, included $2,673,772,000 in total assets and
$3,451,493,000 in total liabilities

Excluding certain adjustments made by the Company in accordance
with GAAP, the Debtors' total outstanding liabilities would be
$5,766,721,000, which includes the total face value of outstanding
principal and accrued, but unpaid, interest under the Credit
Agreement and interest rate swap agreements.

Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3
filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774),
to seek confirmation of their "pre-packaged" plan of
reorganization.

Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, serves as bankruptcy counsel to the Debtors.  Klee,
Tuchin, Bogdanoff & Stern LLP is the legal counsel.  Moelis &
Company is the financial advisor.  Donlin Recano & Company, Inc.,
is the claims and notice agent.  CAIR Management, LLC, Stephen F.
Cooper, and Zolfo Cooper Management LLC, is the Debtors'
management service providers.

Bankruptcy Creditors' Service, Inc., publishes METRO-GOLDWYN-MAYER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Metro-Goldwyn-Mayer Inc. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


MICHAEL SCHUGG: Trustee Has Access Rights to Indian Land
--------------------------------------------------------
The United States Court of Appeals for the Ninth Circuit holds
that G. Grant Lyon, the Chapter 11 Trustee of the bankruptcy
estate of Michael Keith Schugg, dba Shuburg Holsteins, and Debra
Schugg, had a valid right of access to a parcel of land completely
surrounded by Indian reservation land, and that the aboriginal
title of the Gila River Indian Community, a federally recognized
Indian tribe, to the property has been extinguished.

The Ninth Circuit also holds that the district court correctly
found that the issue over whether the Community has zoning
authority to prevent future residential development of the
property was not ripe for decision.

The Schuggs filed for bankruptcy in 2004.

The case is G. GRANT LYON, Plaintiff-counter-defendant-Appellee
Cross Appellant, v. GILA RIVER INDIAN COMMUNITY, Defendant-
counter-plaintiff-Appellant Cross Appellee, case no. 08-15712
(9th Cir.).

The three-man panel of Chief Judge Alex Kozinski, and Circuit
Judges J. Clifford Wallace and Richard R. Clifton preside over the
case.

A copy of the November 24 Opinion, written by Judge Wallace, is
available at http://is.gd/hWB46from Leagle.com.

Gila River Indian Community is represented by:

          Patricia A. Millett, Esq.
          Mark J. MacDougall, Esq.
          Troy D. Cahill, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          Washington, D.C.
          Telephone: 202-887-4450
          Facsimile: 202-887-4288
          E-mail: pmillett@akingump.com
                  mmacdougall@akingump.com
                  tcahill@akingump.com

               -- and --

          Jennifer Kay Giff, Esq.
          Pima Maricopa Tribe Law Office
          Sacaton, Arizona

G. Grant Lyon is represented by:

          Paul F. Eckstein, Esq.
          Richard M. Lorenzen, Esq.
          Joel W. Nomkin, Esq.
          PERKINS COIE BROWN & BAIN P.A.
          2901 N. Central Avenue, Suite 2000
          Phoenix, AZ 85012-2788
          Telephone: 602-351-8222
          E-mail: PEckstein@perkinscoie.com


MOTEL 4 BAPS: Ohio Appeals Court Affirms Foreclosure
----------------------------------------------------
Motel 4 BAPS, Inc., appeals a trial court's denial of its motion
to stay receiver's auction and the granting of the receiver's
motion to sell foreclosed property.  Judges Colleen Conway Cooney,
Mary Eileen Kilbane, and Larry A. Jones of the Court of Appeals of
Ohio, Eighth District, Cuyahoga County, find no merit to the
appeal and affirm the lower court's decision.

The case is Huntington National Bank, Plaintiff-Appellee, v. Motel
4 Baps, Inc., Defendant-Appellant, case no. 95107 (Ohio App. Ct.,
Cuyahoga Cty.).  A copy of the Journal Entry and Opinion, dated
November 24, 2010, and written by Judge Cooney, is available at no
charge at http://is.gd/hWDstfrom Leagle.com.

Motel 4 BAPS is represented by:

          Jonathan P. Blakely, Esq.
          Julius Trombetto, Esq.
          WESTON HURD LLP
          The Tower at Erieview
          1301 E. 9th Street, Ste. 1900
          Cleveland, OH 44114-1862

               - and -

          Ashvin Chandra, Esq.
          ASHVIN CHANDRA, LLC
          15600 Madison Avenue
          Lakewood, OH 44107

               - and -

          Donald E. Wertheimer, Esq.
          1017 E. Jefferson Blvd.
          South Bend, IN 46617

Huntington National Bank is represented by:

          Jeffrey J. Madison, Esq.
          Lisa T. Banal, Esq.
          Dennis J. Morrison, Esq.
          MEANS, BICHIMER, BURKHOLDER & BAKER
          1650 Lake Shore Drive, Ste. 285
          Columbus, OH 43204-4894

Tim Collins, as Receiver, is represented by:

          Brendan R. Doyle, Esq.
          HARVEY LABOVITZ, COLLINS & SCANLON
          3300 Terminal Tower, 50 Public Square
          Cleveland, OH 44113-2294


NYC OFF-TRACK: May Shut Down in December Absent Bailout
-------------------------------------------------------
The Associated Press reports that the New York City Off-Track
Betting Corp. board chair Larry Schwartz and president Greg
Rayburn said Sunday that state lawmakers need to intervene to keep
betting parlors and horse racing tracks open.  Messrs. Schwartz
and Rayburn warned that OTB could be forced to shut down in
December unless state lawmakers approve a bailout of the
operation.

The AP says about 500 OTB workers are expected to be laid-off
Tuesday.

The AP notes lawmakers are being asked to consider a plan that
includes concessions from the business, its unions and creditors.

                    About NYC Off-Track Betting

New York City Off-Track Betting Corporation is a public benefit
corporation, which operates an off-track pari-mutuel betting
system on thoroughbred and harness horse races held at all 11 race
tracks located in New York State and certain race tracks located
outside of the State.  Since NYC OTB's inception in 1971, it has
made payments of nearly $2 billion to the State horse racing
industry, more than $1.4 billion to New York City and nearly
$600 million to the State.  In 2008 alone, NYC OTB made statutory
contributions in an aggregate amount of $128.6 million to the
State horse racing industry, the State, the City, and other local
municipalities.  NYC OTB's operations are regulated by the State.

NYC OTB sought protection under Chapter 9 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 09-17121) on December 3, 2009.  NYC
OTB is represented by Richard Levin, Esq., at Cravath, Swaine &
Moore LLP., in New York City, and Michael S. Fox, Esq., Herbert C.
Ross, Esq., David Y. Wolnerman, Esq., at Olshan Grundman Frome
Rosenzweig & Wolosky LLP in New York City.

At September 30, 2009, NYC OTB disclosed $18,468,147 in total
assets, $74,912,742 in total current liabilities, $6,982,887 in
long-term liabilities, and $201,020,000 in long-term post
employment benefits.


OVERLAND STORAGE: Has Until Dec. 31 to File Plan of Compliance
--------------------------------------------------------------
On November 16, 2010, Overland Storage Inc. received a written
notification from The Nasdaq Stock Market Inc. that the Company is
not in compliance with the alternative minimum standards for
shareholders' equity, minimum market value of listed securities or
minimum net income set forth in Listing Rule 5550(b) for continued
listing of the Company's common stock on The Nasdaq Capital
Market.  The notification has no effect on the listing of the
common stock on the Capital Market at this time.

The Company has until December 31, 2010, to submit a plan to
Nasdaq to regain compliance with one of the alternative minimum
standards for continued listing set forth in Listing Rule 5550(b).
If the Compliance Plan is accepted by Nasdaq, the Company will
receive an extension of up to 180 days from November 16, 2010, or
until May 16, 2011, to evidence compliance.  If Nasdaq does not
accept the Compliance Plan, the Company may appeal the decision to
a Nasdaq Hearings Panel.

The Company is in the process of preparing the Compliance Plan,
but there can be no assurance that Nasdaq will accept the
Compliance Plan, that the Company will receive an extension or
that the Company will be able to timely regain compliance with the
minimum standards for continued listing on the Capital Market.  In
determining whether to accept the Compliance Plan, Nasdaq will
consider such things as the likelihood that the plan will result
in compliance with Nasdaq's continued listing criteria, the
Company's past compliance history, the reasons for the Company's
current non-compliance, other corporate events that may occur
within the review period, such as the closing of the Company's
sale of approximately $4.2 million of shares of common stock to
certain institutional investors on November 17, 2010, the
Company's overall financial condition and the Company's public
disclosures.

Any delisting of the common stock by Nasdaq could adversely affect
the Company's business, financial condition and results of
operations.

As reported in the Troubled Company Reporter on September 28,
2010, Moss Adams LLP, in San Diego, Calif., 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 of the Company's recurring
losses and negative operating cash flows.

                     About Overland Storage

San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of data
management and data protection solutions across the data
lifecycle.  By providing an integrated range of technologies and
services for primary, nearline, offline, archival and cloud data
storage, Overland makes it easy and cost effective to manage
different tiers of information over time.


PALM HARBOR: Files for Chapter 11 to Merge Into Fleetwood
---------------------------------------------------------
Palm Harbor Homes, Inc. and five of its domestic subsidiaries,
Palm Harbor Manufacturing L.P., Palm Harbor Albemarle L.L.C., Palm
Harbor Real Estate L.L.C., Palm Harbor GenPar L.L.C. and
Nationwide Homes Inc. filed voluntary petitions for reorganization
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 10-13850) on November 29, 2010.

The Company said it is taking this action to provide liquidity and
partner with Fleetwood Homes, Inc., a subsidiary of Cavco
Industries, Inc. (NASDAQ: CVCO) through a sale process pursuant to
Section 363 of the Bankruptcy Code in order to support ongoing
operations.

"Prolonged poor industry conditions have depleted the liquidity of
Palm Harbor Homes despite management's ongoing efforts to improve
and scale back operations as prudent and restructure our existing
debt.  Over the last several months, we have conducted a thorough
process to identify the best capital partner for our Company,"
said Larry H. Keener, chairman, president and chief executive
officer of Palm Harbor Homes.

The company defaulted on its credit facility with Textron
Financial Corp. after it failed to comply with covenants and
turnover proceeds from home sales.

Palm Harbor sales fell 4.2% to $150.6 million in the six months
ended Sept. 24 from $157.2 million in the year-earlier period.
Net loss for the six months totaled $16.7 million.

                     $55 Million DIP Financing

The Company has received a $50 million commitment, which may
increase to $55 million if certain conditions are met, for a
debtor-in-possession credit facility from Fleetwood Homes that
will be used to extinguish all obligations due on the existing
Textron Financial Corporation facility and fund post-petition
operations, commitments to customers, and employee obligations.

                           Sec. 363 Sale

Through a newly formed subsidiary of Fleetwood Homes, Inc., Cavco
and Third Avenue have entered into an agreement with Palm Harbor
and certain of its subsidiaries to purchase substantially all of
Palm Harbor's assets comprising its manufactured and modular
housing construction and retail businesses and all of the
outstanding stock of its insurance and finance subsidiaries, and
to assume certain liabilities of Palm Harbor.  The asset purchase
transaction is expected to be conducted pursuant to a sale process
under section 363 of the U.S. Bankruptcy Code.

Cavco and Third Avenue's joint $57.5 million "stalking horse" bid
is subject to customary conditions to closing, certain post-
closing adjustments, and bankruptcy court approval and includes
manufactured housing factories, retail locations, equipment,
accounts receivable, inventory, intellectual property, and certain
warranty and other liabilities.  Palm Harbor's insurance and
finance subsidiaries, including Standard Casualty Company,
Standard Insurance Agency, CountryPlace Acceptance Corp., and
CountryPlace Mortgage, Ltd. are not parties to the Palm Harbor
bankruptcy filing, but the shares of these companies are included
in the assets to be acquired by Fleetwood Homes.

"Management and the Board have decided that the Chapter 11 process
is the best alternative available for all stakeholders and
provides us with the most timely and orderly means to recapitalize
our Company.  In support of this decision, we are pleased to
announce our commitment for Debtor-In-Possession financing with
Fleetwood Homes to provide us the liquidity runway to participate
in a court approved 363 auction process to seek the highest
recovery for our various stakeholders," added Mr. Keener.

Fleetwood Homes, Inc. is 50% owned by Cavco Industries, Inc. and
50% by Third Avenue Value Fund (TAVFX).  Third Avenue Management,
the investment advisor to TAVFX, is a New York-based company with
expertise in value and distressed investing.  A subsidiary of
Fleetwood Homes, Inc. will be the stalking horse bidder for the
assets and certain warranty and other liabilities of the Company.

Bloomberg relates that Third Avenue, which manages $13 billion in
assets, and Cavco acquired Fleetwood Enterprises Inc.'s home-
building business in a bankruptcy auction last year for
$26.6 million.

                       Non-Debtor Affiliates

Palm Harbor Homes' affiliates, Standard Casualty Company, Standard
Insurance Agency, Palm Harbor Insurance Agency and CountryPlace
Acceptance Corp., were not included in -- and their operations
will not be impacted by -- the filing.  These entities will,
however, be included in the merger that results from the auction
process.

Joseph H. Stegmayer, chairman, president and chief executive
officer of Cavco Industries, Inc. added, "We are pleased to have
this opportunity to partner with Palm Harbor Homes and look
forward to a successful outcome of this process.  Our mutual
intention is to help Palm Harbor continue its heritage of
providing quality home building, retailing, finance availability,
competitive insurance products and outstanding customer service.
Our combined businesses will have a strengthened foundation and
market presence."

                         First Day Motions

The Company emphasized that daily operations are expected to
continue uninterrupted throughout the restructuring. The Company
filed approximately 20 "first-day motions" covering the
continuation of employee programs and business operations, as well
as its post-petition DIP financing, the continuation of supplier
payments, customer contract and warranty programs, retailer rebate
programs, and other case administration matters. The Company
anticipates that these first-day motions will be heard this week.
Pursuant to the relief requested in those motions, homes will be
sold, manufactured and delivered as normal, employees will be paid
and will continue to receive the same benefits as before the
filing and all customer contracts and warranties will be honored.

"Despite the current challenges in our core markets, we still
believe there are considerable opportunities in the factory-built
construction industry in the future," said Mr. Keener.  "We fully
expect to proceed through this restructuring swiftly and continue
designing and manufacturing high quality products for our
retailers, builders and developers."

Palm Harbor climbed 12.5 cents, or 86%, to 27 cents November 29 in
Nasdaq Stock Market trading.  Cavco, which rose 33 cents to $34.53
November 29, has fallen 3.9&% this year.

                     About Cavco Industries

Cavco Industries, Inc. -- http://www.cavco.com/-- headquartered
in Phoenix, Arizona, is one of the largest producers of HUD code
manufactured homes in the United States, based on reported
wholesale shipments of both Cavco and Fleetwood Homes.  The
company is also a leading producer of park model homes and
vacation cabins in the United States. Third Avenue Management, the
investment adviser to Third Avenue Value Fund, is a New York-based
company with expertise in value and distressed investing.

Contact Cavco at:

       Joseph Stegmayer,
       Chairman and CEO
       Cavco Industries, Inc.
       Tel: (602) 256-6263
       E-mail: joes@cavco.com

                   About Palm Harbor Homes, Inc.

Palm Harbor Homes -- http://www.palmharborhomes.com-- is a
Dallas, Texas-based manufacturer and marketer of factory-built
homes.  The Company (NASDAQ: PHHM) markets nationwide through
vertically integrated operations, encompassing manufacturing,
marketing, financing and insurance.  It currently has 54 company-
owned retail sales centers in seven states, many of which also
sell used and repossessed homes.  Its independent dealer network
consists of approximately 75 local dealers that market to
lifestyle communities and to customers directly.

Capital Southwest Corporation and Capital Southwest Venture
Corporation are the Company's largest shareholders, owning 34.2%
of the stock.

The Company's legal advisor is Locke Lord Bissell & Liddell; its
financial advisor is Raymond James & Associates and its
restructuring advisor is Alvarez & Marsal.  The Company has
appointed Brian Cejka of Alvarez & Marsal as its Chief
Restructuring Officer.  Mr. Cejka will report to the Company's
Chief Executive Officer.  BMC Group is the claims and notice
agent.  On the Net: http://www.restructure.palmharbor.com

The Company disclosed $321.3 million in assets and $280.3 million
in debt as of Oct. 29.


PALM HARBOR: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Palm Harbor Homes, Inc.
        15303 Dallas Parkway
        Addison, TX 75001

Bankruptcy Case No.: 10-13850

Debtor-affiliates filing separate Chapter 11 petitions:

     Entity                                Case No.
     ------                                --------
     Palm Harbor Albemarle, LLC            10-13849
     Palm Harbor Real Estate, LLC          10-13851
     Palm Harbor GenPar, LLC               10-13852
     Palm Harbor Manufacturing, LP         10-13853
     Nationwide Homes, Inc.                10-13854

Type of Business:  Palm Harbor Homes, Inc., manufactures and
                   Markets factory- built homes.  The Company
                   markets nationwide through vertically
                   integrated operations, encompassing
                   manufactured and modular housing, financing
                   and insurance.

                   Web site: http://www.palmharbor.com/

Chapter 11 Petition Date: November 29, 2010

Bankruptcy Court: U.S. Bankruptcy Court

Bankruptcy Judge: Christopher S. Sontchi

Debtors'
Counsel         : Christopher A. Ward, Esq.
                  POLSINELLI SHUGHART PC
                  222 Delaware Avenue
                  Suite 1101
                  Wilmington, DE 19801
                  Tel.: (302) 252-0920
                  Fax : (302) 252-0921
                  E-mail: cward@polsinelli.com

Debtors'
Chief
Restructuring
Officer:          Brian Cejka
                  ALVAREZ & MARSAL

Debtors'
General
Bankruptcy
Counsel:          LOCKE LORD BISSELL & LIDDELL LLP

Debtors'
Investment
Banker:           RAYMOND JAMES AND ASSOCIATES, INC.

Debtors'
Financial
Advisor:          ALVAREZ & MARSHAL NORTH AMERICA, LLC

Debtors'
Claims
Agent:            BMC GROUP, INC.

Total Assets: $321,263,000

Total Debts : $280,343,000

The petition was signed by Brian E. Cejka, chief restructuring
officer.

Debtor's List of 30 Largest Unsecured Creditors:

  Entity/Person                  Nature of Claim      Claim Amount
  -------------                  ---------------      ------------
Convertible Bonds                Debt                 $54,719,981
c/o American Stock Transfer
& Trust Company
59 Maiden Lane
New York, New York 10038

Universal Forest Products        Trade Payable         $2,592,550
P.O. Box 201768
Dallas, Texas  75320

Wesco Distribution, Inc.         Trade Payable         $1,664,646
P.O. Box 676780
Dallas, Texas  75267

LaSalle Bristol LP               Trade Payable           $761,008

Kinro, Inc.                      Trade Payable           $553,144

GE Appliances                    Trade Payable           $503,729

Atlantic Services &              Trade Payable           $425,067
Supply

Bluelinx Corporation             Trade Payable           $422,581

BBC Distribution, LLC            Trade Payable           $397,100

Shaw Industries, Inc.            Trade Payable           $340,080

MASCO                            Trade Payable           $312,348

Boise Cascade Bldg.              Trade Payable           $280,145
Materials

Lone Star Wheel                  Trade Payable           $275,226
Components, Inc.

Gerdau Ameristeel                Trade Payable           $239,704

Dima, Joe                        Trade Payable           $237,717

Woodgrain Millwork, Inc.         Trade Payable           $195,289

Elixir Industries                Trade Payable           $163,355

Vanguard Modular Building        Trade Payable           $184,012
Systems

Paco Steel &                     Trade Payable           $158,372
Engineering Corp.

Giseburt, Greg                   Trade Payable           $156,323

DMH, Inc.                        Trade Payable           $153,107

Owens Corning Sales, Inc.        Trade Payable           $150,323

Ellis Consulting, Inc.           Service                 $139,358

Patrick Industries, Inc.         Trade Payable           $137,486

Craddock Davis & Krause LLP      Trade Payable           $137,335

Ruscio, Mario                    Trade Payable           $134,803

Ruscio, Caesar                   Trade Payable           $133,551

ABC Supply Co.                   Trade Payable           $132,258

Tell Manufacturing, Inc.         Trade Payable           $130,148

BCI-Basic Components             Trade Payable           $125,118


PEGGY LUCEY: Case Summary & 14 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Peggy Marlene Lucey
          fka Peggy Heck
        232 27th Street
        San Mateo, CA 94403

Bankruptcy Case No.: 10-34673

Chapter 11 Petition Date: November 26, 2010

Court: U.S. Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Thomas E. Carlson

Debtor's Counsel: James F. Beiden, Esq.
                  LAW OFFICES OF JAMES F. BEIDEN
                  840 Hinckley Road, #245
                  Burlingame, CA 94010
                  Tel: (650) 697-6100
                  E-mail: attyjfb@yahoo.com

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

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

A list of the Debtor's 14 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-34673.pdf


PFF BANCORP: Committee May Sue KPMG to Recoup Preferences
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that PFF Bancorp Inc. was authorized last week to settle
the disputed claim of Pension Benefit Guaranty Corp.

Mr. Rochelle relates that with PFF's consent, the bankruptcy judge
also allowed the creditors' committee to file preference suits and
start a lawsuit against KPMG LLC, the bank holding company's
former accountants.  Unless the budget is enlarged, the committee
can spend only $250,000 in lawyers' fees in chasing preferences or
suing KPMG.

According to Mr. Rochelle, the Creditors Committee can't sue
current directors and officers.  The Committee also cannot bring
suits that belong to the Federal Deposit Insurance Corp. as
receiver for the failed bank subsidiary.

                         About PFF Bancorp

PFF Bancorp Inc. -- http://www.pffbank.com/-- was a non-
diversified unitary savings and loan holding company within the
meaning of the Home Owners' Loan Act with headquarters formerly
located in Rancho Cucamonga, California.  Bancorp is the direct
parent of each of the remaining Debtors.

Prior to filing for bankruptcy, Bancorp was also the direct parent
of PFF Bank & Trust, a federally chartered savings institution,
and said bank's subsidiaries.

PFF Bancorp Inc. and its affiliates sought Chapter 11 protection
on December 5, 2008 (Bankr. D. Del. Case No. 08-13127 to
08-13131).  Chun I. Jang, Esq., and Paul N. Heath, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors in their
restructuring efforts.  Kurtzman Carson Consultants LLC serves as
the Debtors' claims agent.  Jason W. Salib, Esq., at Blank Rome
LLP, represents the official committee of unsecured creditors as
counsel.


POH ASSISTED: Court Keeps Accounting Claims Against Sunrise
-----------------------------------------------------------
POH Assisted Living, LLC, sued Sunrise Assisted Living Management,
Inc., and Sunrise Senior Living, Inc., in July 2010, on three
separate counts: Count 1 alleges that Sunrise breached the
parties' Management Agreement, and breached its fiduciary duties
under the Management Agreement by charging for shared services,
centrally administered expenses, and direct bill programs; Count 2
alleges that Sunrise has failed to provide a complete and accurate
accounting of the revenues and obligations relating to the
Debtor's facility as of June 1, 2010, and has failed to remit
excess working capital that it held as of June 1, 2010 within
three business days; and Count 3 alleges that Sunrise and its
parent Sunrise Senior conspired with each other and with other
unknown entities related to Sunrise to cause Sunrise to breach the
Management Agreement, and to carry out an organized and considered
plan to defraud POH by failing to disclose charges to POH for or
on account of the purchase of goods and services for the facility.

The Defendants seek dismissal of the suit, arguing that POH
brought the same substantive claims against Sunrise in a 2008
state court lawsuit, and agreed to dismiss those claims and accept
a $300,000 case evaluation award in that case.  The Defendants
assert that POH apparently has had buyer's remorse and would now
like a proverbial second bite at the apple by again bringing these
very same claims against Sunrise, and also now against Sunrise
Senior, which was not a party to the state court lawsuit, by
filing this adversary proceeding.

Sunrise served as manager for POH's assisted living facility.
After POH's Chapter 11 petition, POH entered into an Operations
Transfer Agreement, which provided for Sunrise to transfer
management of the facility to Homestead Healthcare Services LLC,
effective May 31, 2010.

The Hon. Phillip J. Shefferly dismisses Counts 1 and 3, but denies
summary judgment for Count 2.  Judge Shefferly agrees with Sunrise
that Counts 1 and 3 of POH's complaint attempt to re-litigate the
issues disposed of in the state court suit.  Judge Shefferly says
Count 2 does not relate to the transactions at issue in the state
court lawsuit.  Count 2 is based upon allegations of violation of
the Transfer Agreement and the Bankruptcy Court's June 7, 2010
order.

The case is POH Assisted Living, LLC, Plaintiff, v. Sunrise
Assisted Living Management, Inc., and Sunrise Senior Living, Inc.,
Defendants, Adv. Pro. No. 10-06097 (Bankr. E.D. Mich.), and a copy
of Judge Shefferly's opinion, dated November 23, 2010, is
available at http://is.gd/hW8egfrom Leagle.com.

Based in Troy, Michigan, POH Assisted Living, LLC, is the owner
and developer of a 100-resident senior assisted living and adult
foster care facility, now known as Autumn Park, located in the
city of Clarkston, Oakland County, Michigan.

POH Assisted Living filed for Chapter 11 bankruptcy protection
(Bankr. E.D. Mich. Case No. 10-53709) on April 26, 2010.  Jerome
D. Frank, Esq., in Farmington Hills, Michigan, serves as Debtor's
counsel.  According to its schedules, the Company said assets
total $2,900,500 while liabilities total $13,248,540.


POINT BLANK: Equity Holders Object to Plan Exclusivity Extension
----------------------------------------------------------------
BankruptcyData.com reports that Point Blank Solutions, Inc.'s
official committee of equity security holders filed with the U.S.
Bankruptcy Court an objection to the Debtors' second motion
seeking to extend the exclusive period during which the Company
can file a Chapter 11 plan and solicit acceptances thereof.

According to the objection, "The Equity Committee is committed to
the Debtors' reorganization and is prepared to file a plan and
promptly obtain confirmation. There is adequate liquidity and
funding available to support this plan. The Equity Committee is
mystified that the Debtors have chosen to move, on shortened
notice, for approval of an asset purchase agreement and for
authorization to sell their assets free and clear of all liens,
claims, encumbrances and interests. The Debtors' proposed sale
process, as now revealed to the Equity Committee and the Official
Committee of Unsecured Creditors is a naked auction process."

According to the filing, the equity committee has proposed to the
Debtors a "fully funded" plan that is centered on a backstopped
rights offering and, at a minimum, an alternative $15 million
D.I.P. financing commitment.

                         About Point Blank

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection on April 14, 2010 (Bankr. D. Del. Case No.
10-11255).  Laura Davis Jones, Esq., and Timothy P. Cairns, Esq.,
at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel
to the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP
serves as corporate counsel.  T. Scott Avila of CRG Partners Group
LLC is the restructuring officer.  Epiq Bankruptcy Solutions
serves as claims and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  The Equity Committee has tapped Morrison
Cohen LLP, and The Bayard, P.A., as counsel.  Robert M. Hirsh,
Esq., and Heike M. Vogel, Esq., at Arent Fox LLP, serve as counsel
to the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at Messana Rosner & Stern LLP, serve as co-
counsel.


PRM REALTY: Wants Plan Filing Exclusivity Until January 3
---------------------------------------------------------
PRM Realty Group, LLC, and Peter R. Morris, ask the U.S.
Bankruptcy court for the Northern District of Texas to extend
their exclusive periods to file and solicit acceptances for the
proposed Plans of Reorganization until January 3, and March 7,
2011, respectively.

The Debtors filed their request for an extension before the
exclusive periods was set to expire for November 2.

The Debtors need more time to attend to unresolved issues in their
cases, particularly concerning the motion to appoint trustee filed
in Mr. Morris' case.

                     About PRM Realty Group

Chicago, Illinois-based PRM Realty Group, LLC, filed for Chapter
11 bankruptcy protection on January 6, 2010 (Bankr. N.D. Tex. Case
No. 10-30241).  The Company's affiliates -- Peter R. Morris; Bon
Secour Partners, LLC; PM Transportation, LLC; Rangeline
Properties, LLC; PRS II, LLC; and Morris Radio Enterprises, LLC --
filed separate Chapter 11 bankruptcy petitions.  Gerrit M.
Pronske, Esq., at Pronske & Patel, P.C., assists PRM Realty in its
bankruptcy effort.  PRM Realty listed disclosed $34,054,818 in
total assets and $225,611,600 in total liabilities as of the
Petition Date.


RONALD STONE: $3.19MM Judgment Against Waldman et al. Affirmed
--------------------------------------------------------------
The Hon. John G. Heyburn, II, affirms an adversary proceeding
judgment in favor of Ronald B. Stone.  The Honorable Joan A. Lloyd
found Randall Waldman, RW Limited, Co., and Stone Machine and
Fabrication, LLC, and Bruce Atherton jointly and severally liable
for breach of fiduciary duty, fraud, civil conspiracy, breach of
contract, unjust enrichment, promissory estoppel, fraudulent
conveyance, and piercing the corporate veil and awarded Mr. Stone
$1,191,374 in compensatory damages and $2,000,000 in punitive
damages.  The Appellants appeal that ruling, as well as the
Bankruptcy Court's denial of their Motion to Amend and Make
Additional Findings of Fact and Amend Judgment under Federal Rule
of Bankruptcy Procedure 7052 and 9023.

The case is RANDALL SCOTT WALDMAN, RW LIMITED, CO., STONE MACHINE
AND FABRICATION, LLC, INTEGRITY MANUFACTURING, LLC Appellants, v.
RONALD B. STONE Appellee, case no. 10-CV-164 (W.D. Ky.), and a
copy of Judge Heyburn's Memorandum Opinion and Order, dated
November 23, 2010, is available at http://is.gd/hWExwfrom
Leagle.com.


RQB RESORT: Goldman Renews Request for Sawgrass Foreclosure
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that secured lender Goldman Sachs Mortgage Co. filed a
renewed motion asking the bankruptcy court to compel debtor RQB
Resort LP to provide adequate protection or lift the automatic
stay to allow foreclosure on the Debtor's Sawgrass Marriott
Resort.

Mr. Rochelle relates RQB and Goldman are scheduled to begin a
trial in December over the value of the property.  The lender,
owed $193 million, previously said it believes the property is
worth $135.3 million. The owner previously said the value was $90
million.

According to Mr. Rochelle, Goldman said that the resort is using
an appraisal showing that the value of the property declined
$6.6 million during the Chapter 11 case.  Goldman says it is
entitled to a cash payment to make up for the diminution in value
of its collateral.

                         About RQB Resort

RQB Resort LP and RQB Development LP own Florida's Sawgrass
Marriott Resort, the site of the U.S. PGA Tour's Tournament
Players Championship.

Ponte Vedra Beach, Florida-based RQB Resort, LP, aka Sawgrass
Marriott Resort & Cabana Club, filed for Chapter 11 bankruptcy
protection on March 1, 2010 (Bankr. M.D. Fla. Case No. 10-01596).
The Company's affiliate -- RQB Development, LP, aka Sawgrass
Marriott Golf Villas & Spa -- filed a separate Chapter 11
petition.  The Company estimated its assets and debts at
$100 million to $500 million in its Chapter 11 petition.


SAND TECHNOLOGY: Posts C$745,500 Net Loss in Fiscal 2010
--------------------------------------------------------
SAND Technology Inc. filed on November 26, 2010, its annual report
on Form 10-K, reporting a net loss of C$745,549 on C$6.6 million
of revenue for the fiscal year ended July 31, 2010, compared with
a net loss of C$1.2 million on $7.0 million for the fiscal year
ended July 31, 2009.
The Company's balance sheet at July 31, 2010, showed C$2.1 million
in total assets, C$4.6 million in total liabilities, and a
stockholders' deficit of C$2.5 million.
The Company has incurred operating losses in the current and past
years.  The Company has also generated negative cash flows from
operations and has a significant working capital deficiency.
"The Company's uncertainty as to its ability to generate
sufficient revenue and raise sufficient capital, raise significant
doubt about the entity's ability to continue as a going concern,"
the Company said in the filing.
A full-text copy of the Form 10-K is available for free at:

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

Westmount, Quebec-based SAND Technology Inc. (OTC BB: SNDTF)
-- http://www.sand.com/-- provides Data Management Software and
Best Practices for storing, accessing, and analyzing large amounts
of data on-demand while lowering TCO, leveraging existing
infrastructure and improving operational performance.

SAND/DNA solutions include CRM analytics, and specialized
applications for government, healthcare, financial services,
telecommunications, retail, transportation, and other business
sectors.  SAND Technology has offices in the United States,
Canada, the United Kingdom and Central Europe.


SCHUTT SPORTS: Unsecured Creditors Protest Proposed Sale Process
----------------------------------------------------------------
Unsecured creditors are protesting Schutt Sports Inc.'s sale
plans, accusing the company's lender of forcing a fast-track
process that will leave "financial wreckage" in its wake, Dow
Jones' Small Cap reports.

Headquartered in Litchfield, Illinois, Schutt Sports, Inc. -- fka
Schutt Manufacturing Company, Schutt Sports Manufacturing Co.,
Schutt Sports Distribution Company, and Schutt Athletic Sales
Company -- and its affiliates manufacture team sporting equipment,
primarily for football, baseball and softball.

Schutt Sports filed for Chapter 11 bankruptcy protection on
September 6, 2010 (Bankr. D. Del. Case No. 10-12795).  The Company
was forced into Chapter 11 by a $29 million patent-infringement
judgment in favor of competitor Riddell Inc.

Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, assists
the Debtor in its restructuring effort.  Ernst & Young is the
Debtor's financial advisor.  Oppenheimer & Co., Inc., is the
Debtor's investment banker. The Official Committee of Unsecured
Creditors tapped Lowenstein Sandler PC as its counsel.

The Debtor estimated is assets and debts at $50 million to
$100 million as of the Petition Date.


SECUREALERT INC: Reaches Deal to Provide Trackers for Bahamas
-------------------------------------------------------------
SecureAlert Inc. said in a regulatory filing that it has reached a
historic three year agreement plus renewal periods to provide
electronic monitoring for a minimum of 500 offenders on behalf of
the Bahamian Ministry of National Security, Her Majesty's Prison,
the Royal Bahamas Police Force and the citizens of the Bahamas.
The Government of the Bahamas officially launched the program on
Friday, November 19, 2010 with a commitment to place the first
offenders on electronic monitoring on or before December 20, 2010.
The contract provides for a minimum of 500 offenders to be
monitored with an approved annualized contract value of
$2.7 million, and could provide monitoring services for up to a
maximum of 2,000 offenders annually.

With the contract award by the Ministry of National Security of
the Bahamas, SecureAlert, Inc., ICS Security Concepts of the
Bahamas, LTD (SecureAlert's exclusive monitoring and security
partner in the Bahamas) and International Surveillance Services
Corporation (SecureAlert's exclusive distributor in the Caribbean
and Latin America) have partnered to deliver a monitoring center
in Nassau, Bahamas that will monitor offenders 24 hours a day, 7
days a week, 365 days a year throughout the Bahamas, utilizing
SecureAlert's real-time ReliaTrackTM GPS device and intervention
monitoring technologies.

"On this historic occasion, SecureAlert and our partners are
honored and privileged that the Hon. Tommy Turnquest, MP, Minister
of National Security and the Bahamian Government have entrusted us
with this critical public safety initiative.  We are fully
committed to delivering to the Bahamas the most highly reliable
electronic monitoring, offender tracking and GPS solution
available in the global marketplace today," said John L. Hastings
III, President and Chief Operating Officer of SecureAlert, Inc.

"We have invested our resources for over one year learning about
the exciting and dynamic culture and specific requirements of the
Bahamas and have specifically tailored a program adapted to meet
the unique needs of the Bahamian Government on behalf of the
Bahamian people," added Hastings.  "The Ministry of National
Security for the Bahamas together with SecureAlert and its
partners are above all else committed to public safety, while
ensuring the effective re-socialization of those offenders who
have been identified to participate in this program, and we look
forward to many years of partnering with the Government of the
Bahamas to provide tools and technologies to transform the public
safety and corrections initiatives," said Hastings.

"Recent large and significant public safety commitments and
contracts in the Bahamas, Brazil and Alaska further demonstrate
how far SecureAlert has come during the past year.  Critically, we
have listened to the marketplace, focused on quality and
reliability, and have been attentive to the specific cultural and
local needs of the governmental agencies and the citizens they
represent.  Importantly, SecureAlert will continue to pursue
global opportunities and contracts in support of vital public
safety initiatives," concluded Hastings.

                         About SecureAlert

Headquartered in Sandy, Utah, SecureAlert, Inc. (formerly
RemoteMDx, Inc.) (OTC BB: RMDX) -- http://www.securealert.com/--
and subsidiaries market and deploy offender management programs,
combining patented GPS tracking technologies, fulltime 24/7/365
intervention-based monitoring capabilities and case management
services.

The Company's balance sheet as of March 31, 2010, showed
$13,210,763 in assets, $9,367,296 of liabilities, and $3,843,467
of stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on January 18, 2010,
Hansen, Barnett & Maxwell, P.C., in Salt Lake City, expressed
substantial doubt about RemoteMDx, Inc., and subsidiaries' ability
to continue as a going concern after auditing the Company's
consolidated financial statements as of and for the years ended
September 30, 2009, and 2008.  The independent public accounting
firm reported that the Company has incurred losses and has an
accumulated deficit.


SHUBH HOTELS PITTSBURGH: Wyndham Deal Not Sub Rosa Plan
-------------------------------------------------------
The Hon. Jeffery A. Deller rules that Shubh Hotels Pittsburgh,
LLC's 15-year franchise agreement with Wyndham Hotels and Resorts,
LLC, is not a sub rosa plan of reorganization, and permits the
Debtor to enter into the deal.  Pursuant to the transaction, the
Debtor will re-flag its hotel as a "Wyndham Grand," which is a
quality full service hotel brand sponsored by Wyndham.

The Wyndham transaction is supported by the Official Committee of
Unsecured Creditors.

The Debtor's secured lender, Carbon Capital Real Estate II CDO-
2005-1 Ltd., through its servicer Black Rock Financial Management,
Inc., has objected, arguing that the Wyndham transaction has been
proposed by the Debtor in bad faith and as a litigation tactic to
stall the Lender's foreclosure efforts.  The Lender also complains
that the Wyndham franchise should not be approved because the
Lender has some sort of veto power over the re-flagging of the
hotel.  The Lender also contends that the hotel is better off as a
Hilton franchise, as opposed to being re-flagged as a Wyndham
Grand.

The Court holds that the Wyndham transaction does not appear to be
a sub rosa plan as the agreement does not articulate terms for a
plan of reorganization; nor does it require the Lender (or any
other creditor) to vote in favor of any reorganization plan.
Further, the terms of the Franchise Agreement do not dictate the
priority scheme or dictate the timing and amount of money to be
paid to creditors.  Finally, adoption of the franchise would not
require the Lender or other entities to release their claims
against the Debtor, or the Debtor's officers or directors.

The Court says the Debtor's reorganization efforts and the estate
are benefited by the Debtor's election to enter into the Wyndham
Franchise Agreement.

A copy of the Court's Memorandum Opinion, dated November 23, 2010,
is available at http://is.gd/hW3pHfrom Leagle.com.

                  About Shubh Hotels Pittsburgh

Shubh Hotels Pittsburgh, LLC, is the current owner of a 713-room
hotel located at or near Pittsburgh's Point State Park.  Shubh
Hotels acquired the hotel, which is Pittsburgh's largest and
arguably most recognizable given its location, in 2006.  The hotel
had operated as Hilton Hotel since the time of its construction in
1959 until September 2010 when the Hilton company terminated the
parties' franchise.  Since the termination of the Hilton flag,
Shubh Hotels has operated its hotel as an independent hotel with
no prominent flag.

Shubh Hotels Pittsburgh filed for Chapter 11 bankruptcy protection
on September 7, 2010 (Bankr. W.D. Pa. Case No. 10-26337).  Scott
M. Hare, Esq., in Pittsburgh, Pennsylvania, and attorneys at Rudov
& Stein, P.C., serve as co-counsel.  The Debtor estimated its
assets at $10 million to $50 million and debts at $50 million to
$100 million.

Shubh Hotels Detroit, LLC, filed for Chapter 11 protection on
October 21, 2010 (Bankr. S.D. Fla. Case No. 10-42163).  Susan D.
Lasky, Esq., at Susan D. Lasky, PA, in Wilton Manors, Florida,
represents the Debtor.  The Debtor estimated up to $50,000 in
assets and debts of $10,000,001 to $50,000,000 in the Chapter 11
petition.


SHUBH HOTELS PITTSBURGH: Creditors Try to Halt Suit by Ex-Owner
---------------------------------------------------------------
Shubh Hotels Pittsburgh LLC's unsecured creditors are urging a
judge to stop the hotel operator's former owner from pursuing
claims against Hilton Hotel Corp. and others, Dow Jones' Small Cap
reports.

Boca Raton, Florida-based Shubh Hotels Pittsburgh, LLC, owns and
operates the Pittsburgh Hilton Hotel.  It filed for Chapter 11
bankruptcy protection on September 7, 2010 (Bankr. W.D. Pa. Case
No. 10-26337).  Scott M. Hare, Esq., in Pittsburgh, Pennsylvania,
and attorneys at Rudov & Stein, P.C., serve as co-counsel.  The
Debtor estimated its assets at $10 million to $50 million and
debts at $50 million to $100 million.

Shubh Hotels Detroit, LLC, filed for Chapter 11 protection on
October 21, 2010 (Bankr. S.D. Fla. Case No. 10-42163).  Susan D.
Lasky, Esq., at Susan D. Lasky, PA, in Wilton Manors, Florida,
represents the Debtor.  The Debtor estimated up to $50,000 in
assets and debts of $10,000,001 to $50,000,000 in the Chapter 11
petition.


SIOUX REDI-MIX: Trustee Can Enforce Lien on Operator's Property
---------------------------------------------------------------
Magistrate Judge Don D. Bush finds that Carol Mitchell, as
trustee, is entitled to enforce her lien on property owned by Joel
Stringfellow.

The case is CAROL WOOD MITCHELL, Trustee Plaintiff, v. JOEL
STRINGFELLOW Defendant, Case No. 09-cv-302 (E.D. Texas), and a
copy of Judge Bush's Finding of Facts, Conclusions of Law,
Memorandum Opinion and Order dated November 23, 2010, is available
at http://is.gd/hWFCJfrom Leagle.com.

Mr. Stringfellow owns roughly 95 acres in Grayson County, Texas.
He lives on the property in a trailer house with his wife, Terry
Stringfellow.  In 2003, Ms. Stringfellow was the principal
operator of two companies, Sioux Redi-Mix, Inc. and Sioux
Aggregates, Inc.  Both companies sought Chapter 11 protection in
2003.  The Chapter 11 case was converted to a Chapter 7 when the
Stringfellows refused to adhere to their Chapter 11
responsibilities.  The Trustee sued and obtained a judgment from
the Court finding Mr. Stringfellow liable for $135,988.56 for
prepetition transfers and $550,651.19 for postpetition transfers.
The Court also awarded judgment against Mr. Stringfellow in that
the transfers of real property located in Oklahoma and the Grayson
County sand pit were "avoided".  The Bankruptcy Court found
fraudulent intent and avoided the transfers of the properties.


STILLWATER MINING: Gets Ministerial Approval to Buy Marathon
------------------------------------------------------------
Stillwater Mining Company and Marathon PGM Corporation jointly
said in a press release that Stillwater has received ministerial
approval of its proposed acquisition of Marathon PGM under the
Investment Canada Act.  The arrangement is expected to close on or
about November 30, 2010.  It is also expected that the Marathon
PGM common shares will be delisted from the TSX at the close of
trading on or about December 2, 2010 and the common shares of
Marathon Gold Corporation will commence trading under the symbol
MOZ at the opening of trading the following business day, being on
or about December 3, 2010.

Details of the arrangement are contained in the information
circular of Marathon PGM dated October 15, 2010.  Copies of the
information circular, together with the letter of transmittal by
which registered shareholders of Marathon PGM may surrender the
certificates representing their Marathon PGM common shares in
exchange for the consideration issuable under the arrangement,
were posted to shareholders and are also available electronically
on SEDAR at http://www.sedar.com/

                      About Stillwater Mining

Billings, Montana-based Stillwater Mining Company --
http://www.stillwatermining.com/-- is the only U.S. producer of
palladium and platinum and is the largest primary producer of
platinum group metals outside of South Africa and Russia.  The
Company's shares are traded on the New York Stock Exchange under
the symbol "SWC."

The Company's balance sheet at Sept 30, 2010, showed
$778.23 million in total assets, $287.90 million in total
liabilities, and stockholders' equity of $490.33 million.

Stillwater carries 'Caa1' corporate family and probability of
default ratings, with 'stable' outlook, from Moody's Investors
Service.  It has 'B' issuer credit ratings from Standard & Poor's.


TERRESTAR NETWORKS: Aiming for Jan. 31 Confirmation of Plan
-----------------------------------------------------------
TerreStar Networks, Inc.; TerreStar National Services, Inc.;
0887729 B.C. Ltd.; TerreStar License Inc.; TerreStar Networks
Holdings (Canada) Inc.; and TerreStar Networks (Canada) Inc. seek
an order from the United States Bankruptcy Court for the Southern
District of New York:

  (a) approving proposed the dates and deadlines for soliciting
      votes, voting on and filing objections to the proposed
      Chapter 11 Plan.  The TSN Debtors particularly propose
      that these dates be set:

         * the Voting Record Date as December 10, 2010;

         * the Solicitation Deadline as December 20, 2010;

         * the Voting Deadline as January 19, 2011, at 5:00 p.m.
           prevailing Eastern Time;

         * the Plan Objection Deadline as January 21, 2011, at
           5:00 p.m. prevailing Eastern Time; and

         * the Confirmation Hearing Date as January 31, 2011, at
           5:00 p.m. prevailing Eastern Time.

  (b) approving proposed uniform procedures for the solicitation
      and tabulation of votes on, and for objecting to, the
      Plan;

  (c) approving the manner and form of notices and documents
      relating to the Plan; and

  (d) approving proposed procedures for conducting a rights
      offering.

The TSN Debtors filed their Plan and accompanying disclosure
statement on November 5, 2010.  The Plan documents set forth the
TSN Debtors' blueprint for substantially deleveraging their
balance sheet by more than $1 billion.  The Plan contemplates a
rights offering to be conducted concurrently with the Plan
solicitation process, the proceeds of which will be used by the
TSN Debtors to fund their emergence from Chapter 11, as well as
for operating expenses thereafter.  A hearing to consider
adequacy of the Disclosure Statement and the attendant Equity
Purchase Commitment Agreement is set for December 10, 2010, at
10:00 a.m. prevailing Eastern Time.

Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, contends that the TSN Debtors wish to avoid any
unnecessary delay between the approval of the Disclosure
Statement and the commencement of solicitation of votes on the
Plan and the solicitation and conduct of the Rights Offering.  He
asserts that the timeline, procedures and materials outlined in
the Debtors' Request will ensure that all parties-in-interest
will have sufficient notice of the Plan and their accompanying
rights, as well as ensure that the TSN Debtors can continue to
speedily advance towards emergence from Chapter 11, thereby
maximizing the value of the TSN Debtors' estates.

In accordance with Rule 3018(c) of the Federal Rules of
Bankruptcy Procedure, the TSN Debtors have prepared and
customized ballots, note ballots, and the master note ballots,
which are essentially based on Official Form No. 14 and modified
to (i) address the particular circumstances of their Chapter 11
cases, and (ii) include certain additional information that is
relevant and appropriate for Claims in certain of the voting
classes, Mr. Dizengoff notes.

Rule 3017(d) of the Federal Rules of Bankruptcy Procedure
specifies the materials to be distributed to holders of allowed
claims or equity interests upon approval of a disclosure
statement, including a court-approved plan and disclosure
statement and notice of the time within which acceptances
and rejections of the plan may be filed.

In accordance with Bankruptcy Rule 3017(d), on or before the
Solicitation Deadline, the TSN Debtors intend to cause the
Solicitation Packages to be distributed by first-class U.S. mail
to those holders of Claims in the Voting Classes.  The
Solicitation Package will be composed of:

  * a letter to be sent by the TSN Debtors to holders of Claims
    entitled to vote on the Plan explaining the solicitation
    process and urging those parties to vote in favor of the
    plan;

  * a copy of the Disclosure Statement;

  * a copy of the order approving the Disclosure Statement;

  * a copy of the Solicitation Procedures Order;

  * a notice setting forth, among other things, the date and
    time of the hearing on the confirmation of the Plan;

  * an appropriate Ballot, Note Ballot, or Master Note Ballot,
    as applicable together with detailed voting instructions and
    a pre-addressed, postage prepaid return envelope; and

  * other materials as the Court may direct.

The TSN Debtors seek permission from Judge Lane to distribute the
Plan, the Disclosure Statement, the Disclosure Statement Order,
and the Solicitation Procedures Order to holders of Claims
entitled to vote on the Plan in CD-ROM format.  The Ballots, Note
Ballots and Master Note Ballots, as well as the Cover Letter and
the Confirmation Hearing Notice, will only be provided in paper
format.

"Distribution in this manner will translate into significant
monetary savings for the TSN Debtors' estates and will reduce
production time as generating CD-ROMs can be accomplished faster
than printing documents," Mr. Dizengoff asserts.

Any party who receives a CD-ROM, but who would prefer paper
format, may contact The Garden City Group, Inc., the claims
agent, and ask for paper copies of the corresponding materials
previously received in CD-ROM format.

The TSN Debtors will not mail Solicitation Packages or other
solicitation materials to holders of Claims that have already
been paid in full during these Chapter 11 cases or that are
authorized to be paid in full in the ordinary course of business
pursuant to an order previously entered by the Court.

Under the Plan, Classes 1, 2, 4 and 8 are not entitled to vote on
the Plan.  As a result, they will not receive Solicitation
Packages and instead, the TSN Debtors propose that the non-voting
parties receive an appropriate form notifying them of their non-
voting status.

              Voting and Tabulation Procedures

To ease and clarify the process of tabulating all votes received,
the TSN Debtors propose that a Ballot, a Note Ballot, or a Master
Note Ballot, as the case may be, be counted in determining the
acceptance or rejection of the Plan only if it satisfies certain
criteria.

Specifically, the Voting and Tabulation Procedures provide that
the TSN Debtors will not count a Ballot, Note Ballot, or Master
Note Ballot if it is, among other things, illegible, submitted by
a holder of a Claim that is not entitled to vote on the Plan,
unsigned or not clearly marked.

The proposed Voting and Tabulation Procedures set forth specific
criteria with respect to the general tabulation of the Ballots,
the Note Ballots, and the Master Note the Ballots, voting
procedures applicable to beneficial holders of Claims and
tabulation of the votes.

The TSN Debtors believe that the proposed Voting and Tabulation
Procedures will facilitate the Plan confirmation process because
the procedures will clarify the obligations of every holder of a
Claim entitled to vote to accept or reject the Plan, and will
create a straightforward process by which the TSN Debtors can
determine whether they have satisfied the numerosity requirements
of Section 1126(c) of the Bankruptcy Code.

A copy of the Voting and Tabulation Procedures is available for
free at http://bankrupt.com/misc/TSNVotTabProc.pdf

                    Plan Objection Procedures

The TSN Debtors also ask that the Court direct the manner in
which parties-in-interest may object to the confirmation of the
Plan.

Pursuant to Rule 3020(b)(l) of the Federal Rules of Bankruptcy
Procedure, objections to the confirmation of a plan must be filed
and served within a time fixed by the court.

Mr. Dizengoff relates that the Confirmation Hearing Notice will
require that objections to confirmation of the Plan or requests
for modifications to the Plan, if any, must:

  -- be in writing;

  -- conform to the Bankruptcy Rules, the Local Rules and any
     orders of the Court;

  -- state the name and address of the objecting party and the
     amount and nature of the claim or interest of the party;

  -- state with particularity the basis and nature of any
     objection to the Plan and, if practicable, a proposed
     modification to the Plan that would resolve such objection;
     and

  -- be filed, contemporaneously with a proof of service, with
     the Court and served so that it is actually received by the
     notice parties identified in the Confirmation Hearing
     Notice on or before the Plan Objection Deadline.

The TSN Debtors will file by January 27, 2011, (i) a confirmation
brief in support of the Plan, and (ii) their reply to any
objections asserted against the Plan.

                  Rights Offering Procedures

Pursuant to the Plan, holders of Claims in Classes 3, 5, and 6
that become Allowed Claims by the date on which the Disclosure
Statement Order is entered by the Court will have the right to
purchase $125 million in face amount of New Preferred Stock, $100
million of which will be backstopped by EchoStar Corporation.

By this motion, the TSN Debtors ask Judge Lane to approve
proposed procedures for Eligible Holders to participate in the
Rights Offering.

The TSN Debtors clarify that they are not seeking authority in
the current Motion to consummate the Rights Offering, as that
authority is sought in the Plan itself.  They add that no New
Preferred Stock will be issued pursuant to any order approving
the current Motion.  The New Preferred Stock will only be issued
if the Plan is confirmed, they aver.

Eligible Holders intending to participate in the Rights Offering
must affirmatively make an election to exercise their Rights
before the Expiration Date.  The Rights Offering will commence on
the day upon which the Subscription Packages are mailed or
otherwise made available to Eligible Holders.  The Rights
Offering will end, and any unexercised Rights will expire, at
5:00 p.m. prevailing Eastern Time at the later of 20 days after
the commencement date of the Rights Offering, or a date as TSN
and the Backstop Party may agree.

To exercise their Rights, Eligible Holders, other than the
Backstop Party, must (i) return a duly-completed Subscription
Form to the Subscription Agent, and (ii) pay to the Subscription
Agent, by wire transfer of immediately available funds, an amount
equal to the Final Subscription Purchase Price, so that both the
Subscription Form and payment of the Final Subscription Purchase
Price are actually received by the Subscription Agent prior to
the Expiration Date.

A full-text copy of the Rights Offering Procedures is available
for free at http://bankrupt.com/misc/TSNRightsOff.pdf

                       The Chapter 11 Plan

TerreStar Networks, Inc.; TerreStar National Services, Inc.;
TerreStar License Inc.; 0887729 B.C. Ltd.; TerreStar Networks
Holdings (Canada) Inc.; and TerreStar Networks (Canada) Inc.
submitted to the U.S. Bankruptcy Court for the Southern District
of New York a Joint Chapter 11 Plan of Reorganization and
Disclosure Statement on November 5, 2010.

The Plan solely applies to the "TSN Debtors."  The TSN Debtors
consist of (1) the Domestic TSN Debtors -- TSN, TerreStar
National Services, and TerreStar License; and (2) the Canadian
TSN Debtors -- 0887729 B.C., TerreStar Holdings and TerreStar
Canada.

The Plan is supported by each of the Debtors as well as the
ultimate parent company, TerreStar Corporation.

A separate Chapter 11 plan is anticipated to be filed by the
Debtors at a later date to address the "Non-TSN Debtors," which
consist of Motient Communications Inc.; Motient Holdings Inc.;
Motient License Inc.; Motient Services Inc.; Motient Ventures
Holding Inc.; MVH Holdings Inc.; and TerreStar New York Inc.

TSN Chief Executive Officer Jeffrey Epstein relates that the
Nov. 5 Plan provides for a comprehensive restructuring of the TSN
Debtors' pre-bankruptcy obligations; preserves the going-concern
value of the TSN Debtors' businesses; maximizes recoveries
available to all constituents; and provides for an equitable
distribution to the TSN Debtors' stakeholders.  The Plan is
primarily premised on the consummation of restructuring
transactions supported by the Debtors' largest secured creditor,
EchoStar Corporation, which includes, among other things:

  -- the equitization of the Debtors' $1 billion secured debt
     obligations; and

  -- a $125 million new money rights offering, $100 million of
     which is backstopped by EchoStar.

Upon the consummation of the Plan, the TSN Debtors are
anticipated to emerge from Chapter 11 with an improved, highly
deleveraged balance sheet.

The Debtors had funded debt facilities of approximately $1.2
billion in the aggregate as of the Petition Date, which include
(i) $943.9 million in aggregate principal and accrued interest of
15% Senior Secured PIK Notes due 2014; (ii) $178.7 million in
aggregate principal and accrued interest of 6.5% Senior
Exchangeable PIK Notes due 2014; and (iii) $85.9 million in
principal and accrued interest in the TerreStar-2 Purchase Money
Credit Agreement.  In contrast, under the Plan, the Reorganized
Debtors' sole funded debt will be the amounts owing under the
"TerreStar-2 PMCA."

Full-text copies of the TSN Debtors' Plan and Disclosure
Statement are available for free at:

             http://bankrupt.com/misc/TrStrPlan.pdf
              http://bankrupt.com/misc/TrStrDS.pdf

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc., will act as claims and noticing agent
in the Chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Proposes Echostar Backstop Agreement
--------------------------------------------------------
TerreStar Networks, Inc.; TerreStar National Services, Inc.;
0887729 B.C. Ltd.; TerreStar License Inc.; TerreStar Networks
Holdings (Canada) Inc.; and TerreStar Networks (Canada) Inc. seek
the United States Bankruptcy Court for the Southern District of
New York's:

  -- approval of TSN's entry into an Equity Purchase and
     Commitment Agreement with EchoStar Corporation in
     conjunction with the TSN Debtors' Joint Chapter 11 Plan
     of Reorganization; and

  -- authorization and approval of TSN's payment of a backstop
     commitment fee, the reimbursement of the reasonable fees,
     expenses, disbursements and charges of the Backstop Party
     and indemnification of the Backstop Party.

Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, contends that the Backstop Commitment Agreement is an
integral component of the Plan.

The Plan specifically contemplates a $125 million rights offering
to be made available to holders of the Debtors' 15% Senior
Secured Notes, as well as the Debtors' unsecured creditors.
Thus, to ensure that at least $100 million is raised from the
rights offering, EchoStar, the TSN Debtors' Plan Sponsor, as well
as its largest creditor, has committed to purchase up to $100
million of the new preferred equity being offered pursuant to the
rights offering under the Plan.  The proceeds raised from the
rights offering will be used not only to pay off the DIP
Financing, but also to fund the Reorganized TSN Debtors'
operations after the Plan's Effective Date.

Mr. Dizengoff asserts that without the proceeds assured by the
backstop commitment, the TSN Debtors would not be able to conduct
the rights offering or be assured of an exit strategy from their
Chapter 11 cases because of their minimal current revenue stream.

"The TSN Debtors need liquidity to emerge from Chapter 11, and
TSN's entry into the Backstop Commitment Agreement is the TSN
Debtors' best alternative," Mr. Dizengoff says.

A full-text copy of the Backstop Agreement is available for free
at http://bankrupt.com/misc/TrStrTSNBkstpAgmt.pdf

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc., will act as claims and noticing agent
in the Chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Proposes to Reject Service Agreements
---------------------------------------------------------
TerreStar Networks Inc. and its units seek the Bankruptcy Court's
authority to reject as of November 24, 2010, executory contracts
with certain counterparties.

The Contracts to be rejected are services agreements and
development agreements:

  * Chipset Development Agreements: The agreements are for
    services related to the development of mass market chipset
    capability which would be incorporated into "next-
    generation" terrestrial/satellite smartphones.

  * Satellite Launch Services Agreements: The Satellite Launch
    Services Agreements were entered into at a time by which the
    Debtors contemplated, that they would require, certain
    services to facilitate the launch of additional satellites.

  * Office Services Agreements: Under the agreements, the
    Debtors receive services for the management and maintenance
    of, as well as waste removal services for, office facilities
    no longer required by the Debtors.  Specifically, the
    underlying leases for these facilities have been rejected
    during the Chapter 11 cases or the Debtors have vacated the
    office facilities and no longer require the availability or
    maintenance of those facilities.

  * Telecommunications Services Agreements: Pursuant to one of
    the agreements, the Debtors were to receive annual scheduled
    and unscheduled maintenance and telecommunications services
    on certain optical dark fibers in the InnerCity Fiber
    Network.  Pursuant to another of these agreements, the
    Debtors received radio frequency spectrum clearing services.
    Both Telecommunications Services Agreements were entered
    into in anticipation of building a terrestrial network.

  * Advertising Services Agreement: Under the Advertising
    Services Agreement, the Debtors receive services to create
    video advertising for the TSN satellite phone service.

  * Media Monitoring Services Agreement: Under the agreement,
    the Debtors receive media monitoring services including
    media search capabilities and analytical tools.

  * Sales Management Software Services Agreement: Under the
    agreement, the Debtors had access to Salesforce.com's sales
    management software to be used to track and manage sales
    activity.  The Debtors believe that they no longer require
    the services provided under this agreement because the
    services do not provide a benefit to their estates.

Counterparties to the Contracts to be rejected include
Arianespace, Hawk Management, Infineon Technologies AG & SkyTerra
LP, Qualcomm Incorporated, Salesforce.com Inc., and Waste
Management of Illinois Inc.

The Debtors assert the Agreements are no longer of any use to
their estate.  Absent rejection of the Rejected Agreements, the
Debtors further assert that they would incur obligations without
receiving a concomitant benefit.

A complete copy of the Agreements is available for free at:

            http://bankrupt.com/misc/TrStr1stOmMO.pdf

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc., will act as claims and noticing agent
in the Chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Committee Proposes Otterbourg as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors for TerreStar
Networks Inc. and its units seeks the Bankruptcy Court's authority
to retain Otterbourg Steindler Houston & Rosen P.C. as its counsel
effective as of October 29, 2010.

As counsel to the Creditors Committee, Otterbourg Steindler is
expected to:

  a. assist and advise the Committee in its consultation with
     the Debtors relative to the administration of the Chapter
     11 cases;

  b. attend meetings and negotiate with the representatives of
     the Debtors;

  c. assist and advise the Committee in its examination and
     analysis of the conduct of the Debtors' affairs;

  d. assist the Committee in the review, analysis and
     negotiation of any plan of reorganization, including the
     restructuring support agreement entered into prepetition by
     the Debtors, and assist the Committee in the review,
     analysis and negotiation of the corresponding disclosure
     statement(s);

  e. assist the Committee in the review, analysis, and
     negotiation of financing agreements;

  f. take all necessary action to protect and preserve the
     interests of the Committee, including (i) if appropriate,
     possible prosecution of actions on its behalf, (ii) if
     appropriate, negotiations concerning all litigation in
     which the Debtors are involved, and (iii) if appropriate,
     review and analysis of claims filed against the Debtors'
     estates;

  g. generally prepare on behalf of the Committee all necessary
     motions, applications, answers, orders, reports and papers
     in support of positions taken by the Committee;

  h. appear, as appropriate, before the Bankruptcy Court, the
     Appellate Courts, and the United States Trustee, and
     protect the interests of the Committee before those courts
     and before the United States Trustee; and

  i. perform all other necessary legal services in the cases.

The Committee proposes that Otterbourg Steindler be paid on an
hourly basis for its services in accordance with the firm's
customary hourly rates, which are:

         Partner/Counsel           $570 to $895
         Associate                 $245 to $595
         Paralegal                 $205 to $230

Scott L. Hazan, Esq., a member of Otterbourg Steindler, assures
the Court that his firm is a "disinterested person" as the term
is defined under Section 101(14) of the Bankruptcy Code.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc., will act as claims and noticing agent
in the Chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TERRESTAR NETWORKS: Series B Preferreds Withdraw Dismissal Plea
---------------------------------------------------------------
The Series B Cumulative Convertible Preferred Stockholders of
TerreStar Corporation withdrew their request for the dismissal of
the Chapter 11 cases of Debtors Motient Holdings, Inc.; MVH
Holdings, Inc.; TerreStar New York, Inc.; Motient Communications
Inc.; Motient Services, Inc.; Motient Venture Holding, Inc.; and
Motient License Inc.

The Stockholders' decision to withdraw their Case Dismissal
Motion comes in light of a stipulation they negotiated with the
Debtors.  Among other things, the parties' stipulation provides
that none of the Motient Debtors or the Non-TSN Debtors will be a
party of any plan of reorganization that restructures the TSN
Debtors except upon consent of the Stockholders.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

The Garden City Group, Inc., will act as claims and noticing agent
in the Chapter 11 cases.  Michel Wunder, Esq., Ryan Jacobs, Esq.,
and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and  Ira
Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy
counsel to the Debtors.  Blackstone Advisory Partners LP is the
financial advisor.

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


TRIBUNE CO: Committee More Suited to Pursue Claims, Says Aurelius
-----------------------------------------------------------------
As reported in the Troubled Company Reporter on November 26, 2010,
the Official Committee of Unsecured Creditors for Tribune Co.
seeks leave, standing and authority to toll or commence,
prosecute, settle, and recover certain causes of action on behalf
of the Debtors' estates arising under Sections 547 and 550 of the
Bankruptcy Code against certain of the Debtors' professionals who
received payments in the 90 days prior to the Petition Date.

The Preference Defendants are:

  * Sidley Austin LLP
  * McDermott Will & Emery
  * PricewaterhouseCoopers
  * Jenner & Block LLP
  * Paul, Hastings, Janofsky & Walker LLP
  * Seyfarth Shaw LLP
  * King, Blackwell, Downs & Zehnder, P.A.
  * Davis Wright & Tremaine
  * Levine Sullivan Koch & Schulz, LLP

The Creditors Committee amended the Motion to reflect that it also
is seeking standing to commence, prosecute, settle and recover
certain causes of action against Eagle Aircraft & Transportation
Management, Inc.

                        Parties Respond

Aurelius Capital Management, LP tells the Court that it believes
the Committee is better suited than the Debtors to commence and
prosecute, settle and recover certain causes of action on behalf
of the Debtors' estates arising under Sections 547 and 550 of the
Bankruptcy Code against:

   -- certain current and former Tribune insiders who received
      payments from Tribune in the year prior to the Petition
      Date; and

   -- certain business entities who are part or likely future
      owners of the Debtors and against which the Committee has
      previously filed complaints.

However, Aurelius asserts, those Insider/Affiliate Preference
Actions should be stayed pending a resolution of the competing
plan process.

Aurelius maintains that its primary issue with the Preference
Standing Motion is not with the relief requested in the Motion
but, rather, with the relief that it does not request.  Aurelius
believes that the Debtors have failed to appropriately
investigate, analyze and preserve what could be thousands of
Potential Preference Actions and, as a result the Committee should
have requested authority to commence all Potential Preference
Actions, not just Insider/Affiliate Preference Actions.

Notwithstanding the Committee's failure to request that relief,
Aurelius requests that the Court must, nevertheless:

  (a) grant the Committee standing to commence and prosecute all
      of the Potential Preference Actions or obtain tolling
      agreements from the potential defendants thereunder, in
      each case on or before the two-year anniversary of the
      Petition Date (December 8, 2010), which is the statutory
      deadline for a representative of the Debtors' estates to
      commence the Potential Preference Actions;

  (b) direct the Committee to commence or obtain tolling
      agreements by the Preference Action Bar Date with respect
      to all Potential Preference Actions without regard to any
      perceived defenses thereto;

  (c) stay any Potential Preference Actions actually commenced
      by the Committee in the same manner as the
      Insider/Affiliate Preference Actions; and

  (d) prohibit the Committee from settling any of the Potential
      Preference Actions pending the resolution of the competing
      plan process.

Wilmington Trust Company, successor Indenture Trustee for the
Exchangeable Subordinated Debentures due 2029 in the aggregate
principal amount of $1.2 billion, objects to the Committee
Preference Standing Motion and joins to the response and limited
objection of Aurelius.

Wilmington Trust says that while it generally supports the
Committee Preference Standing Motion to the extent it seeks to
preserve claims that will otherwise be forever lost, it avers that
the other valuable causes of action cannot be ignored.
Wilmington Trust tells the Court that it cannot understand why the
Debtors and the Committee unjustifiably refuse to preserve
preference actions against unsecured creditors that may, among
other things, off-set distribution entitlements.

In addition, Wilmington Trust joins the relief sought in the
Aurelius Response and asks the Court to modify the Committee's
requested order to make sure that all claims are preserved.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.

Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to
the Official Committee of Unsecured Creditors.  AlixPartners LLP
is the Committee's financial advisor.  Landis Rath Moelis &
Company serves as the Committee's investment banker.  Thomas G.
Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware,
represents the Committee in connection with the lawsuit filed
against former officers and shareholders for the 2007 LBO of
Tribune.

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


TRIBUNE CO: Wins Nod for Davis Wright as LA Times Counsel
---------------------------------------------------------
Tribune Co. and its units received the Bankruptcy Court's
authority to employ Davis Wright Tremaine LLP as special counsel
to Los Angeles Times Communications LLC for certain media
litigation matters nunc pro tunc to October 1, 2010.

The Debtors filed the Application for the limited purpose of
converting Davis Wright's existing retention by LA Times under the
Court's Ordinary Course Professional Order into a retention
pursuant to Sections 327(e) and 1107 of the Bankruptcy Code.

The Debtors tell the Court that Davis Wright has exceeded the
applicable monthly cap on its services under the OCP Order for
multiple consecutive months, and they expect that Davis Wright may
continue to exceed that monthly cap on a regular basis in the
future.

The Debtors relate that Davis Wright has represented LA Times with
respect to various Media Litigation Matters that have arisen or
have resulted in unanticipated legal costs subsequent to the
Petition Date.  These, according to the Debtors, have included:

  -- a lawsuit under the California Public Records Act against
     the Los Angeles County Sheriff, in which LA Times initially
     was successful, but subsequently was challenged by the
     officer's union, resulting in substantial unanticipated
     fees and costs;

  -- a lawsuit involving disclosure of the identities of
     Pasadena police officers who exercised lethal force, in
     which the union's counsel initiated lengthy discovery
     fights; and

  -- researching and advising LA Times concerning legal issues
     about a possible new business initiative.

The Debtors maintain that those representations of the LA Times by
Davis Wright, taken together with Davis Wright's representations
of the LA Times in connection with the pre-existing Media
Litigation Matters, caused Davis Wright's fees to exceed the
Monthly Cap of $50,000 in each of the months from March to June
2010, inclusive.  Moreover, the Debtors note, the Media Litigation
Matters on which Davis Wright now represents the LA Times are now
at a level of activity that makes it likely that Davis Wright will
exceed the existing Monthly Cap on a regular basis going forward.

The Debtors will pay Davis Wright in accordance with its ordinary
and customary rates:

  Professional                 Rate/Hour
  ------------                 ---------
  Partners                     $390-$675
  Associates                   $240-$400
  Para-professionals            $69-$180

The Debtors agree to reimburse Davis Wright for its out-of-pocket
expenses and internal charges incurred in the rendition of
services, including mail and express mail charges, special and
hand delivery charges and photocopying charges.

Kelli L. Sager, Esq., at Davis Wright Tremaine LLP, assures the
Court that her firm does not represent or hold any adverse
interest with respect to the matters on which it is to be
employed.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.

Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to
the Official Committee of Unsecured Creditors.  AlixPartners LLP
is the Committee's financial advisor.  Landis Rath Moelis &
Company serves as the Committee's investment banker.  Thomas G.
Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware,
represents the Committee in connection with the lawsuit filed
against former officers and shareholders for the 2007 LBO of
Tribune.

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


TRICO MARINE: Tidewater Raises Bid to $30.5MM to Win Auction
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trico Marine Services Inc. reported that the price
for the sale of two vessels rose $4.5 million at auction last
week.  With three other bidders present, Tidewater Inc. raised its
stalking horse bid of $26 million to $30.5 million and won the
auction for the vessels Trico Moon and Trico Mystic.  A hearing
for approval of the sale was scheduled for November 29.

                        About Trico Marine

Headquartered in Texas, Trico Marine Services, Inc. --
http://www.tricomarine.com/-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection on August 25, 2010 (Bankr.
D. Del. Case No. 10-12653).  John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
assist the Debtor in its restructuring effort.  The Debtor
disclosed $30,562,681 in assets and $353,606,467 in liabilities as
of the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No.
10-12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent.  Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
PricewaterhouseCoopers LLC serves as independent accountants and
tax advisors to the Debtors.

Trico's foreign subsidiaries were not included in the filing and
are not be subject to the requirements of the U.S. Bankruptcy
Code.


TRICO MARINE: Committee Wants to Pursue Lawsuits
------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Official Committee of Unsecured Creditors formed
in Trico Marine Services Inc.'s Chapter 11 case is seeking
authority to file fraudulent transfer lawsuits based on what it
calls the "ultimately disastrous acquisition campaign" in 2007 to
2008 that increased debt by $1.05 billion.  The motion is
scheduled for hearing on Dec. 14.

Mr. Rochelle relates that the Committee points outs that Trico
Marine, rather than seek bankruptcy relief, instead had Trico
Shipping issue $400 million in high-yield secured notes in October
2009, with Trico Supply, Trico Marine and sister companies
guaranteeing and securing the debt.  The proposed suit would
contend that the note offering and related transactions resulted
in fraudulent transfers.  The committee aims on making recoveries
from subsidiaries not in Chapter 11.

                        About Trico Marine

Headquartered in Texas, Trico Marine Services, Inc. --
http://www.tricomarine.com/-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection on August 25, 2010 (Bankr.
D. Del. Case No. 10-12653).  John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
assist the Debtor in its restructuring effort.  The Debtor
disclosed $30,562,681 in assets and $353,606,467 in liabilities as
of the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10-
12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent.  Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
PricewaterhouseCoopers LLC serves as independent accountants and
tax advisors to the Debtors.

Trico's foreign subsidiaries were not included in the filing and
are not be subject to the requirements of the U.S. Bankruptcy
Code.


TRICO MARINE: Inks Restructuring Support Deal With Noteholders
--------------------------------------------------------------
In a regulatory filing Friday, Tricom Marine Services, Inc.
discloses that on November 19, 2010, it, its subsidiaries Trico
Supply AS and Trico Shipping AS and certain of its other
affiliates entered into a restructuring support agreement dated as
of November 17, 2010, with a group of noteholders who together
hold approximately 83% of the aggregate principal amount of Trico
Shipping's outstanding 11 7/8% senior secured notes due 2014.
Pursuant to the Restructuring Support Agreement, which sets forth
the terms of the Company's financial restructuring plan, the
Company would launch an out-of-court exchange offer to noteholders
to exchange their Notes for a pro rata share, together with
certain other creditors of the Company, of 100% of Trico Supply's
common stock subject to dilution in certain circumstances.  Upon
successful consummation of the Exchange Offer and related
transactions, the Company would reduce its total debt and accrued
interest by approximately $462 million. The Restructuring Support
Agreement, as modified by an extension, would require the Company
to launch the Exchange Offer by December 3, 2010.

As an alternative to the Exchange Offer, the Company has also
agreed in the Restructuring Support Agreement to solicit consents
from its noteholders and stockholders to approve a prepackaged
plan of reorganization.  In the event certain conditions to the
Exchange Offer are not satisfied, and if a sufficient number of
holders and amount of Notes vote to accept the Prepackaged Plan,
the Company intends to pursue an in-court restructuring.  If
confirmed, the Prepackaged Plan would have principally the same
effect as if 100% of the holders of Notes had tendered their Notes
in the Exchange Offer, or, under certain circumstances, a sale of
the assets or equity of Trico Supply and its subsidiaries.

Pursuant to the Restructuring Support Agreement, the Supporting
Noteholders have agreed to, among other things, (1) support and
use commercially reasonable efforts to complete the capital
restructuring plan, including by tendering their Notes into the
Exchange Offer, delivering their consents in a related consent
solicitation and voting in favor of the Prepackaged Plan; and
(2) not exercise remedies or direct the trustee to exercise
remedies under the indenture governing the notes for any default
or event of default that has occurred or may occur thereunder.
The Restructuring Support Agreement may be terminated by the
Supporting Noteholders and the Company upon the occurrence of
certain events enumerated in the Restructuring Support Agreement.

                        About Trico Marine

Headquartered in Texas, Trico Marine Services, Inc. --
http://www.tricomarine.com/-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection on August 25, 2010 (Bankr.
D. Del. Case No. 10-12653).  John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
assist the Debtor in its restructuring effort.  The Debtor
disclosed $30,562,681 in assets and $353,606,467 in liabilities as
of the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10-
12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent.  Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.

Aside from the Cayman Islands holding company, Trico's foreign
subsidiaries were not included in the filing and will not be
subject to the requirements of the U.S. Bankruptcy Code.


ULTIMATE ESCAPES: Demeure Completes Purchase of Assets
------------------------------------------------------
Demeure has completed the transaction to acquire certain assets
from the estate of Ultimate Escapes.  This includes operational
assets and staff, which will ensure a smooth return to travel for
all former Ultimate Escapes members who join the Demeure
community, in addition to properties in New York City, Chicago,
Miami, and California.

"We have completed a turnaround for former Ultimate Escapes
members: we have resumed travel in time for the holiday season,
and have gone beyond that and provided an opportunity for members
to purchase homes in their portfolio," said Peter Schwartz,
Chairman and CEO of Demeure.  "The entire team here at Demeure
looks forward to putting members' losses behind them, resuming
regular club operations, and providing incredible travel
experiences within the Demeure community."

Demeure, which provides individual attention to all members
through its travel planning services, offers access to a suite of
unique travel benefits and premium customer service at discounted
rates to incredible properties throughout the world.

Transition Benefits: Demeure is extending an exclusive invitation
to transitioning Ultimate Escapes members which includes the
waiving of initiation fees, the provision of goodwill travel
credits to help offset dues recently lost in the UE bankruptcy,
and waiver of additional corporate and family account fees.
Demeure has extended this invitation to former UE members through
December 3, 2010 in preparation for the resumption of regular
travel services December 4, 2010.

Property Purchase Lottery: Former UE members will be participating
in Demeure's property purchase lottery on November 29, 2010, which
will offer them an opportunity to purchase properties in the
former UE portfolio. As part of the agreement with a successful
purchase, members then make the homes available to other Demeure
Club members, which ultimately provides the member with fair
exchange credit, which can be used throughout the entire Demeure
property portfolio.

Demeure management and staff across North America are currently
working with hundreds of members through the transition process in
preparation for the resumption of travel and regular operations
effective December 4, 2010.

                            About Demeure

Demeure is a community of discerning travelers that provides
access to homes, villas, flats and hotels in sought after
locations at significant discounts.  Demeure's management team
includes travel, financial and supply chain management experts who
have developed a vacation club model that responds to the needs of
the market with minimal financial risk.  Demeure delivers smart,
flexible and cost efficient access to properties all around the
world.

                      About Ultimate Escapes

Ultimate Escapes, Inc. -- http://www.ultimateescapes.com/-- is a
luxury destination club that sells club memberships offering
members reservation rights to use its vacation properties, subject
to the rules of the club member's Club Membership Agreement.  The
Company's properties are located in various resort locations
throughout the world.

Kissimmee, Florida-based Ultimate Escapes Holdings, LLC, filed for
Chapter 11 bankruptcy protection on September 20, 2010 (Bankr. D.
Del. Case No. 10-12915).  Affiliates Ultimate Resort, LLC;
Ultimate Operations, LLC; Ultimate Resort Holdings, LLC; Ultimate
Escapes, Inc. (fka Secure America Acquisition Corporation); P & J
Partners, LLC; UE Holdco, LLC; UE Member, LLC, et al., filed
separate Chapter 11 petitions.

Scott D. Cousins, Esq., Matthew L. Hinker, Esq., and Nancy A.
Mitchell, Esq., at Greenberg Traurig LLP, assist the Debtors in
their restructuring efforts.  CRG Partners Group LLC is the
Debtors' chief restructuring officer.  BMC Group Inc. is the
Company's claims and notice agent.

Christopher A. Ward, Esq., at Polsinelli Shughart PC, and Gordon &
Rees LLP represent the Creditors Committee.

Ultimate Escapes estimated assets at $10 million to $50 million
and debts at $100 million to $500 million as of the Petition Date.


UNITED CONTINENTAL: UAL Remains in Mediation with ALPA Pilots
-------------------------------------------------------------
United Air Lines, Inc., and Air Line Pilots Association,
International, Steven Tamkin, Robert Domaleski, Xavier Fernandez
and Anthony Freeman submitted to the U.S. District Court for the
Northern District of Illinois, a joint status report dated
November 5, 2010, informing Judge Joan H. Lefkow of the status of
a civil proceeding initiated by United against the United Airlines
Master Executive Council of the ALPA and the pilots.

In April 2009, the Parties entered into a Court-approved
stipulated schedule vacating the stipulated scheduling
order dated February 12, 2009, to permit them to make a focused
effort on negotiations under Section 6 of the Railway Labor Act
commencing April 9, 2009.

The Parties told the Court that since April 9, 2009, they have
engaged in negotiations under Section 6.  They noted
that they jointly requested mediation before the National
Mediation Board in August 2009 and remain in mediation.

In this light, the Parties believe that any change in the current
status of the Civil Proceeding is not necessary or appropriate.

At the Parties' behest, Judge Lefkow directed the Parties to file
a joint status report on May 5, 2011, with a condition that either
party may ask the Court for a status hearing in the interim.

                  About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.

UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts.  Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors.  Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006.  The Company
emerged from bankruptcy on Feb. 1, 2006.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


UNITED CONTINENTAL: Gives 4Q/Full Year 2010 Projections
-------------------------------------------------------
United Continental Holdings, Inc., filed with the Securities and
Exchange Commission on November 22, 2010, an investor update
providing forward-looking information for the fourth quarter and
full year 2010.

United Continental Vice President and Controller Chris Kenny
relates that the investor update included pro forma financial
statements for the combined Company from first quarter 2009
through third quarter 2010.  These pro forma financial statements
have been adjusted to reflect new income statement classifications
for certain items that the Company will use going forward, as well
as estimates of the impact of purchase accounting on earnings in
the fourth quarter of 2010, he explains.

The unaudited quarterly pro forma income statements have been
prepared to give effect to the merger as if it had been
consummated on different dates depending on the particular
purchase accounting adjustment to facilitate the most meaningful
year over year comparison.  The unaudited quarterly pro forma
income statements were prepared using the acquisition method of
accounting with the company considered the acquirer of Continental
Airlines, Inc.  The estimates of these purchase accounting
adjustments as of Oct. 1, 2010 are estimates and will be finalized
in the fourth quarter of 2010, says Mr. Kenny.

     Income Statement Classification Impact ? Revenue

The pro-forma financial statements have been adjusted to reflect
the decision of the Company to classify ticketing and change fees
as well as baggage fees as other revenue, consistent with the
historical presentation of Continental.  In this update, the
Company has provided both quarterly pro-forma passenger revenue
results, and monthly year over year PRASM information based on the
final income statement classifications.

Income Statement Classification Impact ? Operating Expense

The pro-forma financial statements have been adjusted to reflect
the decision of the Company to only include expenses paid to third
party flying partners for regional flying in the contract carrier
expense line item, consistent with the historical Continental
income statement presentation.  As such, expenses that had been
classified in the Regional Affiliates line in the historical
United Air Lines Inc. presentation now reside in Aircraft Fuel,
Salaries and Related costs, Aircraft Rentals, Landing Fees and
Other Rentals and Other Operating Expenses.

              Non-Fuel Expense Guidance

Based on the purchase accounting impacts and income statement
reclassifications, fourth quarter consolidated cost per ASM
(CASM), excluding fuel, profit sharing, certain accounting charges
and merger-related expenses for the Company is expected to be up
2.5% to 3.5%.  For the full year, the Company estimates
consolidated CASM excluding fuel, profit sharing, certain
accounting charges and merger-related expenses will be up 2.5% to
2.8%.  This guidance only reflects the impacts of the new income
statement classifications and updated estimates of purchase
accounting impacts; the underlying outlook for core non-fuel costs
is unchanged.

As disclosed in the October 21, 2010, Investor Update, the Company
expects to implement a revenue sharing structure for its trans-
Atlantic joint venture during the fourth quarter 2010, which will
be retroactive to January 1, 2010.  The Company will account for
the revenue sharing obligations for the first nine months of 2010
related to this revenue sharing agreement as other operating
expense in the fourth quarter.

The Company estimates the impact of this obligation to be
approximately $100 million, which accounts for 2 points of year
over year growth in Consolidated CASM excluding fuel in the fourth
quarter and is included in its guidance. This estimated revenue
sharing payment is substantially less than the additional
passenger revenue United and Continental receive from the joint
marketing, scheduling and pricing efforts of the joint venture.
Current quarter and future adjustments related to revenue share
payments will be booked as an adjustment to passenger revenue.

                       Fuel Expense

The Company estimates its consolidated fuel price, including the
impact of settled hedges, to be $2.44 per gallon for the fourth
quarter and $2.34 per gallon for the full year.

                      Profit Sharing

United and Continental have separate employee profit sharing plans
for the employees of each respective subsidiary.  The Company's
profit sharing plan for United pays 15% of total GAAP pre-tax
profits, excluding special items and stock compensation expense,
to the employees of United when pre-tax profit excluding special
items, profit sharing expense and stock-based compensation program
expense exceeds $10 million.  The Company currently expects that
stock compensation program expense for United to be $28 million in
the fourth quarter, and $58 million for the full year which should
be added back to earnings when calculating profit sharing expense.

The Company's profit sharing plan for Continental creates an award
pool of 15% of annual pre-tax income excluding special, unusual or
non-recurring items.

For both United and Continental, profit sharing expense is accrued
on a year-to-date basis.

                 Non-Operating Income/Expense

Non-operating expense for the Company is estimated to be between
$245 million and $255 million for the fourth quarter, and between
$970 million and $980 million for the full year.  Non-operating
income/(expense) includes interest expense, capitalized interest,
interest income and other non-operating income/(expense).

                Pension Expense and Contributions

United does not have any tax-qualified defined benefit pension
plans.  The Company estimates that its non-cash pension expense
for the pro-forma combined Company will be approximately $107
million for 2010 including the impact of purchase accounting.
This amount excludes non-cash settlement charges related to lump-
sum distributions.  Settlement charges are possible during 2010,
but the Company is not able at this time to estimate the amount of
these charges.

                Selected Balance Sheet Measures

The Company estimates that, as of October 1, 2010, it had total
Debt and Capital Lease obligations of approximately $15.8 billion.
The Company also estimates that it had, as of the same date, $6
billion in frequent flyer deferred revenue and advance purchase of
miles, a $3.7 billion liability for Advance Ticket Sales, a $2.2
billion Postretirement Benefit Liability and a $1.7 billion
Accrued Pension Liability.

A full-text copy of the November 22 Investor Update is available
for free at: http://ResearchArchives.com/t/s?6f8e

                  About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.

UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts.  Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors.  Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006.  The Company
emerged from bankruptcy on Feb. 1, 2006.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


UNITED CONTINENTAL: Two Directors Disclose Ownership of Stock
-------------------------------------------------------------
Glenn F. Tilton and Charles Yamarone, directors of United
Continental Holdings, Inc. filed separate statement of changes in
beneficial ownership of United Continental from October 29, to
November 18, 2010.

Mr. Yamarone acquired on November 18, 2010:

  (i) 5,250 shares of United Continental common stock, priced at
      $11.06 per share, resulting to his beneficial ownership of
      9,514 shares of United Continental common stock; and

(ii) 5,250 shares of United Continental common stock, priced at
      12.39 per share, resulting to his beneficial ownership of
      14,764 shares of United Continental common stock.

The directors disposed of these shares of UAL common stock from
October 27 to November 18, 2010:

                                               Amt. of Shares
                                                Beneficially
                      Shares        Price        Owned After
  Director          Disposed of   per Share      Transaction
  --------          -----------   ---------    --------------
  Glenn F. Tilton     27,546         $29           732,733
  Charles Yamarone    10,500        $28.28           4,264

In two transactions on November 18, 2010, Mr. Yamarone disposed of
his derived options or right to buy shares totaling 10,500 shares
of United Continental common stock, resulting to his zero
ownership of right to buy shares of United Continental common
stock.

Mr. Tilton also acquired 5,384 restricted stock units at $0 per
share on November 4, 2010.  As a result of the transaction, Mr.
Tilton beneficially owns 5,384 restricted stock units.

Each restricted stock unit represents the economic equivalent of
one share of common stock, and may be settled in cash or common
stock upon vesting at the sole discretion of the Compensation
Committee of the Board of Directors.

The restricted stock unit award will fully vest upon the earliest
of (a) the first anniversary of the grant date; (b) termination of
Mr. Tilton's service as chairman of the Board of Directors due to
his death, disability or removal without cause; and Mr. Tilton's
retirement as chairman of the Board of Directors with the consent
of the Board of Directors.

                  About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.For more information
about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.

UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts.  Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors.  Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006.  The Company
emerged from bankruptcy on Feb. 1, 2006.

At June 30, 2010, UAL had $20.134 billion in total assets against
total current liabilities of $8.573 billion, long-term debt of
$6.281 billion, long-term obligations under capital leases of
$1.01 billion, other liabilities and deferred credits of
$7.022 billion, and a stockholders' deficit of $2.756 billion.


UNITED WESTERN: Gets Notice of Non-Compliance from NASDAQ
---------------------------------------------------------
United Western Bancorp Inc., a Denver-based holding company whose
principal subsidiary, United Western Bank, is a community bank
focused on Colorado's Front Range market and selected mountain
communities, today announced that on November 16, 2010, it
received a letter from The NASDAQ Stock Market stating that the
Company is not in compliance with NASDAQ Listing Rule 5250(c)(1)
because the Company did not timely file its Quarterly Report on
Form 10-Q for the quarter ended September 30, 2010 with the
Securities and Exchange Commission.

The notification of noncompliance has no immediate effect on the
listing or trading of the Company's common stock on the NASDAQ
Global Market.

As previously reported by the Company on November 10, 2010, filing
of the Form 10-Q has been delayed primarily due to the timing of a
regularly scheduled examination of the Bank by its primary
regulators, the Office of Thrift Supervision and the Federal
Deposit Insurance Corporation.  The Company continues to be
engaged in discussions with the OTS and the FDIC regarding the
Bank's consistently applied methodology for determining other-
than-temporary impairment on non-agency, mortgage-backed
securities at September 30, 2010.

As a result of these ongoing discussions with the OTS and the
FDIC, the Company is still finalizing its unaudited consolidated
financial statements and related disclosures for the quarter ended
September 30, 2010.  The Company intends to file its Form 10-Q as
soon as practicable once resolution is reached with the OTS and
the FDIC.

The Company has 60 calendar days from the date of the NASDAQ
Letter to submit a plan to regain compliance, and if NASDAQ
accepts the Company's plan, it can grant an exception of up to 180
calendar days from the Form 10-Q's due date, or until May 16,
2011, to regain compliance.

                  About United Western Bancorp

Denver, Colorado-based United Western Bancorp, Inc. (NASDAQ: UWBK)
-- http://www.uwbancorp.com/-- is a holding company whose
principal subsidiary, United Western Bank, is a community bank
focused on Colorado's Front Range market and selected mountain
communities.

United Western Bancorp, Inc., and Equi-Mor Holdings, Inc., its
direct subsidiary, entered into a Fifth Forbearance and Amendment
Agreement with JPMorgan Chase Bank, N.A., on October 29, 2010.

The terms of the Fifth Forbearance Agreement provide, among other
things, that (i) JPMorgan agrees to forbear from exercising its
rights and remedies under the Loan Documents on account of the
Fifth Forbearance Disclosed Defaults provided the Company and the
Pledgor satisfy all obligations set forth in the Fifth Forbearance
Agreement from the Effective Date as defined in the Agreement
until the earlier of: (i) the end of business on January 14, 2011;
or (ii) the occurrence of a default, other than the Fifth
Forbearance Disclosed Defaults, under any of the Loan Documents,
the Fifth Forbearance Agreement or any other agreement required to
be entered into by the Fifth Forbearance Agreement.

The forbearance by JPMorgan is conditioned upon, among other
things, the Company entering into an investment agreement with at
least two anchor investors on or before October 31, 2010, with the
investment agreement providing for the investment by the anchor
investors of no less than $91 million and collectively, an
investment of approximately $200 million of new money capital in
the Company.


VIJAY TANEJA: Court Junks Ch. 11 Trustee's Suit vs. Insurers
------------------------------------------------------------
The Hon. Stephen S. Mitchell dismisses the adversary proceedings
filed by the Chapter 11 Trustee of Vijay K. Taneja et al., at the
behest of the defendant title insurance companies.  The Chapter 11
trustee sued the insurance companies to collect some $68 million
in damages based on mortgage loans for which the insurers provided
closing protection letters and title insurance policies.  The
defendant title insurers argue that because the claims set forth
by the Chapter 11 trustee arise out of Mr. Vijay's fraud, the
debtor's president and sole shareholder, they are barred by the
common-law doctrine of in pari delicto.

The case is H. JASON GOLD, TRUSTEE, Plaintiff, v. OLD REPUBLIC
NATIONAL TITLE INS. CO., et al. Defendants, Adv. Pro. Nos.
10-1234, 10-1235, 10-1236, 10-1237, 10-1238 (Bankr. E.D. Va.), and
a copy of Judge Mitchell's memorandum opinion, dated November 23,
2010, is available at http://is.gd/hWHf1from Leagle.com.

Defendant Old Republic National Title Ins. Co. is represented by:

          Donald F. King, Esq.
          ODIN, FELDMAN & PITTLEMAN
          Fairfax, VA
          Telephone: (703) 218-2116
          Facsimile: (703) 218-2160
          E-mail: donking@ofplaw.com

Defendants Chicago Title Ins. Co., Commonwealth Land Title Ins.
Co., and Fidelity Nat'l Title Ins. Co., are represented by:

          Raighne C. Delaney, Esq.
          BEAN, KINNEY & KORMAN, P.C.
          Arlington, VA
          Telephone: 703-525-4000
          E-mail: rdelaney@beankinney.com

Defendant First American Title Ins. Co. is represented by:

          Christopher Allan Glaser, Esq.
          JACKSON & CAMPBELL, P.C.
          Washington, DC
          E-mail: cglaser@jackscamp.com
          Telephone: 202-457-1612
          Facsimile: 202-457-1678

Vijay K. Taneja and four companies controlled by him, including a
mortgage loan originator known as Financial Mortgage, Inc., filed
voluntary Chapter 11 petitions (Bankr. E.D. Va. Lead Case No.
08-13293) on June 9, 2008.  H. Jason Gold has been appointed as
Chapter 11 trustee in all five cases.  James P. Campbell, Esq. --
jcampbell@campbellflannery.com -- at Campbell Flannery, P.C. in
Leesburg, VA, advises the Trustee.  The Official Committee of
Unsecured Creditors is represented in the case by Lawrence E.
Rifken, Esq. -- rifkenl@gtlaw.com -- at Greenberg Traurig, LLP, in
McLean, Virginia.


WORKFLOW MANAGEMENT: Lenders Aim to Head Off Disclosure Hearing
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports Workflow Management Inc. will face off against both first-
and second-lien lenders at a hearing today.  Credit Suisse AG,
Cayman Islands Branch, as agent for the first-lien lenders, joined
in a motion by the second-lien agent to end Workflow's exclusive
right to file a Chapter 11 plan.

Mr. Rochelle adds that at the November 30 hearing, the first- and
second-lien creditors will also oppose continuation of Workflow's
right to use cash representing collateral for the lenders.  They
believe the business is worth less than secured debt, giving them
the right to protection which Workflow isn't offering.

Silver Point Finance LLC, a second-lien lender, has said
Workflow's proposed restructuring plan treats creditors unfairly
and would leave the company insolvent when it exits bankruptcy.

According to the report, Workflow has a hearing on Dec. 15 for
approval of the disclosure statement explaining the reorganization
plan.  Workflow believes its plan would pay all creditors in full
over time while allowing stockholders to retain the equity.  Both
lender groups believe Workflow's plan would leave the company
insolvent and saddled with more debt than before.  They also
believe the new debt they are being offered is worth less than the
face amount.

                      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.


* Justice Dept. Inspects Ch. 13 Filings Made to Stop Foreclosures
-----------------------------------------------------------------
The Justice Department and other federal agencies have intensified
their review of foreclosure documentation problems, using their
powers over bankruptcy proceedings to scrutinize the treatment of
troubled mortgages, Dow Jones' Small Cap reports.


* Janice Hamblin and Pia Norman Thompson Join Gould & Ratner LLP
----------------------------------------------------------------
Gould & Ratner LLP disclosed that Janice K. Hamblin and Pia Norman
Thompson have joined the firm.

Janice Hamblin concentrates her practice in corporate,
transactional and international business law with an emphasis on
representing clients in business transactions such as mergers,
acquisitions, divestitures, joint ventures and financings
throughout the world.  She has represented publicly and privately
owned companies ranging in size from Fortune 500 to lower middle
market, partnerships, investors and private equity firms in the
United States, Canada, Europe and Asia.  Ms. Hamblin's practice
also encompasses representing international companies investing in
the United States; counseling on establishing business and branch
operations and distribution arrangements in the United States;
serving as outside general counsel; and advising on a wide
spectrum of legal and business matters.

Ms. Hamblin, formerly with law firm Ice Miller, earned her B.B.A.
degree, with distinction, from Iowa State University and her Juris
Doctor from the University of Illinois College of Law, magna cum
laude.

Pia Thompson practices in the areas of commercial restructuring,
bankruptcy and creditors' rights and litigation. She has handled
all aspects of Chapter 11 proceedings, including debtor
representation, creditor committee representation, representation
of individual creditors, representation of buyers in 363 sales and
the retention of professionals.  Ms. Thompson works on behalf of
lenders and borrowers on workouts and also represents companies in
the reorganization and sale of their businesses.  She has handled
class action securities litigation, MDL product liability actions
and complex financial fraud litigation involving accountants and
lenders, as well as directors and officers liability actions and
injunctions involving covenants not to compete.

Ms. Thompson, formerly with Kovitz Shifrin Nesbit, earned her
Bachelor's degree, cum laude, in Economics and Political Science
from Wellesley College and her Juris Doctor from the University of
Michigan Law School.

For more than 70 years, Gould & Ratner LLP has provided
comprehensive legal counsel and business advice to sophisticated
entrepreneurs, family businesses and middle market companies
operating in a range of industries, including manufacturing and
distribution, technology and telecommunications, financial
services, real estate, construction, food & beverage, gaming and
emerging new industries, to name a few.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------


                                                         Total
                                              Total     Share-
                                  Total     Working    Holders
                                 Assets     Capital     Equity
  Company           Ticker        ($MM)       ($MM)      ($MM)
  -------           ------       ------     -------    -------
ABRAXAS PETRO       AXAS US        178.1        (5.2)      (1.7)
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)
AMERICAN WATER W    AWK US      13,983.7      (114.0)  (1,993.5)
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       2,879.0       331.0   (1,023.0)
AUTOZONE INC        AZO US       5,571.6      (452.1)    (738.8)
BLUEKNIGHT ENERG    BKEP US        296.0      (427.8)    (152.8)
BOARDWALK REAL E    BEI-U CN     2,343.6         -       (100.8)
BOARDWALK REAL E    BOWFF US     2,343.6         -       (100.8)
BOSTON PIZZA R-U    BPF-U CN       111.3         5.0     (116.3)
BRAVO BRIO RESTA    BBRG US        162.8       (28.9)     (61.5)
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         11.9        (9.7)     (10.0)
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)
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)
HICKS ACQUISITIO    HKACU US         0.8        (0.8)      (0.1)
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)
ISTA PHARMACEUTI    ISTA US        112.2         8.8      (71.8)
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)
LIGAND PHARM-B      LGNDD US       112.6        (1.4)      (1.1)
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)
MAINSTREET EQUIT    MEQ CN         399.4         -         (8.6)
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)
NORTH AMERICAN G    NMGL US          0.0        (0.1)      (0.1)
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)
PHARMATHENE INC     PIP US          21.6       (17.7)     (11.4)
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)
REGAL ENTERTAI-A    RGC US       2,670.3       114.1     (267.3)
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       1,589.4       387.1     (460.3)
SEALY CORP          ZZ US          964.9       161.4      (95.4)
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     SMT US         559.1       201.9      (63.2)
SMART TECHNOL-A     SMA CN         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           -      (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       3,779.0      (592.0)    (211.0)
WEIGHT WATCHERS     WTW US       1,103.1      (377.9)    (708.2)
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)


* Pittsburgh Judge Bruce McCullough Dies at 66
----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that M. Bruce McCullough, a U.S. bankruptcy judge in
Pittsburgh, died on Nov. 23.  He was 66.  Judge McCullough was
appointed to the bankruptcy bench in 1995.  He was reappointed
for a second 14-year term in 1999.  Before ascending to the
bench, Judge McCullough was a partner with Buchanan Ingersoll
& Rooney PC.


* Former Oklahoma Judge John TeSelle Dies at 88
-----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that John TeSelle, who retired as a bankruptcy judge in
2002, died on Nov. 21.  Judge TeSelle, 88, lived in Norman,
Oklahoma.  He was a professor at Tulsa Law School and the
University of Oklahoma before ascending to the bankruptcy bench.



                           *********

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.

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