TCR_Public/101209.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Thursday, December 9, 2010, Vol. 14, No. 341

                            Headlines

1600 TRADING: Court Sets December 16 Hearing to Confirm Plan
ACTIVANT SOLUTIONS: S&P Raises Corporate Credit Rating to 'B'
ALLIANT HOLDINGS: Moody's Affirms 'B3' Corporate Family Rating
ALLY FINANCIAL: Reports Results of Registered Exchange Offer
ALTERNATE FUELS: Court Denies Stockholder's Dismissal Motion

AMERICAN INT'L: Inks Master Agreement on Recapitalization Plan
AMERICAN INT'L: Closes Sale of $2 Billion of Notes
AMERICAN INT'L: Fairholme Capital Discloses 29% Equity Stake
ASTON-NEVADA: 9th Cir. Lets Lawyer with Bad Client Off the Hook
ATKORE INTERNATIONAL: Moody's Puts 'B3' Rating on $410 Mil. Notes

ATKORE INTERNATIONAL: S&P Assigns 'B+' Corporate Credit Rating
AVP PRO BEACH: Auction for Assets Set for Dec. 15
BANNING LEWIS: Ranch Seeks Court OK to Sell Lots, Obtain Loan
BARRY NEIL SHRUM: Court Rules on David Tyree et al. Suit
BELO CORPORATION: Fitch Affirms 'BB-' Issuer Default Rating

BERNARD L MADOFF: Trustee Files Suit Against Tremont Funds
BERNARD L MADOFF: Trustee Seeks $1-Bil. from 7 Global Banks
BERNARD L MADOFF: Picard Sues Kin, Ex-D&Os and Foundations
BERNARD L MADOFF: District Court Affirms "Net Equity" Definition
BERRY PLASTICS: Completes Tender Offers to Purchase 2nd Lien Notes

BIOLASE TECHNOLOGY: Names Former Audit Partner as New CFO
BION ENVIRONMENTAL: MileStone to Provide $1.5-Mil. Line of Credit
BLUE DOLPHIN: Cures Nasdaq Bid Price Deficiencies
BRIGHAM EXPLORATION: Registers 777,200 Shares for Stock Options
CAESARS ENTERTAINMENT: Fitch Assigns 'CCC' Issuer Default Rating

CARL YECKEL: Court Rules on Dispute Over Exemptions
CARLTON HOTEL: Case Summary & 20 Largest Unsecured Creditors
CATHOLIC CHURCH: Wilm.'s Disc. Statement Hearing Moved to Jan. 4
CATHOLIC CHURCH: J. Vai Awarded $33MM vs. Deluca & St. Elizabeth
CDX GAS: Court Grants Ex-Supervisor's $17,850 Claim

CEDAR CITY: Case Summary & 20 Largest Unsecured Creditors
CENTRO NP: Unit Sells Stake in 25 Malls to Inland American
CHINA SHENGHUO: NYSE Amex Accepts Firm's Compliance Plan
CLAIRE'S STORES: Files Form 10-Q; 3rd Qtr. Net Income at $3.65MM
CLEMENT CARINALLI: Plan of Reorganization Declared Effective

CONTINENTAL AIRLINES: To Issue $427MM in Notes to Buy Planes
CONVATEC HEALTHCARE: S&P Assigns 'B+' Corporate Credit Rating
COPPER KING: Gets Nod to Hire Levene Neale as Gen. Bankr. Counsel
COPPER KING: Committee Gets Nod to Hire McGuireWoods as Counsel
CREDIT-BASED ASSET: Cleared to Auction Management Business Jan. 10

CREDIT-BASED ASSET: Taps Wilmington Trust to Creditors Committee
CRYSTAL CATHEDRAL: Predicts Positive 6-Months' Cash Flow
DB CAPITAL: BAP Says Manager Has No Authority to File Petition
DENTON LONE: Files Amended Disc. Statement; January 10 Hearing Set
DIVINE SQUARE: Voluntary Chapter 11 Case Summary

EAST CAMERON: Plan to be Confirmed After Plan Modification
EMIGRANT BANCORP: Fitch Affirms 'B-' Issuer Default Ratings
EMIR PHILLIPS: Disbarment Fines Not Discharged in Bankruptcy
EMPIRE ONE: Gets OK to Conduct Auction on January 14
EXPERT PROPERTIES: Voluntary Chapter 11 Case Summary

FANITA RANCH: Court Rules on Compass Bank Suit
FELIM M FHIMA: Files New Schedules of Assets and Liabilities
FIRST FEDERAL: Names BKD LLP as New Principal Accountant
FRASER PAPERS: Obtains Canada Nod to Sell New Hampshire Mill
GARY REGESTER: Voluntary Chapter 11 Case Summary

GELTECH SOLUTIONS: Lincoln Park to Sell 2,500,000 Shares
GENARO MENDOZA: Court Confused, Wants Pleadings Clarified
GENERAL MOTORS: Old GM Wins Final Court Nod of Plan Outline
GENERAL MOTORS: Says Smith's $75-Trillion Claim "Unintelligible"
GENERAL MOTORS: Wants $223 Million in Claims Expunged

GOMERA GOVI: Case Summary & 20 Largest Unsecured Creditors
GTC BIOTHERAPEUTICS: Raises $18.3 from Sale of Equity to LFB
HARGRAY HOLDINGS: S&P Affirms 'B' Corporate Credit Rating
HARMAN GROUP: Voluntary Chapter 11 Case Summary
HAROLD LAMPE: Court Disallows Granddaughter's Claim

HAROLD ROSBOTTOM: Trustee Has Green Light to Sell Mineral Assets
HDT WORLDWIDE: S&P Assigns 'B' Long-Term Corporate Credit Rating
HERITAGE CONSOLIDATED: Dec. 15 Disclosure Statement Hearing Set
HICO FLEX: Case Summary & 20 Largest Unsecured Creditors
HRAF HOLDINGS: Court OKs Utah Property Sale to Feinbergs

IA GLOBAL: Extends Contract with CEO Until March 2011
INTELSAT JACKSON: S&P Assigns 'BB-' Rating on $2.85 Bil. Loan
ISLE OF CAPRI: Moody's Downgrades Corporate Family Rating to 'B3'
ISTAR FINANCIAL: To Buy Back $312MM of 2nd Priority 2014 Notes
INT'L BANKING: $27MM to Stay in US Pending Bahrain Recognition

J&K WRIGHT: Case Summary & Largest Unsecured Creditor
JACK HARRIS: Case Summary & 13 Largest Unsecured Creditors
JOHN NAGEL IRWIN: Joseph Forte Receiver Seeks Rule 2004 Discovery
KENAN ADVANTAGE: S&P Affirms 'BB-' Long-Term Corp. Credit Rating
KEYSTONE AUTOMOTIVE: Moody's Cuts Corporate Family Rating to 'Ca'

KICKERS ALL: Case Summary & 20 Largest Unsecured Creditors
KY USA ENERGY: Farm-Out Agreements Aren't Executory Contracts
LANDAMERICA FIN'L: Planet Data Tapped by LeClairRyan
LIGHTHOUSE FINANCIAL: Files for Chapter 11 in Manhattan
LIGHTHOUSE FINANCIAL: Voluntary Chapter 11 Case Summary

LLOYD MCEWAN: Case Summary & 3 Largest Unsecured Creditors
LOCAL INSIGHT: James Stirbis Resigns as VP, Controller and CAO
LOUISE GREER: Antioch Property Belongs to Foreclosure Buyer
MAGIC BRANDS: Plan Exclusivity Expires Jan. 18
MICHAEL KIRKBRIDE: Successor Creditor Bound by Confirmed Plan

MIGHTY FORTRESS: Filed for Ch. 11 to Address $7-Mil. Debt
MILLENNIUM BANK: N.D. Tex. Ct. Appoints Roper as Receiver
MILLIPORE CORP: S&P Raises Ratings on $565 Mil. Notes From 'BB-'
MOHAMMED KHAN: Case Summary & 5 Largest Unsecured Creditors
MPI AZALEA: Plan Outline Hearing Scheduled for December 29

NATIONAL COAL: To Default on Notes Absent Merger by Dec. 15
NATIONAL PROCESSING: S&P Withdraws 'B+' Corporate Credit Rating
NE 40 PARTNERS: Trustee's Pleading Standard Isn't Relaxed
NEUROLOGIX INC: Gets $7-Mil. in Add'l Financing from Investors
NEW CLINTON AUTO: Court Dismisses Case for Lack of Docs

NEW MEXICO SOFTWARE: Reports $11,000 Net Income in Q3 2010
NEXTAG INC: S&P Assigns 'BB-' Corporate Credit Rating
NEXEN INC: Moody's Reviews 'Ba1' Rating on Subordinated Notes
NIKOLAY BURDEYNYY: Case Summary & 17 Largest Unsecured Creditors
NORTH GENERAL HOSPITAL: PBGC Assumes Underfunded Pension Plan

OFFSHORE WARRIORS: Case Summary & 11 Largest Unsecured Creditors
ON ASSIGNMENT: S&P Withdraws 'B+' Corporate Credit Rating
OSG FARMS: Voluntary Chapter 11 Case Summary
PANTHER BROOK: Case Summary & 6 Largest Unsecured Creditors
PATRICK HACKETT: Says It Has Enough Resources for Restructuring

PATSY CAMPBELL: Faces Off With Lender in Foreclosure Case
PHILLIPS RENTAL: Case Summary & 3 Largest Unsecured Creditors
PLUG POWER: Receives NASDAQ Notice of Non-Compliance
POE FINANCIAL: Takeout Bonuses Were Capital Contributions
POINT BLANK: Shareholders, Creditors Nab $25MM Replacement Loan

POINT BLANK: Filed Suit to Unravel Settlement
POSITRON CORP: Seeks Withdrawal of Form SB-2 Statement
PRECISION OPTICS: Extends Notes' Maturity Date Until December 17
QUALITEST PHARMACEUTICALS: S&P Withdraws 'B' Corp. Credit Rating
R&G FINANCIAL: Court Extends Automatic Stay to R&G Investments

RASER TECHNOLOGIES: 2 Executives Move to Via Motors
REHABCARE GROUP: Moody's Affirms 'Ba3' Corporate Family Rating
REMY INTERNATIONAL: Moody's Assigns 'B1' Corporate Family Rating
RES-CARE INC: Moody's Assigns 'B1' Corporate Family Rating
RES-CARE INC: S&P Affirms Corporate Credit Rating at 'B+'

ROBERT MALLIEN: Case Summary & 20 Largest Unsecured Creditors
ROBERT MORAN: Case Summary & 20 Largest Unsecured Creditors
RONNIE RATLEDGE: Case Summary & 18 Largest Unsecured Creditors
ROTHSTEIN ROSENFELDT: Trustee Sues Gibraltar Bank
S & V INVESTMENT: Court Dismisses Case for Lack of Docs

SGS INTERNATIONAL: S&P Assigns 'BB' Rating on Senior Loan
SI ORGANIZATION: S&P Assigns 'B' Corporate Credit Rating
SM PROPERTIES-1: Case Summary & 2 Largest Unsecured Creditors
SMART ONLINE: IDB Agrees to Provide $6.5 Million Facility
SOUTH BAY PROPERTIES: Court Denies Contractor's Motion to Dismiss

SOUTHERN FAMILY: Takeout Bonuses Were Capital Contributions
SPIRO & SONS: Case Summary & 3 Largest Unsecured Creditors
STANDARD PACIFIC: Fitch Assigns 'B-/RR4' Rating on $650 Mil. Notes
STANDARD PACIFIC: Moody's Assigns 'B3' Rating to $650 Mil. Notes
STANDARD PACIFIC: S&P Raises Corporate Credit Rating to 'B+'

STERLING ESTATES: Has Deal for Cash Collateral Use Until Dec. 17
STILLWATER MINING: Slightly Lowers Production Guidance for 2010
TALON INT'L: Eliminates Classified Board of Directors
THOMAS MARTIN: Travelers' Motion for Sanctions Held in Abeyance
TRIBECA LOFTS: Case Summary & 17 Largest Unsecured Creditors

TRIBUNE CO: Proponents Further Fine Tune Competing Plans
TRIBUNE CO: Wants Rule 2004 Exam on Resigned EVP
TRIBUNE CO: Wants to Stay Prosecution of Avoidance Actions
TRICO MARINE: Court OKs Sale of Trico Mystic & Trico Moon to PACC
TRICO MARINE: Tennenbaum Consents to Use of its Cash Collateral

UNITED TRUST OF SWITZERLAND: Court Appoints Roper as Receiver
US FIDELIS: U.S. Trustee Adds Ion Media to Creditors Panel
US SECURITY: Moody's Gives Positive Outlook; Affirms 'B1' Rating
VALENCE TECH: Berg & Berg Buys About 3.7 Million Common Stock
VALLEY CITY STEEL: Ohio App. Ct. Reverses Contribution Suit Ruling

VAN ZANT: Case Summary & 4 Largest Unsecured Creditors
VERMILLION INC: 3 Directors Reappointed, Incentive Plan Approved
VION PHARMACEUTICALS: Court OKs Sale of Triapine for $25,000
VITESSE SEMICONDUCTOR: Lowers Net Loss to $20-Mil. in Fiscal 2010
W E GARRISON: IRS Has No Interest in Travelers' Funds

WASHINGTON MUTUAL: Funds Defend Securities Suit
WASTE2ENERGY HOLDINGS: Defaults on 12% Sr. Convertible Debentures
WB SANCTUARY: Voluntary Chapter 11 Case Summary
WECK CORP: American Retail Flagship Acquires Gracious Home
WES CONSULTING: Reports 29% Growth in Sales Revenue

WEST LAND: Voluntary Chapter 11 Case Summary
WHITTON CORPORATION: Case Summary & 12 Largest Unsecured Creditors
WINCOPIA FARMS: U.S. Trustee Wants Case Dismissed or Converted
WINWARD INSTITUTE: Appeals Court Affirms Ruling in Tax Case
W.R. GRACE: Amends GR 2008 Asset Purchase Agreement

W.R. GRACE: Wants Disallowance of N.Y. Hillside Claim
W.R. GRACE: To Sell Greenville Property for $778,100
X-RITE INC: S&P Raises Corporate Credit Rating to 'B+'
Z TRIM HOLDINGS: Reports Record Output in September to November

* Bankruptcies Through November Already Match 2009
* Equifax Study Shows Small Business Bankruptcies Rise and Fall
* Moody's: Global Default Rate Fell to 3.3% in November 2010

* Gerson Law Firm Apc Charts Coast to Coast Receivership Cases
* McDonald Hopkins Taps Quinlisk as Chair of Securities Practice

* Chapter 11 Cases with Assets & Liabilities Below $1,000,000

                            *********

1600 TRADING: Court Sets December 16 Hearing to Confirm Plan
------------------------------------------------------------
The Honorable Brenda T. Rhoades, Chief Judge of the U.S.
Bankruptcy Court for the Eastern District of Texas, has entered an
order conditionally approving the disclosure statement, as
amended, explaining the proposed Chapter 11 plan of 1600 Trading
Co., L.P.

The Bankruptcy Court fixed December 14, 2010, as the last day for
filing and serving written acceptances or rejections of the Plan.
Written objections to confirmation of the Plan must also be filed
and served before said date.

The hearing date for the final approval of the Disclosure
Statement and confirmation of the Plan is set for December 16,
2010.

According to the Disclosure Statement, as amended, under the Plan,
the Debtor intends to pay its current indebtedness through an
orderly sale of its assets, which primarily consist of airplane
parts.  The sales will be completed within 48 months of the
effective date of the Plan.  Upon the Plan's confirmation, the
airplane parts will be transferred to the plan trustee to be sold
in accordance with the terms of the liquidation trust.

Under the Plan:

  * Holders of administrative claims (Class 1) are not impaired.
    Class 1 claimants will be paid in full in cash.

  * Secured claimants PlainsCapital Bank (Class 2) and TIMCO
    Engine Center Inc. (Class 3) are impaired:

      -- Plains Capital, with an allowed claim of $5,016,783, will
         retain its collateral and will be paid in accordance with
         the terms of the Plan Trust until it is paid in full.

      -- TIMCO Engine, with an allowed claim of $486,833, will
         retain its collateral on the Michigan Inventory, and will
         be paid by the Plan Trustee in full with interest at the
         rate of 6% per annum from November 1, 2010.

  * Unsecured creditors (Class 4) are impaired.  Allowed unsecured
    creditors will share pro rata in payment made by the Plan
    Trustee on a quarterly basis after payment in full of the
    Class 1, 2 and 3 creditors.

  * Holders of existing interests in the Debtor (Class 5) are not
    impaired.  Current owners will not receive any distributions
    under the Plan but will retain their existing interests.

A copy of the Amended Disclosure Statement is available for free
at http://bankrupt.com/misc/1600Trading_AmendedDS.pdf

                       About 1600 Trading

Richardson, Texas-based 1600 Trading Co., LP, is a Texas Limited
Parnership owned by Cindy Brown and Doug Hyde.  The Partnership
buys airplane engines and sells off the parts of the engines.  The
Partnership filed for Chapter 11 bankruptcy protection on
February 15, 2010 (Bankr. E.D. Tex. Case No. 10-40478).  Eric A.
Liepins, Esq., in Dallas, Texas, serves as bankruptcy counsel to
the Debtor.  The Company disclosed $11,000,000 in assets and
$5,147,062 in debts in its Chapter 11 petition.


ACTIVANT SOLUTIONS: S&P Raises Corporate Credit Rating to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services said it raised the corporate
credit rating on Livermore, California-based enterprise resource
planning software provider Activant Solutions Inc. to 'B' from
'B-'.  S&P also removed the rating from CreditWatch, where it was
placed with positive implications on Nov. 2, 2010.  The outlook is
stable.

The company recently executed an amendment to its credit
agreement, resetting covenants with sufficient headroom and
extending the maturity on a portion of its revolver and a portion
of its term loan.  The outlook is stable.

As a result of the upgrade, S&P raised the issue-level rating on
the company's senior secured term loan one notch to 'B+' from 'B'.
S&P also raised the issue-level rating on Activant's outstanding
$114 million senior subordinated notes to 'CCC+' from 'CCC'.  The
'2' recovery rating on the senior secured term loan and the '6'
recovery rating on the senior subordinated notes remain unchanged.

"The ratings on Activant reflect some recent recovery in the
company's verticals as well as improved headroom in covenants as a
result of the recent amendment," said Standard & Poor's credit
analyst Jennifer Pepper.  S&P expects that, despite a niche target
market, the company's significant amount of recurring revenue and
relatively consistent profitability will continue to support the
rating.


ALLIANT HOLDINGS: Moody's Affirms 'B3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of Alliant
Holdings I, Inc. (corporate family rating of B3) following the
company's announcement that it plans to increase its credit
facilities by up to $180 million to help fund two acquisitions.
The target companies are T&H Group, Inc., a New York-based
insurance broker with a focus on construction/surety, real estate
and employee benefits, as well as a San Francisco-based employee
benefits brokerage firm.  Moody's also affirmed the B2 rating on
Alliant's senior secured credit facilities and the Caa1 rating on
its senior unsecured notes.  The rating outlook is stable.

"Alliant has a successful track record in acquiring smaller niche
brokers to supplement organic growth," said Bruce Ballentine,
Moody's lead analyst for Alliant.  The rating agency expects
Alliant to benefit from the product expertise of the target
companies as well as the improved geographic diversification
associated with T&H Group.  "Alliant's business has historically
been weighted toward the western US, whereas T&H Group is active
mainly in New York City and the surrounding region," noted Mr.
Ballentine.

The proposed acquisition financing would cause a moderate
weakening of Alliant's financial flexibility metrics, according to
Moody's estimates (which often differ from company or covenant
calculations).  On a pro forma basis, giving effect to the
acquisitions for the 12 months through September 2010, Alliant's
debt-to-EBITDA ratio was just under 7x and its (EBITDA -- capex)
interest coverage was just under 2x.  These metrics are consistent
with Alliant's current rating level, said the rating agency.

Alliant's credit strengths include its leading position in several
niche markets, good business diversification and strong operating
margins.  The company generates significant business through
specialty programs, whereby the broker aggregates insurance
premiums from many clients in a given market segment and then
obtains coverage on favorable terms from one or more insurance
carriers.  These strengths are tempered by the company's
substantial financial leverage and limited interest coverage.
Like other brokers, Alliant also faces a weak US economy and soft
market for commercial property & casualty insurance as well as
potential errors and omissions.

Alliant's pro forma financing arrangement as of September 30,
2010, giving effect to the planned incremental facilities,
included an $80 million senior secured revolving credit facility
maturing in 2013 (undrawn, rated B2), a $584 million senior
secured term loan due in 2014 (rated B2) and $265 million of
senior unsecured notes due in 2015 (rated Caa1).

Moody's cited these factors that could lead to an upgrade of
Alliant's ratings: (i) adjusted (EBITDA -- capex) coverage of
interest exceeding 2x, (ii) adjusted free-cash-flow-to-debt ratio
exceeding 5%, and (iii) adjusted debt-to-EBITDA ratio below 5.5x.

The rating agency added that these factors could lead to a rating
downgrade: (i) adjusted (EBITDA -- capex) coverage of interest
below 1.2x, (ii) adjusted free-cash-flow-to-debt ratio below 2%,
or (iii) adjusted debt-to-EBITDA ratio exceeding 8x.

Alliant, based in Newport Beach, California, is specialty-oriented
insurance broker providing property & casualty and employee
benefits products and services to middle-market clients across the
US.  The company was acquired through a leveraged buyout by The
Blackstone Group in partnership with company managers and
employees in August 2007.  For the trailing 12 months through
September 2010, Alliant generated revenues of approximately
$360 million.


ALLY FINANCIAL: Reports Results of Registered Exchange Offer
------------------------------------------------------------
Ally Financial Inc. on Wednesday announced the expiration and
results of its offer to exchange its outstanding 8.000% Senior
Guaranteed Notes due 2020 that were issued on March 15, 2010, and
March 25, 2010, in private offerings for new 8.000 percent Senior
Guaranteed Notes due 2020 that have been registered under the
Securities Act of 1933, as amended.

The exchange offer expired at 8:00 a.m., New York City time, on
Wednesday, Dec. 8, 2010.  Global Bondholder Services Corporation,
the exchange agent for the exchange offer, has advised that an
aggregate principal amount of approximately $1.899 billion of the
old notes were validly tendered and not validly withdrawn prior to
the expiration of the exchange offer.  This represents
approximately 99.95% of the aggregate principal amount of old
notes outstanding upon commencement of the exchange offer.  All of
the old notes validly tendered and not validly withdrawn have been
accepted for exchange pursuant to the terms of the exchange offer.

In connection with the sale of the old notes, Ally entered into
registration rights agreements in which it undertook to offer to
exchange the old notes for new notes registered under the
Securities Act.  Pursuant to an effective registration statement
on Form S-4, filed with the Securities and Exchange Commission,
holders were able to exchange the old notes for new notes in an
equal principal amount.  The new notes are substantially identical
to the old notes, except that the new notes have been registered
under the Securities Act and do not bear any legend restricting
transfer.  The registration rights and additional interest
provisions pertaining to old note holders do not apply to the new
notes.  Ally expects that settlement of the Exchange Offer will
occur on or about Dec. 9, 2010.

                        About Ally Financial

Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/
-- is one of the world's largest automotive financial services
companies.  The company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3% stake.  Private equity firm Cerberus Capital
Management LP keeps 14.9%, while General Motors Co. owns 6.7%.

The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc.
to advise on a range of issues, including strategic alternatives
for the mortgage business and repayment of taxpayer funds.

Ally's balance sheet at Sept. 30, 2010, showed $173.191 billion
in total assets, $152.214 billion in total liabilities, and
$20.977 billion in total equity.

Ally Financial carries "C" short term issuer credit ratings, and
"B" long term issuer credit ratings, all with stable outlook, from
Standard & Poor's.  It has a "B3" issuer rating, with stable
outlook, from Moody's.  It has a "B" issuer default rating, with
positive outlook, from Fitch.


ALTERNATE FUELS: Court Denies Stockholder's Dismissal Motion
------------------------------------------------------------
Judge Dale L. Somers of the U.S. Bankruptcy Court for the District
of Kansas denied a motion to dismiss the Chapter 11 case of
Alternate Fuels Inc. filed by John Capito, a purported stockholder
and director of the Company.  The motion asserts that Mr. Capito
has the sole authority to file bankruptcy protection for Alternate
Fuels as he is the Company's only stockholder and director.

Judge Somers held that Mr. Capito did not become president and
sole director of AFI in December 2008, a month before the Company
filed its bankruptcy case.  The bankruptcy judge also held that
Larry Pommier, who signed the bankruptcy petition as AFI
president, did not forfeit his authority to act for the Company
contrary to Mr. Capito's assertion.

"In his trial brief, Capito argues that Pommier forfeited his
authority to speak for AFI due to the overall defalcation of his
corporate responsibilities," Judge Somers said.  "The defalcations
alleged are not supported by the trial evidence."

The Bankruptcy Court also rejected Mr. Copito's argument that the
Chapter 11 filing was unauthorized because the 2008 AFI corporate
resolution authorizing the filing was not presented to the
Bankruptcy Court prior to the trial.

"Capito cites no authority for the apparent position that a
corporation filing for relief under Chapter 11 must file a
corporate resolution authorizing the filing," Judge Somers said.

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

Alternate Fuels, Inc., based in Pittsburg, Kansas, engages in
surface coal mining.  It filed a Chapter 11 petition (Bankr. D.
Kans. Case No. 09-20173) on January 28, 2009.  Gary H. Hanson,
Esq. -- gary@stumbolaw.com -- at Stumbo Hanson, LLP, in Topeka,
serves as bankruptcy counsel.  In its petition, the Debtor
disclosed $4,910,807 in assets and $10,969,807 in debts.


AMERICAN INT'L: Inks Master Agreement on Recapitalization Plan
--------------------------------------------------------------
American International Group, Inc., entered into a Master
Transaction Agreement, dated as of December 8, 2010, among ALICO
Holdings LLC, AIA Aurora LLC, the Federal Reserve Bank of New
York, the United States Department of the Treasury, and the AIG
Credit Facility Trust regarding a series of integrated
transactions to recapitalize AIG, including the repayment of all
amounts owing under the Credit Agreement, dated September 22,
2008, with the FRBNY.

The Master Transaction Agreement supersedes the Agreement in
Principle among AIG, the FRBNY, the Treasury Department and the
Trust, dated as of September 30, 2010.  The Master Transaction
Agreement includes forms of several other agreements governing the
Recapitalization.  These agreements will be executed at or prior
to the closing of the Recapitalization.

Among other things, AIG will repay to the FRBNY in cash all
amounts owing under the FRBNY Credit Facility, and the FRBNY
Credit Facility will be terminated.  As of September 30, 2010, the
total repayment amount under the FRBNY Credit Facility was roughly
$20 billion.

The funds for repayment are to come from the net cash proceeds
from the sale in the initial public offering of 67% of AIA Group
Limited ordinary shares and the sale of American Life Insurance
Company, which closed on October 29, 2010 and November 1, 2010,
respectively.

The net cash proceeds from the initial public offering of AIA and
the sale of ALICO totaled roughly $27 billion, a portion of which
will be loaned to AIG (for repayment of the FRBNY Credit
Facility), from the special purpose vehicles that hold the
proceeds of the sales of AIA and ALICO.  The remaining net cash
proceeds of $7 billion will be distributed by the SPVs to the
FRBNY, in accordance with the terms of the SPVs' limited liability
company agreements.

The Plan will also involve the sale of AIG securities held by the
Treasury.

The Wall Street Journal's Serena Ng and Erik Holm report that
people familiar with the matter said the Treasury is aiming to
sell at least $15 billion of its shares in AIG in the first of a
series of stock offerings starting in the first quarter of 2011.
The Journal notes that executing the share sales, which are
expected to total over $60 billion over two years, will involve a
careful balancing act that aims to disentangle the government from
the company without destabilizing it. While Treasury wants to exit
its ownership as quickly as possible, it doesn't want to get in
the way if AIG needs to buttress its capital position or that of
its insurance subsidiaries by selling shares.

The Journal also notes the government will essentially be able to
dictate the terms and frequency of AIG share sales until U.S.
ownership drops below 33%.  AIG can sell up to $3 billion in new
shares before mid-August next year, money that will be used to
replace a liquidity facility from Treasury.  AIG will have to seek
Treasury's approval if it wants to raise more money.

According to the Journal, people familiar with the matter said AIG
is likely to sell $2 billion to $3 billion in new shares alongside
Treasury's first offering of its AIG shares next year.  The actual
size of the total offering will depend on investor demand for
AIG's stock, which will be gauged in the coming months after the
company kicks off presentations to prepare for the sales, the
people said.

A full-text copy of AIG's Form 8-K filed with the Securities and
Exchange Commission outlining the Master Transaction Agreement is
available at http://is.gd/iqdu6

"Our filing today that we have signed the definitive
recapitalization agreement with the government marks an important
step forward in our progress toward completely repaying taxpayers.
We remain committed to executing the steps and meeting all
conditions in the agreement as soon as possible," AIG said in a
statement.

                             About AIG

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

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

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


AMERICAN INT'L: Closes Sale of $2 Billion of Notes
--------------------------------------------------
American International Group Inc. closed on December 3, 2010, the
sale of $500,000,000 of $500,000,000 of 3.650% senior unsecured
fixed rate notes due 2014 and $1,500,000,000 of 6.400% senior
unsecured fixed rate notes due 2020.

The 3.650% Notes were priced to the public at 99.969% of principal
amount.  The 6.400% Notes were priced to the public at 99.741% of
principal amount.

The book-running managers for the offerings were Morgan Stanley,
Barclays, Bank of America Merrill Lynch, and Citigroup.

AIG shared with the Securities and Exchange Commission these
documents relating to the sale of the 2014 Notes and 2020 Notes:

  * Underwriting Agreement, dated November 30, 2010, between
    Barclays Capital Inc., Citigroup Global Markets Inc., Merrill
    Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley
    & Co. Incorporated as representatives of the several
    underwriters named therein.
    See http://researcharchives.com/t/s?70a8

  * Eighth Supplemental Indenture, dated as of December 3, 2010,
    between AIG and The Bank of New York Mellon, as Trustee.
    See http://researcharchives.com/t/s?70a9

  * Ninth Supplemental Indenture, dated as of December 3, 2010,
    between AIG and The Bank of New York Mellon, as Trustee.
    See http://researcharchives.com/t/s?70aa

  * Form of 2014 Notes.

  * Form of 2020 Notes.

  * Collateral Account Control Agreement, dated as of December 3,
    2010, among American International Group, Inc., Federal
    Reserve Bank of New York and The Bank of New York Mellon.
    See http://researcharchives.com/t/s?70ac

  * Opinion of Sullivan & Cromwell LLP, dated December 3, 2010,
    as to the validity of the 2014 Notes and 2020 Notes.
    See http://researcharchives.com/t/s?70ab

                             About AIG

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

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

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


AMERICAN INT'L: Fairholme Capital Discloses 29% Equity Stake
------------------------------------------------------------
In a Schedule 13D filing with the Securities and Exchange
Commission on November 18, 2010, Fairholme Capital Management, LLC
disclosed that it beneficially owns 39,990,099 shares of American
International Group, Inc. common stock representing 29% of the
shares outstanding.

As to affiliated entities, Fairholme Funds, Inc., may be deemed to
be the beneficial owner of 36,089,776 shares (26.2%) and Bruce R.
Berkowitz may be deemed to be the beneficial owner of 39,990,099
shares (29.0%).

A total of 137,942,375 total shares of AIG are outstanding as of
October 29, 2010.

                             About AIG

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

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

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


ASTON-NEVADA: 9th Cir. Lets Lawyer with Bad Client Off the Hook
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Court of Appeals in San Francisco ruled on
Dec. 1 that a bankruptcy judge was wrong in imposing sanctions on
a bankruptcy lawyer and his firm even though the lawyer was
"negligent" by failing to become familiar with the case before
agreeing to serve as counsel and appearing in court on short
notice.  The appeals court said the record didn't support findings
that the lawyer "acted in bad faith."

Mr. Rochelle adds that the 9th Circuit said it "strains reason" to
conclude that a lawyer "acts in bad faith" when he "agrees to
represent a client, learns within a few days that the client's
position lacks merit, and seeks to dismiss the action the next
day."  Providing protections for lawyers representing unpopular
clients, the circuit court said it is "untenable that an attorney
who argues that his client should not be sanctioned is necessarily
condoning the action of his client."

Scott E. Chapman, Esq., Kurt K. Harris, Esq., Michael R. Merritt,
Esq., and the law firm Harris Merritt Chapman, Ltd. appeal from
the judgment of the district court entered on February 28, 2008,
affirming the judgment of the bankruptcy court (Bruce Markell,
B.J.) that sua sponte imposed extensive sanctions against
Appellants stemming from work Chapman performed in an underlying
Chapter 11 bankruptcy case.

On July 30, 2004, Aston-Nevada Limited Partnership, through its
owner, Kerry Rogers, filed for Chapter 11 bankruptcy.   Prior to
retaining Chapman, Mr. Rogers filed the aforementioned bankruptcy
petition that revealed that Aston-Nevada had only one asset, a
1999 Porsche 911.  This Porsche had been put up as collateral to
secure a personal debt that Rogers owed to Silver State Bank.

As Mr. Rogers could not represent the estate pro se, he met with
Mr. Chapman on August 20, 2004, and retained him to represent the
estate in the bankruptcy case.  At the August 24, 2004 hearing for
Silver State Bank's motion for relief from the stay, Mr. Chapman
admitted before the bankruptcy judge that he had not checked the
docket in the bankruptcy case or reviewed Aston-Nevada's petition
or asset schedules to familiarize himself with the case or assess
its viability.  After being informed by Mr. Rogers that the estate
only had one asset, the Porsche, and one creditor, Silver State
Bank, Mr. Chapman on August 25, 2004, filed a motion to
voluntarily dismiss the bankruptcy case.

The bankruptcy court ordered sanctions pursuant to F.R.B.P. Rule
9011 and its inherent power to manage its affairs, specifically
finding that the bankruptcy filing and the handling of a Rule 2004
examination where Mr. Rogers failed to appear were in bad faith.

The case is Chapman v. U.S. Trustee (In re Aston-Nevada LP),
08-15792, 9th U.S. Circuit Court of Appeals (San Francisco).

A copy of the Memorandum by FERNANDEZ and SILVERMAN, Circuit
Judges, and DUFFY, District Judge, is available at
http://is.gd/inAonfrom Leagle.com


ATKORE INTERNATIONAL: Moody's Puts 'B3' Rating on $410 Mil. Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed
$410 million of senior secured notes due 2017 being issued by
Atkore International, Inc., and assigned B2 corporate family and
probability of default ratings to the company.  The rating outlook
is stable.  Atkore is a new company created from Tyco
International's sale of its electrical and metal products business
segment.  Clayton, Dubilier & Rice is acquiring a 51% interest in
Atkore and the remaining 49% will be retained by Tyco
International.  CD&R's investment is via cumulative convertible
participating preferred shares that initially carry a 12% dividend
payable in cash or additional shares, subject to debt covenants.
This is the first time Moody's has rated the debt of Atkore.

                        Ratings Rationale

The B2 corporate family rating reflects Atkore's sensitivity to
fluctuating prices of steel and copper, which comprise about 60%
of its cost of sales, as well as cyclical variations in demand for
its electrical and tubular products.  The company operates in a
highly competitive market with little ability to differentiate its
products.  It is currently facing a pronounced weakness in the
U.S. non-residential construction market, which represents
approximately 60% of its global sales.  As a result, the company's
recent operating performance (EBIT of $68 million for the 12
months ended September 24, 2010) is well below its long-term
averages.  Moody's does not see a meaningful recovery in the non-
residential construction market before 2012.

Atkore's financial performance is also impacted by, in Moody's
opinion, relatively high SG&A costs, which Moody's believe will be
addressed by the new management team.  However, any contemplated
cost savings may be difficult to achieve, there are likely to be
cash up-front costs associated with some of the cost saving
initiatives, Atkore will incur costs in running the company on a
stand-alone basis, which could be higher than expected, and there
are substantial closing fees (above $30 million) and annual
management fees ($6+ million) that Atkore will pay to CD&R and
Tyco.  In addition, pro forma interest on the debt and dividends
on CD&R's $306 million of preferred stock will be approximately
$70 million if the 12% preferred dividend is paid in cash.  As a
result of these factors and the state of the non-residential
construction market, Moody's anticipates Atkore will have limited
free cash flow over the next two years.

Atkore's pro forma debt is $695 million as calculated by Moody's,
making leverage a high 5.5x adjusted 2010 EBITDA.  In addition
to the $465 million of funded debt, Moody's adjusted debt
figure includes $27 million of underfunded pension obligations,
$50 million of debt-equivalent operating leases, and $153 million
of imputed debt associated with the CD&R preferred stock.

The rating is supported by the diversity of Atkore's product
offering and its market position for many of its products.
Moody's also acknowledge that the company's operating profit will
fluctuate but should consistently be positive due to its ability
to pass through raw material costs over time.  Moody's also
believe the company will be able to trim its costs and thereby
boost operating margins.

These ratings were assigned to Atkore International, Inc.

* Corporate family rating -- B2

* Probability of default rating -- B2

* Proposed $410 million of senior secured notes due 2017 -- B3
  (LGD5, 71%)

The stable outlook reflects the stability provided by Atkore's
margin-over-metal operating model, Moody's belief that the current
soft non-residential construction market will slowly recover, that
Atkore's free cash flow will be close to breakeven, and that
potential cost savings will solidify the company's operating
margins and cash flow.  The rating could be raised if cash flow to
debt is sustainably above 5%, EBIT margin exceeds 7% and adequate
liquidity is maintained.  The rating could be lowered if free cash
flow is negative, EBIT margin is less than 5%, or debt to EBITDA
exceeds 5 times.

Atkore International manufactures and distributes electrical
conduit, armored cable, mechanical pipe, tube and other products
within the U.S., Canada, Brazil, the UK, France, China, Australia,
New Zealand, and Saudi Arabia.  Its sales for the 12 months ended
September 24, 2010, were $1.4 billion.


ATKORE INTERNATIONAL: S&P Assigns 'B+' Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B+'
corporate credit rating to Harvey, Illinois-based metals
fabricator Atkore International Inc.  The rating outlook is
stable.

"The 'B+' corporate credit rating on Atkore reflects what S&P
considers to be the company's weak business risk profile and
aggressive financial risk profile," said Standard & Poor's credit
analyst Fred Ferraro.

S&P's assessments incorporate the cyclical nature of the company's
end markets, exposure to volatile steel prices, a significant
reliance on nonresidential construction spending, and high debt
leverage.  The ratings also reflect the company's leading market
positions in its major product categories and its ability to
generate cash flow from working capital during periods of soft end
markets.

At the same time, S&P assigned a 'B+' (same as the corporate
credit rating) issue-level rating to the company's proposed
$410 million senior secured notes due 2017 based on preliminary
terms and conditions.  The recovery rating on these notes is '3',
indicating the expectation that lenders can expect meaningful
(50%-70%) recovery in the event of a payment default.  The notes
are expected to be sold pursuant to Rule 144A of the Securities
Act of 1933.

Proceeds from the proposed notes, combined with an approximately
$300 million convertible preferred stock investment by private
equity firm Clayton, Dubilier and Rice, are expected to be used to
partially fund the 51% purchase of Atkore International by CD&R
from Tyco International.


AVP PRO BEACH: Auction for Assets Set for Dec. 15
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AVP Pro Beach Volleyball Tour Inc. will hold an
auction on Dec. 15 where RJSM Partners LLC, the secured lender
owed $5.4 million, and 72% owner of the stock, will start the
bidding its $425,000 offer.  Other bids are due by Dec. 13.
Absent any competing bids, AVP Pro will sell the assets to RJSM
for $200,000 cash, a credit bid of $50,000 of the secured claim,
and an estimated $175,000 outstanding on the loan supporting the
Chapter 11 case.  The auction will be held at the Dec. 15 hearing
for approval of the sale.

AVP, Inc. and AVP Pro Beach Volleyball Tour, Inc., headquartered
in Torrance, California, operate the "sole nationally recognized
men's and women's U.S. professional beach volleyball tour."  Tour
competitors include both women's and men's gold medalists from the
2008 Summer Olympics.

The two entities voluntarily filed for Chapter 11 bankruptcy
protection in Los Angeles, California, on October 29, 2010.  AVP
Pro Beach doing business as Association of Volleyball
Professionals, Inc. (Bankr. C.D. Calif. Case No. 10-56761)
scheduled assets of $183,957 against liabilities of $4,974,130.
AVP, Inc. (Bankr. C.D. Calif. Case No. 10-56777) scheduled
$196,957 in assets against $6,910,755 in liabilities.

Ian Landsberg, Esq., at Landsberg & Associates APC, in Encino,
California, serves as counsel to the Debtors.


BANNING LEWIS: Ranch Seeks Court OK to Sell Lots, Obtain Loan
-------------------------------------------------------------
Banning Lewis Ranch Co. is seeking bankruptcy-court approval to
sell developed lots and obtain a $3.5 million loan to cover its
expenses, Dow Jones' Small Cap reports.

                      About Banning Lewis

Banning Lewis Ranch Co. is the owner of the undeveloped portion of
a 21,000-acre ranch in Colorado Springs, Colo.   Banning Lewis
Ranch is a master-planned community in Colorado Springs, Colorado.
The first section built, the 350-acre Northtree Village, opened in
September 2007 and will have 1,000 homes priced from the high
$100,000s to the mid-$300,000s.

Banning Lewis Ranch filed for Chapter 11 bankruptcy protection
from creditors on October 28, 2019 (Bankr. D. Del. Case No.
10-13445).  It estimated assets of $50 million to $100 million and
debts of $100 million to $500 million in its Chapter 11 petition.

An affiliate, Banning Lewis Ranch Development I & II, LLC, also
filed for Chapter 11 (Bankr. D. Del. Case No. 10-13446).

Kevin Scott Mann, Esq., at Cross & Simon, LLC, serves as counsel
to the Debtors.  Edward A. Phillips of Eisner Amper LLP has been
retained as the Company's chief restructuring officer.


BARRY NEIL SHRUM: Court Rules on David Tyree et al. Suit
--------------------------------------------------------
In David Tyree, Timothy M. Carter, Walter W. Fuchs, Bonnie Fuchs,
and Ram IV Partners, LLC, v. Barry Neil Shrum, Wachovia Bank,
N.A., and Civic Bank & Trust, Adv. Pro. No. 309-0259 (Bankr. M.D.
Tenn.), the plaintiffs seek summary judgment on their claims for
breach of fiduciary duty and breach of contract, the Debtor's
affirmative defenses, and the amount of damages with pre-judgment
interest.  Mr. Shrum, the Debtor, seeks summary judgment on all of
the plaintiffs' claims and on the plaintiffs' request for punitive
damages.

Judge Marian F. Harrison granted the Debtor's motion for summary
judgment granted in part and denied the plaintiffs' motion.

A copy of the Court's November 30 Memorandum Opinion is available
at http://is.gd/inMG6from Leagle.com.

Barry Neil Shrum is an attorney.  He filed for Chapter 11
bankruptcy (Bankr. M.D. Tenn. Case No. 09-06329) on June 5, 2009.


BELO CORPORATION: Fitch Affirms 'BB-' Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has affirmed these ratings for Belo Corporation:

  -- Issuer Default Rating at 'BB-';
  -- Guaranteed Bank facility at 'BB+';
  -- Guaranteed senior unsecured notes at 'BB'.

Fitch has upgraded these ratings:

  -- Non-guaranteed senior unsecured notes/bonds to 'BB-' from
     'B+'.

The Rating Outlook is Positive.

The ratings and Outlook reflect the material improvement in Belo's
operating profile, driven by significantly increased demand for
local advertising, particularly in the auto space, amid a more
stable macroeconomic backdrop.  Year-to date through Sept. 30,
2010, revenue and EBITDA are up 15% and 52% year-over-year,
respectively.  Belo has experienced an improvement in all of its
markets including Phoenix; Fitch had previously expected Phoenix
to remain under pressure given the market's comparatively weak
economic environment as well as Belo's affiliates there (one CW
station and one independent station).  Fitch expects the absence
of significant political advertising in 2011 to drive revenue
declines in the low to mid single digits, which could result in
EBITDA declines of as much as 10%.  Fitch expects that non
political advertising should be stable in 2011, and indications to
the contrary could prevent further positive ratings momentum.
Fitch expects Belo to continue to benefit from growth of high
margin retransmission revenue in the mid single digits, although
this will be partially offset by increasing reverse compensation
fees to the networks.

The ratings and Outlook also incorporate Fitch's expectations that
Belo will remain focused on deleveraging through the intermediate
term.  Belo has delevered significantly in 2010, to 4.2x at
Sept. 30, versus 6.0x at year-end 2009, due to the aforementioned
EBITDA growth, bolstered by repayment of bank debt with free cash
flow.  Annual free cash flow is expected to approach $100 million;
should Belo continue to deploy most of its cash toward repayment
of bank debt, the RCF will be fully repaid by mid 2011, resulting
in leverage below 4x.  Fitch anticipates that subsequently Belo
will build its cash balance in order to repay the $175 million
maturity in 2013.  At current leverage, Belo is permitted under
its credit agreement to reinstate the previous dividend, which
would reduce free cash flow by approximately $30 million.  The
ratings and Positive Outlook incorporate Fitch's expectations that
even with a resumption of the full dividend, Belo would likely be
able to repay all of the 2013 notes with cash.

The ratings continue to be supported by Belo's strong local
presence in the top-50 U.S. markets, with either the No.1 or No.2
station in most of its markets, driven by a track record of making
investments in its news infrastructure.  Additionally, the company
benefits from a diverse array of top network affiliations
(excluding Arizona).  These dynamics are expected to offer more
protection from secular pressures than lower rated stations or
weaker affiliations, and as such, Fitch would expect Belo to
compete effectively with print products, radio and other
broadcasters, for local ad dollars over the intermediate term.

Long-term secular risks continue to be present related to audience
fragmentation and time-shifting, however, it is Fitch's
expectations that local broadcasters, particularly the higher-
rated stations, will continue to remain relevant and capture
material audiences that local, regional and national spot
advertisers will demand.  Fitch does not expect the potential
threat of the broadcast networks moving to a cable network to be a
material concern for the credit as Fitch believes that at least
two of the four existing major networks have too large of a
dependence on local broadcasting to make such a dramatic move.
Additionally, Fitch believes an exit by a broadcast network would
be a material positive for the remaining networks and affiliates
as local ad inventory would be removed and therefore result in
greater pricing power for the remaining participants.

Fitch does not anticipate a negative impact to Belo should
Congress approve the FCC's proposal to allow an incentive auction
as a means of reallocating spectrum for wireless broadband use.
Even involuntary seizure of the spectrum is unlikely to result in
credit issues for Belo, or for any broadcasters with portfolio
scale and diversity, as the company does not presently use its
entire allotted spectrum.  Such an event could impede the
company's future digital multicast and mobile application efforts,
but the core broadcasting business would not be impacted.

Fitch views Belo's current liquidity as adequate, with $12 million
of cash on hand and $142 million available under its RCF.
Although the company has maintained a low cash balance since the
A.H.  Belo spin-off, minimal near-term maturities and stable free
cash flow that is expected to approach $100 million annually
(before any potential future dividends) render a large cash
balance unnecessary.

As of Sept. 30, 2010 there was $954 million of debt outstanding,
consisting of:

  -- $63 million outstanding under the $205 million RCF, which
     matures in December 2012;

  -- $176 million of senior unsecured notes maturity May 2013;

  -- $275 million of guaranteed senior unsecured notes maturing
     November 2016;

  -- $440 million of senior unsecured notes maturing 2027.

The 'BB+' rating on the bank facility reflects the senior
guarantee from substantially all of Belo's domestic subsidiaries,
and the 'BB' rating on the 2016 notes reflects the subordinated
guarantee from substantially all of the company's domestic
subsidiaries.  The upgrade of the legacy notes, which are not
guaranteed, is based on the recent $255 million reduction in the
structurally senior bank facility, and hence these notes increased
value in recovery, as well as Belo's overall positive credit
momentum.


BERNARD L MADOFF: Trustee Files Suit Against Tremont Funds
----------------------------------------------------------
Irving H. Picard, the Trustee for the liquidation for Bernard L.
Madoff Investment Securities LLC disclosed that the filing, under
seal, of a complaint in the United States Bankruptcy Court for the
Southern District of New York against investment funds, affiliates
and executives associated with Tremont Group Holdings, Inc., the
multi-billion-dollar money-management company and operators of the
second-largest Madoff "feeder fund" group.

Also named as defendants in the suit are Oppenheimer Acquisition
Corp., which acquired Tremont Group in 2001, and Oppenheimer's
parent corporations MassMutual Holding LLC and Massachusetts
Mutual Life Insurance Company.  Together, the complaint states,
these companies "dominated and controlled" Tremont following its
acquisition.  Also named are a number of individuals and
executives with the various related funds and entities, including
Tremont Group's founder and former CEO, Sandra L. Manzke, and its
former president and CEO, Robert Schulman.

In addition to recovering fictitious profits, preferential
payments and fraudulent transfers, the Trustee seeks to recover
additional payments to prevent any unjust enrichment on the part
of Tremont, Oppenheimer, MassMutual Holding, Mass Mutual, Manzke,
and Schulman, through fees and other payments they received.  All
recovered monies will be placed into the Customer Fund and
distributed, pro rata, to BLMIS customers with valid claims.

"Tremont blindly relied upon Madoff to drive the funds' returns
and, more importantly, Tremont's profits," said Mr. Picard.  "The
returns provided by Madoff helped Tremont grow into a large source
of funds for BLMIS."

According to the complaint, the Defendants were repeatedly warned
and were on notice, through information in their own possession
and publicly available, that the success of BLMIS could be the
result of fraud.  The Defendants ignored obvious warning signs of
fraud to maximize their own profits and self-interest.  "And, when
Oppenheimer acquired Tremont to expand into the hedge fund
business, they too were fully aware of the major role BLMIS played
in the business they were buying," said Mr. Picard.

The complaint also states that Tremont, its related entities and
feeder funds did not conduct any reasonable or meaningful analysis
regarding Madoff's performance, nor did they acknowledge
significant operational deficiencies in Madoff's organization,
even though BLMIS's compensation and organizational structure
deviated from well-established industry practices.  "They relied
on Madoff's reputation and their appetite for consistent returns,"
said David J. Sheehan, counsel for the Trustee and a partner at
Baker & Hostetler LLP, the court-appointed counsel for the
Trustee.  "All the warning signs were there - some were impossible
to ignore - yet all were consciously ignored by the Tremont
network."

"Tremont did not comply with their own policies, made exceptions
to accommodate Madoff for their own self interest, ignored best
practices, and otherwise disregarded the due diligence and
monitoring they touted," said Marc D. Powers, a partner at Baker &
Hostetler.

In addition to Mr. Sheehan and Mr. Powers, the Trustee
acknowledges the contributions of the Baker & Hostetler attorneys
who worked on this extensive filing: Eric Fish, Dean Hunt, Anagha
Apte, Marie Carlisle, and Marc Hirschfield.

                        About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.

On December 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970.  The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).  Mr.
Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of October 29, 2010, a total of US$5.69 billion in claims by
investors has been allowed, with US$741.2 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by Mr.
Picard.


BERNARD L MADOFF: Trustee Seeks $1-Bil. from 7 Global Banks
-----------------------------------------------------------
Irving H. Picard, the Trustee for the liquidation of Bernard L.
Madoff Investment Securities LLC disclosed the filing of
complaints under seal in the United States Bankruptcy Court for
the Southern District of New York against seven global banking
institutions -- Citibank, Natixis, Fortis, ABN AMRO, Banco Bilbao
Vizcaya Argentaria, Merrill Lynch, and Nomura.

Through these suits, the Trustee seeks to recover more than $1
billion in total for equitable distribution to BLMIS customers
with valid claims.  According to the seven complaints, these banks
received transfers of money from BLMIS through numerous Madoff
feeder funds at times when they either knew or should have known
of Madoff's fraud.

The complaints allege that the banks enabled the Madoff Ponzi
scheme by opening a spigot of new money into the Madoff feeder
fund network, by creating and offering derivative investment
products linked to various Madoff feeder funds, including the
Fairfield Greenwich, Kingate and Tremont families of funds.
Often, the derivative products were developed in conjunction with
the Madoff feeder funds.  With the derivative products promising
returns based on the performance of the feeder funds, the
financial institutions hedged their exposure to the derivative
investors by purchasing shares of the feeder funds.

The Citi filing names Citibank, N.A., Citibank North America, Inc.
and Citigroup Global Markets Limited.  Of the $425 million sought
in the Citi action, $300 million is connected with a credit
facility Citibank made available to a large Madoff feeder fund,
Rye Select Broad Market Prime Fund, L.P.; the remaining $125
million is sought in connection with a swap transaction linked to
the performance of another large Madoff feeder fund, Fairfield
Sentry Limited.

"Armed with considerable non-public information about Madoff, Citi
either knew or should have known that Madoff's investment advisory
business was a fake, and that the funds Citi received from these
two Madoff feeder funds came from Madoff's fraudulent activities,"
said Mr. Picard.  Warning signs to Citi included an email from and
a meeting with early Madoff whistleblower, Harry Markopoulos,
alerting a Citi managing director to the fact that the Madoff
operation was a Ponzi scheme.

"Evidence of awareness of the fraud is clear. As Citi became
concerned about Madoff's legitimacy, it took steps to back away
from Madoff, including refusing to increase the amount of the
existing Prime Fund loan and ultimately cancelling the Citibank-
Prime Fund lending relationship," said David J. Sheehan, counsel
for the Trustee and a partner at Baker & Hostetler LLP, the
appointed counsel for Mr. Picard.  "However, even as suspicion
grew about Madoff, Citi still took monies from Madoff that
rightfully belong to BLMIS customers, and the bank must return
those funds."

"Just months before the Madoff fraud was revealed, CGML redeemed
Sentry shares, with specific knowledge and profound concerns about
Madoff's very legitimacy," said Thomas Long, a partner at Baker &
Hostetler and a member of the team which prepared today's filings.
"CGML submitted its Sentry redemptions and received millions of
dollars when, in fact, it had been advised specifically that
Madoff was likely running a massive Ponzi scheme.  Prior to
submitting the redemptions, CGML had also earned many hundreds of
thousands, if not millions, of dollars in fees and charges from
the Swiss hedge fund swap."

In the action against global investment bank Natixis and related
entities, the Trustee seeks to recover at least $400 million
received by the bank in connection with numerous structured
products, including several different Natixis swaps and notes
hedged using shares of various Madoff feeder funds, which Natixis
subsequently redeemed.  These alternative investment financial
instruments promised an opportunity for lucrative future returns
for investors based upon the performance of a Madoff feeder fund,
which in structured products like swaps and notes is often
referred to as a "reference fund."  By investing in these
leveraged structured products, investors, most often institutions,
could multiply their returns.

"Armed with knowledge of many badges of fraud, Natixis and its
related entities nevertheless provided substantial momentum
furthering Madoff's Ponzi scheme, especially in Europe," said Mark
Kornfeld, a partner at Baker & Hostetler and a member of the team
which prepared today's filings.  "Over time, this international
collaboration became critical to sustaining the fraud."

Other banks included in the filing are:

Fortis Prime Fund Solutions Bank (Ireland) Ltd. and related
entities: The Trustee seeks to recover in excess of $230 million
transferred to Fortis in connection with swap transactions.

ABN AMRO BANK N.V. and related entities: With this complaint, the
Trustee seeks to recover in excess of $270 million, from this
bank's investments in Madoff feeder funds to hedge risk exposure
arising from two swap agreements.

Banco Bilbao Vizcaya Argentaria, S.A.: This action seeks the
return of approximately $45 million from BBVA, in connection with
structured notes issued by BBVA using Madoff feeder funds as
underlying assets.

Nomura Bank International plc: This action seeks the return of at
least $35 million from Nomura, in connection with structured notes
issued by Nomura using Madoff feeder funds as underlying assets.

Merrill Lynch International & Co. C.V.: The action filed today
seeks the return of at least $16 million, in connection with
structured note and warrant offerings made by MLI, and its
affiliates, using two Madoff feeder funds as underlying assets.

"Although many of these banks questioned Madoff's trading strategy
and returns, they continued to structure transactions seeking to
exploit Madoff's consistent returns," said Ryan Farley, an
attorney at Baker & Hostetler and a member of the team which
prepared today's filings. "For instance, MLI's parent company,
Merrill Lynch, raised serious concerns and suspicions about the
Madoff organization all of which were deliberately ignored by the
MLI unit which went ahead with its trading involving Madoff feeder
funds."

In addition to Mr. Sheehan, Mr. Long, Mr. Kornfeld and Mr. Farley,
the Trustee acknowledges the contributions of several Baker &
Hostetler attorneys in the preparation of these filings: Catherine
Woltering, Keith Murphy, Geraldine Ponto, Mark Skapof and George
Klidonas.

                        About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.

On December 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970.  The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).  Mr.
Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of October 29, 2010, a total of US$5.69 billion in claims by
investors has been allowed, with US$741.2 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by Mr.
Picard.


BERNARD L MADOFF: Picard Sues Kin, Ex-D&Os and Foundations
----------------------------------------------------------
The Wall Street Journals' Michael Rothfeld reports that Irving H.
Picard, the Trustee for the liquidation of Bernard L. Madoff
Investment Securities LLC, on Wednesday sued:

     (A) Mr. Madoff's relatives, including five of his
         grandchildren

According to the Journal, in one lawsuit, Mr. Picard seeks
$248,000 from Andrew Madoff and his wife, Deborah, who filed for
divorce around the time of Mr. Madoff's arrest in December 2008,
and their minor children, identified as A.M. and E.M.  The divorce
hasn't been finalized.  According to the Journal, the suit alleges
about $80,000 each was allegedly transferred to Deborah, A.M. and
E.M. from a bank account of Mr. Madoff and his wife, Ruth.

Mr. Picard is seeking the money in conjunction with Alan
Nisselson, the trustee overseeing Bernard and Ruth Madoff's
personal bankruptcy.

In a second lawsuit, the Journal reports, Mr. Picard and Mr.
Nisselson seek $274,000 allegedly transferred by Bernard and Ruth
Madoff to Mark Madoff's children and his current and former wives.
That suit names Mark Madoff, his wife, Stephanie Morgan, and their
minor child, identified as A.V.M.; and Susan Elkin, Mark Madoff's
ex-wife, their son Daniel Madoff and daughter, identified as K.M.
The sons have denied any knowledge of the Ponzi scheme.

The Journal relates a spokesman for Mark and Andrew Madoff and
their wives declined to comment on the lawsuits against their
children. Ms. Elkin declined to comment.

     (B) former directors of Madoff Securities International Ltd.,
         Mr. Madoff's London investment branch

The Journal relates Peter, Mark and Andrew Madoff were named in an
$80 million lawsuit filed in London against them and other former
Madoff Securities directors.  The suit was filed in the United
Kingdom's High Court of Justice Commercial Court by Mr. Picard and
Stephen J. Akers, a joint liquidator of the London business.  The
suit also named Sonja Kohn, an Austrian banker who worked
extensively with Mr. Madoff in Europe.

According to the Journal, the lawsuit accuses directors and
officers of violating their duties to the company by making
fraudulent payments, including some that benefited Mr. Madoff and
his family.  Mr. Picard alleged that the money was used to pay for
among other things, a yacht, a home in the south of France and a
luxury car.

The Journal relates Mr. Picard alleged that more than $27 million
was channeled through Mr. Madoff's firm in sham transactions to
entities used by Ms. Kohn.  Mr. Picard also alleged that at least
$600 million was sent to the London operation from Mr. Madoff's
firm in New York and other sources.

According to the Journal, a copy of the suit couldn't be obtained
because it hasn't yet been made public under English law.

The Journal says lawyers for Peter Madoff and Sonja Kohn declined
to comment.

     (C) Mark and Stephanie Madoff Foundation &
         Deborah and Andrew Madoff Foundation

The Journal relates Mr. Picard and Mr. Nisselson sued the Mark and
Stephanie Madoff Foundation for $2 million it allegedly received
from Bernard and Ruth Madoff's bank account in December 2007.  The
Deborah and Andrew Madoff Foundation also was sued for $2 million
that Bernard Madoff allegedly wired to the organization from a
Lehman Brothers account.

                    About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.

On December 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970.  The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).  Mr.
Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of October 29, 2010, a total of US$5.69 billion in claims by
investors has been allowed, with US$741.2 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by Mr.
Picard.


BERNARD L MADOFF: District Court Affirms "Net Equity" Definition
----------------------------------------------------------------
WestLaw reports that a New York bankruptcy court did not abuse its
discretion by ruling that the effort by an investment company's
customers to obtain a declaration that the definition of "net
equity" used by the Securities Investor Protection Act trustee was
incorrect was precluded by the court's claims procedure order.
The order established a thorough procedure for resolution of
claims against the company.  Under the order, the appropriate
method for customers to obtain relief was to file an objection to
the trustee's determination of their claims.  These customers,
instead, filed an adversary complaint against the trustee.  The
customers' attempt to circumvent the court's order, if permitted,
would have been "fundamentally unfair" to other objecting
customers and detrimental to the estate, as it would have
disrupted the claims review and adjudication process, diverted
resources, and encouraged a chaotic race to the courthouse.  In
addition, the issue raised by the customers had been decided in a
manner adverse to them and was now pending on appeal to the Second
Circuit.  Peskin v. Picard, --- B.R. ----, 2010 WL 4261392
(S.D.N.Y.) (Koeltl, J.).

This ruling from the District Court affirms the Honorable Burton
R. Lifland's decision in In re Bernard L. Madoff Investment
Securities LLC, 413 B.R. 137, 2009 WL 2882718 (Bankr. S.D.N.Y.),
covered in the Troubled Company Reporter on Sept. 30, 2009.  In
the underlying adversary proceeding (Bankr. S.D.N.Y. Adv. Pro. No.
09-01272), Helen Davis Chaitman, Esq., at Phillips Nizer LLP, on
behalf of Plaintiffs Diane and Roger Peskin and Maureen Ebel,
sought to side-step Judge Lifland's Claims Procedures Order
entered on Dec. 23, 2008, governing advances to investors under
SIPA, and accelerate a decision on the so-called Net Equity Issue
(to figure out the amount of each investor's claim after taking
into account all investments, false profits, withdrawals, and the
time-value of money).

                   About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.

On December 15, 2008, the Honorable Louis A. Stanton of the U.S.
District Court for the Southern District of New York granted the
application of the Securities Investor Protection Corporation for
a decree adjudicating that the customers of BLMIS are in need of
the protection afforded by the Securities Investor Protection Act
of 1970.  The District Court's Protective Order (i) appointed
Irving H. Picard, Esq., as trustee for the liquidation of BLMIS,
(ii) appointed Baker & Hostetler LLP as his counsel, and (iii)
removed the SIPA Liquidation proceeding to the Bankruptcy Court
(Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.).  Mr.
Picard has retained AlixPartners LLP as claims agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

As of October 29, 2010, a total of US$5.69 billion in claims by
investors has been allowed, with US$741.2 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by Mr.
Picard.


BERRY PLASTICS: Completes Tender Offers to Purchase 2nd Lien Notes
------------------------------------------------------------------
Berry Plastics Corporation, an Apollo Management, L.P. and Graham
Partners portfolio company, completed its tender offers to
purchase any and all of its outstanding 8 7/8% Second Priority
Senior Secured Fixed Rate Notes due 2014 issued under an indenture
dated as of September 20, 2006, and 8 7/8% Second Priority Senior
Secured Notes due 2014 issued under an indenture dated as of
November 12, 2009.

The Tender Offers expired at midnight, New York City time, on
December 3, 2010.  $150,000 aggregate principal amount of the 2006
Notes and $70,000 aggregate principal amount of the 2009 Notes
were tendered after the expiration of the consent payment deadline
on November 18, 2010 at 5 p.m., New York City time and before the
Expiration Date.  As previously announced, Berry received tenders
from holders of:

     i) $502,719,000 aggregate principal amount of its 2006 Notes
        and

    ii) $247,638,000 aggregate principal amount of its 2009 Notes
        prior to the Consent Date.

On November 19, 2010 Berry accepted for early payment the Notes
tendered prior to the Consent Date.

In total, Berry received tenders from holders of:

     i) $502,869,000 aggregate principal amount, or approximately
        95.78%, of its 2006 Notes and

    ii) $247,708,000 aggregate principal amount, or approximately
        99.08%, of its 2009 Notes prior to the Expiration Date.

As previously announced, Berry intends to redeem the 2006 Notes
and 2009 Notes that remain outstanding after completion of the
Tender Offers in accordance with the terms of the applicable
indenture governing such Notes.  On November 19, 2010, Berry
provided notice to the trustee under each indenture of such
redemptions and irrevocably deposited cash with the trustee in
respect of such Notes in an amount sufficient to redeem the
outstanding Notes.

Berry engaged Credit Suisse Securities (USA) LLC to act as sole
dealer manager and solicitation agent in connection with the
Tender Offers.

                      About Berry Plastics

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

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

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

                           *     *     *

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

Berry Plastics has a 'B-' corporate credit rating from Standard &
Poor's Ratings Services.


BIOLASE TECHNOLOGY: Names Former Audit Partner as New CFO
---------------------------------------------------------
On November 30, 2010, the Board of Directors of Biolase Technology
Inc. appointed Frederick D. Furry as Chief Financial Officer of
the Company.

Mr. Furry will receive an annual salary of $180,000 in
consideration for his service as Chief Financial Officer of the
Company.  Mr. Furry's employment with the Company is at-will.  In
addition, on November 30, 2010, the Board granted to Mr. Furry, in
connection with his appointment, a stock option covering 150,000
shares of the Company's Common Stock, with a five year term and an
exercise price equal to $2.00 per share of the Company's Common
Stock, which such option shall vest and be exercisable one-sixth
on the sixth month anniversary of the grant date, with the
remaining option vesting and being exercisable in a series of ten
consecutive three-month equal installments over a 30 month period.

The stock option is subject to those terms, conditions, and
provisions as are contained in the Company's Amended and Restated
2002 Stock Incentive Plan.

Mr. Furry is certified public accountant with more than 18 years
experience working for accounting firms.  From 1998 to 2009, he
was associated with the accounting firm of Windes & McClaughry,
and was made partner of the firm in 2004.  Previously he was an
audit manager at the accounting firm of Pricewaterhouse Coopers
LLP.

Mr. Furry holds a B.S. degree in Business Administration and a
M.B.A. degree in Management & Accounting from the University of
California, Riverside.

                     About BIOLASE Technology

Irvine, Calif.-based BIOLASE Technology, Inc. (NASDAQ: BLTI)
-- http://www.biolase.com/-- is a dental laser company.  The
Company develops, manufactures and markets Waterlase technology
and lasers and related products that advance the practice of
dentistry and medicine.

The Company's balance sheet at Sept. 30, 2010, showed
$19.49 million in total assets, $23.04 million in total
liabilities, and a stockholders' deficit of $3.54 million.

As reported in the Troubled Company Reporter on March 22, 2010,
BDO Seidman, LLP, in Costa Mesa, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company has suffered recurring losses from operations, has had
declining revenues, has limited financial resources at
December 31, 2009, and is substantially dependent upon its primary
distributor for future purchases of the Company's products.


BION ENVIRONMENTAL: MileStone to Provide $1.5-Mil. Line of Credit
-----------------------------------------------------------------
Bion Environmental Technologies Inc. entered on December 4, 2010,
into an agreement with MileStone Bank, Doylestown, Pennsylvania
for a $1.5 million line of credit which will be used to manage the
cash flow needs in connection its Kreider #1 project and the
reimbursement procedures of the Company's previously announced
$7.56 million loan from the Pennsylvania Infrastructure Investment
Authority (Pennvest).

The Company has made its initial reimbursement/draw request from
Pennvest and anticipates that the initial reimbursements/draws
pursuant to the Loan will be received during the next two weeks.

The Company said it anticipates activating the MileStone LOC
during the next 10 days.

A full-text copy of the MileStone Bank Loan & Security Agreement
is available for free at:

               http://ResearchArchives.com/t/s?709f

                     About Bion Environmental

Crestone, Colo.-based Bion Environmental Technologies, Inc.
(OTC BB: BNET) has provided environmental treatment solutions to
the agriculture and livestock industry since 1990.  Bion's
patented next-generation technology provides a unique
comprehensive treatment of livestock waste that achieves
substantial reductions in nitrogen and phosphorus, ammonia,
greenhouse and other gases, as well as pathogens, hormones,
herbicides and pesticides.

The Company's balance sheet at Sept. 30, 2010, showed
$1.93 million in total assets, $1.14 million in total liabilities,
$2.52 million of Series B Redeemable Convertible Preferred stock,
and a stockholders' deficit of $1.72 million.

GHP Horwath, P.C., in Denver, Colo., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has not generated
revenue and has suffered recurring losses from operations.

The Company has not generated revenues and has incurred net losses
of approximately $2,976,000 and $1,318,000 during the years ended
June 30, 2010 and 2009, respectively.


BLUE DOLPHIN: Cures Nasdaq Bid Price Deficiencies
-------------------------------------------------
Blue Dolphin Energy Company has received notice from The Nasdaq
Stock Market confirming that it has cured its bid price and
shareholders' equity deficiencies.  The Nasdaq Hearings Panel (the
"Panel") will monitor Blue Dolphin's continued compliance with the
shareholders' equity rule for a period of one year.  In the event
Blue Dolphin falls out of compliance during the monitoring period,
the Panel may, at its discretion, delist the Company's shares.

Blue Dolphin Energy Company is engaged in the gathering and
transportation of natural gas and condensate and production of oil
and gas.


BRIGHAM EXPLORATION: Registers 777,200 Shares for Stock Options
---------------------------------------------------------------
Brigham Exploration Company prepared a registration statement in
accordance with the requirements of Form S-8 under the Securities
Act of 1933 to register an aggregate of 200,000 shares of its
common stock which may be issued pursuant to stock options granted
conditionally to its non-employee directors on April 28, 2009 and
approved by its stockholders on June 19, 2009.   The proposed
maximum offering price is $24.71 per share for an aggregate
offering price of $4,942,000.

In addition, Brigham filed a registration statement to register
577,200 shares.  The maximum offering price is $24.71 per share
for an aggregate offering price of $14,262,612.  This is in
connection with the offering and sale of 577,200 additional shares
of common stock pursuant to the 1997 Director Stock Option Plan.

                     About Brigham Exploration

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

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

                          *     *     *

Brigham carries 'Caa1' corporate family and probability of default
ratings, with 'positive' outlook, from Moody's Investors Service.
It has a 'B' corporate credit rating, with 'stable' outlook from
Standard & Poor's Ratings Services.  Moody's noted in September
2010 that while Brigham's recent results and 2010-11 drilling
program are positive and provide strong cash flow visibility, the
Company remains very small measured by production and proven
reserves.


CAESARS ENTERTAINMENT: Fitch Assigns 'CCC' Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has assigned initial ratings to Caesars
Entertainment Corp. (fka Harrah's Entertainment, Inc.) and its
subsidiaries:

Caesars Entertainment Corp.

  -- Long-term Issuer Default Rating 'CCC'.

Caesars Entertainment Operating Co. (fka Harrah's Operating Co.)

  -- Long-term IDR 'CCC';

  -- Senior secured first-lien revolving credit facility and term
     loans 'B/RR2';

  -- Senior secured first-lien notes 'B/RR2';

  -- Senior secured second-lien notes 'C/RR6';

  -- Senior unsecured notes with subsidiary guarantees 'C/RR6';

  -- Senior unsecured notes without subsidiary guarantees 'C/RR6'.

Chester Downs and Marina LLC

  -- Long-term IDR 'B-';
  -- Secured term loans 'BB-'.

The Rating Outlook is Stable.

Fitch's ratings and Stable Outlook reflect the company's highly
leveraged capital structure, CEOC's weak free cash flow profile,
deteriorating asset quality, a limited organic growth profile, and
a poor near-term market exposure profile.  Fitch also recognizes
the company's solid liquidity position, minimal near-term debt
maturities, an industry-leading U.S. business profile, and a solid
track record of acquiring and disposing of gaming assets.

Capital Structure Remains Highly Leveraged:

Apollo and TPG (the Sponsors) completed an LBO of the company in
January 2008, which resulted in more than $25 billion of debt on
the company's balance sheet at closing and a partial OpCo-PropCo
structure in order to access the CMBS market as part of the LBO
financing.  Since the LBO, the company opportunistically completed
debt exchanges when bond prices were at distressed levels and
aggressively negotiated and executed significant discounted debt
repurchases from junior lenders.  However, the balance sheet
remains highly levered with more than $23 billion of debt as of
Sept. 30, 2010, consisting of $18 billion of debt at CEOC and
nearly $5.4 billion at PropCo.  As a result of the debt-for-equity
exchange related to the recent Paulson/Sponsors transaction that
is expected to be completed in 4Q'10, roughly $1.1 billion of debt
will be eliminated in the company's consolidated balance sheet,
although the debt will remain outstanding with respect to CEOC.
Fitch calculates LTM adjusted property EBITDA after corporate
expense of $1.37 billion at CEOC and nearly $470 million at
PropCo, resulting in LTM debt/EBITDA leverage of 13.1x at CEOC,
11.5x at PropCo, and 12.6x on a consolidated basis.

The company completed two debt exchanges in December 2008 and
April 2009, respectively, which addressed near-term maturities and
reduced debt by nearly $3 billion.  Both transactions were
recorded as defaults by Fitch Credit Market Research in the form
of Coercive Debt Exchanges.  Caesars also completed a series of
discounted debt repurchases of CMBS mezzanine debt at 30-50 cents
on the dollar, which has resulted in about a $1.1 billion
reduction of CMBS debt as of Sept. 30, 2010.  Pursuant to the
recently completed CMBS loan amendment that granted an option to
extend the CMBS maturity to 2015, additional discounted
repurchases will be completed in 4Q'10 and mandatory offers to
CMBS mezzanine debt lenders could result in further discounted
debt repurchases in subsequent quarters if the offers are accepted
(or if not accepted, 85% of excess cash flow can be upstreamed to
CZR).  Once certain mezzanine debt thresholds are met, all excess
PropCo cash flow will be trapped due to required amortization of
the mortgage loan.  As a result, PropCo may deleverage
meaningfully over the next few years.

The benefit of the debt reduction from the transactions above has
been offset by other transactions executed to address other near-
term bond maturities and paydown bank debt and/or reduce bank
commitments in order to gain covenant relief.  CEOC issued nearly
$3.85 billion of secured first-lien and second-lien debt in
multiple transactions from mid-2009 through April 2010.  The
interest rates on these transactions range from 9.50%-12.75%,
which replaced debt carrying costs in the low-to-mid single range
and dampened CEOC's already weak free cash flow profile.  Based on
Fitch's expectation of a modest gaming recovery over the next few
years, and minimal debt paydown at the CEOC level, leverage is
likely to remain above 11x at CEOC, and above 9x on a consolidated
basis.

Guidelines for Further Rating Actions:

The ratings and Stable Outlook take into account the company's
current financial strategy of attempting to grow into the current
capital structure and realize benefits from a potential recovery
in Las Vegas and other markets, rather than pursue a near-term
debt reduction strategy.  The company recently attempted a small
IPO seeking to raise roughly $500 million, the proceeds of which
were targeted toward growth projects rather than to reduce debt at
CEOC, which is currently generating negative free cash flow.
Given the company's minimal debt maturities until 2015 and solid
liquidity position of $2.4 billion, it is reasonable for the
financial sponsors to explore this strategy, but CEOC's IDR is
likely to remain in the 'CCC' category until there is a clearly
visible path back to a sustainable free cash flow profile at CEOC.
Fitch believes that is unlikely over the next few years on an
organic basis.

The ratings are reliant on a resumption of low-single digit U.S.
economic growth over the next few years and more normal consumer
spending trends.  Given Caesars' highly levered balance sheet and
refinancing needs in 2015, Fitch does not believe the company
could manage through another decline in economic activity.

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

Weak Free Cash Flow Profile at CEOC:

CEOC generated $1.37 billion of LTM adjusted property EBITDA after
corporate expense, which was not enough to cover its LTM cash
interest costs of roughly $1.45 billion.  About $250 million of
the cash interest costs relate to swap expense, some of which will
be rolling off over the next few years.  However, maintenance
capex at CEOC is roughly $150-$165 million in 2010, which is an
unsustainably low level, in Fitch's view.  Now that the CMBS
amendment is completed, the company's most pressing financial need
over the next couple of years is to begin addressing CEOC's
revolving credit facility and term loans: the currently undrawn
$1.63 billion RCF expires in 2014, $5.8 billion of term loans B1-
B3 (L+300) mature in 2015, and the nearly $1 billion term loan B4
(L+750 with 200 bp LIBOR floor) matures in 2016.  Fitch's
considerations with respect to this include:

  -- Fitch estimates roughly $875-$880 million of first-lien debt
     capacity relative to the 4.75x first-lien net leverage test
     (Fitch calculates it was 4.1x as of Sept. 30, 2010). However,
     as long as 90% of proceeds from any first-lien issuance are
     used to permanently repay the bank debt, it is virtually
     unrestricted for that purpose.

  -- On the second lien, there is an additional $750 million of
     debt capacity, but it may be more difficult to complete a
     second-lien issuance given Fitch's minimal recovery
     expectations at that level.

  -- Either a first-lien or second-lien issuance for refinancing
     the 2015 TLs is likely to further pressure CEOC's free cash
     flow profile, although it may help to further push out the
     credit facility maturity, if it coincided with an
     amend/extend transaction.

PropCo's free cash flow profile is much healthier than CEOC.
Fitch calculates PropCo generated nearly $470 million of LTM
adjusted property EBITDA after corporate expense, which covers
cash interest expense of nearly $200 million comfortably at 2.3x-
2.4x, while maintenance capex at the six properties could run
around $50 million annually.  Therefore, this solid level of
excess FCF will enable the company to either improve the leverage
profile at PropCo, or upstream cash to CZR, which could be used to
support the CEOC credit or invest in growth opportunities.

Asset Quality Deterioration:

Due to the heavy debt burden following the January 2008 LBO,
CEOC's flexibility to re-invest in its properties was
significantly reduced.  Capital re-investment in its properties is
likely to remain limited given CEOC's weak FCF outlook over the
next couple of years, which is likely to result in continued asset
quality deterioration.  As a result, Fitch believes CEOC will be
under continued near-term market share pressure from better
capitalized competitors, such as Wynn and LVS in Las Vegas, and
Penn National and Ameristar in regional markets.  Somewhat
mitigating this impact in Las Vegas is that MGM, which has the
largest market share on the LV Strip, is also currently under-
investing in its properties in that market, in Fitch's view.

Poor Near-term Market Exposure Profile:

Caesars has sizable exposure to markets with a weak near-term
outlook, including the LV Strip (37% of LTM adjusted property
EBITDA) and Atlantic City (17%), while having no exposure to
stronger markets such as Macau.  Fitch expects a Las Vegas Strip
recovery to build traction in 2011, accelerate as the year
progresses, and be more pronounced in 2012-2013, as the impending
Cosmopolitan opening will be the last new casino opening on the LV
Strip for at least five years, in Fitch's view.  However, Atlantic
City will remain under pressure for some time, as table games have
been introduced in the Pennsylvania market, which is impacting
near-term performance, while the potential for additional supply
(Aqueduct and Shinnecocks in NY, Revel Entertainment and boutique
casinos in AC) provides a substantial overhang to the market in
the medium term.

Limited Organic Growth Profile:

Caesars has limited organic growth prospects of significance
relative to its size.  The company indicated that it planned
to use IPO proceeds on four projects, which require roughly
$500 million of investment from CZR.  Following the cancellation
of the IPO, Fitch expects that the company will continue to
progress with the higher return projects, including the Ohio JV
and the Penn's Landing project, while possibly deferring the other
lower return projects.

CZR would also benefit from any approval of internet gaming in the
U.S., as the company is well positioned with its interactive
division and the World Series of Poker brand.  If legalization in
the U.S. occurred, it would likely help CZR's ability to execute
an IPO at a more desirable price, which would strengthen the
consolidated credit profile.

Industry Leading U.S. Operating Profile:

Ratings also consider Caesars' position as the largest and most
diverse casino operator in the U.S. with solid brands and an
industry leading customer database system.  The company operates
in every major commercial jurisdiction in the U.S., generally with
a top three market share position.  Its casino operating model
focuses more heavily on slot revenue, which is less volatile than
table revenues.  The company's Total Rewards customer database has
over 40 million members, which the company uses effectively to
build loyalty and cross-market its properties.

Structural and Recovery Considerations:

The HoldCo has no material long-term assets or debt and provides a
downstream guarantee to OpCo, which is the company's main debt
issuing entity and contains most of the company's material assets
outside of the PropCo.  As a result, Fitch equalizes the IDRs of
CZR and CEOC.  The IDR differential between CEOC and Chester
reflect these considerations:

  -- Since it is 95% owned by CEOC, Chester is not a guarantor of
     CEOC (material wholly-owned subsidiaries are guarantors);

  -- There are no cross defaults with respect to Chester and CEOC
     debt;

  -- Chester's assets are pledged as collateral for Chester's
     debt, not CEOC;

  -- Fitch believes there is a moderate strategic linkage, given
     the proximity to the company's other properties, common
     marketing database, and common management.

As a result, Chester's 'B-' IDR reflects a moderate linkage
relationship relative to CEOC's 'CCC' IDR.  On a standalone basis,
Fitch might view Chester as a 'B' IDR given that is a single-site
credit in a highly competitive region with additional supply risk,
but its leverage is less than 4x and producing solid FCF.  The
company recently obtained an additional $40 million from new term
loans at Chester, but there are covenants that limit further
leveraging at this entity.

Recovery and Issue-Specific Ratings:

Caesars' Recovery Ratings reflect Fitch's expectation that the
enterprise value of the company, and hence, recovery rates for its
creditors, will be maximized in a restructuring scenario (going
concern), rather than a liquidation.  Based on its recovery
scenario, Fitch estimates superior recovery (71%-90% range) of the
CEOC first-lien debt, which equates to a 'B/RR2' rating or a two-
notch positive differential from the 'CCC' IDR.  However, Fitch
estimates minimal recovery prospects for all other CEOC debt
classes, resulting in a rating of 'C/RR6' for the secured second-
lien debt, unsecured debt with subsidiary guarantees, and
unsecured debt without subsidiary guarantees.  Fitch also
estimates the Chester debt would be fully recovered in the event
of default, which results in a 'BB-/RR1' rating on the Chester
term loan, or the maximum three-notch positive differential from
Chester's 'B-' IDR.


CARL YECKEL: Court Rules on Dispute Over Exemptions
---------------------------------------------------
Judge Stacey G.C. Jernigan denied a motion by Carl Yeckel seeking
to have the Court strike Amended Objections to Exemptions filed on
June 3, 2006, by creditor The Carl B. and Florence E. King
Foundation, and joined in by Jim Cunningham, in his capacity as
the Chapter 7 Trustee and the Texas Attorney General.  The Court
also denied a Motion to Strike filed by King Foundation and the
Trustee, in which the King Foundation and Trustee seek to have the
Court strike the Debtor's Response to Motion for Summary Judgment.

A copy of the Court's Findings of Fact, Conclusions of Law and
Order Denying Motions to Strike dated November 12, 2010, is
available at http://is.gd/invXlfrom Leagle.com.

Carl Yeckel filed a voluntary Chapter 11 petition (Bankr. N.D.
Tex. Case No. 05-39136) on August 12, 2005.  The Debtor's case was
converted to one under Chapter 7 of the Bankruptcy Code on
November 3, 2005.  Jim Cunningham was appointed as Chapter 7
Trustee.


CARLTON HOTEL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Carlton Hotel LLC
        150 East South Temple
        Salt Lake City, UT 84111

Bankruptcy Case No.: 10-36787

Chapter 11 Petition Date: December 3, 2010

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

Judge: Joel T. Marker

Debtor's Counsel: Bentley R. Peay, Esq.
                  Danny C. Kelly, Esq.
                  STOEL RIVES LLP
                  One Utah Center
                  201 South Main Street, Suite 1100
                  Salt Lake City, UT 84111
                  Tel: (801) 578-6979
                  Fax: (801) 578-6999
                  E-mail: brpeay@stoel.com
                          dckelly@stoel.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/utb10-36787.pdf

The petition was signed by James D. Wright, manager.


CATHOLIC CHURCH: Wilm.'s Disc. Statement Hearing Moved to Jan. 4
----------------------------------------------------------------
The hearing to consider the adequacy of the Disclosure Statement
accompanying the Plan of Reorganization submitted by the Catholic
Diocese of Wilmington, Inc., has been continued to January 4,
2011, at 9:30 a.m., prevailing Eastern Time, according to papers
filed in court.

Wilmington's Disclosure Statement hearing was originally set for
December 6.

As previously reported, these parties-in-interest filed separate
objections against the approval of the Disclosure Statement:

  -- the Official Committee of Unsecured Creditors;
  -- the Official Committee of Lay Employees;
  -- Allianz S.p.A. and Fireman's Fund Insurance Company;
  -- Susan S. Phoebus;
  -- Wilmington Trust Company, as indenture trustee;

  -- the Unofficial Committee of 98 State Court Abuse Survivors,
     and its counsel, Jacobs & Crumplar, P.A., and The Neuberger
     Firm, P.A.; and

  -- Granite State Insurance Company and Insurance Company of
     the State of Pennsylvania.

The Unofficial Committee of 91 State Court Abuse Survivors filed a
joinder to the Creditors Committee's Objection.

The Objecting Parties argue, among other things, that the
Disclosure Statement does not contain adequate information as
required by Section 1125(b) of the Bankruptcy Code, and that it
does not enable a creditor to decide whether to accept or reject
the Plan.

                  Wilmington Addresses Objections

The Catholic Diocese of Wilmington, Inc., tells the U.S.
Bankruptcy Court for the District of Delaware that although the
parties that opposed the approval of the Disclosure Statement
accompanying its Plan of Reorganization have filed a substantial
amount of paper, the objections when reduced to their essentials
consist of:

  (a) several substantive, factual objections to the Plan
      wrongly asserted as legal, "patent unconfirmability"
      objections;

  (b) several objections ostensibly requesting additional
      disclosure, but in fact collaterally attacking provisions
      of the Plan or requesting comfort as to the intended
      application of the Plan;

  (c) some legitimate requests for additional disclosure; and

  (d) some proposed changes to the proposed solicitation
      procedures, most of which, though not necessary under the
      law, the Diocese does not oppose.

The Objecting Parties are:

  * the Official Committee of Unsecured Creditors;
  * the Official Committee of Lay Employees;
  * Allianz S.p.A. and Fireman's Fund Insurance Company;
  * Susan S. Phoebus;
  * Wilmington Trust Company, as indenture trustee;

  * the Unofficial Committee of 98 State Court Abuse Survivors,
    and its counsel, Jacobs & Crumplar, P.A., and The Neuberger
    Firm, P.A.; and

  * Granite State Insurance Company and Insurance Company of
     the State of Pennsylvania.

A summary of the specific Disclosure Statement Objections asserted
by the Creditors Committee and the Employee Committee, and the
Diocese's responses to them, can be obtained for free at:

    http://bankrupt.com/misc/Church_W_Resp_DSObj_120110.pdf

At the outset, it is well settled that the disclosure statement
hearing should not be converted into a premature hearing on plan
confirmation, James L. Patton, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware, tells the Court.
He asserts that approval of a disclosure statement is an
interlocutory action in the progress of a Chapter 11
reorganization leading to a confirmation hearing at which all
parties have ample opportunity to object to confirmation of the
plan.

Mr. Patton argues that objections relating to the substantive
provisions of the Plan are best left for the confirmation hearing
itself.  At this stage, he points out, only the adequacy of the
information in the Disclosure Statement needs to be addressed.

"To address confirmation issues at the Disclosure Statement
hearing would convert the disclosure hearing into a premature
confirmation hearing," Mr. Patton points out.

In light with the Creditors Committee's objections to the proposed
solicitation procedures, the Diocese will modify the proposed form
of order or proposed forms of ballot to, among other things, (i)
provide the Creditors Committee with notice and opportunity to be
heard on any request to continue the Confirmation Hearing, (ii)
permit objecting parties, who wish to remain anonymous, to use the
name set forth in the prepetition state court litigation, and
(iii) confirm that an objection to confirmation will not be
disallowed solely because the objector does not propose a
modification that would resolve the objection.

            Proposed Revised Disclosure Statement

Mr. Patton also asserts that the Disclosure Statement contains
adequate information.  However, the Diocese proposes a revised
Disclosure Statement, to include the Creditors Committee's
assertions and objections to the Disclosure Statement and the
Plan, together with the Diocese responses.

The Revised Disclosure Statement also provides that the Lay
Pension Plan is defined as a "church plan" as defined in (i)
Section 3(33) of the Employee Retirement Income Security Act of
1974, and therefore, is exempt from the provisions of the ERISA
pursuant to Section 4 of the ERISA, and (ii) Section 414(e) of the
Internal Revenue Code of 1986, and therefore, exempt from most of
the provisions of the IRC that are applicable to qualified
retirement plans.

A summary of financial projections for the three years following
confirmation of the Plan and the lists of insurance policies
covering the Diocese and the Non-Debtor Catholic Entities are
added in the Revised Disclosure Statement.  The insurance policies
are also disclosed under the Diocese's assets.

The Diocese tells Judge Sontchi it intends to work with the
Objecting Parties and other parties-in-interest to address any
remaining concerns with respect to the adequacy of disclosure.

A blacklined copy of the proposed revised Disclosure Statement is
available for free at:

    http://bankrupt.com/misc/Church_W_PropRev_DS_120110.pdf

                  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: J. Vai Awarded $33MM vs. Deluca & St. Elizabeth
----------------------------------------------------------------
A jury in Delaware awarded John Vai $30 million in compensatory
damages against Francis DeLuca and another $3 million against St.
Elizabeth's Parish for failing to prevent Mr. DeLuca from abusing
the Plaintiff.

Mr. DeLuca is a former priest of the Catholic Diocese of
Wilmington, Inc.  Mr. Vai, who alleged that he was abused
repeatedly by Mr. DeLuca in the 1960s at St. Elizabeth's parish,
in Wilmington, holds a Personal Injury Tort Claim in the Diocese's
bankruptcy case.

A hearing to consider punitive damages against Mr. DeLuca and St.
Elizabeth's began on December 6, 2010.  Delaware Superior Court
Judge James Vaughn, Jr., has directed the panel of seven men and
five women to return to court to hear two more days of testimony
before considering possible punitive awards, The News Journal
reported.

"Personally, I feel some of the weight is relieved.  Some of the
pressure is off me," the News Journal quoted Mr. Vai as saying.

"I thank the jury for doing justice for me and for all survivors.
. . .  The legal system in Delaware works and can render justice
to all survivors of sexual abuse," Mr. Vai added.

According to a report from The Associated Press, Mr. Vai's award
for compensatory damages is the largest ever awarded in a clergy
sexual abuse lawsuit in the United States of America, and that a
parish had never before been found liable for abuse, citing
advocates for victims of clergy abuse.

"It is far and away the largest single verdict in any clergy sex
abuse case for compensatory damages," AP quoted Jeff Anderson, a
St. Paul, Minnesota attorney, who has represented more than 2,000
alleged victims.  "This would be a new and unprecedented outcome
that I have no doubt is much needed and well?deserved and hard?
fought."

                  Bishop Malooly's Statement

Wilmington Bishop W. Francis Malooly issued a statement following
the findings against St. Elizabeth's Parish.

  "First and foremost, I wish to convey, once again, my sincere
  apology to Mr. John Vai for the suffering he experienced as a
  child at the hands of Francis Deluca while Deluca was a priest
  for the Diocese of Wilmington.  I also reiterate my apologies
  to anyone who suffered child abuse by priests of this diocese
  and I reaffirm my deep commitment to creating and sustaining a
  safe environment within the Church for our children and youth.

  I am disappointed that the jury found the people of Saint
  Elizabeth's liable for the acts of Francis Deluca.  It is
  unfortunate that the parish community of Saint Elizabeth's is
  being made to pay for the criminal and sinful acts of someone
  who was assigned by the diocesan bishop at the time to be one
  of their priests.

  It continues to be my position that the bishop of the diocese
  is responsible for the actions of the priests of his diocese.
  The diocese will continue to seek a just and equitable
  settlement with Mr. Vai and all survivors of sexual abuse
  through the mediation process which we have pursued in good-
  faith since July of this year."

                  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).

                  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).


CDX GAS: Court Grants Ex-Supervisor's $17,850 Claim
---------------------------------------------------
Judge Letitia Z. Paul granted James Wright a claim for $17,850, of
which $10,950 is entitled to priority pursuant to 11 U.S.C. Sec.
507(a)(4)(A), in the bankruptcy cases of CDX Gas LLC and its
affiliates.  Mr. Wright previously worked for CDX Gas as a
supervisor in land administration at CDX's Dallas, Texas office.
The Debtors had challenged the claim.

A copy of Judge Paul's Memorandum Opinion, dated December 2, 2010,
is available at http://is.gd/inRKDfrom Leagle.com.

Based in Houston, Texas, CDX Gas LLC -- http://www.cdxgas.com/--
is an independent gas company that explores, develops, and
produces onshore North American unconventional natural gas
resources located in coal, shale, and tight gas sandstone
formations.

The Company and 17 of its affiliates filed for Chapter 11
protection on December 12, 2008 (Bankr. S.D. Tex. Lead
Case No. 08-37922).  Four additional affiliates filed voluntary
petitions under Chapter 11 on April 1, 2009.  CDX Rio, LLC, an
entity in which CDX Gas indirectly owns a 90% membership interest,
and Arkoma Gathering, LLC, an entity in which CDX Gas owns a 75%
membership interest, filed for Chapter 11 protection on April 1,
2009.  In its schedules, CDX disclosed total assets of
$996,308,606 and total debts of $831,259,526.

Harry Perrin, Esq., D. Bobbitt Noel, Esq., John E. Mitchell, Esq.,
and Michaela C. Crocker, Esq., at Vinson Elkins LLP, represented
the Debtors in their restructuring efforts.  Gardere Wynne Sewell
LLP, served as conflicts counsel.  Epiq Bankruptcy Solutions, LLC,
was the claims and noticing agent.  The Debtors also hired Ryder
Scott Company, L.P. as Petroleum Consultants; Wilhoit & Kaiser as
special title examination counsel; Fish & Richardson LLP as
Special Intellectual Property Counsel; Deloitte Tax LLP as Tax
Consultants; and Jefferies & Company, Inc., as valuation experts.

On January 7, 2009, the Office of the United States Trustee
informed the Court of its inability to solicit sufficient interest
from creditors to form an official committee of unsecured
creditors.

Plans were confirmed as to CDX Rio on July 10, 2009 and as to the
remaining Debtors on September 23, 2009.  The plan as to the
remaining Debtors provided for dismissal as to several of the
Debtors and merger as to several of the other Debtors.  The
remaining entities are CD Exploration, LLC, CDX Acquisition
Company, LLC, and Vitruvian Exploration, LLC.


CEDAR CITY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Cedar City Inn LLC
        250 North 1100 West
        Cedar City, UT 84721

Bankruptcy Case No.: 10-36790

Chapter 11 Petition Date: December 3, 2010

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

Judge: William T. Thurman

Debtor's Counsel: Bentley R. Peay, Esq.
                  Danny C. Kelly, Esq.
                  STOEL RIVES, LLP
                  201 South Main Street, Suite 1100
                  Salt Lake City, UT 84111
                  Tel: (801) 328-3131
                  Fax: (801) 578-6999
                  E-mail: brpeay@stoel.com
                          dckelly@stoel.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/utb10-36790.pdf

The petition was signed by James D. Wright, manager.


CENTRO NP: Unit Sells Stake in 25 Malls to Inland American
----------------------------------------------------------
Centro NP Residual Holding LLC has sold a portion of its interest
in 25 shopping centers to, and entered into a strategic joint
venture in respect of those shopping centers with, Inland American
CP Investment, LLC, a wholly owned subsidiary of Inland American
Real Estate Trust Inc.

The new joint venture has secured US$310 million of term loans
with J.P. Morgan and Goldman Sachs which mature in 10 years.
These loans are secured by assets within the joint venture.
Proceeds from the sale of the shopping center interests and new
term loans will be utilized to fully repay roughly US$424 million
of Centro NP Residual LLC debt which was to mature on December 9,
2010.  Centro, as the managing member, will be responsible for
providing management and leasing services and will continue to
receive management fees.

"Centro is pleased with the outcome of the refinancing and
structure of the joint venture with Inland American and looks
forward to the continued leverage our national platform provides
through value add leasing and management of the portfolio," said
Michael Carroll, Chief Executive Officer  & President, Centro US.

On July 11, 2007, Centro NP LLC and Super LLC formed Centro NP
Residual Holding as a limited liability company with a principal
business of ownership and development of community and
neighborhood shopping centers throughout the United States.
Centro NP owned 49% of the non-managing interest in Residual, and
Super owned 51% of the managing member interest in Residual.

Residual owned 161 stabilized retail properties in 29 states as of
September 30, 2010.  The 161 properties include 160 community and
neighborhood shopping centers with roughly 26.9 million square
feet of gross leasable area, and one related retail asset with
roughly 42,000 square feet of GLA.  At September 30, 2010, the GLA
for the properties was approximately 88% leased.  All properties
are held in fee simple.

Centro NP LLC owns and develops community and neighborhood
shopping centers throughout the United States.  The Company was
formed in February 2007 to succeed the operations of New Plan
Excel Realty Trust, Inc.

At September 30, 2010, Centro NP had total assets of
$3,266,110,000 and total liabilities of $1,829,222,000 and
redeemable non-controlling interests partnerships of $21,559,000;
total Centro NP LLC equity of $1,413,977,000, non-controlling
interest in partnerships of $1,352,000 and total equity of
$1,415,329,000.

As reported by the Troubled Company Reporter on October 21, 2010,
Moody's Investors Service has affirmed the senior unsecured debt
ratings of Centro NP at Caa2.  The negative outlook reflects
Centro NP's liquidity constraints and reduced pool of unsecured
properties.


CHINA SHENGHUO: NYSE Amex Accepts Firm's Compliance Plan
--------------------------------------------------------
China Shenghuo Pharmaceutical Holdings, Inc. has accepted the
Company's plan of compliance for continued listing.

On September 22, 2010 the Company received notice from the NYSE
Amex Staff indicating that the Company is below certain of the
Exchange's continued listing standards due to the fact that its
stockholder's equity is less than $2,000,000, it has sustained
losses from continuing operations, and it has net losses in two
out of its three most recent fiscal years, as set forth in Section
1003(a)(i) of the NYSE Amex Company Guide.  The Company was
afforded the opportunity to submit a plan of compliance to the
Exchange to demonstrate its ability to regain compliance with the
continued listing standards by March 22, 2012.  On October 29,
2010 and November 29, 2010, the Company presented its plan and
responses to supplemental questions to the Exchange.

On December 6, 2010 the Exchange notified the Company that it
accepted the Company's plan of compliance and granted the Company
an extension until March 22, 2012 to regain compliance with the
continued listing standards.  The Company will be subject to
periodic review by Exchange Staff during the extension period.
Failure to make progress consistent with the plan or to regain
compliance with the continued listing standards by the end of the
extension period could result in the Company being delisted from
the NYSE AMEX.

Mr. Gui Hua Lan, Chief Executive Officer of China Shenghuo,
stated, "We are executing on our plan and believe the successful
execution of this plan will enable us to regain compliance with
the Exchange's listing standards."

                       About China Shenghuo

Founded in 1995, China Shenghuo is a specialty pharmaceutical
company that focuses on the research, development, manufacture and
marketing of Sanchi-based medicinal and pharmaceutical,
nutritional supplement and cosmetic products.  Through its
subsidiary, Kunming Shenghuo Pharmaceutical (Group) Co., Ltd., it
owns thirty SFDA (State Food and Drug Administration) approved
medicines, including the flagship product Xuesaitong Soft
Capsules, which is currently being listed in the 2010 Provincial
Insurance Catalogue of eleven provinces and remains to be listed
in the 2009 Provincial Insurance Catalogue of fourteen provinces
around China.  At present, China Shenghuo incorporates a sales
network of agencies and representatives throughout China, which
markets Sanchi-based traditional Chinese medicine to hospitals and
drug stores as prescription and OTC drugs primarily for the
treatment of cardiovascular.


CLAIRE'S STORES: Files Form 10-Q; 3rd Qtr. Net Income at $3.65MM
----------------------------------------------------------------
Claire's Stores Inc. filed its quarterly report on Form 10-Q with
the Securities and Exchange Commission.

As reported in the Dec. 6 edition of the Troubled Company
Reporter, the Company said in an earnings release that net income
was $3.65 million for the three months ended Oct. 30, 2010,
compared with net income of $2.89 million for the three months
ended Oct. 31, 2009.

The Company reported net sales of $348.2 million for the fiscal
2010 third quarter, an increase of $23.8 million, or 7.3% compared
to the fiscal 2009 third quarter.

The Company's balance sheet at Oct. 30, 2010, showed $2.79 billion
in total assets, $218.86 million in total current liabilities,
$2.62 billion in long-term debt, and a stockholders' deficit of
$47.89 million.

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?7064

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?70a4

                       About Claire's Stores

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

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

Claire's Stores carries 'Caa3' long term corporate family and
probability of default ratings, with 'stable' outlook, from
Moody's Investors Service, and 'B-' issuer credit ratings, with
'stable' outlook, from Standard & Poor's.


CLEMENT CARINALLI: Plan of Reorganization Declared Effective
------------------------------------------------------------
The Hon. Alan Jaroslovsky of the U.S. Bankruptcy Court for the
Northern District of California declared that the effective date
of the Plan of Reorganization for Clement C. and Ann Marie
Carinalli occurred December 1, 2010.

On November 16, the Court confirmed the Second Amended Joint Plan
of Reorganization proposed by the Debtors and the Official
Committee of Unsecured Creditors.

As reported in the Troubled Company Reporter on August 26, 2019m
the Plan provides that the creditors' trustee is expected to pay:

   (i) 10% of all allowed general unsecured claims for creditors
       who have chosen early payment, within approximately 18
       months or earlier; and

  (ii) between 26.7% and 55.7% of all allowed general unsecured
       claims for creditors who have chosen to receive payments
       over a more extended time period spanning approximately
       five years, using the cash generated by the sale of most or
       all of the Debtors' non-exempt assets that have equity
       value.

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

      http://bankrupt.com/misc/ClementCarinalli_Plan1116.pdf

                        About Clem Carinalli

On Sept. 14, 2009, an involuntary chapter 7 bankruptcy petition
was filed against Sonoma, California's biggest real estate
investor Clement C. Carinalli and his wife, Ann Marie Carinalli,
(Bankr. N.D. Calif. Case No. 09-12986).  On Sept. 29, 2009, the
case was converted to Chapter 11.  The Carinallis are now joint
debtors in possession.  Honorable Alan Jaroslovsky is the
presiding judge.  The Debtors are represented by Meyers Law Group,
P.C.  The Creditors Committee is represented by Pachulski, Stang
Ziehl & Jones LLP.


CONTINENTAL AIRLINES: To Issue $427MM in Notes to Buy Planes
------------------------------------------------------------
On December 2, 2010, Continental Airlines Inc., Wilmington Trust
Company, as subordination agent and pass through trustee under
certain pass through trusts newly formed by the Company, Wells
Fargo Bank Northwest, National Association, as escrow agent under
the Escrow Agreements, and Wilmington Trust Company, as paying
agent under the Escrow Agreements, entered into the Note Purchase
Agreement, dated as of December 2, 2010.

The Note Purchase Agreement provides for the future issuance by
the Company of equipment notes in the aggregate principal amount
of $427,151,000 to finance:

     i) 12 Boeing aircraft currently owned by the Company and

    ii) six new Boeing aircraft scheduled for delivery from
        December 2010 through April 2011.

Pursuant to the Note Purchase Agreement, upon the financing of
each Aircraft, the Trustee will purchase Equipment Notes issued
under a trust indenture and mortgage with respect to such Aircraft
to be entered into by the Company and Wilmington Trust Company, as
mortgagee.

Each Indenture contemplates the issuance of Equipment Notes in
two series: Series A, bearing interest at the rate of 4.750% per
annum, and Series B, bearing interest at the rate of 6.000% per
annum, in aggregate principal amounts equal to $362,659,000 and
$64,492,000, respectively.  The Equipment Notes will be purchased
by the Trustee, using the proceeds from the sale of Pass Through
Certificates, Series 2010-1A, and Pass Through Certificates,
Series 2010-1B.

Pending the purchase of the Equipment Notes, the proceeds from the
sale of the Certificates of each Class were placed in escrow by
the Trustee pursuant to an Escrow and Paying Agent Agreement,
dated as of December 2, 2010, among Wells Fargo Bank Northwest,
National Association, as escrow agent, Morgan Stanley & Co.
Incorporated, Credit Suisse Securities (USA) LLC, Goldman, Sachs &
Co., Deutsche Bank Securities Inc., and J.P. Morgan Securities
LLC, as underwriters, and Wilmington Trust Company, as Trustee and
Paying Agent, corresponding to such Class.  The escrowed funds
were deposited with JPMorgan Chase Bank, N.A. under a separate
deposit agreement for each Class of Certificates, each dated as of
December 2, 2010, between Wells Fargo Bank Northwest, National
Association, as escrow agent, and JPMorgan Chase Bank, N.A., as
depositary.

The interest on the Equipment Notes and the escrowed funds is
payable semi-annually on each January 12 and July 12, beginning on
July 12, 2011.  The principal payments on the Equipment Notes are
scheduled on January 12 and July 12 in certain years, beginning on
January 12, 2012.  The final payments will be due on January 12,
2021, in the case of the Series A Equipment Notes, and January 12,
2019, in the case of the Series B Equipment Notes.  Maturity of
the Equipment Notes may be accelerated upon the occurrence of
certain events of default, including failure by the Company to
make payments under the applicable Indenture when due or to comply
with certain covenants, as well as certain bankruptcy events
involving the Company.  The Equipment Notes issued with respect to
each Aircraft will be secured by a lien on such Aircraft and will
also be cross-collateralized by the other Aircraft financed
pursuant to the Note Purchase Agreement.

                    About Continental Airlines

Continental Airlines is the world's fifth largest airline.
Continental, together with Continental Express and Continental
Connection, has more than 2,700 daily departures throughout
the Americas, Europe and Asia, serving 132 domestic and 137
international destinations.  Continental is a member of Star
Alliance.  Continental has total assets of $13.60 billion against
total debts of $12.87 billion as of June 30, 2010.

In May 2010, Continental announced an agreement to merge with UAL
Corp.

In August 2010, Moody's Investors Service affirmed its 'B2'
corporate family, with negative outlook, for Continental Airlines.
Moody's said the affirmation, among other things, signifies the
potential for it to maintain the B2 rating if the proposed merger
with UAL (B3 corporate family from Moody's, on review for upgrade)
is completed under terms that enable the combined entity to
achieve the potential revenue and cost synergies that have been
identified.  However, the outlook remains negative because of the
industry's weak track record in successfully executing large
business combinations.

Continental caries a 'B' corporate rating, on watch negative, from
Standard & Poor's.

Shareholders of Continental Airlines Inc. and UAL Corp. approved,
as expected, a merger between the companies.  Standard & Poor's
ratings on both entities (which also include UAL subsidiary United
Air Lines Inc.) remain on CreditWatch -- with negative
implications in the case of Continental, and with positive
implications in the case of UAL.  Also, S&P's ratings on both
airlines' enhanced equipment trust certificates (EETCs) remain on
CreditWatch with developing implications.

According to the Troubled Company Reporter on Nov. 21, 2010,
Moody's Investors Service assigned Baa2 and Ba2 ratings, to the
Class A and Class B Pass Through Certificates, Series 2010-1,
respectively, of the 2010-1 Pass Through Trusts to be issued by
Continental Airlines, Inc.  The transaction documentation provides
for the possible issuance of one additional subordinated tranche
of certificates at a future date.  The subordination provisions of
the inter-creditor agreement provide for the payment of interest
on the Preferred Pool Balance of the Class B Certificates before
payments of principal on the Class A Certificates.  Amounts due
under the Certificates will, in any event, be subordinated to any
amounts due on either of the Class A or Class B Liquidity
facilities, each of which provides for three consecutive semi-
annual interest payments due the respective Certificate holders.


CONVATEC HEALTHCARE: S&P Assigns 'B+' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
preliminary 'B+' corporate credit rating to Skillman, New Jersey-
based ConvaTec Healthcare D.  The outlook is stable.

At the same time, S&P assigned its preliminary 'B+' issue rating
and preliminary '3' recovery rating to the company's $250 million
revolving credit facility, which can be drawn in US$, EUR, GBP, or
DKK.  The 'B+' and '3' ratings reflect S&P's expectation of
meaningful recovery (50% to 70%) of principal for lenders in the
event of default.

S&P also assigned its preliminary 'B+' issue ratings to the
company's $500 million U.S. dollar-denominated secured term loan,
$350 million (dollar equivalent) Euro-denominated secured term
loan, and $690 million (dollar equivalent) Euro-denominated senior
secured notes.  S&P assigned preliminary '3' recovery ratings on
all these issues, indicating its expectation of meaningful
recovery (50% to 70%) of principal for lenders in the event of
default.

S&P assigned preliminary 'B' issue ratings to the company's
$500 million U.S. dollar-denominated senior unsecured notes and
$680 million (dollar equivalent) Euro-denominated senior unsecured
notes.  S&P assigned preliminary '5' recovery ratings to both
these issues.  The 'B' and '5' ratings reflect S&P's expectation
of modest recovery (10% to 30%) of principal for lenders in the
event of a default.

"The highly speculative-grade preliminary ratings on ConvaTec
reflect S&P's expectations that the company will not delever in
the medium term; increasing adjusted debt will offset anticipated
EBITDA growth," said Standard & Poor's credit analyst Cheryl
Richer.  The company's highly leveraged financial risk profile,
with adjusted debt/EBITDA expected to remain between 10x-11x over
the next several years, is viewed on a consolidated basis at
parent holding company ConvaTec Healthcare B S.a.r.l.  ConvaTec,
spun out from Bristol-Myers Squibb Co. in 2008, was purchased by
Nordic Capital and Avista Capital Partners; the sponsors invested
about $2 billion of mandatorily redeemable preferred equity
certificates.  S&P views the PECs, and accrued dividends, as debt,
which added about $2.4 billion of debt to total reported debt at
year-end 2009.  S&P believes revenues should improve as the
recession ebbs, and cash flows should strengthen materially as the
majority of one time expenses related to the separation from
Bristol Myers Squibb Co. roll off substantially by year end 2010.
Thus, despite high debt leverage, S&P expects liquidity to be
adequate.  S&P believes that the company will maintain a
satisfactory business risk profile given its product, geographic,
and customer diversity; leading market positions and strong
customer relationships; and steady product demand.

ConvaTec plans to refinance its debt, as well as mezzanine debt at
intermediate holding company, ConvaTec Healthcare C.  The
recapitalization will give the company the ability to pay down its
bank debt.  However, over the next five years, S&P expects PEC
dividend accruals to exceed the level of debt repayments; the
dividend rate (average of 3 tranches) is about 13.3%.  Despite
anticipated modest EBITDA growth over this timeframe, S&P believes
that adjusted debt/EBITDA will remain between 10x?11x, and funds
from operations to debt will remain below 6%.  Furthermore, about
63% of the debt will be denominated in Euros.  While this
structure better matches the cash flows of the company with
revenues, it subjects balance sheet debt to volatility as exchange
rates fluctuate.

S&P expects diversity will reduce dependence on any product,
location (reimbursement and economic benefits) or customer.  The
company's four business platforms are Ostomy Care (37% of sales),
wound therapeutics (32%), continence & critical care (CC&C; 18%)
and infusion devices (ID; 13%).  ConvaTec's products are sold in
over 100 countries; sales are derived from the U.S. (42%),
Europe/Middle East/Africa (50%), and Asia (8%).  In addition,
ConvaTech has minimal, and indirect, reimbursement risk.  ConvaTec
has maintained strong leading market positions across its product
lines as a result of product life extensions and innovative
changes; S&P expects this to continue given the company's robust
product pipeline.  It is one of the three large players in ostomy,
along with Coloplast and Hollister/Dansac.  Ostomy customers, who
are typically loyal, provide an annuity stream (disposable
pouches).  ConvaTec is the primary provider of infusion products,
sold to major manufacturers (such as Medtronic Corp. and J&J) as a
component of diabetes pumps and monitors.  Its advanced wound
dressings and CC&C products, such as containment devices and
catheters, have a strong hospital presence.  Having been founded
as a division of the Squibb Corp. in 1978, ConvaTec has long
standing customer relationships and established distribution
channels.  No customer accounts for more than 7% of sales, and the
customer base, which includes hospitals, medical device
manufacturers, distributors, and end users, is varied.

ConvaTec had mid-single digit revenue growth over the past several
years until 2009, when (constant currency) sales flattened as a
result of the global recession.  Sales have only picked up
negligibly in the first three quarters of 2010.  As the economy
improves, and several pending product launches are executed, S&P
believes that sales will accelerate further.

The company has largely completed its separation from Bristol-
Myers Squibb Co, including establishing an independent
infrastructure and rationalizing its manufacturing facilities down
to 12 from 15.  Operating margins, per S&P's calculations and
before depreciation, have improved (currently at 28%) as a result
of manufacturing plant rationalizations, and decline in one-time
separation expenses.  S&P expects the company to extract further
efficiencies as it focuses on manufacturing processes, which
should mitigate the pricing pressures and the impact of inflation
on cost of goods sold.

S&P believes ConvaTec currently has adequate liquidity to meet its
needs over the next two to three years.  S&P's view of the
company's liquidity profile incorporates these expectations:

S&P expects that liquidity sources (consisting primarily of cash,
discretionary cash flow, and revolver availability) will exceed
uses by 2x over the next two to three years.  S&P expects
liquidity sources to continue to exceed uses, even if EBITDA were
to decline by 50%.  S&P believes the company might not absorb a
high-impact, low-probability event.

S&P believes ConvaTec would not breach its covenants in the event
of a 15%-20% revenue decline, since S&P expects its initial
covenant compliance cushion to be about 25%.

Given the company's refinancing, it appears to have solid bank
relationships; however, sponsor ownership impedes its ability to
access to the equity markets.  Unrestricted cash and short-term
investments were about $90 million at Sept. 30, 2010, and S&P
expects the company to have full availability on its $250 million
revolving credit facility when it completes the transaction.  As a
result of the new financing, the company will have no near term
debt maturities.

The company's bank facilities and secured debt are rated
preliminary 'B+' with a preliminary recovery rating of '3',
reflecting expectations of meaningful recovery (50% to 70%) of
principal in the event of default.   The facilities consist of a
$250 million revolving credit facility (which can be drawn in US$,
EUR, GBP, and DKK), a $500 million U.S. dollar-denominated secured
term loan, a $350 million (dollar equivalent) Euro-denominated
secured term loan, and $690 million (dollar equivalent) Euro-
denominated senior secured notes.   A preliminary 'B' debt rating
and preliminary '5' recovery rating is assigned to the company's
$500 million U.S. dollar-denominated senior unsecured notes and
$680 million (dollar equivalent) Euro-denominated senior unsecured
notes.  The preliminary 'B' and preliminary '5' ratings reflect
expectations of modest recovery (10% to 30%) of principal in the
event of a default.

S&P's rating outlook on ConvaTec is stable.  The ratings could be
raised if adjusted debt leverage declines materially (to under
5x), although S&P does not anticipate this material a change
unless the PECs are replaced with common equity.  The ratings
assume that internally generated cash will improve over the next
12 months as one-time costs fall off.  S&P's ratings on ConvaTec
could be lowered if liquidity weakens and S&P believes that the
company could breach its bank loan covenants.


COPPER KING: Gets Nod to Hire Levene Neale as Gen. Bankr. Counsel
-----------------------------------------------------------------
Copper King Mining Corporation sought and obtained authorization
from the U.S. Bankruptcy Court for the District of Utah to employ
Levene, Neale, Bender, Yoo & Brill L.L.P. as general bankruptcy
counsel.

LNBYB will, among other things:

     a. represent the Debtor in any proceeding or hearing in the
        Court involving the estate unless the Debtor is
        represented in the proceeding or hearing by other special
        counsel;

     b. conduct examinations of witnesses, claimants or adverse
        parties and represent the Debtor in any adversary
        proceeding except to the extent that any adversary
        proceeding is in an area outside of LNBYB's expertise or
        which is beyond LNBYB's staffing capabilities;

     c. prepare and assist the Debtor in the preparation of
        reports, applications, pleadings and others including
        applications to employ professionals, interim statements
        and operating reports, initial filing requirements,
        schedules and statement of financial affairs, lease
        pleadings, cash collateral pleadings, financing pleadings,
        and pleadings with respect to the Debtor's use, sale or
        lease of property outside the ordinary course of business;
        and

     d. assist the Debtor in the negotiation, formulation,
        preparation and confirmation of a plan of reorganization
        and the preparation and approval of a disclosure statement
        in respect of the plan.

LNBYB will be paid based on the rates of its professionals:

        David W. Levene                     $585
        David L. Neale                      $585
        Ron Bender                          $585
        Martin J. Brill                     $585
        Edward M. Wolkowitz                 $585
        Timothy J. Yoo                      $585
        David B. Golubchik                  $540
        Monica Y. Kim                       $540
        Beth Ann R. Young                   $540
        Daniel H. Reiss                     $540
        Irving M. Gross                     $540
        Philip A. Gasteier                  $540
        Jacqueline L. Rodriguez             $485
        Juliet Y. Oh                        $485
        Michelle S. Grimberg                $485
        Todd M. Arnold                      $485
        Todd A. Frealy                      $485
        Anthony A. Friedman                 $415
        Carmela T. Pagay                    $415
        John-Patrick M. Fritz               $335
        Krikor J. Meshefejian               $335
        Lindsey L. Smith                    $225
        Paraprofessionals                   $195

Martin J. Brill, Esq., a partner at LNBYB, assured the Court that
the firm is a "disinterested person" as that term defined in
Section 101(14) of the Bankruptcy Code.

                        About Copper King

Milford, Utah-based Copper King Mining Corporation, aka Western
Utah Copper Company, filed for Chapter 11 bankruptcy protection on
May 18, 2010 (Bankr. D. Nev. Case No. 10-51912).  The Company
estimated assets and debts at $100 million to $500 million in its
Chapter 11 petition.

The Company's affiliate, Western Utah Copper Company, filed a
separate Chapter 11 petition on May 18, 2010 (Bankr. D. Nev. Case
No. 10-51913).  The Company estimated assets at $50 million to
$100 million in assets and $500 million to $1 billion in debts.

McGuireWoods LLP serves as counsel to the Official Committee of
Unsecured Creditors.


COPPER KING: Committee Gets Nod to Hire McGuireWoods as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in Copper King
Corp.'s Chapter 11 bankruptcy case sought and obtained
authorization from the Hon. Gregg W. Zive of the U.S. Bankruptcy
Court for the District of Nevada to employ McGuireWoods LLP as
counsel.

McGuireWoods will, among other things:

     a. prepare motions, applications, answers, proposed orders,
        reports, and papers that may be necessary to preserve and
        further the Committee's interests in the Debtor's
        bankruptcy case;

     b. participate in the formulation of a plan as may be in the
        best interests of general unsecured creditors of the
        Debtor's estate;

     c. represent the Committee's interests with respect to the
        Debtor's efforts to obtain postpetition secured financing;
        and

     d. advise the Committee in connection with any potential sale
        of assets.

McGuireWoods will be paid based on the rates of its professionals:

        Attorneys               $295-$650
        Paralegals                 $215

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

Milford, Utah-based Copper King Mining Corporation, aka Western
Utah Copper Company, filed for Chapter 11 bankruptcy protection on
May 18, 2010 (Bankr. D. Nev. Case No. 10-51912).  Bruce Thomas
Beesley, Esq., at Lewis and Roca LLP, assists the Debtor in its
restructuring effort.  The Company estimated assets and debts at
$100 million to $500 million in its Chapter 11 petition.

The Company's affiliate, Western Utah Copper Company, filed a
separate Chapter 11 petition on May 18, 2010 (Bankr. D. Nev. Case
No. 10-51913).  The Company estimated assets at $50 million to
$100 million in assets and $500 million to $1 billion in debts.


CREDIT-BASED ASSET: Cleared to Auction Management Business Jan. 10
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Credit-Based Asset Servicing & Securitization LLC
received approval from the bankruptcy court to hold an auction on
Jan. 10, to test whether the $2.4 million offer from FIG LLC is
the best bid for the collateral management business.  Other bids
are due Dec. 31. C-Bass originally wanted the auction on Dec. 14.

Credit-Based Asset Servicing and Securitization LLC is a
subprime mortgage investor based in New York City.  C-Bass is
a joint venture, owned in part by units of mortgage insurers
MGIC Investment Corp. and Radian Group Inc.

C-Bass and seven affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 10-16040) on Nov. 12, 2010.  C-Bass
disclosed $23.7 million in assets and $2.16 billion in
liabilities in its Schedules of Assets and Liabilities.
The Debtors' liabilities include $195.8 million of secured
debt.

Peter S. Partee, Esq., Richard P. Norton, Esq., Robert A. Rich,
Esq., and Scott Howard Bernstein, at Hunton & Williams LLP
represent the Debtors.  Donlin, Recano & Company is the claims
and noticing agent.

The affiliates that filed separate Chapter 11 petitions are
C-BASS CBO Holding LLC, C-BASS Credit Corp., C-BASS Investment
Management LLC, NIM I LLC, Pledged Property II LLC, Starfish
Management Group LLC, and Sunfish Management Group LLC.


CREDIT-BASED ASSET: Taps Wilmington Trust to Creditors Committee
----------------------------------------------------------------
Wilmington Trust has been appointed by the United States Trustee
to serve as a member of the unsecured creditors' committee in the
bankruptcy of Credit-Based Asset Servicing and Securitization LLC
(C-Bass).

Wilmington Trust is indenture trustee for holders of approximately
$234 million of debt issued by C-Bass, whose bankruptcy filing
involves no credit exposure or investment risk to Wilmington
Trust.  As a result, the filing has no effect on Wilmington
Trust's balance sheet, credit quality, or financial condition.
Through CCS, Wilmington Trust is paid a fee for its services in
the C-Bass case.

Wilmington Trust has served on the unsecured creditors' committee
for several of the largest corporate bankruptcies in American
history, including those of Lehman Brothers Holdings, Inc.,
General Motors Corporation, and Washington Mutual, Inc.  CCS
offers institutional trustee, agency, asset management, retirement
plan, and administrative services for clients worldwide who use
capital markets financing structures, as well as those who seek to
establish or maintain nexus, or legal residency, for special
purpose entities. Because Wilmington Trust does not underwrite
securities offerings or provide investment banking, it is able to
deliver corporate trust services that are conflict-free.

                            About C-Bass

Credit-Based Asset Servicing and Securitization LLC is a
subprime mortgage investor based in New York City.  C-Bass is
a joint venture, owned in part by units of mortgage insurers
MGIC Investment Corp. and Radian Group Inc.

C-Bass and seven affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 10-16040) on Nov. 12, 2010.  C-Bass
disclosed $23.7 million in assets and $2.16 billion in
liabilities in its Schedules of Assets and Liabilities.
The Debtors' liabilities include $195.8 million of secured
debt.

Peter S. Partee, Esq., Richard P. Norton, Esq., Robert A. Rich,
Esq., and Scott Howard Bernstein, at Hunton & Williams LLP
represent the Debtors.  Donlin, Recano & Company is the claims
and noticing agent.

The affiliates that filed separate Chapter 11 petitions are
C-BASS CBO Holding LLC, C-BASS Credit Corp., C-BASS Investment
Management LLC, NIM I LLC, Pledged Property II LLC, Starfish
Management Group LLC, and Sunfish Management Group LLC


CRYSTAL CATHEDRAL: Predicts Positive 6-Months' Cash Flow
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Crystal Cathedral Ministries projected generating
$13.5 million in contributions over the first six months ending in
April 2011.  The cash flow forecast filed with the bankruptcy
court predicts that cash will grow over the period by $306,000,
ending at $1.03 million.  The largest expense items are $5 million
in payroll and $3.2 million for "airtime" to broadcast the
church's Hour of Power television show.

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

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


DB CAPITAL: BAP Says Manager Has No Authority to File Petition
--------------------------------------------------------------
DB Capital Holdings, LLC, appeals a bankruptcy court order
dismissing its bankruptcy case as having been filed without
authorization.

The United States Bankruptcy Appellate Panel for the Tenth
Circuit, however, affirmed the lower court ruling.  The BAP said
that pursuant to Colorado law and an Operating Agreement for the
Debtor's condominium project, the project's manager did not have
authority to file a petition in bankruptcy on behalf of the
Debtor.

DB Capital Holdings, LLC, is a manager-operated Colorado limited
liability company created to develop and sell a luxury condominium
project in Aspen, Colorado, known as Dancing Bear Residences -
Aspen.  The Debtor has one Class A member,2 Aspen HH Ventures,
LLC, and one Class B member, Dancing Bear Development, LP. The
general partner of DB Development is Dancing Bear Management, LLC,
which has no membership or other interest in the Debtor, and is
solely owned by Tom DiVenere.  The Debtor is managed, pursuant to
its Operating Agreement, by DB Management.

WestLB AG is the mortgage lender on the Project.  The Debtor has
defaulted on its loan agreements with WestLB, resulting in WestLB
filing a Colorado state court receivership on the Project prior to
the Debtor filing its bankruptcy petition.

A copy of the BAP's December 6, 2010 Opinion is available at
http://is.gd/injs0from Leagle.com.

DB Capital Holdings filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 10-23242) in Denver, in an attempt to
regain control of its business operation.  DB Capital Holdings
owns the Dancing Bear Residences-Aspen development.  DB Capital
has been under a court-appointed receiver, James DeFrancia.  The
Company said it owes more than $60 million including about $56
million to WestLB, a senior lender that financed most of the
Durant Avenue project.

As reported by the Troubled Company Reporter on June 24, 2010,
Bankruptcy Judge Michael Romero dismissed the Chapter 11 case.
Aspen Daily News reported that Aspen HH Ventures sought dismissal,
citing that the petition was filed on "bad faith."  Aspen HH, owed
$6 million in investment in DB Capital's Dancing Bear Residences-
Aspen development, said the Chapter 11 filing was made after Aspen
submitted a complaint seeking the appointment of a receiver to
unwind the partnership between DB Capital head Thomas DiVenere and
two Chicago-area investors who make up Aspen HH Ventures.

As reported by the TCR on June 29, Fred Funk, William Dennis,
G.D.B.S. at Snowmass, Inc., Realty Financial Resources, Inc., and
O'Bryan Partnership, Inc., filed an involuntary Chapter 11
bankruptcy petition (Bankr. D. Col. Case No. 10-25805) against DB
Capital Holdings.  The petition was made on June 24, 2010.  Judge
Elizabeth E. Brown presides over the case.  Jeffrey S. Brinen,
Esq., represents the filers.

According to the TCR on December 2, 2010, The Aspen Times said the
Bankruptcy Judge ruled that the involuntary Chapter 11 met the
criteria to reorganize the Company's debts.  The Aspen Times noted
that the ruling came after Aspenn HH sought dismissal of the
involuntary bankruptcy, arguing that the involuntary case was
actually engineered by Mr. DiVenere.


DENTON LONE: Files Amended Disc. Statement; January 10 Hearing Set
------------------------------------------------------------------
Denton Lone Oak Holdings, L.P., filed with the U.S. Bankruptcy
Court for the Eastern District of Texas on November 19, 2010, a
Third Amended Disclosure Statement explaining its Chapter 11 plan.

The hearing to consider the approval of the Disclosure Statement
will be held on January 10, 2011, at 10:30 a.m.  The hearing will
be held at Plano - U.S. Bankruptcy Court, Suite 300B, 660 North
Central Expressway, Plano, Texas.  Written objections to the
Disclosure Statement must be filed no later than January 3, 2011.

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

According to the Disclosure Statement, the Plan contemplates the
sale all of the Debtor's assets to a third party buyer, subject to
the approval by Holiday Hospitality Franchising, Inc. ("HHFI").
The buyer will take control of the Debtor at closing of the sale
contemplated by the Plan.  HHFI is the franchisor and licensor of
The Holiday Inn & Suites Denton.

                        Treatment of Claims

Class 1  - Morgan Stanley Secured Claim -- The amount of the
           claim is $7,250,,000.  Morgan Stanley will receive a
           New Bank Note (which will supersede and replace the
           Current Bank Note) having a maturity date that is 84
           months from the Effective Date.  Monthly payments, to
           commence on the first day of the first month following
           the Effective Date, will be based on a 25 year
           amortization schedule.  Payments will first be applied
           to accrued interest, next to unpaid principal, then to
           any costs or expenses under the Loan Documents.

Class 2  - Secured Denton County/City Tax Claims -- will be paid
           in the assessed amounts prior to delinquency on
           February 2, 2011.

Class 3  - Priority Employee Claims -- will be paid in accordance
           with the Debtor's pre-petition custom and practice, if
           not already paid pursuant to order of the Bankruptcy
           Court entered March 18, 2010.

Class 4  - Comptroller Claims -- will be paid in full 30 days
           After the Effective Date or the day upon which they
           become due.

Class 5  - Unsecured Critical Vendor Claims -- will receive their
           pro rata share of 50% of their allowed claims to be
           paid in full in monthly increments of $2,000 beginning
           30 days after the Effective Date.

Class 6  - Unsecured Non-Critical Claims -- will receive their pro
           rata share of 3% of their allowed claims to be paid in
           full in 3 monthly payments of 1,000 beginning 30 days
           after the Effective Date followed by 19 payments of
           $4,000.

Class 7  - Unsecured Required Vendor Claims -- will receive 75% of
           their allowed claims to be paid in full in monthly
           increments of $1,000 beginning 30 days after the
           Effective Date.

Class 8  - Unsecured Professional Claims -- will receive their pro
           rata share of 1% of their claims to be paid in full in
           monthly increments of $500 beginning 30 days after the
           Effective Date.

Class 9  - TFL Claim -- will receive, upon full payment to Class
           5, 6, 7, and 8 Claims, 3% of its claim in an amount not
           to exceed $23,550 to be paid in full in monthly
           increments of $2,500 beginning on or before 30 days
           after full payment to Class 9 Claims.

Class 10 - Subordinated Insider Claims -- will receive, upon full
           payment to TFL of its Claim, 3% of their claims to be
           paid in one single payment to be paid 30 days after
           full payment to Class 10 Claims.

Class 11 - Current Partnership Interests -- will be canceled on
           the Effective Date and New Partnership Interests will
           be issued in the same percentage and amount as the
           Current Partnership Interests.

A full-text copy of the Third Amended Disclosure Statement is
available for free at:

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

                         About Denton Lone

Denton Lone Oak Holdings, L.P., a Texas limited partnership, owns
and operates The Holiday Inn & Suites Denton in Denton, Texas.
The Partnership filed for Chapter 11 bankruptcy protection on
March 15, 2010 (Bankr. E.D. Texas Case No. 10-40836).  Russell W.
Mills, Esq., at Hiersche Hayward, Drakeley & Urbach, assists the
Company in its restructuring effort.  The Company estimated its
assets and debts at $10,000,001 to $50,000,000.


DIVINE SQUARE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Divine Square LW, LLC
        2150 Coral Way, 8th Floor
        Miami, FL 33145

Bankruptcy Case No.: 10-47363

Chapter 11 Petition Date: December 7, 2010

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: A. Jay Cristol

Debtor's Counsel: Stephen P. Drobny, Esq.
                  SHUTTS & BOWEN LLP
                  201 S. Biscayne Boulevard, #1500
                  Miami, FL 33131
                  Tel: (305) 347-7362
                  E-mail: sdrobny@shutts.com

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

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

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

The petition was signed by Justin Dalmolin, manager.


EAST CAMERON: Plan to be Confirmed After Plan Modification
----------------------------------------------------------
At a hearing on November 30, 2010, the U.S. Bankruptcy Court for
the Western District of Louisiana entered a minute entry ruling
that upon filing of an immaterial modification, East Cameron
Partners, LP's Chapter 11 plan will be confirmed.  No other
details were provided.

As reported in the Troubled Company Reporter on June 10, 2010, the
Plan provides for the creation of a liquidation trust which will
receive $650,000 to satisfy remaining  paid and unpaid
administrative claims, to make distributions and pay certain of
the fees and expenses of the liquidating trustee and prosecuting
causes of action that are vested in the liquidating trust.

The Plan also provides for these terms:

   -- Holders of allowed secured claims will receive (i) legal,
      equitable, and contractual rights of each holder of a
      secured claim will be reinstated, or (ii) each holder of a
      secured claim will receive treatment so as to render
      unimpaired the secured claim.

   -- Each holder of a general unsecured claim that is not
      subordinated unsecured claims receive its pro rata share of
      distributions to be made from the liquidating trust.

   -- Subordinated unsecured claims will not receive o
      retain any property on account of the claims.  All
      subordinated unsecured claims will be discharged as of the
      effective date.

   -- Existing equity interests will be cancelled.

A full-text copy of the Plan, as amended, is available for free at
http://bankrupt.com/misc/EASTCAMERON_AmendedPlan.pdf

                    About East Cameron Partners

Based in Lafayette, Louisiana, East Cameron Partners, LP --
http://www.eastcameronpartners.com/-- is an independent oil and
gas exploration and production company.  The Company filed for
Chapter 11 relief on Oct. 16, 2008 (Bankr. W.D. La. Case No.
08-51207).  Benjamin W. Kadden, Esq., Christopher T. Caplinger,
Esq., and Stewart F. Peck, Esq., at Lugenbuhl, Wheaton, Peck,
Rankin & Hubbard, represent the Debtor as counsel.  Michael H.
Piper, Esq., and William E. Steffes, Esq., at Steffes, Vingiello &
McKenzie, L.L.C., represent the Official Committee of Unsecured
Creditors.  The Debtor estimated assets and debts both in excess
of $100 million in its Chapter 11 petition.


EMIGRANT BANCORP: Fitch Affirms 'B-' Issuer Default Ratings
-----------------------------------------------------------
Fitch Ratings has affirmed the long- and short-term Issuer Default
Ratings of Emigrant Bancorp, Inc., at 'B-' and 'B', respectively.
At the same time, Fitch has revised Emigrant's Rating Outlook to
Stable from Negative.  A full list of related entities and ratings
actions follow at the end of this release.

Fitch's affirmation of Emigrant's ratings with a Stable Outlook
reflects several quarters of positive trends in Emigrant's capital
adequacy and asset quality.  On the other hand, weakness in core
profitability, concentration of large exposures in the loan
portfolio and the volatility inherent in Emigrant's securities and
alternative investment portfolios are the main constraining
factors.  Having weathered a sharp downturn in performance during
2008 and 2009, Emigrant is likely to experience a gradual recovery
as it reconfigures its strategy going forward.

The last two years have accentuated some of the underlying risks
in Emigrant's business model.  Even with the recent positive
trends, asset quality remains one of Fitch's main concerns, as
NPAs remain elevated at 13.97% of loans and OREO.  Furthermore,
Fitch believes that Emigrant's franchise has been negatively
impacted by the economic downturn and recent changes in financial
regulation.  As an example, the company will no longer be able to
write low-documentation loans, which have historically been an
important part of its residential mortgage lending business.
Moreover, Emigrant's ratings reflect Fitch's concern with respect
to 'key man' risk in the form of the company's chairman and CEO,
Howard Milstein.  That being said, the Milstein family has
contributed a significant amount of capital to the bank over the
last three years.

While recent initiatives to reduce the overall riskiness of the
business are viewed positively, Fitch believes that Emigrant's
risk profile remains elevated compared to many of its peers.  Over
the last several years, Emigrant has taken on more risk than
typical for an institution of its size.  The alternative
investment portfolios (private equity and hedge funds) have proven
to be a significant source of earnings and capital volatility.  In
order to bring itself into compliance with the Volker rule under
the Dodd-Frank Act, Emigrant is gradually exiting some of these
businesses.  The securities portfolio has had a large allocation
to financial institutions and other corporate securities.  This
exposure has been reduced from 50% at YE'07 to 29% at 3Q'10.
During 2008 and 2009, Emigrant recorded realized losses on
securities totaling $762 million.

Emigrant's capital adequacy has improved over the last several
quarters.  The aforementioned deterioration in performance had a
highly adverse impact on capital metrics and would have likely
left the company in a very weak capital position without external
capital support.  Emigrant has taken a number of actions over the
last several quarters to improve its capital position.  These
included $220 million of capital infusions from the Milstein
family and issuance of $267 million in preferred stock under the
Capital Purchase Program.  The balance sheet contraction has also
led to improved capital metrics.  Fitch views the current tangible
common equity to tangible assets ratio of 9.2% as adequate for
Emigrant's rating category and risk profile.  Even though past
capital infusions from the Milstein family have been viewed
favorably, Fitch's ratings do not incorporate the possibility of
any future support.

Even though the company has recorded profits during the first
three quarters of 2010, core profitability, which excludes gains
on sales of securities, remains weak.  The company has a
substantial amount of loans that are in the foreclosure process,
which reduces interest income and drives up non-interest expense.
Emigrant reported a NIM of 2.48% during 3Q'10, which compares
favorably with a NIM of 1.83% during the prior year period.
Having the ability to reprice its internet deposits on short
notice provides Emigrant with flexibility to manage its funding
costs.  In Fitch's view, core profitability is likely to remain
weak for the foreseeable future, even though the company may
continue to realize gains on its securities and alternative
investment portfolios.

Asset quality metrics have shown some signs of improvement in 2010
as both NPA and NCO levels have receded from their 2009 peaks.  A
majority of the losses were realized in the CRE and C&I
portfolios, which tended to have risky credits and large average
loan sizes.  NPAs were $793 million as of Sept. 30, 2010, compared
to $983 million in the prior year.  A key driver in the NPA
reduction was the removal from non-accrual of a large commercial
exposure in 2Q'10.  Over half of non-performers are residential
loans that are in the foreclosure process, which will likely be
resolved at a slow pace given the weak economic recovery.  It is
important to note that Emigrant has taken minimal losses on sales
of OREO to date because most residential loans were underwritten
with low LTVs.  It is also important to note that reserve levels,
both as a percentage of loans and NPAs, remain lower than peers.

The parent company maintains a limited amount of cash and liquid
assets to cover debt service expenses on the senior notes and
trust preferred securities.  As of Oct. 31, 2010, the parent
company had $38 million in cash and GNMA securities to cover
annual debt service of $20 million, which translates into a
coverage ratio of 1.9x.  Any dividends from the banking
subsidiaries would require regulatory approval.  Liquidity at the
bank subsidiaries remains robust with $1.7 billion of cash and
equivalents as of Oct. 31, 2010.  Management has been conservative
in this area, partially to offset some of the risks inherent in
the internet deposit funding strategy.

Factors that could have positive rating implications on Emigrant's
ratings and/or Outlook include:

  -- A continued reduction in Emigrant's overall risk appetite in
     its loan portfolio as well as its other businesses;

  -- Further reduction in NPA levels to get closer to historical
     levels;
  -- Sustained improvement in core profitability metrics.

Factors that could have negative implications on the ratings
and/or Outlook include:

  -- A material deterioration in asset quality metrics;
  -- An increase in losses from OREO sales;
  -- Weakening of liquidity coverage at the holding company.

Emigrant is a $13.4 billion holding company of six New York State
charted banks and EmigrantDirect, a nationally recognized online
deposit gathering vehicle.

Fitch has affirmed these ratings with a Stable Outlook:

Emigrant Bancorp Inc:
  -- Long-term IDR at 'B-';
  -- Short-Term IDR at 'B';
  -- Individual Rating at 'D/E';
  -- Senior Debt at 'CCC/RR6';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Bank

  -- Long-term IDR at 'B';
  -- Short-Term IDR at 'B';
  -- Short-Term Deposits at 'B';
  -- Individual Rating at 'D/E';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Savings Bank - Manhattan

  -- Long-term IDR at 'B';
  -- Short-Term IDR at 'B';
  -- Short-Term Deposits at 'B';
  -- Individual Rating at 'D/E';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Savings Bank - Brooklyn/Queens

  -- Long-term IDR at 'B';
  -- Short-Term IDR at 'B';
  -- Short-Term Deposits at 'B';
  -- Individual Rating at 'D/E';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Savings Bank - Long Island

  -- Long-term IDR at 'B';
  -- Short-Term IDR at 'B';
  -- Short-Term Deposits at 'B';
  -- Individual Rating at 'D/E';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Savings Bank - Bronx/Westchester

  -- Long-term IDR at 'B';
  -- Short-Term IDR at 'B';
  -- Short-Term Deposits at 'B';
  -- Individual Rating at 'D/E';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Mercantile Bank

  -- Long-term IDR at 'B';
  -- Short-Term IDR at 'B';
  -- Short-Term Deposits at 'B';
  -- Individual Rating at 'D/E';
  -- Support at '5';
  -- Support Floor at 'NF'.

Emigrant Capital Trust I

  -- Preferred Stock at 'CC/RR6'
Emigrant Capital Trust II

  -- Preferred Stock at 'CC/RR6'

Fitch has revised these Recovery Ratings:

Emigrant Bank

  -- Long-term Deposits to 'B+/RR3' from 'B+/RR2'.

Emigrant Savings Bank - Manhattan

  -- Long-term Deposits to 'B+/RR3' from 'B+/RR2'

Emigrant Savings Bank - Brooklyn/Queens

  -- Long-term Deposits to 'B+/RR3' from 'B+/RR2'.

Emigrant Savings Bank - Long Island

  -- Long-term Deposits to 'B+/RR3' from 'B+/RR2'.

Emigrant Savings Bank - Bronx/Westchester

  -- Long-term Deposits to 'B+/RR3' from 'B+/RR2'.

Emigrant Mercantile Bank

  -- Long-term Deposits to 'B+/RR3' from 'B+/RR2'.


EMIR PHILLIPS: Disbarment Fines Not Discharged in Bankruptcy
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge A. Howard Matz ruled that the
obligation to reimburse a state bar client security fund for
payments made to clients isn't discharged in bankruptcy.

Section 523(a)(7) of the Bankruptcy Code bars discharge of a debt
owing to a governmental unit as a fine or penalty, so long as it
is "not compensation for actual pecuniary loss."

Mr. Rochelle recounts that a previously disbarred lawyer contended
the debt was discharged because it was to reimburse the state fund
for payments to his former clients.  Judge Matz, based in Los
Angeles, disagreed on Dec. 1.  The relevant inquiry, according to
Matz, is the "governmental interest and purpose in imposing a
fine," not on the "ultimate destination of the money."

Mr. Rochelle relates that Judge Matz followed an opinion called
Findley from early this year by the U.S. Court of Appeals in San
Francisco.  Even though the fine was to reimburse the fund for
money it spent, Judge Matz said the purpose served "the state's
interest in the rehabilitation and punishment of attorneys."

The case is In re Emir Phillips, 09-2138, U.S. District Court,
Central District of California (Los Angeles).


EMPIRE ONE: Gets OK to Conduct Auction on January 14
----------------------------------------------------
Empire One Telecommunications Inc. received approval from the
bankruptcy court to conduct an auction on January 14, where
Lexicon United Inc. is expected to be the stalking horse bidder.

Empire One has a commitment from Lexicon to buy the assets.
Empire One is required to file by December 15 a motion seeking
approval of an asset purchase agreement with Lexicon.

Competing bids are due January 7.  Absent higher and better bids,
Lexicon United is expected to buy the assets for $1 million plus
debt assumption.  If it is outbid, the stalking horse bidder will
receive a $30,000 break-up fee.  The sale hearing is scheduled for
January 19.  The winning bidder is required to complete the
purchase by January 31.

Empire One Telecommunications, Inc., also known as EOT, is a
facilities-based competitive local-exchange carrier operating in
Brooklyn, New York.  It filed for Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 10-10987) on February 25, 2010.  Judge Allan L.
Gropper presides over the case.

Michael J. Barrie, Esq., and Raymond H. Lemisch, Esq., at Benesch,
Friedlander, Coplan & Aronoff LLP, in Wilmington, Delaware,
represent the Debtor.  The Debtor estimated assets and debts of
$1 million to $10 million in its Chapter 11 petition.


EXPERT PROPERTIES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Expert Properties, LLC
        P.O. Box 59
        Tunnel Hill, GA 30755

Bankruptcy Case No.: 10-17057

Chapter 11 Petition Date: December 2, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Chattanooga)

Judge: Shelley D. Rucker

Debtor's Counsel: Kyle R. Weems, Esq.
                  Suite 520, 744 McCallie Avenue
                  Chattanooga, TN 37403
                  Tel: (423) 624-1000
                  E-mail: weemslaw@earthlink.net

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

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

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

The petition was signed by Kenneth F. Gowin, managing member.


FANITA RANCH: Court Rules on Compass Bank Suit
----------------------------------------------
Judge Margaret M. Mann ruled on the case Guaranty Bank, as
administrative agent for Guaranty Bank and Wachovia Bank National
Association, v. Fanita Ranch, L.P.; Westbrook Fanita Ranch, L.P.;
First American Title Insurance Company, Adv. Pro. No. 10-90204
(Bankr. S.D. Calif.), finding that Compass Bank, as successor in
interest to Guaranty Bank, is barred by res judicata to separately
assert that Westbrook's liquidated damages were unsecured.  The
Court dismissed Compass' claims.  The Court approved a settlement
between the Debtor and Westbrook, and remanded Westbrook's
counterclaims against Compass back to state court as they are no
longer related to the bankruptcy case.  Compass is relieved of the
automatic stay to take whatever actions it chooses regarding the
Property that are not inconsistent with the Bankruptcy Court's
Memorandum Decision.

Fanita Ranch LP, Westbrook and Compass each assert a stake in
2,590 acres of undeveloped land located in the city of Santee in
eastern San Diego County known as the Fanita Ranch.  The Debtor,
and its predecessor, Barratt American Incorporated, pursued
development of the Property that was stalled by environmental
litigation pending at the time of the Debtor's bankruptcy.

Westbrook and Compass each have secured claims against the
Property, the extent of which is in dispute.  While there is no
dispute that Westbrook's deed of trust is senior in priority to
Compass' $25 million deed of trust, Westbrook and Compass dispute
the scope of the secured obligations owed to Westbrook.  The key
point of contention is whether the $15 million of liquidated
damages Westbrook claims against the Debtor are enforceable
damages, and whether that claim is secured by the Property.  Given
the proposed sale of the Property at one time at $36 million,
which was not consummated, Compass will likely suffer a loss if
the Westbrook secured debt includes the $15 million of liquidated
damages.

A copy of Judge Mann's November 30, 2010 Memorandum Decision is
available at http://is.gd/inOhZfrom Leagle.com.

Carlsbad, California-based Fanita Ranch, LP, filed for Chapter 11
bankruptcy protection on April 7, 2010 (Bankr. S.D. Calif. Case
No. 10-05750).  William A. Smelko, Esq., who has an office in El
Cajon, California, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $10,000,001
to $50,000,000.

The Company's affiliate, Barratt American, Inc., filed a separate
Chapter 11 petition on April 7, 2010 (Case No. 08-13249).


FELIM M FHIMA: Files New Schedules of Assets and Liabilities
------------------------------------------------------------
Felix M. Fhima has filed with the U.S. Bankruptcy for District of
Maryland an amended schedule of assets and liabilities,
disclosing:

     Name of Schedule               Assets        Liabilities
     ----------------             -----------     -----------
  A. Real Property                $11,400,000
  B. Personal Property                $47,413
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $8,747,207
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $2,569,096
                                  -----------     -----------
        TOTAL                     $11,447,413     $11,316,303

A copy of the Amended Schedules is available for free at:

      http://bankrupt.com/misc/FelixM Fhima_amendedSAL.pdf

                        About Felix M. Fhima

Los Angeles, California-based Felix M. Fhima and Patricia H. Fhima
filed for Chapter 11 bankruptcy protection on February 18, 2010
(Bankr. C.D. Calif. Case No. 10-15854).  Michael Jay Berger, Esq.,
who has an office in Beverly Hills, California, assists the
Debtors in their restructuring efforts.  The Debtor estimated its
assets and debts at $10 million to $50 million as of the Petition
Date.


FIRST FEDERAL: Names BKD LLP as New Principal Accountant
--------------------------------------------------------
On December 6, 2010, as the culmination of a request for proposal
process, the Audit Committee of First Federal Bancshares of
Arkansas Inc., in concurrence with the full Board of Directors,
appointed BKD, LLP, as the Company's principal accountants for the
fiscal year ending December 31, 2010, subject to completion by BKD
of its standard client evaluation procedures.

During the fiscal years ended December 31, 2009 and 2008, and
through the date of this filing, neither the Company nor anyone
acting on its behalf consulted with BKD regarding any of the
matters or events described in Items 304(a)(2)(i) and (ii) of
Regulation S-K.

On October 20, 2010, First Federal Bancshares reported that
Deloitte & Touche LLP, the independent registered public
accounting firm of the Company, notified the Company on October
14, 2010 that upon completion of Deloitte's review of the
Company's interim condensed consolidated financial information as
of and for the three and nine month periods ended September 30,
2010, Deloitte would resign as the Company's independent
registered public accounting firm.

On November 30, 2010, the Company filed its quarterly report on
Form 10-Q for the quarterly period ended September 30, 2010 and
therefore Deloitte has resigned effective November 30, 2010 as the
Company's principal independent public accounting firm.

            About First Federal Bancshares of Arkansas

First Federal Bancshares of Arkansas, Inc. (NASDAQ GM:FFBH)
-- http://www.ffbh.com/-- is a unitary savings and loan holding
company for First Federal Bank, a community bank serving consumers
and businesses with a full range of checking, savings, investment
and loan products and services.  The Bank, founded in 1934,
conducts business from 20 full-service branch locations, one
stand-alone loan production office, and 30 ATMs located in
Northcentral and Northwest Arkansas.

The Company's balance sheet at Sept. 30, 2010, showed
$632.34 million in total assets, $592.88 million in total
liabilities, and stockholders' equity of $39.46 million.


At June 30, 2010, the Company was above the regulatory minimums
for tangible, core, total risk-based and tier 1 risk-based
capital.  On April 12, 2010, the Company and the Bank each
consented to the terms of Cease and Desist Orders issued by the
Office of Thrift Supervision.  The Orders impose certain
operations restrictions on the Company and, to a greater extent,
the Bank, including lending and dividend restrictions.  The Orders
also require the Company and the Bank to take certain actions,
including the submission to the OTS of capital plans and business
plans to, among other things, preserve and enhance the capital of
the Company and the Bank and strengthen and improve the
consolidated Company's operations, earnings and profitability.
The Bank Order specifically requires the Bank to achieve and
maintain, by December 31, 2010, a tier 1 (core) capital ratio of
at least 8% and a total risk-based capital ratio of at least 12.0%
and maintain these higher ratios for as long as the Bank Order is
in effect.  At June 30, 2010, the Bank's core and total risk-based
capital ratios were 6.46% and 11.40%.  Had the Bank been required
to meet these capital requirements at June 30, 2010, it would have
needed additional capital of approximately $10.5 million.

As reported in the Troubled Company Reporter on April 21, 2010,
Deloitte & Touche LLP, in Little Rock, Ark., expressed substantial
doubt about the Company's ability to continue as a going concern
after auditing the Company's financial statements for the year
ended December 31, 2009.  The independent auditors noted of the
Company's significant operating losses in 2009, significant levels
of criticized assets, and decline in capital levels.

First Federal reported a net loss of $5.36 million on
$7.01 million of total interest income for the three months ended
Sept. 30, 2010, compared with a net loss of $23.23 million on
$8.69 million of total interest income for the same period a year
ago.


FRASER PAPERS: Obtains Canada Nod to Sell New Hampshire Mill
------------------------------------------------------------
Fraser Papers Inc. has received the necessary court approvals to
complete the sale of the Company's paper mill in Gorham, New
Hampshire to Counsel RB Capital, LLC.  The Company signed an
agreement with Counsel on November 27, 2010.

The transaction was approved by the Ontario Superior Court of
Justice on December 3, 2010.  The Company and Counsel have agreed
that the transaction will be completed on December 16, 2010.

Prior to it being closed indefinitely on October 13, 2010, the
paper mill in Gorham, New Hampshire operated three paper machines
and employed approximately 240 people.  During 2009, the Gorham
mill produced 80,000 tons of uncoated freesheet papers and 37,000
tons of towel products.

Fraser Papers remains under creditor protection pursuant to the
provisions of the Companies' Creditors Arrangement Act ("CCAA"),
with its stay of proceedings having been extended most recently to
February 28, 2011.
7
                        About Fraser Papers

Fraser Papers -- http://www.fraserpapers.com/-- is an integrated
specialty paper company that produces a broad range of specialty
packaging and printing papers.  The Company has operations in New
Brunswick, Maine, New Hampshire and Quebec.

On June 18, 2009, citing continued operating losses, weak markets
for pulp and lumber, impending debt repayments and significant
pension funding obligations, the Company and its subsidiaries
filed for protection under the Companies Creditors Arrangement Act
(Ont. Super. Ct. J. Ct. File No. CV-09-8241-00CL) in Toronto and
Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No.
09-12123).  Fraser is represented by Michael Barrack, Esq.,
Robert I. Thornton, Esq., and D.J. Miller, Esq., at
ThorntonGroutFinnigan LLP, in Toronto, and Derek C. Abbott, Esq.,
at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Del.
Fraser has said it is developing a restructuring plan to present
to its creditors by Oct. 16, 2009, with the objective of emerging
with a sustainable and profitable specialty papers business.

In July 2010, Fraser Papers disclosed that the Ontario Superior
Court of Justice has granted a further extension of the initial
Order under which Fraser Papers, together with its subsidiaries,
was granted creditor protection under the Companies' Creditors
Arrangement Act.  This extension is through October 29, 2010 and
was supported by PricewaterhouseCoopers Inc., the Court appointed
Monitor of the Company's CCAA process.


GARY REGESTER: Voluntary Chapter 11 Case Summary
------------------------------------------------
Joint Debtors: Gary Regester
               Joyce Regester
               344 South Guernsey Road
               West Grove, PA 19390

Bankruptcy Case No.: 10-30496

Chapter 11 Petition Date: December 2, 2010

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

Judge: Eric L. Frank

Debtor's Counsel: Eugene A. Steger, Jr., Esq.
                  EUGENE STEGER & ASSOCIATES PC
                  411 Old Baltimore Pike
                  Chadds Ford, PA 19317
                  Tel: (610) 388 7737
                  E-mail: esteger@stegerlaw.net

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

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

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


GELTECH SOLUTIONS: Lincoln Park to Sell 2,500,000 Shares
--------------------------------------------------------
GelTech Solutions, Inc., filed with the Securities and Exchange
Commission a prospectus for 2,500,000 shares of stock which may be
offered for sale by shareholder Lincoln Park Capital Fund, LLC.

The shares of common stock being offered by Lincoln Park are
outstanding or issuable pursuant to the Lincoln Park Purchase
Agreement.

The Company said it will not receive any proceeds from the sales
of shares of its common stock by the selling shareholder however
the Company may receive proceeds of up to $5 million under the
Purchase Agreement.

As of the last trading day before November 18, 2010, the closing
price of the Company's common stock was $1.11 per share.

On September 1, 2010, the parties executed a Purchase Agreement
and a Registration Rights Agreement, under which the Company has
the right to sell to Lincoln Park up to $4.8 million of its common
stock at the Company's option, provided that the Company will not
sell more than $5,000,000 of its common stock to Lincoln Park.
The original Purchase Agreement dated September 1, 2010 was
amended as of October 29, 2010 to make clear that Lincoln Park
does not have the right to terminate the Purchase Agreement upon
the occurrence of an event of default.

Upon signing the Purchase Agreement, Lincoln Park invested
$200,000 in GelTech and received 200,000 shares of the Company's
common stock together with warrants, not included in this
offering, to purchase an equivalent number of shares at an
exercise price of $1.25 per share.  Also, the Company issued
75,000 shares of its common stock to Lincoln Park as a commitment
fee for entering into the Purchase Agreement, and in addition the
Company may issue up to an additional 225,000 shares pro rata if
and when the Company sells additional shares to Lincoln Park under
the Purchase Agreement.

Under each of the Purchase Agreement and the Registration Rights
Agreement, the Company is required to register:

   (1) 275,000 shares which have already been issued;

   (2) an additional 225,000 shares which the Company is required
       to issue pro rata in the future as a commitment fee if and
       when the Company sells shares to Lincoln Park under the
       Purchase Agreement;

   (3) 4,800,000 shares which the Company may sell to Lincoln Park
       after this registration statement is declared effective;
       and

   (4) 200,000 shares issuable upon exercise of warrants at $1.25
       per share by Lincoln Park.

Although the Purchase Agreement provides that the Company may sell
up to $5,000,000 of its common stock to Lincoln Park, the Company
is only registering 2,200,000 shares to be purchased thereunder,
which may or may not cover all such shares purchased by Lincoln
Park under the Purchase Agreement, depending on the purchase price
per share.

Of the 2,500,000 shares offered:

   * 275,000 shares have already been issued ;

   * an additional 225,000 shares which the Company is required to
     issue proportionally in the future, as a commitment fee, if
     and when the Company sells additional shares to Lincoln Park
     under the Purchase Agreement; and

   * up to an additional 2,000,000 shares the Company may sell to
     Lincoln Park.

As of November 17, 2010, the Company had 17,306,674 shares
outstanding of which 7,997,050 shares were held by non-affiliates.
If all of the 2,500,000 shares offered by Lincoln Park were issued
and outstanding as of November 18, 2010, such shares would
represent 12.8% of the total common stock outstanding or 24.5% of
the non-affiliates shares outstanding, as adjusted, as of November
18, 2010.  The number of shares ultimately offered for sale by
Lincoln Park is dependent upon the number of shares that the
Company sells to Lincoln Park under the Purchase Agreement.

                      About GelTech Solutions

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

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

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


GENARO MENDOZA: Court Confused, Wants Pleadings Clarified
---------------------------------------------------------
Judge Alan Jaroslovsky directed Genaro Mendoza and U.S. Bank to
clarify pleadings with regard to their dispute over the Bank's
claim.  The parties are squabbling over certain postpetition fees,
costs and charges claimed by the Bank, and have made numerous
requests to the Court.

"The parties are simply asking too much of a swamped bankruptcy
court in the middle of a recession.  It may be that there is some
answer to the court's confusion on the docket, but the court
cannot find it," Judge Jaroslovsky said.

A copy of Judge Jaroslovsky's December 5, 2010 Memorandum is
available at http://is.gd/infi3from Leagle.com.

Mr. Mendoza originally objected to Claim #19 filed by U.S. Bank on
grounds that it included a prepayment premium and default
interest.  The Bank concedes that the objection on these grounds
should be sustained unless the order confirming Mr. Mendoza's
plan, now under appeal, is reversed or vacated, as that order has
not been stayed.

However, the objection has morphed into something different.  The
Bank's claim contains an error understating the principal balance
by about $600,000.  The Bank seeks to amend its claim to correct
this error, which Mr. Mendoza agrees was made.

In a December 1, 2010 ruling, the Court held that Mr. Mendoza's
original objection to the prepayment consideration and default
interest portions of the claim will be sustained, subject to
reconsideration if the order confirming the plan is reversed or
vacated on appeal.  The objection to the amended claim, insofar as
it corrects the principal balance owing on the date of bankruptcy,
will be overruled.

The Court noted that the original claim included about $600,000 in
now-disallowed prepayment premiums, so that the net amount of the
claim as amended (about $4.6 million) remains about the same as
the original claim, making it difficult for most creditors to
argue that they were misled by the original claim.

A copy of Judge Jaroslovsky's December 1, 2010 Memorandum is
available at http://is.gd/inliyfrom Leagle.com.

Petaluma, California-based Genaro Mendoza, aka George Mendoza and
Mendoza Investment, filed for Chapter 11 bankruptcy on June 3,
2009 (Bankr. N.D. Calif. Case No. 09-11678).  The Debtor estimated
$100 million to $500 million in assets and 50 million to
$100 million in debts.


GENERAL MOTORS: Old GM Wins Final Court Nod of Plan Outline
-----------------------------------------------------------
Judge Robert D. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York found the Disclosure Statement
explaining the Amended Joint Chapter 11 Plan of Reorganization
filed by Motors Liquidation Company and its debtor affiliates as
containing adequate information under Section 1125(a) of the
Bankruptcy.

Judge Gerber approved, on the final basis, the Disclosure
Statement on December 7, 2010, Tiffany Kary of Bloomberg News
reported.

MLC; MLC of Harlem, Inc.; MLCS, LLC; Remediation and Liability
Management Company, Inc.; and Environmental Corporate Remediation
Company, Inc. also submitted with the Court on December 7 the
Amended Disclosure Statement and Plan.

Judge Gerber said any other disputes can be resolved at the
hearing to consider confirmation of the Plan set for March 3,
2011, Bloomberg related.  "As I've said 900 times, the purpose of
a disclosure statement isn't to address any individual
constituents' problems," Bloomberg quoted Judge Gerber as saying.

Judge Gerber also ordered the Debtors to add a language to the
Plan saying a trial to estimate asbestos liabilities should be
completed before the Plan is implemented, and that a claims
representative will work on the issue if it is not, Bloomberg
noted.

Judge Gerber gave conditional approval of the Disclosure Statement
on October 21, 2010.  The Disclosure Statement hearing was
continued several times with December 7, 2010, as the latest
hearing date.  At a December 3, 2010, the Debtors, the U.S.
Department of the Treasury and certain creditors reached an
agreement that enabled the Debtors to file the Amended Plan.

The Court has yet to sign a formal order on the Disclosure
Statement final approval.

                 Court Overrules Objections

Before the final approval of the Disclosure Statement, the County
of Onondaga, New York and the Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims and Dean M. Trafelet,
the Future Claims Representative filed supplemental objections to
the Disclosure Statement.

At the hearing on December 7, 2010, Judge Gerber overruled the
objection filed by the County of Onondaga, Tiffany Kary of
Bloomberg News reported.

The County of Onondaga complained that the Disclosure Statement
incorrectly stated that its environmental claims are subject to
the Court's ADR Order.  The County further asserted that the
Disclosure Statement should reflect that with respect to
environmental claims classified as Property Environmental Claims,
the Environmental Response Trust Consent Decree and Settlement
Agreement represents the mechanism through which the Debtors and
the signatory states have resolved 100% of Debtors ' environmental
liabilities for certain properties and all migrating hazardous
substances emanating from all those properties.

In a joint filing, the Asbestos Committee and the FCR insisted
that the latest Disclosure Statement fails to contain any
disclosure about these change to the Plan:

  (1) new transfer of Asbestos Insurance Assets to the DIP
      Lenders;

  (2) new definition of Indirect Asbestos Claim;

  (3) new language providing that the DIP Lenders attach to
      the cash transferred to the Asbestos Trust;

  (4) new language that Remy International Inc. is a protected
      party; and

  (5) dissolution of Committees.

Counsel to the Asbestos Committee, Trevor Swett III, Esq., at
Caplin & Drysdale, Chartered, in Washington, D.C., asserted that
the Debtors should disclose why they believe the DIP Lenders,
rather than the Debtors' asbestos victims, are entitled to receive
insurance proceeds attributable solely to the asbestos personal
injuries suffered by the holders of Asbestos Personal Injury
Claims.

The Debtors should also disclose how many additional Indirect
Asbestos Claims will be channeled to the Asbestos Trust, Mr. Swett
stated.  He contended that the Debtors did not even provide any
explanation behind the DIP Lenders' liens attaching to the cash
transferred to the Asbestos Trust or its impact on the $2 million
cash funding that will be transferred to the Asbestos Trust.  The
Debtors should also disclose that their proposed settlement with
Remy has not been approved by the Court, he pointed out.

"No disclosure is made of the fact that, to the extent that the
asbestos estimation takes place after the Effective Date, the
Asbestos Committee will no longer exist to litigate it, nor of the
effect of a dissolution on an estimation, which is a significant
risk factor to the asbestos constituency," Mr. Swett pointed out.

                   December 7 Amended Plan

The December 7 Amended Plan incorporated a $773-million
Environmental Response Trust Consent Decree and Settlement
Agreement among the Debtors, the U.S. Environmental Protection
Agency, the states of Delaware, Illinois, Indiana, Kansas,
Louisiana, Massachusetts, Michigan, Missouri, New Jersey, New
York, Ohio, Pennsylvania, Virginia, Wisconsin, and the St. Regis
Mohawk Tribe.

The Settlement Agreement contemplates the creation of an
Environmental Response Trust for the remediation and other
environmental actions on certain properties, a schedule of which
is available for free at:

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

If the Amended Plan is confirmed, the Debtors' assets and
liabilities will be transferred to the Environmental Response
Trust, together with the General Unsecured Creditors Trust,
Asbestos Trust, and Avoidance Action Trust.

MLC Executive Vice President Ted Stenger says the Environmental
Response Trust will be funded with about $511 million in payments
to cover remedial costs and Governmental Authority oversight costs
for the Environmental Response Trust Properties and $262 million
in Cash and other assets that will be used to cover various
administrative activities of the Environmental Response Trust.

The Environmental Response Trust Assets will be comprised of:

  * $641,434,945, subject to adjustments set forth in the
    Settlement Agreement;

  * the Environmental Response Trust Properties;

  * personal property, including equipment, related to certain
     of the Environmental Response Trust Properties;

  * all leases of manufacturing facilities with General Motors
    LLC ("New GM"); and

  * all property management contracts and contracts related to
    the Environmental Actions relating to the Environmental
    Response Trust Properties that the Debtors and the
    Environmental Response Trust Administrative Trustee agree
    should be assumed by the Environmental Response Trust.

The U.S. Department of Justice will, and one or more of the
States, accept public comments on the Settlement Agreement.  After
the conclusion of the public comment period, the United States and
the States will file with the Court any comments received and
responses and, at that time, will ask the Court to approve the
Settlement Agreement.

Mr. Stenger says approval of the Settlement Agreement is a
condition precedent to confirmation of the Plan.

A draft of Environmental Response Trust Agreement is available for
free at http://bankrupt.com/misc/gmenvlresponsetrustpact.pdf

                Asbestos Insurance Assets Trust

The Amended Plan proposes to establish a trust to hold and
administer the "Asbestos Insurance Assets" and any proceeds
thereof for the benefit of the DIP Lenders.

The Asbestos Insurance Assets will mean all rights arising under
liability insurance policies issued to the Debtors with inception
dates prior to 1986 with respect to liability for Asbestos
Claims, including, but not limited to: (i) rights (a) under
insurance policies, (b) under settlement agreements made with
respect to such insurance policies, (c) against the estates of
insolvent insurers that issued such policies or entered into such
settlements, and (d) against state insurance guaranty
associations arising out of any of those insurance policies
issued by insolvent insurers; and (ii) the right, on behalf of
MLC and its subsidiaries as of the effective date of the Amended
Plan, to give a full release of the insurance rights of MLC and
its subsidiaries as of the Effective Date under any policy or
settlement agreement with the exception of rights to coverage
with respect to workers' compensation claims.

However, the assets that will be transferred to the Asbestos
Insurance Assets Trust will not include the transfer of any
insurance policies themselves nor any rights or claims that the
Debtors have or may have against any insurers with respect to
amounts the Debtors have already paid on account of Asbestos
Claims.

The Amended Plan contemplates that it will take effect whether or
not the Debtors' aggregate asbestos liability has been estimated,
so that the amount of funding that will go to the Asbestos Trust
for the benefit of the holders of Asbestos Personal Injury Claims
may not be resolved until after confirmation.  The Official
Committee of Unsecured Creditors Holding Asbestos-Related Claims
and the Future Claims Representative thus believe that the Plan
is unconfirmable because the Plan unfairly discriminates against
holders of Asbestos Personal Injury Claims by, among other
things, providing that the Asbestos Trust will receive, not
shares or warrants of New GM stock directly, but only a claim on
the GUC Trust controlled by rival creditors whose economic
interests are directly adverse to those of holders of Asbestos
Personal Injury Claims.  The Asbestos Committee and FCR's
assertion has been added in the Amended Plan to highlight certain
material risks which they believe are inherent in the Plan as it
relates to Asbestos Personal Injury Claims, Mr. Stenger says.

The resolution of Asbestos Personal Injury Claims will be dealt
with by the Asbestos Trust in accordance with its distribution
procedures, Mr. Stenger tells the Court.

             Special Provision for Governmental Units

Nothing in the Plan will discharge, release, enjoin, or otherwise
bar:

  (i) any liability of the Debtors, their estates, any
      successors, the GUC Trust, the Asbestos Trust, the
      Environmental Response Trust, or the Avoidance Action
      Trust, arising on or after the Confirmation Date;

(ii) any liability that is not a "claim" within the meaning of
      Section 101(5) of the Bankruptcy Code;

(iii) any valid right of setoff or recoupment;

(iv) any police or regulatory action;

  (v) any environmental liability that the Debtors, their
      estates, any successors, the GUC Trust, the Asbestos
      Trust, the Environmental Response Trust, the Avoidance
      Action Trust, or any other person may have as an owner or
      operator of real property after the Effective Date; and

(vi) any liability to a "governmental unit" on the part of any
      persons or entities other than the Debtors, their estates,
      the GUC Trust, the Asbestos Trust, the Environmental
      Response Trust, the Avoidance Action Trust, the GUC Trust
      Administrator, the Asbestos Trust Administrators, the
      Environmental Response Trust Administrative Trustee, or
      the Avoidance Action Trust Administrator.

                     Updated Claims Treatment

The Amended Plan sets forth the estimated total amount of allowed
claims under these classes,

Class  Class                                  Estimated Amt. of
No.    Description                              Allowed Claims
-----  -----------                            -----------------
  -     Administrative Expense                    $0 to $25 mil.
  -     Priority Tax Claims                            $1.5 mil.
  -     DIP Credit Agreement Claims                  $1.266 bil.
  1     Secured Claims                            $0 to $15 mil.
  2     Priority Non-Tax Claims              less than $1.5 mil.
  3     General Unsecured Claims         bet. $34.4 and $39 bil.
  4     Property Environmental Claims                  $366 mil.
  5     Asbestos Personal Injury Claims bet.     $350 to $2 bil.
  6     Equity Interests                          Not applicable

In addition, holders of DIP Credit Agreement Claims will have the
sole right to collect on or prosecute the DIP Lenders' Avoidance
Actions and the sole right to recover from or assign the DIP
Lenders' Avoidance Assets.

Priority Tax Claims that New GM is liable for under the Amended
and Restated Master Sale and Purchase Agreement will be the
responsibility of New GM and will receive no distribution under
the Plan.

As to Class 3 General Unsecured Claims, the amount of
New GM Securities to be distributed under the Amended Plan will
be subject to the New GM Securities or proceeds thereof withheld
or expended to meet the costs and expenses of administering the
GUC Trust that are not otherwise funded from the Budget.

Moreover, certain EuroBond claims under (i) a Fiscal and Paying
Agency Agreement, dated July 3, 2003, among General Motors
Corporation, Deutsche Bank AG London, and Banque Generale du
Luxembourg S.A. will be allowed for $3,772,694,419 and (ii) a
Bond Purchase and Paying Agency Agreement, dated May 28, 1986,
between General Motors Corporation and Credit Suisse, will be
allowed for $15,745,690.  The Fixed Allowed Eurobond Claims will
override and supersede any individual Claims filed by registered
holders or beneficial owners of debt securities with respect to
the Eurobond Claims.

The Nova Scotia Guarantee Claims and the Nova Scotia Wind-Up
Claim will be treated as Disputed General Unsecured Claims unless
and until a Final Order is entered that fixes the allowed amount,
if any, of those claims.  For the purpose of determining pro rata
shares for distributions to Allowed General Unsecured Claims, the
aggregate dollar amount of the Disputed Nova Scotia Guarantee
Claims and the Disputed Nova Scotia Wind-Up Claim will be the
lesser of (i) $2.69 billion and (ii) other amount as may be fixed
by the Court.

Remy International, Inc. will have an Allowed General Unsecured
Claim for $484,978 as a result of Remy's agreement to reduce its
claims against MLC and ENCORE in exchange for, among other
things, the Amended Plan providing that Remy is a Protected Party
with respect to that portion of Remy's Claim against MLC relating
to asbestos liability arising on or prior to the closing of that
certain Asset Purchase Agreement by and among DR International,
Inc., DRA, Inc., and GM, dated July 13, 1994.

Allowed Class 4 Property Environmental Claims are deemed fully
satisfied pursuant to the Settlement Agreement and priority order
sites consent decrees and settlement agreements to be filed with
the Court with respect to non-owned sites, a list of which is
available for free at:

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

Holders of Class 6 Equity Interests will neither receive nor
retain any property or interest in property on account of that
Equity Interest.

                     Other Plan Disclosures

The Amended Plan also updated information regarding the Debtors'
Chapter 11 cases, including:

  * General Motors Co. commenced an initial public offering in
    November 2010.  At the direction of the Official Committee
    of Unsecured Creditors, the Debtors did not participate in
    the IPO.

  * The Debtors expect that there will about $124 million of
    cash remaining in MLC after returning any funds to the DIP
    Lenders on the Effective Date and funding the GUC Trust, the
    Asbestos Trust, the Environmental Response Trust and the
    Avoidance Action Trust.  Prior to MLC's dissolution, any
    funds remaining with MLC and not needed for any continuing
    obligations will be returned to the DIP Lenders.

  * The Creditors' Committee has stated that it will discontinue
    the Term Loan Litigation if the DIP Lenders are deemed to
    own the proceeds of the Term Loan Avoidance Action.  It is
    not certain whether any other party could proceed with
    litigating the Term Loan Avoidance Action.  The Term Loan
    Litigation is an action initiated by the Creditors'
    Committee against more than 400 lender-defendants, seeking
    to recover more than $1.5 billion in payments made to the
    lenders under the Prepetition Term Loan Agreement from the
    DIP Facility

  * Many of the claims alleging liability for personal injury or
    products liability are subject to the lien of Medicare and
    Medicaid as well as public and private health care providers
    and insurance funds and companies.  The Debtors believe that
    no proofs of claim have been timely filed that assert
    Medical Liens.  To ensure that neither the Debtors nor the
    GUC Trust could be held liable to holders of Medical Liens
    after settling and making distributions on account of the
    Subject Claims, the Amended Plan provides that holders of
    Medical Liens will be barred and prohibited from seeking
    recourse directly against the Debtors or the GUC Trust.

  * The Creditors' Committee objected to Claims filed by Green
    Hunt Wedlake, Inc. and noteholders of General Motors Nova
    Scotia Finance Company.  The Creditors' Committee also
    reserved its rights to bring actions arising out of the Nova
    Scotia Objection; and seek any necessary consent from MLC or
    the approval of the Court in connection with the Nova Scotia
    Actions.  At the Creditors' Committee's request, the Debtors
    added description of the Creditors' Committee's view of the
    Nova Scotia Actions.

                     Financial Projections

The Debtors prepared financial information and projections for
MLC and the trusts to be formed under the Plan.  The Financial
Projections assume that the Debtors will emerge from Chapter 11
on December 31, 2010.

                   Motors Liquidation Company
                Projected Statement of Net Assets
                       (in thousands)

Assets                     Jan. 1, 2010    Dec. 31, 2011
------                     ------------    -------------
Cash and cash equivalents      $124,292               $-
Retainers paid to professionals  21,436                -
                          ------------    -------------
Total assets                  $145,728               $0
                          ============    =============
Liabilities
Accrued professional fees
and account payable             $66,467               $-
Accrued secured, administrative
and priority claims              25,000                -
Environmental liabilities        27,000                -
                          ------------    -------------
Total liabilities              118,467                -
                          ------------    -------------
                               $27,261               $0
                          ============    =============

                   Motors Liquidation Company
       Projected Statement of Cash Receipts and Disbursements
                       (in thousands)

                                                   Year Ended
                                                Dec. 31, 2011
                                                -------------
  Beginning cash and cash equivalents                $124,292

  Cash receipts
  Retainers from professionals                         21,436
                                                -------------
                                                      $21,436

  Cash disbursements
  Administrative costs                                 12,911
  Professional fees                                    70,817
  Administrative, secured and priority claims          25,000
  Payment for priority order sites                     27,000
  Returned to U.S. Treasury and EDC                    10,000
                                                -------------
                                                      145,728
                                                -------------
Net cash flow                                       ($124,292)
                                                -------------
Ending cash and cash equivalents                           $-
                                                =============

                Opening Statement of Net Assets of
                       Debtors and Trusts
                   As of December 31, 2010
                        (in millions)

                    Opening    Asbestos    GUC
                    Balance    Trust       Trust   ERT     MLC
                    -------    --------    -----  ----    ----
Total assets            $947          $2      $57  $743    $145
                    =======    ========    =====  ====   =====

Total liabilities    $39,031      $1,800  $36,700  $413    $118
                    -------    --------  -------  ----   -----
                   ($38,084)    ($1,798)($36,643) $330     $27
                    =======    ========    =====  ====   =====

The Financial Projections are available for free at:
http://bankrupt.com/misc/gmfinlprojections.pdf

The Debtors also submitted a schedule of note claims under each
indenture to be allowed under the Amended Plan, a schedule of
which is available for free at:

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

A full-text copy of the Amended Plan dated December 7, 2010, is
available for free at: http://bankrupt.com/misc/gmPlan1207.pdf

A full-text copy of the Disclosure Statement dated
December 7, 2010, is available for free at

             http://bankrupt.com/misc/gmDS1207.pdf

                       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: Says Smith's $75-Trillion Claim "Unintelligible"
----------------------------------------------------------------
Motors Liquidation Co., or Old GM, and its units ask the U.S.
Bankruptcy Court for the Southern District of New York to disallow
and expunge Claim no. 70464 filed by Beverly E. Smith.

Ms. Smith filed the Claim against the Debtors and certain other
parties, including "Lehman Brothers," asserting $75 trillion.
The Proof of Claim cites a certain lawsuit as the basis for the
7claim -- Smith et al. v. Wagner et al., Case No. 05-cv-04457.
The Smith Civil Action was commenced in August 2005 and was
closed by the U.S. District Court for the Eastern District of
Pennsylvania in June 2006 after determining that it did not have
subject matter jurisdiction over any of the matters asserted by
Ms. Smith.

The Debtors object to the Claim because it fails to allege facts
sufficient to support a claim against them.  In fact, the Claim
is completely unintelligible, Joseph H. Smolinsky, Esq., at Weil,
Gotshal & Manges LLP, in New York, contends.  The asserted basis
for the claim -- the Smith Civil Action -- bears no obvious
relation to the Debtors and fails to provide any legal or factual
support for a claim, much less one against the Debtors, he
argues.  In addition, the Claim was filed almost 11 months after
the Bar Date, he asserts.

Ms. Smith has also not filed a motion under Rule 9006(b)(1) of
the Federal Rules of Bankruptcy Procedure which governs the
admission of proofs of claim filed after a court-ordered bar
date, Mr. Smolinsky points out.  It would be severely prejudicial
to other claimants and these judicial proceedings to now have to
reserve distributions for the Claim, particularly given the
absurdity of the $75 trillion assert, he maintains.

                       About General Motors

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

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

At June 30, 2010, GM had 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: Wants $223 Million in Claims Expunged
-----------------------------------------------------
Motors Liquidation Co. and its units ask the Bankruptcy Court to
disallow and expunge 34 claims totaling $223,962,000, namely:

  (1) claims that were filed by automobile dealerships, their
      insurance carriers or rental car companies for
      contribution or reimbursement from the Debtors for pending
      product liability claims where the claimant is co-liable
      with the Debtors to plaintiffs who were injured in an
      accident involving a vehicle manufactured by the Debtors
      and purchased, leased or rented from the claimant;

  (2) claims that were filed by manufacturers or distributors of
      engine components, or manufacturers of products using
      those components for contribution or reimbursement from
      the Debtors for pending product liability claims where the
      Diesel Fume Defendants are co-liable with the Debtors to
      plaintiffs who suffered injury after inhaling diesel fumes
      generated from engines allegedly manufactured by, or
      containing components supplied by, the Debtors;

  (3) a claim filed by Norfolk Southern Railway Co. for
      contribution or indemnification in a third party personal
      injury suit where Norfolk is co-liable with the Debtors to
      an individual who was injured while walking through a
      railway track owned or damaged by Norfolk on land alleged
      to have been owned by the Debtors; and

  (4) a claim filed by Expedition Helicopters, Inc. for
      contribution or reimbursement from the Debtors for pending
      product liability claims where Expedition is co-liable
      with the Debtors to plaintiffs who were injured in an
      accident involving a helicopter operated by the claimant
      that allegedly contained parts supplied by the Debtors.

A schedule of the claims is available for free at:

          http://bankrupt.com/misc/gm110thoo.pdf

                       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)


GOMERA GOVI: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Gomera Govi Inc.
        65th Infanteria Station
        P.O. Box 29618
        Rio Piedras, PR 00929-0618

Bankruptcy Case No.: 10-11367

Chapter 11 Petition Date: December 2, 2010

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Wigberto Lugo Mender, Esq.
                  LUGO MENDER & CO
                  Centro Internacional de Mercadeo
                  Carr 165 Torre 1, Suite 501
                  Guaynabo, PR 00968
                  Tel: (787) 707-0404
                  E-mail: wlugo@lugomender.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb10-11367.pdf

The petition was signed by Alfredo Gonzalez, president.


GTC BIOTHERAPEUTICS: Raises $18.3 from Sale of Equity to LFB
------------------------------------------------------------
GTC Biotherapeutics Inc. completed its previously announced sale
of approximately 61,100,000 shares of its common stock, par value
$0.01 per share, to LFB Biotechnologies S.A.S., Les Ulis, France
in a private placement for $0.30 per share, for an aggregate
purchase price of approximately $18.3 million.

Following the private placement and the conversion of convertible
preferred stock of GTC owned by LFB, LFB owned at least 90% of
GTC's outstanding common stock.

After LFB contributed all shares of GTC common stock it held to
its wholly-owned subsidiary, LFB Merger Sub, Inc., Merger Sub
effected a short-form merger in accordance with Massachusetts
law merging itself with and into GTC, with GTC being the
surviving corporation in the merger, and cashing out all minority
shareholders for $0.30 per share, for an aggregate purchase price
of approximately $2.7 million.  The merger became effective on
December 2, 2010.  Following the effective time of the merger, GTC
became a wholly-owned subsidiary of LFB, and shares of GTC common
stock ceased to trade on the over-the-counter market.

                    About GTC Biotherapeutics

Framingham, Mass.-based GTC Biotherapeutics, Inc. (OTC BB: GTCB)
-- http://www.gtc-bio.com/-- develops, supplies and
commercializes therapeutic proteins produced through transgenic
animal technology.  ATryn(R), GTC's recombinant human
antithrombin, has been approved for use in the United States and
Europe.

In addition to ATryn(R), GTC is developing a portfolio of
recombinant human plasma proteins with known therapeutic
properties.  These proteins include recombinant forms of human
coagulation factors VIIa and IX, which are being developed for the
treatment of patients with hemophilia, and recombinant
alpha-fetoprotein, which is being developed for the treatment of
myasthenia gravis and multiple sclerosis.

The Company's balance sheet at September 30, 2010, showed
$24.5 million in total assets, $48.2 million in total liabilities,
and a stockholders' deficit of $23.8 million.

The Company has an accumulated deficit of $333.4 million at
September 30, 2010.  The Company also has negative working capital
of $7.8 million as of September 30, 2010.  Based on the Company's
cash balance as of September 30, 2010, as well as potential cash
receipts primarily from the funding of programs under the LFB
collaboration, GTC believes its capital resources will be
sufficient to fund operations to the middle of December 2010.

As reported in the Troubled Company Reporter on March 15, 2010,
PricewaterhouseCoopers LLP, in Boston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's results for the fiscal year ended
January 3, 2010.  The independent auditors noted of the Company's
recurring losses from operations and limited available funds as of
January 3, 2010.


HARGRAY HOLDINGS: S&P Affirms 'B' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its ratings,
including its 'B' corporate credit rating, on Hilton Head, South
Carolina-based incumbent local exchange carrier Hargray Holdings
LLC.  At the same time, S&P revised the outlook to positive from
stable.

"The outlook revision is based on improved credit measures from
EBITDA growth and debt reduction," said Standard & Poor's credit
analyst Allyn Arden.  Total debt to EBITDA including relatively
minor adjustments for postretirement benefits and operating leases
was 5.1x as of June 30, 2010, down from about 7.0x in the year-ago
period.  This ratio includes S&P's adjustments for postretirement
benefits and operating leases and does not include all EBITDA
adjustments allowed in the covenant compliance calculation.  The
company initiated several cost-reduction initiatives, including a
billing system conversion, which resulted in improved
profitability measures.  As a result, S&P could raise the ratings
if leverage declines below 5x on a sustained basis.


HARMAN GROUP: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: The Harman Group LLC
        331 Rutledge Street
        Brooklyn, NY 11211

Bankruptcy Case No.: 10-51384

Chapter 11 Petition Date: December 3, 2010

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Joel B. Rosenthal

Debtor's Counsel: Leo Fox, Esq.
                  630 Third Avenue, 18th Floor
                  New York, NY 10017
                  Tel: (212) 867-9595
                  Fax: (212) 949-1857
                  E-mail: leofox1947@aol.com

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

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

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

The petition was signed by Max Stark, owner.

Harman Group's affiliated entities are"

   Debtor                              Case No.
   ------                              --------
Southside House LLC                    09-43576
84 George LLC                          10-44253
351 Enterprise LLC                     10-48242
51 Eldert LLC                          10-46346


HAROLD LAMPE: Court Disallows Granddaughter's Claim
---------------------------------------------------
Jestyn G. Payne, Custodian for Lauren Lampe, v. Harold C. Lampe,
Jr., Adv. Pro. No. 09-0012 (Bankr. E.D. Pa.), seeks (i) a judgment
for $345,000 against Mr. Lampe, Lauren's grandfather; (ii) an
allowed claim for $345,000 based on the judgment; and (iii) a
determination that the debt underlying the claim is not
dischargeable pursuant to 11 U.S.C. Sec. 523(a)(4) because the
Debtor engaged in fraud or defalcation while acting in a fiduciary
capacity.  In his Objection, the Debtor seeks a ruling that (i)
Mr. Payne's claim is invalid and unenforceable; or, in the
alternative, (ii) the debt underlying the claim is dischargeable.

The Hon. Jean K. Fitzsimon (i) held that Claim No. 2 filed by Mr.
Payne is unenforceable and, hence, disallowed; and (ii) granted
judgment on the amended complaint in favor of Mr. Lampe.  A copy
of the Court's Memorandum Opinion, dated November 19, 2010, is
available at http://is.gd/igQukfrom Leagle.com.

Harold C. Lampe, Jr., filed a voluntary Chapter 11 petition
(Bankr. E.D. Pa. Case No. 08-18025) on December 4, 2008.


HAROLD ROSBOTTOM: Trustee Has Green Light to Sell Mineral Assets
----------------------------------------------------------------
Judge Stephen V. Callaway authorized Gerald H. Schiff, as trustee
for the bankruptcy estate of Harold L. Rosbottom, Jr., to sell
mineral assets through auction sale to be conducted by
Clearinghouse.  The primary sale will be conducted on December 15,
2010.  A full-text copy of the Court's December 1 Findings of Fact
and Conclusions of Law is available at http://is.gd/inLP0from
Leagle.com.

Based in St. Rose, Louisiana, Harold L. Rosbottom, Jr., filed for
Chapter 11 bankruptcy protection (Bankr. W.D. La. Case No. 09-
11674) on June 9, 2009.  Patrick S. Garrity, Esq., Baton Rouge,
served as counsel.  In its petition, the Debtor estimated assets
at between $1 million to $10 million.

The Chapter 11 Trustee is represented by:

          Louis M. Phillips, Esq.
          GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN LLP
          One American Place
          301 Main Street, Suite 1600
          Baton Rouge, LA 70801-1916


HDT WORLDWIDE: S&P Assigns 'B' Long-Term Corporate Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' long-term
corporate credit rating to HDT Worldwide LLC, the indirect parent
of Hunter Defense Technologies Inc. (B+/Stable/--) The outlook is
stable.

Standard & Poor's also assigned its 'B+' issue-level rating, and
'2' recovery rating, to HDT's proposed $350 million secured credit
facility.  The facility comprises a $50 million revolving credit
facility and a $300 million term loan.  The '2' recovery rating
reflects S&P's expectations of a substantial (70%-90%) recovery in
a default scenario.

In addition, S&P assigned its 'CCC+' issue-level rating, and '6'
recovery rating, to the company's proposed $250 million unsecured
notes due 2017.  The '6' recovery rating reflects S&P's
expectations of a negligible (0%-10%) recovery in a default
scenario.

Standard & Poor's plans to withdraw its ratings on Hunter Defense,
once the proposed transaction is complete because all of Hunter
Defense's rated debt will be repaid as part of the transaction.

"The ratings on HDT reflect what S&P views as a highly leveraged
financial risk profile resulting from a proposed debt-financed
dividend, a very aggressive financial policy, limited product
diversity, and an active acquisition program," said Standard &
Poor's credit analyst Christopher DeNicolo.  "Substantial defense
spending, despite expected competing demands on the federal
budget, and leading positions in niche markets somewhat offset
these factors in S&P's opinion," Mr. DiNicolo added.

HDT's primary operating subsidiaries are Hunter Defense (which
comprises about 70% of consolidated revenues) and Airborne
Holdings Inc. (not rated).  HDT proposes to use the proceeds from
a new $300 million term loan, $5 million of borrowings under a new
$50 million revolving credit facility, $250 million of secured
loans, and cash on hand to pay a $213 million dividend to its
owners, Metalmark Capital LLC (not rated), to refinance existing
debt at Hunter Defense and Airborne, and to pay fees and expenses.
The proposed debt-financed dividend indicates a somewhat more
aggressive financial policy than had been factored into the rating
for Hunter Defense.

HDT manufactures tactical shelters, personnel and cargo
parachutes; environmental control units and power systems; and
chemical, biological, radiological, nuclear filters and systems
and military heaters.  Sales are somewhat concentrated with the
U.S. Army and Marines due to the nature of the products, with
sales also to international customers, the Navy, the Air Force,
and other customers (primarily other government and industrial).

The company has grown largely through acquisitions, the most
recent of which were Airborne and Nordic Air Inc. (not rated), a
manufacturer of air conditioners for military and industrial
applications.

Customers use HDT's rapidly deployable tactical shelters for
command and control, medical, and collective protection
facilities.  The company's heaters are used in shelters and
vehicles and the ECUs and generators are used to cool and provide
electricity for command and control center electronics.  HDT also
produces CBRN collective protection filters and systems for
military vehicles, ships, shelters, and buildings.  Airborne
provides personnel, aerial delivery (cargo), and space recovery
systems.

The company sells products through a sales force directly to base
or unit commanders, traditional government contracts, and
subcontracts with prime defense contractors.

The stable outlook is based on S&P's view that HDT's proposed
debt-financed dividend and refinancing will result in a highly
leveraged financial risk profile, with debt to EBITDA above 5x and
funds from operations to debt about 10%.  The company's solid
positions in niche markets and good near-term demand for its
products should result in modest revenue and earnings growth in
the next few years, which S&P expects will lead to gradually
improving credit protection measures.  Organic growth could also
be augmented by further acquisitions, which could be financed with
additional debt.  Although S&P doesn't expect this in the near
term, S&P could lower its ratings if credit protection measures
deteriorate due to debt-financed acquisitions, additional
dividends, or, less likely, operational shortfalls, resulting in
debt to EBITDA above 6x for a sustained period.  Likewise, S&P is
not likely to raise the ratings in the near term, but could if
excess cash flows are dedicated to debt reduction, debt to EBITDA
falls below 4.5x, and S&P believes leverage will remain at that
level.


HERITAGE CONSOLIDATED: Dec. 15 Disclosure Statement Hearing Set
---------------------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining Heritage Consolidated LLC, et al.'s proposed plan of
reorganization will be held on December 15, 2010, at 1:30 p.m.,
prevailing Central Time, before the Honorable Harlin D. Hale,
United States Bankruptcy Judge for the Northern District of Texas,
Dallas Division, at the Earle Cabell Building, 1100 Commerce
Street, 14th Floor, in Dallas, Texas.

The deadline for the filing and service of objections to the
approval of the Disclosure Statement is December 3, 2010, at 4:00
p.m., prevailing Central Time.

As reported in the Sept. 24, 2010 edition of the Troubled Company
Reporter, the Plan provides that each holder of an allowed general
unsecured claim against Heritage Consolidated's estate will, at
the election of the Plan Administrator, (A) receive its Pro Rata
share of Distributions of Available Cash from Reorganized
Consolidated out of its Senior Claim Distribution Reserve in the
amount of each holder's Allowed General Unsecured Claim plus
interest; or (B) receive other less favorable treatment that may
be agreed upon in writing by the holder and the Plan
Administrator.

On the Effective Date, allowed equity interests in Heritage
Consolidated will be canceled and extinguished, and a New
Consolidated Membership Interest will be issued to each holder in
place of the canceled and extinguished Equity Interest in Heritage
Consolidated.

The same treatment applies to allowed general unsecured claims
against Heritage Standard Corporation and allowed equity interests
in Heritage Standard Corporation.

Copies of the Plan and disclosure statement are available for free
at:

      http://bankrupt.com/misc/HERITAGE_CONSOLIDATED_plan.pdf
      http://bankrupt.com/misc/HERITAGE_CONSOLIDATED_ds.pdf

                    About Heritage Consolidated

Heritage Consolidated LLC is a privately-held company whose core
operations consist of exploration for, and acquisition,
production, and sale of, crude oil and natural gas.

Heritage Consolidated filed a Chapter 11 petition (Bankr. N.D.
Tex. Case No. 10-36484) on September 14, 2010, in Dallas, Texas.
Its affiliate, Heritage Standard Corporation, also filed for
Chapter 11 (Bankr. N.D. Tex. Case No. 10-36485).  The Debtors each
estimated assets and debts of $10 million to $50 million.  Kevin
D. McCullough, Esq., in Dallas, Texas, serves as counsel to the
Debtors.


HICO FLEX: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Hico Flex Brass Company, Inc.
        931 West 19th Street
        Chicago, IL 60608

Bankruptcy Case No.: 10-54005

Chapter 11 Petition Date: December 6, 2010

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

Judge: A. Benjamin Goldgar

Debtor's Counsel: William J. Factor, Esq.
                  THE LAW OFFICE OF WILLIAM J. FACTOR, LTD
                  1363 Shermer Road, Suite 224
                  Northbrook, IL 60062
                  Tel: (847) 239-7248
                  Fax: (847) 574-8233
                  E-mail: wfactor@wfactorlaw.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-54005.pdf

The petition was signed by Neil Isaacs, president.


HRAF HOLDINGS: Court OKs Utah Property Sale to Feinbergs
--------------------------------------------------------
HRAF Holdings, LLC, and Harbor Real Asset Fund, LP, obtained
authorization from the Hon. R. Kimball Mosier of the U.S.
Bankruptcy Court for the District of Utah to sell real property at
2888 Blue Sage Trail, Park City, Utah, free and clear of liens and
interests.

The Court has allowed the Debtors to sell the Property to Joseph
and Andrea Feinberg for a gross purchase price of $236,500.

The Debtor is authorized to pay at closing:

  (a) all ad valorem property taxes due in connection with the
      Property as of the time of closing, including a pro-rated
      amount of the estimated 2010 property taxes to be reflected
      as a credit against the Purchase Price;

  (b) closing costs ordinarily and usually borne by a seller at
      closing, as more particularly described in the Real Estate
      Purchase Contract, but subject to review by the Bank of
      America, N.A., of the closing settlement statement; and

  (c) broker's commissions (not to exceed 6% in the aggregate of
      the gross sales price, and excluding any payments to
      insiders) and the reasonable and necessary closing costs
      incidental to the sale of the Property, subject to review of
      the Bank of a closing settlement statement, including (a)
      $7,095 to the broker, as seller's broker, and (b) $7,095 to
      Summit Southeby International Realty, as buyer's broker.

Effective as of closing, any liens and interests in the Property
not paid at closing will be deemed released and cleared from the
Property and will attach, instead, to the net proceeds of the sale
to the same extent, and with the same priority, as the liens
attached to the Property prior to the sale.

Any proceeds of the sale not disbursed at closing will be held by
the Debtor at a third-party financial institution that qualifies
as a depository institution and will not be disbursed to the
Debtor or to any party in interest absent a further court order
after notice and a hearing, pending a further determination of the
priority and amounts of any liens on the Property which have
attached to the said proceeds.

                        About HRAF Holdings

Midvale, Utah-based HRAF Holdings, LLC, filed for Chapter 11
bankruptcy protection on September 9, 2010 (Bankr. D. Utah Case
No. 10-32433).  Affiliate Harbor Real Asset Fund L.P. filed for
Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D.
Utah Case No. 10-32436).  The two cases are consolidated and
jointly administered under the case of HRAF.

George B. Hofmann, Esq., at Parsons Kinghorn & Harris, assists the
Debtors in their restructuring efforts.  The Debtors estimated
their assets and debts at $10 million to $50 million each, as of
the Petition Date.


IA GLOBAL: Extends Contract with CEO Until March 2011
-----------------------------------------------------
IA Global Inc. entered on December 4, 2010, into an Employment
Agreement Extension with Brian Hoekstra, the Company's Chief
Executive Officer, which extends his Employment Agreement dated
September 4, 2009 to March 4, 2011.

                         About IA Global

San Francisco, Calif.-based IA Global, Inc. (OTCQB: IAGI.OB)
-- http://www.iaglobalinc.com/-- is a global services and
outsourcing company focused on growing existing businesses and
expansion through global mergers and acquisitions.  The Company is
utilizing its current partnerships to acquire growth businesses in
target sectors and markets at discounted prices.  The Company is
actively engaging in discussions with businesses that would
benefit from our business acumen and marketing expertise,
knowledge of Asian Markets, and technology infrastructure.

The Company's balance sheet at Sept. 30, 2010, showed
$4.65 million in total assets, $3.30 million in total current
liabilities, $2.79 million in long-term debt, and a stockholders'
deficit of $1.45 million.

As reported in the Troubled Company Reporter on July 20, 2010,
Sherb & Co., LLP, in New York, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's results for the fiscal year ended March 31, 2010.
The independent auditors noted that the Company has incurred
significant operating losses, and has a working capital deficit as
of March 31, 2010.


INTELSAT JACKSON: S&P Assigns 'BB-' Rating on $2.85 Bil. Loan
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue-level
and '1' recovery ratings to Intelsat Jackson Holdings S.A.'s
proposed $2.85 billion senior secured credit facility due 2018.
The facility will consist of a $2.35 billion term loan B and a
$500 million revolving credit facility which S&P expects to be
undrawn at closing.  The '1' recovery rating indicates
expectations for very high (90% to 100%) recovery in the event of
a payment default.

The proposed facility is also guaranteed by Intelsat Subsidiary
Holding Co. S.A.  Issue proceeds will be used to refinance
substantially all of the outstanding debt at Intelsat Corp. and
the senior secured credit facility at Intelsat Sub Holdco.  This
financing is part of parent Intelsat Global S.A.'s reorganization
of its capital structure.  Ratings are based on preliminary
documentation and are subject to review of final documents.  S&P
will withdraw ratings on all refinanced debt when the transaction
closes.  In addition, S&P affirmed its 'B' corporate credit rating
on Intelsat.  The rating outlook is stable.

"The ratings on Luxembourg-based Intelsat reflect a highly
leveraged financial profile that allows for limited financial
flexibility over the next few years, and that eclipses the
attractive business characteristics," said Standard & Poor's
credit analyst Naveen Sarma.  S&P considers the business risk
profile to be strong, reflecting the company's global scale,
strong geographic diversification, and a revenue backlog that
provides for significant cash flow visibility.  This strong
business profile allows the company to support such high levels of
leverage at this rating.  Pro forma for the proposed transaction,
Intelsat has over $15 billion in debt.


ISLE OF CAPRI: Moody's Downgrades Corporate Family Rating to 'B3'
-----------------------------------------------------------------
Moody's Investors Service downgraded Isle of Capri, Inc.'s
Corporate Family and Probability of Default ratings to B3 from B2.
All of Isle's rated long-term debt was also lowered.  These
actions conclude the review for possible downgrade initiated on
July 1, 2010.  The rating outlook is stable.

Ratings downgraded:

  -- Corporate Family Rating to B3 from B2

  -- Probability of Default Rating to B3 from B2

  -- $375 million senior secured revolver expiring 2012 to B2 (LGD
     3, 38%) from B1 (LGD 3, 37%)

  -- $813 million senior secured term loan maturing 2013 to B2
     (LGD 3, 38%) from B1 (LGD 3, 37%)

  -- $357 million 7% senior subordinated notes due 2014 to Caa2
     (LGD 6, 90%) from Caa1 (LGD 6, 90%)

                        Ratings Rationale

The ratings downgrade considers that despite Isle's success at
lowering its expense structure and generating positive free cash
flow, Isle's leverage is high.  Without a leverage reducing
transaction, debt/EBITDA will likely to remain over 6 times.
Additionally, any comprehensive refinancing would probably result
in higher annual interest costs and possibly more restrictive
financial covenants.  To date, Isle has benefited from an
attractive interest rate on its secured credit facility, which
accounts for about 70% of the company's total outstanding debt,
and a relatively low 7% coupon on it senior subordinated debt.
This low cost of debt capital is an important component to the
company's positive free cash flow.

Isle, like other regional gaming companies in the U.S., is still
faced with a tough operating environment.  Moody's believes that
consumer spending on gaming -- a highly discretionary form of
entertainment -- will remain under pressure, making it unlikely
that operating conditions will improve materially any time soon,
or that Isle will be able to achieve a meaningful reduction in
leverage prior to its upcoming debt maturities.

Isle's B3 Corporate Family Rating is supported by the company's
geographic diversification through its multiple facilities, modest
free cash flow generation, and reduced cost structure.

The stable rating outlook anticipates that Isle will continue to
generate positive free cash flow that can be applied toward debt
reduction.  The stable outlook also expects that the company will
be able to term out its existing revolver and term loans before
they mature.  Isle's $275 million revolver ($85 million
outstanding at October 24, 2010) expires in July 2012.  The
company's $813 million term loan matures in November 2013.

A higher rating would likely require a combination of factors,
including lower leverage -- debt/EBITDA at or below 6.0 times -- a
more relaxed debt maturity schedule, and a higher degree of
comfort that Isle can maintain compliance with its financial
covenants over longer-term.  The debt/EBITDA covenant in Isle's
bank agreement steps down considerably beginning May 1, 2012 -- to
4.75 times from 7.0 times.  Ratings could be lowered if it appears
that leverage will not improve over the next 12-months or that the
company will have difficulty maintaining compliance with its
financial covenants during that same period.

Isle owns and operates fifteen casino gaming facilities in the
U.S. The company generates consolidated annual net revenues of
about $1 billion.


ISTAR FINANCIAL: To Buy Back $312MM of 2nd Priority 2014 Notes
--------------------------------------------------------------
iStar Financial Inc., has called for redemption of its
approximately $312 million remaining principal amount of 10%
Second Priority Senior Secured Guaranteed Notes due 2014.

The notes are redeemable at 100% of par value plus accrued but
unpaid interest to, but not including, the redemption date.  The
redemption date will be January 6, 2011.  After giving effect to
the redemption, the Company will have retired the entire $635
million principal amount of the Second Priority Senior Secured
Notes issued in its May 2009 exchange offer.

As reported by the Troubled Company Reporter on November 11, 2010,
Jeffrey McCracken and Jonathan Keehner at Bloomberg News, citing
three people with direct knowledge of the matter, said iStar
Financial is in talks with creditors about exchanging debt and
lining up as much as $2 billion in new financing to avoid a
bankruptcy filing next year.  According to the Bloomberg report,
the people said Franklin Resources Inc., iStar's largest
bondholder, is leading one of the groups offering financing.  The
company is also in talks with Centerbridge Capital Partners LLC as
well as other lenders, including its banks, about potential
financing, according to the people.

iStar may refinance its loans with a new $1 billion to $2 billion
credit line as an alternative to seeking bankruptcy protection,
the people said, according to Bloomberg.

iStar, which is being advised by Lazard, had about $2.8 billion of
non-performing loans as of Sept. 30 and reported that its third-
quarter net loss narrowed to $75.5 million from $248 million a
year earlier.

                       About iStar Financial

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

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

                           *     *     *

iStar carries a 'C' issuer default rating from Fitch Ratings
Services.  Fitch lowered, among other things, the IDR from 'CC' to
'C' in October, noting that there is substantial amount of debt
maturities in the second quarter of 2011, consisting primarily of
a second lien term loan and second lien revolving credit agreement
in aggregate amounting to approximately $1.7 billion, and an
unsecured revolving credit facility of approximately $500 million.
In order to avoid maturity defaults on the second lien obligations
and unsecured revolving credit facility due June 2011, a coercive
debt exchange would need to be effected, whereby the company
negotiates with certain of its debt holders a material reduction
in terms to avert bankruptcy, Fitch said.

In July 2010, Standard & Poor's Ratings Services lowered its long-
term counterparty credit rating on iStar Financial to 'CCC' from
'B-'.  The outlook is negative.  iStar's limited funding
flexibility and the severe credit quality deterioration in its
loan portfolio continue to put negative pressure on the rating,
S&P said.


INT'L BANKING: $27MM to Stay in US Pending Bahrain Recognition
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. Bankruptcy Judge Stuart M. Bernstein issued a
ruling November 25, rejecting a plea to bring to Bahrain's
$27 million in funds subject to attachment in New York state court
notwithstanding that the bankruptcy court has entered an order
recognizing the bankruptcy cases in Bahrain as the "foreign main
proceeding."

Mr. Rochelle recounts that TIBC, which was put into administration
in July 23009 in a court in Bahrain, filed a Chapter 15 petition
in New York, to bring almost $27 million to Bahrain that Deutsche
Bank AG had attached through proceedings in New York state court.
Judge Bernstein granted permanent relief under Chapter 15 when he
ruled that proceedings in Bahrain were the "foreign main
proceeding."

Mr. Rochelle notes that ordinarily, recognizing the foreign court
as having the main proceeding means that the U.S. court will send
assets in the U.S. to the foreign court for distribution to
creditors under the law of the other country.  However, in his 25-
page opinion on Nov. 25, Judge Bernstein ruled that the money
would stay in the U.S., at least for now, according to Mr.
Rochelle.

Mr. Rochelle relates that in the course of his opinion, Judge
Bernstein found that Frankfurt-based Deutsche Bank had a valid
security interest in the $27 million because the New York sheriff
took possession of the funds after the New York state court issued
an order of attachment.  The administrator for IBC took the
position that although valid in the U.S., the security interest
may be voidable or not recognized by the court in Bahrain.

Deutsche Bank succeeded in persuading Judge Bernstein to keep the
money in the U.S. by pointing to a 2001 decision from the U.S.
Court of Appeals in Manhattan called In re Trico, which says,
according to Judge Bernstein, that the bankruptcy court is
"required to protect a secured creditor in the U.S. from being
reduced to an unsecured status in a foreign proceeding."

Judge Bernstein told Deutsche Bank and the administrator for IBC
that they must now ask the court in Bahrain for a ruling on
whether the attachment order in the New York state court was valid
under Bahrain's law.

                            About TBIC

The International Banking Corp. is a commercial lender in Bahrain
and owned by Ahmad Hamad Algosaibi & Brothers, or Ahab, the
privately held Saudi family business.  TBIC began facing scrutiny
by creditors and authorities in May 2009 after it failed to meet
some of its debt obligations.  TIBC was subsequently placed in
administration by the Central Bank of Bahrain, which in turn
appointed Trowers & Hamlins as external administrator in August.

Ahab is involved in a feud with Saad Group, another financially
troubled Saudi family business owned by Maan Al Sanea, which also
defaulted on some of its debts in 2009.  The groups are locked in
a financial dispute that's fought in various jurisdictions
including in the U.S.

TBIC filed a petition for protection from creditors in the U.S.
under Chapter 15 (Bankr. S.D.N.Y. Case No. 09-17318).  The bank
said assets and debt are both more than $1 billion.


J&K WRIGHT: Case Summary & Largest Unsecured Creditor
-----------------------------------------------------
Debtor: J&K Wright Family Limited Partnership
          fka Wright Hotels
          fka J D Wright Investment
        2241 South 1950 East
        St. George, UT 84790

Bankruptcy Case No.: 10-36784

Chapter 11 Petition Date: December 3, 2010

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

Judge: William T. Thurman

Debtor's Counsel: Bentley R. Peay, Esq.
                  Danny C. Kelly, Esq.
                  STOEL RIVES LLP
                  One Utah Center
                  201 South Main Street, Suite 1100
                  Salt Lake City, UT 84111
                  Tel: (801) 578-6979
                  Fax: (801) 578-6999
                  E-mail: brpeay@stoel.com
                          dckelly@stoel.com

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

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

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Chase Card                Credit Card            $1,000
P.O. Box 15298
Wilmington, DE 19850

The petition was signed by James D. Wright and Karen C. Wright,
general partners.


JACK HARRIS: Case Summary & 13 Largest Unsecured Creditors
----------------------------------------------------------
Joint Debtors: Jack E. Harris
               Genevieve L. Harris
               5 Fen Ct
               Savannah, GA 31411

Bankruptcy Case No.: 10-08643

Chapter 11 Petition Date: December 4, 2010

Court: United States Bankruptcy Court
       District of South Carolina (Charleston)

Debtor's Counsel: David K. Pinckney, Esq.
                  DAVID KENNEY PINCKNEY, LLC
                  14 Westbury Park Way, Suite 200
                  Bluffton, SC 29910
                  Tel: (843) 368-1021
                  Fax: (888) 308-1021
                  E-mail: ecfbcsc@dkplaw.net

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

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

A list of the Joint Debtors' 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/scb10-08643.pdf


JOHN NAGEL IRWIN: Joseph Forte Receiver Seeks Rule 2004 Discovery
-----------------------------------------------------------------
Judge Eric L. Frank deferred ruling on the request of Marion A.
Forte, as Receiver for Joseph S. Forte and Joseph Forte, L.P., to
conduct discovery pursuant to F.R.B.P. 2004 on John N. Irwin and
Jacklin Associates.  The Receiver and the Debtors having reported
a settlement of their dispute with respect to the Rule 2004
examination and their intention to file a consent order for entry
by the court.

John Irwin and Jacklin Associates, Inc., provided services to
Joseph Forte and Joseph Forte, L.P. over a 15-year period during
which Mr. Forte and his company were engaged in a Ponzi scheme.
Mr. Forte's activities resulted in the appointment of Marion S.
Hecht, as a court-appointed Receiver for both Mr. Forte
individually and his L.P.  After her appointment, the Receiver
filed a lawsuit against both the Debtors in which she asserts
claims against them arising from their alleged participation in
the Ponzi scheme activities.  Hecht v. Irwin, No. 10-cv-1371 (E.D.
Pa.).  The lawsuit was stayed by the Debtors' bankruptcy filing.

The discovery the Receiver seeks falls into two basic categories:

     (1) information relating to asset transfers that may be
         avoidable as fraudulent transfers under 11 U.S.C.
         Sec. 544, 547, 548; and

     (2) information relating to the existence and collectibility
         of debts owed by third parties to the bankruptcy
         estates.

A copy of the Court's December 2, 2010 Order is available at
http://is.gd/inTuQfrom Leagle.com.

A copy of the Court's December 2, 2010 Memorandum is available at
http://is.gd/inTAWfrom Leagle.com.

John Irwin and Jacklin Associates, Inc., filed for Chapter 11
bankruptcy (Bankr. E.D. Pa. Case Nos. 10-14407 and 10-14408) on
May 27, 2010.  Mr. Irwin is a 55% shareholder in Jacklin.  Jacklin
provides business consulting services.

Jeffrey Kurtzman, Esq., at Klehr, Harrison, Harvey, Branzberg in
Philadelphia, serves as the Debtors' counsel.  In his petition,
Mr. Irwin estimated $1 million to $10 million in assets, and
$10 million to $50 million in debts.

Jacklin disclosed $798,095 in assets and $34,764,994 in debts in
its schedules.


KENAN ADVANTAGE: S&P Affirms 'BB-' Long-Term Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed the ratings on Kenan
Advantage Group Inc., including the 'BB-' long-term corporate
credit rating.  The outlook is stable.  At the same time, S&P
assigned a 'BB-' rating to the company's $600 million senior
secured credit facility with a '3' recovery rating, indicating its
expectation of a meaningful (50%-70%) recovery of principal in a
payment default scenario.

"The ratings on Kenan Advantage reflect the company's aggressive
financial profile, acquisitive growth strategy, and its
participation in a competitive and fragmented industry with
relatively modest returns," said Standard & Poor's credit analyst
Anita Ogbara.  "The company's leading market position in short-
haul truck fuel delivery, as well as its diverse mix of customers,
geographic regions, and end markets, partially offset these
weaknesses.  S&P characterize the company's business profile as
fair, financial profile as aggressive, and liquidity as adequate."

The outlook is stable.  Given the gradual economic recovery,
stable demand for petroleum products, and improving demand for
chemicals, S&P expects modest improvement in earnings and cash
flow over the next several quarters.  However, in the near and
intermediate term, S&P expects Kenan Advantage to employ an
acquisitive growth strategy, which will likely result in increased
debt leverage.  "S&P could lower the ratings if overpayment for
acquisitions or earnings deterioration results in FFO to total
debt consistently around 15% or lower.  Given the company's
acquisitive growth strategy and aggressive financial policy, an
upgrade is unlikely in the next couple of years," Ms. Ogbara
added.


KEYSTONE AUTOMOTIVE: Moody's Cuts Corporate Family Rating to 'Ca'
-----------------------------------------------------------------
Moody's Investors Service downgraded Keystone Automotive
Operations Inc.'s Corporate Family Rating and Probability of
Default Rating to Ca from Caa2 to reflect Moody's concerns about
the sustainability of the company's current capital structure.
The ratings on the term loan B due January 2012 and senior
subordinated notes due November 2013 were also downgraded to Caa2
and C from Caa1 and Caa3, respectively.  The rating outlook
remains negative.

These ratings were impacted by the actions:

Ratings Downgraded:

  -- Corporate Family Rating to Ca from Caa2

  -- Probability of Default Rating, to Ca from Caa2

  -- Senior secured term loan to Caa2 (LGD2, 27%) from Caa1 (LGD3,
     36%)

  -- Guaranteed senior subordinated unsecured notes due 2013 to C
     (LGD5, 80%) from Caa2 (LGD5, 85%)

The $125 million secured asset based revolving credit facility is
not rated by Moody's.

                        Ratings Rationale

Keystone is encumbered with an overleveraged capital structure
with adjusted debt leverage of roughly 14x debt-to-EBITDA (LTM
10/02/10) amidst a slow recovery across primary end markets for
automotive aftermarket accessories and equipment.  Keystone is
exploring the possibility of restructuring its debt obligations
and has engaged restructuring advisors.  Moody's expect a debt
restructuring to result in substantial losses on $375 million of
rated debt securities.

The Ca CFR considers the company's high leverage deployed in its
capital structure (includes the junior unsecured PIK notes at
Keystone Automotive Holdings, Inc. [parent of Keystone]), very
high likelihood of default and/or debt restructuring, relatively
modest size within the auto supplier industry, continued weakness
primary end markets over the intermediate term.  Additionally, the
CFR reflects the highly fragmented customer base, limited exposure
to a single product and expected limited liquidity.

The negative outlook reflects Moody's continuing concern that
Keystone's operating performance and cash flow could remain
pressured.  Additionally, Moody's could assign an "/LD"
designation to the PDR in the event of a debt restructuring or
lower the PDR to D in the event of a default or bankruptcy filing.
Moody's could upgrade Keystone's ratings if there is dramatic
sustained decrease in the likelihood of default and/or debt
restructuring, and financial performance improvements owing to
better business climate and further cost reductions strengthen the
credit metrics.

Keystone, headquartered in Exeter, Pennsylvania, competes as a
distributor in the specialty accessories and equipment segment of
the broader automotive aftermarket equipment industry.  Keystone
is majority-owned by Bain Capital, and had $485 million in
revenues for the LTM period ended October 2, 2010.


KICKERS ALL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Kickers All American Grill, Inc.
          dba Kickers All American Grill
          dba Joey's Comedy Club
        c/o Pete Stoyanovich
        17758 Devonshire Court
        Northville, MI 48168

Bankruptcy Case No.: 10-76526

Chapter 11 Petition Date: December 4, 2010

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Steven W. Rhodes

Debtor's Counsel: Samuel Firebaugh, Esq.
                  FIREBAUGH & ANDREWS, PLLC
                  38545 Ford Road, Suite 104
                  Westland, MI 48185
                  Tel: (734) 722-2999
                  E-mail: FirebaughAndrews@comcast.net

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb10-76526.pdf

The petition was signed by Pete Stoyanovich, president.


KY USA ENERGY: Farm-Out Agreements Aren't Executory Contracts
-------------------------------------------------------------
WestLaw reports that farm-out agreements that entitled a Chapter
11 debtor to an assignment of working interests in oil wells upon
its completion of these wells were not "executory contracts," such
as the debtor had to assume or reject.  The nondebtor party
admitted that the obligations owing by one side under these farm-
out agreements had been fully completed.  An "executory contract,"
as that term was used in the Bankruptcy Code, did not include a
contract fully performed by one of the parties.  In re KY USA
Energy, Inc., --- B.R. ----, 2010 WL 4923644 (Bankr. W.D. Ky.)
(Lloyd, J.).

A copy of the Honorable Joan A. Lloyd's Memorandum Opinion dated
Dec. 2, 2010, is available at http://is.gd/io3HKfrom Leagle.com.

KY USA Energy, Inc., based in Glasgow, Ky., sought chapter 11
protection (Bankr. W.D. Ky. Case No. 10-11424) on Sept. 14, 2010.
Scott A. Bachert, Esq., at Harned Bachery & McGehee PSC in Bowling
Green, Ky., represents the Company.  At the time of the filing,
the Debtor estimated its assets at less than $50,000 and its debts
at $1 million to $10 million.


LANDAMERICA FIN'L: Planet Data Tapped by LeClairRyan
----------------------------------------------------
Planet Data disclosed that national law firm LeClairRyan has
selected Planet Data as provider of discovery and records
management services for the Land America Financial Group (LFG)
Bankruptcy Trust.

The LFG Trust sought a discovery management partner that could
provide efficient, scalable solutions for searching, processing
and hosting vast amounts of information.  Planet Data's early cost
assessment platform, Exego(TM), provides LeClairRyan and the LFG
Trust with a powerful solution uniquely suited to managing the
costs and complex requirements in the bankruptcy and financial
restructuring market.

Planet Data Executive Vice President and COO David Cochran stated,
"We are proud that LeClairRyan, a valued partner, has selected us
for this important client."  Bill Belt, shareholder and team
leader for LeClairRyan's Discovery Solutions Practice, said,
"Providing defensible discovery solutions and lowering costs is a
top priority for our clients.  Planet Data, a trusted partner for
several years, understands this requirement better than anyone. We
are excited to be working with them on this engagement."

                       About Planet Data

Founded in 2001, Planet Data is a global leader in Early Case
Assessment and Discovery Management solutions and services for law
firms, corporations and government agencies.  Planet Data is SAS
70 Type II and US Safe Harbor certified, and operates state-of-
the-art data processing and hosting centers.  Planet Data delivers
flexible, high-quality, cost-effective eDiscovery services, high-
level consulting, technical support and project management.
Planet Data has substantial experience involving multi-lingual and
unstructured data including Unicode.  Planet Data is headquartered
in Elmsford, NY, with offices in Boston, Charlotte, Cleveland,
Denver, Paterson NJ, Pittsburgh and Washington DC.

                   About LandAmerica Financial

LandAmerica Financial Group, Inc., provides real estate
transaction services with offices nationwide and a vast network of
active agents.  LandAmerica and its affiliates operate through
approximately 700 offices and a network of more than 10,000 active
agents throughout the world, including Mexico, Canada, the
Caribbean, Latin America, Europe, and Asia.

LandAmerica Financial Group and its affiliate LandAmerica 1031
Exchange Services, Inc. filed for Chapter 11 protection Nov. 26,
2008 (Bankr. E.D. Va. Lead Case No. 08-35994).  Attorneys at
Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co-
counsel.  Zolfo Cooper is the restructuring advisor.  Epiq
Bankruptcy Solutions serves as claims and notice agent.

Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner &
Beran, PLC, serve as counsel to the Creditors Committee of 1031
Exchange.  Bingham McCutchen LLP and LeClair Ryan serve as counsel
to the Creditors Committee of LFG.

In its bankruptcy petition, LFG reported total assets of
$3,325,100,000, and total debts of $2,839,800,000 as of
Sept. 30, 2008.

On March 6, 2009, affiliate LandAmerica Assessment Corporation,
aka National Assessment Corporation, filed its own petition for
Chapter 11 relief.  Affiliate LandAmerica Title Company filed for
for Chapter 11 relief on March 27, 2009.   LandAmerica Credit
Services, Inc., filed for Chapter 11 in July 2009.

LandAmerica filed a Joint Plan of Liquidation on Sept. 9, 2009.
The Bankruptcy Court confirmed that plan on Nov. 23, 2009, and the
plan took effect on Dec. 7, 2009.


LIGHTHOUSE FINANCIAL: Files for Chapter 11 in Manhattan
-------------------------------------------------------
Lighthouse Financial Group LLC, a former securities brokerage
firm, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y.
Case No. 10-16506) on December 8, 2010, disclosing $4,119,919 in
assets and $14,577,070 in debts.

Holding company Lighthouse Global Partners also filed for
Chapter 11, estimating up to $10 million in debt and under
$1 million in assets.

Tiffany Kary at Bloomberg News reports that Robert Bradley, a
managing member of the holding company, said in court papers that
the brokerage hasn't had any business aside from liquidating its
positions since August 3, when it was notified by the Financial
Industry Regulatory Authority that it was out of compliance with
minimum net capital rules.

"In this chapter 11 case, the Debtor intends to wind-down its
remaining business, and liquidate any and all assets for the
benefit of its creditors," lawyers for Mr. Bradley wrote.

Adam L. Rosen, Esq., at Silverman Acampora LLP, in Jericho, New
York, represents the Debtors.


LIGHTHOUSE FINANCIAL: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Lighthouse Financial Group, LLC
        The Chrysler Building
        132 East 43rd Street
        Suite 135
        New York, NY 10017

Bankruptcy Case No.: 10-16506

Debtor-affiliate filing separate Chapter 11 petition:

     Entity                                Case No.
     ------                                --------
     Lighthouse Global Partners, LLC       10-16501

Type of Business: Lighthouse Financial Group, LLC, was a former
                  securities brokerage.

Chapter 11 Petition Date: December 8, 2010

Bankruptcy Court: U.S. Bankruptcy Court
                  Southern District of New York (Manhattan)

Bankruptcy Judge: Stuart M. Bernstein

Debtors' Counsel: Adam L. Rosen, Esq.
                  SILVERMAN ACAMPORA LLP
                  100 Jericho Quadrangle
                  Suite 300
                  Jericho, NY 11753
                  Tel: (516) 479-6300
                  Fax: (516) 479-6301
                  E-mail: filings@spallp.com

Total Assets: $4,119,919

Total Debts: $14,577,070

The petition was signed by Robert J. Bradley, chief operating
officer.

The Debtor did not file its list of largest unsecured creditors
when it filed its petition.


LLOYD MCEWAN: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lloyd C. McEwan
        884 Summit Way
        Alpine, UT 84004

Bankruptcy Case No.: 10-36659

Chapter 11 Petition Date: December 2, 2010

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

Judge: Joel T. Marker

Debtor's Counsel: Michael L. Labertew, Esq.
                  LABERTEW & ASSOCIATES, LLC
                  50 W Broadway, Suite 1000
                  Salt Lake City, UT 84101
                  Tel: (801) 424-3555
                  Fax: (801) 365-7314
                  E-mail: michael@labertewlaw.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 three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/utb10-36659.pdf


LOCAL INSIGHT: James Stirbis Resigns as VP, Controller and CAO
--------------------------------------------------------------
James S. Stirbis is resigning as vice president, controller and
chief accounting officer of Local Insight Regatta Holdings, Inc.
and its subsidiaries, effective as of December 17, 2010.

                 About Local Insight Media Holdings

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

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

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

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

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


LOUISE GREER: Antioch Property Belongs to Foreclosure Buyer
-----------------------------------------------------------
The Hon. Marian F. Harrison granted the motion for summary
judgment filed by James Gateley, OneWest Bank, FSB, and Shapiro &
Kirsch, LLP in the adversary proceeding captioned Lani Louise
Greer, v. James Gateley, and OneWest Bank, FSB, and Shapiro &
Kirsch, LLP, Adv. Pro. No. 309-0476 (Bankr. M.D. Tenn.).

Ms. Greer asserted that the real property located at 5521 Cane
Ridge Road, in Antioch, Tennessee, is property of the estate and
that the October 22, 2009 foreclosure sale must be vacated.

The Court disagreed and held that the Property belongs to Mr.
Gateley as a bona fide purchaser at the foreclosure sale.  The
Court noted that consideration was paid by Mr. Gateley, and the
Substitute Trustee's Deed was then duly recorded on November 9,
2009.  The Court noted that the Chapter 11 petition was not filed
until after the foreclosure had been completed.

A copy of the Court's Memorandum Opinion, dated November 22, 2010,
is available at http://is.gd/idOe5from Leagle.com.

Ms. Greer filed her Chapter 11 bankruptcy petition (Bankr. M.D.
Tenn. Case No. 09-13366) on November 20, 2009, and the adversary
proceeding on November 23, 2009.


MAGIC BRANDS: Plan Exclusivity Expires Jan. 18
----------------------------------------------
Magic Brands LLC received an extension until Jan. 18 of the
exclusive right to propose a liquidating Chapter 11 plan.  As
reported in the November 3, 2010 edition of the Troubled Company
Reporter, Magic Brands said it needs more time to engineer a
liquidation plan following the sale of its hamburger restaurants
to Luby's cafeteria chain.

Headquartered in Austin, Texas, Magic Brands, LLC --
http://www.fuddruckers.com/-- operated 62 Fuddruckers locations
in 11 states and 3 Koo Koo Roo restaurants in California.

Magic Brands, LLC, and its operating units filed for Chapter 11
protection on April 21, 2010 (Bankr. D. Del. Lead Case No. 10-
11310).  It estimated assets of up to $10 million and debts at
$10 million to $50 million in its Chapter 11 petition.  Affiliate
Fuddruckers, Inc., also filed, estimating assets and debts at
$50 million to $100 million.

FocalPoint Securities, LLC, serves as investment banker to Magic
Brands, and Goulston & Storrs serves as lead bankruptcy counsel.
Kurtzman Carson Consultants, LLC, is the claims and notice agent.

In July 2010, Magic Brands closed the sale of the Fuddruckers
stores and franchise business to restaurant operator Luby's Inc.
for $63.5 million.  The Company changed its name to Deel, LLC
following the completion of the sale.


MICHAEL KIRKBRIDE: Successor Creditor Bound by Confirmed Plan
-------------------------------------------------------------
The Hon. J. Rich Leonard ruled in favor of Michael Lynn and
Dolores Avoline Kirkbride, finding that Bank of America, N.A.
willfully violated an October 27, 2008 order and discharge
injunction in the order confirming the Debtors' Chapter 11 Plan.

The Debtors also asked the U.S. Bankruptcy Court for the Eastern
District of North Carolina to impose sanctions for willful
violations of the consent order and confirmation order.

Judge Leonard held that it is not disputed that the consent order
is a valid decree of which the creditor had actual knowledge.
Although the consent order was entered into by Countrywide Home
Loans, Inc., as a successor-in-interest, Bank of America is also
bound by the consent order and confirmed plan, Judge Leonard
pointed out.

Judge Leonard further deemed that it is not disputed that the
consent order was in the Debtors' favor.  The order provided that
the creditor would foreclose on the properties at Oceana Way, Kure
Beach, North Carolina and 736 North Fort Fisher Boulevard, Kure
Beach, North Carolina and that the lifting of the automatic stay
would constitute full payment and satisfaction of the loans to the
debtors.  Bank of America also violated and had knowledge of its
violations of the consent order, Judge Leonard said.

More importantly, the Debtors have suffered harm as a result of
the violations, Judge Leonard determined.  The Debtors spent at
least fifty hours on the phone attempting to resolve the situation
on their own.  The Debtors also incurred attorneys fees for a
matter that should have been quickly resolved after the female
debtor's first few efforts to clarify that she and her husband
were no longer liable on the debts, Judge Leonard continued.  Bank
of America's failure to correct the negative credit reports has
harmed the Debtors' ability to benefit from the fresh start
supplied by their Chapter 11 case, Judge Leonard stated.

"There is more than a preponderance of evidence indicating Bank of
America knew of the discharge injunction which came into operation
by the incorporation of the consent order into the amended plan-
the consent order that the creditor negotiated itself and signed
well before confirmation of the plan on April 9, 2009," Judge
Leonard opined.

Judge Leonard awarded the Debtors $63,000 in compensatory damages.
The damages include, among other things, the fees incurred by the
Debtors in filing their request for contempt and preparing for
hearing, calls made by the Debtors to Bank of America, and
inappropriate written demands written to the Debtors.

The Court also found it necessary to award punitive damages worth
$63,000 to the Debtors.  The Court determined that Bank of America
harassed the Debtors with phone calls and repeatedly dismissed the
debtors' attempts to resolve the situation in the face of a
clearly worded order barring further collection on these debts.
It is beyond egregious that after almost two years of facing such
harassment on their own, the Debtors finally caught the attention
of Bank of America only when they retained counsel and filed this
motion, Judge Leonard opined.

The Court will further enhance the sanctions if they are not paid
as required. In addition, Bank of America will provide proof to
the Debtors' counsel and to the Court that Bank of America has
corrected any errors on the Debtors' credit report.

A copy of the Bankruptcy Court's order dated November 19, 2010, is
available at http://is.gd/ihjtYfrom Leagle.com.

The Kirkbrides renovated and rented several properties in Carolina
Beach and Kure Beach, North Carolina.  The Kirkbrides filed for
Chapter 11 protection (Bankr. E.D.N.C. Case No. 08-00120) on
January 28, 2008, after a decline in the real estate markets.
Trawick H. Stubbs, Jr., at Stubbs & Perdue, P.A., in New Bern,
served as counsel.  In their petition, the Debtors disclosed
$25,384,223 in assets and $15,836,518 in debts.


MIGHTY FORTRESS: Filed for Ch. 11 to Address $7-Mil. Debt
---------------------------------------------------------
Jim Hammerand at Minneapolis/St. Paul Business Journal reports
that Mighty Fortress International Ministries Inc. filed for
Chapter 11, disclosing $6.89 million in liabilities, including a
$6.7 million mortgage claim from Missouri-based private real
estate investment trust Foundation Capital Resources.  About $6
million of that claim is secured by the church building and
property at 6400 85th Ave. N.

Mighty Fortress International Ministries Inc., known as Mighty
Fortress Church, is a Brooklyn park church.  The Company filed for
Chapter 11 bankruptcy protection on Nov. 22, 2010 (Bankr. D. Minn.
Case No. 10-48691).  Judge Dennis D. O'Brien precedes the case.
David E. Flowers, Esq., Flower Law Office, represents the Company
in its restructure efforts.  The Company disclosed $6,015,941 in
assets, and $6,891,839 in debts.


MILLENNIUM BANK: N.D. Tex. Ct. Appoints Roper as Receiver
---------------------------------------------------------
Judge Reed O'Connor has appointed Richard B. Roper, III, Esq., at
Thompson & Knight LLP, as receiver for the defendants in the case
SECURITIES AND EXCHANGE COMMISSION, Plaintiff, v. MILLENNIUM BANK,
UNITED TRUST OF SWITZERLAND S.A., UT of S, LLC, MILLENNIUM
FINANCIAL GROUP, WILLIAM J. WISE, d/b/a STERLING ADMINISTRATION,
d/b/a sterling investment services, d/b/a millennium aviation,
KRISTI M. HOEGEL, a/k/a KRISTI M. CHRISTOPHER, a/k/a BESSY LU,
JACQUELINE S. HOEGEL, a/k/a JACQULINE S. HOEGEL, a/k/a JACKIE S.
HOEGEL, PHILIPPE ANGELONI, and BRIJESH CHOPRA, Defendants, and
UNITED T OF S, LLC, STERLING I.S., LLC, MATRIX ADMINISTRATION,
LLC, JASMINE ADMINISTRATION, LLC, LYNN P. WISE, DARYL C. HOEGEL,
RYAN D. HOEGEL, and LAURIE H. WALTON, Relief Defendants, Case Nos.
09-CV-050-O and 10-MC-0091 (N.D. Texas).

A copy of the Court's December 6, 2010 order is available at
http://is.gd/inhCIfrom Leagle.com.

Among the Receiver's rights is he may place the estate of any non-
individual parties in Chapter 11 bankruptcy.

As reported in the Troubled Company Reporter-Latin America on
March 30, 2009, the U.S. Securities and Exchange Commission
obtained an emergency court order halting a US$68 million Ponzi
scheme involving the sale of fictitious high-yield certificates of
deposit by Caribbean-based Millennium Bank.  The SEC alleged that
the scheme targeted U.S. investors and misled them into believing
they were putting their money in supposedly safe and secure CDs
that purportedly offered returns that were up to 321% higher than
legitimate bank-issued CDs.  The SEC's complaint alleged that
William J. Wise of Raleigh, N.C., and Kristi M. Hoegel of Napa,
Calif., orchestrated the scheme through Millennium Bank, its
Geneva, Switzerland-based parent United Trust of Switzerland S.A.,
and U.S.-based affiliates UT of S, LLC and Millennium Financial
Group.  In addition, the SEC has charged Jacqueline S. Hoegel (who
is the mother of Kristi Hoegel), Brijesh Chopra, and Philippe
Angeloni for their roles in the scheme.

                     About Millennium Bank

Millennium Bank was a licensed St. Vincent and the Grenadines
bank. Its parent is Geneva, Switzerland-based United Trust of
Switzerland S.A., and its U.S.-based affiliates are UT of S, LLC
and Millennium Financial Group.  The entities' founders are
William J. Wise of Raleigh, N.C. and Kristi M. Hoegel of Napa,
Calif.

In March 2009, the U.S. Securities and Exchange Commission sued
the bank, citing that the bank ran a US$68 million Ponzi scheme
involving the sale of fictitious high-yield certificates of
deposit (CDs) by Millennium Bank.  The SEC alleged that the scheme
targeted U.S. investors and misled them into believing they were
putting their money in supposedly safe and secure CDs that
purportedly offered returns that were up to 321% higher than
legitimate bank-issued CDs.

St Vincent and the Grenadines government's financial arm,
International Financial Services Authority (IFSA), has appointed
KPMG International as receiver for Millennium Bank, following the
SEC's fraud allegations.


MILLIPORE CORP: S&P Raises Ratings on $565 Mil. Notes From 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised to 'BBB+' from
'BB-' its issue rating on the $565 million convertible notes due
2026 issued by U.S.-based life science company Millipore Corp.

At the same time, S&P raised the corporate credit rating on
Millipore to 'BBB+' from 'BB+' and subsequently withdrew it.

"The rating action follows an agreement between Germany-based
pharmaceutical company Merck KGaA (BBB+/Stable/A-2) with the
trustees of the $565 million notes that Merck will guarantee the
notes," said Standard & Poor's credit analyst Olaf Toelke.  "S&P
is therefore aligning the rating on the notes with the 'BBB+'
corporate credit rating on Merck."

The upgrade and subsequent withdrawal of the corporate credit
rating on Millipore follows its acquisition and full consolidation
by Merck.  With the exception of the EUR250 million senior notes
due 2016 already guaranteed by Merck, all other outstanding
publicly rated debt at Millipore Corp. has been repaid.

Merck acquired Millipore in February 2010 for approximately
EUR5.3 billion.


MOHAMMED KHAN: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Mohammed Salahuddin Khan
        1230 Conway Road
        Lake Forest, IL 60045

Bankruptcy Case No.: 10-53863

Chapter 11 Petition Date: December 6, 2010

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

Judge: Pamela S. Hollis

Debtor's Counsel: David P. Lloyd, Esq.
                  GROCHOCINSKI, GROCHOCINSKI & LLOYD
                  1900 Ravinia Place
                  Orland Park, IL 60462
                  Tel: (708) 226-2700
                  Fax: (708) 226-9030
                  E-mail: dlloyd@ggl-law.com

Scheduled Assets: $3,627,483

Scheduled Debts: $3,920,000

A list of the Debtor's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-53863.pdf


MPI AZALEA: Plan Outline Hearing Scheduled for December 29
----------------------------------------------------------
The Hon. Margaret Murphy of the U.S. Bankruptcy Court for the
Northern District of Georgia will convene a hearing on
December 29, 2010, at 11:00 a.m., to consider adequacy of the
Disclosure Statement explaining Plan of Reorganization for MPI
Azalea, LLC, et al.  Objections, if any, are due December 27.

The Plan was proposed by the Debtors and Arbor Realty SR, Inc.

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

According to the Disclosure Statement, the Plan contemplates a
sale of Debtors' apartment complex properties to Arbor, subject
to higher or better bids.  Under the Plan, Arbor will, through
nine new entities, form a single holding company and then use the
holding company's eight subsidiaries to purchase the eight
residential apartment complexes owned by Debtors.  The
subsidiaries will also assume the debt owed to the lender, Bank of
America, N.A., successor by merger to Lasalle Bank National
Association, as Trustee for the holders of Wachovia Bank
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2007-Whale 8.  Arbor will also re-capitalize
the properties by injecting $1,050,000 in equity, to be used to
enhance the properties and their profitability, and to fund from
cash collateral $250,000 to the Liquidating Trust under the Plan,
which will form the basis for a distribution to holders of
Allowed General Unsecured Claims.

Arbor will also (i) provide a new guarantor of the debt owed to
the Lender; (ii) form a new holding company for the eight
subsidiaries, with that holding company assuming the debt owed by
MPI Portfolio to Arbor Realty Mortgage Securities 2004-1, Ltd.;
and (iii) agree to retain Hediger Enterprises, Inc., as property
manager for the eight properties for at least 90 days after
closing.  Because Miles Properties, Inc., shares in the management
fees paid to Hediger pursuant to the Bankruptcy Court's order
approving the sale of its management portfolio to Hediger, subject
to the $50,000 in Fee Based Payments to be paid to the Liquidating
Trust, this could enhance the return available to MPI's estate.

The Plan also proposes the substantive consolidation of Debtors'
Estates.

Under the Plan, general unsecured creditors will receive its pro
rata share of the proceeds of the Unsecured Creditors' Assets, net
of the costs of the Liquidating Trustee, as and when the
Liquidating Trustee makes distributions under the Liquidating
Trust Agreement.

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

                       About MPI Azalea

Atlanta, Georgia-based MPI Azalea, LLC, aka Highland Brooke
Apartments and its affiliates filed for Chapter 11 on January 8,
2010 (Bankr. N.D. Ga. Lead Case No. 09-60803).  Jimmy C. Luke,
Esq., at Foltz Martin, LLC assists the Debtor in its restructuring
effort.  In its petition, the Debtor estimated assets and
liabilities at $10 million to $50 million.


NATIONAL COAL: To Default on Notes Absent Merger by Dec. 15
-----------------------------------------------------------
National Coal Corp. said last month that its merger with
Ranger Energy Investments, LLC, is expected to close prior to
December 15, 2010, the scheduled maturity date of NCC's 10.5%
Notes due 2010.  If the merger does not close prior to such date,
the Company will default on its 10.5% Notes due 2010 and most
likely need to seek protection from creditors under federal
bankruptcy laws.

National Coal said last week that that following a special
shareholders' meeting held December 2, the holders of a majority
of its outstanding shares entitled to vote approved a merger
agreement with Ranger Energy Investments, LLC, an acquisition
vehicle for Jim Justice, a businessman and operator of Appalachian
coal assets.  The acquisition transaction is expected to be
completed by December 15, 2010; at its conclusion National Coal
will become a wholly owned subsidiary of Ranger Energy and the
Company's stock will cease trading.

Under the terms of the agreement, upon the closing of the merger,
Ranger Energy will pay $1.00 per share in cash for each share of
National Coal common stock, including shares issuable upon
exercise of options.  The per share consideration represents a 54%
premium to National Coal's closing price of $0.65 per share on
September 27, 2010, the date the merger agreement was executed

                     Additional Disclosures

On October 26, 2010, National Coal filed with the Securities and
Exchange Commission a definitive proxy statement in connection
with the proposed merger with and into Ranger Coal Holdings, LLC,
a wholly owned subsidiary of Ranger Energy, pursuant to the terms
of an Agreement and Plan of Merger, dated as of September 27,
2010.

On November 2, 2010, a putative class action complaint was filed
by Harold Sofie against National Coal Corp. and each of its
directors in the Circuit Court of the Thirteenth Judicial Circuit
in and for Hillsborough County, Florida, purportedly on behalf of
public stockholders.  The complaint alleges, among other things,
that our directors breached their fiduciary duties to public
stockholders by, among other things, failing to disclose material
information in the preliminary proxy statement in connection with
the proposed merger.  On November 24, 2010, the parties to the
litigation entered into a settlement.  As part of the settlement,
the Company has agreed to provide the supplemental disclosures.

The supplemental disclosures provide, among other things, that
National Coal tapped Brean Murray specifically to advise and
represent it in connection with a potential private placement of
our equity securities in mid-2009.  The possible financing
transaction was postponed after National Coal's subsidiary,
National Coal of Alabama, Inc., defaulted on its debt facility and
the lender acquired the subsidiary in a foreclosure action.
Following the foreclosure on the Alabama subsidiary, National Coal
resumed its efforts with Brean Murray to privately place its
equity securities, but was unable to agree on mutually acceptable
financing terms with potential investors.  After it determined
that it would be unable to privately place our equity securities
through Brean Murray, the Company engaged Dahlman Rose to assist
it in evaluating other possible strategic and financing
transaction.

A full-text copy of the supplemental disclosures filed with the
Securities and Exchange Commission is available for free at
http://is.gd/inKpf

                       About National Coal

Headquartered in Knoxville, Tenn., National Coal Corp. (Nasdaq:
NCOCD) http://www.nationalcoal.com/-- through its wholly owned
subsidiary, National Coal Corporation, is engaged in coal mining
in East Tennessee.   Currently, National Coal employs about 155
people.  National Coal sells steam coal to electric utilities and
industrial companies in the Southeastern United States.

The Company's balance sheet as of June 30, 2010, showed
$38.2 million in total assets, $55.2 million in total liabilities,
and a stockholders' deficit of $17.0 million.

In its Form 10-Q for the quarter ended June 30, 2010, the Company
said it expects to use $500,000 to $600,000 of cash from
operations per month during the remainder of 2010.  The Company
must raise additional equity or refinance its senior secured debt
before the December 15, 2010 maturity date.  "The foregoing
factors raise substantial doubt about the Company's
ability to continue as a going concern."


NATIONAL PROCESSING: S&P Withdraws 'B+' Corporate Credit Rating
---------------------------------------------------------------
Standard & Poor's Rating Services announced that it withdrew its
corporate credit and debt issue ratings on National Processing Co.
Group Inc. following the completion of Fifth Third Processing
Solutions LLC's (B+/Stable/--) acquisition of NPC, and the
retirement of all of NPC's outstanding debt.

S&P withdrew the ratings at the request of the company.


NE 40 PARTNERS: Trustee's Pleading Standard Isn't Relaxed
---------------------------------------------------------
WestLaw reports that a federal bankruptcy judge in Texas held that
the mere fact that a Chapter 7 trustee, in pursuing fraudulent
transfer claims on behalf of the estate, had to rely on second-
hand information did not warrant any relaxation of the heightened
pleading standards applicable under federal law to allegations of
fraud.  In declining to follow contrary Third Circuit precedent,
the bankruptcy judge cited the various tools available to a
trustee to investigate any such fraud, including the fact that
Bankruptcy Rule 2004 authorized him to engage in a licensed
fishing expedition.  In re NE 40 Partners, Ltd. Partnership, ---
B.R. ----, 2010 WL 4780773 (Bankr. S.D. Tex.) (Bohm, J.).

A copy of the Honorable Jeff Bohm's Memorandum Opinion dated
Nov. 12, 2010, is available at http://is.gd/io51dfrom Leagle.com.

NE 40 Partners, Limited Partnership, filed a Chapter 11 petition
(Bankr. S.D. Tex. Case No. 09-30478) on Jan. 26, 2009, and the
case was converted to a chapter 7 liquidation proceeding on
Aug. 27, 2009.


NEUROLOGIX INC: Gets $7-Mil. in Add'l Financing from Investors
--------------------------------------------------------------
Neurologix Inc. has received additional financing from three of
its largest existing investors, or their affiliates: Corriente
Advisors; GE Pension Trust; and Palisade Capital Management, LLC.
These investors have provided a loan to Neurologix in the
aggregate principal amount of $7 million.

The loan bears interest at 10% per annum, matures on October 31,
2011, and is secured by substantially all the assets of the
Company.  At maturity, the Company will pay an amount equal to 1.2
times the principal amount of the loan, plus accrued interest.  In
addition, the investors received 7-year warrants exercisable for
an aggregate of 2,430,555 shares of the Company's common stock at
an exercise price of $1.44 per share.  The investors were granted
certain preemptive rights with respect to future financings of the
Company and were granted certain registration rights with respect
to the shares of the Company's common stock issuable on exercise
of their warrants.  The loan will be automatically converted into
the preferred stock issued by the Company upon a subsequent
preferred equity financing of $30 million or more.  MTS
Securities, LLC acted as lead placement agent on the financing and
Trout Capital LLC acted as an additional placement agent.

"This additional financing reflects the strong support we have
from our largest shareholders and the confidence they have in our
strategy, technology and ability to bring our novel Parkinson's
gene therapy to market," said Clark A. Johnson, President and
Chief Executive Officer of Neurologix.  "We continue to advance
NLX-P101 toward commercialization and will seek additional funding
to prepare for and support a pivotal Phase 3 trial."

                      About Neurologix, Inc.

Fort Lee, N.J.-based Neurologix, Inc. (OTC Bulletin Board: NRGX)
-- http://www.neurologix.net/-- is a clinical-stage biotechnology
company dedicated to the discovery, development, and
commercialization of gene transfer therapies for serious disorders
of the brain and the central nervous system.  The Company's
current programs address such conditions as Parkinson's disease,
epilepsy, depression and Huntington's disease, all of which are
large markets not adequately served by current therapeutic
options.

The Company's balance sheet at June 30, 2010, showed $5.8 million
in total assets, $7.9 million in total liabilities, and a
stockholders' deficit of $2.1 million.

                          *     *     *

BDO Seidman, LLP, in New York, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its 2009 results.  The independent auditors noted that the Company
has suffered recurring losses from operations, expects to incur
future losses for the foreseeable future and has a net capital
deficiency.


NEW CLINTON AUTO: Court Dismisses Case for Lack of Docs
-------------------------------------------------------
Judge Thomas J. Tucker entered an order on December 3, 2010,
dismissing the Chapter 11 bankruptcy case of New Clinton Auto
Service, Inc. for failure to timely file its Balance Sheet, Cash
Flow Statement, Income Tax Return and Statement of Operations,
which are required under 11 U.S.C. Sec. 1116(1).  A request for an
extension of the filing deadline was not timely filed.

Based in Clinton Township, Michigan, New Clinton Auto Service,
Inc., dba New Clinton Auto Wash, dba AAA Muffler Shocks & Springs,
dba New Clinton Auto Sales, dba Auto Lab #137, filed for Chapter
11 bankruptcy protection (Bankr. E.D. Mich. Case No. 10-74966) on
November 18, 2010.  Michael A. Greiner, Esq., at Financial Law
Group, P.C., in Warren, Michigan, served as bankruptcy counsel.
In its petition, the Debtor scheduled $87,500 in assets and
$1,048,126 in debts.

New Clinton Auto is affiliated with S & V Investment, also in
Clinton Township, Michigan.  S & V Investment filed for Chapter 11
bankruptcy (Bankr. E.D. Mich. Case No. 10-74968) on November 18,
2010, listing $100,000 to $500,000 in assets and $500,000 to $1
million in debts.  Mr. Greiner also served as bankruptcy counsel.
A copy of S & V Investment's petition is available at
http://bankrupt.com/misc/mieb10-74968.pdf


NEW MEXICO SOFTWARE: Reports $11,000 Net Income in Q3 2010
----------------------------------------------------------
New Mexico Software, Inc., filed its quarterly report on Form
10-Q, reporting net income of $11,000 on $913,000 of revenues for
the three months ended September 30, 2010, compared with a net
loss of $64,000 on $908,000 of revenues for the same period a year
ago.

The Company's balance sheet at September 30, 2010, showed
$1,033,000 in total assets, $779,000 in total liabilities, all
current, and stockholders' equity of $254,000.

The Company has incurred cumulative net losses of approximately
$14,827,000 since its inception and requires capital for its
contemplated operational and marketing activities to take place.
"The Company's ability to raise additional capital through the
future issuances of the common stock is unknown.  The obtainment
of additional financing, the successful development of the
Company's contemplated plan of operations, and its transition,
ultimately, to the attainment of profitable operations are
necessary for the Company to continue operations."

"The ability to successfully resolve these factors raise
substantial doubt about the Company's ability to continue as a
going concern," the Company said in the filing.

Beckstead and Watts, LLP, in Henderson, Nev., expressed
substantial doubt about New Mexico Software, Inc.'s ability to
continue as a going concern, following the Company's 2009 results.
The independent auditors noted that the Company is dependent on
raising capital to fund operations.

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

               http://researcharchives.com/t/s?709a

Albuquerque, New Mexico-based New Mexico Software, Inc., provides
Software-as-a-Service (SaaS) solutions for a wide variety of
industries.  The Company offers its services via its web-based
technology that allows its customers in any type of commercial
business and not-for-profit organization to optimize their
operations without spending significant time and money on upfront
costs for hardware, software, tech support and training.


NEXTAG INC: S&P Assigns 'BB-' Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB-'
corporate credit rating to San Mateo, California-based NexTag
Inc., owner and operator of several comparison shopping Web sites.
The rating outlook is stable.

At the same time, S&P assigned NexTag's $250 million secured
first-lien credit facilities its preliminary issue-rating of 'BB-'
(at the same level as the 'BB-' corporate credit rating) with a
preliminary recovery rating of '4', indicating S&P's expectation
of average (30%-50%) recovery for debtholders in the event of a
payment default.  The credit facilities consist of a $50 million
revolving credit facility due 2016 and a $200 million term loan
due 2017.

"The preliminary 'BB-' corporate credit rating incorporates S&P's
assumption of moderate revenue growth over the next several years,
driven by growth in total visits to company Web sites, as well as
a possible increase in traffic monetization beginning in 2012,"
said Standard & Poor's credit analyst Andy Liu.

NexTag's business risk profile is weak, in S&P's view, due to its
wide set of competitors and low barriers to entry.  S&P views its
financial risk as significant, given what S&P regard as likely
future acquisitions and dividend activity.  A strong EBITDA margin
and good cash flow only partially offset these risks.

NexTag is the owner and operator of comparison shopping Web sites.
The company's Web sites connect over 40 million monthly unique
visitors and over 25,000 merchants.  NexTag has operations in nine
countries, including the U.S., Australia, Canada, France, Germany,
Italy, Japan, Spain, and the U.K.  About 85% of NexTag's revenues
are from the U.S., with the remainder from international markets.
As an online lead generator for merchants, its performance can be
sensitive to consumer discretionary spending.  For example, when
consumer discretionary spending is under pressure, shoppers are
less likely to click through to merchant Web sites on NexTag.
Similarly, when consumer discretionary spending rebounds, the
click-through rate is likely to increase as it has in 2010.


NEXEN INC: Moody's Reviews 'Ba1' Rating on Subordinated Notes
-------------------------------------------------------------
Moody's Investors Service placed Nexen Inc.'s Baa3 senior
unsecured rating and Ba1 subordinated rating under review for
possible downgrade.

The review for downgrade will consider Nexen's ability to reduce
debt and grow production and reserves in a manner and timeframe
sufficient to restore both debt protection metrics and finding and
development costs to levels commensurate with a Baa3 rating.

"The review of Nexen's ratings for downgrade reflects the
company's continued high debt level coupled with the prolonged
ramp-up of production at Long Lake and a combination of additional
and accelerated development capital expenditures at this property
in 2011 and 2012" said Terry Marshall, Moody's Senior Vice
President.

Nexen Inc. is a Calgary, Alberta based oil & gas exploration and
production company that at the end of 2009 had 920 million barrels
of oil equivalent net proved reserves (92.5% oil and 55%
developed).


NIKOLAY BURDEYNYY: Case Summary & 17 Largest Unsecured Creditors
----------------------------------------------------------------
Joint Debtors: Nikolay A. Burdeynyy
               Marina A. Kondrashova
               8230 Royal Troon Drive
               Duluth, GA 30097

Bankruptcy Case No.: 10-25481

Chapter 11 Petition Date: December 6, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Gainesville)

Debtors' Counsel: Brian S. Limbocker, Esq.
                  LIMBOCKER LAW FIRM, LLC
                  2470 Windy Hill Road, Suite 300
                  Marietta, GA 30067
                  Tel: (770) 933-5355
                  E-mail: bsl@limbockerlawfirm.com

Scheduled Assets: $809,000

Scheduled Debts: $1,788,974

A list of the Joint Debtors' 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-25481.pdf


NORTH GENERAL HOSPITAL: PBGC Assumes Underfunded Pension Plan
-------------------------------------------------------------
The Pension Benefit Guaranty Corporation said it is moving to
assume responsibility for the underfunded pension plan covering
almost 500 workers and retirees of bankrupt North General
Hospital, located in the Harlem section of New York City.

The PBGC is stepping in because the underfunded retirement plan
will be unable to make benefit payments and abandoned after the
hospital completes its bankruptcy liquidation proceeding.   North
General filed for bankruptcy on July 2, 2010, ceased operations as
of July 20, 2010, and discharged most employees except those
handling the wind-down and sale of the hospital's assets.

The North General Hospital Pension Plan is 33 percent funded, with
$8.7 million in assets to cover $26.7 million in benefit
liabilities, according to PBGC estimates. The agency expects to be
responsible for the entire $18 million shortfall in the pension
plan, which has been frozen since December 31, 2005.

The PBGC will take over the assets and use insurance funds to pay
guaranteed benefits earned under the plan, which terminates as of
December 8, 2010.  Retirees and beneficiaries will continue to
receive their monthly benefit checks without interruption, and
other workers will receive their pensions when they are eligible
to retire.

Under federal pension law, the maximum guaranteed pension at age
65 for participants in plans that terminate in 2010 is $54,000 per
year. The maximum guaranteed amount is lower for those who retire
earlier or elect survivor benefits. In addition, certain early
retirement subsidies and benefit increases made within the past
five years may not be fully guaranteed.

The PBGC will not have specific information about North General
Hospital pension benefits until the agency becomes trustee of the
plan.  At that time, the agency will send notification letters to
all plan participants. Until then, the plan will continue to be
sponsored by North General Hospital. Workers and retirees with
general questions about the PBGC and its benefit guarantees may
consult the PBGC Web site, http://www.pbgc.gov.

North General Hospital retirees who draw a benefit from the PBGC
may be eligible for the federal Health Coverage Tax Credit.
Further information may be found on the PBGC Web site at
http://www.pbgc.gov/workers-retirees/benefits-
information/content/page13692.html

Assumption of the North General Hospital Pension Plan's unfunded
liabilities will have no significant effect on the PBGC's
financial statements in fiscal year 2011 because the claim was
included in the agency's fiscal year 2010 financial statements, in
accordance with generally accepted accounting principles.

The PBGC is a federal agency that guarantees payment of private
pension benefits when companies and pension plans fail.  It
protects some 44 million Americans in over 27,500 private defined
benefit pension plans.  The PBGC pays benefits using insurance
premiums and assets and other recoveries from plans and their
sponsors; it receives no taxpayer funds.

                      About North General

New York-based North General Hospital is a not-for-profit 200-bed
community hospital in upper Manhattan that has serviced the
communities of East and Central Harlem since the 1970s.  The
Hospital filed for Chapter 11 bankruptcy protection on July 2,
2010 (Bankr. S.D.N.Y. Case No. 10-13553).  Charles E. Simpson,
Esq., at Windels, Marx, Lane & Mittendorf, LLP, assists the
Company in its restructuring effort.  The Company disclosed
$67 million in assets and $293 million in liabilities.  Garfunkel
Wild, P.C., is the Company's healthcare counsel.  Alvarez & Marsal
is the Company's restructuring consultant.


OFFSHORE WARRIORS: Case Summary & 11 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Offshore Warriors, Inc.
        P.O. Box 80338
        Lafayette, LA 70598

Bankruptcy Case No.: 10-51881

Chapter 11 Petition Date: December 7, 2010

Court: U.S. Bankruptcy Court
       Western District of Louisiana (Lafayette/Opelousas)

Debtor's Counsel: William C. Vidrine, Esq.
                  VIDRINE & VIDRINE LAW FIRM
                  711 West Pinhook Road
                  Lafayette, LA 70503
                  Tel: (337) 233-5195
                  E-mail: williamv@vidrinelaw.com

Scheduled Assets: $12,313,694

Scheduled Debts: $6,589,547

The petition was signed by Aubrey Shoemake.

Debtor's List of 11 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Doug Ashy Building Materials       --                      $32,000
1801 Rees Street
Breaux Bridge, LA 70517

Sam's Club                         --                      $23,000
P.O. Box 530981
Atlanta, GA 30353

Service Master                     --                       $8,278
205 Knob Crest
Lafayette, LA 70507

Tampa Bay Lightning                --                       $7,700

Continental Safety Compliance      --                       $4,000

St. Pete Times Forum               --                       $3,300

Data Comm                          --                       $3,000

Verizon Wireless                   --                       $3,000

Cox Communications                 --                       $3,000

Home Pro Security                  --                       $1,200

Slemco                             --                       $1,069


ON ASSIGNMENT: S&P Withdraws 'B+' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said that it has withdrawn its
ratings, including the 'B+' corporate credit rating, for
Calabasas, California-based On Assignment Inc. at the company's
request.

On Assignment has refinanced its credit facility and has repaid
the $78 million balance on its term loan due 2013.


OSG FARMS: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: OSG Farms, LLC
        2345 Ronald Reagan Boulevard
        Cumming, GA 30041

Bankruptcy Case No.: 10-25473

Chapter 11 Petition Date: December 6, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Gainesville)

Judge: Robert Brizendine

Debtor's Counsel: John C. Pennington, Esq.
                  JOHN C. PENNINGTON, P.C.
                  P.O. Box 275
                  Helen, GA 30545
                  Tel: (706) 878-0033
                  Fax: (706) 878-9916
                  E-mail: jcppc@windstream.net

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

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

The list of unsecured creditors filed together with its petition
does not contain any entry.

The petition was signed by Garry Stephen Osley, member.


PANTHER BROOK: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Panther Brook Farms, LLC
        P.O. Box 18430
        Atlanta, GA 30316

Bankruptcy Case No.: 10-96728

Chapter 11 Petition Date: December 6, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Jimmy C. Luke, Esq.
                  FOLTZ MARTIN, LLC
                  5 Piedmont Center, Suite 750
                  Atlanta, GA 30305
                  Tel: (404) 231-9397
                  Fax: (404) 237-1659
                  E-mail: jluke@foltzmartin.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 six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-96728.pdf

The petition was signed by James B. Norton III, manager.


PATRICK HACKETT: Says It Has Enough Resources for Restructuring
---------------------------------------------------------------
Brian Kelly at Watertown Daily Times reports Patrick Hackett
Hardware Co. said in a bankruptcy court filing that it has enough
resources available to reorganize its business, thus the U.S.
Trustee's request for conversion of the case to liquidation under
Chapter 7 should be denied.

According to the report, Hacketts contends it is not insolvent and
has "adequate resources to fund a plan of reorganization between
its present cash assets inventory and equity in real property."

The U.S. Trustee, in seeking the conversion, said Hacketts has
failed to file financial information in a timely manner, delaying
the case, which began in November 2009.

Waterdown Daily notes that Hacketts' attempts to reorganize
suffered a setback Nov. 23 when the judge presiding over the case
rejected its amended disclosure statement and reorganization plan
because it "lacked adequate information" for creditors to make an
informed decision about how the company plans to pay off debts.
The judge left open the option of Hacketts filing a second
disclosure statement, which Mr. Antonucci said Hacketts intends to
do before a Dec. 9 hearing on the conversion motion, Waterdown
Daily adds.

                      About Patrick Hackett

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

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

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


PATSY CAMPBELL: Faces Off With Lender in Foreclosure Case
---------------------------------------------------------
Patsy Campbell, a Okeechobee County, Fla., resident has been
fighting foreclosure for 25 years, Dow Jones' Small Cap reports.
The report relates the 71-year-old retired insurance saleswoman
has been living in her house, a two-story on a half-acre in a
middle-class neighborhood in central Florida, since 1978.

According to the report, the last time she made a mortgage payment
was October 1985.  And yet Ms. Campbell has been able to keep her
house, protected by a 105-pound pit bull named Dodger and a
locked, rusty gate advising visitors to beware of the dog.

"They're not going to take this house," the report quoted
Ms. Campbell as saying.  "I intend to stay in this house and
maintain it as my residence until I die," she added.

Many Florida real-estate lawyers say Ms. Campbell's foreclosure --
which has outlasted two marriages, three recessions and four
presidents -- is the longest-lasting foreclosure case they've ever
heard of, the report adds.


PHILLIPS RENTAL: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Phillips Rental Properties, LLC
        235 Allison Cove Trial
        Piney Flats, TN 37686

Bankruptcy Case No.: 10-53129

Chapter 11 Petition Date: December 7, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Greeneville)

Judge: Marcia Phillips Parsons

Debtor's Counsel: Fred M. Leonard, Esq.
                  27 Sixth Street
                  Bristol, TN 37620
                  Tel: (423) 968-3151
                  E-mail: fredmleonard@earthlink.net

Scheduled Assets: $13,499,682

Scheduled Debts: $9,650,892

The petition was signed by Gary Phillips, secretary.

Debtor's List of three Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Probuild Company, LLC              --                     $118,919
c/o Arthur M. Fowler, III, Esq.
130 East Market Street
Johnson City. TN 37604

Arthur S. Roberts, Jr.             --                      $42,219
dba Country Air Construction
c/o Thomas Seeley, III
P.O. Box 308
Jonesborough, TN 37659

Roniel E. Childress d/b/a Childress--                      $17,712
Heating, A/C & Refrigeration
J. Wesley Edens, Esq.
900 Anderson Street
Bristol, TN 37620


PLUG POWER: Receives NASDAQ Notice of Non-Compliance
----------------------------------------------------
Plug Power Inc. received a Staff Determination letter from The
NASDAQ Stock Market indicating that the Company has not regained
compliance with NASDAQ Listing Rule 5550(a)(2) because the
Company's common stock did not maintain a minimum closing bid
price of $1.00 per share over a period of 10 consecutive business
days ending on or prior to December 6, 2010.  As a result, the
Company's common stock would be subject to delisting from The
NASDAQ Capital Market(R) unless the Company requests a hearing
before a NASDAQ Listing Qualifications Panel.

Accordingly, the Company plans to timely request a hearing before
the Panel, which request will stay the delisting of the Company's
common stock pending the issuance of a decision by the Panel
following the hearing.  At the hearing, the Company will present
its plan for achieving compliance with the applicable NASDAQ
listing requirements.  However, there can be no assurance that the
Panel will grant the Company's request for continued listing on
The NASDAQ Capital Market.

The Company is currently in compliance with all NASDAQ listing
requirements other than the Minimum Bid Price Rule.

                        About Plug Power

The architects of modern fuel cell technology, Plug Power
revolutionized the industry with cost-effective power solutions
that increase productivity, lower operating costs and reduce
carbon footprints.  Long-standing relationships with industry
leaders forged the path for our key accounts, including Wegmans,
Whole Foods, and FedEx Freight.


POE FINANCIAL: Takeout Bonuses Were Capital Contributions
---------------------------------------------------------
Southern Family Insurance Company and Poe Financial Group, Inc.,
claims against the United States of America for tax refunds
associated with taxes paid on takeout bonus payments paid by the
State of Florida Residential Property and Casualty Joint
Underwriting Association.  The issue of whether the takeout
bonuses were nonshareholder contributions to capital, and thus
excludable from gross income, was tried by the District Court
without a jury on November 1 and 2, 2010.

District Judge James S. Moody Jr. rules that it was the intent of
the contributor to characterize the takeout bonuses as capital
contributions.  The takeout bonuses were nonshareholder
contributions to capital and thus excludable from gross income,
and the taxpayers are entitled to recover a refund of any amounts
erroneously assessed and paid.  Partial final judgment rendered in
favor of Plaintiffs and against Defendant.

The case is Southern Family Insurance Company, v. United States of
America, Case No.05-cv-2158 (M.D. Fla.).  A copy of the Court's
Partial Final Judgment, dated December 1, 2010, is available at
http://is.gd/inQHhfrom Leagle.com.

Prior to filing of the now consolidated lawsuits, Poe Financial
filed for Chapter 11 bankruptcy protection, and Southern Family
was placed into receivership by the State of Florida, Department
of Financial Services.  State of Florida, ex rel., The Department
of Financial Services of the State of Florida v. Southern Family
Insurance Company, Case No. 2006-CA-1060 (Fla. 2d Jud. Cir.).

Headquartered in Tampa, Florida, Poe Financial Group Inc.
-- http://www.poefinancialgroup.com/-- specialized in insuring
coastal properties assumed from Florida's high-risk insurance
pool.  The Debtor, Poe & Associates, LLC, and two other
affiliates filed for chapter 11 protection on Aug. 18, 2006
(Bankr. M.D. Fla. Lead Case No. 06-04288).

Noel R. Boeke, Esq., Leonard Gilbert, Esq., and Rod Anderson,
Esq., at Holland & Knight, LLP, represented the Debtors.  When Poe
Financial Group Inc. filed for protection from its creditors, it
estimated assets of $50,000 to $100,000, and debts of $10 million
to $50 million.  Poe & Associates LLC estimated assets of $500,000
to $1 million, and debts of $500,000 to $1 million.  Poe Insurance
Managers LLC estimated assets of $10 million to $50 million, and
debts of $10 million to $50 million.  Mariah Claims Services
estimated assets of $50,000 to $100,000, and debts of $10 million
to $50 million.

Larry Hyman serves as the Liquidating Trustee.  Edwin Rice, Esq.,
at Glenn Rasmussen Fogarty & Hooker PA, represents Mr. Hyman as
counsel.


POINT BLANK: Shareholders, Creditors Nab $25MM Replacement Loan
---------------------------------------------------------------
Groups representing the unsecured creditors and equity holders of
Point Blank Solutions Inc. have released new details about their
proposed replacement bankruptcy financing, which could pump up to
$50 million into the body-armor maker, Dow Jones' Small Cap
reports.

According to the report, citing papers filed Tuesday with the U.S.
Bankruptcy Court in Wilmington, Del., the official committee of
equity security holders and the official committee of unsecured
creditors have arranged a $25 million secured credit facility and
are in the process of hashing out plans for an equity infusion of
$15 million to $25 million.

The report relates the groups said that the alternative financing
would give Point Blank relief from an upcoming sale deadline
mandated under its current bankruptcy loan, which is set to mature
at the end of the year.

                         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.


POINT BLANK: Filed Suit to Unravel Settlement
---------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that Point Blank Solutions Inc. last month filed a
lawsuit in bankruptcy court demanding the return, as property of
the estate, $35.2 million held in escrow pending final approval of
a class-action shareholders' suit settlement.

Point Blank filed a motion in mid-September to reject the
settlement agreement as an executory contract.  Two weeks later,
the U.S. Court of Appeals in New York reversed the lower court and
set aside the settlement.  The appeals court said the settlement
violated Sarbanes-Oxley by handing out impermissible releases.

Mr. Rochelle notes that the Committee was supporting the effort at
recovering the funds, hoping the $35.2 million would be available
to pay $40 million in unsecured creditors' claims.  The funds also
could be used to pay off $20 million of reorganization financing
that matures on Dec. 31.

Mr. Rochelle recounts that the class action was filed for
investors who bought stock between 2003 and 2006.  The former
chief executive and chief operating officer were convicted in
September of orchestrating a $185 million fraud.

                        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.


POSITRON CORP: Seeks Withdrawal of Form SB-2 Statement
------------------------------------------------------
Pursuant to Rule 477 promulgated under the Securities Act of 1933,
as amended, Positron Corporation requests that the Securities and
Exchange Commission consent to the withdrawal of its registration
statement on Form SB-2 (File Number File No. 333-145217), together
with all amendments and exhibits thereto, which the Registrant
filed with the Commission on August 8, 2007.

The Company confirms that no securities have been sold pursuant to
the Registration Statement.  The withdrawal is being sought since
the Company entered into a Settlement Agreement and Mutual Release
with the selling shareholders, eliminating the need for the
Registration Statement.

The Company requests that the Commission issue a written order
granting the withdrawal of the Registration Statement as soon as
possible.

                    About Positron Corporation

Headquartered in Fishers, Indiana, Positron Corporation is a
molecular imaging company focused on nuclear cardiology.

The Company's balance sheet at June 30, 2010, showed $5.7 million
in total assets, $10.8 million in total liabilities, and a
stockholders' deficit of $5.1 million.

Frank L. Sassetti & Co., in Oak Park, Illinois, 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 has a significant
accumulated deficit.


PRECISION OPTICS: Extends Notes' Maturity Date Until December 17
----------------------------------------------------------------
Precision Optics Corporation Inc. on June 25, 2008, entered into a
Purchase Agreement, as amended between December 11, 2008, and
November 15, 2010, with certain accredited investors pursuant to
which it sold an aggregate of $600,000 of 10% Senior Secured
Convertible Notes.

On November 30, 2010, the Investors amended the Notes to extend
the "Stated Maturity Date" to December 1, 2010.  On December 1,
2010, the Investors amended the Notes to extend the "Stated
Maturity Date" to December 3, 2010.  On December 3, 2010, the
Investors amended the Notes to extend the "Stated Maturity Date"
to December 17, 2010.  The Company believes the Investors will
continue to work with us to reach a positive outcome on the Note
repayment.

In order to settle certain liabilities for accrued compensation
and accrued professional services and to continue to work with the
Investors to reach a positive outcome on repayment of the Notes,
certain Officers and Directors have agreed to make certain
adjustments to their salary and benefits.

The Company said, "On December 3, 2010, Richard Forkey, our Chief
Executive Officer, agreed to reduce his annual salary to $100,000
per year, none of which will be deferred, and reduce his vacation
accrual by $43,011 at his new rate of pay to $10,000.  He also
entered into an agreement to convert all $474,646 of his
previously deferred salary into 172,599 shares of our common
stock.  One eighth of the shares vest on January 1, 2012, and one
eighth will vest on the first day of each quarter thereafter,
commencing on April 1, 2012, until the shares are fully vested.

"On December 3, 2010, Joseph Forkey, our Chief Scientific Officer,
agreed to reduce his vacation accrual by $4,824 at his current
rate of pay, to $10,000.  Joseph Forkey's salary will remain the
same at $120,000 and none of it will be deferred.  He also agreed
to convert all $29,999 of his previously deferred salary into
10,909 shares of our common stock.  One eighth of the shares vest
on January 1, 2012, and one eighth will vest on the first day of
each quarter thereafter, commencing on April 1, 2012, until the
shares are fully vested.

"On December 3, 2010, we agreed with Joel Pitlor, our Director,
to terminate his consulting agreement with us.  We also agreed
to convert all $170,000 of his previously deferred consulting
compensation owed to Mr. Pitlor into 61,818 shares of our common
stock.  One eighth of the shares vest on January 1, 2012, and one
eighth shall vest on the first day of each quarter thereafter,
commencing on April 1, 2012, until the shares are fully vested.
Mr. Pitlor will remain as a Director of the Company.

"Pursuant to the agreements with Richard Forkey, Joseph Forkey and
Joel Pitlor, the shares of common stock will be issued as
registered stock if we file a Form S-8 within six months of
entering into the agreements.  If we do not file a Form S-8 within
six months, then we will issue the shares as restricted stock," th
said the Company.

                     About Precision Optics

Gardner, Mass.-based Precision Optics Corporation, Inc.
(OTC BB: PEYE) -- http://www.poci.com/-- designs, develops,
manufactures and sells specialized optical systems and components
and optical thin-film coatings.  The Company conducts business in
one industry segment only and its customers are primarily
domestic.  The Company's products and services fall into two
principal areas: (i) medical products for use by hospitals and
physicians; and (ii) advanced optical system design and
development services and products used by industrial customers.

The Company's balance sheet at Sept. 30, 2010, showed
$1.72 million in total assets, $2.03 million in total liabilities,
and a stockholders' deficit of $318,919.

                       Going Concern Doubt

Stowe & Degon LLC, in Westborough, Mass., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring net losses and negative cash flows from operations.

The Company has sustained recurring net losses for several years.
As of June 30, 2010, the Company has an accumulated deficit of
$38.4 million.  As of June 30, 2010, cash and cash equivalents
were $416,040, accounts receivable were $505,200, and current
liabilities were $2.1 million.  The Company anticipates that
deferred officers' salaries and director consulting expenses
accrued at June 30, 2010, will be settled by issuing restricted
common stock rather than by cash payments.  These deferred amounts
included in current liabilities at June 30, 2010, total roughly
$574,000.


QUALITEST PHARMACEUTICALS: S&P Withdraws 'B' Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its 'B'
corporate credit, 'B+' first-lien senior secured, and 'CCC+'
second-lien senior secured ratings on Qualitest Pharmaceuticals
Inc.

The acquisition of Qualitest by Endo Pharmaceuticals Holdings Inc.
was completed Dec. 1, 2010, and all Qualitest borrowings were
retired.


R&G FINANCIAL: Court Extends Automatic Stay to R&G Investments
--------------------------------------------------------------
Judge Enrique Lamoutte of the U.S. Bankruptcy Court for the
District of Puerto Rico granted a motion filed by R&G Financial
Corporation to extend the automatic stay to a subsidiary.

Judge Lamoutte said that RGFC has satisfied the requirements under
the U.S. Bankruptcy Code for the extension of the automatic stay
to its dissolved subsidiary, R&G Investments Corporation.

"The arbitration proceedings against RGIC are essentially and
statutorily against [RGFC], given that their identity of interests
are in essence merged into RGFC as its stockholder," Judge
Lamoutte said.

Judge Lamoutte also said that RGFC, as the "real party in
interest" will have to prepare and incur all legal defense fees
and may be liable depending on the outcome of the arbitration
cases before the Financial Industry Regulatory Authority.

A copy of the Court's order, dated November 17, 2010, is available
at http://is.gd/imd7ofrom Leagle.com.

San Juan, Puerto Rico-based R&G Financial Corporation filed for
Chapter 11 bankruptcy protection on May 14, 2010 (Bankr. D. P.R.
Case No. 10-04124).  Jorge I. Peirats, Esq., at Pietrantoni,
Mendez & Alvarez, assists the Company in its restructuring effort.
The Company disclosed US$40,213,356 in assets and US$420,687,694
in
debts.


RASER TECHNOLOGIES: 2 Executives Move to Via Motors
---------------------------------------------------
On November 30, 2010, Richard D. Clayton resigned as executive
vice president, general counsel and secretary of Raser
Technologies, Inc., to accept a position with Via Motors, Inc.,
previously known as Via Automotive, Inc.

On December 3, 2010, Nicholas Goodman, the chief executive officer
and Class II director, was appointed by the Company's Board of
Directors as its new Chairman, to succeed Kraig Higginson, who
stepped down as the Chairman to devote full attention to the
success of Via.  Mr. Higginson, however, will continue to serve as
a Class III director whose term expires at the Company's 2011
Annual Meeting of Stockholders.

In connection with his transition, the Company entered into a
post-employment severance agreement with Mr. Higginson to pay a
total sum of $180,000, in twelve equal monthly installments
through November 30, 2011, in consideration for which Mr.
Higginson agreed to waive director fees for 2011.  Also on
December 3, 2010, Alan Perriton, a Class I director, resigned to
concentrate his efforts to Via's success.

Mr. Perriton is presently serving as the Company's designated
director on Via's Board of Directors.  As recently reported by the
Company in its report on Form 8-K filed on November 24, 2010, the
Company has a significant equity interest in Via and, accordingly,
a significant and continuing interest in Via's success.

                     About Raser Technologies

Provo, Utah-based Raser Technologies, Inc. (NYSE: RZ)
-- http://www.rasertech.com/-- is an environmental energy
technology company focused on geothermal power development and
technology licensing.  Raser's Power Systems segment develops
clean, renewable geothermal electric power plants with one
operating plant in southern Utah and eight active and early stage
projects in four western United States: Utah, New Mexico, Nevada
and Oregon, as well as a concession for 100,000 acres in
Indonesia.  Raser's Transportation and Industrial segment focuses
on extended-range plug-in-hybrid vehicle solutions and using
Raser's award-winning Symetron(TM) technology to improve the
torque density and efficiency of the electric motors and drive
systems used in electric and hybrid-electric vehicle powertrains
and industrial applications.

                          *     *     *

Hein & Associates LLP, in Denver, Colo., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company has suffered recurring losses, has used significant
cash for operating activities since inception, has significant
purchase commitments in 2010 and has a lack of sufficient working
capital.

Raser Technologies did not make the $2.2 million semi-annual
interest payment due October 1, 2010, on its 8% Convertible Senior
Notes Due 2013.

The Company satisfied the semi-annual interest payment obligation
after receiving $1.10 million from the Thermo No. 1 plant escrow
funds and $1.15 million from a loan with Evergreen Clean Energy,
LLC, late in October 2010.


REHABCARE GROUP: Moody's Affirms 'Ba3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of RehabCare Group,
Inc., including the company's Ba3 Corporate Family Rating and B1
Probability of Default Rating.  The outlook for the ratings is
stable.

This is a summary of ratings affirmed/LGD assessments revised.

  -- $125 million senior secured revolving credit facility due
     2014, to Ba3 (LGD3, 30%) from Ba3 (LGD3, 31%)

  -- $450 million senior secured term loan due 2015, to Ba3 (LGD3,
     30%) from Ba3 (LGD3, 31%)

  -- Corporate Family Rating, Ba3

  -- Probability of Default Rating, B1

  -- Speculative Grade Liquidity Rating, SGL-2

"While the company has experienced operating difficulty in its
hospital segment that has slowed the expected pace of reducing
leverage, the affirmation of the Ba3 rating reflects the still
relatively modest debt load and the significant repayment of debt
since the ratings were assigned in late 2009," stated Dean Diaz, a
Moody's Senior Credit Officer.

RehabCare Group's Ba3 rating also continues to reflect Moody's
expectation that the company should be able to benefit from the
Triumph Healthcare acquisition through the leveraging of
infrastructure across a larger base of hospitals and the sharing
of best practices across its legacy LTACH facilities.  The rating
also reflects the company's unique position in the post-acute
continuum of care.  Further, the rating incorporates Moody's
expectation that the company's stable cash flow should allow for
further improvement in credit metrics through debt repayment.
However, the rating also reflects risks associated with third
party reimbursement developments that affect the company both
directly through its hospital operations, which rely heavily on
Medicare as a revenue source, and indirectly through its contract
therapy service segment, whose customers are dealing with changes
in Medicare reimbursement for therapy services.

If the company experiences further operating difficulties such
that it was not expected to continue to improve the credit
metrics, Moody's could change the outlook to negative or downgrade
the ratings.  For example, if the company experiences additional
issues with the acquired hospital facilities that prevent the
realization of improvement in its hospital operations or is unable
to mitigate negative reimbursement developments impacting its
contract therapy customers, Moody's could consider downward
pressure on the ratings.  More specifically, if the company is not
expected to reduce leverage to a sustainable level approaching 4.0
times Moody's could take a negative rating action.

Given the prospective nature of the rating and the operating
difficulties that have delayed the expected improvement in credit
metrics, Moody's would not expect an upgrade of the ratings in the
near term.  However, Moody's could consider positive pressure on
the ratings if credit metrics improve to a level stronger than
expected as a result of continued growth, operational improvements
and/or debt repayment.  Additionally, Moody's would have to gain
comfort in longer term reimbursement stability in order to take a
positive rating action.

RehabCare Group provides rehabilitation program management
services in hospitals, skilled nursing facilities, outpatient
facilities and other long-term care facilities.  In partnership
with healthcare providers, the company provides post-acute program
management, medical direction, physical therapy rehabilitation,
quality assurance, compliance review, specialty programs and
census development services.  The company also owns and operates
29 long-term acute care hospitals and six inpatient rehabilitation
hospitals, and provides other healthcare services.  For the twelve
months ended September 30, 2010, the company recognized revenues
of approximately $1.3 billion.


REMY INTERNATIONAL: Moody's Assigns 'B1' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned first time ratings to Remy
International, Inc. -- Corporate Family and Probability of Default
Rating, B1.  In a related action, Moody's assigned a B1 rating to
the company's new senior secured term loan B.  The rating outlook
is stable.

These ratings were assigned:

Remy International, Inc.:

  -- Corporate Family Rating, B1;

  -- Probability of Default, B1;

  -- B1 (LGD3, 45%), for the $300 million senior secured term loan
     B.

The $95 million asset based revolving credit facility is not
rated.

                        Ratings Rationale

The net proceeds of the new senior secured term loan along with
borrowings under the revolving credit facility, and cash on hand
will be used to refinance the company's existing term loan debt
and pay related fees and expenses.  Following the above
refinancing, Remy is expected to redeem its existing preferred
stock with the net proceeds of an approximate $237.0 million
common stock rights offering.  The term loan debt refinancing is
expected to close in mid-December and the rights offering is
expected to close in mid-January.  The ratings assume the
successful completion of both the existing term loan debt
refinancing and redemption of preferred stock.

The B1 Corporate Family Rating reflects the company's strong
credit metrics weighed by its modest revenue base and challenging
liquidity profile.  As part of Remy's emergence from Chapter 11 in
December 2007, the company's debt was reduced by over $400 million
or about 54%.  The reduced debt burden combined with restructuring
actions taken during and prior the Chapter 11 filing supported
Remy's ability to endure the dramatic automotive industry downturn
in 2009.  The improving industry conditions in 2010 has allowed
Remy to leverage its improved cost structure in an increasingly
positive automotive production environment resulting in an LTM
EBIT margin as of September 30, 2010 (including Moody's standard
adjustments) of approximately 10.5%.  Pro forma for the existing
debt refinaincing, EBIT/interest approximated 2.6x and debt/EBITDA
approximated 3.7x.

Remy's credit metrics are expected to continue to benefit from
gradually recovering automotive production.  Yet, Remy's modest
revenue base and high customer concentration (the top 5 customers
represent approximately 51% of revenues) highlight the business
risks to the company's competitive position.  In addition, Remy's
extensive use of uncommitted accounts receivable factoring
programs add liquidity risk to the company's financial profile.

The stable outlook incorporates Remy's strong credit metrics for
the assigned rating and expectation of gradual improvement of
automotive industry conditions.  The company's capital structure
should support a modest amount of additional leverage to support
modest amounts of un-renewed factoring programs.

Remy is anticipated to have an adequate liquidity profile
following the proposed recapitalization.  The company is expected
to have about $100 million of cash following the proposed common
stock rights offering.  In addition, recovering automotive
industry conditions should support positive free cash flow
generation.  Further supporting Remy's liquidity profile is the
proposed $95 million asset based revolving credit facility.
Approximately $30.4 million of borrowings are expected under the
facility following the transaction with about $4.8 million of
issued letters of credit.  However, Remy's utilization of
factoring arrangements to support its financial flexibility is a
limiting consideration on its liquidity profile as the inability
to renew these factoring arrangement would materially impact the
company's financial flexibility.  As of September 30, 2010, gross
amounts factored under these facilities was about $158.8 million.
The asset based revolving credit will have a springing fixed
charge coverage test of 1.1 to 1 when availability falls below
certain levels to be determined.  Financial covenants under the
new term loan will be a maximum leverage test and a minimum
interest coverage test.  Alternate liquidity will be limited as
essentially all the company's assets will secure the asset based
revolver and term loan facilities.

Remy provides alternators, starters and hybrid motors for the
heavy duty and light duty original equipment markets, as well as
remanufactured alternators and starters to the aftermarket.
Revenues in 2009 were $910 million.


RES-CARE INC: Moody's Assigns 'B1' Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service assigned B1 corporate family and
probability of default ratings to Res-Care, Inc. (New) and
assigned Ba2 rating to the company's proposed $190 million senior
secured term loan that will initially reside at Onex Rescare
Acquisitions LLC, that will merge with and into ResCare.  Moody's
also assigned a B3 rating to the $200 million proposed unsecured
notes and a Ba2 rating to the company's $275 million senior
secured revolving credit facility.  The proceeds from the $190
million senior secured term loan and $200 million unsecured notes
are used to fund the acquisition of ResCare, Inc. (Old) by Onex
Corporation.  Concurrently, Moody's confirmed the ratings of
ResCare, Inc. (Old) including the corporate family rating at Ba3.
All of the ratings of ResCare, Inc. (Old) will be withdrawn at the
close of the transaction.  This concludes the review initiated on
August 16, 2010.  The rating outlook is stable.

These rating actions were taken (LGD point estimates are subject
to change and all ratings are subject to the execution of the
transaction as currently proposed and Moody's review of final
documentation):

These ratings were assigned:

ResCare, Inc. (New):

  -- Corporate family rating, assigned B1;

  -- Probability of default rating, assigned B1;

  -- $275 million senior secured credit facility, due 2015,
     assigned Ba2 (LGD2, 26%);

  -- $200 million senior unsecured notes, assigned B3 (LGD5, 81%).

Onex Rescare Acquisition LLC:

  -- $190 million senior secured term loan, due 2016, assigned Ba2
     (LGD2, 26%).

These ratings were confirmed:

ResCare, Inc.:

  -- Corporate family rating, confirmed at Ba3 (will be withdrawn
     at the close of the transaction);

  -- Probability of default rating, confirmed at Ba3 (will be
     withdrawn at the close of the transaction);

  -- $150 million senior unsecured notes, due 2013, confirmed at
     B1; LGD assessment changed to LGD5, 73% from LGD5, 75%, (will
     be withdrawn at the close of the transaction);

  -- $275 million senior secured revolving credit facility, due
     2013, confirmed at Ba1.  LGD rate changed to LGD2, 16% from
     LGD2, 19% (will be withdrawn at the close of the
     transaction).

                        Ratings Rationale

The B1 corporate family rating considers the increased debt
leverage associated with the Onex acquisition.  ResCare's pro
forma debt to EBITDA for the period ended September 30, 2010
increased by over a turn to 4.7 times when considering the impact
of the acquisition.  The ratio is adjusted per Moody's standard
analytical adjustments and for ResCare the primary adjustment is
the operating lease adjustment.  In addition, the rating is
constrained by ResCare's high exposure to Medicaid (approximately
67% of revenues) and other government funding programs as well as
by the litigious nature of the business environment.

The B1 rating is supported by ResCare's size as well as good
geographic diversity.  In addition, the rating considers the
company's good cash flow generation.  Moody's anticipate the
company to apply most of its cash flow toward making tuck-in
acquisitions.

The stable outlook reflects that ResCare will continue to maintain
a good liquidity profile and disciplined approach toward
acquisitions.

The ratings could be downgraded if margin pressure or Medicaid
reimbursement cuts are worse than currently anticipated, such that
Moody's adjusted debt to EBITDA was expected to be sustained at or
above 5.0 times or free cash flow to debt were expected to be
sustained below 4%.  Further, if the company begins to have legal
liabilities materially above historical trends such that liquidity
and/or the company's ability to execute on its strategy become
weakened, Moody's could downgrade the ratings.  A more aggressive
than expected acquisition strategy or dividend policy that
increases leverage or weakens liquidity could also negatively
impact the ratings.

The outlook could be changed to positive or ratings upgraded if
Moody's adjusted debt leverage declines well below 4.0 times and
adjusted free cash flow to debt increases to the 8-10% range.
However, given the difficult state budgetary environments, Moody's
does not anticipate an upgrade in the near-term.

ResCare, headquartered in Louisville, Kentucky, is a provider of
residential, therapeutic, job training, and educational support
services to individuals with special needs, including persons with
intellectual and developmental disabilities, at-risk youth and
those experiencing barriers to employment.  Consolidated revenues
for the twelve months ended September 30, 2010, were approximately
$1.6 billion.


RES-CARE INC: S&P Affirms Corporate Credit Rating at 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
corporate credit rating on Louisville, Kentucky-based Res-Care
Inc.  S&P lowered its corporate credit rating to 'B+' from 'BB-'
on Nov. 30, 2010, because of the weaker financial risk profile
resulting from the leveraged buyout by its sponsor, private-equity
firm Onex Corp. S&P is now assigning a 'B+' issue-level rating on
the company's proposed $190 million term loan B, which will mature
in 2016.  S&P is also revising the rating on the $275 million
revolver to'B+' from BB+' that was extended and will now mature in
2015.  The recovery rating on the term loan and revolver is '3',
indicating its expectation for meaningful (50% to 70%) recovery in
the event of payment default.

In addition, S&P is also assigning a 'B-' issue-level rating to
the company's proposed $200 million senior unsecured notes.  The
recovery rating on these debt issues is '6', indicating its
expectation for negligible (0 to 10%) recovery in the event of
payment default.

"The ratings on Res-Care reflect its weak business risk profile
because of its high exposure to state budget cuts, slim profit
margins, and ongoing competitive pressures tied to its operation
in a highly fragmented market," said Standard & Poor's credit
analyst Tahira Wright.  Its aggressive financial risk profile is
reflective of its LBO by a financial sponsor.  S&P believes the
proposed added debt burden will keep lease-adjusted leverage over
the next few years between 4.0x to 4.5x compared with historical
levels of 3.3x.  These are predominant risk factors despite the
company's successful track record of acquisitive growth, which has
allowed it to expand and diversify its core operations.

S&P's assessment of the company's weak business risk profile
continues to reflect ongoing pressures in its community services
and schools divisions in the near future, despite the company's
position as one of the largest providers of home care for the
elderly and individuals with disabilities, the second-largest
contractor of Job Corps services, and a provider of schools and
job placement services.  Uncertain Medicaid and other government
reimbursement account for two-thirds of revenues.  Because of the
weak macroeconomic environment, some states have had to impose
budget cuts that have contributed to scaled-back growth
opportunities for Res-Care in these divisions.  This trend,
combined with lost contracts in its Job Corps business, has been
the key contributing factor in its reduced expectations for the
company's earnings.  In fact, the company recorded a $66 million
goodwill impairment charge in Sept. 30, 2010.


ROBERT MALLIEN: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Robert F. Mallien
        2071 Highway 115 West
        Cleveland, GA 30528

Bankruptcy Case No.: 10-25493

Chapter 11 Petition Date: December 6, 2010

Court: U.S. Bankruptcy Court
       Northern District of Georgia (Gainesville)

Debtor's Counsel: Jerry C. Carter, Jr., Esq.
                  THE CARTER FIRM PC
                  1362 Juanita Avenue
                  Gainesville, GA 30501
                  Tel: (770) 287-8850
                  Fax: (866) 241-4510
                  E-mail: attorneyjedcarter@gmail.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 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb10-25493.pdf


ROBERT MORAN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Robert Norton Moran
          aka Bob Moran
        2263 Hikino Street
        Honolulu, HI 96821

Bankruptcy Case No.: 10-03696

Chapter 11 Petition Date: December 6, 2010

Court: U.S. Bankruptcy Court
       District of Hawaii (Honolulu)

Debtor's Counsel: Chuck C. Choi, Esq.
                  WAGNER CHOI & VERBRUGGE
                  745 Fort Street, Suite 1900
                  Honolulu, HI 96813
                  Tel: (808) 533-1877
                  Fax: (808) 566-6900
                  Email: cchoi@hibklaw.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 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/hib10-03696.pdf


RONNIE RATLEDGE: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Ronnie Alvin Ratledge
          dba Ronnie Ratledge Builder
        5935 Bingham Lane
        Maryville, TN 37801

Bankruptcy Case No.: 10-35792

Chapter 11 Petition Date: December 3, 2010

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Knoxville)

Judge: Richard Stair Jr.

Debtor's Counsel: Thomas Lynn Tarpy, Esq.
                  HAGOOD, TARPY & COX PLLC
                  Suite 2100, Riverview Tower
                  900 South Gay Street
                  Knoxville, TN 37902-1537
                  Tel: (865) 525-7313
                  E-mail: ltarpy@htandc.com

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

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

A list of the Debtor's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tneb10-35792.pdf


ROTHSTEIN ROSENFELDT: Trustee Sues Gibraltar Bank
-------------------------------------------------
The trustee liquidating Scott Rothstein's law firm is suing
Gibraltar Private Bank and Trust Co. for millions of dollars over
the savings bank's alleged cooperation with Rothstein, which the
trustee says allowed the former lawyer's $1.2 billion Ponzi scheme
to flourish, Dow Jones' Small Cap reports.

                     About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements.  Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


S & V INVESTMENT: Court Dismisses Case for Lack of Docs
-------------------------------------------------------
Judge Thomas J. Tucker entered an order on December 3, 2010,
dismissing the Chapter 11 bankruptcy case of S & V Investment,
LLC, for failure to timely file its Balance Sheet, Cash Flow
Statement, Income Tax Return and Statement of Operations, which
are required under 11 U.S.C. Sec. 1116(1).  A request for an
extension of the filing deadline was not timely filed.

Based in Clinton Township, Michigan, S & V Investment, LLC, filed
for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No. 10-74968) on
November 18, 2010, listing $100,000 to $500,000 in assets and
$500,000 to $1 million in debts.  Michael A. Greiner, Esq., at
Financial Law Group, P.C., in Warren, Michigan, served as
bankruptcy counsel.  A copy of its petition is available at
http://bankrupt.com/misc/mieb10-74968.pdf

S & V Investment is affiliated with New Clinton Auto Service,
Inc., dba New Clinton Auto Wash, dba AAA Muffler Shocks & Springs,
dba New Clinton Auto Sales, dba Auto Lab #137.  New Clinton Auto
also filed for Chapter 11 bankruptcy protection (Bankr. E.D. Mich.
Case No. 10-74966) on November 18, 2010.  Mr. Greiner also
represented this Debtor.  In its petition, the Debtor scheduled
$87,500 in assets and $1,048,126 in debts.


SGS INTERNATIONAL: S&P Assigns 'BB' Rating on Senior Loan
---------------------------------------------------------
Standard & Poor's Ratings Services assigned Louisville, Kentucky-
headquartered SGS International Inc.'s amended and restated senior
secured credit facilities an issue-level rating of 'BB' -- two
notches higher than its 'B+' corporate credit rating on the
company.  S&P also assigned this debt a recovery rating of '1',
indicating its expectation of very high (90% to 100%) recovery for
lenders in the event of a payment default.

In October 2010, the company amended and restated its senior
secured credit facilities to include, among other things,
extending the maturity of the revolving credit facility and about
$93 million of the $122 million in outstanding term loans to
September 2013.  The amendment and restatement also includes an
increase in the revolving commitment to $40 million (from
$35 million, adjusted to about $26 million after consideration is
given to the lending commitment from Lehman Commercial Paper
Inc.); an increase in the annual amortization of the extended term
loans to $5 million; and a provision to permit the repurchase of
$25 million of outstanding 12% senior subordinated notes.
Financial covenants were not restated and pricing was increased by
100 basis points to reflect a margin of 3.5% over LIBOR.

At the same time, Standard & Poor's revised its recovery rating on
SGS International's subordinated debt to '5', indicating its
expectation of modest (10% to 30%) recovery for noteholders in the
event of a payment default, from '6'.  S&P raised the issue-level
rating on this debt to 'B' -- one notch lower than the 'B+'
corporate credit rating -- from 'B-', in accordance with its
notching criteria for a recovery rating of '5'.

"The revision of the recovery rating on the company's subordinated
debt reflects the executed amendment and restatement of the
company's senior secured credit facilities," said Standard &
Poor's credit analyst Michael Listner.  "S&P now assumes a lower
amount of secured debt outstanding under its simulated default
scenario than S&P did in its previous analysis, which would result
in greater recovery values available for subordinated lenders."

In addition, S&P affirmed its 'B+' corporate credit rating on SGS
International.  The rating outlook is stable.

The 'B+' corporate credit rating reflects SGS International's
aggressive financial profile, given its ownership by an equity
sponsor, and the resulting uncertainty regarding the longer-term
financing decisions for the company.  Although the company has
shown a strong commitment to debt repayment, the lack of a clear
articulation of financial policy currently weighs on the rating.
SGS has a weak business risk profile, in its view, and occupies a
niche market position in a highly fragmented industry that has
exhibited notable resiliency during the economic cycle.  The
company has a broad customer base, with longstanding relationships
governed by multiyear service contracts and high retention rates.
Graphic services for consumer packaged products constitute the
majority of the firm's revenues, with the food and beverage
industry representing the largest portion of business, followed by
other key markets, including tobacco, personal care, household
products, pet food, and pharmaceuticals.  Given the
nondiscretionary nature of most of the product categories for
which SGS provides printing services, the company has benefited
from fairly stable customer demand.  However, as SGS's customer
base primarily comprises large consumer product companies, pricing
pressure is always a concern.


SI ORGANIZATION: S&P Assigns 'B' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to The SI Organization Inc., which is
based in Valley Forge, Pa.  The outlook is stable

S&P also assigned its 'B+' issue-level rating and '2' recovery
rating to the company's proposed $340 million first-lien senior
secured credit facility (consisting of a $40 million revolver and
a $300 million term loan B).  The '2' recovery rating indicates
its expectation for substantial (70%-90%) recovery in the event of
a payment default.

Veritas Capital, a private-equity firm, is using the proceeds from
the senior secured debt, along with $175 million of senior
subordinated notes and $370 million of new common equity, to fund
the purchase of The SI Org from Lockheed Martin Corp. (A-
/Stable/A-2).

"The ratings on The SI Org reflect its view that the company's
highly leveraged financial profile will show limited improvement
over the next two years in the increasingly competitive government
contracting industry," said Standard & Poor's credit analyst
Alfred Bonfantini.  However, the company does benefit from long-
term contracts and a solid backlog with key elements of the U.S.
government intelligence community, which provides for revenue
predictability and stability.  Despite its limited scale, it also
has higher EBITDA margins than its direct industry competitors.


SM PROPERTIES-1: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: SM Properties-1, LLC
        1974 Carolina Place, Suite 100
        P.O. Box 3473
        Fort Mill, SC 29708

Bankruptcy Case No.: 10-33567

Chapter 11 Petition Date: December 3, 2010

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: Richard M. Mitchell, Esq.
                  MITCHELL & CULP, PLLC
                  1001 Morehead Square Drive, Suite 330
                  Charlotte, NC 28203
                  Tel: (704) 333-0630
                  Fax: (704) 333-4975
                  E-mail: rmmatty@mitchellculp.com

Scheduled Assets: $1,958,018

Scheduled Debts: $1,975,412

A list of the Company's two largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ncwb10-33567.pdf

The petition was signed by Jack Henry Smith, Jr. partner of SMI
Partner, LP.


SMART ONLINE: IDB Agrees to Provide $6.5 Million Facility
---------------------------------------------------------
On December 6, 2010, Smart Online Inc. entered into (i) a
$6,500,000 Promissory Note, as borrower, and (ii) a Letter
Agreement for the $6,500,000 Term Loan Facility, each with Israel
Discount Bank of New York as lender.

Under the IDB Note and Letter Agreement, IDB will make available
to the Company one or more term loan advances in the maximum
aggregate principal amount of $6,500,000.  The IDB Credit Facility
is secured by:

     i) an irrevocable standby letter of credit issued by HSBC
        Switzerland in favor of IDB in the aggregate amount of
        $2,500,000 and

    ii) an irrevocable standby letter of credit issued by UBS
        Switzerland in favor of IDB in the aggregate amount of
        $4,000,000, each issued with Atlas Capital S.A. as account
        party.

Atlas and the Company anticipate finalizing in the near future the
terms of the Company's reimbursement of Atlas for any future
drawdowns on the SBLC.  Any advances drawn on the IDB Credit
Facility must be repaid on the earlier of:

     a) May 31, 2012 or

     b) 180 days prior to the expiration date of the SBLC.

Interest on each advance under the IDB Credit Facility accrues, at
the Company's election, at either LIBOR plus 300 basis points or
IDB's prime rate plus 100 basis points, provided that the rate of
interest for each advance shall never be less than four percent.
Interest accrued on each advance is due quarterly and payable in
arrears on the last day of each February, May, August and November
commencing on the last day of February, 2010.

The IDB Credit Facility replaces the Company's revolving line of
credit with Paragon Commercial Bank, which was orally extended by
Paragon beyond its October 10, 2010 expiration date to
November 30, 2010, at which time the Paragon Credit Facility
expired and Paragon drew upon the letter of credit securing the
Paragon Credit Facility.  The Company continues to maintain a
banking relationship with Paragon through the maintenance of
certain operating accounts.

A full-text copy of the Promissory Note dated December 6, 2010,
made by Smart Online, Inc. for the benefit of Israel Discount Bank
of New York, as lender., is available for free at:

                http://ResearchArchives.com/t/s?70a0

A full-text copy of the Letter Agreement for $6,500,000 Term
Facility dated December 6, 2010, by Israel Discount Bank of New
York, and agreed and accepted by Smart Online, Inc., is available
for free at:

                http://ResearchArchives.com/t/s?70a1

A full-text copy of the notice of election of Atlas Capital S.A.,
dated November 30, 2010, to be reimbursed in cash for the drawdown
on the Paragon Letter of Credit pursuant to the Reimbursement
Agreement, dated November 10, 2006, between the Company and Atlas,
as subsequently amended, is available for free at:

                http://ResearchArchives.com/t/s?70a2

                       About Smart Online

Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC
BB: SOLN) -- http://www.smartonline.com/-- develops and markets
software products and services targeted to small  businesses that
are delivered via a Software-as-a-Service (SaaS), or SaaS, model.
The Company also provides Web site consulting services, primarily
in the e-commerce retail industry products and services.

Smart Online reported a net loss of $1.32 million on $260,968 of
total revenues for the three months ended Sept. 30, 2010, compared
with a net loss of $2.86 million on $293,650 of total revenues for
the same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed $631,424 in
total assets, $18.72 in total liabilities, and a stockholders'
deficit of $18.10 million.


SOUTH BAY PROPERTIES: Court Denies Contractor's Motion to Dismiss
-----------------------------------------------------------------
Judge Stephani Humrickhouse denied a motion by Milone & Macbroom
Inc. to dismiss the Chapter 11 case of South Bay Properties LLC.
Judge Humrickhouse held that South Bay "has a right to proceed to
confirmation."

"Taking into account the totality of the circumstances, the court
finds that the evidence at this juncture does not support a
finding of either objective futility or subjective bad faith,"
Judge Humrickhouse said.

Milone & Macbroom proposed to dismiss the Chapter 11 case on
grounds that it was filed in bad faith and that South Bay had
"improper motivation" in filing the case.  It asserted that the
case was filed to foil its plan to proceed against Kyle Corkum,
the registered agent and manager of South Bay.

Milone & Macbroom also argued that there is substantial evidence
of objective futility, pointing out that South Bay has been
defunct for almost two years and is under threat of administrative
dissolution by the North Carolina Secretary of State.

Milone & Macbroom provided professional engineering services to
Landquest, LLC, in connection with its development of real estate
projects, including the South Bay project.

A copy of the Court's order, dated November 10, 2010, is available
at http://is.gd/im7Ymfrom Leagle.com.

South Bay Properties, LLC, formerly Winyah Bay Properties, LLC,
filed for Chapter 11 protection on June 18, 2010 (Bankr. E.D. N.C.
Case No. 10-04922).  Trawick H. Stubbs, Jr., Esq., at Stubbs &
Perdue, P.A., in New Bern, North Carolina, represents the Debtor.
In its schedules, the Debtor disclosed assets of $6,000,000 and
debts of $10,860,734 as of the Petition Date.


SOUTHERN FAMILY: Takeout Bonuses Were Capital Contributions
-----------------------------------------------------------
Southern Family Insurance Company and Poe Financial Group, Inc.,
claims against the United States of America for tax refunds
associated with taxes paid on takeout bonus payments paid by the
State of Florida Residential Property and Casualty Joint
Underwriting Association.  The issue of whether the takeout
bonuses were nonshareholder contributions to capital, and thus
excludable from gross income, was tried by the District Court
without a jury on November 1 and 2, 2010.

District Judge James S. Moody Jr. rules that it was the intent of
the contributor to characterize the takeout bonuses as capital
contributions.  The takeout bonuses were nonshareholder
contributions to capital and thus excludable from gross income,
and the taxpayers are entitled to recover a refund of any amounts
erroneously assessed and paid.  Partial final judgment rendered in
favor of Plaintiffs and against Defendant.

The case is Southern Family Insurance Company, v. United States of
America, Case No.05-cv-2158 (M.D. Fla.).  A copy of the Court's
Partial Final Judgment, dated December 1, 2010, is available at
http://is.gd/inQHhfrom Leagle.com.

Prior to filing of the now consolidated lawsuits, Poe Financial
filed for Chapter 11 bankruptcy protection, and Southern Family
was placed into receivership by the State of Florida, Department
of Financial Services.  State of Florida, ex rel., The Department
of Financial Services of the State of Florida v. Southern Family
Insurance Company, Case No. 2006-CA-1060 (Fla. 2d Jud. Cir.).

Headquartered in Tampa, Florida, Poe Financial Group Inc.
-- http://www.poefinancialgroup.com/-- specialized in insuring
coastal properties assumed from Florida's high-risk insurance
pool.  The Debtor, Poe & Associates, LLC, and two other
affiliates filed for chapter 11 protection on Aug. 18, 2006
(Bankr. M.D. Fla. Lead Case No. 06-04288).

Noel R. Boeke, Esq., Leonard Gilbert, Esq., and Rod Anderson,
Esq., at Holland & Knight, LLP, represented the Debtors.  When Poe
Financial Group Inc. filed for protection from its creditors, it
estimated assets of $50,000 to $100,000, and debts of $10 million
to $50 million.  Poe & Associates LLC estimated assets of $500,000
to $1 million, and debts of $500,000 to $1 million.  Poe Insurance
Managers LLC estimated assets of $10 million to $50 million, and
debts of $10 million to $50 million.  Mariah Claims Services
estimated assets of $50,000 to $100,000, and debts of $10 million
to $50 million.

Larry Hyman serves as the Liquidating Trustee.  Edwin Rice, Esq.,
at Glenn Rasmussen Fogarty & Hooker PA, represents Mr. Hyman as
counsel.


SPIRO & SONS: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Spiro & Sons, Inc.
        c/o Pete Stoyanovich
        36071 Plymouth Road
        Livonia, MI 48150

Bankruptcy Case No.: 10-76527

Chapter 11 Petition Date: December 4, 2010

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Steven W. Rhodes

Debtor's Counsel: Samuel Firebaugh, Esq.
                  FIREBAUGH & ANDREWS, PLLC
                  38545 Ford Road, Suite 104
                  Westland, MI 48185
                  Tel: (734) 722-2999
                  E-mail: FirebaughAndrews@comcast.net

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mieb10-76527.pdf

The petition was signed by Pete Stoyanovich, president.


STANDARD PACIFIC: Fitch Assigns 'B-/RR4' Rating on $650 Mil. Notes
------------------------------------------------------------------
Fitch Ratings has assigned a 'B-/RR4' rating to Standard Pacific
Corp.'s proposed offering of $650 million of senior unsecured
notes.  The issue will be ranked on a pari passu basis with all
other senior unsecured debt.

Standard Pacific intends to use the proceeds from the notes
offering to finance the purchase of its 9 1/4% senior subordinated
notes due April 15, 2012, 6 1/4% senior notes due April 1, 2014,
and 7% senior notes due Aug. 15, 2015 in its previously announced
cash tender offers and to pay the related consent fees, to prepay
the $225 million principal amount outstanding under its Term Loan
B credit agreement, and to pay all fees and expenses related to
such purchases and repayments, including payments in connection
with the termination of interest rate swap agreements related to
the Term Loan B.  As of Dec. 6, 2010, approximately $353.9 million
of its 2012, 2014 and 2015 notes have been tendered.  The tender
offer expires on Dec. 21, 2010, unless extended by the company or
earlier terminated.  To the extent there are any remaining
proceeds from the offering after completion of such payments, the
company intends to use such remaining amount for the repayment of
up to approximately $27 million of outstanding intercompany
indebtedness.

Fitch currently rates Standard Pacific:

  -- Issuer Default Rating 'B-';
  -- Senior unsecured notes 'B-/RR4';
  -- Senior subordinated debt 'CC/RR6'.

The Rating Outlook is Stable.

The 'RR4' Recovery Rating on the company's unsecured debt
indicates average recovery prospects for holders of these debt
issues.  Standard Pacific's exposure to claims made pursuant to
performance bonds and joint venture debt and the possibility that
part of these contingent liabilities would have a claim against
the company's assets were considered in determining the recovery
for the unsecured debt holders.  The 'RR6' on Standard Pacific's
senior subordinated notes indicate poor recovery prospects in a
default scenario.  Fitch applied a liquidation value analysis for
these RR.

The ratings and Outlook for Standard Pacific reflect the company's
healthy liquidity position as well as the challenges still facing
the housing market.  The issuance of the new senior notes allows
the company to further extend its debt maturities.  On a pro forma
basis, the company will not have any major debt maturities until
2016, when $280 million of senior notes become due.

As expected, housing metrics (new home sales, existing home sales
and housing starts) have sharply contracted following the
expiration of the national housing tax credit.  Clearly, the
credit 'stole' demand from upcoming months.  Fitch tends to think
that the summer and fall months will be most affected by the 'pull
forward' of the housing credit but 'normalized' demand may not be
evident until late winter and some ratcheting up in demand (in
response to even lower home prices, low mortgage rates and better
employment and consumer confidence) may not be apparent until next
spring, if then.  As such, Fitch recently moderated its housing
forecasts for 2010 and 2011.  Fitch currently projects new housing
starts to increase 5.5% in 2010 and 10.3% in 2011.  New home sales
are forecast to fall 15% in 2010 and grow about 2% in 2011.  Fitch
expects existing home sales will decline 7.5% in 2010 and stay
flat in 2011.

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


STANDARD PACIFIC: Moody's Assigns 'B3' Rating to $650 Mil. Notes
----------------------------------------------------------------
Moody's Investors Service assigned B3 ratings to Standard Pacific
Corp.'s proposed $650 million aggregate amount of add-on senior
unsecured notes due 2018 and senior unsecured notes due 2020.  All
other ratings, including the B3 corporate family rating, B3
probability of default rating, B3 senior unsecured note rating,
Caa2 subordinated note rating and SGL-2 speculative grade
liquidity rating, were affirmed.  The rating outlook is stable.

The proceeds from the proposed note offerings will be used to
refinance existing debt, including the recently tendered portions
of the company's 9 1/4% Senior Subordinated Notes due 2012, 6 1/4%
Senior Notes due 2014, and 7% Senior Notes due 2015.  In addition,
the company will be using the proceeds to retire its term loan due
2013 and for costs relating to the retirement of the various debt
issues and term loan.

The B3 corporate family rating reflects Moody's expectation that
Standard Pacific has reduced costs sufficiently that it can
maintain modest profitability without any substantial volume
increase.  Impairments and other charges, which totaled
approximately $2.5 billion over the past five years, are likely to
be non-material going forward, given the company's attractive
gross margin performance and stabilizing pricing environment.  In
addition, the company has effectively reduced its off-balance
sheet joint venture exposure, going from $409 million recourse JV
debt in 2007 to $8 million in the third quarter of 2010.  The
company also now faces a more favorable liquidity environment,
with $529 million of unrestricted cash balances at September 30,
2010 and an improved debt maturity profile resulting from the
substantial reduction of near-term maturities.  Additionally,
equity will get a boost of up to $187.5 million upon the exercise
of recently amended MatlinPatterson warrants.

However, the company remains saddled with debt and a daunting debt
leverage profile.  Adjusted debt/capitalization at September 30,
2010 was approximately 73%.  Pro forma net worth of $641 million,
including additional equity from the warrant exercise, while
improved, is still relatively small to support the company's
growth expectations.  Cash flow, one of the main sources of
strength for the company during the worst years of the downturn,
is likely to remain negative as the company continues to buy land
and build inventory.  Finally the rate of cash burn, if growth
expectations are met, may leave the company with low cash balances
in two years.

The stable rating outlook reflects Moody's belief that the
industry's fundamental credit conditions have stabilized although
they remain weak, that Standard Pacific's liquidity has improved
considerably, and that the company will maintain capital structure
discipline as it pursues additional growth opportunities during
the next few years.

The outlook could improve if the company were to become and remain
profitable, maintain strong liquidity, grow its tangible equity
base, and reduce debt leverage to below 60%.  Ratings pressure
could ensue if the company were to deplete its cash reserves
either through sharper-than-expected operating losses or through a
sizable investment or other transaction without some offset such
as an acceleration of earnings growth and improvement in net worth
and debt leverage.

These rating actions were taken:

  -- B3 (LGD3, 49%) assigned to the proposed add-on senior
     unsecured notes due 2018;

  -- B3 (LGD3, 49%) assigned to the proposed senior unsecured
     notes due 2020;

  -- Corporate family rating, affirmed at B3;

  -- Probability of default rating, affirmed at B3;

  -- Senior unsecured note rating, affirmed at B3 (LGD3, 49%);

  -- Senior subordinated note rating, affirmed at Caa2 (LGD6,
     96%);

  -- Speculative grade liquidity rating, affirmed at SGL-2.

All of Standard Pacific's debt is guaranteed by its principal
operating subsidiaries.

Headquartered in Irvine, California and begun in 1966, Standard
Pacific Corp. constructs and sells single-family attached and
detached homes, with homebuilding operations located in
California, Texas, Arizona, Colorado, Florida, North and South
Carolina, and Nevada.  Homebuilding revenues and consolidated net
income for the LTM period ending September 30, 2010, were
approximately $1.0 billion and $93 million, respectively.


STANDARD PACIFIC: S&P Raises Corporate Credit Rating to 'B+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Standard Pacific Corp. to 'B+' from 'B'.  At the same
time, S&P assigned a 'B' issue rating and '5' recovery rating to
the company's proposed $200 million add-on offering to its
existing senior unsecured notes due 2018 and its proposed new
$450 million senior unsecured notes due 2020.  The '5' recovery
rating indicates S&P's expectation for a modest (10%-30%) recovery
in the event of a payment default.  Standard Pacific intends to
use the proceeds from the new notes to fund a tender offer for up
to $396 million of its outstanding senior unsecured notes and to
repay a $225 million unsecured term loan.  S&P also raised its
ratings on the outstanding senior unsecured and subordinated
notes.  In addition, S&P revised its outlook on the company to
stable from positive.

"The upgrades acknowledge that Standard Pacific's new note
offering and tender offer for certain of its senior unsecured
notes will reduce the company's refinancing needs through 2015 and
free up capital to be invested in the company's strengthening
homebuilding platform," said Standard & Poor's credit analyst Jim
Fielding.

The current rating reflects S&P's weak business risk assessment,
which balances improved profit margins and bottom-line
profitability against still-low sales volume as conditions in the
company's core housing markets remain very competitive.  S&P's
aggressive financial risk assessment reflects the company's high
leverage, though the debt will now have a relatively long eight-
year average weighted maturity.

Irvine, California-based Standard Pacific is a moderate-size
regional homebuilder that delivered 3,018 homes during the 12
months ended Sept. 30, 2010, at an average price of roughly
$338,500.  The company has faced particularly challenging
operating conditions over the past three years because of its
concentration in several of the weakest housing markets in
California, Florida, Arizona, and Nevada.  However, the company
has aggressively lowered the cost basis of its land holdings
(through impairments) and cut its overhead, which allowed it to
achieve break-even profitability sooner than most homebuilding
peers.  Standard Pacific's adjusted gross profit margin on home
sales (net of impairments and previously capitalized interest) was
28% on a trailing-12-month basis, and its operating margin was 12%
(compared with 19% and 4%, respectively, for the rated peer
group).  S&P expects the company to be modestly profitable in
2011, despite a heavy debt load that still weighs on the bottom
line.

The stable outlook reflects S&P's expectation that Standard
Pacific will reach sustainable profitability sooner than most
rated homebuilding peers, given its more moderate cost structure.
S&P would raise its rating on the company by one or two notches if
the company is able to increase its top line more quickly than S&P
currently anticipates, such that debt-to-EBITDA is comfortably
sustained at 3x to 4x.  Conversely, S&P would lower its rating by
one or more notches over the next 12 months if the housing market
takes another sharp downward turn, profitability weakens
materially, and liquidity is drawn below $300 million.


STERLING ESTATES: Has Deal for Cash Collateral Use Until Dec. 17
----------------------------------------------------------------
Sterling Estates (Delaware), LLC, reached a stipulation with Wells
Fargo Bank, N.A., on the use of cash collateral.  The Hon. Jack B.
Schmetterer of the U.S. Bankruptcy Court for the Northern District
of Illinois has approved the Stipulation.

Wells Fargo Bank, N.A., as trustee for the registered holders of
Banc of America Commercial Mortgage Inc., Commercial Mortgage
Pass-Through Certificates, Series 2003-2, by and through its
special servicer ORIX Capital Markets LLC, asserts an interest in
the proceeds from the collection of rents, prepetition accounts
and other cash collateral.  As of the petition date, the Debtor
was indebted to the Trust under that certain promissory note dated
April 29, 2003, in the original principal amount of $40.50 million
executed by the Debtor in favor of Bank of America, as
predecessor-in-interest to the Trust.  The Note is secured by,
among other things, the mortgages, liens and security interests
granted in that certain mortgage, assignment of leases and rents,
security agreement and fixture filing dated April 29, 2003,
executed by the Debtor in favor of Bank of America.  The amounts
outstanding under the prepetition loan documents as of November 1,
2010, are principal of $36,265,672.15, plus unpaid interest,
costs, expenses and other charges thereon.

As reported in the Troubled Company Reporter on June 9, in
exchange for using Wells Fargo's cash collateral:

     (i) Wells Fargo will be allowed to permit the lender to
         inspect the Debtor's books and records;

    (ii) the Debtor will maintain and pay premiums for insurance
         to cover its assets from fire, theft and water damage;

   (iii) the Debtor will make available to the lender evidence of
         that which constitutes its collateral or proceeds; and

    (iv) the Debtor will property maintain its assets in good
         repair and properly manage assets.

The Debtor and the Special Servicer stipulate and agree that the
Debtor will use the proceeds from the collection of rents,
prepetition accounts and other cash collateral in which the
Trustee has an interest.

The cash collateral presently in the possession, custody or
control or hereafter acquired by the Debtor will be segregated and
separately accounted for by the Debtor by deposit into its debtor-
in-possession account at Chase Bank ending in 2385 from which the
Debtor may make disbursements.

Under the Stipulation, the Debtor will make required payments to
the Trust and pay expenses of the Debtor, as set forth in the
budget, a copy of which is available for free at:

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

The Trust will be granted a security interest in and replacement
lien upon the same property and assets which secured the
prepetition obligations.  To the extent that the value of the
prepetition collateral is diminished as a result of the Debtor's
operations or use of the cash collateral, the Trust will be
granted superpriority claims.

Commencing on December 6, 2010, and every Monday thereafter, the
Debtor will submit by telecopy to the Special Servicer: (a) weekly
cash receipts, (b) weekly accounts receivable, (c) weekly expense
disbursements by category, (d) a comparison of actual weekly cash
receipts and expenses for the week preceding the week in which the
comparison is being delivered to the projected cash flows for the
week as shown in the Budget, (e) weekly rent roll, and (f)
documents reflecting activity in all of the Debtor's debtor-in-
possession accounts wherever located.

As part of the Stipulation, the Debtor will maintain insurance
against fire, theft or other casualty on the insurable prepetition
collateral and the postpetition collateral in amounts acceptable
to the Trust and to insure that the Trust is named as loss payee.

The Debtor's right to use the cash collateral will terminate at
11:59 p.m. on December 17, 2010.

                     About Sterling Estates

Chicago, Illinois-based Sterling Estates (Delaware), LLC, a
Delaware Limited Liability Company, dba Sterling Estates
Manufactured Home Community, filed for Chapter 11 bankruptcy
protection on May 17, 2010 (Bankr. N.D. Ill. Case No. 10-22319).
Eugene Crane, Esq., at Crane Heyman Simon Welch & Clar, assists
the Debtor in its restructuring effort.  The Company estimated
assets of $50 million to $100 million and debts of $10 million to
$50 million in its Chapter 11 petition.


STILLWATER MINING: Slightly Lowers Production Guidance for 2010
---------------------------------------------------------------
Stillwater Mining Company filed a current report on Form 8-K for
the purpose of updating the production and cost guidance for the
year 2010 that it provided in its Form 10-Q for the quarter ended
September 30, 2010.

The Company said in the Form 8-K, "In late November, severe winter
weather forced us to halt mine production at both the Stillwater
and East Boulder Mines for a period of approximately a day and a
half.  After we restored our operations, production continued to
be slowed by electrical disruptions resulting from the same severe
winter weather, although both mines are now fully restored to
normal production operations.

"As a result of these unforeseen disruptions, we are updating our
production guidance for the year 2010 to reflect an expected range
of 475,000 to 485,000 ounces and our cost guidance to reflect an
expected range of $400 to $405 per ounce.  Previous production
guidance was 480,000 to 490,000 ounces and previous cost guidance
was $395 to $400 per ounce.  Capital spending for the year 2010
remains targeted at $57 million, consistent with our earlier
guidance," said the Company.

                      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.


TALON INT'L: Eliminates Classified Board of Directors
-----------------------------------------------------
Effective November 23, 2010, Talon International, Inc. amended
Article VI of its certificate of incorporation by eliminating its
classified Board of Directors.  As of November 23, 2010, all
directors then serving on the Board will have terms of one year,
and all director seats will be up for election at each annual
meeting of stockholders beginning at the 2011 Annual Meeting of
Stockholders.  A copy of the Amendment is available for free at:

               http://ResearchArchives.com/t/s?7078

On November 19, 2010, Talon held its 2010 Annual Meeting of
Stockholders.  At the Annual Meeting, there were 61,007,433 shares
entitled to vote, and 59,236,575 shares (97.1%) were represented
at the meeting in person or by proxy.

The following summarizes vote results for those matters submitted
to Talon's stockholders for action at the Annual Meeting:

1. Proposal to elect Lonnie D. Schnell to serve as Class I
   director.

     For        Withheld        Abstain    Broker Non-Votes
  ----------    --------        -------    ----------------
  47,981,566     215,500           0          11,039,509

2. Proposal to approve an amendment to the Talon International,
   Inc. 2008 Stock Incentive Plan to increase the number of shares
   of Talon's common stock available for issuance under the 2008
   Plan from 2,500,000 shares to 4,810,000 shares of Common Stock.

     For        Withheld        Abstain    Broker Non-Votes
  ----------   ---------        -------    ----------------
  46,644,847   1,546,219         6,000        11,039,509

3. Proposal to approve the Amendment.

     For        Withheld        Abstain    Broker Non-Votes
  ----------    --------        -------    ----------------
  57,635,886   1,523,457        77,232             0

                      About Talon International

Woodland Hills, Calif.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

The Company's balance sheet at Sept. 30, 2010, showed
$12.77 million in total assets, $8.00 million in total
liabilities, $17.15 million in convertible preferred stock, a
stockholders' deficit of $12.38 million.

SingerLewak LLP, in Los Angeles, expressed substantial doubt about
the Company's ability to continue as a going concern following the
2009 results.  The independent auditors noted that the Company
incurred a net loss of $2.7 million for 2009, had an accumulated
deficit of $66.3 million and a working capital deficit of
$17.1 million at December 31, 2009.


THOMAS MARTIN: Travelers' Motion for Sanctions Held in Abeyance
---------------------------------------------------------------
Judge Kendall Newman ruled that the motion for sanctions filed by
Travelers Casualty and Surety Company of America against Thomas
Martin and other defendants will be held in abeyance in light of
the automatic stay effectuated by Mr. Martin's Chapter 11 filing.

Judge Newman authorized the parties to file a joint status report
on or before December 10, 2010, to advise him about how they
intend to proceed in light of Mr. Martin's bankruptcy filing.

The case is TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA, a
Connecticut corporation, v. NATOMA VALLEY RIDGE, LLC, a California
limited liability company; et al., Case No. 08-cv-02715 (E.D.
Calif.).  A copy of Judge Newman's order, dated November 18, 2010,
is available at http://is.gd/ifiFgfrom Leagle.com.

Based in El Dorado Hills, California, Thomas E. Martin filed
a Chapter 11 voluntary petition (Bankr. E.D. Calif. Case No.
10-50343) on November 17, 2010.  Judge Christopher M. Klein
presides  over the case.  Aristides G. Tzikas, Esq., in
Sacramento, serves as bankruptcy counsel.  In his petition, Mr.
Martin estimated $1 million to $10 million in both assets and
debts.


TRIBECA LOFTS: Case Summary & 17 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Tribeca Lofts LP
        1210 West Clay
        Houston, TX 77019

Bankruptcy Case No.: 10-40799

Chapter 11 Petition Date: December 3, 2010

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Marvin Isgur

Debtor's Counsel: Joel P. Kay, Esq.
                  HUGHES WATTERS AND ASKANASE
                  Three Allen Center
                  333 Clay, 29th Floor
                  Houston, TX 77002
                  Tel: (713) 759-0818
                  Fax: (713) 759-6834
                  E-mail: jkay@hwallp.com

Scheduled Assets: $3,510,759

Scheduled Debts: $2,312,227

A list of the Company's 17 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txsb10-40799.pdf

The petition was signed by Randall Davis, president of West Clay
Partners Inc., Debtor's general partner.


TRIBUNE CO: Proponents Further Fine Tune Competing Plans
--------------------------------------------------------
Four groups of plan proponents filed with the U.S. Bankruptcy
Court for the District of Delaware their revised proposed First
Amended Plans of Reorganization for Tribune Company and its debtor
affiliates on December 1, 2010.

The Plan Proponents are:

A. Debtors, the Official Committee of Unsecured Creditors,
    Oaktree Capital Management, L.P., Angelo Gordon & Co.,
    L.P., and JPMorgan Chase Bank, N.A.;

B. Aurelius Capital Management, LP, Deutsche Bank Trust
    Company Americas, Law Debenture Trust Company and
    Wilmington Trust Company or the "Pre-LBO Noteholders Plan
    Proponents;"

C. certain holders of Step One Senior Loan Claims; and

D. King Street Acquisition Company, LLC, King Street Capital,
    L.P. and Marathon Asset Management, L.P., or the "Bridge
    Plan Proponents."

(A) Debtors Plan Proponents

The Debtor/Committee/Lender Amended Plan has two primary
components:

  1. It provides for certain settlements of LBO-Related Causes
     of Action held by the Debtors' Estates against current and
     former Senior Lenders, the Senior Loan Agent and the Senior
     Loan Arrangers, participating current and former Bridge
     Lenders and Bridge Loan Arrangers, and the Step One Selling
     Stockholders.

  2. The Debtor/Committee/Lender Plan also provides for a Step
     Two/Disgorgement Settlement against current and former
     Senior Lenders, Bridge Lenders or Step Two Arrangers who
     received payments prior to the Petition Date on account of
     the Incremental Senior Loans or Bridge Loans and who elect
     to participate in the Step Two/Disgorgement Settlement.

The Holders of Senior Noteholder Claim, under the Amended Plan,
will receive an additional $120 million of cash consideration on
account of the Step Two/Disgorgement Settlement.

Amounts payable under the Step Two/Disgorgement Settlements are
allocated among the Step Two Payees pro rata in accordance with
the payments received by each Step Two Payee, giving equal weight
to amounts received in respect of the Incremental Senior Loans and
Bridge Loans.  Accordingly, each Step Two Payee, in order to
participate in the Step Two/Disgorgement Settlement, must
contribute (i) that party's pro rata share of $56,730,213; and
(ii) that party's pro rata share of $63,269,787.

To afford the Step Two Arrangers repose with respect to the Step
Two/Disgorgement Settlement and to induce the Step Two Arrangers
to participate in the Step Two/Disgorgement Settlement and to
provide the backstop, Step Two Payees who elect to participate in
the Step Two/Disgorgement Settlement, as part of their election to
participate, will agree to release claims against the Step Two
Arrangers.  Because the Step Two Arrangers are providing the
backstop and thus bear the risk of loss if any Step Two Payee does
not elect to participate in the Step Two/Disgorgement Settlement,
the Step Two Arrangers may modify the procedures for participation
in the Step Two/Disgorgement Settlement at any time.

For the avoidance of doubt, if the Senior Noteholder Claims held
by Morgan Stanley Capital Services Inc. are disallowed, the
consideration that would otherwise be distributed to MSCS on
account of its Senior Noteholder Claims will instead be
distributed to the other Holders of Allowed Senior Noteholder
Claims.

Clean and blacklined copies of the Debtor/Committee/Lender Plan
are available for free at:

   http://bankrupt.com/misc/Tribune_AmPlanDebtors1201.pdf
   http://bankrupt.com/misc/Tribune_AmPlanDebtorsBlack1201.pdf

Clean and blacklined copies of the Disclosure Statement explaining
the Debtor/Committee/Lender Plan are available for free at:

   http://bankrupt.com/misc/Tribune_spDSdebtors1201.pdf
   http://bankrupt.com/misc/Tribune_spDebtorsBlack1201.pdf

The Debtors delivered to the Court a further revised Amended Plan
and Disclosure Statement on December 6, 2010.  The further Amended
Plan provides that each person (a) who has voted to accept the
Plan and has not opted out from granting the releases, (b) who has
voted to reject the Plan but has opted to grant the releases, (c)
who is deemed to accept the Plan and has been provided an
opportunity but has not opted out of granting the releases or (d)
who otherwise agrees to provide the releases, will be deemed to
have unconditionally released each and all of the released parties
of and from any and all claims.

A redlined copy of the December 6 Plan is available for free
at http://bankrupt.com/misc/Tribune_DebtorsPlanred1206.pdf

A full-text copy of the December 6 Disclosure Statement is
available for free at:

     http://bankrupt.com/misc/Tribune_DebtorsDS1206.pdf

(B) Pre-LBO Debtholder Plan Proponents

All Intercompany Claims will be deemed Disputed Claims under the
Noteholder Plan under the Amended Pre-LBO Debtholder Plan
Proponents.  In order for Holders of Intercompany Claims to be
entitled to vote to accept or reject the Noteholder Plan, the
Holders of those Claims must file a motion under Rule 3018(a) of
the Federal Rule of Bankruptcy Procedure by the date established
by the Bankruptcy Court and obtain Bankruptcy Court authority to
vote.  If no Holders of Claims in a particular Class vote to
accept or reject the Noteholder Plan, except for those Classes
that are deemed to reject the Noteholder Plan, the Noteholder Plan
will be deemed accepted by the Holders of those Claims in that
Class.

Clean and redlined copies of the Pre-LBO Debtholder Plan are
available for free at:

    http://bankrupt.com/misc/Tribune_AureliusPlan1201.pdf
    http://bankrupt.com/misc/Tribune_AureliusPlanRed1201.pdf

Clean and redlined copies of the Pre-LBO Debtholder Plan
Disclosure Statement are available for free at:

    http://bankrupt.com/misc/Tribune_AureliusDS1201.pdf
    http://bankrupt.com/misc/Tribune_AureliusDSRed1201.pdf

The Pre-LBO Debtholer Plan Proponents delivered to the Court a
further revised version of their Plan on December 7, 2010.  The
further revised Plan states that the Bankruptcy Court will
determine in connection with confirmation whether Holders of
Intercompany Claims will be entitled to vote to accept or reject
the Noteholder Plan.

Clean and redlined copies of the December 7 Plan are available for
free at:

    http://bankrupt.com/misc/Tribune_AureliusPlan1207.pdf
    http://bankrupt.com/misc/Tribune_AureliusPlanred1207.pdf

Clean and redlined copies of the December 7 Disclosure Statement
are available for free at:

    http://bankrupt.com/misc/Tribune_AureliusDS1207.pdf
    http://bankrupt.com/misc/Tribune_AureliusDSred1207.pdf

(C) Step One Plan Proponents

The Step One Plan Proponents note that even if the class Holders
of Other Parent Claims or General Unsecured Claims against Filed
Subsidiary Debtors vote to reject the Step One Lender Plan, these
classes are still receiving a "gift" from Step One Lenders.

Although not technically qualifying as a "Gift Distribution" by
definition, for Holders of General Unsecured Claims against Filed
Subsidiary Debtors to receive the Subsidiary GUC Distribution,
Holders of Step One Senior Loan Guaranty Claims must still
reallocate a portion of the recoveries they would otherwise be
entitled to under the Bankruptcy Code, the Step One Plan
Proponents point out.

Thus, while the Step One Proponents cannot currently quantify the
amount, even if the class of Holders of Other Parent Claims
rejects the Step One Lender Plan, the Step One Lenders will still
be gifting a portion of their recoveries to these creditors.
Therefore, the Step One Plan Proponents maintain that the Step One
Lenders are providing meaningful consideration in exchange for the
releases even if Holders of Other Parent Claims or General
Unsecured Claims against some or all of the Filed Subsidiary
Debtors reject the Step One Lender Plan.  The Step One Lender Plan
provides for the grant of releases to Step One Lenders even if the
classes of Senior Noteholder Claims, Other Parent Claims and
General Unsecured Claims against Filed Subsidiary Debtors reject
the Plan.

In accordance with the Amended Step One Plan, the Step Two-LBO
Related Causes of Action to avoid, disallow or subordinate the
Step Two Senior Loan Claims and the Step Two Senior Loan Guaranty
Claims will not be assigned to the Creditors' Trust or the
Litigation Trust, but will instead be transferred to the Sharing
Provision Reserve as these causes of action are integral to the
Resolution of the Sharing Provision Dispute.

All Step Two-LBO Related Causes of Action for disgorgement and
other preferential transfers against the Step Two Lenders, Senior
Loan Agent and Senior Loan Arrangers will be transferred to the
Litigation Trust.  Thus, if the Step Two-LBO Related Causes of
Action are resolved against Holders of Step Two Senior Loan
Claims, the allocable available portion of the Sharing Provision
Reserve Amount will be distributed Pro Rata to Holders of Step One
Senior Loan Claims other than Holders of Swap Claims, Holders of
Swap Claims, Holders of Senior Noteholder Claims but only to the
extent that those Holders did not receive the Senior Noteholder
Gift Distribution, and Holders of Allowed Other  Parent Claims but
only to the extent those Holders did not receive the Other Parent
Claim Gift Distribution.

If the Step Two-LBO Related Causes of Action are resolved against
Holders of Step Two Senior Loan Guaranty Claims, the allocable
available portion of the Sharing Provision Reserve Amount will be
distributed Pro Rata to Holders of Step One Senior Loan Guaranty
Claims other than Holders of Swap Claims, Holders of Swap Claims,
and Holder of Allowed General Unsecured Claims against the Filed
Subsidiaries but only to the extent those Holders did not receive
the Subsidiary GUC Gift Distribution and have not been paid in
full; provided, however, that no Holder of an Allowed General
Unsecured Claims shall receive more than payment in full of the
principal amount of such Claim and no Holder of an Allowed
General Unsecured Claim shall receive post-petition interest.

Holders that received a Gift Distribution are not entitled to
receive a distribution from the Sharing Provision Reserve as the
Step One Proponents believe, and as illustrated in the Examiner's
Report, that the Gift Distribution provides those Holders with a
recovery that exceeds what they would be entitled to receive if
they did not receive a Gift Distribution and the Step Two Senior
Loan Claims or Step Two Senior Loan Guaranty Claims are avoided or
disallowed.

Clean and redlined copies of the Step One Plan are available for
free at:

   http://bankrupt.com/misc/Tribune_StepOnePlan1201.pdf
   http://bankrupt.com/misc/Tribune_SteOnePlanred1201.pdf

Clean and redlined copies of the Step One Plan Disclosure
Statement are available for free at:

   http://bankrupt.com/misc/Tribune_StepOneDS1201.pdf
   http://bankrupt.com/misc/Tribune_StepOneDSred1201.pdf

The Step One Plan Proponents delivered to the Court on
December 7, 2010, a further revised version of their Plan, which,
among other things, provide that on the Effective Date and
effective simultaneously with the effectiveness of the Step One
Lender Plan, each Person (a) that has voted to accept the Plan and
has not opted out from granting the releases of the Step One
Lender Plan, (b) that has voted to reject the Plan but has opted
to grant the releases of the Step One Lender Plan, (c) that is
deemed to accept the Step One Lender Plan and has been provided an
opportunity but has not opted out of granting the releases of the
Step One Lender Plan, or (d) who otherwise agrees to provide the
releases, will be deemed to have unconditionally released each and
all of the current and former Holders of Step One Senior Loan
Claims and Step One Senior Loan Guaranty Claims of and from and
all claims.

Clean and redlined copies of the December 7 Plan are available for
free at:

    http://bankrupt.com/misc/Tribune_StepOnePlan1207.pdf
    http://bankrupt.com/misc/Tribune_StepOnered1207.pdf

Clean and redlined copies of the December 7 Disclosure Statement
are available for free at:

    http://bankrupt.com/misc/Tribune_StepOneDS1207.pdf
    http://bankrupt.com/misc/Tribune_StepOneDSred1207.pdf

(D) Bridge Plan Proponents

Under the Amended Bridge Plan, any Claims against the Debtors by
or on behalf of the Employee Stock Ownership Plan or any present
or former participants in the ESOP are treated as a Subordinated
Securities Claim against Tribune.  In the event the Bankruptcy
Court determines that the ESOP or any present or former
participants in the ESOP has an Allowed Claim against a Guarantor
Debtor or Guarantor Non-Debtor, that Allowed Claim will constitute
an Other Guarantor Debtor Claim or an Other Non-Guarantor Debtor
Claim, as applicable, against each Filed Subsidiary Debtor.

Clean and redlined copies of the Bridge Plan are available for
free at:

    http://bankrupt.com/misc/Tribune_BridgePlan1201.pdf
    http://bankrupt.com/misc/Tribune_BridgePlanred1201.pdf

Clean and redlined copies of the Bridge Plan Disclosure Statement
are available for free at:

    http://bankrupt.com/misc/Tribune_BridgeDS1201.pdf
    http://bankrupt.com/misc/Tribune_BridgeDSred1201.pdf

                   Joint Disclosure Statement

The Debtors filed with the Court a revised Joint Disclosure
Statement for the four Competing Plans, which reflect these
additional disclosures:

  -- The Creditors' Committee filed a motion requesting leave,
     standing and authority to toll or commence, prosecute, and
     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 from Tribune in the 90
     days prior to the Petition Date.

  -- The Bankruptcy Court entered an order on November 29, 2010,
     granting the Committee leave, standing and authority to
     commence and prosecute the preference actions.  On that
     same date, the Court entered an order granting the
     Committee leave, standing and authority to either toll or
     to commence and prosecute the preference actions against
     certain of the Debtors' professionals.

  -- The Examiner assessed claims against various defendants.
     With respect to EGI-TRB LLC and Sam Zell, the Examiner
     determined that the alleged claims are unlikely to
     succeed.

Clean and blacklined copies of the revised Joint proposed Joint
Disclosure Statement are available for free at:

       http://bankrupt.com/misc/Tribune_JointDS1201.pdf
       http://bankrupt.com/misc/Tribune_JointDSblack1201.pdf

Copies of the Corporate Organizational Chart, Collective
Bargaining Agreements, Examiner's Report, Liquidation Analysis,
Financial Projections, Reorganized Value Analysis, Selected
Historical Financial Information are available for free at:

        http://bankrupt.com/misc/Tribune_JointDSa-g1201.pdf

                      Responsive Statements

The Plan Proponents also submitted with the Court their revised
responsive statements to the Competing Plans.

(A) Debtors

The Debtors relate that while the Step One Lender Plan proposes to
release all Step One Lenders from all LBO-Related Causes of Action
in exchange for an alleged "gift" to certain other unsubordinated
unsecured creditor Classes of value that would otherwise be
distributable to the Step One Lenders, the Step One Plan
Proponents do not control the Class of Step One Senior Lenders,
and without the acceptance of the Class of Step One Senior Lenders
and the respective Classes of other creditors entitled to consent
to the potential "gift", the Step One Plan Proponents cannot bind
the Holders of Step One Senior Loan Claims to their proposed
"gift" distributions.  A full-text copy of the Debtors' Responsive
Statement is available for free at:

    http://bankrupt.com/misc/Tribune_DebtorsRS1201.pdf

(B) Creditors' Committee

The Committee maintains that the Step One Plan Proponents
characterize their plan as a "gifting plan," where the value is
allegedly allocated from the Step One Lenders to each of the
classes of Non-LBO Creditors.  However, the "gift" distribution to
each class of Non-LBO Creditors only comes into effect if both the
Step One Lenders and the class of Non-LBO Creditors vote to accept
the Step One Plan.  Absent approval of the plan by the requisite
classes, the distributions to Non-LBO Creditors of Tribune are
negligible and similar to the distributions under the Noteholder
Plan.  A full-text copy of the Committee's Responsive Statement is
available for free at:

      http://bankrupt.com/misc/Tribune_CommitteeRS1201.pdf

(C) Angelo Gordon, et al.

Angelo, Gordon & Co., L.P., Oaktree Capital Management, L.P., and
JPMorgan Chase Bank, N.A., maintain that the Step One Plan does
not provide for a settlement of the Step One LBO-Related Causes of
Action.  Instead, they assert that it would require adjudication
of those causes of action and a determination by the Bankruptcy
Court that they are meritless.  The Step One Plan also would
provide no incremental recoveries on account of the Step Two LBO-
Related Causes of Action to avoid, disallow or subordinate Step
Two Senior Loan Claims to the classes of Senior Notes, Other
Parent Claims or General Unsecured Claims against Filed Subsidiary
Debtors that receive the proposed "gift" distributions.  A full-
text copy of the Senior Lender Responsive Statement is available
for free at:

    http://bankrupt.com/misc/Tribune_LendersRS1201.pdf

(D) Step One Plan Proponents

According to the Step One Plan Proponents, the assertion in the
Debtor/Committee/Lender Plan that the General Unsecured Creditors
of the Subsidiary Debtors will receive a 100% recovery is only a
hope, not a promise, because recoveries are capped at $150 million
even if General Unsecured Claims are much higher than that.  The
Step One Plan Proponents relate that the Debtor/Committee/Lender
Plan caps the distribution to General Unsecured Creditors of the
Subsidiary Debtors at $150 million, whereas the Step One Lender
Plan offers a much higher cap of $225 million if the General
Unsecured Creditors and the Step One Lenders accept the Plan.
While the Step One Proponents cannot guarantee a 100% recovery,
they assert that they can offer greater certainty of a higher
recovery for General Unsecured Creditors of the Subsidiary
Debtors.

A full-text copy of the Responsive Statement is available for free
at http://bankrupt.com/misc/Tribune_StepOneRS1201.pdf

In a further revised Responsive Statement, the Step One Lender
Plan Proponents stated that the assertion in the
Debtor/Committee/Lender Plan that the General Unsecured Creditors
of the Subsidiary Debtors will receive a 100% recovery is neither
a promise nor an offer any of the Debtor/Committee/Lender Plan
Proponents is willing to guarantee, because recoveries are capped
at $150 million even if General Unsecured Creditors are much
higher than that.  A full-text copy of the Responsive Statement is
available for free at:

    http://bankrupt.com/misc/Tribune_StepOneRS1203.pdf

The Step One Plan Proponents further revised their Responsive
Statement on December 6, 2010.  The revision deleted, among other
things, a particular statement addressed to General Unsecured
Creditors of the Subsidiary Debtors.  A full-text copy of the Step
One Plan Proponents Responsive Statement is available for free at
http://bankrupt.com/misc/Tribune_StepOneRS1206.pdf

(E) Pre-LBO Debtholder Plan Proponents

In their revised responsive statement, the Pre-LBO Debtholder Plan
Proponents deleted, among other things, this paragraph:

  The Debtor/Committee Lender Plan unilaterally declares that
  the PHONES notes claims will be allowed at approximately $761
  million, rather than the approximately $1.2 billion asserted
  by Wilmington Trust, indenture trustee for the PHONES.
  Notwithstanding this clear dispute which the Debtors
  acknowledge in their general disclosure statement, the
  Debtor/Committee/Lender Plan purports to definitively resolve
  this issue in favor of the Debtor/Committee/Lender Plan
  Proponents.  It is far from certain, however, that the
  Bankruptcy Court will agree with this treatment.

A full-text copy of the Responsive Statement is available for free
at http://bankrupt.com/misc/Tribune_AureliusRS1201.pdf

Subsequently on December 3, 2010, the Pre-LBO Debtholder Plan
Proponents delivered to the Court a further revised Responsive
Statement.  It is Aurelius's view that most of the Committee
members were heavily influenced to support the
Debtor/Committee/Lender Plan in return for an increased or full
recovery and, as a result, have little or no "skin in the game"
regarding claims against the LBO Lenders.  A full-text copy of the
Responsive Statement is available for free at:

       http://bankrupt.com/misc/Tribune_StepOneRS1203.pdf

The Pre-LBO Debtholder Plan Proponents delivered to the Court a
further revised Responsive Statement on December 7, 2010.  The
Responsive Statement adds this note:

    The Court has reviewed and approved the Joint Disclosure
    Statement and the Specific Disclosure Statements filed by
    the proponents of the four proposed plans, and has
    determined that they comply with Section 1125 of the
    Bankruptcy Code.  Although the Court has also reviewed the
    Responsive Statements filed by the plan proponents, and
    resolved certain disputes among the parties in connection
    with those statements, the Responsive Statements are not a
    substitute for the respective disclosure statements, nor
    have the Responsive Statements been subject to the
    Bankruptcy Court's standard for approval of a disclosure
    statement.  While the Court has allowed inclusion of the
    Responsive Statements in this solicitation package, it has
    not endorsed the contents of any Responsive Statements.

A full-text copy of the Responsive Statement is available for free
at http://bankrupt.com/misc/Tribune_AureliusRS1207.pdf

(F) Bridge Plan Proponents

The Bridge Responsive Statement deleted, among other things,
allegations regarding significant flaws in the
Debtor/Committee/Lender Plan.  A full-text copy of the Responsive
Statement is available for free at:

       http://bankrupt.com/misc/Tribune_BridgeRS1201.pdf

                      SOLICITATION PROCEDURES

The Debtors delivered to the Court a revised proposed order
approving the Solicitations Motion, which provides, among other
things:

  -- the establishment of November 29, 2010 as the Record Date
     for the purpose of determining (i) the Holders of Claims in
     Voting Classes that are entitled to vote on the Plans, (ii)
     the Holders of Claims and Interests that are entitled to
     receive Solicitation Packages or other notice materials
     respecting the Plans and the Confirmation hearing;

  -- that the Debtors will assemble sample Solicitation Packages
     for each Class of Claims under each of the Plans and will
     provide, to the proponents of each Plan, Solicitation
     Packages for the Classes of Claims that are relevant under
     the Plan proposed by those proponents;

  -- in the event of a conflict between a vote or election
     reflected on a Beneficial Ballot and the same vote or
     election as reflected in the tabulation of that vote or
     election on a Master Ballot, the vote and elections, if
     any, on the relevant Beneficial Ballot will control; and

  -- for avoidance of doubt, Claim objected to after the Record
     Date will be entitled to vote on the Plans without the
     necessity of filing a motion pursuant to Rule 3018 of the
     Federal Rue of Bankruptcy Procedure seeking temporary
     allowance of that claim for voting purposes.

          Special Committee Refutes Aurelius' Allegations

The special independent committee of Tribune Company's board of
directors, in response to the objection of Aurelius Capital
Management, LP, asserted that its independence in authorizing the
Debtors to enter into the settlements embodied in the Plan of
Reorganization is evidenced by the Plan itself, which does not
favor, by release or otherwise, any members of management, Tribune
Company's board of directors or the current shareholders of the
Debtors.

           Aurelius Capital Opposes Contours Motion

In further support of its objection to the Contours Motion,
Aurelius asks the Court to (i) order that the confirmation hearing
will begin on April 11, 2010, or other date subsequent to April
11, 2010 that is convenient for the Court, and (ii) enter an
Amended Discovery and Scheduling Order for Plan confirmation.
The Amended Scheduling Order differs from that originally
submitted on November 22 only insofar as the deadlines have been
extended to comport with an April 11, 2010 hearing date.

A full-text copy of the Proposed Scheduling Order is available for
free at:

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

                       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: Wants Rule 2004 Exam on Resigned EVP
------------------------------------------------
Tribune Co. and its units seek the Bankruptcy Court's authority to
conduct Rule 2004 discovery of Randy Michaels concerning:

  (i) documents relating to Tribune Company in Mr. Michael's
      possession, custody, or control;

(ii) all Company-provided computers, computing devices, or
      electronic storage media, including any portable computing
      devices, hard drives, thumb drives, smartphones, or
      messaging devices;

(iii) all computers, computing devices, or electronic storage
      media, including any portable computing devices, hard
      drives, thumb drives, smartphones, or messaging devices;

(iv) any computers, hard drives, diskettes, or other electronic
      storage media of any type on which the Company information
      is, was, or may have been stored; and

  (v) the production of any removable media that Mr. Michaels
      connected to his company-issued computer.

Mr. Michaels became executive vice president of Tribune and chief
executive officer of Interactive and Broadcasting on December 20,
2007, following the leveraged buyout.  He was named Tribune CEO on
December 2, 2009.  He resigned from his post on October 22, 2010.

The Debtors relate that shortly after Mr. Michael's departure,
they learned that he might have deleted e-mails and other
electronically-stored data from his company-issued laptop
computer.  The Debtors say they have taken various steps to
preserve and reconstruct any data that might have been lost as a
result of the deletions.

The Debtors seek to conduct discovery of Mr. Michaels in order to
obtain possession of any and all documents or communication that
he may have relevant to their case or formulation and approval of
a plan of reorganization.

                       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: Wants to Stay Prosecution of Avoidance Actions
----------------------------------------------------------
Tribune Co. and its units ask the Bankruptcy Court to stay until
June 30, 2011, the prosecution of avoidance actions that they
filed before the expiration of the two-year limitation period
imposed under Section 546(a) of the Bankruptcy Code.

The Debtors state that they seek to stay the prosecution of the
Avoidance Actions to conserve estate resources and preserve the
status quo pending the outcome of the plan process, which may
largely moot the litigation or otherwise affect the determination
as to the appropriate prosecution of the Avoidance Actions.

The Debtors relate that they have extensively reviewed and
analyzed all payments made (a) to third parties within 90 days
prior to the Petition Date and (b) to insiders within one year
prior to the Petition Date.  According to the Debtors, their
analysis respecting the categories of avoidance claims to be
preserved was vetted thoroughly with the Official Committee of
Unsecured Creditors' advisors who also conducted their own
independent investigation of potential preference causes of
action.  The Debtors maintain that they share a common assessment
with the Creditors' Committee of potential Avoidance Actions and
the manner in which they should be treated in the Debtors' cases.

Based on their analyses, the Debtors filed or preserved by tolling
agreements avoidance actions filed against about 89 third parties.
The avoidance actions involve prepetition payments valued at
approximately $90 million, the Debtors say in court papers.

Together with the claims to be filed by the Committee, more than
$500 million in payments will be pursued or preserved through
tolling agreements, the Debtors tell the Court.  The Debtors will
enter into tolling agreements with or commence Avoidance Actions
exclusively against third parties on or before the Avoidance Bar
Date.

The Debtors relate that they have entered into agreements to toll
the Avoidance Bar Date with respect to approximately $37.3 million
in payments made during the Preference Period, and are continuing
to finalize additional tolling agreements.

                       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: Court OKs Sale of Trico Mystic & Trico Moon to PACC
-----------------------------------------------------------------
On November 24, 2010, Trico Marine Services, Inc., Trico Marine
Assets Inc. ("TMA") and certain other subsidiaries began an
auction process for the sale of the Trico Mystic and Trico Moon
vessels.  On November 30, 2010, the Debtors continued the auction,
at which PACC Offshore Services Holdings Pte Ltd.'s bid of
$31,280,001 was declared as the successful bid.  The Debtors also
declared Odyssea Vessels, Inc.'s bid of $15,700,000 for the Trico
Moon, individually, as a back-up bid, and Tidewater Inc.'s bid of
$15,250,000 for the Trico Mystic, individually, as a back-up bid.

On December 1, 2010, the United States Bankruptcy Court for the
District of Delaware entered an order approving the sale of the
Trico Mystic and Trico Moon from TMA to PACC, or Odyssea and
Tidewater, as the back-up bidders, as applicable ("Buyer"), free
and clear of all liens, claims, and encumbrances.  Under the order
approving the sale, the Bankruptcy Court approved that certain
Heads of Agreement, dated November 30, 2010, between TMA and PACC
(the "Agreement").  The Bankruptcy Court also awarded a break-up
fee to Tidewater, to be paid at the closing of the sale of the
Vessels, as applicable, in the following amounts: (a) Trico Moon,
$390,000, and (b) Trico Mystic, $390,000.  Additionally, the
Bankruptcy Court authorized the Debtors to enter into a back-to-
back service agreement with PACC with regard to certain contracts
Trico Marine Operators, Inc. ("TMO") and non-debtor Trico Servicos
Maritimos, Ltda. have with Petroleo Brasileiro S/A.  Pursuant to
the Agreement, PACC is to deposit 5% of the total purchase price
within three days after entry into the Agreement.  This deposit
will be held for 120 days after delivery of each Vessel for the
purpose of settling any liens and encumbrances that may manifest
themselves during this 120-day period.  PACC is to escrow the
remaining 95% of the purchase price within two business days of
the entry of the order, with the funds held until (i) satisfaction
or waiver by Buyer of any of TMA's performance conditions set
forth in the Agreement, (ii) upon agreement of Buyer and the
Debtors, and (iii) further order of the Bankruptcy Court.

                        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: Tennenbaum Consents to Use of its Cash Collateral
---------------------------------------------------------------
On November 8, 2010, Trico Marine Services, Inc., received notice
from Obsidian Agency Services, Inc., as agent under that certain
Senior Secured, Super-Priority Debtor-in-Possession Credit
Agreement dated as of August 24, 2010, as amended by Amendment No.
1 thereto dated as of September 21, 2010, and Amendment No. 2
thereto dated as of October 1, 2010 (the "DIP Credit Agreement"),
that Events of Default have occurred and are continuing and the
balance in the Advance Account is no longer available to the
Company and the Guarantors party to the DIP Credit Agreement
(collectively, the "DIP Debtors") and the Cash Collateral is no
longer available to the DIP Debtors.

In response to the notice from Obsidian, on November 10, 2010, the
Company filed an emergency motion with the Bankruptcy Court
seeking authorization for the use of Cash Collateral and
requesting injunctive and related relief to enjoin the Lender
under the DIP Credit Agreement from exercising remedies under the
DIP Credit Agreement and the Prepetition First Lien Loan
Agreement.  At the conclusion of the hearing held on November 10,
2010, the Bankruptcy Court entered an order, among other things,
enjoining the Lender from exercising any and all enforcement
rights and remedies and permitting the DIP Debtors to use Cash
Collateral pursuant to a budget on an interim basis until
November 29, 2010.

On November 29, 2010, the DIP Debtors and Tennenbaum Capital
Partners, the Lender under the DIP Credit Agreement, reached an
agreement regarding use of Cash Collateral under the DIP Credit
Agreement.  The DIP Debtors agreed to (i) comply with the budget
filed with the Bankruptcy Court on November 29, 2010, and (ii) use
a portion of proceeds from the sale of the Trico Mystic and Trico
Moon, as disclosed in the budget and along with proceeds from
other asset sales, to reduce its obligations to Tennenbaum.
Tennenbaum, in return, agreed to consent to the use of its Cash
Collateral.  The Bankruptcy Court approved this agreement at the
hearing on November 29, 2010, and provided that should the DIP
Debtors fail to comply with the budget, the Bankruptcy Court would
hold a hearing on continued use of cash collateral on an expedited
basis.

Tennenbaum is a lender under the Company's Second Amended and
Restated Credit Agreement dated as of June 11, 2010, as amended,
the DIP Credit Agreement, Trico Shipping's Credit Agreement dated
as of October 30, 2009, as amended, and Trico Shipping's Priority
Credit Agreement dated as of September 21, 2010, as amended.
Obsidian serves as administrative and collateral agent under the
Prepetition First Lien Loan 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 serves as independent accountants and
tax advisors to the Debtors.

Trico's foreign subsidiaries were not included in the filing and
will not be subject to the requiremets of the U.S. Bankruptcy
Code.


UNITED TRUST OF SWITZERLAND: Court Appoints Roper as Receiver
-------------------------------------------------------------
Judge Reed O'Connor has appointed Richard B. Roper, III, Esq., at
Thompson & Knight LLP, as receiver for the defendants in the case
SECURITIES AND EXCHANGE COMMISSION, Plaintiff, v. MILLENNIUM BANK,
UNITED TRUST OF SWITZERLAND S.A., UT of S, LLC, MILLENNIUM
FINANCIAL GROUP, WILLIAM J. WISE, d/b/a STERLING ADMINISTRATION,
d/b/a sterling investment services, d/b/a millennium aviation,
KRISTI M. HOEGEL, a/k/a KRISTI M. CHRISTOPHER, a/k/a BESSY LU,
JACQUELINE S. HOEGEL, a/k/a JACQULINE S. HOEGEL, a/k/a JACKIE S.
HOEGEL, PHILIPPE ANGELONI, and BRIJESH CHOPRA, Defendants, and
UNITED T OF S, LLC, STERLING I.S., LLC, MATRIX ADMINISTRATION,
LLC, JASMINE ADMINISTRATION, LLC, LYNN P. WISE, DARYL C. HOEGEL,
RYAN D. HOEGEL, and LAURIE H. WALTON, Relief Defendants, Case Nos.
09-CV-050-O and 10-MC-0091 (N.D. Texas).

A copy of the Court's December 6, 2010 order is available at
http://is.gd/inhCIfrom Leagle.com.

Among the Receiver's rights is he may place the estate of any non-
individual parties in Chapter 11 bankruptcy.

As reported in the Troubled Company Reporter-Latin America on
March 30, 2009, the U.S. Securities and Exchange Commission
obtained an emergency court order halting a US$68 million Ponzi
scheme involving the sale of fictitious high-yield certificates of
deposit by Caribbean-based Millennium Bank.  The SEC alleged that
the scheme targeted U.S. investors and misled them into believing
they were putting their money in supposedly safe and secure CDs
that purportedly offered returns that were up to 321% higher than
legitimate bank-issued CDs.  The SEC's complaint alleged that
William J. Wise of Raleigh, N.C., and Kristi M. Hoegel of Napa,
Calif., orchestrated the scheme through Millennium Bank, its
Geneva, Switzerland-based parent United Trust of Switzerland S.A.,
and U.S.-based affiliates UT of S, LLC and Millennium Financial
Group.  In addition, the SEC has charged Jacqueline S. Hoegel (who
is the mother of Kristi Hoegel), Brijesh Chopra, and Philippe
Angeloni for their roles in the scheme.


US FIDELIS: U.S. Trustee Adds Ion Media to Creditors Panel
----------------------------------------------------------
Nancy J. Gargula, the U.S. Trustee for Region 13, has amended the
composition of the Official Committee of Unsecured Creditors in US
Fidelis, Inc.'s Chapter 11 case, increasing the members to five
from four.

The Committee members now include:

1) Ion Media Networks, Inc.
   Attn: Alicia C. Suarez
   810 7th Avenue 31st
   New York, NY 10019

2) Capital Assurance Risk Retention Group
   (CARRG), In Receivership
   Attn: Douglas A. Hartz as Deputy Receiver
   4353 Tuller Road, Bldg. L
   Dublin, OH 43017

3) Coleman Consulting
   Attn: Frank Pereira, VP
   1101 Fifth Street, Suite 345
   San Rafael, CA 94901

4) Ashcroft Law Firm
   Attn: James Pierce
   13321 N. Outer 40, Suite 300
   St. Louis, MO 63017

5) Rhoderick Beery, III
   6415 Winding Ridge Circle
   Lincoln, NE 68512

The U.S. Trustee has added ION Media Networks, Inc., to the
Committee.

Wentzville, Missouri-based US Fidelis, Inc., was a marketer of
vehicle service contracts developed by independent and unrelated
companies.  The Company filed for Chapter 11 bankruptcy protection
on March 1, 2010 (Bankr. E.D. Mo. Case No. 10-41902).  Robert E.
Eggmann, Esq., at Lathrop & Gage, assists the Company in its
restructuring effort.  According to the schedules, the Company had
assets of $74,386,836, and total debts of $25,770,655 as of the
petition date.


US SECURITY: Moody's Gives Positive Outlook; Affirms 'B1' Rating
----------------------------------------------------------------
Moody's Investors Service raised U.S. Security Associates
Holdings, Inc.'s ratings outlook to positive from stable.
Concurrently, all existing ratings were affirmed including the B1
Corporate Family Rating.

The change in ratings outlook to positive from stable reflects
considerable improvement in U.S. Security's key credit metrics
and Moody's expectation that positive trends in fundamentals
will continue over the near term.  Since 2008, total outstanding
debt has declined modestly while revenue growth and margin
expansion have contributed to significantly higher EBITDA.  As
such, the company has reduced financial leverage to 3.6 times
at September 30, 2010, from 4.4 times at the end of 2008, while
interest coverage and cash flow have also improved.

The B1 CFR is constrained by the company's acquisition strategy,
upcoming revolver maturity, the fragmented and highly competitive
nature of the security services industry, and resulting low
margins.  However, U.S. Security's rating benefits from the
relatively recession-resistant nature of end market demand for
security services.  Over the past few years, the company has
steadily grown revenue, expanded margins and generated positive
cash flow despite a difficult economic environment.  The B1 rating
continues to reflect U.S. Security's good liquidity profile,
highly variable cost structure, national scale and diversified
customer base across various end market verticals.

The CFR could be raised to Ba3 if U.S. Security maintains its
commitment to conservative financial policies; specifically, the
ratings could be upgraded if the company continues to grow revenue
organically, sustains its good liquidity profile, and maintains
financial leverage below 3.5 times and free cash flow to debt
above 12%.  The outlook or ratings could be lowered if the company
makes a material change in the capital structure, such as a
levered dividend or debt-financed acquisition, that reduces
interest coverage below 2.5 times and increases financial leverage
to above 5 times on a sustained basis.  Additionally, the outlook
could be pressured if business conditions turn negative such that
organic revenue growth slows, margins compress, or liquidity
deteriorates.

Moody's affirmed these ratings (and adjusted the LGD point
estimates, as noted):

  -- Corporate Family Rating, B1

  -- Probability of Default Rating, B1

  -- $40 million senior secured revolver due May 2012, Ba3 (to
     LGD3/33% from (LGD3/34%)

  -- $109 (formerly $135) million senior secured term loan B due
     2013, Ba3 (to LGD3/33% from (LGD3/34%)

  -- $18 (formerly $30) million senior secured acquisition loan
     due 2013, Ba3 (to LGD3/33% from (LGD3/34%)

The previous rating action on U.S. Security occurred on
November 20, 2008, when Moody's raised the CFR to B1 from B2.

U.S. Security is a leading provider of uniformed security guards
in North America.  For the twelve months ended September 30, 2010,
the company reported revenues of $741 million.


VALENCE TECH: Berg & Berg Buys About 3.7 Million Common Stock
-------------------------------------------------------------
On December 3, 2010, Berg & Berg Enterprises LLC purchased
3,759,789 shares of Valence Technology Inc. common stock at a
price per share of $1.20, the closing bid price of the Company's
common stock on December 2, 2010.

The aggregate purchase price for the shares was $4,511,746.58.
Payment of the purchase price consisted of $2,000,000.00 in cash
and surrender of the promissory note issued on October 15, 2010 to
Berg and Berg, under which $2,500,000.00 in principal and
$11,746.58 in accrued interest was outstanding.

The shares were issued in a private placement transaction exempt
from the registration requirements of the Securities Act of 1933,
as amended, pursuant to Section 4(2) thereof.  Under Rule 144 of
the Securities Act, these shares are restricted from being traded
by Berg & Berg for a period of six months from the date of
issuance, unless registered, and thereafter may be traded only in
compliance with the volume restrictions imposed by this rule and
other applicable restrictions.

On Oct 26, 2010, the Company's Board of Directors authorized the
Company to engage in financing transactions with Berg & Berg, Carl
E. Berg, or their affiliates from time to time in an aggregate
amount of up to $10,000,000, if, and when needed by the Company,
and as may be mutually agreed.  The $2,000,000 share purchase
mentioned above was made pursuant to this authorization and
following such transaction, $8,000,000 remains available under
this authorization.  The October 15, 2010 promissory note was made
pursuant to an authorization on July 27, 2010 by the Company's
Board of Directors to engage in financing transactions with Berg &
Berg, Carl E. Berg, or their affiliates from time to time in an
aggregate amount of up to $10,000,000, if, and when needed by the
Company, and as mutually agreed.  The October 15, 2010 promissory
note issued to Berg & Berg for $2,500,000 utilized the final
amount available under this authorization.

The managing member of Berg & Berg is Carl E. Berg, who is the
Chairman of the Company's Board of Directors and the principal
stockholder of the Company.

A full-text of the letter agreement is available for free
at http://ResearchArchives.com/t/s?70a3

                     About Valence Technology

Austin, Texas-based Valence Technology, Inc. (NASDAQ: VLNC) --
http://www.valence.com/-- is a global leader in the development
of safe, long-life lithium iron magnesium phosphate energy storage
solutions and provides the enabling technology behind some of the
world's most innovative and environmentally friendly applications.
Valence Technology has its Research & Development Center in
Nevada, its Europe/Asia Pacific Sales office in Northern Ireland
and global fulfillment centers in North America and Europe.

The Company's balance sheet at June 30, 2010, showed
$22.75 million in total assets, $94.51 million in total
liabilities, and a stockholders' deficit of $80.37 million.

PMB Helin Donovan LLP expressed substantial doubt about Valence
Technology Inc.'s ability as a going concern following the
Company's fiscal 2010 results.  The Company has incurred operating
losses each year since its inception in 1989 and had an
accumulated deficit of $581 million as of March 31, 2010.  For the
fiscal years ended March 31, 2010, 2009, and 2008 the Company
sustained net losses available to common stockholders of
$23.2 million, $21.4 million, and $19.6 million, respectively.

The Company's balance sheet at Sept. 30, 2010, showed
$34.19 million in total assets, $36.92 in total current
liabilities, $28.87 million in long-term interest payable to
stockholder, $34.86 million in long-term debt to stockholder,
$118,000 in other long-term liabilities, and a stockholders'
deficit of $75.20.


VALLEY CITY STEEL: Ohio App. Ct. Reverses Contribution Suit Ruling
------------------------------------------------------------------
The Court of Appeals of Ohio, Ninth District, Medina County, ruled
that because VCS Properties LLC and Patrick James were co-sureties
of Valley City Steel-7779 LLC's debt, Mr. James is liable to VCS
Properties for his contributive share of the note that VCS
Properties paid for Valley City Steel-7779.  The Court of Appeals
reversed the judgment of the Medina County Common Pleas Court and
remanded the case for further proceedings.

Mr. James and his company, Viking Steel, LLC, joined with Valley
City Steel, Co., a subsidiary of Shiloh Industries Inc., to form a
joint venture that they named Valley City Steel-7779, LLC.
Valley-7779, which changed its name to Valley City Steel, LLC,
defaulted on a $4.9 million loan with Comerica Bank in late 2002
and filed a petition for Chapter 11 bankruptcy.

A copy of the Hon. Judge Beth Whitmore's December 6, 2010 Decision
and Journal Entry is available at http://is.gd/inedkfrom
Leagle.com.

                      About Valley City

Headquartered in Valley City, Ohio, Valley City Steel, LLC, is a
subsidiary of Viking Steel LLC.  The Company filed for chapter 11
protection on November 27, 2002 (Bankr. N.D. Ohio Case No.
02-55516).  Howard E. Mentzer, Esq., at Mentzer, Vuillemin and
Mygrant Ltd., represented the Debtor.  When it filed for
bankruptcy, the Company reported assets and debts between
$10 million and $50 million.


VAN ZANT: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Van Zant, LLC
        80 Brookside Drive
        Greenwich, CT 06831

Bankruptcy Case No.: 10-52931

Chapter 11 Petition Date: December 5, 2010

Court: U.S. Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Alan H.W. Shiff

Debtor's Counsel: Mark M. Kratter, Esq.
                  KRATTER & GUSTAFSON, LLC
                  71 East Avenue, Suite O
                  Norwalk, CT 06851
                  Tel: (203) 853-2312
                  E-mail: laws4ct@aol.com

Scheduled Assets: $900,046

Scheduled Debts: $1,320,000

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ctb10-52931.pdf

The petition was signed by Joseph Gega, member.


VERMILLION INC: 3 Directors Reappointed, Incentive Plan Approved
----------------------------------------------------------------
Following the annual meeting of its stockholders on Friday,
December 3, 2010, Vermillion, Inc. disclosed that its stockholders
approved the reappointment of Gail S. Page, John F. Hamilton and
Dr. William C. Wallen as directors of the Company.  In addition,
shareholders approved the 2010 Stock Incentive Plan and ratified
PricewaterhouseCoopers LLP as its independent registered public
accounting firm.

Gail S. Page joined Vermillion in January 2004. She has been a
director since 2005 and currently holds the position of Chief
Executive Officer.  In this role, she is responsible for leading
Vermillion and its development and commercialization of the
OVA1(TM) Test.  From December 2005 to March 2009, Ms. Page was
President and Chief Executive Officer.  On March27, 2009, Gail
Page was asked to step down as President and Chief Executive
Officer to conserve Vermillion's resources due to Vermillion's
Chapter 11 bankruptcy filing.  In connection with Vermillion's
emergence from bankruptcy, however, Ms. Page was reappointed as
Chief Executive Officer of Vermillion on February 1, 2010.

John F. Hamilton has been a member of the Board of Directors since
April 2008.  He previously served as Vice President and Chief
Financial Officer of Depomed, Inc., from 1997 until his retirement
in 2007.

Dr. William C. Wallen was appointed to the Board of Directors on
February 1, 2010, and serves as Chairman of the Company's
Nominating and Governance Committee.  He is also a member of
Vermillion's Audit Committee and Compensation Committee, and
served on its Scientific Advisory Board from April 2006 until
February 2010 when he joined the Board of Directors.  Dr. Wallen
served as the Senior Vice President and Chief Scientific Officer
of IDEXX Laboratories, Inc. from September 2003 until his
retirement from IDEXX on March 3, 2010.

The stockholders also approved the 2010 Stock Incentive Plan,
which had been previously approved by the Board of Directors on
February 8, 2010.  The 2010 Plan will be administered by the
Compensation Committee of the Board. The Company's employees,
directors, and consultants are eligible to receive awards under
the 2010 Plan.  The 2010 Plan permits the granting of a variety of
awards, including stock options, share appreciation rights,
restricted shares, restricted share units, unrestricted shares,
deferred share units, performance and cash-settled awards, and
dividend equivalent rights.  The Company is authorized to issue up
to 1,322,983 shares of common stock, par value $0.001 per share
under the 2010 Plan, subject to adjustment as provided in the
Plan.

                        About Vermillion

Vermillion, Inc. -- http://www.vermillion.com/-- is dedicated to
the discovery, development and commercialization of novel high-
value diagnostic tests that help physicians diagnose, treat and
improve outcomes for patients.  Vermillion, along with its
prestigious scientific collaborators, has diagnostic programs in
oncology, hematology, cardiology and women's health.  Vermillion
is based in Fremont, California.

The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del.
Case No. 09-11091).  Vermillion's legal advisor in connection with
its successful reorganization efforts is Paul, Hastings, Janofsky
& Walker LLP.  At September 30, 2008, the Debtor had $7,150,000 in
total assets and $32,015,000 in total liabilities.

In January 2010, Vermillion successfully emerged from protection
with all creditors receiving 100 percent of allowed claims and
with the common stock being fully restated.


VION PHARMACEUTICALS: Court OKs Sale of Triapine for $25,000
------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware has authorized U.S. Bank, N.A., the
liquidating trustee to the liquidating trust of Vion
Pharmaceuticals, Inc., to sell substantially all assets related to
the Debtor's pharmaceutical product Triapine to Nanotherapeutics,
Inc., free and clear of liens, claims, encumbrances, and other
interests.

As reported by the Troubled Company Reporter on June 29, 2010, the
Debtor was selling its anticancer assets in a post-plan
confirmation transaction.  Of its anticancer assets, Triapine, was
evaluated in various trials sponsored by the National Cancer
Institute.

The assets will be sold to Nanotherapeutics for an aggregate
purchase price of $25,000.

The Liquidating Trustee is authorized to assume and assign the
Pason License Agreement.

New Haven, Connecticut-based Vion Pharmaceuticals Inc. is a
developer of cancer drug therapies.  Vion Pharmaceuticals filed
for Chapter 11 bankruptcy protection on December 17, 2009 (Bankr.
D. Del. Case No. 09-14429).  Christopher M. Samis, Esq., and John
Henry Knight, Esq., at Richards, Layton & Finger, P.A., assist the
Company in its restructuring effort.  Roth Capital Partners, LLC,
assisted the Debtor with the sale of all or key assets during the
Chapter 11 proceeding.  The Company estimated $10 million to
$50 million in assets and $50 million to $100 million in
liabilities.


VITESSE SEMICONDUCTOR: Lowers Net Loss to $20-Mil. in Fiscal 2010
-----------------------------------------------------------------
Vitesse Semiconductor Corporation filed its annual report on Form
10-K, reporting a net loss of $20.06 million on $165.99 million of
net revenues for the fiscal year ended Sept. 30, 2010, compared
with a net loss of $194.12 million on $168.17 million of net
revenues for the fiscal year Sept. 30, 2009.

The Company's balance sheet at Sept. 30, 2010, showed $97.52
million in total assets, $118.73 million in total liabilities, and
a stockholders' deficit of $21.21 million.

A full-text copy of the annual report on Form 10-K is available
for free at http://ResearchArchives.com/t/s?7080

                          About Vitesse

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of semiconductor
solutions for Carrier and Enterprise networks worldwide.

In October 2009, Vitesse completed a debt restructuring
transaction that resulted in the conversion of 96.7% of the
Company's 2024 Debentures into a combination of cash, common
stock, Series B Preferred Stock and 2014 Debentures.  With respect
to the remaining 3.3% of the 2024 Debentures, Vitesse settled its
obligations in cash.  Additionally, Vitesse repaid $5.0 million of
its $30.0 million Senior Term Loan, the terms of which were
amended as part of the debt restructuring transactions.


W E GARRISON: IRS Has No Interest in Travelers' Funds
-----------------------------------------------------
Travelers Casualty and Surety Company of America, v. United States
of America, Case No. 09-CV-976 (M.D. N.C.), alleges wrongful levy
by the Internal Revenue Service and requests a judgment for
$71,724.16, plus interest, attorney's fees and the $100 bank fee
imposed by Wachovia National Bank.

Travelers acted as surety on payment and performance bonds for W.
E. Garrison Company, Inc.  Pursuant to an indemnity agreement in
favor of Travelers, Garrison assigned Travelers a security
interest in all contract funds on projects for which Travelers
agreed to provide bond.  Travelers established a joint control
trust account with Garrison at Wachovia National Bank.  The
account was set up to receive payment of contract funds on
Garrison's projects that Travelers indemnified.

Garrison filed for bankruptcy in 2004.  Garrison submitted a Plan
of Reorganization which addressed claims by both Travelers and the
IRS.  Under the proposed Plan, the funds in the Trust Account were
to remain the sole property of Travelers, which would retain the
Trust Account funds as an offset to the debt that Garrison owed
Travelers.  The Plan also addressed and proposed treatment of the
IRS claims for taxes to be levied against Garrison. Under the
Plan, the IRS' secured claim was to be paid by quarterly payments
by the Debtor for 120 months.

On June 1, 2005, a confirmation hearing on the Plan was conducted
by the bankruptcy court, and the Plan was confirmed by order dated
August 24, 2005.

After confirmation, the IRS delivered a Notice of Levy to Wachovia
for a prepetition assessment of taxes that Garrison owed, totaling
$71,724.16 for the tax period ending June 30, 2004.  The Notice
requested funds from a specific Wachovia account in the name of
Travelers.  On July 22, 2008, Wachovia debited the entire amount
of the levy, plus a non-refundable processing fee against another,
separate account in the name of Travelers.

Travelers requested IRS to release the levy.  IRS declined,
asserting it was entitled to levy on the Trust Account and to
apply the Funds to Garrison's tax liability.

Magistrate Judge Wallace W. Dixon sides with Travelers.  According
to Judge Dixon, Garrison had no interest in the Funds, which,
under the bankruptcy order, were never part of the bankruptcy
estate.  Judge Dixon notes that at all times Travelers, not
Garrison, had control over the Funds.  The IRS was a party to the
bankruptcy proceeding and was on notice as to the order.  The time
for objection to the order, and the treatment of the Funds, was at
the time the order was entered, or through an appeal of the order
approving the bankruptcy plan.  The IRS does not dispute that it
neither objected to nor appealed the order.  As such, the IRS is
barred from now asserting that anyone other than Travelers has a
right to the Funds.

A copy of the Court's December 1, 2010 Memorandum Opinion and
Recommendation is available at http://is.gd/inPU2from Leagle.com.

Based in Garner, North Carolina, W.E. Garrison Company, Inc., fka
W.E. Garrison Grading Company, is a highway, utility and site
preparation contractor, with its principal place of business
located in Wake County.  It filed for Chapter 11 bankruptcy
(Bankr. E.D.N.C. Case No. 04-03582) on October 4, 2004.  Judge A.
Thomas Small presided over the case.  Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., served as bankruptcy counsel.  In
its petition, the Debtor estimated $1 million to $10 million in
both assets and debts.


WASHINGTON MUTUAL: Funds Defend Securities Suit
-----------------------------------------------
Bankruptcy Law360 reports that in a preamble to Washington Mutual
Inc.'s Chapter 11 plan confirmation hearing, a group of hedge
funds on Wednesday defended their suit seeking to claw back
$4 billion in securities that are to be transferred from WaMu to
JP Morgan Chase & Co. as part of the reorganization plan.

Meanwhile, according to American Bankruptcy Institute, Washington
Mutual urged the bankruptcy court to approve a $10 billion deal to
end its bankruptcy on Friday even as it sought to prevent the
release of privileged information sought by shareholders.

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment.  When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500,000,000 to $1,000,000,000 with zero
debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  Fred S. Hodera, Esq., at Akin Gump Strauss Hauer &
Fled LLP in New York City and David B. Stratton, Esq., at Pepper
Hamilton LLP in Wilmington, Del., represent the Official Committee
of Unseucred Creditors.  Stephen D. Susman, Esq., at Susman
Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A.,
represent the Equity Committee.  Stacey R. Friedman, Esq., at
Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath &
Cobb LLP in Wilmington, Del., represent JP Morgan Chase, which
acquired WaMu's assets prior to the Petition Date.


WASTE2ENERGY HOLDINGS: Defaults on 12% Sr. Convertible Debentures
-----------------------------------------------------------------
On November 30, 2010, a total of $533,800 of principal amount of
Waste2Energy Holdings Inc.'s 12% Senior Convertible Debentures
became due.

Additionally, on December 4, 2010, a total of $400,000 of
principal amount of the Company's Debentures became due.  The
Company did not make the required payment on the Maturity Date or
by the cure period provided by the Debentures and as result an
Event of Default under the Debentures has occurred.  As a result
of the Event of Default, the outstanding principal amount of the
Debentures plus accrued but unpaid interest, liquidated damages
and other amounts owing in respect thereof through the date of the
acceleration shall become at the election of the holder of the
Debenture immediately due and payable in cash at the Mandatory
Default Amount.

Commencing five days after the occurrence of any Event of Default
that results in the eventual acceleration of the Debenture, the
interest rate on the Debenture will accrue at an interest rate
equal to the lesser of 17% per annum or the maximum rate permitted
under applicable law.  As used in the Debentures, Mandatory
Default Amount means the sum of:

     a) the outstanding principal amount of the Debenture, plus
        all accrued and unpaid interest hereon, divided by the
        Conversion Price of the Debenture on the date the
        Mandatory Default Amount is either (A) demanded or
        otherwise due or (B) paid in full, whichever has a lower
        Conversion Price, multiplied by the VWAP on the date the
        Mandatory Default Amount is either (x) demanded or
        otherwise due or (y) paid in full, whichever has a higher
        VWAP, and

     b) all other amounts, costs, expenses and liquidated damages
        due in respect of this Debenture.

Subject to the terms of the Debenture, the VWAP is the most recent
bid price per share of the Common Stock reported in the "Pink
Sheet" published by Pink OTC Markets Inc.

                  About Waste2Energy Holdings

Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets:
WTEZ) -- http://www.waste2energy.com/-- is a "cleantech"
technology company that designs, builds, installs and sells waste
to energy plants that generate "Renewable Green Power" converting
biomass or other solid waste streams traditionally destined for
landfills into clean renewable energy.

The Company's balance sheet at June 30, 2010, showed $3.4 million
in total assets, $11.7 million in total liabilities, and a
stockholders' deficit of $8.3 million.

As reported in the Troubled Company Reporter on July 19, 2010,
Marcum LLP, in New York, expressed substantial doubt the Company's
ability to continue as a going concern, following its results for
the fiscal year ended March 31, 2010.  The independent auditors
noted that the Company has incurred a significant loss from
continuing operations of $11.7 million and used cash of
$5.2 million for continuing operations which resulted in an
accumulated deficit of $30.4 million and a working capital
deficiency of $6.6 million as of March 31, 2010.

                              Default

On October 30, 2010, a total of $87,500 of principal amount of the
Company's 12% Senior Convertible Debentures became due.  On
November 2, 2010, $40,000 of principal amount of the Debentures
became due.  The Company did not make the required payment on the
maturity date or by the cure period provided by the Debentures and
as result an Event of Default under the Debentures has occurred.
As a result of the Event of Default, the outstanding principal
amount of the Debentures plus accrued but unpaid interest,
liquidated damages and other amounts owing in respect thereof
through the date of the acceleration will become at the election
of the holder of the Debenture immediately due and payable in cash
at the Mandatory Default Amount.


WB SANCTUARY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: WB Sanctuary Development Partners, LP
        c/o Micheal W. Bishop
        Looper Reed & McGraw, P.C.
        1601 Elm Street, Suite 4600
        Dallas, TX 75201
        Tel: (214) 954-4135

Bankruptcy Case No.: 10-41169

Chapter 11 Petition Date: December 6, 2010

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

Judge: Marvin Isgur

Debtor's Counsel: Micheal W. Bishop, Esq.
                  LOOPER REED
                  4600 Thanksgiving Tower
                  1601 Elm Street
                  Dallas, TX 75201
                  Tel: (214) 954-4135
                  E-mail: mbishop@lrmlaw.com

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

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

The petition was signed by David R. Glunt, president of WB
Sanctuary GP, LLC, general partner.

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


WECK CORP: American Retail Flagship Acquires Gracious Home
----------------------------------------------------------
Gracious Home has been sold to American Retail Flagship Fund, LLC,
effective December 3, 2010.  Terms of the deal were not disclosed.

Aaron Elstein, writing for Crain's New York Business, reports the
new owners, American Flagship Retail Fund, consist of several
investors with experience in real estate and retailing.  They
include Isidore Mayrock, a former principal partner of Fortunoff,
which his family founded in 1923 and sold five years ago.  Other
investors include Frank Sciame and John Randolph, principals of
Sciame Development Inc., the real estate development arm of F.J.
Sciame Construction Co.

"We look forward to working with the Gracious Home team and using
our resources, and financial, real estate and retailing acumen to
further develop the company, and serve our customers by building
on the heritage and culture of wonderful service and exceptional
quality the original founders have brought to discerning New
Yorkers since 1963," said American Flagship Retail partner Joel
Kier in a statement, according to Crain's.

Mr. Elstein reports that the deal marks the end of the Wekselbaum
family's 47-year ownership of Gracious Home, which they founded
after emigrating from Cuba.

                        About Gracious Home

Gracious Home is a 45-year old legendary New York City home
furnishings retailer that filed for bankruptcy (Bankr. S.D.N.Y.
Case No. 10-14349) on August 13, 2010.  The Weck Corp., which
does business as Gracious Home, listed between $10 million and
$50 million of both assets and liabilities.

Affiliates Weck Chelsea, LLC (Bankr. S.D.N.Y. Case No. 10-14353),
Gracious Home.com, LLC (Bankr. S.D.N.Y. Case No. 10-14351), and
West Weck, LLC (Bankr. S.D.N.Y. Case No. 10-14350) filed separate
Chapter 11 petitions on August 13, 2010.

Mark T. Power, Esq., at Hahn & Hessen LLP, assists the Debtor in
its restructuring effort.  Triton Equity Partners LLC acted as the
Debtor's investment banker, financial, restructuring and real
estate advisor.  Representing the Official Unsecured Creditor's
Committee was Lowenstein Sandler PC as bankruptcy counsel and BDO
USA, LLP as financial advisor.


WES CONSULTING: Reports 29% Growth in Sales Revenue
---------------------------------------------------
On December 6, 2010, WES Consulting Inc. said it will mail to
shareholders a letter from Louis S. Friedman, its chief executive
officer.

Friedman's letter states, "I believe that the first quarter of
fiscal 2011 (the three months ended September 30, 2010) marked a
turning point in your Company's development.  Despite reporting a
loss for the first quarter, we experienced a 29% growth in sales
revenue, year-over-year.  This marks the fourth consecutive
quarter of double-digit revenue growth after the 38% growth during
the fourth quarter, the 11% growth during the third quarter and
the 12% growth in the second quarter."

A full-text copy of the Letter to Shareholders is available for
free at http://ResearchArchives.com/t/s?70a7

                     About WES Consulting

Atlanta, Ga. - based WES Consulting, Inc. (OTC BB: WSCU) was
incorporated February 25, 1999, in the State of Florida.  Until
October 19, 2009, the Company was in the business of consulting
and commercial property management.  On October 19, 2009, the
Company entered into a Merger and Recapitalization Agreement with
Liberator, Inc., a Nevada corporation.  Pursuant to the Agreement,
Liberator merged with and into the Company, with the Company
surviving as the sole remaining entity.  The Merger has been
accounted for as a reverse merger.

The Company is a designer and manufacturer of various specialty
furnishings for the sexual wellness market.  The Company's sales
and manufacturing operation are located in the same facility in
Atlanta, Georgia.  Sales are generated through the internet and
print advertisements.

Gruber & Company, LLC, in Lake Saint Louis, Mo., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
incurred a net loss of $1.0 million and $3.6 million for the years
ended June 30, 2010, and 2009, respectively, and as of June 30,
2010, the Company had an accumulated deficit of $6.2 million and a
working capital deficit of $676,989.


WEST LAND: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: West Land Company, LLC
        P.O. Box 38
        Byromville, GA 31007

Bankruptcy Case No.: 10-54080

Chapter 11 Petition Date: December 6, 2010

Court: U.S. Bankruptcy Court
       Middle District of Georgia (Macon)

Debtor's Counsel: Wesley J. Boyer, Esq.
                  KATZ, FLATAU, POPSON AND BOYER, LLP
                  355 Cotton Avenue
                  Macon, GA 31201
                  Tel: (478) 742-6481
                  E-mail: wjboyer_2000@yahoo.com

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

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

The list of unsecured creditors filed together with its petition
does not contain any entry.

The petition was signed by Daniel B. West, Sr.


WHITTON CORPORATION: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Whitton Corporation
          fdba South Tech Brooks 2750, LLC
               Desert Pacific Properties, L.L.C.
               South Tech Partners, LLC
               South Tech Real Estate Services, LLC
               South Tech-Polaris, LLC
               South Tech Dean Martin 7625, LLC
               South Tech Annie Oakley, LLC
               TEH Investments, LLC
               South Tech Seven Hills, LLC
               South Tech Construction Corp.
               South Tech Cheyenne 2475, LLC
               South Tech Cheyenne West 2455A LLC
               South Tech Kleppe, LLC
               South Tech Stephanie 1000, LLC
               South Tech Development, LLC
               South Tech-Russell, LLC
               South Tech Glendale 155, LLC
               South Tech Greg, LLC
               South Tech - Rio, LLC
               South Tech - Diablo, LLC
        1999 Whitney Mesa, Suite 120
        Henderson, NV 89014

Bankruptcy Case No.: 10-32680

Chapter 11 Petition Date: December 5, 2010

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce A. Markell

Debtor's Counsel: Brett A. Axelrod, Esq.
                  FOX ROTHSCHILD LLP
                  3800 Howard Hughes Parkway, Suite 500
                  Las Vegas, NV 89169
                  Tel: (702) 262-6899
                  Fax: (702) 597-5503
                  E-mail: baxelrod@foxrothschild.com

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

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

The petition was signed by Tom E. Hallett, president.

Debtor's List of 12 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
LSREF2 Nova Investments, LLC       835 and 855 Seven    $8,000,000
Cushman Wakefield, Receiver        Hills Drive
4435 Eastgate Mall, Suite 200
San Diego, CA 92121

LSREF2 Nova Investments, LLC       100 Stephanie        $3,672,574
Cushman Wakefield, Receiver        Street
4435 Eastgate Mall, Suite 200
San Diego, CA 92121

Bank of America                    3950 E. Sunset       $3,596,743
222 North LaSalle Street, 17th Floor
Chicago, IL 60601

German American Capital            1220 and 1250        $3,314,710
Corporation                        Glendale
222 Kearny Street, Suite 600
San Francisco, CA 94108

LSREF2 Nova Investments, LLC       2455 W. Cheyenne     $2,799,293
Cushman Wakefield, Receiver
4435 Eastgate Mall, Suite 200
San Diego, CA 92121

Bank of Las Vegas                  2475 Cheyenne        $2,714,213
1700 W. Horizon Ridge Parkway, Suite 101
Henderson, NV 89012

U.S. Bank National Association     1215 and 1275        $2,667,011
1601 Washington Avenue, Suite 700  Kleppe Land and
Miami Beach, FL 33139              1455 Deming Way

German American Capital            155 Glendale Ave.    $2,479,004
Corporation
222 Kearny Street, Suite 600
San Francisco, CA 94108

LSREF2 Nova Investments, LLC       5480 S. Valley View  $2,178,621
Cushman Wakefield, Receiver        Boulevard
4435 Eastgate Mall, Suite 200
San Diego, CA 92121

German American Capital            2750 W. Brooks Ave.  $2,017,153
Corporation
VOIT R.E.
10100 W. Charleston Boulevard, Suite 200
Las Vegas, NV 89135

LSREF2 Nova Investments, LLC       7625 Dean Martin     $1,977,539
Cushman Wakefield, Receiver
4435 Eastgate Mall, Suite 200
San Diego, CA 92121

LSREF2 Nova Investments, LLC       5720 and 5770        $1,815,520
Cushman Wakefield, Receiver        Russell Road
4435 Eastgate Mall, Suite 200
San Diego, CA 92121


WINCOPIA FARMS: U.S. Trustee Wants Case Dismissed or Converted
--------------------------------------------------------------
Wincopia Farms LP and the U.S. Trustee for the District of
Maryland inked a stipulation giving Wincopia until December 9,
2010, to respond to a motion by the U.S. Trustee to either dismiss
its Chapter 11 case or to convert it to a Chapter 7 case.

The motion was filed by the U.S. Trustee following Wincopia's
failure to pay its quarterly fees and file its monthly operating
reports on a current basis.

A copy of the stipulation, dated November 23, 2010, is available
at http://is.gd/ifv2Nfrom Leagle.com.

Based in Laurel, Maryland, Wincopia Farms, L.P. --
http://wincopiafarmsinc.com/-- is an agricultural supplier.  It
filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 07-15899)
on June 28, 2007.  Judge James F. Schneider presides over the
case.  Alan M. Grochal, Esq. -- agrochal@tydingslaw.com -- at
Tydings & Rosenberg LLP serves as the Debtor's counsel.  Alan
Michael Noskow, Esq., at Patton Boggs, L.L.P., McLean, Virginia,
serves as bankruptcy counsel.  In its petition, the Debtor
estimated $1 million to $100 million in both assets and debts.


WINWARD INSTITUTE: Appeals Court Affirms Ruling in Tax Case
-----------------------------------------------------------
The U.S. Court of Appeals for the Fifth Circuit affirmed a
district court's order granting summary judgment in favor of the
Internal Revenue Service.

The district court oversees the lawsuit filed by the IRS against
the owners of Mynex, Winward Institute and Winward Health Care
Center.  Also involved in the lawsuit is Samuel Stevens III, the
vice-president of finance for Mynex.  The district court had
granted summary judgment in favor of the IRS, finding that Mr.
Stevens and the owners willfully failed to pay withholding taxes
to the agency.  The defendants, however, took an appeal to the
Court of Appeals to reconsider the district court's decision.

The Court of Appeals in its ruling held that Mr. Stevens and the
owners became aware of the tax deficiencies in 1997.

In the spring of 1998, the Hospital's creditors filed an
involuntary bankruptcy petition under Chapter 7 of the Bankruptcy
Code, which was later converted to a voluntary Chapter 11
proceeding.  After the filing, the owners learned that Mr. Stevens
had failed to correct the payroll tax deficiencies.  The Hospital
continued as a debtor-in-possession until a Chapter 11 trustee was
appointed in the summer of 1998.  The bankruptcy was subsequently
converted back to a Chapter 7 proceeding and was terminated in
2006.

"Despite this knowledge, the companies continued to make payments
to employees and outside creditors.  The owners continued to sign
checks presented to them by the accounting department for payments
to creditors," the Court of Appeals said in an order dated
November 22, 2010.

"These are precisely the kinds of actions that we have found to
demonstrate willfulness under Section 6672(a)," the Court of
Appeals said.

Section 6672(a) of the Internal Revenue Code authorizes the U.S.
government to assess the full amount of taxes due against a
corporation's responsible officers in the form of a penalty in
case a corporate employer neglects to pay the required taxes.

The Court of Appeals also said that Mr. Stevens was "intimately
involved in the process of determining and paying the payroll
taxes," which makes him a responsible person within the meaning of
Section 6672(a).

A copy of the Court of Appeals' order, dated November 22, 2010, is
available at http://is.gd/iilw8from Leagle.com.


W.R. GRACE: Amends GR 2008 Asset Purchase Agreement
---------------------------------------------------
W.R. Grace & Co. and its debtor affiliates submitted a revised
asset purchase agreement in connection with GR 2008 LLC to
accommodate minor edits identified by the Official Committee of
Unsecured Creditors and the selling parties.

As reported in the TCR on November 11, 2010, the Debtors seek
authority from Judge Judith Fitzgerald of the U.S. Bankruptcy
Court for the District of Delaware to acquire all or substantially
all of the assets of a small start-up technology company.  The
Debtors withheld the name of the seller to protect the
confidentiality of the proposed transaction.  The Seller's assets
include its 50% limited liability company interest in GR 2008 LLC,
an Ohio limited liability, of which Debtor W.R. Grace & Co.-Conn.
owns the other 50% limited liability company interest.

The primary changes contained in the revised APA are:

  -- the identification of certain schedules, and other
     references have been modified;

  -- certain definitions have been revised or modified to
     clarify or further delineate matters;

  -- the description and mechanics of the "Earnout Payments" as
     defined in the APA has been clarified;

  -- dates have been modified to reflect the passage of time;

  -- a few provisions have been added or modified with respect
     to Seller's representations; and

  -- a new section has been added regarding tax matters.

The APA was filed in redacted form.

The Debtors also noted that no objections to the motion were filed
by the November 26, 2010 objection deadline.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring effort.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: Wants Disallowance of N.Y. Hillside Claim
-----------------------------------------------------
W.R. Grace & Co. and its debtor affiliates object to, and ask the
Bankruptcy Court to disallow, Claim No. 2114 filed by N.Y.
Hillside, Inc.

According to the Debtors, N.Y. Hillside seeks to collect twice for
the same alleged liability: once in 2001 from Samson Hydrocarbons
Corporation, the successor to Grace Petroleum Corporation; and now
from the Debtors.  N.Y. Hillside, the Debtors assert, has already
been paid on the alleged liability by Samson pursuant to a
settlement agreement executed in 2001.  That agreement, according
to the Debtors, explicitly released GPC from any liability
associated with the Claim.

As a result of Samson's payment to N.Y. Hillside, Samson has
asserted an indemnity claim against W.R. Grace & Co. pursuant to a
sale agreement between Grace and Samson.

The Debtors assert that they have no relationship with or
obligation to pay N.Y. Hillside on the claim and N.Y. Hillside is
not entitled to be paid twice.  As a result, the Debtors ask the
Court to disallow Claim No. 2114 in its entirety.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring effort.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


W.R. GRACE: To Sell Greenville Property for $778,100
----------------------------------------------------
W.R. Grace & Co. and its debtor affiliates notified the Bankruptcy
Court that they propose to sell certain unused real property
located in Greenville County, South Carolina, for $778,100.

The Property to be sold consists of an approximately 40.80-acre
tract of land located along U.S. Highway 25 Bypass and S.C. Road
S-88 in the County of Greenville, South Carolina.  The Debtors
propose to sell the Property pursuant to a third amended agreement
for the purchase and sale of real estate dated August 31, 2010,
with The Furman University Foundation, Inc.

In addition, the Property consist of a vacant piece of excess real
estate that was the former site of the Debtors' plant for the
production of vermiculite-based horticultural growing media,
vermiculite-based concrete products, and the storage of
vermiculite ore.  In that regard, the Property formerly received
shipments of vermiculite ore/concentrate from Grace's mining
operations in Enoree, South Carolina.  The Property also contains
a retention pond and dam/dike.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring effort.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock &
Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on January 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


X-RITE INC: S&P Raises Corporate Credit Rating to 'B+'
------------------------------------------------------
Standard & Poor's Ratings Services said it raised its ratings on
Grand Rapids, Michigan-based color solutions provider X-Rite Inc.
S&P raised the corporate credit rating to 'B+' from 'B'.  At the
same time, because of the higher corporate credit rating, S&P
raised the issue-level rating on the company's first-lien facility
to 'BB-' from 'B+'.  The recovery rating on the debt remains '2'.
The company has repaid its second-lien facility.

"The upgrade reflects an overall recovery in the company's
markets, traction from new products, and particular improvement in
X-Rite's European markets," explained Standard & Poor's credit
analyst Jennifer Pepper.  The company has also reduced debt,
repaying its second-lien debt, resulting in reduced leverage.


Z TRIM HOLDINGS: Reports Record Output in September to November
---------------------------------------------------------------
Trim Holdings Inc. recorded in the months of September, October
and November 2010 its best three months of manufacturing output in
its history.  Further, the product produced in this period has all
been sold.  "As demand for our products continues to increase, our
primary focus continues to be to quickly expand our manufacturing
capacity," said Steve Cohen, Z Trim CEO.  "We have plans to more
than double our current capacity in our present facility, while
simultaneously looking for the right contract manufacturer to
increase our capacity more than tenfold."

                           About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

The Company's balance sheet as of June 30, 2010, showed
$4.4 million in total assets, $14.8 million in total liabilities,
and a stockholders' deficit of $10.4 million.

As reported in the Troubled Company Reporter on April 12, 2010,
M&K, CPAs, PLLC, in Houston, expressed substantial doubt about the
Company's ability to continue as a going concern, following its
2009 results.  The independent auditors noted that the Company has
suffered recurring losses from operations and requires additional
financing to continue in operation.

The Company discloses in its latest 10-Q that it does not expect
or anticipate that its concerns over its ability to continue as a
going concern will have any impact on its ability to raise capital
from internal and external sources.


* Bankruptcies Through November Already Match 2009
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that bankruptcy filings in the U.S. through November are
almost even with the approximately 1.45 million filed in all of
2010.  If the pace of filings continues through December, 2010
will have about 1.58 million, or 9 percent more than 2009.

Mr. Rochelle, citing data compiled by Epiq Systems Inc., said 2010
is destined to have the most bankruptcy filings since 2006, the
year after bankruptcy laws were tightened.

Mr. Rochelle notes of more consumer filings and fewer Chapter 11s
this year.  He relates that Chapter 11 filings, where larger
companies reorganize or liquidate, are on track to number less
than 14,000, or 9% fewer than last year.  Commercial bankruptcies,
which principally include liquidations in Chapter 7, are destined
to number slightly fewer than 86,000 this year, a 4% decline from
2009.


* Equifax Study Shows Small Business Bankruptcies Rise and Fall
---------------------------------------------------------------
Equifax disclosed the results of its Q3 2010 study on the state of
small business bankruptcy -- a key indicator of the financial
health of business markets across the United States.  Analyzing
bankruptcy trends among the nation's more than 24 million small
businesses, Equifax found that the Western regions continue to
experience economic turbulence with some decrease in bankruptcy
rates across select MSA's in California, Texas and Illinois.
While bankruptcies have slowed in some regions, small business
economic challenges continue to pressure many areas and impact the
pace of recovery in certain markets.

"Our analysis on small business bankruptcy continues to indicate
ongoing uncertainty in today's marketplace," said Dr. Reza
Barazesh, senior vice president, Equifax Commercial Information
Solutions.  "While business bankruptcies have begun to reverse
course in some regions, it remains to be seen how small firms will
steer through economic headwinds and sustain growth."

Focusing on the Q3 2009 to Q3 2010 timeframe, this Equifax study
analyzed national bankruptcy trends by metropolitan statistical
area (MSA).  While bankruptcy rates remain high across the nation,
11 of the top 15 MSA's with the highest number of small business
bankruptcies in Q3 2010 saw a year-over-year decline from Q3 2009.
The table below shows that the Los Angeles, San Bernandino and
Santa Ana MSA's experienced year-over-year bankruptcy rate
increases while areas such as San Diego and Oakland reported
double-digit declines year-over-year in Q3 2010 -- a striking
development considering California's economic challenges.  Another
interesting finding, the Atlanta/Sandy Springs/Marietta and
Chicago/Naperville/Joliet MSA's saw a bankruptcy rate decrease of
26.75% and 16.67% respectively.

                 MSA                   Bankruptcy   Bankruptcy    % of
Change
                                          Total Q3    Total Q3
                                           2009        2010
                 -----                     ----        -----        -----
Los Angeles-Long Beach -Glendale, CA     1051         1099         4.57%
Riverside-San Bernardino -Ontario, CA     759          835        10.01%
Sacramento-Arden-Arcade -Roseville        557          484       -13.10%
Santa Ana-Anaheim-Irvine, CA              417          428         2.64%
Denver-Aurora, CO                         400          415         3.75%
Houston-Sugar Land-Baytown, TX            408          383        -6.13%
San Diego-Carlsbad-San Marcos CA          430          379       -11.86%
Portland-Vancouver-Beaverton, OR-WA       398          375        -5.78%
California -- Rest of State               353          349        -1.13%
Dallas-Plano-Irving, TX                   384          326       -15.10%
New York-White Plains-Wayne, NY-NJ        321          316        -1.56%
Chicago-Naperville-Joliet, IL             378          315       -16.67%
Atlanta-Sandy Springs-Marietta, GA        402          296       -26.37%
Oakland-Fremont-Hayward, CA               331          291       -12.08%
Oregon -- Rest of State                   283          279        -1.41%
                                         ----        -----        -----
   TOTAL                                 6870         6567       -4.41%

While the total number of bankruptcies among the top 15 MSA's with
the highest number of small business bankruptcies in Q3 2010
declined 4.41% from 6,870 in Q3 2009 to 6,567 in Q3 2010, economic
instability continues to impact many of these areas.  Equifax data
shows that 9 of the top 15 MSA's reported a year-over-year
increase in bankruptcy when comparing the first three quarters of
2009 to the same time period in 2010.  Further analysis of this
time period revealed that the total number of petitions for these
15 MSA's dropped by 1.23% -- signaling a nominal decline in
overall bankruptcy rate.

                 MSA                 Q1 - Q3 2009  Q1 - Q3 2010    % of Change
                                         Total         Total
                                     Bankruptcies  Bankruptcies
                 ---                 ------------  ------------    ------------
Los Angeles-Long Beach-Glendale, CA      2922          3338         14.24%
Riverside-San Bernardino-Ontario, CA     2180          2379         9.13%
Sacramento-Arden-Arcade-Roseville        1624          1548        -4.68%
Santa Ana-Anaheim-Irvine, CA             1178          1210         2.72%
Denver-Aurora, CO                        1111          1247        12.24%
Houston-Sugar Land-Baytown, TX           1163          1230         5.76%
San Diego-Carlsbad-San Marcos CA         1169          1175         0.51%
Portland-Vancouver-Beaverton, OR-WA      1076          1153         7.16%
California -- Rest of State               965          1057         9.53%
Dallas-Plano-Irving, TX                  1146          1024       -10.65%
New York-White Plains-Wayne, NY-NJ       1039           896       -13.76%
Chicago-Naperville-Joliet, IL            1554           945       -39.19%
Atlanta-Sandy Springs-Marietta, GA       1162           884       -23.92%
Oakland-Fremont-Hayward, CA               985           855       -13.20%
Oregon -- Rest of State                   858           943         9.91%
                                  ------------  ------------    ------------
    TOTAL                              20,132        19,884       -1.23%

As part of the study, Equifax also analyzed the 15 metro areas
with the fewest small business bankruptcy filings in the third
quarter of 2010. Our research showed that 10 out of these15 MSA's
experienced a decrease in the number of bankruptcy petitions from
Q2 2010 to Q3 2010 as well as year-over-year. The table below
shows that all of these MSA's reported 11 bankruptcies or less
during Q3 2010.

            MSA                 Bankruptcy  Bankruptcy  Bankruptcy
                                  Total Q3    Total Q2    Total Q3
                                       2009        2010       2010
           -----                -----------  ----------   --------
Lynchburg, VA                           13           5          11
Huntington-Ashland, WV-KY-OH            17           8          11
Davenport-Moline-Rock Island, IA-IL     12          15          11
Corpus Christi, TX                      21          24          11
Alaska - Rest of State                   6          11          11
Lafeyette, LA                            8          17          10
Clarksville, TN-KY                      13          10          10
Gainesville, Fl.                         3           9           8
Durham, NC                              26          10           8
Trenton-Ewing, NJ                       10          13           7
Shreveport-Bossier City, LA             13          12           7
Charleston, WV                           3           7           7
South Bend-Mishawaka, IN-MI              3          15           6
Kingsport-Bristol, TN-VA                 7          10           6
Amarillo, TX                            10           6           5
                                 -----------  ----------   --------
    TOTAL                              165         172         129

For this study, Equifax applied analytics to identify the total
number of small businesses and define the MSA's within the sample
population.  Equifax classifies a small business as a commercial
entity of less than 100 employees. As part of the study, Equifax
analyzed Chapter 7, 11 and 13 filings.  Chapter 7 is a liquidation
proceeding in which a debtor receives a discharge of all debts,
while Chapters 11 and Chapter 13 are reorganization bankruptcies
that allow individuals and companies to pay off debt over a set
period of years.  To learn more about Equifax Small Business
Solutions, visit http://www.equifaxsmallbusiness.com.

Equifax -- http://www.equifax.com-- empowers businesses and
consumers with information they can trust.  A global leader in
information solutions, we leverage one of the largest sources of
consumer and commercial data, along with advanced analytics and
proprietary technology, to create customized insights that enrich
both the performance of businesses and the lives of consumers.


* Moody's: Global Default Rate Fell to 3.3% in November 2010
------------------------------------------------------------
The trailing 12-month global speculative-grade default rate
dropped to 3.3% in November 2010, down from a level of 3.7% in
October, said Moody's Investors Service in a new report.  A year
ago, the global default rate stood much higher at 13.6%.

The ratings agency's default rate forecasting model now predicts
that the global speculative-grade default rate will fall to 2.9%
by the end of this year before declining further to 1.8% by
November 2011.  "We continue to expect stable, low default rates
for the near future," said Albert Metz, Moody's Director of Credit
Policy Research.  "However, there are risks that defaults may
increase, particularly if financing becomes scarce in the European
markets."

In the U.S., the speculative-grade default rate edged lower from
3.6% in October to 3.5% in November.  At this time last year, the
U.S. default rate reached the highest level in this cycle at
14.7%.  Meanwhile, the European default rate among speculative-
grade issuers declined to 1.9% in November from 2.8% in October
2010. The default rate in Europe stood at 11.5% in November 2009,
which was also the peak in the financial crisis.

Among U.S. speculative-grade issuers, Moody's forecasting model
foresees the default rate falling to 3.1% by December 2010, then
sliding further to 2.1% a year from now. In Europe, Moody's
forecasting model projects the speculative-grade default rate to
end this year at 2.0% before dropping to 1.2% in November next
year.

A total of seven Moody's-rated corporate debt issuers have
defaulted in November, which sends the year-to-date default count
to 52.  In comparison, a total of 257 defaults were recorded in
the comparable time period last year. All of November's defaults
were by North American issuers except for Anglo Irish Bank
Corporation Limited, which is based in Ireland.

Across industries over the coming year, default rates are expected
to be highest in the Hotel, Gaming, & Leisure sector in the U.S.
and Media: Advertising, Printing and Publishing sector in Europe.

Measured on a dollar volume basis, the global speculative-grade
bond default rate remained unchanged at 1.4% from October to
November.  Last year, the global dollar-weighted default rate was
noticeably higher at 19.6% in November 2010.

In the U.S., the dollar-weighted speculative-grade bond default
rate ended at 1.3% in November, up from the level of 1.1% in
October.  The comparable rate was 20.1% in November 2009. In
Europe, the dollar-weighted speculative-grade bond default rate
fell to 1.7% in November from 2.4% in October.  At this time last
year, the European speculative-grade bond default rate was 14.0%.
Moody's speculative-grade corporate distress index -- which
measures the percentage of rated issuers that have debt trading at
distressed levels -- came in at 11.5% in November, down from a
level of 14.1% in October.  A year ago, the index was much higher
at 24.2%.

In the leveraged loan market, three Moody's-rated loan issuers
defaulted in November, lifting the year-to-date loan default count
to 22. The trailing 12 month U.S. leveraged loan default rate fell
from 3.6% in October to 3.3% in November. A year ago, the loan
default rate stood much higher at 12.0%.

Moody's "November Default Report" is now available -- as are
Moody's other default research reports -- in the Ratings Analytics
section of Moodys.com.


* Gerson Law Firm Apc Charts Coast to Coast Receivership Cases
--------------------------------------------------------------
Gerson Law Firm Apc obtained a receiver in Palmdale, CA for a
multifamily property during the last week of November, according
to Gordon L. Gerson, managing principal of GERSON LAW FIRM, a six-
lawyer law firm based in San Diego.

Gerson Law Firm also coordinated with local counsel in Arizona
obtaining orders to have receivers put in place for multifamily
properties in Phoenix and Tucson, and also coordinated with local
counsel in Nevada to have a receiver put in place on a multifamily
property in Las Vegas.

Gerson Law Firm is also working with local counsel on pending
receivership matters in Oregon, Texas, Atlanta and Florida.

"Gerson Law Firm has maintained a national practice on loan
originations for almost 15 years," said Gerson.  "In this economic
cycle, we have continued to represent clients who have trust and
confidence in us to manage their receivership litigation and
foreclosures not only in California, but other states nationwide,
by coordinating with local counsel."

Gerson said that Gerson Law Firm is unique among law firms in that
perhaps no other firm of its size in the country has a nationwide
practice primarily focused on the needs of financial institutions.

Gerson Law Firm's financial institutions practice exceeds that of
most national and regional law firms' offices located on the west
coast.

Unique to this economic cycle is the extent to which GERSON LAW
FIRM clients are seeking to have their receivers sell mortgaged
properties as opposed to attempting to sell at foreclosure sales
or as REO post foreclosure.  Among reasons, (i) it is faster and
more efficient with respect to problem asset disposition, (ii)
avoids lenders being in the chain of title and concomitant
problems arising, and (iii) avoids the need for lenders to operate
the property post foreclosure if there are no buyers at
foreclosure sale.

Gerson Law Firm Apc represents clients on all matters real estate
and business related, both transactional and litigation.

Gerson Law Firm is nationally recognized for its representation of
some of the nation's largest lenders on loan closings, special
servicing, and enforcement proceedings throughout the United
States.  Gerson Law Firm's practice includes representing lenders
closing loans under Fannie Mae's DUS Lending Program and Freddie
Mac's Program Plus for multifamily investments.

Gerson Law Firm represents major national banks, life insurance
companies, and private funds in all matters lending related,
including originations and loss mitigation strategies, for hotels,
office buildings, shopping centers, multifamily and construction.


* McDonald Hopkins Taps Quinlisk as Chair of Securities Practice
----------------------------------------------------------------
Business attorney, Edward G. Quinlisk, has been appointed chair of
the Securities Practice at McDonald Hopkins LLC, a business
advisory and advocacy law firm.  Before joining the firm's Chicago
office in November, Quinlisk was a partner with the Jenner & Block
law firm.

Quinlisk has worked on a variety of transactions, such as private
placements, public stock offerings, registered split-offs, shelf
registrations, Rule 144A placements, tender offers and going-
private transactions.  He is the co-author of the "Corporate
Communications" chapter of the Illinois Institute for Continuing
Legal Education publication, "Securities Law."

"Ed Quinlisk is an excellent securities attorney and the perfect
fit to lead our Securities Practice," said Charles B. Zellmer,
chair of the Business Law Department at McDonald Hopkins.  "He has
extensive experience in a wide variety of securities transactions,
ranging from private placements to public offerings.  Ed and his
team will represent our national client base in all major areas of
securities law."

The attorneys in the firm's Securities Practice regularly counsel
clients on the full spectrum of securities issues related to all
phases of offering and capital raising activities, including
drafting public and private offering documents; the mechanics of
the offering process and compliance with federal and state filing
requirements; post-offering communications; 1934 Act reporting,
and ongoing disclosure matters.  The securities attorneys counsel
clients about the increasingly complex securities regulations and
disclosure issues, as well as work with clients to develop
policies and procedures designed to prevent problems before they
arise.

Quinlisk received his J.D. from DePaul University College of Law,
Order of the Coif, with honors, in 1999.  He also has an LL.M. in
taxation from New York University School of Law and a Bachelor of
Science degree, magna cum laude, from Roosevelt University.

                      About McDonald Hopkins

McDonald Hopkins is a business advisory and advocacy law firm
focused on business law, litigation, business restructuring and
bankruptcy, intellectual property, healthcare, and estate
planning. The firm has offices in Chicago, Cleveland, Columbus,
Detroit, and West Palm Beach.  The president of McDonald Hopkins
is Carl J. Grassi.


* Chapter 11 Cases with Assets & Liabilities Below $1,000,000
-------------------------------------------------------------
Recent Chapter 11 cases filed with assets and liabilities below
$1,000,000:

In Re Desperado's Steakhouse, Inc.
   Bankr. N.D. Ala. Case No. 10-72892
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/alnb10-72892.pdf

In Re Jose Luis Sosa
        aka Jose L. Sosa
        aka Jose Sosa
      Alma Brenda Sosa
        aka Alma B. Sosa
        aka Alma Sosa
   Bankr. E.D. Calif. Case No. 10-51298
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/caeb10-51298.pdf

In Re Club Venus, LLC
   Bankr. D. D.C. Case No. 10-01186
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/dcb10-01186.pdf

In Re Whiskey Dicks, Inc.
   Bankr. M.D. Fla. Case No. 10-28708
      Chapter 11 Petition filed November 30, 2010
         filed pro se

In Re Dynamic Healthcare Providers
   Bankr. S.D. Fla. Case No. 10-46566
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/flsb10-46566.pdf

In Re ATL Bazaar LLC
   Bankr. N.D. Ga. Case No. 10-95476
      Chapter 11 Petition filed November 30, 2010
         filed pro se

In Re Jeffery L. Hutcheson
      Lou Ellen Hutcheson
   Bankr. S.D. Ga. Case No. 10-51156
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/gasb10-51156.pdf

In Re Rafiq & Jehanara Macy Realty Trust
   Bankr. D. Mass. Case No. 10-22952
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/mab10-22952.pdf

In Re Hylander Britta, LLC
   Bankr. D. Nev. Case No. 10-32354
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/nvb10-32354.pdf

In Re Ranu Realty Corporation
   Bankr. S.D. N.Y. Case No. 10-16350
      Chapter 11 Petition filed November 30, 2010
         filed pro se

In Re Rebecca Malliaros
   Bankr. S.D. N.Y. Case No. 10-24477
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/nysb10-24477.pdf

In Re Frank K. Mendenhall
      Patricia Ann Mendenhall
   Bankr. E.D. Pa. Case No. 10-30385
      Chapter 11 Petition filed November 30, 2010
         filed pro se

In Re Walsh Service Group LLC
   Bankr. N.D. Texas Case No. 10-47626
      Chapter 11 Petition filed November 30, 2010
         filed pro se

In Re Tahmineh Mivehchi
   Bankr. C.D. Calif. Case No. 10-25086
      Chapter 11 Petition filed December 1, 2010
         filed pro se

In Re Vista Cafe, Inc.
   Bankr. C.D. Calif. Case No. 10-61541
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/cacb10-61541.pdf

In Re Anna Alfaro-Reyes
   Bankr. N.D. Calif. Case No. 10-34750
      Chapter 11 Petition filed December 1, 2010
         filed pro se

In Re Makos Orlando, Inc.
   Bankr. M.D. Fla. Case No. 10-21440
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/flmb10-21440.pdf

In Re 1119 NW, LLC
   Bankr. S.D. Fla. Case No. 10-46850
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/flsb10-46850.pdf

In Re Miami Entertainment, Inc.
   Bankr. N.D. Ga. Case No. 10-95713
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/ganb10-95713.pdf

In Re Charles H. Eldredge
        aka Charles H Eldredge, Jr.
   Bankr. N.D. Ill. Case No. 10-75942
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/ilnb10-75942.pdf

In Re Grand Investors LLC
   Bankr. N.D. Ill. Case No. 10-53444
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/ilnb10-53444.pdf

In Re New Yolk New Yolk LLC
   Bankr. N.D. Ill. Case No. 10-53024
      Chapter 11 Petition filed November 30, 2010
          See http://bankrupt.com/misc/ilnb10-53024p.pdf
          See http://bankrupt.com/misc/ilnb10-53024c.pdf

In Re Oliver Heights
   Bankr. D. Kan. Case No. 10-42158
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/ksb10-42158.pdf

In Re Harborhouse of Gloucester, LLC
   Bankr. D. Mass. Case No. 10-23078
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/mab10-23078.pdf

In Re Hugh Brian Burrage
      Cynthia Carol Burrage
   Bankr. N.D. Miss. Case No. 10-15881
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/msnb10-15881.pdf

In Re Cheryl Thelma Reese
   Bankr. D. Nev. Case No. 10-32501
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/nvb10-32501.pdf

In Re J. Maar Development Group, LLC
   Bankr. D. N.J. Case No. 10-47299
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/njb10-47299.pdf

In Re Thomas S. Dougher
        dba Eliminator Termite & Pest Control
   Bankr. W.D. Pa. Case No. 10-28528
      Chapter 11 Petition filed December 1, 2010
          See  http://bankrupt.com/misc/pawb10-28528.pdf

In Re Metals of Distinction, Inc.
        dba Gilliam Welding
   Bankr. E.D. Va. Case No. 10-52187
      Chapter 11 Petition filed December 1, 2010
          See http://bankrupt.com/misc/vaeb10-52187.pdf

In Re Gregory Edward Sneep
      Britta Sneep
   Bankr. D. Ariz. Case No. 10-38733
      Chapter 11 Petition filed December 2, 2010
          See http://bankrupt.com/misc/azb10-38733.pdf

In Re William Douglas Hipp
      Judi K. Hipp
   Bankr. D. Ariz. Case No. 10-38763
      Chapter 11 Petition filed December 2, 2010
          See http://bankrupt.com/misc/azb10-38763.pdf

In Re Norman Miranda
        aka Norm Miranda
        aka Norman L Miranda
   Bankr. E.D. Calif. Case No. 10-51688
      Chapter 11 Petition filed December 2, 2010
          See http://bankrupt.com/misc/caeb10-51688.pdf

In Re Richard Ferrera
   Bankr. D. N.J. Case No. 10-47380
      Chapter 11 Petition filed December 2, 2010
          See http://bankrupt.com/misc/njb10-47380.pdf

In Re Vista Cafe III, LLC
   Bankr. C.D. Calif. Case No. 10-61830
      Chapter 11 Petition filed December 3, 2010
          See http://bankrupt.com/misc/cacb10-61830.pdf

In Re Carolina Ramos
   Bankr. N.D. Calif. Case No. 10-73950
      Chapter 11 Petition filed December 3, 2010
          See http://bankrupt.com/misc/canb10-73950.pdf

In Re Kimberly Sanders
        aka Kimberly Austin Sanders
      Mark Sanders
        aka Mark Crane Sanders
   Bankr. M.D. Fla. Case No. 10-29141
      Chapter 11 Petition filed December 3, 2010
          See http://bankrupt.com/misc/flmb10-29141.pdf

In Re True Wood Craft, Inc.
   Bankr. M.D. Fla. Case No. 10-29124
      Chapter 11 Petition filed December 3, 2010
          See http://bankrupt.com/misc/flmb10-29124.pdf

In Re Atlanta Mortuary Service, Inc.
        dba Atlanta Embalming Service
   Bankr. N.D. Ga. Case No. 10-95923
      Chapter 11 Petition filed December 3, 2010
          See http://bankrupt.com/misc/ganb10-95923.pdf

In Re Bulluck's Best BBQ and Catering, Inc.
   Bankr. N.D. Ga. Case No. 10-96094
      Chapter 11 Petition filed December 3, 2010
          See http://bankrupt.com/misc/ganb10-96094.pdf



                           *********

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
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