TCR_Public/101216.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 16, 2010, Vol. 14, No. 348

                            Headlines

315 UNION: Asks for Court's Permission to Use Cash Collateral
315 UNION: Secured Creditor Wants Chapter 11 Trustee
315 UNION: Taps Lefkovitz & Lefkovitz as Bankruptcy Counsel
ACCESS PHARMACEUTICALS: To Sell 8.3-Mil. Shares Plus Warrants
ADVANCED MICRO: Fitch Gives Stable Outlook for Industry in 2011

ADVANTA CORP: Committee Seeks Right to File Competing Plan
AGAPE ASSEMBLY: Case Summary & Largest Unsecured Creditor
AGAPE AT RIB: Case Summary & Largest Unsecured Creditor
AIRPRO HOLDINGS: Case Summary & Largest Unsecured Creditor
AIRPRO MOBILE: Case Summary & 20 Largest Unsecured Creditors

AMERICAN APPAREL: 3 Directors Elected; Marcum Ratified as Auditor
AMERICAN INT'L: Transfers Select Benefits Plans to New Provider
AMERICAN SAFETY: S&P Withdraws 'D' Corporate Credit Rating
ANIXTER INC: Fitch Gives Stable Outlook for Industry in 2011
APEX DIGITAL: Committee Wins Nod to Tap Pachulski Stang as Counsel

APPLIED ENERGETICS: Receives NASDAQ Letter Citing Non-Compliance
APOLLO MEDICAL: Incurs $41,000 Net Loss in October 31 Quarter
AURORA DIAGNOSTICS: Moody's Downgrades Senior Note Ratings to 'B3'
BAKHTAVER IRANI: Wants to Take Over Mall; Sale on Hold
BARBER GLASS: Owner Repurchases Guelph Location from Receiver

BAYOU GROUP: Goldman Appeals $21MM Arbitration Award to Creditors
BENITO'S ORIGINAL: Files for Chapter 7 After Eviction
BERNARD L MADOFF: Law Firms Net $44 Million for Recovery Efforts
BERNARD L MADOFF: Trustee Says Son's Suicide Won't Stop Suits
BOZEL SA: Has Until April 1 to Propose Plan of Reorganization

BRANCH BANKING: B Support Floor Rating Remains on Watch Negative
BRIARWOOD CAPITAL: Colony Trustee Bar Date Extended Until Feb. 11
BRISAM COVINA: Wins Nod for Westerman Ball as Bankruptcy Counsel
BROADSTRIPE LLC: Committee May Sue Critical Vendors Secretly
BROADSTRIPE LLC: Hearing on Key Settlement on December 28

BROWN PROPERTIES: Voluntary Chapter 11 Case Summary
BTK III: Case Summary & 5 Largest Unsecured Creditors
C&D TECHNOLOGIES: Incurs $6.45-Mil. Net Loss in Oct. 31 Quarter
C&S GROUP: Moody's Affirms Corporate Family Rating at 'Ba3'
CAPITAL AUTOMOTIVE: S&P Affirms Corporate Credit Ratings at 'B'

CASTRILLON AND: Case Summary & 7 Largest Unsecured Creditors
CAVTEL HOLDINGS: Moody's Upgrades Corporate Family Rating to 'B3'
CB HOLDING: Charlie Brown's Loan Requires Sale by Jan. 24
CHICKLET BOOKS: To Close Doors by End of December
CHOA VISION: Taps Michael Jay Berger as General Bankruptcy Counsel

CHOA VISION: Can Use 50 Morgan's Cash Collateral Until January 5
CINCINNATI BELL: Board Approves Long-Term Incentive Program
COME AGAIN: Case Summary & 3 Largest Unsecured Creditors
CONSOLIDATED HORTICULTURE: Wins Nod for Add'l $11MM Financing
COUDERT BROTHERS: Plan Administrator Sues Orrick

CRYSTAL CATHEDRAL: Gets Nod to Use Committee's Cash Until Jan. 14
DE CORO: Court Denies IRS' Bid to Alter Service of Notice
DIVINE SQUARE: Section 341(a) Meeting Scheduled for Jan. 5
DRAKE RENTALS: Case Summary & 4 Largest Unsecured Creditors
DUKE AND KING: Taps McDonald Hopkins as Bankruptcy Counsel

DUKE AND KING: Wants Conway MacKenzie as Financial Advisor
DUKE AND KING: Wants to Hire Fredrikson & Byron as Co-Counsel
DYNEGY INC: Accepts $665MM Icahn Buyout But Keeps Options Open
EARTH ART: Case Summary & 9 Largest Unsecured Creditors
EASTMAN KODAK: Fitch Gives Stable Outlook for Industry in 2011

ELEPHANT TALK: Registers 68.9MM Shares Issued in Private Placement
ENNIS COMMERCIAL: Wants Access to Blocked Account to Pay Taxes
ENRIQUE GARCIA: Voluntary Chapter 11 Case Summary
EPIC PREMIER: Case Summary & 8 Largest Unsecured Creditors
FANNIE MAE: Fitch Affirms Preferred Stock Rating at 'C/RR6'

FRAMINGHAM ACQUISITION: McLaughlin & Co. to Auction Building
FREDDIE MAC: Fitch Affirms Preferred Stock Rating at 'C/RR6'
GARY PHILLIPS: Taps Fred Leonard as Bankruptcy Counsel
GAS CITY: Owner Faces $21.5 Million Suit from Midwest
GATEHOUSE MEDIA: Repurchases Pref. Stock from FIF III for $14.1MM

GENERAL MOTORS: Completes Buyback of Preferreds Held by Treasury
GLOBAL BEVERAGE: Sells Aqua Maestro to Atlantic Coast Hospitality
GREAT ATLANTIC & PACIFIC: Proposes to Scrap 73 "Dark Store" Leases
GREAT ATLANTIC & PACIFIC: Safeway, et al., May Bid for Stores
GREAT ATLANTIC & PACIFIC: Citigroup Lowers Rating to 'Sell'

GREAT ATLANTIC & PACIFIC: NYSE Suspends Trading of Stock, Bonds
GREAT ATLANTIC & PACIFIC: Seen Using Bankr. to Close 100+ Stores
GREENBRIER COMPANIES: Gets $135-Mil. in New Railcar Orders
GREENBRIER COMPANIES: Estimates $200MM Revenue in Nov. 30 Quarter
GREGORY HUSKEY: Case Summary & 16 Largest Unsecured Creditors
GSC GROUP: Delays Sale Amid Negotiations With Buyer, Lenders

HOLMAN GROUP: Wineries' Assets Placed in Receivership
HONOLULU SYMPHONY: Court Approves Conversion to Chapter 7
INSIGHT HEALTH: Taps BMC Group as Notice & Claims Agent
INSIGHT HEALTH: Taps Kirkland & Ellis as Bankruptcy Counsel
INSIGHT HEALTH: Wants to Hire Zolfo Cooper as Financial Advisor

IRINA I, LLC: Voluntary Chapter 11 Case Summary
JAMES R HILL: Mac Trailer Suit Transferred to Bankruptcy Court
JAMES RENICK: Case Summary & 11 Largest Unsecured Creditors
JERRY DEAN SAXTON: Utah State Court to Rule on Macris' Fees Bid
JOSE PEREZ: Case Summary & 12 Largest Unsecured Creditors

JULIUS JOHNSON: Files Schedules of Assets and Liabilities
JULIUS JOHNSON: Taps The Worrel Law Firm as Bankruptcy Counsel
JULIUS JOHNSON: U.S. Trustee Forms 5-Member Creditors Committee
JUMA TECHNOLOGY: Vision Capital Has 82.6% Equity Stake
KENNETH DOWNS: Case Summary & 20 Largest Unsecured Creditors

KEYSTONE SURPLUS: Court Rejects Principal's Ch. 11 Admin. Claim
KH FUNDING: Taps Gordon Feinblatt as Bankruptcy Counsel
LAUREN PAULSON: Dist. Ct. Dismisses Suit vs. Fairway America
LEAR CORP: Date of Patent Infringement Runs from Sale Date
LOEHMANN'S HOLDINGS: Reaches Deal with Creditors on Plan

LOUIS J PEARLMAN: Clawback Suit v. Mercantile Bank Continues
LOUIS J PEARLMAN: Court Denies Bid to Dismiss Test Case No. 1
LOUIS JONES: Case Summary & 20 Largest Unsecured Creditors
MAGIC BRANDS: Luby's Can't Walk Away from 9 Franchise Deals
MERCHANDISE MART: High Point Buildings Placed in Receivership

MERUELO MADDUX: Asks Judge to Toss Out Rival Bankruptcy Plan
MISSION CREEK: Case Summary & 20 Largest Unsecured Creditors
MOUNTAIN PROVINCE: Gacho Kue Feasibility Sent for Final Review
MPG OFFICE: To Launch Strategic Plan to Own Core Assets
MMP 10180: Seeks Financial Reorganization of Loop Taste Restaurant

NAVISTAR INT'L: To Present 2010 Fourth Quarter Results on Dec. 22
NEWPAGE CORP: To Shut Down Wisconsin Mill in February
NUVEEN INVESTMENTS: Seeks to Amend & Extend Credit Facilities
OFFSHORE WARRIORS: Section 341(a) Meeting Scheduled for Jan. 25
OFFSHORE WARRIORS: Files Schedules of Assets & Liabilities

OFFSHORE WARRIORS: Has Court OK to Hire Vildrine as Bankr. Counsel
PHILLIPS RENTAL: Taps Fred Leonard as Bankruptcy Counsel
PAMELA MCELVANE: Case Summary & 8 Largest Unsecured Creditors
PARAMOUNT RESOURCES: Completes $300 Million Senior Notes Offering
PENZANCE CASCADES: Files for Chapter 11 in Manhattan

PENZANCE CASCADES: Case Summary & 2 Largest Unsecured Creditors
PERATO INTERESTS: Case Summary & 4 Largest Unsecured Creditors
PHILLIPS RENTAL: Section 341(a) Meeting Scheduled for Jan. 10
PHILLIPS RENTAL: Files Schedules of Assets & Liabilities
PLAZA LLC: Bankruptcy Court to Review Confirmation Order

PONDS COOPERATIVE: Case Summary & 4 Largest Unsecured Creditors
PROBE RESOURCES: Subsidiaries Permitted to Use Cash Collateral
RAME PROPERTIES: Chapter 11 Case "Not Viable", Dismissed
RCC NORTH: U.S. Bank's Claim Dispute Delays Plan Confirmation
R.D. MARINA: Files Schedules of Assets and Liabilities

RHI ENTERTAINMENT: Combined Hearing on Plan on February 17
RICHARD ADAMS: Case Summary & 20 Largest Unsecured Creditors
ROCK & REPUBLIC: Lender Takes Aim at Exclusivity Extension Bid
RONALD HOLLEY: Receiver Named for Vintage Villas Park
ROOMFUL EXPRESS: Goes Into Receivership Due to Debt Woes

RYAN MUGAR: Case Summary & 33 Largest Unsecured Creditors
SEARCHMEDIA HOLDINGS: CSV Principals Resign from Board
SMURFIT-STONE: Union Defendants Cleared From Jewell Suit
SOULTANA EFTHIMIADIS: Voluntary Chapter 11 Case Summary
SOUTHEASTERN MATERIALS: Court OKs Ch. 7 Trustee's Rule 2004 Bid

STILLWATER MINING: MMC Norilsk Unit Unloads All Shares
SUSANA PULIDO: Case Summary & 9 Largest Unsecured Creditors
STUYVESANT TOWN: CW Capital, Residents Fail to Reach Rent Deal
SUPATCHA RESOURCES: Posts $256,000 Net Loss in August 31 Quarter
SUPERIOR GROUP: Assets Placed Into Receivership by County Judge

TESTWELL INC: NY Sup. Ct. Affirms Decision Denying License Renewal
TOUSA INC: Seeks Approval on Regal Oaks Asset Sale
TRIBUNE CO: Names A. Messina as WDCW-TV General Manager
TRICO MARINE: Gets OK of Protocol to Sell Towing, Supply Vessels
TRICO MARINE: Withdraws Private Sale of Truckee River

US FIDELIS: Atkinson Brothers' Properties Being Sold
VERNON MAXWELL: Case Summary & 20 Largest Unsecured Creditors
VISTEON CORPORATION: Moody's Assigns 'B1' Corporate Family Rating
VISTEON CORP: S&P Assigns Corporate Credit Rating at 'B+'
WB SANCTUARY: Section 341(a) Meeting Scheduled for Jan. 4

WHITTON CORP: Section 341(a) Meeting Scheduled for Jan. 6
W.R. GRACE: Judge Fitzgerald May Issue Plan Ruling By Year End
W.R. GRACE: Payment of Sealed Air, Fresenius Prof. Fees Ordered
W.R. GRACE: Court OKs Fee Applications for Second Quarter

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

                            *********

315 UNION: Asks for Court's Permission to Use Cash Collateral
-------------------------------------------------------------
315 Union Street Holdings, LLC, seeks authority from the Hon.
Keith M. Lundin of the U.S. Bankruptcy Court for the Middle
District of Tennessee to use cash securing its debt to its
prepetition lender.

Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, explains that
the Debtor needs to access cash collateral to fund its Chapter 11
case, pay suppliers and other parties.

Branch Banking and Trust Company, the secured creditor, has
objected to the Debtor's request to use cash collateral.

The Court has set a hearing for December 15, 2010, at 10:00 a.m.
on the Debtor's request to use cash collateral.

Mount Juliet, Tennessee-based 315 Union Street Holdings, LLC,
filed for Chapter 11 bankruptcy protection on December 3, 2010
(Bankr. M.D. Tenn. Case No. 10-13106).  Steven L. Lefkovitz, Esq.,
at the Law Offices Lefkovitz & Lefkovitz, serves as the Debtor's
bankruptcy counsel.  According to its schedules, the Debtor
disclosed $13,162,646 in total assets and $25,484,852 in total
debts as of the Petition Date.


315 UNION: Secured Creditor Wants Chapter 11 Trustee
----------------------------------------------------
Branch Banking and Trust Company, a secured creditor of 315 Union
Street Holdings, LLC, asks the U.S. Bankruptcy Court for the
Middle District of Tennessee to allow the appointment of a Chapter
11 trustee for 315 Union.

BB&T says that a trustee to take over 315 Union's estate must
immediately be appointed to prevent further loss to the estate.

The Court will hold a hearing on December 21, 2010, at 1:30 p.m.
on BB&T's request to have a Chapter 11 trustee appointed.
Objections to the request must be filed by December 20, 2010.

BB&T is represented by Stites & Harbison, PLLC.

Mount Juliet, Tennessee-based 315 Union Street Holdings, LLC,
filed for Chapter 11 bankruptcy protection on December 3, 2010
(Bankr. M.D. Tenn. Case No. 10-13106).  Steven L. Lefkovitz, Esq.,
at the Law Offices Lefkovitz & Lefkovitz, serves as the Debtor's
bankruptcy counsel.  According to its schedules, the Debtor
disclosed $13,162,646 in total assets and $25,484,852 in total
debts as of the Petition Date.


315 UNION: Taps Lefkovitz & Lefkovitz as Bankruptcy Counsel
-----------------------------------------------------------
315 Union Street Holdings, LLC, asks for authorization from the
U.S. Bankruptcy Court for the Middle District of Tennessee to
employ the law firm of Lefkovitz & Lefkovitz as bankruptcy
counsel.

Lefkovitz & Lefkovitz will:

     a. advise the Debtor as to its rights, duties and powers as
        debtor-in-possession;

     b. prepare and file the statements, schedules, plans, and
        other documents and pleadings necessary to be filed by the
        Debtor in this proceeding;

     c. represent the Debtor at all hearings, meetings of
        creditors, conferences, trials and any other proceedings
        in this case; and

     d. perform other legal services as may be necessary in
        connection with the Debtor's case.

Lefkovitz & Lefkovitz will be paid based on the rates of its
professionals:

        Steven L. Lefkovitz                 $385
        Associate Attorneys                 $215
        Paralegals                          $105

Steven L. Lefkovitz, Esq., an attorney at Lefkovitz & Lefkovitz,
assures the Court that the firm is a "disinterested person" as
that term defined in Section 101(14) of the Bankruptcy Code.

Mount Juliet, Tennessee-based 315 Union Street Holdings, LLC,
filed for Chapter 11 bankruptcy protection on December 3, 2010
(Bankr. M.D. Tenn. Case No. 10-13106).  In its schedules, the
Debtor disclosed $13,162,646 in total assets and $25,484,852 in
total debts as of the Petition Date.


ACCESS PHARMACEUTICALS: To Sell 8.3-Mil. Shares Plus Warrants
-------------------------------------------------------------
Access Pharmaceuticals, Inc., is registering securities that it
plans to sell in an offering that could raise $25,000,000.

Access plans to sell 8,333,333 units, with each unit consisting of
one share of common stock, par value, $0.01 par value, and a
warrant to purchase 0.3 share of common stock, according to an
amended Form S-1 filing with the Securities and Exchange
Commission.

The latest Form S-1 filing left blanks on the proposed offering
price per Unit and the placement agent's fees.

The Units may be issued and sold in one or more closings up to the
termination date on March 31, 2011.

The Company expects to use the proceeds received from the offering
to further develop its products and product candidates and for
general working capital purposes.

The Company's common stock is presently listed on the Over-the-
counter Bulletin Board under the symbol "ACCP".  The Company does
not intend to apply for listing of the warrants on any securities
exchange.  On November 22, 2010, the last reported sale price of
the Company's common stock on the OTC BB was $2.95 per share.

Hudson Securities, Inc., has agreed to act as placement agent in
connection with this offering.

The Company has filed various amendments to its prospectus.  The
latest Form S-1, filed December 8, 2010, is available at:

               http://researcharchives.com/t/s?70fb

                    About Access Pharmaceuticals

Access Pharmaceuticals, Inc., is an emerging biopharmaceutical
company focused on developing pharmaceutical products primarily
based upon its nanopolymer chemistry technologies and other drug
delivery technologies.  The Company currently has one approved
product, one product candidate at Phase 3 of clinical development,
three product candidates in Phase 2 of clinical development and
other product candidates in pre-clinical development.

The Company's balance sheet at Sept. 30, 2010, showed
$2.27 million in total assets, $32.73 million in total
liabilities, and a stockholders' deficit of $30.45 million

The Company reported a $17,340,000 net loss on $352,000 of total
revenues for December 31, 2009, compared with a $31,431,000 net
loss on $291,000 of total revenues for December 31, 2008.

Following the Company's 2009 results, Whitely Penn LP of Dallas,
Texas, expressed substantial doubt against Access Pharmaceuticals'
ability as a going concern.  The firm reported that the Company
has had recurring losses from operations, negative cash flows from
operating activities and has an accumulated deficit.


ADVANCED MICRO: Fitch Gives Stable Outlook for Industry in 2011
---------------------------------------------------------------
Fitch Ratings has published its annual outlook on the U.S.
Technology sector.  The report titled '2011 Outlook: U.S.
Technology' gives an overview of Technology sub-sectors hardware,
IT services, semi-conductors, distributors, and electronic
manufacturing services, among others.

Fitch has a Stable Outlook on the U.S. Technology sector for 2011.
Fitch expects global Information Technology spending in 2011 to
exceed worldwide GDP with mid-single digit growth driven by
emerging markets, continued commercial refresh of PC's and
servers, and increased demand for storage, analytics and
virtualization products.  Operating profitability should continue
to improve as cost reduction initiatives result in positive
operating leverage.  Fitch expects higher growth will be mitigated
by a pressured public sector, normalized supply chain demand with
minimal benefit from inventory replenishment, and potential
pricing pressures from the increasing overlap of product offerings
by the largest IT companies.

Given the general fragility of the economy, Fitch believes there
is limited upside ratings potential for the overall sector outside
of companies already on positive outlook.  Nonetheless, the
majority of investment grade IT companies have material amounts of
liquidity, as well as debt capacity at existing ratings.  The
biggest concern heading into 2011 is the risk IT companies use up
this liquidity and capacity (via shareholder returns and/or
exorbitant M&A premiums) on the heels of an economic downturn.
This concern is mitigated by the sectors' historically
conservative stance towards leverage and shareholder returns.

The stable outlook takes into account Fitch's belief that the
sector has adequate capacity to withstand an unforeseen downturn
in the economy.  The consistency and rational behavior of the
supply chain served the industry well during challenging economic
and industry conditions, and Fitch expects similar behavior will
continue to benefit the industry in 2011.

Key Themes and Concerns of Fitch's IT Outlook:

  -- Heading into 2011, the Investment Grade Technology sector is
     marked by strong liquidity and, in many cases, debt capacity
     at existing ratings. As such, Fitch believes these Investment
     Grade Technology companies could withstand a double-dip
     recession and still maintain existing ratings. The high-yield
     technology sector for the most part does not benefit from
     this flexibility as companies, including First Data and
     Freescale, would likely not be able to withstand another
     pullback in the economy.

  -- Fitch expects M&A activity to continue to be robust in 2011
     led by the continued push for end-to-end enterprise solutions
     and the need to solidify market positions in higher growth
     areas within the IT industry, such as storage and security.
     Positively, most M&A activity will likely be in the moderate
     range ($3 billion and below) and to be at least partially
     funded with cash.  Shareholder demands have been very limited
     over the last year And Fitch expects companies with large
     cash balances but working capital deficits (i.e., A/R and
     Inventory less A/P and Deferred Revenues) will continue to
     take a measured approach to share repurchases, dividends, and
     M&A.

  -- Pricing pressures and limited demand visibility are likely to
     continue for the foreseeable future.  Further, Fitch expects
     fiscal issues related to the public sector will worsen over
     the course of 2011 and therefore could dampen intermediate
     term growth.

  -- LBO risk will continue to garner headlines as many companies
     trade at low multiples relative to prior years.  However, the
     fallout of deals related to Fidelity National and Seagate
     over the last nine months could point to a more conservative
     stance for now by lenders and equity sponsors towards the
     pricing pressures and hyper-cyclical nature of the IT sector.

  -- The consumer shift to tablets and smart phones will likely be
     at the expense of traditional personal computers and
     printers.  This could result in elongated lifecycles for
     consumer PCs and printers.  As such, PC manufacturers that
     have traditionally benefited from a favorable cash conversion
     cycle on these consumer products could have a negative impact
     to free cash flow.

A list of Fitch-rated issuers in the U.S. technology sector and
their current Issuer Default Ratings:

  -- Accenture Plc. ('A+'; Stable);
  -- Advanced Micro Devices, Inc. ('B'; Stable)
  -- Agilent Technologies Inc. ('BBB'; Positive);
  -- Anixter Inc. ('BB+'; Stable);
  -- Anixter International Inc. ('BB+'; Stable);
  -- Arrow Electronics, Inc. ('BBB-'; Stable);
  -- Avnet, Inc. ('BBB-'; Stable);
  -- Broadridge Financial Solutions ('BBB+'; Stable);
  -- CA Inc. ('BBB+'; Stable);
  -- Computer Sciences Corp. ('BBB+'; Positive);
  -- Convergys Corp. ('BBB-'; Stable);
  -- Corning Incorporated ('BBB+'; Positive);
  -- Dell Inc. ('A'; Stable);
  -- Eastman Kodak Company ('B-'; Negative);
  -- eBay, Inc. ('A'; Stable);
  -- First Data Corp. ('B'; Stable);
  -- Fidelity National Information Services Inc. ('BB+'; Stable);
  -- Flextronics International Ltd. ('BBB-'; Stable);
  -- Freescale Semiconductor, Inc. ('CCC'; Positive);
  -- Hewlett-Packard Company ('A+'; Stable);
  -- Ingram Micro Inc. ('BBB-'; Stable);
  -- International Business Machines Corp. ('A+'; Stable);
  -- International Rectifier Corp. ('BB'; Stable);
  -- Jabil Circuit, Inc. ('BBB-'; Stable);
  -- KLA-Tencor Corp. ('BBB'; Stable);
  -- Microsoft Corp. ('AA+'; Stable);
  -- Moneygram International Inc. ('B+'; Stable);
  -- Moneygram Payment Systems Worldwide, Inc. ('B+'; Stable);
  -- Motorola, Inc. ('BBB-'; Positive);
  -- Oracle Corp. ('A'; Positive);
  -- Sanmina-SCI Corp. ('B+'; Stable);
  -- Seagate Technology ('BB+'; Stable);
  -- SunGard Data Systems Inc. ('B'; Stable);
  -- Tech Data Corporation ('BB+'; Stable);
  -- Texas Instruments Incorporated ('A+'; Stable);
  -- The Western Union Company ('A-'; Stable);
  -- Tyco Electronics Ltd. ('BBB'; Positive);
  -- Unisys Corp. ('B+'; Stable);
  -- Xerox Corporation ('BBB'; Stable).


ADVANTA CORP: Committee Seeks Right to File Competing Plan
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the official committee of unsecured creditors for
Advanta Corp. is asking the bankruptcy court not to grant an
extension of the Debtor's exclusive period to propose a Chapter 11
plan.  The Creditors Committee wants the right to propose a
competing plan, arguing that Advanta's plan "favors the debtors'
insiders at the expense of third-party creditors."  The proposal
insulates insiders from lawsuits while preventing creditors from
attempting to disallow or subordinate $51.8 million in insider
claims, the creditor group said.  The Committee says its plan
would "largely mirror" Advanta's while correcting "terms intended
to favor the debtors' insiders."

                        The Chapter 11 Plan

The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware will convene a hearing today, December 16,
2010, at 3:30 p.m. (prevailing Eastern Time), to consider adequacy
of the Disclosure Statement explaining Advanta Corp., et al.'s
Chapter 11 Plan.  Objections, if any, were due December 7 at
5:00 p.m.

The Debtors say the proposed plan provides for substantial
recovery to creditors, including retail noteholders.  Among other
things, the Disclosure Statement says there will be a 64.4% to
100.0% recovery for holders of investment note claims and certain
RediReserve certificate claims, and a recovery range of 37.7% to
71.3% for holders of general unsecured claims.  There will be no
distributions to the preferred or common stockholders of Advanta
Corp. nor continuing interest in Advanta Corp. on the part of the
preferred or common stockholders.

Once the Disclosure Statement is approved, the Plan will be sent
to eligible creditors for voting.  The Company previously said it
anticipates approval of the Plan sometime in early 2011.

                        Plan Exclusivity

Advanta Corp. and its affiliated debtors seek to further extend
their exclusive periods to file a Chapter 11 plan and solicit
acceptances of that plan by an additional 60 days, or until
January 5, 2011, and March 4, 2011, respectively.  The Debtors say
an extension is warranted because they need a full and fair
opportunity to prosecute the proposed plan and solicit acceptances
thereto, without the deterioration and disruption that is likely
to be caused by the filing of competing plans by non-Debtor
parties.  The Debtors add that an extension will increase the
likelihood of a greater distribution to the Debtors' stakeholders.

                         About Advanta Corp.

Advanta Corp. -- http://www.advanta.com/-- issues business
purpose credit cards to small businesses and business
professionals in the United States.  Advanta primarily funds and
operates its business credit card business through Advanta Bank
Corp., which offers a range of deposit products that are insured
by the Federal Deposit Insurance Corporation.

In June 2009, the FDIC placed significant restrictions on the
activities and operations of Advanta Bank, as the Bank's capital
ratios were below required regulatory levels.

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


AGAPE ASSEMBLY: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Agape Assembly Baptist Church Inc
        2425 N. Hiawassee Road
        Orlando, FL 32818

Bankruptcy Case No.: 10-22002

Chapter 11 Petition Date: December 13, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Cynthia Winter, Esq.
                  THE WHEELOCK LAW FIRM LLC
                  7601 Della Drive, Suite 19
                  Orlando, FL 32819
                  Tel: (407) 648-5742
                  Fax: (407) 872-7797
                  E-mail: wheelocklaw@aol.com

Estimated Assets: $0 to $50,000

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
------                   ---------------        ------------
Herring Bank                                     $7,200,000
P.O. Box 2585
Amarillo, TX 79105-2585

The petition was signed by Richard Bishop, president.


AGAPE AT RIB: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------
Debtor: Agape at Rib Pointe Economic Development Ministry, LLC
        2425 N. Hiawassee Road
        Orlando, FL 32818

Bankruptcy Case No.: 10-22006

Chapter 11 Petition Date: December 13, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Cynthia Winter, Esq.
                  THE WHEELOCK LAW FIRM LLC
                  7601 Della Drive, Suite 19
                  Orlando, FL 32819
                  Tel: (407) 648-5742
                  Fax: (407) 872-7797
                  E-mail: wheelocklaw@aol.com

Estimated Assets: $0 to $50,000

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
------                   ---------------        ------------
Herring Bank                                     $7,200,000
P.O. Box 2585
Amarillo, TX 79105-2585

The petition was signed by Richard Bishop, managing member.


AIRPRO HOLDINGS: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: Airpro Holdings Investments, LLC
        3918 US Highway 80 East
        Mesquite, TX 75149

Bankruptcy Case No.: 10-38716

Chapter 11 Petition Date: December 9, 2010

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

Judge: Barbara J. Houser

Debtor's Counsel: Stephanie Diane Curtis, Esq.
                  THE CURTIS LAW FIRM, PC
                  901 Main Street, Suite 6515
                  Dallas, TX 75202
                  Tel: (214) 752-2222
                  Fax: (214) 752-0709
                  E-mail: scurtis@curtislaw.net

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
------                   ---------------        ------------
Decorative Construction   Civil Suit             $113,333
Supply, Inc.
c/o Larry L. Fowler, Jr.
Shannon, Gracey, Ratliff &
Miller, LLP
1000 Ballpark Way, Ste 300
Arlington, TX 76011

The petition was signed by Arnold W. Gartman, president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Airpro Mobile Air, LLC                 10-38715   12/09/10


AIRPRO MOBILE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Airpro Mobile Air, LLC
        dba Airpro
        dba AMA
        dba /Precision Mfg, Inc Superior Manufacturing Corp.
        dba Airpro Truck& Auto Air
        dba Auto Air, Etc.
        3918 US Highway 80 East
        Mesquite, TX 75149

Bankruptcy Case No.: 10-38715

Chapter 11 Petition Date: December 9, 2010

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

Judge: Stacey G. Jernigan

Debtor's Counsel: Stephanie Diane Curtis, Esq.
                  THE CURTIS LAW FIRM, PC
                  901 Main Street, Suite 6515
                  Dallas, TX 75202
                  Tel: (214) 752-2222
                  Fax: (214) 752-0709
                  E-mail: scurtis@curtislaw.net

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-38715.pdf

The petition was signed by Arnold W. Gartman, president.


AMERICAN APPAREL: 3 Directors Elected; Marcum Ratified as Auditor
-----------------------------------------------------------------
American Apparel Inc. held its 2010 Annual Meeting of Stockholders
on December 10, 2010.  At the meeting, the Company said that Dov
Charney, Mark Samson, and Mark A. Thornton were elected to Board
of Directors, and Marcum LLP was ratified as the Company's
independent auditors for the fiscal year ending December 31, 2010.

                      About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of September 30, 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

The Company's balance sheet at September 30, 2010, showed
$322.7 million in total assets, $231.3 million in total
liabilities, and stockholders' equity of $91.4 million.

American Apparel disclosed in its quarterly report on Form 10-Q
for the third quarter of 2010 that based upon results of
operations for the nine months ended September 30, 2010, and
through the issuance of the financial statements and projected for
the remainder of 2010, the Company may not have sufficient
liquidity necessary to sustain operations for the next twelve
months, and that it is probable that beginning January 31, 2011,
the Company will not be in compliance with the minimum
Consolidated EBITDA covenant under the $80,000,000 term loan with
Lion Capital LLP.

"Noncompliance with covenants under the Lion Credit Agreement
would constitute an event of default under the BofA Credit
Agreement, which, if not waived, could block the Company from
making borrowings under the BofA Credit Agreement," the Company
said in the filing.  "These factors, among others, raise
substantial doubt that the Company will be able to continue as a
going concern."


AMERICAN INT'L: Transfers Select Benefits Plans to New Provider
---------------------------------------------------------------
American International Group Inc. said it is moving the
administration of certain of its employee benefits plans to a new
third-party service provider.  To provide time for the transition
to the new platform, all participants in the covered plans will be
temporarily restricted for a certain period from performing
various transactions and obtaining information about their
account.

                          Blackout Period

A blackout period for the Covered Plans, during which participants
will be unable to perform fund transfers, reallocations, provide
investment directions, change contribution elections, enroll, make
a rollover into or obtain a loan, withdrawal, or distribution from
a Covered Plan, will begin at 4:00 p.m. Eastern Time on Wednesday,
December 29, 2010 and end during the week of January 9, 2011.

                       Trading Restrictions

During the Blackout Period, all Directors and Executive Officers
of AIG will be unable, directly or indirectly, to purchase, sell
or otherwise acquire or transfer any equity securities of AIG and
derivative securities, including options, if such securities were
acquired in connection with employment or service as a Director or
Executive Officer of the Company.  Transactions by a Director's or
Executive Officer's family members or by entities in which a
Director or Executive Officer has an interest are subject to the
transaction restrictions to the extent of the insider's pecuniary
interest.

                       Important Exemptions

The payment of stock salary is covered by an exemption under
Regulation BTR and is therefore not affected by the Blackout
Period restrictions.  Similarly, there is an exemption for the
vesting of previously granted equity-based awards.  Lastly, in the
event that warrants to purchase shares of AIG Common Stock are
issued, in connection with the recently announced
recapitalization, during the Blackout Period , the issuance of
such warrants is covered by a Reg BTR exemption and will not be
prohibited by the Blackout Period.  There are certain other
transactions that are exempt from the Blackout Period
restrictions.

                             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 SAFETY: S&P Withdraws 'D' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its
ratings, including the 'D' corporate credit rating, on Verona,
Virginia-based American Safety Razor Co.  This action was taken at
the company's request.

U.S.-based Energizer Holdings Inc. purchased substantially all of
the assets of ASR on Nov. 23, 2010.  ASR and its U.S. subsidiaries
previously filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the
district of Delaware on July 28, 2010.


ANIXTER INC: Fitch Gives Stable Outlook for Industry in 2011
------------------------------------------------------------
Fitch Ratings has published its annual outlook on the U.S.
Technology sector.  The report titled '2011 Outlook: U.S.
Technology' gives an overview of Technology sub-sectors hardware,
IT services, semi-conductors, distributors, and electronic
manufacturing services, among others.

Fitch has a Stable Outlook on the U.S. Technology sector for 2011.
Fitch expects global Information Technology spending in 2011 to
exceed worldwide GDP with mid-single digit growth driven by
emerging markets, continued commercial refresh of PC's and
servers, and increased demand for storage, analytics and
virtualization products.  Operating profitability should continue
to improve as cost reduction initiatives result in positive
operating leverage.  Fitch expects higher growth will be mitigated
by a pressured public sector, normalized supply chain demand with
minimal benefit from inventory replenishment, and potential
pricing pressures from the increasing overlap of product offerings
by the largest IT companies.

Given the general fragility of the economy, Fitch believes there
is limited upside ratings potential for the overall sector outside
of companies already on positive outlook.  Nonetheless, the
majority of investment grade IT companies have material amounts of
liquidity, as well as debt capacity at existing ratings.  The
biggest concern heading into 2011 is the risk IT companies use up
this liquidity and capacity (via shareholder returns and/or
exorbitant M&A premiums) on the heels of an economic downturn.
This concern is mitigated by the sectors' historically
conservative stance towards leverage and shareholder returns.

The stable outlook takes into account Fitch's belief that the
sector has adequate capacity to withstand an unforeseen downturn
in the economy.  The consistency and rational behavior of the
supply chain served the industry well during challenging economic
and industry conditions, and Fitch expects similar behavior will
continue to benefit the industry in 2011.

Key Themes and Concerns of Fitch's IT Outlook:

  -- Heading into 2011, the Investment Grade Technology sector is
     marked by strong liquidity and, in many cases, debt capacity
     at existing ratings. As such, Fitch believes these Investment
     Grade Technology companies could withstand a double-dip
     recession and still maintain existing ratings. The high-yield
     technology sector for the most part does not benefit from
     this flexibility as companies, including First Data and
     Freescale, would likely not be able to withstand another
     pullback in the economy.

  -- Fitch expects M&A activity to continue to be robust in 2011
     led by the continued push for end-to-end enterprise solutions
     and the need to solidify market positions in higher growth
     areas within the IT industry, such as storage and security.
     Positively, most M&A activity will likely be in the moderate
     range ($3 billion and below) and to be at least partially
     funded with cash.  Shareholder demands have been very limited
     over the last year And Fitch expects companies with large
     cash balances but working capital deficits (i.e., A/R and
     Inventory less A/P and Deferred Revenues) will continue to
     take a measured approach to share repurchases, dividends, and
     M&A.

  -- Pricing pressures and limited demand visibility are likely to
     continue for the foreseeable future.  Further, Fitch expects
     fiscal issues related to the public sector will worsen over
     the course of 2011 and therefore could dampen intermediate
     term growth.

  -- LBO risk will continue to garner headlines as many companies
     trade at low multiples relative to prior years.  However, the
     fallout of deals related to Fidelity National and Seagate
     over the last nine months could point to a more conservative
     stance for now by lenders and equity sponsors towards the
     pricing pressures and hyper-cyclical nature of the IT sector.

  -- The consumer shift to tablets and smart phones will likely be
     at the expense of traditional personal computers and
     printers.  This could result in elongated lifecycles for
     consumer PCs and printers.  As such, PC manufacturers that
     have traditionally benefited from a favorable cash conversion
     cycle on these consumer products could have a negative impact
     to free cash flow.

A list of Fitch-rated issuers in the U.S. technology sector and
their current Issuer Default Ratings:

  -- Accenture Plc. ('A+'; Stable);
  -- Advanced Micro Devices, Inc. ('B'; Stable)
  -- Agilent Technologies Inc. ('BBB'; Positive);
  -- Anixter Inc. ('BB+'; Stable);
  -- Anixter International Inc. ('BB+'; Stable);
  -- Arrow Electronics, Inc. ('BBB-'; Stable);
  -- Avnet, Inc. ('BBB-'; Stable);
  -- Broadridge Financial Solutions ('BBB+'; Stable);
  -- CA Inc. ('BBB+'; Stable);
  -- Computer Sciences Corp. ('BBB+'; Positive);
  -- Convergys Corp. ('BBB-'; Stable);
  -- Corning Incorporated ('BBB+'; Positive);
  -- Dell Inc. ('A'; Stable);
  -- Eastman Kodak Company ('B-'; Negative);
  -- eBay, Inc. ('A'; Stable);
  -- First Data Corp. ('B'; Stable);
  -- Fidelity National Information Services Inc. ('BB+'; Stable);
  -- Flextronics International Ltd. ('BBB-'; Stable);
  -- Freescale Semiconductor, Inc. ('CCC'; Positive);
  -- Hewlett-Packard Company ('A+'; Stable);
  -- Ingram Micro Inc. ('BBB-'; Stable);
  -- International Business Machines Corp. ('A+'; Stable);
  -- International Rectifier Corp. ('BB'; Stable);
  -- Jabil Circuit, Inc. ('BBB-'; Stable);
  -- KLA-Tencor Corp. ('BBB'; Stable);
  -- Microsoft Corp. ('AA+'; Stable);
  -- Moneygram International Inc. ('B+'; Stable);
  -- Moneygram Payment Systems Worldwide, Inc. ('B+'; Stable);
  -- Motorola, Inc. ('BBB-'; Positive);
  -- Oracle Corp. ('A'; Positive);
  -- Sanmina-SCI Corp. ('B+'; Stable);
  -- Seagate Technology ('BB+'; Stable);
  -- SunGard Data Systems Inc. ('B'; Stable);
  -- Tech Data Corporation ('BB+'; Stable);
  -- Texas Instruments Incorporated ('A+'; Stable);
  -- The Western Union Company ('A-'; Stable);
  -- Tyco Electronics Ltd. ('BBB'; Positive);
  -- Unisys Corp. ('B+'; Stable);
  -- Xerox Corporation ('BBB'; Stable).


APEX DIGITAL: Committee Wins Nod to Tap Pachulski Stang as Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has granted the official committee of unsecured creditors in the
Chapter 11 case of Apex Digital, Inc., permission to employ
Pachulski Stang Ziehl & Jones LLP as its attorneys, nunc pro tunc
to October 1, 2010.

Pachulski Stang will be entitled to allowance of compensation and
reimbursement of expenses, upon the filing and approval of interim
and final applications pursuant to the Federal Rules of Bankruptcy
Procedure, the Local Rules of this Court and other procedures as
may be fixed by order of the Court.

The Bankruptcy Court is satisfied that the firm represents no
interest adverse to the estate and that it is a "disinterested
person" as that term is defined under Sec. 101(14) of the
Bankruptcy Code.

The firm can be reached at:

  Ira D. Kharasch, Esq.
  Robert M. Saunders, Esq.
  PACHULSKI STANG ZIEHL & JONES LLP
  1010 Santa Monica Blvd., 11th Floor
  Los Angeles, CA 90067-4100
  Tel: (310) 277-6910
  Fax: (310) 201-0760
  E-mail: ikharasch@pszjlaw.com
          rsaunders@pszjlaw.com

                        About Apex Digital

Walnut, California-based Apex Digital, Inc. -- aka AW XEPA
Technologies Inc., AW Apex R&D Shangai, AW Apex, AW E2Go, AW
Entertainment to Go -- is a privately held company that provides
and markets consumer electronics, including high-definition LCD
televisions, home entertainment media devices, solar powered
lights and digital set top boxes.

Apex Digital filed for Chapter 11 protection on August 17, 2010
(Bankr. C.D. Calif. Case No. 10-44406).  Juliet Y. Oh, Esq., in
Los Angeles, California, assists the Debtor in its restructuring
effort.  The Debtor estimated assets and debts at $10 million
to $50 million as of the Petition Date.


APPLIED ENERGETICS: Receives NASDAQ Letter Citing Non-Compliance
----------------------------------------------------------------
Applied Energetics, Inc. received a notice from The NASDAQ Stock
Market stating that the minimum bid price of the Company's common
stock was below $1.00 per share for 30 consecutive business days
and that the Company was therefore not in compliance with
Marketplace Rule 5550(a)(2).  The notification letter has no
effect at this time on the listing of the Company's common stock
on The NASDAQ Capital Market. Applied Energetics common stock will
continue to trade on The NASDAQ Capital Market under the symbol
AERG.

The notification letter states that Applied Energetics will be
afforded 180 calendar days, or until June 13, 2011, to regain
compliance with the minimum closing bid requirement.  In
accordance with Marketplace Rule 5810(c)(3)(a), the Company can
regain compliance if the closing bid price of the Company's common
stock meets or exceeds $1.00 per share for at least 10 consecutive
business days.

If the Company does not regain compliance by June 13, 2011, NASDAQ
will provide written notification to the Company that the
Company's securities are subject to delisting.  In the event the
Company does not regain compliance by June 13, 2011, the Company
may be eligible for an additional 180 calendar day grace period if
it meets the initial listing standards, with the exception of bid
price, for The NASDAQ Capital Market, and it provides written
notice of its intention to cure the deficiency during the second
compliance period, by effecting a reverse stock split, if
necessary.

                 About Applied Energetics

Applied Energetics, Inc., based in Tucson, Arizona, specializes in
development and manufacture of advanced high performance lasers,
high voltage electronics, advanced optical systems, and integrated
guided energy systems for defense, aerospace, industrial, and
scientific customers worldwide.  Applied Energetics pioneered the
development of Laser Guided Energy(TM) (LGE(TM)) technology, and
related solutions for defense and security applications.


APOLLO MEDICAL: Incurs $41,000 Net Loss in October 31 Quarter
-------------------------------------------------------------
Apollo Medical Holdings Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $41,015 on $1.02 million of net
revenue for the three months ended Oct. 31, 2010, compared with a
net loss of $28,925 on $616,975 net revenue for the same period a
year ago.

The Company's balance sheet at Oct. 31, 2010, showed $1.29 million
in total assets, $1.39 million in total liabilities, and a
stockholders' deficit of 101,002.

As reported in the Troubled Company Reporter on June 2, 2010,
Kabani & Company, Inc., in Los Angeles, 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 31, 2010.  The independent auditors noted that the Company
has an accumulated deficit of $1.24 million as of January 31,
2010, working capital of $1.07 million and cash flows used in
operating activities of $338,141.

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

Glendale, Calif.-based Apollo Medical Holdings, Inc., provides
hospitalist services in the Greater Los Angeles, California area.
Hospitalist medicine is organized around the admission and care of
patients in an inpatient facility such as a hospital or skilled
nursing facility and is focused on providing, managing and
coordinating the care of hospitalized patients.


AURORA DIAGNOSTICS: Moody's Downgrades Senior Note Ratings to 'B3'
------------------------------------------------------------------
Moody's Investors Service downgraded the ratings on Aurora
Diagnostics, LLC's senior unsecured notes to B3 (LGD5, 76%) from
B2 (LGD5, 75%) and the amended credit facility to Ba2 (LGD2, 20%)
from Ba1 (LGD2, 19%).  Aurora's B1 Corporate Family and
Probability of Default Rating remain unchanged.  The outlook for
the ratings remains negative.

The downgrade of the ratings reflects the change in the
application of Moody's Loss Given Default Methodology following
the company's downsizing of the senior unsecured note offering to
$200 million from $230 million.  Moody's had previously
communicated that even a modest difference in the amount of
unsecured debt raised or secured debt repaid in this transaction
could affect the notching of both Classes of debt.

This is a summary of Moody's rating actions.

Ratings downgraded:

Aurora Diagnostics Holdings, LLC:

* Senior unsecured notes, to B3 (LGD5, 76%) from B2 (LGD5, 75%)

Aurora Diagnostics, LLC:

* Senior secured revolving credit facility, to Ba2 (LGD2, 20%)
  from Ba1 (LGD2, 19%)

* Senior secured term loan due 2016, to Ba2 (LGD2, 20%) from Ba1
  (LGD2, 19%)

Ratings unchanged:

Aurora Diagnostics Holdings, LLC:

* Corporate Family Rating, B1
* Probability of Default Rating, B1
* Speculative Grade Liquidity Rating, SGL-2

                        Ratings Rationale

Aurora's B1 Corporate Family Rating reflects the company's
comparatively small scale, relatively short operating history at
its current size and the potential risks associated with a rapid
growth rate.  Moody's also considers the significant amount of
contingent liabilities in the form of future earnouts and future
payments under a tax receivable arrangement relative to the debt
level.  However, Moody's also considers the company's history of
favorable operating performance, including strong margins, solid
free cash flow generation and relatively modest financial leverage
targets.

Upward pressure on the rating is limited due to the company's
size, risks associated with a rapid growth strategy and the
increase in leverage from the proposed bond offering.  However,
Moody's could change the outlook back to stable if the company
completes the contemplated IPO and uses proceeds to reduce debt.
Moody's could also consider stabilizing the outlook if the company
exhibits strong organic growth such that adjusted debt to EBITDA,
excluding obligations related to earnouts, approaches a
sustainable level of about 4.0 times.  Ratings on specific debt
instruments could change based on capital structure changes, even
if the Corporate Family Rating remains unchanged.

Conversely, Moody's could downgrade the rating if the company is
unable to reduce leverage in the near term due to operating
difficulty in its core business, either through pressure from
commercial payors on reimbursement rates or loss of physician
referrals for the company's services, or if Aurora experiences
integration issues with future acquisitions.  Additionally,
Moody's could consider downgrading the rating if the company does
not complete its contemplated equity offering or if proceeds from
the offering are not used for debt repayment.

Moody's last rating action on Aurora was on December 6, 2010, when
Moody's assigned the ratings to the proposed issuance of unsecured
notes and changed the rating outlook to negative.

Headquartered in Palm Beach Gardens, Florida, Aurora, through its
subsidiaries, provides physician-based general anatomic and
clinical pathology, dermapathology, molecular diagnostic services
and other esoteric testing services to physicians, hospitals,
clinical laboratories and surgery centers.  The company recognized
approximately $200 million in revenue for the twelve months ended
September 30, 2010.


BAKHTAVER IRANI: Wants to Take Over Mall; Sale on Hold
------------------------------------------------------
Bakhtaver and Aspi Irani, owners of the Closter Plaza mall in New
Jersey, are in Chapter 11 primarily with primarily with debts
related to their real estate holdings, The Record reports, citing
the Debtors' counsel.

Daniel Stolz, Esq., at Wasserman, Jurista & Stolz, in Millburn,
counsel to the Debtors, said the Aspis are in talks with
representatives from Hekemian & Co. to take over management of the
mall and get it back on the right track, according to The Record.

"Some of their real estate affairs were not appropriately managed
by the people they put in to run them," Mr. Stolz said, according
to the report.

Mr. Stolz cited Closter Plaza as an example, saying the removal of
tenants without replacement by the former project manager and the
delays in getting a Whole Foods Market to the development.

Mayor Sophie Heymann said Closter Plaza was among the five
commercial properties for which the borough planned to hold a tax
lien sale last week.  It owed $688,779 in 2010 property taxes,
according to the tax sale advertisement.

However, according to Mr. Stolz, the tax sale on Closter Plaza is
on hold because of the bankruptcy filing.

The Aspis filed for Chapter 11 protection (Bankr. D. N.J. Case No.
10-47961 in Newark, New Jersey on Dec. 8, 2010.  The Debtors
disclosed assets and debts of $10 million to $50 million.

The Chapter 11 case summary for Bakhtaver and Aspi Irani was
reported in the Dec. 10, 2010 edition of the Troubled Company
Reporter.


BARBER GLASS: Owner Repurchases Guelph Location from Receiver
-------------------------------------------------------------
Guelph Mercury reports that John Barber, president of Canada-based
Barber Glass Industries Inc., said an agreement was reached with
the receiver to buy back and preserve Barber Glass' retail
operation.  Mr. Barber did not disclose the purchase price, only
offering that it was under $1 million.

According to the report, Mr. Barber is purchasing back from the
receiver the Barber Glass Retail, a glass products shop on Suffolk
Street in Guelph, Ontario.  The bankruptcy proceedings revolving
around Barber Glass Industries, the much larger manufacturing
component of the business, continue, but there are efforts being
made to save it as well.

                 About Barber Glass Industries

Guelph, Ontario-based Barber Glass Industries, Inc., manufactures
fabricated glass and related products.  The company had three
locations: Collingwood, ON, for oversize glass; Southgate Drive,
Guelph, for architectural and furniture glass; and Suffolk Street,
Guelph, for retail glass.

After 127 years of successful operations, Barber Glass began an
expansion in 2008 with the development of a new state-of-the-art
facility in Collingwood, serving an oversize architectural glass
market.  However, a major equipment supplier to the new facility
had problems in solving their equipment issues resulting in a
delay in the start-up of commercial production for six months
according to a company press release.

On November 10, 2010, at the request of Bank of Montreal, the
Ontario Superior Court of Justice, Commercial List, entered an
order appointing Grant Thornton Limited as receiver and manager of
the assets and properties of Barber Glass Industries Inc.

A November 15, 2010 report by the Enterprise-Bulletin said that
the Collingwood and Southgate locations been affected by the
receivership, and about 100 employees -- 50 in each facility --
have lost their jobs, said Jeff Wilkins, operations manager at
Collingwood.  The Suffolk Street facility, with about 10
employees, hasn't been affected.

Lawyers for Banc of Montreal in the case are:

   Steven L. Graff, Esq.
   Ian E. Aversa, Esq.
   AIRD & BERLIS LLP
   Brookfield Place, 181 Bay Street
   Suite 1800, Box 754
   Toronto, ON  M5J 2T9  Canada
   Tel: (416) 865-7726
        (416) 865-3082
   Fax: (416) 863-1515
   E-mail: sgraff@airdberlis.com
           iaversa@airdberlis.com

New Hounds pointed to a link to the original source, Mother Jones.
I then cut the unnecessary items and focused on the facts.  Check
the revised story below:


BAYOU GROUP: Goldman Appeals $21MM Arbitration Award to Creditors
-----------------------------------------------------------------
Bankruptcy Law360 reports that Goldman Sachs Group Inc. has put up
a multimillion-dollar bond and said it is appealing a decision by
a lower court judge that kept alive a $20.6 million arbitration
award granted to unsecured creditors of Bayou Group LLC.

As reported in the Troubled Company Reporter on Dec. 3, 2010, U.S.
District Judge Jed S. Rakoff on November 30 upheld a $20.6 million
arbitration award against Goldman Sachs Execution & Clearing LP in
favor of Bayou Group LLC's unsecured creditors committee.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
recalled that prepetition, Bayou Group, a hedge fund that turned
out to be a Ponzi scheme, kept customer funds in accounts at
Goldman Sachs.  The official committee of unsecured creditors for
Bayou later sued Goldman in bankruptcy court.  Rather than submit
to the lawsuit in bankruptcy court, Goldman invoked a provision in
the account agreement, sending the dispute to arbitration under
the auspices of the Financial Industry Regulatory Authority.
After arbitrators told Goldman Sachs to pay $20.6 million to the
Bayou creditors, the broker filed suit in the District Court
alleging that the award was invalid as the result of "manifest
disregard" of controlling law.

According to Mr. Rochelle, Judge Rakoff disagreed with Goldman's
arguments and upheld the award.  Because Goldman Sachs
"voluntarily" chose arbitration, Judge Rakoff said it must "suffer
the consequences."  Judge Rakoff noted that arbitrators implicitly
found that Goldman Sachs "failed to engage in the diligent
investigation that would have revealed Bayou's fraud."

The case is Goldman Sachs Execution & Clearing, L.P. (f/k/a Spear,
Leeds & Kellogg, L.P.), v. The Official Unsecured Creditors'
Committee of Bayou Group, LLC, et al., on behalf of Bayou Group,
LLC, Bayou Management, LLC, Bayou Advisors, LLC, Bayou Equities,
LLC, Bayou Fund, LLC, Bayou Superfund, LLC, Bayou No Leverage
Fund, LLC, Bayou Affiliates Fund, LLC, and Bayou Accredited Fund,
LLC, case no. 10-cv-5622 (S.D.N.Y.).  A copy of Judge Jed S.
Rakoff's November 30, 2010 Opinion and Order is available at
http://is.gd/i7kzwfrom Leagle.com.

                          About Bayou Group

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

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

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


BENITO'S ORIGINAL: Files for Chapter 7 After Eviction
-----------------------------------------------------
Laura Mortkowitz, writing for Crain's New York Business, reports
that Benito's One Restaurant on Tuesday filed for Chapter 7
bankruptcy, one day after it was evicted from its longtime space
at 174 Mulberry St. in Little Italy.

Crain's relates Benito's Original Food Service, which owned
Benito's One Restaurant, filed for Chapter 7 in U.S. Bankruptcy
Court, listing assets of a mere $171.26 and liabilities of
$481,000.  Benito's owner, Leonard Picariello, listed up to 49
creditors.  The filing follows an eviction suit brought against
the eatery by landlord Kin Chung Au Yeung, who is owed $42,000 in
back rent.

According to a court filing, Benito's owns a second restaurant,
Metropolitan Restaurant 3, but no address was listed.


BERNARD L MADOFF: Law Firms Net $44 Million for Recovery Efforts
----------------------------------------------------------------
Bankruptcy Law360 reports that a judge has awarded $44 million to
Baker & Hostetler LLP and nine other firms working to recover
funds lost in Bernard L. Madoff's notorious Ponzi scheme, saying
the amount was warranted due to the recent slew of suits against
JPMorgan Chase & Co., HSBC Holdings PLC and others.

                      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 from lawsuits or settlements.


BERNARD L MADOFF: Trustee Says Son's Suicide Won't Stop Suits
-------------------------------------------------------------
Bankruptcy Law360 reports that the trustee overseeing the
liquidation of Bernard L. Madoff's investment company plans to go
forward with civil suits against members of the Ponzi schemer's
family, despite the elder Madoff son's suicide on Saturday.

                        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 from lawsuits or settlements.


BOZEL SA: Has Until April 1 to Propose Plan of Reorganization
-------------------------------------------------------------
The Hon. Arthur J. Gonzalez of the U.S. Bankruptcy Court for the
Southern District of New York extended Bozel S.A.'s exclusive
periods to file and solicit acceptances for the proposed plan of
reorganization until April 1, 2011; and June 1, respectively.

Bozel SA is a mineral mining company based in Luxembourg.  Bozel
S.A. sought bankruptcy protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-11802) on April 6,
2010, in Manhattan New York.  William F. Savino, Esq., Daniel F.
Brown, Esq., and Beth Ann Bivona, Esq., at Damon Morey LLP in
Buffalo, N.Y., represent the Debtor in the Chapter 11 case.  BDO
Consulting is the financial advisor.  The Debtor estimated assets
and debts at $50 million to $100 million.


BRANCH BANKING: B Support Floor Rating Remains on Watch Negative
----------------------------------------------------------------
Fitch Ratings has affirmed the long-term and short-term IDRs of
BB&T Corporation and its bank subsidiary, Branch Banking & Trust
Company, at 'A+' and 'F1', respectively.  The Rating Outlook has
been revised to Stable from Negative.

The affirmation reflects that BB&T's strong fundamentals remain
intact despite increased credit pressure that has caused
performance metrics to trend lower.  BB&T's ratings are supported
by the strength of its significant regional franchise, which spans
the Southeast and Mid-Atlantic states, as well as the company's
good liquidity position and solid core funding base.  The
company's capital position is considered sound with a tangible
common equity ratio and a Tier 1 common ratio of 7% and 9%,
respectively.  Also considered in the affirmation were BB&T's
plans and ability to comply with Basel III liquidity and capital
standards.

Fitch recognizes that although BB&T has remained profitable
through the credit cycle, recent performance has been aided by
securities gains, and anticipates that the company will continue
to be negatively affected by ongoing credit stress over the course
of the next several quarters, as the still weak economic
environment will keep the level of problem credits and credit
losses elevated.  However, Fitch expects that BB&T will be able to
manage through its current asset quality challenges despite the
difficult credit environment given it history of conservative
underwriting and the granularity of its loan portfolio.  Further,
the increase in problem assets and credit losses over the past
year were within Fitch's expectations.

BB&T's concentration in commercial real estate, an asset class
that remains under pressure, is higher than most peers at
approximately 32% of non-covered loans.  However, close to 50% of
its CRE portfolio is comprised of owner-occupied properties, which
tend to perform better than non-owner occupied, as evidenced by
annualized loss rates for BB&T's owner-occupied CRE portfolio
below 2% versus those for the company's problematic Residential
Acquisition, Development and Construction portfolio and other non-
owner occupied CRE approaching 15% and 6%, respectively.

The Stable Outlook considers that BB&T's performance will remain
hampered by continued credit pressure and the prospect that asset
quality and earnings performance could still worsen significantly
given Fitch's expectation for higher loss rates across various
loan categories, particularly for CRE, residential mortgage and
home equity.  However, Fitch believes that BB&T has the financial
wherewithal in terms of pre-provision net revenue, reserves, and
capital, to absorb added credit stress.  Nonetheless, should
BB&T's credit quality deteriorate substantially with losses
approaching levels incorporated in Fitch's stress scenarios, a
downgrade of the rating could still occur.  Also, given that
BB&T's ratings are near the top end of the industry, the company's
ratings would be negatively affected should its core earnings
regress or show signs of prolonged weakness.  That said, problem
assets and credit losses are expected to remain at manageable
levels.  Further, while Fitch has concerns about the company's
real estate exposure, BB&T has been successful reducing its
levels, particularly its exposure to the more problematic ADC
portfolio through a recently implemented asset disposition
strategy.

Separately, Fitch expects that BB&T will use its relative position
of strength in the banking sector to pursue acquisitions as the
industry consolidates.  While Fitch would evaluate any acquisition
on its individual merits, a large acquisition could result in
negative ratings pressure.

BB&T is among the largest banking companies in the U.S. with
approximately $157 billion in assets and 1,800 branches, spanning
the Southeast and Mid-Atlantic states.  The company's operations
also include a sizeable insurance agency franchise, as well as an
investment banking company and a national finance company.

These ratings have been affirmed and the Outlook revised to
Stable:

BB&T Corporation

  -- Long-term IDR at 'A+';
  -- Short-term IDR at 'F1';
  -- Senior Debt at 'A+';
  -- Subordinated debt at 'A';
  -- Short-term debt at 'F1';
  -- Individual at 'B';
  -- Support at '5';
  -- Support Floor at 'NF'.

Branch Banking & Trust Company

  -- Long-term IDR at 'A+';
  -- Short-term IDR at 'F1';
  -- Subordinated debt at 'A';
  -- Short-term debt at 'F1';
  -- Long-term deposits at 'AA-';
  -- Short-Term deposit at 'F1+';
  -- Individual at 'B'.

BB&T Financial, FSB

  -- Long-term IDR at 'A+';
  -- Short-term IDR at 'F1';
  -- Individual at B;

BB&T Capital Trust I
BB&T Capital Trust II
BB&T Capital Trust IV
BB&T Capital Trust V
BB&T Capital Trust VI
BB&T Capital Trust VII

  -- Preferred Stock at 'A-'.

These ratings remain on Rating Watch Negative:

Branch Banking & Trust Company

  -- Support at '4';
  -- Support Floor at 'B'.

BB&T Financial, FSB

  -- Support at '4';
  -- Support Floor at 'B'.


BRIARWOOD CAPITAL: Colony Trustee Bar Date Extended Until Feb. 11
-----------------------------------------------------------------
The Hon. Peter W. Bowie of the U.S. Bankruptcy Court for the
Southern District of California approved a stipulation extending
until February 11, 2011, the deadline for the chapter 11 trustee
of Colony Properties International, LLC and Colony Properties
International II, LLC, to file proofs of claim in Briarwood
Capital, LLC's bankruptcy case.

Colony I and Colony II are debtor-affiliates of Briarwood Capital.

The stipulation was entered among Richard M. Kipperman, Chapter 11
trustee for Colony Properties; Lennar Corporation and Lennar Homes
of California; and Leslie T. Gladstone, Chapter 11 trustee for
Briarwood.

             About Nicolas Marsch, Briarwood and Colony

Rancho Santa Fe, California-based Nicolas Marsch, III, filed for
Chapter 11 bankruptcy protection on February 25, 2010 (Bankr. S.D.
Calif. Case No. 10-02939).  Mr. Marsch estimated assets at
$100 million to $500 million and debts at $10 million to
$50 million.

Briarwood Capital, LLC, also based in Rancho Santa Fe, filed for
Chapter 11 bankruptcy protection on February 23, 2010 (Bankr. S.D.
Calif. Case No. 10-02677).  In its schedules, the Debtor disclosed
$292,798,759 in assets and $18,563,641 in liabilities as of the
Petition Date.

Colony Properties International, LLC, also filed for Chapter 11
(Bankr. S.D. Calif. Case No. 10-02937).

Mr. Marsch has a 100% membership interest in Briarwood, which he
valued at over $274 million.  He also has a 100% membership
interest in Colony Properties.  Mr. Marsch also asserts more than
$2 million in claims against Briarwood and is a guarantor of debt
owed by Briarwood and by to KBR Opportunity Fund II.  He is also
the guarantor of Colony's debt to KBR.  Colony asserts more than
$668,000 in claims against Mr. Marsch.  Colony also asserts more
than $50,000 in claims against Briarwood.

The cases are separately administered.  Each of the Debtors
proposed to employ Jeffry A. Davis, Esq., at Mintz Levin Cohn
Ferris Glovsky & Popeo, as bankruptcy counsel.  In July 2010, the
Court held that Mintz Levin was ineligible to represent the
estates of Mr. Marsch, Briarwood and Colony Properties, or any two
of them.  Chapter 11 trustees have been appointed in each of the
cases.


BRISAM COVINA: Wins Nod for Westerman Ball as Bankruptcy Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York has
granted Brisam Covina LLC permission to employ Westerman Ball
Ederer Miller & Sharfstein, LLP, as its attorneys under a general
retainer effective as of August 17, 2010.

The Bankruptcy Court is satisfied that the firm represents no
interest adverse to the estate and that it is a "disinterested
person" as that term is defined under Sec. 101(14) of the
Bankruptcy Code.

The firm can be reached at:

  John Westerman, Esq.
  Mickee M. Hennessy, Esq.
  WESTERMAN BALL EDERER MILLER & SHARFSTEIN, LLP
  1201 RXR Plaza
  Uniondale, NY 11556
  Tel: (516) 622-9200
  Fax: (516) 622-9212
  E-mail: mail@westermanllp.com

Uniondale, New York-based Brisam Covina LLC, dba Radisson Sultes
Hotel Covina, filed for Chapter 11 protection on August 17, 2010
(Bankr. E.D.N.Y. Case No. 10-76441).  The Debtor disclosed
$18,392,221 in assets and $19,581,874 in liabilities in its
schedules.


BROADSTRIPE LLC: Committee May Sue Critical Vendors Secretly
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Broadstripe LLC received approval from the bankruptcy
court of a settlement with the Official Committee of Unsecured
Creditors in connection with the Committee's request to pursue
preference suits.

According to Mr. Rochelle, Broadstripe initially opposed the
Committee's request for authority to file lawsuits to recover
payments made by the Debtor within 90 days of bankruptcy.  The
Debtor performed an analysis on whether suppliers had complete or
partial defenses.  According to the company, the committee's list
of potential preference defendants had four times as many targets
and 20 times as much in amount of preferences.  Broadstripe said
it was amenable to allowing the committee to sue for preferences,
although not against customers and suppliers that have valid
defenses.

According to the report, under the agreed arrangement, the
Creditors Committee can pursue preference suits, provided that the
resulting legal expense may be paid only from preference
recoveries.  The Committee can't charge litigation expenses
against the lenders' cash collateral or seek payment from secured
funding provided for the Chapter 11 case.

In addition, according to the report, Broadstripe has the right to
designate a preference defendant as a critical supplier.  Any
preference suits against suppliers will be kept secret until the
earlier of a sale of the business, the implementation of a plan of
reorganization, or June 30.

                       About Broadstripe LLC

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

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


BROADSTRIPE LLC: Hearing on Key Settlement on December 28
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Bankruptcy Court scheduled a Dec. 28 hearing
on Broadstripe LLC's settlement that removes obstacles to
confirmation of its Chapter 11 plan negotiated with first and
second lien lenders prepetition.  Broadstripe had requested a
December 13 hearing on the settlement.

As reported in the Dec. 15, 2010 edition of the Troubled Company
Reporter, Broadstripe LLC presented a settlement with the Official
Committee of Unsecured Creditors and the prepetition secured
creditors.

According to Mr. Rochelle, the settlement resolves a lawsuit
pursued by the Creditors Committee seeking the subordination or
recharacterization of the secured lenders' claims.  It also
settles $160 million in claims pursued by rival cable operators --
James Cable LLC and WaveDivision Holdings LLC -- based on alleged
failures to complete asset purchase agreements.  Under the
settlement:

   -- Secured lenders will be allowed to bid their claims
      rather than cash at a sale of the business.

   -- The lenders will create a fund with $3.3 million toward
      payment of claims of unsecured creditors.  Secured lenders
      won't take any part of the fund because of their deficiency
      claims.

   -- Lawyers for the Creditors Committee, who hadn't been paid
      for their work on the lawsuit, agreed to accept $500,000 in
      satisfaction of their fees.

                       About Broadstripe LLC

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

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


BROWN PROPERTIES: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Brown Properties 1, LLC
        9420 E. Golf Links, No. 164
        Tucson, AZ 85730
        Tel: (520) 312-7029

Bankruptcy Case No.: 10-39854

Chapter 11 Petition Date: December 14, 2010

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Robert S. Wolkin, Esq.
                  ROBERT S. WOLKIN, PC
                  3301 E. Camino Campestre
                  Tucson, AZ 85716
                  Tel: (520) 319-2159
                  Fax: (520) 319-0553
                  E-mail: rswolkin@cox.net

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

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

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

The petition was signed by David Adams, manager/member.


BTK III: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: BTK III, LLC
        303-305 S. Waukegan Rd.
        Lake Bluff, IL 60044

Bankruptcy Case No.: 10-54940

Chapter 11 Petition Date: December 13, 2010

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

Judge: Carol A. Doyle

Debtor's Counsel: Konstantine T. Sparagis, Esq.
                  LAW OFFICES OF KONSTANTINE SPARAGIS P.C.
                  8 S Michigan Ave 27th Fl
                  Chicago, IL 60603
                  Tel: (312) 753-6956
                  Fax: (866) 333-1840
                  E-mail: gsparagi@yahoo.com

Estimated Assets: $0 to $50,000

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

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-54940.pdf

The petition was signed by Angelo Pyroulis, managing member.


C&D TECHNOLOGIES: Incurs $6.45-Mil. Net Loss in Oct. 31 Quarter
---------------------------------------------------------------
C&D Technologies Inc. reported a net loss of $6.45 million on
$87.62 million of net sales for three months ended Oct. 31, 2010,
compared with a net loss of $3.44 million on $91.21 million of net
sales in the same period in 2009.

Net loss was $62.73 million in the nine months ended Oct. 31,
2010, compared with $18.81 million in the same period in 2009.

The Company's balance sheet at Oct. 31, 2010, showed
$250.37 million in assets, $265.79 million in liabilities and
stockholders' deficit of $15.42 million.

In an earnings release, the Company noted that the revenues of
$87.6 million for the quarter is up sequentially from
$83.8 million in the second quarter of this fiscal year and the
highest quarterly revenues this fiscal year.

With respect to the net loss of $6.4 million, the Company noted,
"Excluding $1.8 million restructuring charges related to the
previously announced closure of our Leola, PA manufacturing
facility and professional fees associated with our
recapitalization efforts of $1.3 million, the net loss in the
quarter would have been $3.4 million.  This compared to an
adjusted net loss of $4.9 million in this year's second quarter
and a GAAP loss of $3.4 million in the comparable year ago quarter
when there were no non-operational charges similar to those
expensed in the second and third quarter of this year."

Dr. Jeffrey A. Graves, President and CEO, said, "The global
strength of the C & D brand was demonstrated this quarter.
Despite extremely challenging circumstances, we achieved our best
revenue quarter of the fiscal year, a better than one book-to-bill
ratio, and enter the fourth quarter with a stronger backlog than
we have seen for a considerable time.  Revenues in the quarter
reflect sequential volume growth, driven by strong performance in
Asia, a rebound in Europe, as well as the success of our new
products, offset by the ongoing weakness in the North American
large Uninterruptible Power Supply market.  In addition, we
continue to make progress improving operations, although large UPS
volumes are weighing on margins and in managing Selling and
Administrative costs.  We generated over $3.5 million of adjusted
EBITDA in the quarter through these efforts.  Market uncertainties
arising from our capital structure were certainly a factor on our
business during this period, especially early in the quarter.
But, these have largely been overcome on the strength of our deep
customer relationships, our effective and ongoing communications
with the market, and the steady progress of our restructuring
efforts.  With the market focused on value for price, C & D
Technologies is benefitting from its industry leading reputation
for providing the best-performing, highest-quality, most reliable
and dependable energy storage solutions available to our markets."

Dr. Graves concluded, "We are making progress with our capital
restructuring efforts, which are required to address our capital
structure challenges.  As those activities proceed, our many
dedicated employees remain focused on improving operations to more
efficiently and effectively meet global energy storage needs, and
for that, I am proud of all of our loyal employees.  For over 100
years C & D Technologies has endured various business and economic
cycles, and we are committed to continuing that legacy well into
the future."

A full-text copy of the earnings release is available for free
at http://ResearchArchives.com/t/s?70ea

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

                      About C&D Technologies

Based in Blue Bell, Pennsylvania, C&D Technologies, Inc. (NYSE:
CHP) -- http://www.cdtechno.com/-- engineers, manufactures, sells
and services fully integrated reserve power systems for regulating
and monitoring power flow and providing backup power in the event
of primary power loss until the primary source can be restored.

               Restructuring Support Agreement

On September 14, 2010, the Company entered into a restructuring
support agreement with two convertible noteholders who together as
of the date of the RSA held approximately 56% of the aggregate
principal amount of the 2005 Notes and the 2006 Notes.  The
Supporting Noteholders have agreed to a proposed restructuring of
the 2005 Notes and the 2006 Notes which will be effected through
(i) an offer to exchange the outstanding 2005 Notes and 2006 Notes
for up to 95% of the Company's common stock, or (ii) a prepackaged
plan of reorganization under Chapter 11 of the U.S. Bankruptcy
Code.

The RSA may be terminated by the Supporting Noteholders upon the
Company's failure to consummate the Exchange Offer and/or the
Prepackaged Plan on or prior to February 28, 2011.

                         Exchange Offer

Pursuant to the RSA, the Company has launched an offer to exchange
its outstanding 5.25% Convertible Senior Notes due 2025 and 5.50%
Convertible Senior Notes due 2026 for up to 95% of the outstanding
shares of the Company's common stock in the aggregate following
consummation of the exchange offers.  The Company is
simultaneously soliciting holders of the Notes and the existing
holders of Common Stock to approve a prepackaged plan of
reorganization as an alternative to the exchange offer.

The exchange offers and the solicitation period for acceptances
under the prepackaged plan of reorganization expires 11:59 PM EST
on Monday, December 20, 2010.

If the restructuring is accomplished through the exchange offers,
the holders of Notes will receive their pro rata share of up to
95% of the outstanding shares of Common Stock following the
consummation of the exchange offers and the existing stockholders
of the Company will hold at least 5%, and up to 9.75% of the
outstanding shares of Common Stock following the consummation of
the exchange offers.

If the restructuring is accomplished through the prepackaged plan
of reorganization, 100% of the Notes, plus all accrued and unpaid
interest, will be cancelled, and holders of Notes will receive
their pro rata share of either (i) 95% of the common stock of the
Company issued under the prepackaged plan, if the Shareholder
Exchange Consent is obtained or (ii) 97.5% of the New Common
Stock, subject to dilution by any issuance made pursuant to
certain shareholder warrants to purchase 5.0% of the Common Stock,
if the Shareholder Exchange Consent is not obtained.

If the restructuring is accomplished through the prepackaged plan
of reorganization, 100% of the Common Stock will be cancelled, and
holders of Common Stock will receive their pro rata share of
either (i) 5% of the New Common Stock, if the Company's
stockholders approve the Shareholder Exchange Consent or (ii) (x)
2.5% of the New Common Stock and (y) Shareholder Warrants, if the
Company's stockholders do not approve the Shareholder Exchange
Consent.

C&D Technologies has elected not to make a semi-annual interest
payment due on its 5.25% Convertible Senior Notes due 2025 on
November 1, 2010.


C&S GROUP: Moody's Affirms Corporate Family Rating at 'Ba3'
-----------------------------------------------------------
Moody's Investors Service affirmed C&S Group Enterprises LLC's Ba3
Corporate Family and Probability of Default ratings and B2 senior
secured note rating following an announcement by The Great
Atlantic and Pacific Tea Company that A&P filed for Chapter 11
bankruptcy.  A&P is one of C&S' largest customers and currently
accounts for about 20% of C&S's annual revenue.

                        Ratings Rationale

The affirmation is based on Moody's opinion that bankruptcy filing
of The A&P will not likely result in the material loss of revenue,
cash flow or operating profit in the near-term.  C&S supplies the
majority of A&P's inventory and Moody's expects C&S will be a
preferred vendor to A&P post bankruptcy.  Additionally, C&S's
unsecured credit exposure to A&P is not expected to be material as
the company's trade terms to A&P are already tight.  C&S's Ba3
Corporate Family Rating continues to reflect the company's leading
position in a highly fragmented industry, good liquidity, and
moderate leverage.  Debt/EBITDA for the 12-month period ended
September 25, 2010, was 4.0 times.

The outlook revision to negative acknowledges the longer term
uncertainty associated with the bankruptcy of one of C&S's largest
customers, particularly with respect to possible store closings,
the renegotiation of the current vendor contract with C&S, and
other possible actions taken by A&P that could reduce C&S's sales
volume and profitability.  A material loss of revenue or negative
impact on cash flow from serviced stores due to closures or
divestitures related to the A&P bankruptcy or loss of any
additional material customer could result in a downgrade.
Quantitatively, ratings could be lowered if EBITA/interest falls
below 1.75 times or debt/EBITDA remains above 4.75 times.

The outlook could be revised back to stable if it appears that
sales volume , profitability, and credit metrics will not be
materially affected by A&P's bankruptcy over the longer-term.  A
higher rating, however, is not likely in the foreseeable future
given the longer-term uncertainty surrounding A&P's bankruptcy
filing.  A higher rating would likely require a more stable
operating environment, a continuation of current business volumes,
EBITA/interest of 2.0 times, and debt/EBITDA of 4.0 times.

Ratings affirmed and LGD point estimates revised where applicable:

  -- Corporate Family Rating at Ba3

  -- Probability of Default Rating at Ba3

  -- $300 million senior secured guaranteed notes due 2017 at B2
     (LGD 5, 86%)

C&S Group Enterprises LLC, issuer of the rated debt, is a
financing subsidiary of C&S Wholesale Grocers Inc. and four
affiliated operating companies.  C&S Wholesale Grocers is a
distributor of groceries to food retailers in the U.S.
Consolidated revenues of C&S Issuer Group are approximately
$19 billion.

The last rating action for C&S was on April 12, 2010, when its
Corporate Family Rating of Ba3 was assigned for the first time.


CAPITAL AUTOMOTIVE: S&P Affirms Corporate Credit Ratings at 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit ratings on Capital Automotive LLC and Capital Automotive
L.P.  S&P also affirmed its 'B' rating and maintained its '3'
recovery rating on Capital Automotive L.P.'s senior secured debt
issues.

"Our ratings on CARS reflect the company's highly aggressive debt
leverage, the risks posed by a large debt maturity in late 2012,
and the encumbered, single-purpose nature of its asset base," said
credit analyst Scott Sprinzen.  "However, the company's credit
profile benefits from the relatively stable nature of its
revenues, which are derived principally from rental income from
its auto dealership properties, and CARS' recently-bolstered cash
position, which is now large relative to near-term cash
requirements."

Over the one-year period that S&P's outlook addresses, CARS' auto
dealer tenants should benefit from improving U.S. light vehicle
sales, enabling them to sustain relatively strong rent coverage
measures and thereby support CARS' rental income.  In the wake of
recently completed financial transactions, CARS' should have ample
liquidity to meet near-term operating requirements, were there to
be any deterioration in its operating cash flow -- contrary to
S&P's current expectations.  Still, the $1.4 billion term debt
maturity in December 2012 is looming large, and unless the company
develops a refinancing plan in coming quarters, S&P could
eventually lower S&P's corporate credit rating.  On the other
hand, if CARS implements a recapitalization plan that involves
significant delevering of its capital structure, an upgrade could
result.


CASTRILLON AND: Case Summary & 7 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Castrillon and Associates Inc
        206 Magnolia Lake Dr
        Longwood, FL 32779

Bankruptcy Case No.: 10-47817

Chapter 11 Petition Date: December 13, 2010

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Debtor's Counsel: Susan D. Lasky, Esq.
                  SUSAN D LASKY, PA
                  2101 N Andrews Ave #405
                  Wilton Manors, FL 33311
                  Tel: (954) 565-5854
                  Fax: (954) 462-8411
                  E-mail: SDLPAECF@bellsouth.net

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

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

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb10-47817.pdf

The petition was signed by Alcibiades Castrillon, president.


CAVTEL HOLDINGS: Moody's Upgrades Corporate Family Rating to 'B3'
-----------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
CavTel Holdings LLC to B3 with a stable outlook from Caa2
following completion of the acquisition of CavTel's parent,
Cavalier Telephone Corporation by PAETEC Holding Corp.
(B2/Negative) on December 6, 2010.  The ratings upgrade reflects
Moody's view that the acquisition of Cavalier by PAETEC enhances
CavTel's standalone credit profile.  The magnitude of the rating's
lift has been capped at two notches based on Moody's practice to
rating non-guaranteed subsidiaries.  Concurrent with this rating
action, Moody's upgraded the various instrument ratings of CavTel
pursuant to Moody's loss-given-default methodology and as listed
below.  Finally, Moody's said it will withdraw all ratings for
CavTel as PAETEC has repaid the CavTel bank facilities.  This
concludes the ratings review commenced when the acquisition
agreement between PAETEC and Cavalier was announced in September
2010.

The rating review has concluded:

Upgrades:

Issuer: CavTel Holdings LLC

  -- CFR, Upgraded to B3 from Caa2

  -- PDR, Upgraded to B3 from Caa3

  -- Senior Secured Bank Credit Facility Rating, Upgraded to B3
     (LGD 3-49%) from Caa2 (LGD3-34%),

The rating outlook is stable.

                        Ratings Rationale

Moody's most recent rating action on CavTel Holdings LLC was on
September 13, 2010, when the ratings were put on review for
upgrade pending the PAETEC acquisition.

PAETEC is a CLEC headquartered in Fairport, NY.  The company
generated nearly $1.6 billion in revenues in 2009.

Richmond, Virginia based Cavalier is a competitive local exchange
carrier, which generated over $400 million in revenues in 2009.


CB HOLDING: Charlie Brown's Loan Requires Sale by Jan. 24
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that CB Holding Corp. received final approval for a
$2.5 million loan coupled with a settlement where secured lenders
will carve out a portion of asset-sale proceeds for benefit of the
company and unsecured creditors.

According to the report, secured lenders -- owed $70.2 million on
a term loan and revolving credit -- agreed that $125,000 plus 5%
of net proceeds from the sale of seven The Office stores will go
to the company and its unsecured creditors.  The lenders can't
receive any of the carveout on account of their deficiency claims.
From the sale of the remainder of the business, the company and
creditors can receive $125,000 plus 4% of proceeds of more than
$4 million.  Again, the carveout can't go toward the lenders'
deficiency claims.  From net proceeds from a pending lawsuit
against directors and officers, half will go to the company and
unsecured creditors.  On account of their deficiency claims, the
lenders can receive their pro rata portion from net recoveries
exceeding $1 million.

Mr. Rochelle adds that the DIP loan approval order sets out a
timetable for selling the business.  There must be a purchase
agreement for The Office stores by December 14.  For the remainder
of the stores, the court must approve auction procedures by
Dec. 22, with an auction by Jan. 24 and a sale-approval hearing by
Feb. 3.

                         About CB Holding

New York-based CB Holding Corp. owns and operates the Charlie
Brown's Steakhouse, Bugaboo Steak House, and The Office Beer Bar &
Grill.  The Company currently operates 20 Charlie Brown's
Steakhouse, 12 Bugaboo Creek Steak House and seven The Office
outlets.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on November 17, 2010 (Bankr. D. Del. Case No.
10-13683).  Christopher M. Samis, Esq., and Mark D. Collins, Esq.,
at Richards, Layton & Finger, P.A., assist the Debtors in their
restructuring effort.  The Garden City Group, Inc., is the
Debtors' notice, claims and solicitation agent.  CB Holding
estimated its assets at $100 million to $500 million and debts at
$50 million to $100 million.


CHICKLET BOOKS: To Close Doors by End of December
-------------------------------------------------
Judith Rosen at Publishers Weekly reports that New Jersey-based
book boutique Chicklet Books will close at the end of the year.

Publishers Weekly relates that owner Deb Hunter in August closed
Chicklet's sister store, Glen Echo used bookstore on Nassau
Street, and moved it into the 10,000 sq. ft. shopping center
space.  "I would have done it the other way around if I had known
I would lose my lease," Ms. Hunter said, according to Publishers
Weekly.

Although Ms. Hunter would like to stay in the mall or to move to
an affordable location -- she has been contacted by several
landlords -- that doesn't seem likely, says Publishers Weekly.

"It would require an instant influx of cash to afford the rents,
or a landlord needing a tax write off," Publishers Weekly quoted
Ms. Hunter as saying.  "I don't see either of those happening in
the next few weeks, so we will close down completely."

Ms. Hunter is in the midst of liquidating inventory, both books
and DVDS, as well as fixtures, Publishers Weekly added.

Chicklet Books is "the fun and funky book boutique" in the
Princeton Shopping Center in Princeton, N.J.


CHOA VISION: Taps Michael Jay Berger as General Bankruptcy Counsel
------------------------------------------------------------------
Choa Vision, LLC, asks the U.S. Bankruptcy Court for the Central
District of California for permission to employ the Law Offices of
Michael Jay Berger of Beverly Hills, California, as general
bankruptcy counsel, effective as of March 31, 2010.

The Law Offices of Michael Jay Berger will, among other things,
advise the Debtor of its legal rights and obligations under
Chapter 11, represent the Debtor at the first meeting of
creditors, prepare Status reports, and respond to any motions
filed in the Debtor's bankruptcy case.

The firm will charge the Debtor these rates:

     Michael Jay Berger, Esq.    $390 per hour
     Senior Associates           $360 per hour
     Junior Associates           $250 per hour
     Paralegals and Law Clerks   $200 per hour

The Debtor has paid the firm a prepetition retainer of $20,000
which will be maintained in the firm's client trust account until
court authorization is obtained.  The firm will comply with the
appropriate fee and employment guidelines in withdrawing any funds
from the estate of the Debtor.

Michael Jay Berger, Esq., assures the Court that the firm is
a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

  Michael Jay Berger, Esq.
  LAW OFFICES OF MICHAEL JAY BERGER
  9454 Wilshire Blvd., 6th Floor
  Beverly Hills, CA 90212-2929
  Tel: (310) 271-6223
  Fax: (310) 271-9805
  E-mail: michael.berger@bankruptcypower.com

Choa Vision LLC is a Los Angeles, California-based hotel company.
Choa Vision filed for Chapter 11 protection on August 18, 2010
(Bankr. C.D. Calif. Case No. 10-44798).  It estimated assets and
debts of between $10 million and $50 million each as of the
Petition Date.


CHOA VISION: Can Use 50 Morgan's Cash Collateral Until January 5
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has granted Choa Vision, LLC, permission, on an interim basis, to
continue using any and all cash collateral held by secured
creditor 50 Morgan CT, LLC, through and until January 5, 2011, in
accordance with a budget.

The Debtor is authorized to make expenditures in amounts not to
exceed 110% of each of the line item amounts contained in the
budget, except that the franchise fee may vary with the Debtor's
revenues.  Any expenditures in excess of that amount will require
the written approval of 50 Morgan CT, or further order of the
Bankruptcy Court after appropriate notice.  Budget savings may be
carried over within any line item and used by the Debtor in
subsequent periods.

The Debtor will pay to 50 Morgan the sum of $85,000 for November
on or before November 6, 2010, and the sum of $85,000 for December
on or before December 6, 2010.

In addition, as adequate protection, 50 Morgan will be granted
replacement liens in the Debtor's postpetition assets to the
extent of all cash collateral used, to the same extent, validity
and priority as secured creditor's prepetition liens; provided
that such replacement liens will not extend to avoidance actions.

A hearing regarding the Debtor's continued use of cash collateral
will be held on January 5, 2011, at 11:00 a.m.

A copy of the Budget is available for free at:

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

Choa Vision LLC is a Los Angeles, California-based hotel company.
Choa Vision filed for Chapter 11 protection on August 18, 2010
(Bankr. C.D. Calif. Case No. 10-44798).  It estimated assets and
debts of between $10 million and $50 million each as of the
Petition Date.  Michael Jay Berger, Esq., at the Law Offices Of
Michael Jay Berger, in Beverly Hills, California, represents the
Debtor.


CINCINNATI BELL: Board Approves Long-Term Incentive Program
-----------------------------------------------------------
On December 7, 2010, the Compensation Committee of the Board of
Directors of Cincinnati Bell Inc. approved a new long-term
incentive program to be implemented under the Company's 2007 Long
Term Incentive Plan.

The Incentive Program is primarily intended to:

     i) encourage rapid and profitable growth of revenue and
        earnings before interest, taxes, depreciation and
        amortization in the Technology Solutions segment of the
        Company's business,

    ii) create significant enterprise value through the growth of
        the TSS Business,

   iii) bring about a significant change in the strategic
        direction of the Company's business in a short time frame
        and

    iv) provide management and the Board with strategic
        flexibility.

The Incentive Program will be implemented through the grant of
performance units.  The award agreement provides for a specified
cash payment to the participating employee in the event that:

     i) the employee is continuously employed for a three year
        period after the date of grant,

    ii) specified EBITDA targets for the TSS Business are met over
        such three year period,

   iii) a "qualifying transaction" is consummated within ten years
        of the date of grant and

    iv) at least $1,000,000,000 of equity value is created in the
        TSS Business prior to the "qualifying transaction".

The Agreement also gives the Committee discretion to make
fractional payments in an amount up to, but not more than, the
base payout amount in the event there is either:

     a) a qualifying transaction before the fifth anniversary of
        the initial award grant date; or

     b) there is a qualifying transaction after the fifth
        anniversary of the initial award grant date and the equity
        value created is at least $500,000,000.

If a qualifying transaction does not occur within 10 years of the
grant date, the Agreement terminates with no payment to the
participating employee.  Moreover, if the participating employee's
employment is terminated for any reason , prior to the
consummation of a qualifying transaction, then the employee will
not receive any payment under the Agreement.  "Qualifying
transaction" includes certain sales of the TSS Business, certain
transactions that would result in the Company ceasing to own its
other businesses, and a change in control of the Company.

Pursuant to the terms of the Plan, no employee may receive
performance units in any calendar year with a value in excess of
$5,000,000.  While the Committee has not yet finalized specific
grants of performance units to any employee, it is expected that
the Company's named executive officers will be among the employees
who receive such grants.

                      About Cincinnati Bell

Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio,
provides telecommunications products and services to residential
and business customers in Ohio, Kentucky and Indiana.

Cincinnati Bell's balance sheet at Sept. 30, 2010, showed
$2.59 billion in total assets, $3.20 billion in total liabilities,
and a stockholder's deficit of $611.4 million.

                          *     *     *

The Company carries a 'B+' corporate credit rating from Standard &
Poor's.  S&P said in November 2010 that the rating reflects the
Company's highly leveraged financial risk profile, with
expectations for limited discretionary cash flow after capital
spending, which is currently elevated to expand its data center
business.

The Company has a 'B' Issuer Default Rating, and Stable outlook,
frm Fitch.  Fitch said in November 2010 that 'B' IDR for reflects
expectations for relatively high, albeit stable leverage and its
diversified revenue profile.  In addition, its wireline and
wireless businesses generate strong free cash flows.


COME AGAIN: Case Summary & 3 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Come Again, Inc.
        5717 West Shore Drive
        New Port Richey, FL 34652

Bankruptcy Case No.: 10-29752

Chapter 11 Petition Date: December 14, 2010

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

Debtor's Counsel: Buddy D. Ford, Esq.
                  BUDDY D. FORD, P.A.
                  115 N. MacDill Avenue
                  Tampa, FL 33609-1521
                  Tel: (813) 877-4669
                  Fax: (813) 877-5543
                  E-mail: Buddy@tampaesq.com

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/flmb10-29752.pdf

The petition was signed by Adel Riyad, treasurer.


CONSOLIDATED HORTICULTURE: Wins Nod for Add'l $11MM Financing
-------------------------------------------------------------
Bankruptcy Law360 reports that Hines Nurseries LLC received
bankruptcy court approval Tuesday for an additional $11 million of
debtor-in-possession financing after resolving an objection by
secured lender Bank of America NA, which claimed the DIP facility
did not adequately protect its collateral.

Irvine, California-based Consolidated Horticulture Group LLC,
doing business as Hines Nurseries LLC --
http://www.hineshorticulture.com/-- operates nursery facilities
located in Arizona, California, Oregon and Texas.  Through its
affiliate, the company produces and distributes horticultural
products.

Black Diamond Capital Management LLC purchased Hines
Nurseries Inc. in a bankruptcy sale in January 2009.  The
resulting reorganization plan, confirmed in January 2009, paid
secured creditors in full on their $35.9 million in claims while
providing as much as $12 million toward debt owing to suppliers
both before and after the bankruptcy filing.  The business bought
by Black Diamond was renamed to Consolidated Horticulture.

Consolidated Horticulture and its affiliates filed for Chapter 11
protection on October 12, 2010 (Bankr. D. Del. Lead Case No.
10-13308).  Laura Davis Jones, Esq. and Timothy P. Cairns, Esq. at
Pachulski Stang Ziehl & Jones LLP, serve as Delaware counsel to
the Debtors.  Attorneys at Jones, Walker, Waechter, Poitevent,
Carrere & Denegre, L.L.P., serve as bankruptcy counsel.  Epiq
Bankruptcy Solutions LLC is the claims agent.  Consolidated
Horticulture estimated $100 million to $500 million in assets and
$50 million to $100 million in debts in the Chapter 11 petition.


COUDERT BROTHERS: Plan Administrator Sues Orrick
------------------------------------------------
Nate Raymond, writing for The New York Law Journal, reports that
Development Specialists Inc., the company administering Coudert
Brothers LLP's liquidation plan, has sued Orrick, Herrington &
Sutcliffe, alleging that it interfered with Coudert's business and
aided and abetted in partners' breach of their fiduciary duty.
The suit cites e-mails from Coudert and Orrick lawyers, including
Orrick's chairman Ralph Baxter, to support claims that Orrick was
scheduling breakfasts and meetings with potential lateral partner
hires while the firms were in merger talks.

According to Law Journal, the lawsuit, filed in U.S. Bankruptcy
Court in the Southern District on Friday, followed a series of
actions brought by Coudert against Dechert, DLA Piper, Baker &
McKenzie and other firms seeking to recover monies for unfinished
business.  The Journal says the suit against Orrick goes a step
further, alleging that the San Francisco-based firm interfered
with Coudert's business and aided and abetted in partners' breach
of their fiduciary duty.

The Law Journal notes Orrick in a statement said that it "at all
times acted properly in hiring Coudert attorneys who voluntarily
chose to leave their former firm and affiliate with Orrick." The
firm said it "will respond more specifically" to the complaint in
court.

The Law Journal relates William Brandt Jr., the president of
Development Specialists, said while the suit does not indicate a
specific amount in damages, the total could be in the tens of
millions of dollars.  Of the other law firms sued to date, Baker &
McKenzie alone has agreed to a settlement.  The firm agreed to a
$6.65 million settlement in July.

Coudert's plan administrator is represented by David J. Adler,
Esq., at McCarter & English.

Orrick is represented by Barbra Parlin, Esq., at Holland & Knight.

                      About Coudert Brothers

Coudert Brothers LLP was an international law firm specializing in
complex cross-border transactions and dispute resolution.  The
firm had operations in Australia and China.  The Debtor filed for
Chapter 11 protection on Sept. 22, 2006 (Bankr. S.D.N.Y. Case
No. 06-12226).  John E. Jureller, Jr., Esq., and Tracy L.
Klestadt, Esq., at Klestadt & Winters, LLP, represent the Debtor
in its restructuring efforts.  The U.S. Trustee for Region 2
appointed five creditors to serve on an Official Committee of
Unsecured Creditors.  Brian F. Moore, Esq., and David J.
Adler, Esq., at McCarter & English, LLP, represent the Official
Committee of Unsecured Creditors.  Coudert scheduled total assets
of $29,968,033 and total debts of $18,261,380 as of the Petition
Date.

The Bankruptcy Court in August 2008 signed an order confirming
Coudert Brothers LLP's chapter 11 plan.  The Plan contemplated on
paying 39% to unsecured creditors with $26 million claims.


CRYSTAL CATHEDRAL: Gets Nod to Use Committee's Cash Until Jan. 14
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has granted Crystal Cathedral Ministries permission, on a final
basis, to use cash collateral of the Out of Court Committee of
Unsecured Creditors, to be used solely for the purposes and in the
amounts set forth in a cash collateral budget (for the 9 week
period ending January 14, 2011, or any succeeding cash collateral
budget to be submitted by the Committee).  The Debtor is
authorized to exceed the amounts in the Cash Collateral Budget by
as much as 115% of the budget total and savings in any month may
be carried over and used by the Debtor in subsequent months.

Within ten (10) days prior to the expiration of any cash
collateral budget, the Debtor will submit to the Committee a new
budget for the next thirteen (13) weeks for the Committee's
approval.  Unless objected to by the Committee within five (5)
calendar days after receipt of the new budget, the new budget will
replace the cash collateral budget, and the Debtor will be
authorized to use the Committee's cash collateral in accordance
with the new budget, without need of further notice to creditors
or order of the Court.

As adequate protection for the Debtor's use of its cash
collateral, the Committee will be granted a replacement lien in
the Debtor's post-petition assets.

The Committee's debt is purportedly secured by a UCC-1 Financing
Statement that was recorded on or about June 10, 2010.  The
Committee's lien is held by Credit Managers Association as a
stakeholder for all unsecured creditors.

As reported in the Troubled Company Reporter on October 27, 2010,
the Committee asserts that it has claims in the aggregate
approximate principal amount of $7.5 million.

Crystal Cathedral filed for Chapter 11 bankruptcy protection on
October 18, 2010 (Bankr. C.D. Calif. 10-24771).  March J.
Winthrop, Esq., who has an office in Newport Beach, California,
represents the Debtor.  The Debtor disclosed $72,872,165 in assets
and $48,460,826 in liabilities as of Chapter 11 filing.


DE CORO: Court Denies IRS' Bid to Alter Service of Notice
---------------------------------------------------------
Judge William L. Stocks denied a request by the Internal Revenue
Service to alter or amend a court order approving the form and
manner of service of notice of Foreign Claims Procedure.  The
Motion to Amend seeks entry of an amended Claims Procedure Order,
in the form of a clarification of the Claims Procedure Order so
that it is apparent that it does not apply to assets of De Coro
Limited that are located within the United States.  The Motion to
Amend further states that the United States "is concerned that if
this Court's [Claims Procedure Order] pertained to [De Coro
Limited] assets within the United States, the United States could
be compelled to defend its federal tax claim in a foreign court
with respect to assets that are located within the United States."

On February 18, 2009, James Wardell and Chan Wai Dune were
appointed as the Provisional Liquidators to oversee the
administration and liquidation of De Coro Limited in insolvency
proceedings pending before the High Court of the Hong Kong Special
Administrative Region Court of First Instance, Companies (Winding-
Up) No. 93 of 2009, pursuant to the Hong Kong Companies Ordinance,
Chapter 32 of the Laws of Hong Kong.

De Coro Limited is a Hong Kong limited liability company formed on
December 11, 1996, and is the parent company and shareholder of
DeCoro USA, Ltd.  DeCoro USA filed for Chapter 11 bankruptcy
(Bankr. M.D. N.C. Case No. 09-10846) on May 12, 2009.

On February 24, 2009, the Hong Kong Court entered an amended order
appointing the Provisional Liquidators and enumerating the powers
and duties of the Provisional Liquidators vis-a-vis the winding
down of the De Coro Group.  The Appointment Order vests the
Provisional Liquidators with sole authority to administer the
winding down of Ltd. and its subsidiaries, including, without
limitation, Ltd. and USA.

The Provisional Liquidators filed a voluntary petition under
Chapter 15 of the Bankruptcy Code (Bankr. M.D. N.C. Case No.
09-10369) on March 5, 2009, seeking, inter alia, recognition of
the Hong Kong Proceeding as a "foreign main proceeding" as such
term is used in Chapter 15 of the Bankruptcy Code.

On March 11, 2009, the Bankruptcy Court entered an order granting
the provisional relief sought by the Provisional Liquidators. On
April 2, 2009, the Bankruptcy Court entered an order granting the
Chapter 15 Petition, recognizing the Hong Kong Proceeding as a
foreign main proceeding, and extending certain relief to the De
Coro Group.

The IRS filed Claim Number. 4-1 in the Chapter 15 Case, asserting
a total claim of $99,764,687 against Ltd., comprised of
$84,379,425 as an unsecured priority tax claim, and an additional
$15,385,262 as a general unsecured claim.

The IRS filed Claim Number 5-1 in the Chapter 15 Case, amending
the Original Claim, and asserting a total claim of $133,990,621
against Ltd., comprised of $118,605,359 as an unsecured priority
tax claim, and an additional $15,385,262 as a general unsecured
claim.

A copy of the Court's December 13 Opinion and Order is available
at http://is.gd/iMvSJfrom Leagle.com.

De Coro Limited engages principally in the production of leather
upholstered furniture in China for export to international
markets.  De Coro makes its products at its facility in the
Longgang District of Shenzhen, China.


DIVINE SQUARE: Section 341(a) Meeting Scheduled for Jan. 5
----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Divine
Square LW, LLC's creditors on January 5, 2011, at 3:00 p.m.  The
meeting will be held at Claude Pepper Federal Building, 51 SW
First Ave Room 1021, Miami, FL 33130.

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

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

Miami, Florida-based Divine Square LW, LLC, filed for Chapter 11
bankruptcy protection on December 7, 2010 (Bankr. S.D. Fla. Case
No. 10-47363).  Stephen P. Drobny, Esq., at Shutts & Bowen LLP,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets and debts at $10 million to $50 million.


DRAKE RENTALS: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Drake Rentals, LLC
        875 North Michigan Avenue, Suite 3800
        Chicago, IL 60611

Bankruptcy Case No.: 10-54959

Chapter 11 Petition Date: December 13, 2010

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

Judge: John H. Squires

Debtor's Counsel: Gregory K. Stern, Esq.
                  GREGORY K. STERN, P.C.
                  53 West Jackson Blvd., Suite 1442
                  Chicago, IL 60604
                  Tel: (312) 427-1558
                  Fax: (312) 427-1289
                  E-mail: gstern1@flash.net

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

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

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-54959.pdf

The petition was signed by Richard J. Klarchek, president of
Capital First Realty, Inc., Debtor's manager.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Capital Home Sales, LLC                10-54387   12/08/10
Emerald One, LLC                       10-54962   12/13/10
Grouse, LLC                            10-54963   12/13/10
Richard J. Klarchek                    10-44866   10/06/10


DUKE AND KING: Taps McDonald Hopkins as Bankruptcy Counsel
----------------------------------------------------------
Duke and King Acquisition Corp., et al., ask for authorization
from the Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for
the District of Minnesota to employ McDonald Hopkins LLC as
bankruptcy counsel.

McDonald Hopkins will, among other things:

     a. analyze the Debtors' financial situation and render advice
        and assistance in determining how to proceed, which
        has included advice, negotiation and preparation of
        documents for a Chapter 11 filing;

     b. assist with preparation of filing of the petition,
        exhibits, attachments, schedules, statements, and lists,
        for stay motions, and other documents required by the
        U.S. Bankruptcy Code, the Bankruptcy Rules, the Local
        Rules or the Court in the course of the Debtors'
        bankruptcy cases;

     c. represent the Debtors at the meeting of creditors; and

     d. negotiate with creditors and other parties in interest.

McDonald Hopkins represented Debtors for a short period prior to
the Petition Date.  In that regard, the Debtors paid to the firm a
replenishing retainer totaling $398,407.07 of which $40,000 in
fees was applied on September 30, 2010; $131,856.50 in fees and
$3,827.60 in expenses was applied on November 12, 2010; $43,617.00
in fees and $4,762.97 in expenses was applied on November 30,
2010, and $24,328.00 in fees and $.50 in expenses was applied on
December 4, 2010, for prepetition fees, leaving a Chapter 11
retainer of approximately $150,014.50.  To the extent there are
any unpaid fees and costs for the few days prior to the Petition
Date, those fees and costs will be included and fully disclosed in
McDonald Hopkins' first interim fee application.  The compensation
agreed to be paid by the Debtors to McDonald Hopkins for its
representation in the bankruptcy cases includes the hourly rates
customarily charged by McDonald Hopkins plus reimbursable
expenses, all as may be allowed by the Court following periodic
fee application.

Shawn M. Riley, Esq., a member at McDonald Hopkins, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Burnsville, Minnesota-based Duke and King Acquisition Corp., dba
Burger King, was formed in November 2006, to acquire 88 Burger
King franchise restaurants from the Nath Companies.  It filed for
Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D.
Minn. Case No. 10-38652).  Clinton E. Cutler, Esq., and Douglas W.
Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.

Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn.
Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn.
Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D.
Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D.
Minn. Case No. 10-3856), filed separate Chapter 11 petitions on
December 4, 2010.

The cases are jointly administered, with Duke and King Acquisition
Corp. as the lead case.


DUKE AND KING: Wants Conway MacKenzie as Financial Advisor
----------------------------------------------------------
Duke and King Acquisition Corp., et al., ask for authorization
from the Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for
the District of Minnesota to employ Conway MacKenzie, Inc., as
financial advisor.

Conway MacKenzie will assist the Debtors as financial
restructuring advisor during the cases, and perform other
consulting services necessary to the Debtors' continuing
operations, effective as of the Petition Date.

Conway MacKenzie will be paid $125 to $475 for its services.

Joseph M. Geraghty, Conway MacKenzie's Senior Managing Director,
assures the Court that the firm is a "disinterested person" as
that term defined in Section 101(14) of the Bankruptcy Code.

Burnsville, Minnesota-based Duke and King Acquisition Corp., dba
Burger King, was formed in November 2006, to acquire 88 Burger
King franchise restaurants from the Nath Companies.  It filed for
Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D.
Minn. Case No. 10-38652).  Clinton E. Cutler, Esq., and Douglas W.
Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.

Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn.
Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn.
Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D.
Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D.
Minn. Case No. 10-3856), filed separate Chapter 11 petitions on
December 4, 2010.

The cases are jointly administered, with Duke and King Acquisition
Corp. as the lead case.


DUKE AND KING: Wants to Hire Fredrikson & Byron as Co-Counsel
-------------------------------------------------------------
Duke and King Acquisition Corp., et al., ask for authorization
from the Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for
the District of Minnesota to employ Fredrikson & Byron, P.A., as
co-counsel with the law firm of McDonald Hopkins LLC.

Fredrikson & Byron will, among other things:

     (a) act as local and co-counsel with Debtors' primary
         counsel, McDonald Hopkins;

     (b) assist with preparation of filing of the petitions,
         exhibits, attachments, schedules, statements, and lists,
         and other documents required by the U.S. Bankruptcy Code,
         the Bankruptcy Rules, the Local Rules or the Court in the
         course of these bankruptcy cases;

     (c) represent the Debtors at the meeting of creditors; and

     (d) negotiate with creditors and other parties in interest.

Fredrikson & Byron currently represents these entities who may be
creditors or parties-in-interest herein, all in matters entirely
unrelated to these Debtors and their bankruptcy cases:

   -- Inland Real Estate Group
   -- MOAC Mall Holdings LLC

Inland Real and MOAC Mall have waived or have been asked and are
expected to waive any potential conflict in Fredrikson & Byron's
representation of the Debtors herein.  In the event a dispute
arises involving one of these clients, Fredrikson & Byron will not
represent either party, and the affected Debtor will be
represented by McDonald Hopkins.  Fredrikson & Byron will
coordinate its representation with and look to McDonald Hopkins as
lead counsel

Fredrikson & Byron represented Debtors for a short period prior to
the filing date.  In that regard, Debtors paid to the firm
$8,909.50 for fees and expenses billed pre-petition.  As of the
filing date, Fredrikson & Byron holds a retainer of $40,000.  To
the extent there are any unpaid fees and costs for the few days
prior to the Filing Date, those fees and costs will be included
and fully disclosed in Fredrikson & Byron's first interim fee
application.  The compensation agreed to be paid by the Debtors to
Fredrikson & Byron for its representation in these bankruptcy
cases is the hourly rates customarily charged by Fredrikson &
Byron, plus consideration for any risk that there may not be funds
available to pay fees, any delay in payment of fees, and other
factors as may be appropriate, plus reimbursable expenses, all as
may be allowed by the Court following periodic fee application.

Clinton E. Cutler, Esq., an executive vice president and
shareholder in Fredrikson & Byron, Burnsville, assures the Court
that the firm is a "disinterested person" as that term defined in
Section 101(14) of the Bankruptcy Code.

Burnsville, Minnesota-based Duke and King Acquisition Corp., dba
Burger King, was formed in November 2006, to acquire 88 Burger
King franchise restaurants from the Nath Companies.  It filed for
Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D.
Minn. Case No. 10-38652).  Clinton E. Cutler, Esq., and Douglas W.
Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.

Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn.
Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn.
Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D.
Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D.
Minn. Case No. 10-3856), filed separate Chapter 11 petitions on
December 4, 2010.

The cases are jointly administered, with Duke and King Acquisition
Corp. as the lead case.


DYNEGY INC: Accepts $665MM Icahn Buyout But Keeps Options Open
--------------------------------------------------------------
Dynegy Inc. on Wednesday said its Board of Directors has
unanimously approved a definitive agreement to be acquired by
Icahn Enterprises LP in a tender offer followed by a merger for
$5.50 per share in cash, or approximately $665 million in the
aggregate.  Dynegy has approximately $3.95 billion of outstanding
debt, net of cash.

As reported by the Troubled Company Reporter on November 24, 2010,
Dynegy shareholders thumbed down the Company's proposed merger
agreement with The Blackstone Group.  The Blackstone Group had
offered to acquire Dynegy for $5.00 per share in cash.

At that time, Dynegy said it expects to immediately commence an
open strategic alternatives process to solicit proposals from
potentially interested parties and to carefully review its
standalone restructuring alternatives.

Rebecca Smith and Gina Chon, writing for The Wall Street Journal,
reported that the defeat came at the hands of activist investor
Carl Icahn and hedge fund Seneca Capital LP, which recently bought
a combined 22% stake in the company and urged others to reject
Blackstone's offer.

According to the Journal, people familiar with the matter said
Seneca was likely to make an offer of more than $6 a share, with
the participation of a partner.  Seneca said in investor
presentations that Dynegy was worth around $6.50 a share.

The Journal also reported Mr. Icahn has said he may make a bid and
a person familiar with the matter said he is willing to put in
writing an offer of a $2 billion credit facility. Mr. Icahn was
unavailable to comment.

As reported by the TCR on November 17, 2010, Dynegy rejected Mr.
Icahn's offer to help line up a credit line of up to $2 billion
for Dynegy if it runs into any financial problems should the
Blackstone merger fall through. While the non-binding Icahn credit
facility proposal would fulfill certain short-term capital needs,
Dynegy told shareholders in a statement the Icahn offer does
nothing to address the Company's long-term funding requirements.

Financial terms of that $2 billion credit line were not disclosed.
Dynegyhad noted that the terms of Mr. Icahn's facility cannot be
fully defined or finalized until well after the special
shareholders' meeting scheduled at that tie to consider the
Blackstone merger.

                         Dynegy-Icahn Deal

Under the terms of the agreement, Dynegy stockholders will receive
$5.50 in cash for each outstanding share of Dynegy common stock
they own, which is $0.50 per share or 10% higher than the previous
offer and represents a 10% premium to Dynegy's average closing
stock price over the last 30 trading days.

A wholly owned subsidiary of IEP will commence a tender offer for
all of the outstanding shares of Dynegy that they do not already
own no later than December 22, 2010.

IEP and its affiliates own approximately 9.9% of Dynegy's
outstanding shares and have previously acquired options to
purchase approximately 5% of Dynegy's outstanding shares.  IEP has
also agreed that, in certain circumstances, if a "superior" all
cash offer is made and supported by Dynegy, and IEP does not wish
to top the "superior" offer, it will support it.

                Open Strategic Alternatives Process

Under the terms of the merger agreement, Dynegy will continue its
ongoing open strategic alternatives process, during which Dynegy
will solicit superior proposals until 11:59 p.m. (Eastern Time) on
January 24, 2011.  Prior to the execution of the merger agreement,
Dynegy's financial advisors had already commenced soliciting
interest from a significant number of strategic and financial
buyers, and other interested third parties are invited to contact
Dynegy's financial advisors.  It is not anticipated that any
developments will be disclosed with regard to this process unless
Dynegy's Board of Directors makes a decision with respect to any
potential superior proposal.  There are no guarantees that this
process will result in a superior proposal. The Special Committee
of Dynegy's Board will continue to oversee the open strategic
alternatives process.

Bruce A. Williamson, Chairman, President and Chief Executive
Officer of Dynegy Inc., said, "We believe the IEP offer, coupled
with our continued ability to solicit superior proposals and the
commitment of IEP to support a company accepted all cash offer for
100% of the Company, is a very positive outcome for all Dynegy
stockholders."

Carl C. Icahn stated: "All stockholders should benefit from the
auction process which has now begun at a price which is 10% higher
than the last bid."

                        Closing Conditions

Completion of the transaction is conditioned on, among other
things, satisfaction of the minimum tender condition that at the
close of the tender offer, IEP and its affiliates own at least 50%
of Dynegy's shares and receipt of regulatory approvals. Following
receipt of the minimum condition, a merger will be effected so
that a subsidiary of IEP will be merged into Dynegy and holders of
Dynegy's outstanding common stock will receive $5.50 per share,
subject to appraisal rights. In the event the minimum condition is
not met, and in certain other circumstances, the parties have
agreed to complete the transaction through a one-step merger after
receipt of stockholder approval. If no superior proposal is
received during the open strategic alternatives process and the
tender offer is successfully completed, Dynegy expects the
transaction to close in the first quarter of 2011.

                            Advisors

Goldman, Sachs & Co. and Greenhill & Co., LLC are serving as
financial advisors and Sullivan & Cromwell LLP is serving as legal
counsel to Dynegy.

                      About Icahn Enterprises

Icahn Enterprises L.P. (NYSE: IEP), a master limited partnership,
is a diversified holding company engaged in seven primary business
segments: Investment Management, Automotive, Railcar, Food
Packaging, Metals, Real Estate and Home Fashion.

                        About Dynegy Inc.

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

As reported by the Troubled Company Reporter on November 26, 2010,
Fitch Ratings downgraded the ratings of Dynegy Inc. and its
subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from
'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank
credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior
unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I
preferred to 'C/RR6' from 'CCC/RR6'.

The downgrade reflects Fitch's belief that the rejection of The
Blackstone Group's bid to acquire Dynegy for $5/share will likely
lead to another transaction and capital restructuring by Dynegy's
management as activist stockholders seek to maximize shareholder
values.  The downgrade also reflects the underperformance of
Dynegy's merchant generation operations.  There is a high
correlation ofDynegy's future financial performance to improvement
in power prices, shrinkage in the reserve capacity margins in the
wholesale markets Dynegy owns and operates its generating plants,
and improvement in electricity demand.

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


EARTH ART: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Earth Art Inc.
          dba Earth Solutions Inc.
        9295 Christiana Fosterville Rd
        Christiana, TN 37037

Bankruptcy Case No.: 10-13365

Chapter 11 Petition Date: December 10, 2010

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: George C. Paine II

Debtor's Counsel: Elliott Warner Jones, Esq.
                  EMERGE LAW, PLC
                  1600 Division Street, Suite 675
                  Nashville, TN 37203
                  Tel: (615) 916-5264
                  E-mail: elliott@emergelaw.net

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

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

A list of the Company's nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tnmb10-13365.pdf

The petition was signed by Jamie Gilman, president/owner.


EASTMAN KODAK: Fitch Gives Stable Outlook for Industry in 2011
--------------------------------------------------------------
Fitch Ratings has published its annual outlook on the U.S.
Technology sector.  The report titled '2011 Outlook: U.S.
Technology' gives an overview of Technology sub-sectors hardware,
IT services, semi-conductors, distributors, and electronic
manufacturing services, among others.

Fitch has a Stable Outlook on the U.S. Technology sector for 2011.
Fitch expects global Information Technology spending in 2011 to
exceed worldwide GDP with mid-single digit growth driven by
emerging markets, continued commercial refresh of PC's and
servers, and increased demand for storage, analytics and
virtualization products.  Operating profitability should continue
to improve as cost reduction initiatives result in positive
operating leverage.  Fitch expects higher growth will be mitigated
by a pressured public sector, normalized supply chain demand with
minimal benefit from inventory replenishment, and potential
pricing pressures from the increasing overlap of product offerings
by the largest IT companies.

Given the general fragility of the economy, Fitch believes there
is limited upside ratings potential for the overall sector outside
of companies already on positive outlook.  Nonetheless, the
majority of investment grade IT companies have material amounts of
liquidity, as well as debt capacity at existing ratings.  The
biggest concern heading into 2011 is the risk IT companies use up
this liquidity and capacity (via shareholder returns and/or
exorbitant M&A premiums) on the heels of an economic downturn.
This concern is mitigated by the sectors' historically
conservative stance towards leverage and shareholder returns.

The stable outlook takes into account Fitch's belief that the
sector has adequate capacity to withstand an unforeseen downturn
in the economy.  The consistency and rational behavior of the
supply chain served the industry well during challenging economic
and industry conditions, and Fitch expects similar behavior will
continue to benefit the industry in 2011.

Key Themes and Concerns of Fitch's IT Outlook:

  -- Heading into 2011, the Investment Grade Technology sector is
     marked by strong liquidity and, in many cases, debt capacity
     at existing ratings. As such, Fitch believes these Investment
     Grade Technology companies could withstand a double-dip
     recession and still maintain existing ratings. The high-yield
     technology sector for the most part does not benefit from
     this flexibility as companies, including First Data and
     Freescale, would likely not be able to withstand another
     pullback in the economy.

  -- Fitch expects M&A activity to continue to be robust in 2011
     led by the continued push for end-to-end enterprise solutions
     and the need to solidify market positions in higher growth
     areas within the IT industry, such as storage and security.
     Positively, most M&A activity will likely be in the moderate
     range ($3 billion and below) and to be at least partially
     funded with cash.  Shareholder demands have been very limited
     over the last year And Fitch expects companies with large
     cash balances but working capital deficits (i.e., A/R and
     Inventory less A/P and Deferred Revenues) will continue to
     take a measured approach to share repurchases, dividends, and
     M&A.

  -- Pricing pressures and limited demand visibility are likely to
     continue for the foreseeable future.  Further, Fitch expects
     fiscal issues related to the public sector will worsen over
     the course of 2011 and therefore could dampen intermediate
     term growth.

  -- LBO risk will continue to garner headlines as many companies
     trade at low multiples relative to prior years.  However, the
     fallout of deals related to Fidelity National and Seagate
     over the last nine months could point to a more conservative
     stance for now by lenders and equity sponsors towards the
     pricing pressures and hyper-cyclical nature of the IT sector.

  -- The consumer shift to tablets and smart phones will likely be
     at the expense of traditional personal computers and
     printers.  This could result in elongated lifecycles for
     consumer PCs and printers.  As such, PC manufacturers that
     have traditionally benefited from a favorable cash conversion
     cycle on these consumer products could have a negative impact
     to free cash flow.

A list of Fitch-rated issuers in the U.S. technology sector and
their current Issuer Default Ratings:

  -- Accenture Plc. ('A+'; Stable);
  -- Advanced Micro Devices, Inc. ('B'; Stable)
  -- Agilent Technologies Inc. ('BBB'; Positive);
  -- Anixter Inc. ('BB+'; Stable);
  -- Anixter International Inc. ('BB+'; Stable);
  -- Arrow Electronics, Inc. ('BBB-'; Stable);
  -- Avnet, Inc. ('BBB-'; Stable);
  -- Broadridge Financial Solutions ('BBB+'; Stable);
  -- CA Inc. ('BBB+'; Stable);
  -- Computer Sciences Corp. ('BBB+'; Positive);
  -- Convergys Corp. ('BBB-'; Stable);
  -- Corning Incorporated ('BBB+'; Positive);
  -- Dell Inc. ('A'; Stable);
  -- Eastman Kodak Company ('B-'; Negative);
  -- eBay, Inc. ('A'; Stable);
  -- First Data Corp. ('B'; Stable);
  -- Fidelity National Information Services Inc. ('BB+'; Stable);
  -- Flextronics International Ltd. ('BBB-'; Stable);
  -- Freescale Semiconductor, Inc. ('CCC'; Positive);
  -- Hewlett-Packard Company ('A+'; Stable);
  -- Ingram Micro Inc. ('BBB-'; Stable);
  -- International Business Machines Corp. ('A+'; Stable);
  -- International Rectifier Corp. ('BB'; Stable);
  -- Jabil Circuit, Inc. ('BBB-'; Stable);
  -- KLA-Tencor Corp. ('BBB'; Stable);
  -- Microsoft Corp. ('AA+'; Stable);
  -- Moneygram International Inc. ('B+'; Stable);
  -- Moneygram Payment Systems Worldwide, Inc. ('B+'; Stable);
  -- Motorola, Inc. ('BBB-'; Positive);
  -- Oracle Corp. ('A'; Positive);
  -- Sanmina-SCI Corp. ('B+'; Stable);
  -- Seagate Technology ('BB+'; Stable);
  -- SunGard Data Systems Inc. ('B'; Stable);
  -- Tech Data Corporation ('BB+'; Stable);
  -- Texas Instruments Incorporated ('A+'; Stable);
  -- The Western Union Company ('A-'; Stable);
  -- Tyco Electronics Ltd. ('BBB'; Positive);
  -- Unisys Corp. ('B+'; Stable);
  -- Xerox Corporation ('BBB'; Stable).


ELEPHANT TALK: Registers 68.9MM Shares Issued in Private Placement
------------------------------------------------------------------
Elephant Talk Communications, Inc., filed with the Securities and
Exchange Commission filed a prospectus to register 68,872,357
shares of common stock to be sold in an offering.


In 2009, through a private placement $12.3 million gross was
raised, with $6.08 million from related parties.  In the first
three months of 2010, the Company has received loans in the total
amount of EUR1,850,000 (US$ 2,518,220) from QAT II Investments,
SA, a related party investment fund.

In 2010, the Company also raised $2,885,000 in 2010 in a bridge
equity financing of units consisting of common stock, no par
value, and warrants exercisable into common stock, with accredited
investors.  Subsequent to the Bridge Financing, the Company
conducted a private placement of units consisting of shares of its
common stock and warrants to accredited investors which resulted
in gross proceeds of $6,459,800 in the second quarter 2010,
$1,927,750 in the third quarter and $5,612,450 in October 2010
bringing the total gross proceeds of the Private Placement
Offering to $14,000,000.

According to the November 23, 2010 Form S-1 filing, the shares of
common stock registered in the Prospectus include:

   (i) 18,437,997 shares of common stock issued in the 2010
       private placement offering;

  (ii) 2,885,000 shares of common stock issued in the 2010 bridge
       offering;

(iii) 23,464,387 shares of common stock issuable in connection
       with 23,464,387 warrants issued in connection with the 2010
       private placement (including (a) 11,666,686 warrants
       underlying the units issued to investors in the 2010
       private placement, (b) 6,711,311 warrants underlying
       automatic conversions of certain notes and loans by QAT II
       Investments, SA and (c) 5,026,390 warrants issued in
       connection with the amendment to certain loans from QAT
       II),

  (iv) 5,770,000 shares of common stock underlying 5,770,000
       warrants issued in the 2010 bridge offering (including
       2,885,000 "A" warrants and 2,885,000 "B" warrants);

   (v) 11,543,020 shares of common stock underlying 11,543,020
       warrants issued in connection with the 2009 private
       placement;

  (vi) 2,100,003 shares of common stock underlying 2,100,003
       warrants issued to Dawson James for acting as selling agent
       in connection with the 2010 private placement offering;

(vii) 465,300 shares of common stock underlying 465,300 warrants
       issued to Sandgrain Securities and Quercus Management Group
       NV for acting as selling agent in connection with the 2010
       bridge offering (including 232,650 "A" warrants and 232,650
       "B" warrants);

(viii) 1,693,455 shares of common stock underlying 1,693,455
       warrants issued to Dawson James and QMG for acting as
       selling agents in connection with the 2009 convertible
       note offering; and

  (ix) 2,513,195 shares of common stock underlying 2,513,195
       warrants issued to QAT II in connection with certain loans
       made to the company.

Following the offering, the shares outstanding will increase from
89,171,658 to 136,721,018 assuming full exercise of the warrants.

The securities in the offering were issued to the applicable
selling stockholders in private placement or other exempt
transactions completed prior to the filing of the registration
statement of which this prospectus is a part.

The Company will not receive any proceeds from the rsale of the
common stock.  However, the Company may receive up to a maximum of
approximately $66 million of proceeds from the exercise of the
warrants held by certain selling stockholders, which proceeds the
Company would expect to use for general working capital.

A copy of the Prospectus is available for free at:

                http://ResearchArchives.com/t/s?70e8

                        About Elephant Talk

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

The Company's balance sheet at Sept. 30, 2010, showed
$41.68 million in total assets, $69.79 million in total
liabilities, and a stockholders' deficit of $28.10 million.
Stockholders' deficit was $14.9 million at June 30, 2010.

                          *     *     *

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


ENNIS COMMERCIAL: Wants Access to Blocked Account to Pay Taxes
--------------------------------------------------------------
Ennis Commercial Properties, LLC, asks the U.S. Bankruptcy Court
for the Eastern District of California for authorization to use
the funds in a blocked account to pay property taxes.

The Debtor previously obtained approval to sell its real property
located at 1850 S. Central, Visalia, California.  The sale
proceeds amounted to $291,315, and pursuant to the Court order,
the Debtor was required to put the sale proceeds into a blocked
account.

Judge Whitney Rimel will convene a hearing today, December 16,
2010, at 1:30 p.m., to consider the Debtor's request for use of
the funds.

The Debtor intends to use money from the blocked account

  -- to pay $86,273, the second installment of the property taxes
     for 2010 on the real estate, to maintain significant equity
     in the property; and

  -- support business operations.

The Debtor says it has had trouble collecting rents from a number
of the Debtor's clients, and when it is unable to collect rent in
a timely manner, it does not have the funds to support ongoing
business operations.

              About Ennis Commercial Properties, LLC

Porterville, California-based Ennis Commercial Properties, LLC
filed for Chapter 11 bankruptcy protection on March 16, 2010
(Bankr. E.D. Calif. Case No. 10-12709).  Peter L. Fear, Esq., who
has an office in Fresno, California, assists the Company in its
restructuring effort.  The Company estimated assets and debts
at $10 million to $50 million.

An affiliate, Ennis Homes, Inc. (Case No. 09-10848) filed for
Chapter 11 on February 2, 2009.  Two other affiliates also filed
for Chapter 11 in 2009.


ENRIQUE GARCIA: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Enrique Garcia
        1295 New York Dr
        Altadena, CA 91001

Bankruptcy Case No.: 10-63062

Chapter 11 Petition Date: December 13, 2010

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

Judge: Alan M. Ahart

Debtor's Counsel: Philip E. Koebel, Esq.
                  P.O. Box 94799
                  Pasadena, CA 91109
                  Tel: (626) 797-6342
                  Fax: (626) 410-1149
                  E-mail: lawofpek@gmail.com

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

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

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


EPIC PREMIER: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Epic Premier Properties, LLC
        605 S. Douglas
        El Segundo, CA 90245

Bankruptcy Case No.: 10-63150

Chapter 11 Petition Date: December 13, 2010

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

Judge: Richard M. Neiter

Debtor's Counsel: Alan F. Broidy, Esq.
                  LAW OFFICES OF ALAN F. BROIDY, APC
                  1925 Century Park E 17th Fl
                  Los Angeles, CA 90067
                  Tel: (310) 286-6601
                  Fax: (310) 286-6610
                  E-mail: alan@broidylaw.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 eight largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-63150.pdf

The petition was signed by Marvin Smith, general partner of 8
Tahoe, LP.


FANNIE MAE: Fitch Affirms Preferred Stock Rating at 'C/RR6'
-----------------------------------------------------------
Fitch Ratings has affirmed the long-term Issuer Default Ratings,
senior debt ratings and short-term IDRs of Fannie Mae at 'AAA' and
'F1+', respectively.  In addition, Fannie's Support Rating of '1'
and Support Floor of 'AAA' have also been affirmed.  The Rating
Outlook remains Stable.

Fannie's 'AAA/F1+' senior debt ratings, along with its 'AA-'
subordinated debt ratings, are indicative of strong U.S.
government support.  Fitch currently has a sovereign credit rating
of 'AAA/F1+', with a Stable Outlook on the U.S. federal
government.  As of Sept. 30, 2010, the U.S. Treasury has made
capital injections totalling $85.1 billion into Fannie since it
was placed into conservatorship in September 2008.  In addition,
the Federal Reserve held $1.1 trillion of Agency mortgage backed
securities and $154.1 billion of direct debt issued by government-
sponsored enterprises as of Sept. 30, 2010.

The GSEs continue to play a pivotal role in the federal
government's plan to support the housing market.  Through the
first nine months of 2010, Fannie was the largest issuer of
mortgage-related securities in the secondary market, with an
estimated market share of new single family mortgage-related
securities of approximately 45%.  The GSEs have played leadership
roles in implementing and maintaining the government's Making Home
Affordable plan as well as other important initiatives.
Therefore, Fitch believes that government support will remain
unquestioned while the GSEs are in conservatorship and a clear
exit strategy has not been articulated.  Fannie's ratings or
Outlook could be negatively affected if Fitch were to lower its
ratings or Outlook on the U.S. government or if Fitch believes the
future level of government support for Fannie will change.

Fitch has also affirmed Fannie's preferred stock ratings at
'C/RR6', reflecting the ongoing deferral of payments and very low
prospects for recovery.

Fitch has affirmed these ratings with a Stable Outlook:

Fannie Mae

  -- Long-term IDR at 'AAA';
  -- Senior unsecured at 'AAA';
  -- Short-term IDR at 'F1+';
  -- Short-term debt at 'F1+';
  -- Subordinated debt at 'AA-';
  -- Preferred stock at 'C/RR6';
  -- Support rating at '1';
  -- Support floor at 'AAA'.


FRAMINGHAM ACQUISITION: McLaughlin & Co. to Auction Building
------------------------------------------------------------
A December 13 report by MetroWest Daily News said that McLaughlin
& Co. Auctioneers LLC has moved the auction sale of the Arcade
Building at 101-117 Concord St., in Framingham, Massachusetts, to
Thursday at 2 p.m.  The building is being sold as part of
foreclosure proceedings.

According to the report, the property was planned to be
transformed as part of Framingham Acquisition's $60 million mixed-
use redevelopment project, which was permitted by the Planning
Board in 2004.  The project never came to fruition.

Mortgage-holder First Trade Union Bank plans to separately sell
two condo units and the rest of the block building, which is home
to CVS/Pharmacy, Limey's Pub and other tenants, says MetroWest.

Based in Wellesley, Massachusetts, Framingham Acquisition LLC
filed for Chapter 11 bankruptcy filing on June 18, 2009 (Bankr. D.
Mass. Case No. 09-15662).  Judge Frank J. Bailey precedes the
case.  Melvin S. Hoffman, Esq., at Looney & Grossman, represents
the Debtor.  The Debtor estimated assets and debts of between
$1 million and $10 million in its petition.


FREDDIE MAC: Fitch Affirms Preferred Stock Rating at 'C/RR6'
------------------------------------------------------------
Fitch Ratings has affirmed the long-term Issuer Default Ratings,
senior debt ratings and short-term IDRs of Freddie Mac at 'AAA'
and 'F1+', respectively.  In addition, Freddie's Support Rating of
'1' and Support Floor of 'AAA' have also been affirmed.  The
Rating Outlook remains Stable.

Freddie's 'AAA/F1+' senior debt ratings, along with its 'AA-'
subordinated debt ratings, are indicative of strong U.S.
government support.  Fitch currently has a sovereign credit rating
of 'AAA/F1+', with a Stable Outlook on the U.S. federal
government.  As of Sept. 30, 2010, the U.S. Treasury has made
capital injections totalling $63.1 billion into Freddie since it
was placed into conservatorship in September 2008.  In addition,
the Federal Reserve held $1.1 trillion of Agency mortgage backed
securities and $154.1 billion of direct debt issued by government-
sponsored enterprises as of Sept. 30, 2010.

The GSEs continue to play a pivotal role in the federal
government's plan to support the housing market.  Through the
first nine months of 2010, Freddie was the second-largest issuer
of mortgage-related securities in the secondary market.  The GSEs
have played leadership roles in implementing and maintaining the
government's Making Home Affordable plan as well as other
important initiatives.  Therefore, Fitch believes that government
support will remain unquestioned while the GSEs are in
conservatorship and a clear exit strategy has not been
articulated.  Freddie's ratings or Outlook could be negatively
affected if Fitch were to lower its ratings or Outlook on the U.S.
government or if Fitch believes the future level of government
support for Freddie will change.

Fitch has also affirmed Freddie's preferred stock ratings at
'C/RR6', reflecting the ongoing deferral of payments and very low
prospects for recovery.

Fitch has affirmed these ratings with a Stable Outlook:

Freddie Mac

  -- Long-term IDR at 'AAA';
  -- Senior unsecured at 'AAA';
  -- Short-term IDR at 'F1+';
  -- Short-term debt at 'F1+';
  -- Subordinated Debt at 'AA-';
  -- Preferred stock at 'C/RR6';
  -- Support rating at '1';
  -- Support floor at 'AAA'.


GARY PHILLIPS: Taps Fred Leonard as Bankruptcy Counsel
------------------------------------------------------
Gary Phillips Construction, LLC, asks for authorization from the
U.S. Bankruptcy Court for the Eastern District of Tennessee to
employ Fred M. Leonard as bankruptcy counsel.

Mr. Leonard will:

     (a) give Debtor legal advice with respect to its powers and
         duties as debtor-in-possession in the continued operation
         of its business and management of its property;

     (b) prepare necessary applications, answers, orders, reports
         and other legal papers; and

     (c) perform all other necessary legal services for Debtor as
         debtor-in-possession or to employ other attorneys for
         specialized professional services upon proper application
         and approval of the U.S. Bankruptcy Court.

Mr. Leonard will be paid $300 per hour for his services.

Mr. Leonard assures the Court that the firm is a "disinterested
person" as that term defined in Section 101(14) of the Bankruptcy
Code.

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
filed for Chapter 11 bankruptcy protection on December 3, 2010
(Bankr. E.D. Tenn. Case No. 10-53097).  According to its schedule,
the Debtor disclosed $13,255,698 in total assets and $7,614,399 in
total debts as of the Petition Date.


GAS CITY: Owner Faces $21.5 Million Suit from Midwest
-----------------------------------------------------
Steve Daniels at ChicagoBusiness reports that Itasca-based First
Midwest Bank filed a $21.5 million foreclosure suit against
William McEnery, founder and owner of bankrupt Gas City Ltd., and
his Green Garden Country Club in south suburban Frankfort.

According to the report, in the complaint First Midwest, which
holds the mortgage on the country club property, said Mr. McEnery
had stopped making payments on the loan in March.

Mr. McEnery's businesses are swamped under a debt load of around
$360 million owed to 17 area banks, the largest of which are
Charlotte, N.C.-based Bank of America Corp. and mid-sized Chicago-
based lenders Cole Taylor Bank and PrivateBank, the
ChicagoBusiness report said.

                          About Gas City

Gas City Ltd. -- http://www.gascity.net/-- based in Frankfort,
Ill., is an independent petroleum marketer with locations in
Northeast Illinois, Northwest Indiana, Florida and Arizona.
Gas City sought Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 10-47879) on Oct. 26, 2010, estimating assets
at $50 million to $100 million and debts at $100 million to
$500 million.  Gas City's parent, the William J. McEnery
Revocable Trust dated Apr. 22, 1993, filed a separate
Chapter 11 petition (Bankr. N.D. Ill. Case No. 10-47895).

Paul V. Possinger, Esq., at Proskauer Rose LLP, and Daniel A.
Zazove, Esq., at Perkins Coie LLP, represent the Debtors.
A. Jeffrey Zappone at Conway Mackenzie is the Debtors' chief
restructuring officer.  Kurtzman Carson Consultants is the
Debtors' claims agent.


GATEHOUSE MEDIA: Repurchases Pref. Stock from FIF III for $14.1MM
-----------------------------------------------------------------
On December 7, 2010, FIF III Liberty Holdings LLC, as the holder
of non-voting 10% cumulative preferred stock of GateHouse Media
Macomb Holdings, Inc., an operating subsidiary of GateHouse Media,
Inc., exercised its right to require the Company to purchase the
stock.

During the five-year period following the full repayment by the
Company of its 2008 Bridge Facility with Barclays Capital, which
repayment occurred in the second quarter of 2010, FIF III had the
right to require the Company to purchase the Preferred Stock.  The
Company paid the purchase price of $14,143,866 on December 8,
2010, which represented the sum of original purchase price paid by
FIF III for the Preferred Stock and accrued but unpaid dividends
thereon.

                      About GateHouse Media

GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications.  GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.

The Company's balance sheet at Sept. 30, 2010, showed
$565.78 million in total assets, $1.36 billion in total
liabilities, and a stockholders' deficit of $795.58 million.

GateHouse Media reported a net loss of $530.6 million for the year
ended Dec. 31, 2009, from a net loss of $673.3 million in 2008.


GENERAL MOTORS: Completes Buyback of Preferreds Held by Treasury
----------------------------------------------------------------
Jeff Bater, writing for Dow Jones' Newswires, reports that the
U.S. Treasury said Wednesday General Motors Co. had completed the
repurchase of preferred stock issued to the government as part of
the car maker's U.S. bailout last year.  The Treasury said the
total amount of funds taxpayers have received in return for their
investment in GM exceeds $23 billion, including proceeds of the
company's initial public stock offering last month.  The Treasury
said it invested $49.5 billion in GM.  Its remaining stake in the
auto maker consists of 500 million shares of common stock.

                       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 September 30, 2010, GM had US$137.238 billion in total assets,
US$106.522 billion in total liabilities, US$6.998 billion in
preferred stock, $971 million in non-controlling interest, and
US$23.718 billion in total 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)


GLOBAL BEVERAGE: Sells Aqua Maestro to Atlantic Coast Hospitality
-----------------------------------------------------------------
Global Beverage Solutions Inc. said in a regulatory filing that on
November 26, 2010, it entered into an agreement to sell Aqua
Maestro, Inc., a wholly-owned subsidiary of the Company, to
Atlantic Coast Hospitality, Inc., in exchange for $25,000 in cash.
The purchase was consummated at a closing on the same day.

This is the first filing made by the Company with the U.S.
Securities and Exchange Commission since September 2009.

                       About Global Beverage

Headquartered in Plantation, Fla., GlobaL Beverage Solutions Inc.
(OTC BB: GBVS.OB) -- http://www.globalbeveragesolutions.com/-- is
a business development company organized pursuant to applicable
provisions of the Investment Company Act of 1940.  The company
primarily focuses on manufacturing, distribution and sales of
unique beverages globally.

The Company has not filed financial reports on Form 10-Q or 10-K
with the Securities and Exchange Commission since November 2008.
The Company's principal accountant, Turner, Stone & Company, LLP,
resigned in April 2009.  The Company hired a new accountant
Lawrence Scharfman & Co CPA PA, Certified Public Accountants but
terminated the engagement in August 2009 after the Company was
advised by the SEC that Scharfman was not registered with the
Public Company Accounting Oversight Board.

As reported in the Troubled Company Reporter on May 14, 2008,
Turner, Stone & Company LLP, in Dallas, expressed substantial
doubt about Global Beverage Solutions Inc.'s ability to continue
as a going concern after auditing the company's consolidated
financial statements for the the year ended Dec. 31, 2007.

As of September 30, 2008, the Company had an accumulated deficit
totaling $35,860,896.  It also had a net loss of $1,252,987 during
the nine months ended September 30, 2008.

As of September 30, 2008, the Company's balance sheet showed total
assets of $3,125,389 and total liabilities of $8,815,558,
resulting in total stockholders' deficit of $5,690,169.


GREAT ATLANTIC & PACIFIC: Proposes to Scrap 73 "Dark Store" Leases
------------------------------------------------------------------
As of the Petition Date, The Great Atlantic & Pacific Tea Company,
Inc. and its debtor-affiliates were tenants under hundreds
of non-residential real property leases across 23 states and the
District of Columbia.  Generally, the Debtors do not own the
property on which they conduct their operations, but rather lease
the non-residential real property for the operation of their
supermarkets, liquor stores, combination food and drug stores,
and limited assortment food stores.

Before the Petition Date, the Debtors began the process of
reviewing and analyzing all of their contractual obligations so
as to identify the contracts and leases that are burdensome to
their estates and may be rejected pursuant to Section 365 of the
Bankruptcy Code.

As of December 12, 2010, the Debtors have identified 73 "dark
store" leases, where they have ceased ongoing operations and have
been unable to sublease, assign, or terminate the relevant
leases.  A schedule of the leases may be accessed for free at:

   http://bankrupt.com/misc/AP_Rejection_Schedule1.pdf

"These leases represent an unnecessary expense to the estates,
contribute no value to the Debtors' balance sheet, and will cost
the Debtors tens of millions of dollars of accrued actual costs
in fiscal year 2011 alone with the full economic impact on the
estate potentially even more dramatic," asserts Paul M. Basta,
Esq., at Kirkland & Ellis LLP, in New York.

Moreover, in most instances, the Debtors have physically vacated
the properties, and surrendered the keys to those counterparties
through unilateral key surrender or after eviction proceedings,
entry of consent judgments, or entry into mutual surrender
agreements, thereby affording the appropriate Counterparties the
ability to re-let the premises, Mr. Basta explains.

To provide the Counterparties with sufficient notice of the
Debtors' intent to reject the Dark Store Leases and to facilitate
the rejection of any agreements, the Debtors have devised these
Rejection Procedures:

    a. Within three business days of the entry of the Order, the
       Debtors will serve a notice to each Counterparty, setting
       forth: (i) the street address of the real property
       underlying the lease; (ii) the Debtors' monthly payment
       obligation, if any, under the lease; (iii) the remaining
       term of the lease; (iv) the name and address of the
       landlord; (v) a general description of the terms of the
       lease; and (vi) a disclosure describing the procedures
       for filing objections.

    b. Objections to the proposed rejection by the Debtors of a
       lease must be written and filed and served no later than
       15 calendar days after the date the Debtors serve the
       Notice.

    c. If a timely objection is filed that cannot be resolved,
       the Court will schedule a hearing to consider the
       objection only with respect to the rejection of any lease
       as to which an objection is properly filed and served.
       If the Court upholds the objection, and the subject of
       the objection is the proper effective date of rejection,
       and the Court determines the effective date of rejection
       of the lease, that date will be the rejection date.  If
       the objection is overruled or withdrawn or the Court does
       not determine the date of rejection, the rejection date
       of the lease will be deemed to have occurred on the
       Rejection Date.

    d. Absent an objection being filed, the Debtors' proposed
       rejection of the lease will become effective as of
       December 12, 2010, without further notice, hearing or
       order of the Court.

    e. If the Debtors have deposited amounts with a lessor as a
       security deposit or other arrangement, the lessor may not
       set off or otherwise use the deposit without the prior
       authority of the Court.

"Leases such as the Dark Store Leases, where the Debtors are not
operating stores or planning to do so in the near term, are the
epitome of burdensome nonresidential real property leases," Mr.
Basta contends.

Accordingly, the Debtors seek the Court's authority to reject the
Dark Store Leases pursuant to their proposed Rejection
Procedures.

                           About A&P

Founded in 1859, Montvale, New Jersey-based Great Atlantic &
Pacific (A&P is a leading supermarket retailer, operating under a
variety of well-known trade names, or "banners" across the mid-
Atlantic and Northeastern United States.  It operates 395
supermarkets, combination food and drug stores, beer, wine, and
liquor stores, and limited assortment food stores in Connecticut,
Delaware, Massachusetts, Maryland, New Jersey, New York,
Pennsylvania, Virginia, and the District of Columbia.  "Banners"
include A&P (101 stores), Food Basics (12 stores), Pathmark (128
stores), Super Fresh (57 stores), The Food Emporium (16 stores),
and Waldbaum's (59 stores).

A&P employs roughly 41,000 employees, including roughly 28,000
part-time employees.  Roughly 95% of the workforce are covered by
collective bargaining agreements.

The Great Atlantic & Pacific Tea Company, Inc., and its affiliates
filed petitions under Chapter 11 of the U.S. Bankruptcy Code on
December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White
Plains.

As of September 11, 2010, the Debtors reported total assets of
$2.5 billion and liabilities of $3.2 billion.

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.

Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC &
PACIFIC BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11
proceeding undertaken by A&P and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000).


GREAT ATLANTIC & PACIFIC: Safeway, et al., May Bid for Stores
-------------------------------------------------------------
Safeway, Food Lion and the Dutch company that owns Stop & Shop
are among the likely bidders for some of The Great Atlantic &
Pacific Tea Company, Inc.'s stores, reports Sarah Portlock of The
Star-Ledger.

The report notes that real estate holdings will be a big factor
in A&P's reorganization as the Company is expected to sell some
of its valuable real estate properties as it reorganizes.

These are "tools . . . for them to work with their financial
advisers and attorneys to try to put together a plan of
reorganization," the report quotes David Gordon, a commercial
real estate lawyer with the Woodbridge firm Wilentz, Goldman and
Spitzer, as saying.

Retail broker Chuck Lanyard, president of the Goldstein Group in
Paramus, said his firm recently began handling some of the A&P's
listings.  "Many of these locations are in good, solid
neighborhood locations, which makes them desirable," he said. "I
can see that by the activity we're handling."

Mr. Stone said the future of these properties could go three ways
-- competitors or other types of grocers could snatch up the
spaces; the spaces could go to retailers who don't compete with
grocers but need large spaces, like electronics or discount
stores; or an investor could come in and reposition a property to
attract other types of tenants, relates the report.  It will be
difficult to determine each property's value because every
scenario is unique, he added.

A&P spokeswoman Lauren LaBruno declined to comment on the
specifics of the company's real estate decisions, but it said it
is evaluating its options.  "We continually analyze our store
portfolio and business and will do so under Chapter 11," Ms.
LaBruno was quoted by The Star-Ledger as saying.

Citi analyst Susan Anderson said in a research note that Royal
Ahold, which operates Stop & Shop markets, and Delhaize Group,
which operates Food Lion, may be contenders for some of the
company's valuable real estate, notes the report, adding that
Safeway may also look to acquire some of A&P's stores to
complement its Genuardi's business in the Northeast.

                           About A&P

Founded in 1859, Montvale, New Jersey-based Great Atlantic &
Pacific (A&P is a leading supermarket retailer, operating under a
variety of well-known trade names, or "banners" across the mid-
Atlantic and Northeastern United States.  It operates 395
supermarkets, combination food and drug stores, beer, wine, and
liquor stores, and limited assortment food stores in Connecticut,
Delaware, Massachusetts, Maryland, New Jersey, New York,
Pennsylvania, Virginia, and the District of Columbia.  "Banners"
include A&P (101 stores), Food Basics (12 stores), Pathmark (128
stores), Super Fresh (57 stores), The Food Emporium (16 stores),
and Waldbaum's (59 stores).

A&P employs roughly 41,000 employees, including roughly 28,000
part-time employees.  Roughly 95% of the workforce are covered by
collective bargaining agreements.

The Great Atlantic & Pacific Tea Company, Inc., and its affiliates
filed petitions under Chapter 11 of the U.S. Bankruptcy Code on
December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White
Plains.

As of September 11, 2010, the Debtors reported total assets of
$2.5 billion and liabilities of $3.2 billion.

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.

Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC &
PACIFIC BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11
proceeding undertaken by A&P and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000).


GREAT ATLANTIC & PACIFIC: Citigroup Lowers Rating to 'Sell'
-----------------------------------------------------------
Citigroup has downgraded its rating on The Great Atlantic &
Pacific Tea Company, Inc., to "sell" from "hold," according to
The Wall Street Journal's Shira Ovide.

Citigroup had a $3 price target on A&P, says the report.  The
stock price ended trading on Friday at 93 cents amid reports that
the supermarket chain was prepping a bankruptcy filing.

The Journal relates that Citigroup said A&P's Chapter 11 filing
"could be good for the food retail industry if it accelerates
consolidation in a heavily saturated food retail market."

According to Citigroup, Ahold's Stop & Shop grocery chain has the
most store overlap with A&P's stores, followed by SuperValu,
notes the Journal.

                           About A&P

Founded in 1859, Montvale, New Jersey-based Great Atlantic &
Pacific (A&P is a leading supermarket retailer, operating under a
variety of well-known trade names, or "banners" across the mid-
Atlantic and Northeastern United States.  It operates 395
supermarkets, combination food and drug stores, beer, wine, and
liquor stores, and limited assortment food stores in Connecticut,
Delaware, Massachusetts, Maryland, New Jersey, New York,
Pennsylvania, Virginia, and the District of Columbia.  "Banners"
include A&P (101 stores), Food Basics (12 stores), Pathmark (128
stores), Super Fresh (57 stores), The Food Emporium (16 stores),
and Waldbaum's (59 stores).

A&P employs roughly 41,000 employees, including roughly 28,000
part-time employees.  Roughly 95% of the workforce are covered by
collective bargaining agreements.

The Great Atlantic & Pacific Tea Company, Inc., and its affiliates
filed petitions under Chapter 11 of the U.S. Bankruptcy Code on
December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White
Plains.

As of September 11, 2010, the Debtors reported total assets of
$2.5 billion and liabilities of $3.2 billion.

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.

Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC &
PACIFIC BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11
proceeding undertaken by A&P and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000).


GREAT ATLANTIC & PACIFIC: NYSE Suspends Trading of Stock, Bonds
---------------------------------------------------------------
NYSE Regulation, Inc. announced December 13 that it determined
that the common stock of The Great Atlantic and Pacific Tea
Company, Inc. -- ticker symbol GAP -- as well as its 9 3/8% Senior
Quarterly Interest Bonds due August 1, 2039 (QUIBS) -- ticker
symbol GAJ -- should be suspended immediately.

NYSE Regulation has determined that the Company is no longer
suitable for listing.  This decision was reached in view of the
Company's December 12, 2010 announcement that it has filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Code
with the U.S Bankruptcy Court for the Southern District of New
York.

NYSE Regulation noted the uncertainty as to the timing and
outcome of the bankruptcy process, as well as the ultimate effect
of this process on the Company's common stockholders.  The
Company has a right to a review of this determination by a
Committee of the Board of Directors of NYSE Regulation.

Applications to the Securities and Exchange Commission to delist
the issues are pending the completion of applicable procedures,
including any appeal by the Company of the NYSE Regulation staff's
decision.  The NYSE noted that it may, at any time, suspend a
security if it believes that continued dealings
in the security on the NYSE are not advisable.


GREAT ATLANTIC & PACIFIC: Seen Using Bankr. to Close 100+ Stores
----------------------------------------------------------------
Analysts said The Great Atlantic and Pacific Tea Co. may have to
shut a quarter or more of its stores if it wants to survive,
according to a December 13, 2010 report by Reuters.

Analysts expect A&P to take a hard look at its vendor contracts,
leases and other operational costs, balance sheet and finances.

Joe Stauff, who analyzes distressed companies for Susquehanna
International Group, said the company could close more than 100
of its 395 stores.  The stores are operating under the names of
A&P, Waldbaum's, SuperFresh, Pathmark, Food Basics and The Food
Emporium in the northeastern United States.

Supermarket consultant, David Livingston of Wisconsin-based DJL
Research, said A&P "tended to overpay for everything."

"From vendors to landlords they were always an easy mark,"
Reuters quoted Mr. Livingston as saying.  "They just made one
blunder after another."

A&P, however, has some important backers including Ronald Burkle
of the Yucaipa Companies LLC who invested in the company's
preferred stock in 2009 to fund a revival.  While that investment
is likely wiped out, Mr. Burkle may hold debt positions that
could make him a significant player in the bankruptcy, Reuters
reported.

If Mr. Burkle has bought secured debt that gets paid first in a
bankruptcy, "it says he wants to be a player and wants to control
the company and do the Eddie Lampert thing," said Leah Hartman,
an analyst with Connecticut-based CRT Capital.  Ms. Hartman also
estimated up to 100 stores being closed.

Mr. Lampert is the billionaire hedge fund manager who took
control of Kmart when it emerged from bankruptcy in 2003 and
later merged it with Sears Roebuck & Co.

                           About A&P

Founded in 1859, Montvale, New Jersey-based Great Atlantic &
Pacific (A&P is a leading supermarket retailer, operating under a
variety of well-known trade names, or "banners" across the mid-
Atlantic and Northeastern United States.  It operates 395
supermarkets, combination food and drug stores, beer, wine, and
liquor stores, and limited assortment food stores in Connecticut,
Delaware, Massachusetts, Maryland, New Jersey, New York,
Pennsylvania, Virginia, and the District of Columbia.  "Banners"
include A&P (101 stores), Food Basics (12 stores), Pathmark (128
stores), Super Fresh (57 stores), The Food Emporium (16 stores),
and Waldbaum's (59 stores).

A&P employs roughly 41,000 employees, including roughly 28,000
part-time employees.  Roughly 95% of the workforce are covered by
collective bargaining agreements.

The Great Atlantic & Pacific Tea Company, Inc., and its affiliates
filed petitions under Chapter 11 of the U.S. Bankruptcy Code on
December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White
Plains.

As of September 11, 2010, the Debtors reported total assets of
$2.5 billion and liabilities of $3.2 billion.

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.

Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC &
PACIFIC BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11
proceeding undertaken by A&P and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000).


GREENBRIER COMPANIES: Gets $135-Mil. in New Railcar Orders
----------------------------------------------------------
The Greenbrier Companies said it has recently received orders for
2,000 new railcars with an aggregate value of approximately
$135 million.  The new orders are for covered hopper cars of
various types, which are scheduled to be delivered principally in
calendar 2011.

The orders were received in November and December, and are in
addition to the previously disclosed orders for 3,200 railcars
with an aggregate value of approximately $200 million received in
September and October, subsequent to the Company's August 31, 2010
fiscal year end.  The Company's August 31, 2010 new railcar
manufacturing backlog was 5,300 units valued at $420 million.

To support the increase in demand, the Company intends to ramp up
its production rates commencing in January 2011, and open an
additional production line late in the second calendar quarter of
2011.  Based on current production plans and scheduled delivery
dates, new railcar deliveries are expected to be significantly
higher in the second half of the current fiscal year than the
first half.

                       About Greenbrier Cos.

Based in Lake Oswego, Oregon, The Greenbrier Companies Inc.
operates in three primary business segments: manufacturing,
refurbishment and parts, and leasing and services.  The
manufacturing segment, operating from four facilities in the
United States, Mexico and Poland, produces double-stack intermodal
railcars, conventional railcars, tank cars and marine vessels.
The refurbishment & parts segment performs railcar repair,
refurbishment and maintenance activities in the United States and
Mexico.  The leasing & services segment owns roughly 8,000
railcars and provides management services for roughly 225,000
railcars.

The Company's balance sheet at Aug. 31, 2010, showed $1.0 billion
in total assets, $2.63 million in revolving notes, $181.64 million
in accounts payable, $81.14 million in deferred income taxes,
$11.38 million in deferred revenue, $498.70 million in notes
payable, and stockholders' equity of $297.40 million

                           *     *     *

As reported by the Troubled Company Reporter on August 19, 2010,
Moody's Investors Service raised its Speculative Grade Liquidity
Rating for The Greenbrier Companies to SGL-3 from SGL-4.  At the
same time, Moody's affirmed the company's existing ratings,
including the corporate family rating of Caa1.  Greenbrier's
rating outlook is negative in consideration of the continued
sluggish demand for new railcars and the company's need to address
certain refinancing needs.


GREENBRIER COMPANIES: Estimates $200MM Revenue in Nov. 30 Quarter
-----------------------------------------------------------------
The Greenbrier Companies announced preliminary unaudited selected
financial results for its first quarter ended November 30, 2010.
Based on the Company's initial closing for the quarter,
preliminary revenues are expected to be approximately
$200 million.  As previously disclosed, Greenbrier anticipates
reporting a net loss for the quarter.  Greenbrier currently
anticipates that the net loss will be in the range of
approximately $0.09 to $0.14 per diluted share.  These results
for the quarter are currently anticipated to include a gain of
$1.9 million on a pre-tax basis, or $1.1 million net of taxes, or
approximately $0.05 per diluted share from insurance proceeds
received by the Company associated with a fire in January 2009 at
one of the Company's wheel services facilities.  The preliminary
quarterly results announced today are subject to further review by
the Company and should be considered preliminary and subject to
change.

Greenbrier currently expects to hold its regularly scheduled
earnings conference call on January 7, 2011.  The Company
anticipates filing its Form 10-Q for the first quarter of fiscal
2011 on or before January 7, 2011.

                       About Greenbrier Cos.

Based in Lake Oswego, Oregon, The Greenbrier Companies Inc.
operates in three primary business segments: manufacturing,
refurbishment and parts, and leasing and services.  The
manufacturing segment, operating from four facilities in the
United States, Mexico and Poland, produces double-stack intermodal
railcars, conventional railcars, tank cars and marine vessels.
The refurbishment & parts segment performs railcar repair,
refurbishment and maintenance activities in the United States and
Mexico.  The leasing & services segment owns roughly 8,000
railcars and provides management services for roughly 225,000
railcars.

The Company's balance sheet at Aug. 31, 2010, showed $1.0 billion
in total assets, $2.63 million in revolving notes, $181.64 million
in accounts payable, $81.14 million in deferred income taxes,
$11.38 million in deferred revenue, $498.70 million in notes
payable, and stockholders' equity of $297.40 million

                           *     *     *

As reported by the Troubled Company Reporter on August 19, 2010,
Moody's Investors Service raised its Speculative Grade Liquidity
Rating for The Greenbrier Companies to SGL-3 from SGL-4.  At the
same time, Moody's affirmed the company's existing ratings,
including the corporate family rating of Caa1.  Greenbrier's
rating outlook is negative in consideration of the continued
sluggish demand for new railcars and the company's need to address
certain refinancing needs.


GREGORY HUSKEY: Case Summary & 16 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Gregory D. Huskey
        3412 Wedgewood Drive
        Harvey, LA 70058

Bankruptcy Case No.: 10-14566

Chapter 11 Petition Date: December 14, 2010

Court: U.S. Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Elizabeth W. Magner

Debtor's Counsel: Leo D. Congeni, Esq.
                  424 Gravier Street
                  New Orleans, LA 70130
                  Tel: (504) 586-9120
                  Fax: (504) 581-4962
                  E-mail: LeoCongeni@bellsouth.net

Estimated Assets: $0 to $50,000

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

A list of the Debtor's 16 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/laeb10-14566.pdf


GSC GROUP: Delays Sale Amid Negotiations With Buyer, Lenders
------------------------------------------------------------
GSC Group Inc. is delaying its proposed $235 million sale to
lender Black Diamond Capital Management LLC amid negotiations with
the other lenders that oppose the deal, according to GSC's
attorney, Dow Jones' Small Cap reports.

As reported in the Troubled Company Reporter on Dec. 3, 2010,
several investors in funds managed by GSC Group Inc. are objecting
to the sale to Black Diamond Capital Management LLC, noting that
GSC's business provides personal services which can't be sold or
assigned in bankruptcy without consent from parties receiving the
services.

Black Diamond Capital Management and its affiliate Black Diamond
Commercial Finance, LLC, as agent for a lender group, emerged --
following a three-day auction -- as winning bidder for
substantially all of the investment management business and
related assets of GSC Group.

The assets to be sold consist primarily of the assets owned, held,
or used in the Debtors' investment management business, including
debt and equity interests in partnerships, limited liability
companies and investment vehicles to which the Debtors provide
investment management services or serve as general partner,
limited partner, member or in a similar capacity.

                           About GSC Group

Florham Park, New Jersey-based GSC Group, Inc. --
http://www.gsc.com/-- is a private equity firm specializing in
mezzanine and fund of fund investments.  It filed for Chapter 11
bankruptcy protection on August 31, 2010 (Bankr. S.D.N.Y. Case No.
10-14653).  Michael B. Solow, Esq., at Kaye Scholer LLP, assists
the Debtor in its restructuring effort.  Epiq Bankruptcy
Solutions, LLC, is the Debtor's notice and claims agent.  Capstone
Advisory Group, LLC, is the Debtor's financial advisor.  The
Debtor estimated its assets at $1 million to $10 million and debts
at $100 million to $500 million.


HOLMAN GROUP: Wineries' Assets Placed in Receivership
-----------------------------------------------------
Penticton Western News, in British Columbia, Canada, reports that
a court has ordered the assets of Holman Group wineries located in
Penticton and Naramata be placed in receivership.

According to the report, Wolrige Mahon Limited will be managing
the Holman Group's just over US$22 million of assets, including
Lang Vineyards, Soaring Eagle Estate Winery, 823 Sworder Road
property, Stonehill Estate Winery and other properties in the
area.  The property's registered owners are Dorothy and Keith
Holman.

While the total amount owed is unknown, the Holman Group owes BMO
Bank of Montreal US$15,136,996, the report says.

A detailed listing of the operating assets available for sale on
each of the properties can be viewed at
http://www.wmltrustees.com/


HONOLULU SYMPHONY: Court Approves Conversion to Chapter 7
---------------------------------------------------------
The Associated Press reports that a federal bankruptcy court judge
agreed to convert the Honolulu Symphony Society's bankruptcy case
from Chapter 11 to Chapter 7 liquidation.  The judge said he can't
see any benefit in keeping the symphony in Chapter 11 that would
generate additional expenses.

As reported in the Dec. 14, 2010 edition of the Troubled Company
Reporter, the Honolulu Symphony, which hasn't performed since its
bankruptcy filing, asked for the conversion, saying that the
contract with musicians present an "insurmountable financial
burden."

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the bankruptcy judge on December 13 made the
conversion effective immediately.  The symphony didn't want it
effective until Dec. 31.

                      About Honolulu Symphony

Honolulu Symphony Society filed for Chapter 11 protection on
Dec. 18, 2009 in its hometown (Bankr. D. Hawaii Case No. 09-
02978), saying assets are less than $500,000 while debt exceeds $1
million.  The
symphony blamed the filing on a decline in donations which left
the orchestra unable to cover costs, since ticket sales represent
only 30% of the budget.  The symphony said it would use Chapter 11
to reorganize fundraising activities.


INSIGHT HEALTH: Taps BMC Group as Notice & Claims Agent
-------------------------------------------------------
InSight Health Services Holdings Corp., et al., ask for
authorization from the U.S. Bankruptcy Court for the Southern
District of New York to employ BMC Group, Inc., as notice and
claims agent.

BMC will, among other things:

     a. notify potential creditors of the filing of the bankruptcy
        petitions and of the setting of the first meeting of
        creditors;

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

     c. to the extent necessary, maintain an official copy of the
        Debtors' schedules of assets and liabilities and statement
        of financial affairs, listing the Debtors' known creditors
        and the amounts owed thereto; and

     d. provide access to the public for examination of copies of
        the proofs of claim or proofs of interest filed in these
        Chapter 11 cases without charge during regular business
        hours (if necessary).

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

        Data Entry Administrative Support          $25/$45-$65
        Analysis                                       $80-$110
        Consultants                                   $110-$145
        Project Managers                              $175-$250
        Director/Principal                            $250-$275

A copy of the Debtor's services agreement with BMC is available
for free at:

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

Tinamarie Feil, President of Client Services of BMC, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

InSight Health Services Holdings Corp. provides diagnostic medical
imaging services through a network of fixed-site centers and
mobile facilities.  Its services-including magnetic resonance
imaging, positron emission tomography/computed tomography,
traditional computed tomography, mammography, bone densitometry,
ultrasound and x-ray-are noninvasive procedures that generate
representations of internal anatomy on film or digital media,
which are used by physicians for the diagnosis and assessment of
diseases and other medical conditions.  The Company operates in
more than 30 states and target specific regional markets.

Insight Health Services Holdings Corp. and its affiliate, InSight
Health Services Corp., filed for Chapter 11 protection on May 29,
2007 (Bankr. D. Del. Case Nos. 07-10700 and 07-10701), with a
prepackaged bankruptcy plan.  Daniel J. DeFranceschi, Esq., Jason
M. Madron, Esq., and Mark D. Collins, Esq., at Richards, Layton &
Finger, represented the Debtors.  The Prepackaged Plan was
confirmed on July 10, 2007, and became effective on August 1,
2007.

InSight Health Services Holdings Corp. made a second trip to the
bankruptcy court on December 10, 2010, with a prepackaged Chapter
11 plan of reorganization (Bankr. S.D.N.Y. Lead Case No. 10-
16564).  Sixteen affiliates also filed for Chapter 11.

Attorneys at Kirkland & Ellis, LLP, New York, serve as counsel to
the Debtors.  Zolfo Cooper is the financial advisor.


INSIGHT HEALTH: Taps Kirkland & Ellis as Bankruptcy Counsel
-----------------------------------------------------------
InSight Health Services Holdings Corp., et al., ask for
authorization from the U.S. Bankruptcy Court for the Southern
District of New York to employ Kirkland & Ellis LLP as bankruptcy
counsel, nunc pro tunc to the Petition Date.

K&E will, among other things:

     a. attend meetings and negotiating with representatives of
        creditors and other parties in interest;

     b. take necessary actions to protect and preserve the
        Debtors' estates, including prosecuting actions on the
        Debtors' behalf, defending any action commenced against
        the Debtors and representing the Debtors' interests in
        negotiations concerning litigation in which the Debtors
        are involved, including objections to claims filed against
        the Debtors' estates;

     c. prepare pleadings in connection with the Debtors' Chapter
        11 cases, including motions, applications, answers,
        orders, reports and papers necessary or otherwise
        beneficial to the administration of the Debtors' estates;
        and

     d. represent the Debtors in connection with obtaining
        authority to continue using cash collateral, postpetition
        financing and new money investments.

K&E will be paid based on the rates of its professionals:

        Partners                         $550-$995
        Of Counsel                       $500-$965
        Associates                       $320-$660
        Paraprofessionals                $155-$280

Edward O. Sassower, Esq., a partner at Kirkland & Ellis, assures
the Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

InSight Health Services Holdings Corp. provides diagnostic medical
imaging services through a network of fixed-site centers and
mobile facilities.  Its services-including magnetic resonance
imaging, positron emission tomography/computed tomography,
traditional computed tomography, mammography, bone densitometry,
ultrasound and x-ray-are noninvasive procedures that generate
representations of internal anatomy on film or digital media,
which are used by physicians for the diagnosis and assessment of
diseases and other medical conditions.  The Company operates in
more than 30 states and target specific regional markets.

Insight Health Services Holdings Corp. and its affiliate, InSight
Health Services Corp., filed for Chapter 11 protection on May 29,
2007 (Bankr. D. Del. Case Nos. 07-10700 and 07-10701), with a
prepackaged bankruptcy plan.  Daniel J. DeFranceschi, Esq., Jason
M. Madron, Esq., and Mark D. Collins, Esq., at Richards, Layton &
Finger, represented the Debtors.  The Prepackaged Plan was
confirmed on July 10, 2007, and became effective on August 1,
2007.

InSight Health Services Holdings Corp. made a second trip to the
bankruptcy court on December 10, 2010, with a prepackaged Chapter
11 plan of reorganization (Bankr. S.D.N.Y. Lead Case No. 10-
16564).  Sixteen affiliates also filed for Chapter 11.

Zolfo Cooper is the the Debtors'financial advisor in the new
Chapter 11 case.  BMC Group Inc. is the claims and notice agent.


INSIGHT HEALTH: Wants to Hire Zolfo Cooper as Financial Advisor
---------------------------------------------------------------
InSight Health Services Holdings Corp., et al., ask for
authorization from the U.S. Bankruptcy Court for the Southern
District of New York to employ Zolfo Cooper, LLC, as bankruptcy
consultant and special financial advisor nunc pro tunc to the
Petition Date.

ZC will:

     a. advise and assist the management regarding Chapter 11
        reporting;

     b. advise and assist on other financial-related matters in
        the Chapter 11 case, as may be requested by the Debtors
        and agreed by ZC;

     c. advise and assist management in connection with various
        due diligence activities; and

     d. other services as may be required by the Debtors.

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

        Managing Director                 $775-$825
        Professional Staff                $230-$695
        Support Personnel                  $55-$295

Jonathan A. Mitchell, senior managing director of the firm ZC,
assures the Court that the firm is a "disinterested person" as
that term defined in Section 101(14) of the Bankruptcy Code.

InSight Health Services Holdings Corp. provides diagnostic medical
imaging services through a network of fixed-site centers and
mobile facilities.  Its services-including magnetic resonance
imaging, positron emission tomography/computed tomography,
traditional computed tomography, mammography, bone densitometry,
ultrasound and x-ray-are noninvasive procedures that generate
representations of internal anatomy on film or digital media,
which are used by physicians for the diagnosis and assessment of
diseases and other medical conditions.  The Company operates in
more than 30 states and target specific regional markets.

Insight Health Services Holdings Corp. and its affiliate, InSight
Health Services Corp., filed for Chapter 11 protection on May 29,
2007 (Bankr. D. Del. Case Nos. 07-10700 and 07-10701), with a
prepackaged bankruptcy plan.  Daniel J. DeFranceschi, Esq., Jason
M. Madron, Esq., and Mark D. Collins, Esq., at Richards, Layton &
Finger, represented the Debtors.  The Prepackaged Plan was
confirmed on July 10, 2007, and became effective on August 1,
2007.

InSight Health Services Holdings Corp. made a second trip to the
bankruptcy court on December 10, 2010, with a prepackaged Chapter
11 plan of reorganization (Bankr. S.D.N.Y. Lead Case No. 10-
16564).  Sixteen affiliates also filed for Chapter 11.

Attorneys at Kirkland & Ellis, LLP, New York, serve as counsel to
the Debtors.  BMC Group Inc. is the claims and notice agent.


IRINA I, LLC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Irina I, LLC
        9 Cornucopia Way
        Gorham, ME 04038

Bankruptcy Case No.: 10-22061

Chapter 11 Petition Date: December 14, 2010

Court: U.S. Bankruptcy Court
       District of Maine (Portland)

Debtor's Counsel: Joseph L. Goodman, Esq.
                  GOODMAN LAW FIRM, P.A.
                  P.O. Box 7523
                  Portland, ME 04112
                  Tel: (207) 775-4335
                  E-mail: joe@goodmanlawfirm.com

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

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

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

The petition was signed by Dwayne R. St. Ours, president.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Dwayne and Irina St. Ours             10-22062         12/14/10


JAMES R HILL: Mac Trailer Suit Transferred to Bankruptcy Court
--------------------------------------------------------------
Magistrate Judge Thomas D. Thalken refers the case, Mac Trailer
Leasing, Inc., v. James R. Hill, Case No. 08-CV-425 (D. Neb.), to
the United States Bankruptcy Court for the District of Nebraska
following the defendant's bankruptcy filing.

James R. Hill filed for Chapter 11 bankruptcy (Bankr. D. Neb. Case
No. 10-83369) on November 18, 2010.


JAMES RENICK: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: James Renick
        25856 Marco Polo Street
        Murrieta, CA 92563

Bankruptcy Case No.: 10-50123

Chapter 11 Petition Date: December 14, 2010

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

Judge: Thomas B. Donovan

Debtor's Counsel: Michael T. Pines, Esq.
                  PINES & ASSOCIATES
                  732 N. Coast Highway 101, Suite B
                  Encinitas, CA 92024
                  Tel: (760) 642-0414
                  Fax: (760) 301-0093
                  E-mail: cgonzales@pinesandassociates.com

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

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

A list of the Debtor's 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-50123.pdf


JERRY DEAN SAXTON: Utah State Court to Rule on Macris' Fees Bid
---------------------------------------------------------------
Judge Ted Stewart of the U.S. District Court for the District of
Utah grants plaintiff's request and remanded the action, Michael
N. Macris and Macris Enterprises, LLC, v. Sevea International,
Inc., et al., Case No. 10-CV-962 (D. Utah), to Utah State court.
Macris filed the action in 2007.  In September 2009, after finding
Defendants Jerry Dean Saxton, Katie Elizabeth Saxton, and American
Equities Management, LLC, in contempt on multiple occasions, the
state court struck the Saxtons' pleadings and entered default
judgment against them.  The state court subsequently held an
evidentiary hearing and awarded Macris $223,856 in actual damages
and $1,119,280 in punitive damages.  The state court scheduled a
hearing for June 2010 to hear arguments on Macris' motion for
attorney fees and on Macris's motion to allow him to levy
execution on the pre-judgment writ of attachment.  The hearing was
stricken after the Saxtons filed for Chapter 7 bankruptcy in
Texas.  Their bankruptcy case was dismissed, and they subsequently
filed for Chapter 11 bankruptcy in Texas.  Then the Saxtons filed
a notice of removal of the Utah State Court case, pursuant to Rule
9027 of the Federal Rules of Bankruptcy Procedure.

On October 8, 2010, the Bankruptcy Court for the Northern District
of Texas issued an Order Granting Macris Relief from the Automatic
Stay imposed when the Saxtons filed their bankruptcy cases.  The
Order lifts the automatic stay with regard to the prejudgment writ
of attachment and its corresponding property.  It also expressly
permits this Court, the Utah Third District Court, or the U.S.
District Court for the Norther District of Texas Court --
whichever properly exercises jurisdiction -- to hear evidence,
enter an order on attorney fees and the prejudgment writ, and
enter final judgment in this matter.  Macris subsequently filed
his Motion for Abstention and/or Motion to Remand.

According to Judge Stewart, the Utah Third District Court, after
having the case before it for over two years, is familiar with
this matter and will consequently be able to make determinations
on the fees and writ issues with a minimal expenditure of judicial
resources.

A copy of Judge Stewart's December 10 Memorandum Decision is
available at http://is.gd/iLAc9from Leagle.com.

Jerry Dean Saxton and Katie Elizabeth Saxton, aka Katie E. Heinen,
in Southlake, Texas, filed for Chapter 11 bankruptcy (Bankr. N.D.
Tex. Case No. 10-44412) on July 2, 2010.  They estimated $500,001
to $1 million in assets and $1 million to $10 million in debts.
American Equities Management LLC filed a separate petition (Bankr.
N.D. Tex. Case No. 10-44417) also July 2, 2010, listing under
$50,000 in assets and $1 million to $10 million in debts.  Sidney
Ravkind, Esq., at Loya & Associates, P.C., in Montgomery, Texas,
serves as counsel to the Debtors.


JOSE PEREZ: Case Summary & 12 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Jose Luis Perez
        2276 W. 23rd Street
        Los Angeles, CA 90018-1319

Bankruptcy Case No.: 10-63178

Chapter 11 Petition Date: December 13, 2010

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

Judge: Ernest M. Robles

Debtor's Counsel: Carlos F. Negrete, Esq.
                  LAW OFFICES OF CARLOS F NEGRETE
                  27422 Calle Arroyo
                  San Juan Capistrano, CA 92675-2747
                  Tel: (949) 493-8115
                  Fax: (949) 493-8170
                  E-mail: cnegrete1@hotmail.com

Estimated Assets: $0 to $50,000

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

A list of the Debtor's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-63178.pdf


JULIUS JOHNSON: Files Schedules of Assets and Liabilities
---------------------------------------------------------
Julius Everett Johnson has filed with the U.S. Bankruptcy for the
Eastern District of Virginia his schedule of assets and
liabilities, disclosing:

     Name of Schedule                Assets       Liabilities
     ----------------              ----------     -----------
  A. Real Property                 $4,538,000
  B. Personal Property               $108,805
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $13,400,190
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $386,419
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $12,308,308
                                   ----------     -----------
        TOTAL                      $4,646,805     $26,094,917

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


JULIUS JOHNSON: Taps The Worrel Law Firm as Bankruptcy Counsel
--------------------------------------------------------------
Julius Everett Johnson asks the U.S. Bankruptcy Court for the
Eastern District of Virginia for permission to employ The Worrel
Law Firm as bankruptcy counsel.

The Worrel Law Firm will represent the Debtor in all aspects of
his reorganization, including providing counsel regarding finances
and bankruptcy.

David H. Worrell, Jr., Esq., will be paid at the rate of $250 per
hour.

To the best of the Debtors' knowledge, The Worrel Law Firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached at:

  David H. Worrell, Jr., Esq.
  THE WORRELL LAW FIRM
  710 North Hamilton St., Suite 110
  Richmond, VA 23221
  Tel: (804) 353-2318
  Fax: (804) 358-2136
  E-mail: David.Worrell@Worrell-Law.com

Richmond, Virginia-based Julius Everett Johnson filed for Chapter
11 bankruptcy protection on October 29, 2010 (Bankr. E.D. Va. Case
No. 10-37538).  The Debtor estimated assets and debts at $10
million to $50 million in his Chapter 11 petition.


JULIUS JOHNSON: U.S. Trustee Forms 5-Member Creditors Committee
---------------------------------------------------------------
W. Clarkson McDow, Jr., United States Trustee for Region 4,
appointed five members to the official committee of unsecured
creditors in the Chapter 11 case of Julius Everett Johnson.

The Creditors Committee members are:

1. Pranab K. Sen
   Gauri D. Sen
   110 Baskerville Circle
   Chapel Hill, NC 27517
   Tel: (919) 408-0110
   Fax: (919) 966-3804
   E-mail: pksen@bios.unc.edu

2. William Caplan
   3424 Grove Ave
   Richmond, VA 23221
   Tel: (804) 747-1011
   Fax: (804) 247-8753
   E-mail: wcaplan@figgroup.net

3. L.R. Bailey
   5925 Moriano Tr.
   Glen Allen, VA 23060
   Tel: (804) 755-1308
   Fax: (804) 755-1176
   E-mail: gasbizz@aol.com

4. Olga Colwell
   116 Finley Forest Dr.
   Chapel Hill, NC 27517
   Tel: (919) 932-1251
   Fax: none provided
   E-mail: ocolwell4@att.net

5. Ron Payne, attorney-in-fact
   LaDonna M. Hopkins
   A. Sidney J. Hopkins Jr.
   4401 Winthrop Ave
   Columbia, SC 29206
   Tel: (803) 782-6971
   Fax: none provided
   E-mail: rpxtreme@msn.com
           ladhopkins@aol.com
           rwallace4@sc.rr.com

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

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


JUMA TECHNOLOGY: Vision Capital Has 82.6% Equity Stake
------------------------------------------------------
According to a Schedule 13D filing with the Securities and
Exchange Commission on November 23, 2010, Vision Capital Advisors,
LLC and related entities, including managing member Adam Benowitz,
beneficially own 214,678,806 shares of common stock of Juma
Technology Corp. representing 82.6% of the shares outstanding.

On November 12, 2010, the Company entered into a Note and Warrant
Purchase Agreement with Vision Opportunity Master Fund, Ltd.
Under the Purchase Agreement, the Company executed and delivered
to the Master Fund (a) a 10% bridge note in the aggregate
principal amount of $500,000 and (b) a Series A Warrant to
purchase an aggregate of 3,333,333 shares of the Company's common
stock.  The Note accrues interest at 10% per annum from the date
of issuance, which interest is payable in cash at the maturity
date, which is November 29, 2010.

The Note does not contain any conversion provisions.  The Warrant
is exercisable into shares of Common Stock at any time at the
option of the Master Fund at an initial exercise price of $0.15
per share, provided that it cannot be exercised or converted to
the extent that after giving effect thereto the beneficial
ownership of the Master Fund, VCAF and their affiliates would
exceed 4.99% of the Company's outstanding Common Stock (which
restriction can be lifted upon 61 days notice).  The term of the
Warrant expires March 31, 2015.

Concurrently with the Purchase Agreement, the Company has entered
into an Acknowledgement and Waiver of Anti-Dilution Adjustments.
Under the Acknowledgement, the Company acknowledged that the price
protection provisions of the Series B Preferred Stock were
triggered; provided, however, that the Master Fund and VCAF GP,
LLC agreed to waive the price protections of the Series B
Preferred Stock.

The Master Fund and VCAF, collectively, (i) own 1,116,705 shares
of Common Stock, (ii) have the ability to acquire an additional
213,562,101 shares of Common Stock through the exercise or
conversion of derivative securities and (iii) thus beneficially
own 214,678,806 shares of Common Stock, representing 82.6% of all
of the Company's outstanding Common Stock.  The Investment Manager
and Mr. Benowitz may each be deemed to beneficially own the shares
of Common Stock beneficially owned by the Master Fund and VCAF.
Each disclaims beneficial ownership of such shares.

The foregoing is based on 46,468,945 shares of Common Stock
outstanding as of November 8, 2010, as reported on the Company's
Form 10-Q filed on November 10, 2010.

The Reporting Persons have shared power to vote or direct the vote
of and to dispose or direct the disposition of the 214,678,806
shares of Common Stock.

                       About Juma Technology

Farmingdale, N.Y.-based Juma Technology Corp. is a highly
specialized convergence systems integrator with a complete suite
of services for the implementation and management of an entity's
data, voice and video requirements.

The Company's balance sheet at Sept. 30, 2010, showed
$4.29 million in total assets, $22.01 million in total
liabilities, and a stockholder's deficit of $17.72 million.


As reported in the Troubled Company Reporter on April 5, 2010,
Seligson & Giannattasio, LLP, in White Plains, N.Y., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company has incurred significant recurring
losses.


KENNETH DOWNS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Kenneth Marshall Downs
               Susan Miller Downs
               2020 Ashbrook Lane
               Palatka, FL 32177

Bankruptcy Case No.: 10-10708

Chapter 11 Petition Date: December 13, 2010

Court: United States Bankruptcy Court
       Middle District of Florida (Jacksonville)

Debtor's Counsel: Brett A. Mearkle, Esq.
                  PARKER & DUFRESNE, P.A.
                  8777 San Jose Blvd Suite 301
                  Jacksonville, FL 32217
                  Tel: (904) 352-1342
                  Fax: (904) 352-1814
                  E-mail: mearklecourtmail@gmail.com

Scheduled Assets: $1,243,988

Scheduled Debts: $1,514,483

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-10708.pdf


KEYSTONE SURPLUS: Court Rejects Principal's Ch. 11 Admin. Claim
---------------------------------------------------------------
Chief Bankruptcy Judge Stephen Raslavich denied a motion by Albert
Kauffman, a principal of Keystone Surplus Metals, Inc., requesting
allowance of a $215,969.26 Chapter 11 administrative claim.  Mr.
Kauffman contends that he made postpetition loans to Keystone in
the ordinary course of its business and that he should be granted
an administrative claim for this amount.  The United States
Trustee objects to the request.  Judge Raslavich said Mr. Kauffman
has failed to establish that he made loans to Keystone in the
ordinary course of business under 11 U.S.C. Sec. 364(a).

A copy of the Court's December 7 Opinion is available at
http://is.gd/iMF5tfrom Leagle.com.

Based in Bensalem, Pennsylvania, Keystone Surplus Metals, Inc.,
dba Keystone Specialty Metals, Inc. --
http://www.keystonespecialtymetals.com-- offered home furnishing
services.  The Debtor filed for Chapter 11 bankruptcy (Bankr. E.D.
Pa. Case No. 08-16450) on October 3, 2008.  David A. Kasen, Esq.
-- dkasen@kasenlaw.com -- at Kasen Kasen & Braverman, served as
the Debtor's counsel.  In its petition, the Debtor listed
$10 million to $50 million in both assets and debts.

On March 22, 2010, the U.S. Trustee filed a motion to convert
Keystone's Chapter 11 case to a Chapter 7 case because Keystone
had failed to: (1) file its operating report for the month of
February of 2010; and (2) pay any quarterly fees to the United
States Trustee for the fourth quarter of 2009.  On March 30, 2010,
the Court entered an Order granting the U.S. Trustee's motion.

On May 14, 2010, the Chapter 7 Trustee filed a Motion to Sell
Debtor's Business Assets Free and Clear of Interests, Claims and
Encumbrances Pursuant to 11 U.S.C. Sec. 363.  The Chapter 7
Trustee explained that "[w]hile Wachovia holds a lien against the
Assets, it has agreed to pay from the Net Proceeds of the auction
the allowed administrative expenses of the Trustee and his counsel
plus an additional five percent of the Net Proceeds to be paid to
unsecured creditors."


KH FUNDING: Taps Gordon Feinblatt as Bankruptcy Counsel
-------------------------------------------------------
KH Funding Company asks for authorization from the U.S. Bankruptcy
Court for the District of Maryland to employ Gordon, Feinblatt,
Rothman, Hoffberger & Hollander, LLC, as bankruptcy counsel,
effective as of December 3, 2010.

Gordon Feinblatt will, among other things:

     a. represent the Debtor in litigation instituted by or
        against the Debtor;

     b. prepare any necessary applications, motions, notices,
        orders, reports, and other legal papers;

     c. assist and provide advice with respect to the formulation,
        negotiation, and confirmation of a plan of reorganization
        and related documents; and

     d. provide advice with respect to general corporate,
        litigation, and business issues relating to the Debtor's
        bankruptcy case.

Gordon Feinblatt has been paid a retainer for its services in the
amount of $26,000.  The retainer has been applied to the payment
of fees and expenses for services related to the filing of the
case.  Any balance of the retainer will be applied to compensation
allowed by the Court for services to the Debtor during the case.

Lawrence D. Coppel, Esq., an attorney at Gordon Feinblatt, assures
the Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Silver Spring, Maryland-based KH Funding Company's business
activities consist primarily of originating, acquiring, and
servicing mortgage loans.  It originates commercial real estate
mortgage loans and investment property residential mortgage loans
and also purchases residential first and second mortgage loans
from other lenders.  These lending activities are concentrated
primarily in Washington, D.C., the Maryland counties of Anne
Arundel County, Baltimore County, Frederick County, Howard County,
Montgomery County, and Prince Georges County, and Baltimore City,
Maryland and, to a lesser degree, Northern Virginia.

KH Funding filed for Chapter 11 bankruptcy protection on
December 3, 2010 (Bankr. D. Md. Case No. 10-37371).  The Debtor
estimated its assets and debts at $10 million to $50 million.


LAUREN PAULSON: Dist. Ct. Dismisses Suit vs. Fairway America
------------------------------------------------------------
District Judge Ancer L. Haggerty affirmed a magistrate judge's
ruling dismissing the action, Lauren Paulson, v. Fairway America
Corporation, fka Fairway Commercial Mortgage Corporation, Oregon
corporations, FHLF, LLC, an Oregon corporation, Matt Burk,
Sterling Savings Bank, a Washington corporation, Wells Fargo
Foothills, a California corporation, Joan Doe, a mortgage broker,
Frank Keefe, a real estate broker, and Joel Parker, a lawyer, Case
No. 08-cv-982 (D. Ore.).

In his Amended Findings and Recommendation, Magistrate Judge Papak
recommended granting defendants' summary judgment motion and
dismissing the action in its entirety.  Plaintiff has filed
objections.  When a party objects to any portion of the Magistrate
Judge's Findings and Recommendation, the district court must make
a de novo determination of that portion of the Magistrate's
report.

Judge Haggerty says the District Court has given the file of the
case a de novo review, carefully evaluating the Magistrate Judge's
Findings and Recommendations, the objections, and the record of
the case. The Findings and Recommendation is well-reasoned,
without error, and is adopted in its entirety.

A copy of the District Court's December 9, 2010 Order is available
at http://is.gd/iMrPLfrom Leagle.com.

Based in Aloha, Oregon, Lauren John Paulson filed a Chapter 11
bankruptcy action (Bankr. D. Ore. Case No. 09-32439) on April 8,
2009.  Judge Randall L. Dunn presides over the bankruptcy case.
Matthew A. Arbaugh, Esq., at Field Jerger LLP, served as the
Debtor's counsel.  In his petition, Mr. Paulson listed $1,036,875
in total assets and $426,285 in total debts.

In November 2009, Mr. Paulson converted his Chapter 11 bankruptcy
to a Chapter 7 bankruptcy proceeding, and Amy Mitchell was
appointed trustee of the bankruptcy estate. The Magistrate Judge
recognized that the conversion to Chapter 7 deprived plaintiff of
his status as debtor in possession, and elevated the estate to the
role of the real party in interest as to all claims alleged in
this action.


LEAR CORP: Date of Patent Infringement Runs from Sale Date
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Lear Corp., which confirmed a prepackaged Chapter 11
plan in November 2009, didn't succeed in using bankruptcy to
escape damages for patent infringement.  Before Lear's filing for
reorganization, it was sued for patent infringement by Johnson
Controls Interiors LLC and Chamberlain Group Inc.  The suit for a
while was brought to a halt by the automatic stay resulting from
Lear's Chapter 11 filing.

Mr. Rochelle relates that after the suit resumed, Lear filed a
motion for partial summary judgment in U.S. District Court
contending that all damages arising from patent infringement were
pre-bankruptcy unsecured claims because goods were sold after
bankruptcy under so-called supply agreements signed with
automakers before bankruptcy.

According to Mr. Rochelle, U.S. District Judge Amy J. St. Eve in
Chicago disagreed with Lear.  She denied the motion for summary
judgment saying that when products were shipped or sold was the
relevant date for deciding if the infringement was pre- or post-
bankruptcy.  St. Eve ruled that signing the supply agreement
before bankruptcy and making sales after bankruptcy were "separate
acts of alleged infringement."  The uncontested evidence also
showed that awarding a contract to a component manufacturer isn't
the equivalent of a sale.

                       About Lear Corp

Headquarters in Southfield, Michigan, Lear Corporation --
http://www.lear.com/-- is one of the world's leading suppliers
of automotive seating systems and electrical distribution and
power management systems. The Company's world-class products are
designed, engineered and manufactured by a diverse team of
approximately 75,000 employees at 205 facilities in 36 countries.
Lear's common shares are traded on the New York Stock Exchange
under the symbol [LEA].

Lear Corp. and its affiliates filed for Chapter 11 on July 7, 2009
(Bankr. S.D.N.Y. Case No. 09-14326).  Attorneys at Kirkland &
Ellis LLP, served as the Debtors' bankruptcy counsel.  In November
2009, Lear emerged from bankruptcy protection.

                           *     *     *

Reorganized Lear carries a 'B1' corporate family rating from
Moody's and 'B' corporate credit rating, with positive outlook,
from Standard & Poor's.


LOEHMANN'S HOLDINGS: Reaches Deal with Creditors on Plan
--------------------------------------------------------
Loehmann's Capital Corp. and its affiliates have reached agreement
with the official committee of unsecured creditors to proceed with
its restructuring plan, allowing the Company to remain on track to
successfully exit chapter 11 on or before February 18, 2011.
Through a rights offering to the Company's senior secured Class A
Noteholders, which is being backstopped by Istithmar World and
Whippoorwill Associates, Inc., as agent for its discretionary
funds and accounts, which represents approximately 70% of its
senior secured notes, the Company will receive a $25 million
capital infusion upon emergence from chapter 11.  Under the terms
of the global settlement agreement between the parties, general
unsecured creditors will receive a pro rata distribution
consisting of cash in the aggregate amount of $2 million.  The
creditors committee has agreed to fully support the proposed
restructuring plan, which should pave the way for an expedited
chapter 11 process.

The Company had already reached an earlier agreement with
Whippoorwill Associates, Inc., and its equity sponsor, Istithmar
World, on the restructuring plan that will substantially reduce
the Company's debt and recapitalize its balance sheet.

Loehmann's has secured Court approval for a $33 million revolving
credit facility with Crystal Financial LLC ("Crystal") for post-
petition financing and an additional $7 million junior facility by
Whippoorwill, which will be made immediately available to the
Company.

With these capital commitments, Loehmann's will have sufficient
liquidity and the financial flexibility to fund daily operations
without interruption.  The additional $7 million revolving loan
facility will also allow the Company to commence the purchase of
Spring inventory, reserve inventory (products bought at the end of
a selling season to hold for the next season) and make-up
inventory (products manufactured specifically for Loehmann's).

Loehmann's continues with normal operations including special
holiday promotions, and will be rolling out a series of new
strategic business initiatives as part of its reorganization
including:

Highlighting the "Back Room" as a continued key differentiator and
cornerstone of the business, and
Reallocating marketing funds to reach new and additional customers

                     About Loehmann's Holdings

Bronx, New York-based Loehmann's Holdings, Inc., is a discount
retailer with more than 60 stores.  The Bronx, New York-based
company is owned indirectly by Istithmar PJSC, an investment firm
owned by the government of Dubai.

Loehmann's filed for Chapter 11 bankruptcy protection on
November 15, 2010 (Bankr. S.D.N.Y. Case No. 10-16077).  It
estimated its assets and debts at $100 million to $500 million.

Affiliates Loehmann's Inc. (Bankr. S.D.N.Y. Case No. 10-16078),
Loehmann's Operating Co. (Bankr. S.D.N.Y. Case No. 10-16079),
Loehmann's Real Estate Holdings, Inc. (Bankr. S.D.N.Y. Case No.
10-16080), and Loehmann's Capital Corp. (Bankr. S.D.N.Y. Case No.
10-16081) filed separate Chapter 11 petitions.

Frank A. Oswald, Esq., at Togut, Segal & Segal LLP, assist the
Debtors in their restructuring efforts.

Perella Weinberg Partners LP is the Debtors' investment banker and
financial advisor.  Clear Thinking Group LLC is the Debtors'
restructuring adviser.  Troutman Sanders LLP is the Debtor's
special corporate counsel.  Kurtzman Carson Consultants LLC is the
Debtors' claims and notice agent.


LOUIS J PEARLMAN: Clawback Suit v. Mercantile Bank Continues
------------------------------------------------------------
Soneet R. Kapila, as Chapter 11 Trustee for Trans Continental
Airlines, Inc., Trans Continental Records, Inc., and Louis J.
Pearlman Enterprises, Inc., v. TD Bank, N.A., successor by merger
to Carolina First Bank d/b/a Mercantile Bank, as successor by
merger to Citrus Bank, Adv. Pro. No. 09-ap-00053 (Bankr. M.D.
Fla.), seeks to avoid allegedly fraudulent transfers from the
Debtors to Mercantile under Bankruptcy Code Secs. 544(b), 548,
550, and comparable Florida state law.  The complaint alleges that
Debtor Pearlman and his co-debtor companies -- Trans Continental
Airlines, Trans Continental Records, and Louis J. Pearlman
Enterprises -- perpetrated three different fraudulent money making
schemes.

The Chapter 11 trustee seeks partial summary judgment on two
issues: (1) that the transfers to Mercantile were made with actual
intent to hinder, delay, or defraud other creditors, and (2) that
Mercantile cannot rely on the statutory good faith defense because
it knew about the Debtors' fraud and poor financial condition
before receiving the transfers.

Judge Karen S. Jennemann holds that summary judgment is only
appropriate when there are no disputed factual issues.  Because
Mercantile has raised a number of factual issues with regard to
both parts of the trustee's motion, the Court denies the motion.

A copy of the Court's December 2, 2010 Memorandum Opinion is
available at http://is.gd/iMySAfrom Leagle.com.

The Chapter 11 trustee has filed more than 700 adversary
proceedings seeking to recover alleged fraudulent transfers.

                       About Louis Pearlman

Louis J. Pearlman started Trans Continental Records which managed
boy bands such as the Backstreet Boys, 'N Sync, O-Town, Lyte Funky
Ones (LFO), Take 5, Natural and US5.  Other artists on the Trans
Continental's label included Aaron Carter, Jordan Knight, C Note,
and Smilez & Southstar.

On March 1, 2007, creditors Tatonka Capital Corporation, First
National Bank & Trust Co. of Williston, and American Bank of St.
Paul, and Integra Bank filed an involuntary chapter 11 petition
against Mr. Pearlman and his company, Trans Continental Airlines,
Inc. (Bankr. M.D. Fla. Case Nos. 07-00761 and 07-00762).  The
creditors disclosed an aggregate of more than $40 million in
claims.

Fletcher Peacock, Esq., served as Mr. Pearlman's legal counsel.

Tatonka Capital is represented by Derek F. Meek, Esq., and Robert
B. Rubin, Esq., at Burr & Forman LLP, and Richard B Webber, II,
Esq., Zimmerman Kiser & Sutcliffe PA.  First national Bank is
represented by Raymond V. Miller, Esq., at Gunster Yoakley &
Stewart PA, and Richard P. Olson, Esq., at Olson & Burns PC.
American Bank of St. Paul is represented by William P. Wassweiler,
Esq., at Rider Bennett LLP.  Integra bank is represented by
Lawrence E. Rifken, Esq., at McGuire Woods LLP.

Soneet R. Kapila, the Chapter 11 trustee appointed to oversee Mr.
Pearlman's estate, is represented by Denise D. Dell-Powell, Esq.,
and Jill E. Kelso, Esq., at Akerman Senterfitt, and Gregory M.
Garno, Esq., and Paul J. Battista, Esq., at Genovese Joblove &
Battista PA.

The Official Committee of Unsecured Creditors of Trans Continental
is represented by Robert J. Feinstein, Esq. at Pachulski Stang
Ziehl & Jones LLP.


LOUIS J PEARLMAN: Court Denies Bid to Dismiss Test Case No. 1
-------------------------------------------------------------
Integra Bank, N.A. seeks to dismiss Test Case No. 1 on two
grounds: (a) Integra argues Soneet R. Kapila, as Chapter 11
Trustee for Trans Continental Airlines, Inc., Trans Continental
Records, Inc., and Louis J. Pearlman Enterprises, Inc., has failed
to state a claim for actual fraudulent transfer under Sec.
548(a)(1)(A) of the Bankruptcy Code because the so-called "Ponzi
scheme presumption" -- which is the trustee's sole basis for
proving actual fraud -- does not apply to the series of loan
repayments Pearlman and his companies made to Integra; and (b)
Integra alleges the trustee has pled facts that, on their face,
establish the bank's good faith defense to his fraudulent transfer
claim.

Judge Karen S. Jennemann rules that because the trustee's
complaint alleges that the loan repayments made to Integra
perpetuated Mr. Pearlman's other -- undeniably Ponzi -- schemes,
the Court finds the trustee has pled enough facts to state a claim
for relief based on the Ponzi scheme presumption.  Likewise, the
Court does not find that Integra's good faith defense is
established on the pleadings, and Integra's motion is denied.

The Chapter 11 trustee has filed more than 700 adversary
proceedings seeking to recover alleged fraudulent transfers.  In
April 2009, the trustee filed adversary complaints against Tatonka
Capital Corporation, Integra Bank, N.A., American Bank of St.
Paul, and First National Bank & Trust Company of Williston, Bank
of America, N.A., First International Bank and Trust and its
participants -- Bank Joint Defense Group -- and numerous other
financial institutions that loaned money to Mr. Pearlman or his
companies and that subsequently received repayments from or on
behalf of the debtors in connection with such loans.  In April
2010, the Court entered the Bank Test Case Order under which
certain procedures were adopted to facilitate the orderly, prompt,
and efficient resolution of the Subject Adversaries.  The Bank
Test Case Order established two test cases to help resolve the
Subject Adversaries.  Test Case No. 1 assesses the trustee's
claims for actual fraudulent transfer under Secs. 548(a)(1)(A),
544(b), and 550 of the Bankruptcy Code.  Likewise, the purpose of
Test Case No. 2 is to assess the trustee's claims for constructive
fraudulent transfer under Secs. 548(a)(1)(B), 544(b), and 550 of
the Bankruptcy Code.  Soon after entry of the Bank Test Case
Order, the Bank Joint Defense Group selected Integra Bank as the
lead bank for litigation purposes, which established this
adversary proceeding as the lead adversary proceeding for all Test
Case litigation.

The case is Soneet R. Kapila, as Chapter 11 Trustee for Trans
Continental Airlines, Inc., Trans Continental Records, Inc., and
Louis J. Pearlman Enterprises, Inc., v.Integra Bank, N.A., Adv.
Pro. No. 09-00715 (Bankr. M.D. Fla.), and a copy of the
Court's December 2, 2010 Memorandum Opinion is available at
http://is.gd/iMBNVfrom Leagle.com.

                       About Louis Pearlman

Louis J. Pearlman started Trans Continental Records which managed
boy bands such as the Backstreet Boys, 'N Sync, O-Town, Lyte Funky
Ones (LFO), Take 5, Natural and US5.  Other artists on the Trans
Continental's label included Aaron Carter, Jordan Knight, C Note,
and Smilez & Southstar.

On March 1, 2007, creditors Tatonka Capital Corporation, First
National Bank & Trust Co. of Williston, and American Bank of St.
Paul, and Integra Bank filed an involuntary chapter 11 petition
against Mr. Pearlman and his company, Trans Continental Airlines,
Inc. (Bankr. M.D. Fla. Case Nos. 07-00761 and 07-00762).  The
creditors disclosed an aggregate of more than $40 million in
claims.

Fletcher Peacock, Esq., served as Mr. Pearlman's legal counsel.

Tatonka Capital is represented by Derek F. Meek, Esq., and Robert
B. Rubin, Esq., at Burr & Forman LLP, and Richard B Webber, II,
Esq., Zimmerman Kiser & Sutcliffe PA.  First national Bank is
represented by Raymond V. Miller, Esq., at Gunster Yoakley &
Stewart PA, and Richard P. Olson, Esq., at Olson & Burns PC.
American Bank of St. Paul is represented by William P. Wassweiler,
Esq., at Rider Bennett LLP.  Integra bank is represented by
Lawrence E. Rifken, Esq., at McGuire Woods LLP.

Soneet R. Kapila, the Chapter 11 trustee appointed to oversee Mr.
Pearlman's estate, is represented by Denise D. Dell-Powell, Esq.,
and Jill E. Kelso, Esq., at Akerman Senterfitt, and Gregory M.
Garno, Esq., and Paul J. Battista, Esq., at Genovese Joblove &
Battista PA.

The Official Committee of Unsecured Creditors of Trans Continental
is represented by Robert J. Feinstein, Esq. at Pachulski Stang
Ziehl & Jones LLP.


LOUIS JONES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Louis Gamble Jones, Jr.
        Catherine Mary Jones
        dba Napa Haven
        2797 Napa Valley Corporate Drive
        Napa, CA 94558

Bankruptcy Case No.: 10-14792

Chapter 11 Petition Date: December 13, 2010

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Alan Jaroslovsky

Debtor's Counsel: Michael C. Fallon, Esq.
                  LAW OFFICES OF MICHAEL C. FALLON
                  100 E St. #219
                  Santa Rosa, CA 95404
                  Tel: (707) 546-6770
                  E-mail: mcfallon@fallonlaw.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' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb10-14792.pdf


MAGIC BRANDS: Luby's Can't Walk Away from 9 Franchise Deals
-----------------------------------------------------------
A judge is refusing to let cafeteria chain Luby's Inc. walk away
from nine franchise agreements it assumed as part of the $63.5
million sale of Magic Brands LLC's Fuddruckers chain.

Luby's unsuccessfully argued that Magic Brands misrepresented the
terms of nine franchise agreements before Luby's was authorized in
June to buy the Fuddruckers stores and franchise business for
$63.5 million.  Luby's had said, among other things, the data room
didn't show how nine franchise agreements had been modified less
than a year before bankruptcy to be "far more onerous" to the
franchisor.

The Official Committee of Unsecured Creditors opposed Luby's
motion to modify the sale-approval order, contending that Luby's
has no right to terminate nine franchise agreements it assumed
upon completing the court-approved acquisition.  The Committee
pointed out that Luby's performed its own due diligence.

Dow Jones' Small Cap reports Judge Brendan L. Shannon of the U.S.
Bankruptcy Court in Wilmington, Del., signed an order denying
Luby's request to basically una-ssume the franchise agreements
regarding nine Fuddruckers restaurants in Texas.

Dow Jones' adds that in court papers filed in late October, Luby's
asked the bankruptcy judge to give it "relief" from the nine
franchise agreements it assumed as part of the sale.

                        About Magic Brands

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 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 Debtor changed its name to Deel, LLC
following the completion of the sale.


MERCHANDISE MART: High Point Buildings Placed in Receivership
-------------------------------------------------------------
Larry Thomas at Furniture Today reports that a local newspaper
reported a judge in Guilford county, Norte Carolina, judge has
placed the High Point showrooms owned Merchandise Mart Properties
Inc. in receivership after the Company defaulted on a $225 million
loan.

According to Furniture Today, the High Point Enterprise reported
that San Diego-based Trigild Inc. has been appointed as receiver.
The newspaper said the receiver has opted to leave existing
management in place, the report relates.

In November, Furniture Today recounts, MMPI's parent company,
publicly traded Vornado Realty Trust, said in a filing with the
Securities and Exchange Commission that it had stopped making
payments on the loan, and that special servicer J.E. Robert Co.
had filed a motion seeking the appointment of a receiver.

Merchandise Mart Properties Inc. is the second-largest showroom
operator at market.  MMPI's holdings include Market Square,
Furniture Plaza, Plaza Suites and National Furniture Mart.


MERUELO MADDUX: Asks Judge to Toss Out Rival Bankruptcy Plan
------------------------------------------------------------
American Bankruptcy Institute reports that Meruelo Maddux
Properties Inc. is asking a bankruptcy judge to toss out a rival
restructuring plan for the Los Angles real-estate company,
alleging that the shareholders backing the alternative proposal do
not have the cash necessary to close the deal.

Three parties have filed competing plans for Meruelo Maddux:

  (1) The Company.

       -- The plan provides for the payment in full of all claims
          over time with interest.  The secured claims will be
          paid interest only over the term of the Plan and the
          principal balance will be paid either through the sale
          of the property securing the claim or the refinance of
          the secured debt.  PI shareholders will retain their
          shares in MMPI.  General unsecured creditors will be
          paid within 30 days after the effective date with
          interest from the Petition Date at 5% per annum.
          Holders of unsecured claims will be paid in the full
          amount of their claims over 5 years from the effective
          date.

  (2) Lenders Legendary Investors Group No. 1 LLC and East West
      Bank.

       -- The plan's foundation is an $80 million
          recapitalization via a $5 million cash infusion by
          Legendary, conversion of about $65 million of debt to
          equity and a $10 million rights offering to holders of
          Meruelo Maddux existing common stock.  East West will
          receive 70% to 80% of the stock of the reorganized
          company.  Holders of unsecured claims will receive a
          cash payment equal to 100% of the amount of their
          allowed claims on the effective date, plus simple
          interest at 5% per annum for the period from the
          petition date through the date each allowed claim is
          paid.  Interest will be at the Federal Judgment Rate if
          the creditors vote to reject the plan.  Holders of the
          existing stock will receive 20% of the stock in the
          reorganized company.

  (3) Existing shareholders Charlestown Capital Advisors LLC and
      Hartland Asset Management Corp.

       -- Under the plan, MMPI will receive a $31 million cash
          investment from Charleston and Hartland-led investors
          and from a rights offering made available to existing
          MMPI shareholders.  Non-insider general unsecured
          creditors will be paid in full with interest as soon as
          the plan becomes effective.  Holders of secured claims
          will receive monthly interest payments at 5.25% for four
          years with full payment on the principal balance four
          years after the effective date.  Reorganized MMPI will
          issue to existing holders of MMPI interests, if they
          elect to receive stock instead of cash, will receive
          up to 26% of the total stock of the reorganized company.
          Stockholders can also purchase up to 19% of the stock in
          an $8 million rights offering.

Judge Kathleen Thompson of the U.S. Bankruptcy Court for the
Central District of California in October approved competing
reorganization plans from Meruelo equity holders Charlestown
Capital Advisors LLC and Hartland.

Judge Thompson approved the disclosure statement explaining the
Chapter 11 plan proposed by management in early August.

The Creditors Committee is recommending that creditors turn down
the management plan.  The Committee supports the lenders' plan.
The Committee noted that the lenders' plan will pay creditors in
full with interest shortly after plan confirmation while the
company plan would pay creditors in full over five years.

The Company has said that East West is taking a predatory action
by converting real estate debt into a controlling interest in a
company.  East West also appears to be proposing it use TARP money
obtained by the federal government as a part of its effort to
complete its hostile takeover of Meruelo Maddux.

                       About Meruelo Maddux

Meruelo Maddux and its affiliates filed for Chapter 11 protection
on March 26, 2009 (Bankr. C.D. Calif. Lead Case No. 09-13356).
Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N.
Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the
Debtors in their restructuring effort.  The Debtors' financial
condition as of December 31, 2008, showed $681,769,000 in assets
and $342,022,000 of debts.


MISSION CREEK: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Mission Creek I, LLC
        c/o A. Laruffa
        P.O. Box 938
        San Clemente, CA 92674

Bankruptcy Case No.: 10-39624

Chapter 11 Petition Date: December 13, 2010

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

Judge: James M. Marlar

Debtor's Counsel: Eric Slocum Sparks, Esq.
                  ERIC SLOCUM SPARKS PC
                  110 S Church Ave #2270
                  Tucson, AZ 85701
                  Tel: (520) 623-8330
                  Fax: (520) 623-9157
                  E-mail: eric@ericslocumsparkspc.com

Scheduled Assets: $6,717,000

Scheduled Debts: $5,053,583

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb10-39624.pdf

The petition was signed by P and L Group, LLC/Anthony P. Laruffa,
manager.


MOUNTAIN PROVINCE: Gacho Kue Feasibility Sent for Final Review
--------------------------------------------------------------
Mountain Province Diamonds Inc. announced that the Gahcho Kue JV
partners, Mountain Province and De Beers Canada Inc., received the
final Gahcho Kue definitive feasibility study at a JV meeting on
December 8, 2010.  The feasibility study is now the subject of a
final review by the partners, which is expected to be completed by
the end of the first quarter of 2011.  Finalization of the
detailed project execution plan is also currently underway.

Upon satisfactory completion of the review and the project
execution plan, the partners expect to commence work on the plan
and budget for the Gahcho Kue mine during the second quarter of
2011.  The plan and budget will serve as the basis for a final
investment decision, which is expected to be made once the
partners have clarity on the progress of the environmental review.

Mountain Province also confirmed that the Gahcho Kue Environmental
Impact Assessment remains on track for filing with the Mackenzie
Valley Environmental Review Board prior to year-end.

                     About Mountain Province

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit (the "Gahcho Kue Project" located in
the Northwest Territories of Canada.  The Company's primary asset
is its 49% interest in the Gahcho Kue Project.

The Company's balance sheet as of June 30, 2010, showed
C$95.8 million in total assets, C$13.9 million in total
liabilities, and stockholders' equity of C$81.9 million.

                          *     *    *

In its Management's Discussion and Analysis of the Company's
interim consolidated financial statements for the three months
ended June 30, 2010, the Company said its ability to continue as a
going concern and to realize the carrying value of its assets and
discharge its liabilities is dependent on the discovery of
economically recoverable mineral reserves, the ability of the
Company to obtain necessary financing to fund its operations, and
the future production or proceeds from developed properties.
However, the Company adds that there is no certainty that the
Company will be able to obtain financing to fund its operations.
As a result, the Company says, there is substantial doubt as to
its ability to continue as a going concern.


MPG OFFICE: To Launch Strategic Plan to Own Core Assets
-------------------------------------------------------
MPG Office Trust Inc. stated it is continuing to implement its
strategic plan to own and manage a core set of assets, reduce and
modify the Company's obligations, and enhance long-term value for
stockholders.

As previously announced, the restructuring initiatives completed
to date include the elimination of several repayment and debt
service guarantees and the disposition of certain non-core assets
which relieved the Company of approximately $2 billion of debt
obligations and guaranty exposure of approximately $150 million.

The Company has turned its focus to the Company's core Downtown
Los Angeles properties, which includes working proactively with
lenders and special servicers to reduce the Company's financial
obligations.

As part of this next phase, the Company will deliver a notice of
imminent default to the master servicer for the mortgage loan on
Two California Plaza in Downtown Los Angeles as a first step
towards restructuring the loan.  Two California Plaza is financed
with commercial mortgage-backed securities debt, and as a
consequence, in order to comply with real estate mortgage
investment conduit rules, the Company must send a notice of
imminent default to enable any discussions regarding a loan
modification with the special servicer.

David L. Weinstein, President and Chief Executive Officer,
commented: "Two California Plaza is a key asset that is materially
overleveraged.  The Company would prefer to include Two California
Plaza as part of its core set of assets, and expects to have the
opportunity to explore various potential options for doing so once
the asset is transferred into special servicing.  At this time, we
do not believe that funding current and projected operating
deficits at this asset with the Company's precious unrestricted
cash is in the best interests of our stockholders."

                       About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company's balance sheet at Sept. 30, 2010, showed
$3.26 billion in total assets, $4.16 billion in total liabilities,
and a stockholders' deficit of $897.21 million.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.


MMP 10180: Seeks Financial Reorganization of Loop Taste Restaurant
------------------------------------------------------------------
As reported by the Troubled Company Reporter early this month, MMP
10180, LLC, dba The Loop Taste of Chicago and Pizzaria Uno, filed
for Chapter 11 protection (Bankr. D. Ariz. Case No. 10-38675) on
December 2, 2010.  Eric Ollason, Esq., at The Law Office Of Eric
Ollason, in Tucson, serves as bankruptcy counsel.  The Debtor
estimated assets of $0 to $50,000 and debts of $1,000,001 to
$10,000,000 in its Chapter 11 petition.

Phoenix Law Bankruptcy News reports that MMP 10180, LLC, owns the
The Loop Taste of Chicago restaurant, located at 10180 N. Oracle
Road in the San Jose Plaza, in Oro Valley.  According to the
report, business owners in the San Jose Plaza have asked Town of
Oro Valley officials to build a left-hand turn lane into the
shopping center to provide easy access into the retail shopping
center for southbound traffic on Oracle Road.

The owner of Loop Taste has also defaulted on a $1.6 million loan
for the San Jose Plaza property, according to the report.  The
property is set to be sold at a public auction in February 2011.

According to tucsoncitizen.com, the Chapter 11 filing would be a
financial reorganization of the restaurant -- not a liquidation.


NAVISTAR INT'L: To Present 2010 Fourth Quarter Results on Dec. 22
-----------------------------------------------------------------
Navistar International Corporation will present via live web cast
its fiscal 2010 fourth quarter financial results on Wednesday,
December 22.  A live web cast is scheduled at approximately 10:00
a.m., Eastern Time00.  Speakers on the web cast will include
Daniel C. Ustian, Chairman, President and Chief Executive Officer,
A. J. Cederoth, Executive Vice President and Chief Financial
Officer, and other Company leaders.

                   About Navistar International

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

The Company's balance sheet at July 31, 2010, showed $9.41 billion
in assets and $10.46 billion in liabilities.  As of July 31, 2010,
Navistar had approximately $1.7 billion in debt at its
manufacturing operations, including about $1 billion in senior
unsecured debt.

Navistar has a BB-/Stable/-- corporate credit rating from Standard
& Poor's and a 'B1' Corporate Family Rating and Probability of
Default Rating from Moody's Investors Service.

Moody's said in October 2010 that Navistar's B1 rating could
improve if the North American truck market remains on track for a
sustained recovery into 2011, and Navistar's operational
initiatives to moderate its vulnerability to the truck cycle show
evidence of taking hold.


NEWPAGE CORP: To Shut Down Wisconsin Mill in February
-----------------------------------------------------
NewPage Corporation announced that it will close its Whiting,
Wisconsin mill at the end of February 2011.  The Whiting mill
currently operates two paper machines, which produce approximately
250,000 tons annually of coated paper used by the publishing and
printing industry, with a primary focus on mail-order catalog,
magazine and retailer end uses.

"This remains a difficult time for the paper industry, for NewPage
and for many of our customers," said George Martin, NewPage
president and chief executive officer.  "While we have seen modest
recovery in our coated markets, we continue to monitor the supply
and demand balance and make the difficult choices needed to avoid
oversupplying those markets.  NewPage has the capacity and
operational flexibility to produce both coated groundwood and
coated freesheet on the same machines at other facilities.
Therefore, we do not expect any interruptions in service to our
customers while closing the Whiting mill, which is our highest
cost-per-ton coated groundwood mill."

Approximately 360 employees will be affected by the shutdown of
the Whiting mill.

                        About NewPage Corp.

Headquartered in Miamisburg, Ohio, NewPage Corporation --
http://www.NewPageCorp.com/-- is a coated paper manufacturer in
North America, based on production capacity, with $3.1 billion in
net sales for the year ended December 31, 2009.  The company's
product portfolio is the broadest in North America and includes
coated freesheet, coated groundwood, supercalendered, newsprint
and specialty papers.  These papers are used for corporate
collateral, commercial printing, magazines, catalogs, books,
coupons, inserts, newspapers, packaging applications and direct
mail advertising.

NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan,
Minnesota, Wisconsin and Nova Scotia, Canada.  These mills have a
total annual production capacity of approximately 4.4 million tons
of paper, including approximately 3.2 million tons of coated
paper, approximately 1.0 million tons of uncoated paper and
approximately 200,000 tons of specialty paper.

NewPage Corp.'s balance sheet at June 30, 2010, showed
$3.849 billion in total assets; $488 million in current debts,
$3.192 billion in long-term debt and $482 million in other long-
term obligations; and a total deficit of $313 million.

                           *     *     *

NewPage carries a 'CCC+' corporate credit rating from, with
negative outlook, from Standard & Poor's.  It has 'Caa1' long term
corporate family and probability of default ratings from Moody's.

Standard & Poor's Ratings Services in November 2010 revised its
recovery rating on NewPage Corp.'s senior secured first-lien notes
to '4' from '3'. "S&P believes that a '4' recovery more
appropriately conveys the risk that the company's postdefault
enterprise value may be affected by stresses more severe than what
S&P's analysis contemplates given the highly cyclical industry in
which NewPage operates," said Standard & Poor's credit analyst
Tobias Crabtree.


NUVEEN INVESTMENTS: Seeks to Amend & Extend Credit Facilities
-------------------------------------------------------------
Nuveen Investments held a lender conference on December 13, 2010.
The Company discussed a proposed amendment and extension of its
credit facilities.

The Company sought to amend and extend its first lien credit
facilities to opportunistically reduce the size of its 2013 and
214 debt maturities.  The amendment and extension addresses the
following:

   * $1.0 billion extension of the existing $2.1 billion first
     lien term loan facility by 2.5 years into a new extended
     first lien term loan facility maturing in May 2017.

   * Targeting a $250 million extension of the revolving credit
     facility by 2 years into a new extended revolving credit
     facility maturing November 2015.

   * Amend the leverage covenant to provide increase cushions and
     operating flexibility.

A full-text copy of the Company's presentation is available for
free at http://ResearchArchives.com/t/s?70f8

                    About Nuveen Investments

Founded in 1898, Nuveen Investments, Inc., based in Chicago,
Illinois, provides investment management services to high-net-
worth and institutional investors and the financial consultants
and advisors who serve them.  The Company derives substantially
all of its revenues from providing investment advisory services
and distributing managed account products, closed-end exchange-
traded funds and open-end mutual funds.

Nuveen carries a 'Caa1' corporate family rating from Moody's
Investors Service and a 'B-' long-term counterparty credit rating
from Standard & Poor's ratings service.

At the end of July 2010, Moody's changed the outlook for its he
ratings to positive from stable following the company's
announcement that it has entered into an agreement to acquire the
long-only assets of First American Fund Advisors, a subsidiary of
US Bancorp (Aa3/P- 1/Neg).  Moody's stated that Nuveen's outlook
change reflects improving fundamentals at Nuveen and expected
near-term financial and longer-term strategic benefits of the FAF
Advisors acquisition.  However, Moody's still views Nuveen's
leverage as "clearly excessive, particularly in the context of
elevated market volatility."  The Caa1 corporate family rating
incorporates a high potential for a modest capital restructuring,
Moody's said.


OFFSHORE WARRIORS: Section 341(a) Meeting Scheduled for Jan. 25
---------------------------------------------------------------
The U.S. Trustee for Region 5 will convene a meeting of Offshore
Warriors, Inc.'s creditors on January 25, 2011, at 11:00 a.m.  The
meeting will be held at 214 Jefferson St, Room 341, 3rd Floor,
Lafayette, LA 70501.

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

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

Lafayette, Louisiana-based Offshore Warriors, Inc., filed for
Chapter 11 bankruptcy protection on December 7, 2010 (Bankr. W.D.
La. Case No. 10-51881).  William C. Vidrine, Esq., at Vidrine &
Vidrine Law Firm, serves as the Debtor's bankruptcy counsel.
According to its schedules, the Debtor disclosed $12,313,694 in
total assets and $6,589,547 in total liabilities.


OFFSHORE WARRIORS: Files Schedules of Assets & Liabilities
----------------------------------------------------------
Offshore Warriors, Inc., has filed with the U.S. Bankruptcy Court
for the Western District of Louisiana its schedules of assets and
liabilities, disclosing:

  Name of Schedule                        Assets       Liabilities
  ----------------                        ------       -----------
A. Real Property                        $9,000,000
B. Personal Property                    $3,313,694
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                      $6,500,000
E. Creditors Holding
   Unsecured Priority
   Claims                                                      $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $89,547
                                       -----------    -----------
      TOTAL                            $12,313,694     $6,589,547

A copy of the schedules is available for free at:

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

Lafayette, Louisiana-based Offshore Warriors, Inc., filed for
Chapter 11 bankruptcy protection on December 7, 2010 (Bankr. W.D.
La. Case No. 10-51881).  William C. Vidrine, Esq., at Vidrine &
Vidrine Law Firm, serves as the Debtor's bankruptcy counsel.


OFFSHORE WARRIORS: Has Court OK to Hire Vildrine as Bankr. Counsel
------------------------------------------------------------------
Offshore Warriors, Inc., sought and obtained authorization from
the Hon. Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana to employ Vidrine & Vidrine as
bankruptcy counsel.

Vildrine & Vildrine will give the Debtor legal advice with respect
to the Debtor's powers and duties as a debtor-in-possession, and
perform any and all legal services for the debtor-in-possession
which may be necessary herein.

Vildrine & Vildrine will be paid $250 per hour for its services.

William Vidrine, Esq., an attorney at Vildrine & Vildrine, assures
the Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Lafayette, Louisiana-based Offshore Warriors, Inc., filed for
Chapter 11 bankruptcy protection on December 7, 2010 (Bankr. W.D.
La. Case No. 10-51881).  According to its schedules, the Debtor
disclosed $12,313,694 in total assets and $6,589,547 in total
debts.


PHILLIPS RENTAL: Taps Fred Leonard as Bankruptcy Counsel
--------------------------------------------------------
Phillips Rental Properties, LLC, asks for authorization from the
U.S. Bankruptcy Court for the Eastern District of Tennessee to
employ Fred M. Leonard as bankruptcy counsel.

Mr. Leonard will:

     (a) give the Debtor legal advice with respect to its powers
         and duties as debtor-in-possession in the continued
         operation of its business and management of its property;

     (b) prepare, on behalf of your applicant as debtor-in-
         possession, necessary applications, answers, orders,
         reports and other legal papers; and

     (c) perform all other necessary legal services for Debtor as
         debtor-in-possession or to employ other attorneys for
         specialized professional services upon proper application
         and approval of the U.S. Bankruptcy Court.

Mr. Leonard will be paid $300 per hour for his services.

Mr. Leonard assures the Court that the firm is a "disinterested
person" as that term defined in Section 101(14) of the Bankruptcy
Code.

Piney Flats, Tennessee-based Phillips Rental Properties, LLC,
filed for Chapter 11 bankruptcy protection on December 7, 2010
(Bankr. E.D. Tenn. Case No. 10-53129).  Fred M. Leonard, Esq., who
has an office in Bristol, Tennessee, serves as the Debtor's
bankruptcy counsel.  According to its schedules, the Debtor
disclosed $13,499,682 in total assets and $9,650,892 in total
liabilities.


PAMELA MCELVANE: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Pamela McElvane
        10149 S. Hoyne
        Chicago, IL 60643

Bankruptcy Case No.: 10-55195

Chapter 11 Petition Date: December 14, 2010

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

Judge: John H. Squires

Debtor's Counsel: Ernesto D. Borges, Esq.
                  LAW OFFICES OF ERNESTO BORGES
                  105 W. Madison Street, 23rd Floor
                  Chicago, IL 60602
                  Tel: (312) 853-0200
                  E-mail: pbutler@billbusters.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 eight largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb10-55195.pdf


PARAMOUNT RESOURCES: Completes $300 Million Senior Notes Offering
-----------------------------------------------------------------
Paramount Resources Ltd. announces that its $300 million offering
of 8.25% senior unsecured notes due 2017 and the tender offer for
the 8.5% senior US notes due 2013 made by a wholly-owned
subsidiary have each been completed.  A total of US$64,216,000
principal amount of the 2013 Notes were tendered.

Paramount intends to deposit with the trustee for the 2013 Notes
this week sufficient funds for the redemption at par on
January 31, 2011, of the remaining US$25,975,000 aggregate
principal amount of 2013 Notes not held by Paramount's subsidiary.
Once such deposit has been made with, and certain required
documents have been delivered to, the trustee for the 2013 Notes,
the indenture governing the 2013 Notes will be discharged and will
cease to be of further effect as to all 2013 Notes issued
thereunder.

A portion of the net proceeds from the 2017 Notes offering was
used for the purchase of 2013 Notes under the tender offer, and
the balance of the net proceeds will be used for the redemption of
the remaining 2013 Notes not held by Paramount's subsidiary, for
the non-permanent repayment of indebtedness under Paramount's
credit facility and for capital expenditures and general corporate
purposes.

The underwriting syndicate for the 2017 Notes offering was led by
Scotia Capital Inc. and BMO Capital Markets, as co-bookrunners,
and also included RBC Capital Markets, HSBC Securities (Canada)
Inc. and Stifel Nicolaus Canada Inc.

The 2017 Notes have not been and will not be registered under any
federal or state securities laws of the United States.
Accordingly, the 2017 Notes may not be offered or sold within the
United States, except in transactions exempt from the registration
requirements of the federal and applicable state securities laws
of the United States.  This news release shall not constitute an
offer to sell or the solicitation of an offer to buy the 2017
Notes in any jurisdiction.

Paramount is a Canadian oil and natural gas exploration,
development and production company with operations focused in
Western Canada.  Paramount's Class A Common Shares are listed on
the Toronto Stock Exchange under the symbol "POU".

For further information, please contact:

   Paramount Resources Ltd.
   J.H.T. (Jim) Riddell, President and Chief Operating Officer
   B.K. (Bernie) Lee, Chief Financial Officer
   Phone: (403) 290-3600
   Fax: (403) 262-7994

                      About Paramount Resources

Paramount Resources Ltd. is a Calgary, Alberta based exploration
and production company that produced approximately 11,000 barrels
of oil equivalent per day (net) in 2009.  Production was primarily
natural gas.

                           *     *     *

Paramount Resources carries 'B' issuer credit ratings from
Standard & Poor's.

Paramount carries a 'B3' corporate family rating from Moody's
Investors Service.  As reported in the TCR on July 16, 2010,
Moody's said the upgrade to 'B3' reflects Paramount's demonstrated
ability to navigate challenging industry and capital market
conditions and maintain a base level of production through prudent
capital and liquidity management.   The upgrade also reflects
Paramount's substantial alternate liquidity through the value in
its equity investments.   Paramount's operating environment,
however, will remain challenging given the company's very high F&D
and operating cost profile, according to Moody's.


PENZANCE CASCADES: Files for Chapter 11 in Manhattan
----------------------------------------------------
Penzance Cascades North LLC, along with affiliates, filed for
bankruptcy protection in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-16643).

The Company, owner of a five-story building in Reston, Virginia,
estimated assets of $10 million to $50 million and debt of
$100 million to $500 million.

Wells Fargo N.A. as trustee for UBS Commercial Mortgage
Securities Trust, is listed as the largest creditor.  Wells Fargo
is owed $67,000,000 and Normandy Reston Office LLC is owed
$39,500,000, both secured by the Property, value at $20,982,286.

The affiliates that filed are Penzance Cascades West LLC (Bankr.
S.D.N.Y. Case No. 10-16644), Penzance Parkridge Two, LLC (Case No.
10-16645) and Penzance Parkridge Five, LLC (Case No. 10-16646).

Harvey A. Strickon, Esq., at Paul,Hastings, Janofsky & Walker LLP,
in New York, serves as counsel to the Debtors.

Reston JV LLC has 100% membership in the Debtors.


PENZANCE CASCADES: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Penzance Cascades North, LLC
        1350 Avenue of the Americas
        Suite 905
        New York, NY 10022

Bankruptcy Case No.: 10-16643

Debtor-affiliates filing separate Chapter 11 petitions:

     Entity                                Case No.
     ------                                --------
     Penzance Cascades West, LLC           10-16644
     Penzance Parkridge Two, LLC           10-16645
     Penzance Parkridge Five, LLC          10-16646

Type of Business: Penzance Cascades North, LLC, is a real estate
                  Company.  It owns a five-story building in
                  Reston, Virginia.

Chapter 11 Petition Date: December 15, 2010

Bankruptcy Court: U.S. Bankruptcy Court
                  Southern District of New York (Manhattan)

Debtor's Counsel: Harvey A. Strickon, Esq.
                  PAUL,HASTINGS, JANOFSKY & WALKER LLP
                  75 East 55th Street
                  New York, NY 10022-3205
                  Tel.: (212) 318-6000
                  Fax : (212) 230-7689
                  Email: harveystrickon@paulhastings.com

Estimated Assets: $10 million to $50 million

Estimated Debts : $100 million to $500 million

The petition was signed by Julian Weldon, secretary and vice
president.

Debtor's List of 2 Largest Unsecured Creditors:

Entity/Person                   Nature of Claim     Claim Amount
-------------                   ---------------     ------------
Wells Fargo, N.A.               Loan                $67,000,000
c/o Green Loan Services LLC
420 Lexington Avenue
New York, NY 10170

Normandy Reston Office, LLC     Loan                $39,500,000
c/o Normandy Reston Real
Estate Partners, LLC
53 Maple Avenue
Morristown, NJ 07960


PERATO INTERESTS: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Perato Interests, LLC
          dba Radford Place Townhomes
        4113 Crest Ridge Dr.
        Irving, Tx 75061-9115

Bankruptcy Case No.: 10-38719

Chapter 11 Petition Date: December 10, 2010

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

Judge: Harlin DeWayne Hale

Debtor's Counsel: Robert M. Nicoud, Jr., Esq.
                  OLSON, NICOUD & GUECK, LLP
                  1201 Main St., Ste. 2470
                  Dallas, TX 75202
                  Tel: (214) 979-7300
                  Fax: (214) 979-7301
                  E-mail: rmnicoud@dallas-law.com

Scheduled Assets: $1,847,169

Scheduled Debts: $1,373,171

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb10-38719.pdf

The petition was signed by Guy Perdomo, director and member.


PHILLIPS RENTAL: Section 341(a) Meeting Scheduled for Jan. 10
-------------------------------------------------------------
The U.S. Trustee for Region 8 will convene a meeting of Phillips
Rental Properties, LLC's creditors on January 10, 2011, at 10:30
a.m.  The meeting will be held at Bankruptcy Meeting Room 111,
Greeneville, Tennessee.

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

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

Piney Flats, Tennessee-based Phillips Rental Properties, LLC,
filed for Chapter 11 bankruptcy protection on December 7, 2010
(Bankr. E.D. Tenn. Case No. 10-53129).  Fred M. Leonard, Esq., who
has an office in Bristol, Tennessee, serves as the Debtor's
bankruptcy counsel.  According to its schedules, the Debtor
disclosed $13,499,682 in total assets and $9,650,892 in total
liabilities.


PHILLIPS RENTAL: Files Schedules of Assets & Liabilities
--------------------------------------------------------
Phillips Rental Properties, LLC, has filed with the U.S.
Bankruptcy Court for the Eastern District of Tennessee its
schedules of assets and liabilities, disclosing:

  Name of Schedule                        Assets       Liabilities
  ----------------                        ------       -----------
A. Real Property                       $13,419,600
B. Personal Property                       $80,082
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                       $9,271,368
E. Creditors Holding
   Unsecured Priority
   Claims                                                 $200,674
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $178,850
                                       -----------     -----------
      TOTAL                            $13,499,682      $9,650,892

A copy of the schedules is available for free at:

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

Piney Flats, Tennessee-based Phillips Rental Properties, LLC,
filed for Chapter 11 bankruptcy protection on December 7, 2010
(Bankr. E.D. Tenn. Case No. 10-53129).  Fred M. Leonard, Esq., who
has an office in Bristol, Tennessee, serves as the Debtor's
bankruptcy counsel.


PLAZA LLC: Bankruptcy Court to Review Confirmation Order
--------------------------------------------------------
Plaza South Tower Commercial Condominium Association, Inc., v. The
Plaza LLC, a Florida Limited Liability Company, Plaza Ten, LLC,
Cameron Kuhn, Adv. Pro. No. 10-236 (Bankr. M.D. Fla.), asserts in
Count I that, pursuant to Sec. 1144 of the Bankruptcy Code, the
Court should revoke the confirmation order and vacate a later
order modifying the confirmation order because the Debtor and the
other defendants -- Plaza Ten LLC, a corporation formed to
purchase office condominium units in the Debtor's project, and the
Debtor's principal, Cameron Kuhn -- made material
misrepresentations to induce Plaza South to support the plan and
the later sale.  In Counts II-VI, Plaza South seeks damages,
declaratory, and injunctive relief under various, largely state
law, causes of action.

The non-debtor defendants suggest that the Court should abstain
from resolving the dispute, relying on 28 U.S.C. Sec. 1334(c)(1),
which provides that a federal court can exercise its discretion to
abstain "in the interest of justice, or in the interest of comity
with State Courts or respect for State law."

Bankruptcy Judge Karen S. Jennemann declines the Motion to
Abstain.  As to Count I, Judge Jennemann finds that it is more
efficient for the Bankruptcy Court to address the viability of the
orders entered by the Court.

However, Judge Jennemann holds that if the confirmation order
survives, the remaining issues regarding damages and injunctive
relief absolutely raise issues of Florida state law which a state
court is better able to address.

Accordingly, Judge Jennemann direct the plaintiff to file an
amended complaint, on or before December 31, 2010, which limits
the relief sought only to that asserted in Count I or otherwise
raising core, federal claims.  If the amended complaint is timely
filed, the defendants are directed to respond by January 21, 2011.
The Court will hold a pre-trial conference at 10:00 a.m. on
February 24, 2011.

A copy of Judge Jennemann's December 6 Memorandum Opinion is
available at http://is.gd/iLEGNfrom Leagle.com.

The Plaza LLC was founded by Orlando developer Cameron Kuhn
five years ago to launch his landmark downtown twin-tower Plaza
complex.  The Plaza LLC has filed for bankruptcy protection
(Bankr. M.D. Fla. Case No. 09-04661) on April 9, 2009.  Elizabeth
A. Green, Esq., at Latham Shuker Eden & Beaudine LLP in Orlando,
served as bankruptcy counsel. In its petition, the Debtor
estimated $1 million to $10 million in both assets and debts.

As reported by the Troubled Company Reporter on April 9, 2010,
Business Journal of Orlando said the Bankruptcy Court approved a
plan of reorganization of The Plaza LLC to enable it to proceed to
auction its remaining office-condo units at downtown Orlando's The
Plaza mixed-use building on April 21.


PONDS COOPERATIVE: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Ponds Cooperative Homes, Inc.
        1555 West Pond Drive
        Okemos, MI 48864

Bankruptcy Case No.: 10-14480

Chapter 11 Petition Date: December 9, 2010

Court: United States Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: Jeffrey R. Hughes

Debtor's Counsel: Scott A. Chernich, Esq.
                  FOSTER, SWIFT, COLLINS & SMITH, P.C.
                  313 S. Washington Square
                  Lansing, MI 48933
                  Tel: (517) 371-8133
                  E-mail: Jphillips@fosterswift.com

Estimated Assets: $0 to $50,000

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

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/miwb10-14480.pdf

The petition was signed by Mark Bentley, president.


PROBE RESOURCES: Subsidiaries Permitted to Use Cash Collateral
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that subsidiaries of Probe Resources Ltd. were given
authorization by the bankruptcy court to use cash representing
collateral for the claims of the secured lender.  The lender, K2
Principal Fund LP, is owed $25.5 million, according to a court
filing.  A final hearing for the use of cash is scheduled to be
held on Dec. 22.

Four U.S. subsidiaries of Probe Resources Ltd., an oil and
natural-gas exploration and production company from Vancouver,
British Columbia, filed for Chapter 11 protection in Houston,
Texas on Nov. 16 in Houston.  The Woodlands, Texas-based
subsidiaries are led by Probe Resources US Ltd. (Bankr. S.D. Tex.
Case No. 10-40395).

Probe said the filing became necessary when a debt-restructuring
agreement expired along with a forbearance agreement.  As a
result, the lender swept all unrestricted cash, precipitating the
Chapter 11 filings.

Probe Resources in December 2010 joined its U.S. units in filing
for Chapter 11.


RAME PROPERTIES: Chapter 11 Case "Not Viable", Dismissed
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia has
granted the motion of Rame Properties, LLC, to dismiss its Chapter
11 case, citing, among others, that the Debtor's case is not a
viable Chapter 11 case.  At the hearing, counsel for the United
States Trustee said the case should be dismissed because there
would be no recovery for unsecured creditors.

As reported in the Troubled Company Reporter on August 27, 2010,
Rame Properties, LLC, asked the U.S. Bankruptcy Court for the
Northern District of Georgia to dismiss its Chapter 11 case,
citing that Hays Financial Consulting, LLC, the receiver appointed
by the Superior Court of DeKalb County to take custody and control
of its property, is in the best position to manage and control its
assets (on behalf of CML-GA Rame, LLC), and because it believes
that dismissal, rather than conversion of its Chapter 11 case to
Chapter 7, is in the best interest of its estate, there being no
unencumbered assets for the trustee to liquidate, and because
additional time and expense would just be wasted.

Rame Properties Inc. is a real-estate development company in
Dunwoody, Georgia.  It filed for Chapter 11 bankruptcy protection
August 18 in Atlanta, Georgia (Bankr. N.D. Ga. Case No. 10-83988).
It estimated its assets at $10 million and debts at $50 million as
of the Petition Date.


RCC NORTH: U.S. Bank's Claim Dispute Delays Plan Confirmation
-------------------------------------------------------------
American Bankruptcy Institute reports that confirmation of RCC
North LLC's reorganization plan is being held up by a disagreement
involving the size of the claim of its largest secured creditor.

As reported in the Troubled Company Reporter on August 10, the
Debtor has filed a Chapter 11 plan that will be funded by
operation of the Debtor's property and a capital infusion in the
amount of the new value by the Debtor's sole member, Raintree
Corporate Center Holdings, LLC, or the successful bidder, if an
auction is held.  RCCH will place $250,000 in escrow in the trust
account of the Debtor's bankruptcy counsel on or before the
confirmation date.

Under the Plan, holders of Merrill Lynch Mortgage Trust 2006-C1,
Commercial Mortgage Pass-Through Certificates, Series 2006-C1,
will be limited to the value of its collateral ($27,100,000),
which US Bank asserts.  The remainder of US Bank's Allowed Claim
will be treated as a general unsecured claim in Class 5.  Holders
of general unsecured claims will split $500,000.

                         About RCC North LLC

Scottsdale, Arizona-based RCC North LLC owns and operates two
Class A office buildings and the related corporate campuses known
as Phase I and Phase II of the Raintree Corporate Center located
north of the northeast corner of Loop 101 (Pima Freeway) and
Raintree Drive, at 15333 North Pima Road and 15111 North Pima
Road, respectively, in Scottsdale, Arizona.

The Company filed for Chapter 11 bankruptcy protection on
April 15, 2010 (Bankr. D. Ariz. Case No. 10-11078).  The Company
estimated its assets and debts at $50 million to $100 million in
its Chapter 11 petition.  John J. Hebert, Esq., Mark W. Roth,
Esq., and Philip R. Rudd, Esq., at Polsinelli Shughart PC, in
Phoenix, Ariz., are the attorneys for the Debtor.


R.D. MARINA: Files Schedules of Assets and Liabilities
------------------------------------------------------
R.D. Marina, LLC, has filed with the U.S. Bankruptcy for the
Middle District of Florida, its schedule of assets and
liabilities, disclosing:

     Name of Schedule                Assets       Liabilities
     ----------------              ----------     -----------
  A. Real Property                 $4,961,642
  B. Personal Property             $2,168,413
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,932,076
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $601,339
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $432,555
                                   ----------     -----------
        TOTAL                      $7,130,055     $11,965,970

Bradenton, Florida-based R.D. Marina, LLC -- dba Riviera Dunes
Marina Resort and Riviera Dunes Marina -- filed for Chapter 11
bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case
No. 10-26144).  It estimated its assets at $1 million to
$10 million and debts at $10 million to $50 million.

The Debtors' bankruptcy cases are jointly administered, with R.D.
Marina, LLC, as the lead case.

Richard C. Prosser, Esq., at Stichter, Riedel, Blain & Prosser PA,
assists the Debtors in their restructuring efforts.


RHI ENTERTAINMENT: Combined Hearing on Plan on February 17
----------------------------------------------------------
RHI Entertainment Inc. won approval Tuesday to put its Chapter 11
case on a fast track and hold a combined disclosure statement and
restructuring plan confirmation hearing as early as Feb. 17,
Bankruptcy Law360 reports.

As reported in the Troubled Company Reporter on Dec. 13, 2010, the
Plan proposes a prepackaged restructuring of the Debtors'
obligations under their prepetition credit facilities -- referred
to under the Plan as the Existing First Lien Claims in Class 2 and
the Existing Second Lien Claims in Class 3.  The existing public
equity will be cancelled.  New Term Loan Obligations, New Common
Stock and New Warrants will be created. With respect to the
Existing First Lien Claims and Existing Second Lien Claims, the
Plan provides that on the Effective Date, (a) the First Lien
Lenders will receive (i)  $300 million of New Term Loan
Obligations (ii) roughly 99% of the New Common Stock (subject to
dilution), and (b) the Second Lien Lenders will receive (i)
roughly 1% of the New Common Stock (subject to dilution), (ii) New
Warrants representing 15% ownership of the New Common Stock on a
fully diluted basis, and (iii) a limited fee and expense
reimbursement of up to $250,000.

The Plan provides for the classification of certain classes of
claims and interests as Impaired or Unimpaired, each as defined in
the Plan and dependent upon the application of the Consensual Plan
Alternative or the Non-Consensual Plan Alternative as described
below. The Voting Classes are Impaired under the Plan and the
holders of Claims in such Classes had their votes solicited prior
to the Petition Date and such Classes accepted the Plan by
overwhelming requisite majorities.

Class 1 Other Priority Claims, Class 4 Other Secured Claims (under
the Consensual Plan Alternative), and Class 5 General Unsecured
Claims (under the Consensual Plan Alternative if the Estimated
Class 5 Allowed Claims do not exceed the Maximum Class 5 Amount)
are Unimpaired under the Plan.  The holders of Claims in such
Classes are conclusively presumed to have accepted the Plan and,
therefore, did not have their votes solicited prior to the
Petition Date.

Class 4 Other Secured Claims (under the Non Consensual Plan
Alternative), Class 5 General Unsecured Claims (under (a) the Non
Consensual Plan Alternative or, (b) the Consensual Plan
Alternative if the Estimated Class 5 Allowed Claims exceed the
Maximum Class 5 Amount), Class 6 Subordinated Claims and Class 7
RHI Inc Interestsare Impaired under the Plan.  The holders of
Claims and Interests in all but one of such Classes (i.e., Class 4
Other Secured Claims (under the Non Consensual Plan Alternative)),
are not entitled to a distribution under the Plan, are deemed to
have rejected the Plan and did not have their votes solicited
prior to the Petition Date.

With respect to Class 4 Other Secured Claims, although the holders
of such Claims are entitled to receive or retain property under
the Plan under the Non-Consensual Plan Alternative, they are
deemed to reject the Plan and they similarly did not have their
votes solicited prior to the Petition Date.

The Debtors asked for a combined a hearing on the Plan and the
Disclosure Statement 70 days after the Petition Date, or by
February 17, 2011.  Objections would be due 10 days before the
hearing.

                        About RHI Entertainment

New York-based RHI Entertainment, Inc., develops, produces and
distribute new made-for-television movies, mini-series and other
television programming worldwide.  It filed for Chapter 11
bankruptcy protection on December 10, 2010 (Bankr. S.D.N.Y. Case
No. 10-16536).  D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith
A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at
Latham & Watkins LLP, serves as the Debtor's bankruptcy counsel.
The Debtor disclosed $524,722,000 in total assets and $834,094,000
in total debts.

Affiliates RHI Entertainment, LLC (Bankr. S.D.N.Y. Case No. 10-
16537), RHIE Holdings Inc. (Bankr. S.D.N.Y. Case No. 10-16538),
RHI Entertainment Holdings II, LLC (Bankr. S.D.N.Y. Case No. 10-
16541), RHI Entertainment Distribution, LLC (Bankr. S.D.N.Y. Case
No. 10-16549), RHI International Distribution Inc. (Bankr.
S.D.N.Y. Case No. 10-16550), RHI Entertainment Productions, LLC
(Bankr. S.D.N.Y. Case No. 10-16551), HE Pro Tunes, Inc. (Bankr.
S.D.N.Y. Case No. 10-16552), HEGOA INC. (Bankr. S.D.N.Y. Case No.
10-16553), HEP Music, Inc. (Bankr. S.D.N.Y. Case No. 10-16554),
HEP SS Music Inc. (Bankr. S.D.N.Y. Case No. 10-16555), Don
Quixote, Inc. (Bankr. S.D.N.Y. Case No. 10-16556), Independent
Projects, Inc. (Bankr. S.D.N.Y. Case No. 10-16557), Library
Storage, Inc. (Bankr. S.D.N.Y. Case No. 10-16558), Metropolitan
Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16560), NGP
Holding, Inc. (Bankr. S.D.N.Y. Case No. 10-16561), and SLB
Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16562) filed
separate Chapter 11 petitions.


RICHARD ADAMS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Richard J. Adams
               Christi P. Adams
                 dba The Glass House
               2105 Atlantic Street, #621
               Melbourne Beach, FL 32951

Bankruptcy Case No.: 10-22122

Chapter 11 Petition Date: December 14, 2010

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

Debtors' Counsel: Anne-Marie L. Bowen, Esq.
                  ANNE-MARIE L. BOWEN PA
                  816 N. Thornton Avenue
                  Orlando, FL 32803
                  Tel: (407) 228-1300
                  Fax: (407) 228-6605
                  E-mail: courtdocs@bowenbankruptcylaw.com

Scheduled Assets: $70,279

Scheduled Debts: $2,803,286

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb10-22122.pdf


ROCK & REPUBLIC: Lender Takes Aim at Exclusivity Extension Bid
--------------------------------------------------------------
Rock & Republic Enterprises Inc.'s largest secured creditor is
urging a judge to deny the company's bid for an exclusivity
extension, saying that Rock & Republic is no closer to filing a
reorganization plan now than it was eight and a half months ago,
at the dawn of the proceedings, Dow Jones' Small Cap reports.

According to the report, RFK LLC, the lender whose pursuit of Rock
& Republic's intellectual property prompted the company to seek
bankruptcy in April, is now taking aim at Rock & Republic's
exclusive right to file a Chapter 11 plan.

The Debtor currently shares that right with the official committee
representing unsecured creditors in the case, as the result of a
deal struck in the fall while Rock & Republic was entertaining a
sale deal, but RFK insists that it too should be allowed to
propose a plan for the company, the report relates.

                       About Rock & Republic

New York-based Rock & Republic Enterprises, Inc., is a wholesale
and retail apparel company specializing in an avant-garde and
distinctive line of clothing.  Originally started in 2002 by its
Chief Executive Officer, Michael Ball, primarily as an American
jeans company, the Debtors have expanded their lines to include
high fashion clothing for men, women and children as well as
shoes, cosmetics and accessories.  The Company's merchandise can
be found at most high end retail stores such as Nordstrom, Neiman
Marcus, Bergdorf Goodman, Bloomingdales, Lord & Taylor, Harvey
Nichols and Saks Fifth Avenue, as well as in small upscale
boutiques.

The Company filed for Chapter 11 bankruptcy protection on April 1,
2010 (Bankr. S.D.N.Y. Case No. 10-11728).  Alex Spizz, Esq., and
Arthur Goldstein, Esq., at Todtman, Nachamie, Spizz & Johns, P.C.,
assist the Company in its restructuring effort.  Manderson,
Schaefer & McKinlay, LLP, is the Company's special corporate
counsel.  The Company estimated $50 million to $100 million in
assets and $10 million to $50 million in liabilities.

The Company's affiliate, Triple R, Inc., filed a separate
Chapter 11 petition on April 1, 2010 (Bankr. S.D.N.Y. Case No.
10-11729).

The Court has extended the Debtors' exclusive period to propose a
Chapter 11 plan until November 15, 2010, and its exclusive period
to solicit acceptances of that plan until January 14, 2011.  Rock
& Republic has said it is in talks with a newly formed entity
called GR Acquisition LLC, which offered to purchase its assets
for at least $33 million.


RONALD HOLLEY: Receiver Named for Vintage Villas Park
-----------------------------------------------------
Joe Gorman at Tribune Chronicle reports that the Trumbull County
Common Pleas Court appointed Robert M. Greenwald of SS&G Financial
Services Inc. as receiver to oversee Vintage Villas Mobile Home
Park owned by Ronald and Marsha Holley, who are undergoing
foreclosure proceedings on the park in Trumbull County Common
Pleas Court.

Ronald W. Holley and Marsha Holley filed a joint Chapter 11
petition on April 27, 2010  (Bankr. N.D. Ohio Case No. 10-51963).
David A. Mucklow, Esq., in North Canton, Ohio, serves as counsel
to the Debtors.  In its schedules, the Debtors disclosed
$4,557,124 in assets and $6,024,212 in debts.  The Debtors'
businesses are known as Country Squire Estates Ltd, Vintage
Village Ltd., R & R Butler Ltd., R & M Stateline Ltd., and RW
Holley Enterprise.


ROOMFUL EXPRESS: Goes Into Receivership Due to Debt Woes
--------------------------------------------------------
Furniture World Magazine reports that Roomful Express, which has
sold furniture in western Pennsylvania and eastern Ohio markets
since 2000, has been placed in receivership due to sustained poor
market conditions and the inability to repay its financial
obligations.  The report relates that the receivership order was
issued by the Court of Common Pleas of Allegheny County, bringing
to resolution the previous judgment filed by senior lenders.

According to the report, Compass Advisory Partners, a Pittsburgh-
based management consulting firm, has been named the court-
appointed receiver to manage the disposition of the furniture
retailer's assets and inventory through a "going out of business"
sale.   The report relates that it is the intention of the
receiver to satisfy deposits by fulfilling customer orders for
merchandise.

Gordon Brothers Retail Partners Group will be assisting with the
sales close-out process, Furniture World Magazine discloses.

The report says that furniture store retail sales in the United
States, including at Roomful Express, have suffered double-digit
revenue declines this year compared to a year ago.

                    About Roomful Express

Roomful Express operates 10 stores in western PA, one store in St.
Clairsville, Ohio and two stores operating under the name Ashley
Furniture Home Stores in the Johnstown-Altoona market.  All stores
will remain open during this process.

According to Furniture World, all of Roomfull Express' existing 13
locations in western PA and Ohio will remain open as its
operations will commence a "going out of business sale" scheduled
to take place during the next few weeks.  Many of the company's
associates will retain their jobs through the end of the upcoming
sale period, which could last several months.


RYAN MUGAR: Case Summary & 33 Largest Unsecured Creditors
---------------------------------------------------------
Joint Debtors: Ryan Todd Mugar
               Shawn Bernice Mugar
               5562 Brookhill Dr.
               Yorba Linda, Ca 92886

Bankruptcy Case No.: 10-27508

Chapter 11 Petition Date: December 13, 2010

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

Judge: Theodor Albert

Debtor's Counsel: Michael R. Totaro, Esq.
                  TOTARO & SHANAHAN
                  P.O. Box 789
                  Pacific Palisades, CA 90272
                  Tel: (310) 573-0276
                  Fax: (310)496-1260
                  E-mail: mtotaro@aol.com

Scheduled Assets: $1,654,965

Scheduled Debts: $2,912,153

A list of the Joint Debtors' 33 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-27508.pdf


SEARCHMEDIA HOLDINGS: CSV Principals Resign from Board
------------------------------------------------------
On December 9, 2010, each of Earl Yen and Jianzhong Qu provided
notice to the SearchMedia Holdings Limited Board of Directors that
they were resigning as Board members effective immediately.

Mr. Yen, the founder and managing director of CSV Capital
Partners, and Mr. Qu, a principal of CSV Capital Partners, were
appointed by the representatives of the former stockholders of
SearchMedia International Limited, pursuant to a Voting Agreement
between SearchMedia Holdings Limited and certain stockholders.

                    About SearchMedia Holdings

Based in Shanghai, China, SearchMedia Holdings Limited (NYSE Amex:
IDI, IDI.WS) is a multi-platform media company operating primarily
in the out-of-home advertising industry and one of the largest
operators of integrated outdoor billboard and in-elevator
advertising networks in China.  SearchMedia operates a network of
over 1,500 high-impact billboards with over 500,000 square feet of
surface display area and one of China's largest networks of in-
elevator advertisement panels consisting of approximately 125,000
frames in 50 cities throughout China.  Additionally, SearchMedia
operates a network of large-format light boxes in concourses of
eleven major subway lines in Shanghai.  SearchMedia's core outdoor
billboard and in-elevator platforms are complemented by its subway
advertising platform, which together enable it to provide a multi-
platform, "one-stop shop" services for its local, national and
international advertising clients.

The Company's balance sheet at December 31, 2009, showed
$99.8 million in total assets, $51.4 million in total liabilities,
and stockholders equity of $48.4 million.

SearchMedia reported a net loss of $22.6 million on $37.7 million
of revenue for the fiscal year ended December 31, 2009, compared
to a net loss of $35.1 million on $41.7 million of revenue for
fiscal 2008.  The Company disclosed that its inability to generate
cash flows to meet its obligations due to the uncertainty of
achieving operating profitability on an annual basis and raising
required proceeds on reasonable terms, among other factors, raises
substantial doubt as to the Company's ability to continue as a
going concern.


SMURFIT-STONE: Union Defendants Cleared From Jewell Suit
--------------------------------------------------------
District Judge Leon Jordan dismisses United Steelworkers Union
Local #51276, Robert Mackey, Scott Johnson, Vaughn Buckner, and
Joyce Jones from the action, Danny T. Jewell and Sandra F. Jewell,
v. Smurfit-Stone Container Enterprises, Inc., et al., Case No.
08-CV-392 (E.D. Tenn.).  Danny Jewell was formerly employed by
Smurfit-Stone.  Plaintiffs allege that Mr. Jewell's employment was
terminated on August 6, 2007, on account of his age.  They further
allege that a retaliatory union grievance hastened the
termination.

A copy of the Court's December 10, 2010 Memorandum Opinion is
available at http://is.gd/iLDAUfrom Leagle.com.

                        About Smurfit-Stone

Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers.  The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada.  The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States.  The Company employs roughly 21,250
employees, 17,400 of which are based in the United States.  For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.

Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235).  Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.

Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers.  Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October.  Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.

James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
served as the Debtors' bankruptcy counsel.  PricewaterhouseCoopers
LLC, served as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC served as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acted as the Debtors' notice and
claims agent.

The Company's Plan of Reorganization, which was confirmed by the
U.S. Bankruptcy Court on June 21, 2010, and recognized by a
Canadian court order, became effective July 1.

The Plan provides that 2.25% of the new Smurfit-Stone common stock
pool will be distributed pro rata to the Company's previous
preferred stockholders and 2.25% percent of the New Smurfit-Stone
common stock pool will be distributed pro rata to the Company's
previous common stockholders.


SOULTANA EFTHIMIADIS: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Soultana Efthimiadis
          aka Sue Efthimiadis
        510 Duvall Lane
        Annapolis, MD 21403

Bankruptcy Case No.: 10-38104

Chapter 11 Petition Date: December 14, 2010

Court: U.S. Bankruptcy Court
       District of Maryland (Baltimore)

Debtor's Counsel: Aryeh E. Stein, Esq.
                  MERIDIAN LAW, LLC
                  104 Church Lane, Suite 100
                  Baltimore, MD 21208
                  Tel: (443) 326-6011
                  E-mail: aryehstein@gmail.com

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

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

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


SOUTHEASTERN MATERIALS: Court OKs Ch. 7 Trustee's Rule 2004 Bid
---------------------------------------------------------------
Judge Thomas W. Waldrep, Jr., grants the request of W. Joseph
Burns, as chapter 7 bankruptcy trustee of Southeastern Materials,
Inc., to conduct a Rule 2004 examination of Lynn Luther, Maria
Dennis, Betty Lambert, Chris Lambert, Tony M. Dennis, and Dennis-
Lambert Investments Limited Partnership and production of
documents.

On October 22, 2010, the Trustee filed an adversary proceeding
(No. 10-6059) against First Bank, which in part challenges the
validity, priority and extent of First Bank's claims and liens.
The Trustee's complaint contains numerous allegations that involve
the Individuals and DLI.

A copy of the Court's December 10 Memorandum Opinion is available
at no charge at http://is.gd/iMCKCfrom Leagle.com.

Southeastern Materials, Inc., manufactures wooden roof trusses,
shingles, and other roofing materials.  The Debtor sought Chapter
11 protection (Bankr. M.D.N.C. Case No. 09-52606) on December 30,
2009.  A copy of the Debtor's Chapter 11 petition is available at
http://bankrupt.com/misc/ncmb09-52606.pdfat no charge.
On June 2, 2010, the Court appointed W. Joseph Burns as Chapter 11
trustee.  On July 30, 2010, the case was converted to Chapter 7,
and W. Joseph Burns was appointed as the Chapter 7 trustee.


STILLWATER MINING: MMC Norilsk Unit Unloads All Shares
------------------------------------------------------
Stillwater Mining Company on Monday unveiled the closing of two
separate secondary offerings by its majority stockholder, Norimet
Limited, a wholly owned subsidiary of Russian nickel producer,
MMC Norilsk Nickel.  In total, Norimet has sold its entire
49.8 million share interest in Stillwater.

The sale of 46.0 million shares of Stillwater common stock closed
Monday, of which 37.0 million shares were sold to the public at a
public offering price of $19.50 per share.  Also in connection
with this offering, today the underwriters exercised their over-
allotment option in full to purchase an additional 3.8 million
shares.

Norimet sold the remaining 9.0 million shares to UBS Securities
LLC in connection with the closing of a previously announced
public offering by UBS AG of Mandatorily Exchangeable Notes due
2012. Upon the closing of the over-allotment option later this
week, Norimet will no longer own any shares of Stillwater's common
stock.

Stillwater Mining Company is not receiving proceeds from either of
the offerings by Norimet.

Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC,
UBS Securities LLC and VTB Capital PLC acted as joint bookrunning
managers for the underwritten public offering of the common stock.

VTB Capital PLC is not a U.S. registered broker-dealer, and
therefore, to the extent that it effected any sales of shares of
the common stock in the United States, such sales were executed
through one or more U.S. registered broker-dealers, which may be
affiliates of VTB Capital PLC, to the extent required by
applicable U.S. securities laws and regulations.

A copy of the prospectus supplement and base prospectus relating
to the underwritten public offering of the common stock is
available at no charge at http://ResearchArchives.com/t/s?70f5

UBS Securities LLC was the sole bookrunner and underwriter for the
exchangeable notes offering.  A copy of the base prospectus and
prospectus supplement relating to the underlying common stock
being offered in connection with the underwritten public offering
of the exchangeable notes is available at no charge at
http://ResearchArchives.com/t/s?70f5

A shelf registration statement relating to both the underwritten
public offering of common stock and the shares of common stock
underlying the exchangeable notes offering was filed by the
Company with the Securities and Exchange Commission on November
29, 2010, and became effective automatically upon such filing.  A
copyof the shelf registration statement is available at no charge
at http://ResearchArchives.com/t/s?70f6

A copy of the Underwriting Agreement, dated December 7, 2010, by
and among the Company, Norimet Limited, as selling stockholder,
and Credit Suisse Securities (USA) LLC, J.P. Morgan Securities
LLC, UBS Securities LLC and VTB Capital PLC, as representatives of
the underwriters, with respect to the Common Stock is available at
no charge at http://ResearchArchives.com/t/s?70f3

A copyof the Underwriting Agreement, dated December 7, 2010, by
and among the Company, Norimet Limited, as selling stockholder,
UBS AG, UBS Securities LLC, as underwriter, and Credit Suisse
Capital LLC, with respect to the Mandatorily Exchangeable Notes,
is available at no charge at http://ResearchArchives.com/t/s?70f4

                      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.


SUSANA PULIDO: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Susana Pulido
        30520 Rancho California Road, Suite 107-69
        Temecula, CA 92591

Bankruptcy Case No.: 10-50149

Chapter 11 Petition Date: December 14, 2010

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

Judge: Meredith A. Jury

Debtor's Counsel: George L. Baugh, Esq.
                  LAW OFFICE OF GEORGE L. BAUGH
                  2201 E. Chapman Avenue
                  Fullerton, CA 92831
                  Tel: (714) 870-5253
                  Fax: (714) 526-3915
                  E-mail: glb3law@yahoo.com

Estimated Assets: $0 to $50,000

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

A list of the Debtor's 9 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-50149.pdf


STUYVESANT TOWN: CW Capital, Residents Fail to Reach Rent Deal
--------------------------------------------------------------
Theresa Agovino, writing for Crain's New York Business, reports
that the residents of Stuyvesant Town/Peter Cooper Village and the
complex's new owner failed to reach a crucial agreement on where
to set rents Wednesday, letting an interim agreement that lowered
rents for thousands of tenants expire.  According to Crain's, the
failure to reach an agreement means that thousands of tenants
could see their rents jump, and the two sides could wind up back
in court.

According to Crain's, resolving how much tenants should pay in
rent and what some are due back from earlier overcharges is
critical to determining how much Stuy Town is worth as owner CW
Capital plots a course for the complex.  CW Capital took the helm
of the sprawling, rent-regulated complex when a partnership led by
Tishman Speyer handed back the keys after failing to make a
mortgage payment.

The two sides are continuing to negotiate.  Crain's notes that
under the interim agreement, affected tenants were told to pay
either their lease rent or an estimated rent-stabilized rent,
whichever was lower.

Crain's relates the tenants' lawyer, Alexander Schmidt, said he
was not optimistic that the two sides could reach an agreement
before the end of the year and that the issue wouldn't once again
be in front of a judge.

Stuyvesant Town-Peter Cooper Village comprises 56 multi-story
buildings, situated on 80 acres, and includes a total of 11,227
apartments.  The loan sponsors, Tishman Speyer Properties, LP and
BlackRock Realty, acquired the property with the intent of
converting rent-stabilized units to market rents as tenants
vacated the property; however, the conversion of units has since
been determined to be illegal by the New York State Court of
Appeals.  In addition to the $3 billion securitized balance,
there is an additional $1.5 billion of mezzanine debt held
outside the trust.  As reported by the TCR on January 26, 2010, a
group led by Tishman Speyer Properties has decided to give up the
Peter Cooper Village and Stuyvesant Town apartment complex in
Manhattan to its creditors.  The decision comes after the venture
between Tishman and BlackRock defaulted on the $4.4 billion debt
used to help finance the acquisition of those properties.


SUPATCHA RESOURCES: Posts $256,000 Net Loss in August 31 Quarter
----------------------------------------------------------------
Supatcha Resources, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $255,959 for the three months
ended August 31 2010, compared with a net loss of $12,112 for the
same period ended August 31, 2009.

For the three month period ending August 31, 2010, the Company
generated no revenues.

The Company's balance sheet at August 31, 2010, showed
$4.74 million in total assets, $5.05 million in total liabilities,
and a stockholders' deficit of $309,404.

Webb & Company, P.A., in Boynton Beach, Fla., expressed
substantial doubt about Supatcha Resources, Inc.'s ability to
continue as a going concern, following the Company's results for
the fiscal year ended February 28, 2010.  The independent auditors
noted that the Company has an accumulated deficit of $105,722 and
has used cash from operations of $86,948 since inception and has
continued losses.

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

               http://researcharchives.com/t/s?70fa

Denver, Colo.-based Supatcha Resources, Inc., is an exploratory
stage gold mining company focused on acquiring and developing
mineral properties in the Ukraine.


SUPERIOR GROUP: Assets Placed Into Receivership by County Judge
---------------------------------------------------------------
A Los Angeles County judge has ordered that Superior Gold Group be
placed into receivership and all of its assets-bank accounts, real
estate, and presumably gold stored for customers-frozen, Mother
Jones reported.  According to the report, the receivership was
requested by prosecutors from LA County and Santa Monica city who
have filed a civil suit against the Company.

Mother Jones relates that the lawsuit alleged that among other
things, Superior had defrauded its customers by overcharging them,
fraudulently inducing them to buy overpriced collectors' coins
rather than the bullion that they wanted, and taking customers'
money for coins they never produced.


TESTWELL INC: NY Sup. Ct. Affirms Decision Denying License Renewal
------------------------------------------------------------------
The Appellate Division of the Supreme Court of New York, First
Department, holds that the New York City Department of Buildings's
decision to deny renewal of Testwell, Inc. d/b/a Testwell
Laboratories, Inc.'s concrete testing laboratory license was
rationally based and not arbitrary or capricious.  Testwell was
afforded the reasonable notice and opportunity to be heard to
which it was entitled under Administrative Code of the City of New
York Sec. 28-401.12.

By indictment filed in New York County and dated October 29, 2008,
Testwell, its sole shareholder Vidyasagar Reddy Kancharla, and
certain Testwell employees were charged with enterprise
corruption, scheme to defraud, grand larceny, attempted grand
larceny, offering a false instrument for filing, and falsifying
business records.  The Department, pending a hearing, suspended
Testwell's license and Mr. Kancharla's site-safety manager license
and his professional certification and filing privileges.  In a
report and recommendation dated December 2, 2008, an
Administrative Law Judge found that while the prehearing
suspension of the licenses and Mr. Kancharla's professional
certification privileges were proper, the indictment was
insufficient evidence to support further suspensions and Testwell
was deprived of due process.  By decision and order dated January
20, 2009, the Department's Commissioner rejected that finding and
reinstated, pending resolution of the criminal charges, the
suspension of the licenses and Mr. Kancharla's professional
certification privileges.  Testwell commenced an article 78
proceeding challenging the Commissioner's determination.

The appellate panel consists of Justices Richard T. Andrias, James
M. Catterson, Dianne T. Renwick, Leland DeGrasse, Sallie Manzanet-
Daniels.

A copy of the Court's December 7 opinion, written by Justice
Andrias, is available at http://is.gd/iMEcUfrom Leagle.com.

Ossining, New York-based Testwell, Inc., aka Testwell
Laboratories, provides inspection, testing, and quality control
services for the construction industry. Since 1994, it has held a
concrete testing laboratory license issued by the Department.  The
Company filed for Chapter 11 (Bankr. S.D.N.Y. Case No. 09-22796)
on May 13, 2009.  Scott S. Markowitz, Esq., at Tarter Krinsky &
Drogin LLP represents the Debtor in its restructuring efforts.
The Debtor listed $10 million to $50 million in assets and
$1 million to $10 million in debts.


TOUSA INC: Seeks Approval on Regal Oaks Asset Sale
--------------------------------------------------
BankruptcyData.com reports that TOUSA Inc. filed a motion with the
U.S. Bankruptcy Court for approval of the agreement of purchase
and sale between TOUSA Homes (the Seller) and CLC Regal Oaks (the
Buyer), dated as of November 9, 2010, with respect to
substantially all of Seller's assets in the subdivision known as
Regal Oaks at Old Town in Osceola County, Florida.  The purchase
price is $6,800,000.  Simultaneously with the execution of the
agreement, the Buyer will deliver $340,000 in the form of initial
deposit to Universal Land Title, as escrow agent to be held in
escrow in accordance with the agreement.

                          About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  The Debtors have selected M. Natasha Labovitz,
Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M.
Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman,
Esq., at Berger Singerman, to represent them in their
restructuring efforts.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  Ernst & Young LLP is the Debtors' independent
auditor and tax services provider.  Kurtzman Carson Consultants
LLC acts as the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.


TRIBUNE CO: Names A. Messina as WDCW-TV General Manager
-------------------------------------------------------
Tribune Broadcasting named Ashley Messina as vice
president/general manager of WDCW-TV in Washington, DC, effective
immediately. Messina has served as the interim general manager for
the station since September 2010.

"Ashley has earned this appointment by leading the station for the
last several months and with her proven track record as general
sales manager," said Tribune Broadcasting president Jerry
Kersting.  "She has a keen sense for what it takes to bring the
station to the next level while encouraging a sense of teamwork
and collaboration with the staff -- she's a leader and a
visionary."

Messina joined Tribune and WDCW in 2001 as an account executive.
Since then, she has served in roles with increasingly more
responsibility at the station, including national sales manager
and general sales manager.  Prior to Tribune, she worked in
promotions with WIHT Radio in the Washington, DC, area.

"I'm very excited about this opportunity and am fortunate to work
with the strong staff of WDCW-TV," said Messina.  "It's the
people here that have made this station so successful.  Together,
we'll continue to make a mark for ourselves in the community,
deliver results to our advertisers, develop one-of-a-kind local
programs and continue to grow the station on all levels."

                       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: Gets OK of Protocol to Sell Towing, Supply Vessels
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trico Marine Services Inc. received permission from
the U.S. Bankruptcy Court for the District of Delaware to adopt
procedures for selling the nine vessels and assets associated with
the towing and supply business that is being closed.

Under the court-approved procedures, Trico is to advertise the
availability of the vessels.  If the principal parties in the case
agree on a sale, Trico will file a notice identifying the
purchaser and the price and set up a hearing date for approval of
the sale. If there is more than one offer, Trico must hold an
auction unless the main creditor groups dispense with the idea.
For anything unsold by mid-January, Trico is to hold an auction
for the remaining assets on Jan. 24.

                        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 US$30,562,681 in assets and US$353,606,467 in
liabilities as of the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No.
10-12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent.  Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.

Aside from the Cayman Islands holding company, Trico's foreign
subsidiaries were not included in the filing and will not be
subject to the requirements of the U.S. Bankruptcy Code.


TRICO MARINE: Withdraws Private Sale of Truckee River
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trico Marine Services Inc. withdrew a motion filed
before the U.S. Bankruptcy Court for the District of Delaware for
a private sale of its Truckee River vessel for $950,000.

A buyer was unable to complete the sale at $950,000 after
bankruptcy court approval in October.  Trico has another buyer,
Riverman Nigeria Ltd., to purchase the vessel for the same
price.

As reported in the Dec. 15, 2010 edition of the Troubled Company
Reporter, the Official Committee of Unsecured Creditors opposed
the sale, noting that the Debtors seek to "take actions prejudice
the creditors of their estates for the benefit of creditors of the
Debtors' non-debtor subsidiaries."  The Creditors Committee in its
objection pointed out how Trico previously intended to sell
vessels without an auction, only to find that the Committee turned
up a buyer to pay a higher price.

Trico intended to sell the vessels Trico Moon and Trico Mystic for
$26 million without holding an auction.  Following an auction
requested by the Committee, the auction raised the price of the
vesels to $31.3 million.

                        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 US$30,562,681 in assets and US$353,606,467 in
liabilities as of the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10-
12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  Epiq Bankruptcy Solutions is the Debtors' claims and
notice agent.  Postlethwaite & Netterville serves as the Debtors'
accountant and Ernst & Young LLP serves as tax advisors.
Pricewaterhousecoopers LLC provides the independent accountants
and tax advisors for the Debtors.

Aside from the Cayman Islands holding company, Trico's foreign
subsidiaries were not included in the filing and will not be
subject to the requirements of the U.S. Bankruptcy Code.


US FIDELIS: Atkinson Brothers' Properties Being Sold
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that US Fidelis Inc. is selling property received in the
settlement where the Atkinson brothers, who founded the company,
gave up most of their assets.  The brothers and others settled
after being sued for $101 million claimed to be "wrongfully and
improperly appropriated" from the company.

According to the report, the U.S. Bankruptcy Court in St. Louis
last week approved the $4.75 million sale of the St. Louis home
owned by Darain Atkinson and his wife.  The St. Louis Post-
Dispatch reported that the home cost at least $26.7 million to
build.

Mr. Rochelle relates that the bankruptcy judge also established
procedures to sell the home in Truckee, California, owned by Cory
Atkinson and his wife.  The company has a $2.45 million offer for
the home, which is near Lake Tahoe.  Other bids are due Dec. 20,
with an auction the next day and a hearing for approval of the
sale on Dec. 22.

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.


VERNON MAXWELL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Joint Debtors: Vernon L. Maxwell
                 aka Vernon Leroy Maxwell
                     V. Max
               La Tanya M. Maxwell
                 aka Latanya Marie Maxwell
                     L. Max
                     Tanya Maxwell
                     Marie Latanya
               10368 Wells Avenue
               Riverside, CA 92505

Bankruptcy Case No.: 10-50182

Chapter 11 Petition Date: December 14, 2010

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

Judge: Catherine E. Bauer

Debtors' Counsel: Link W. Schrader, Esq.
                  LINK SCHRADER ATTORNEY
                  P.O. Box 46368
                  Los Angeles, CA 90046
                  Tel: (310) 413-6924
                  Fax: (310) 878-4158
                  E-mail: link@link-schrader.com

Scheduled Assets: $1,986,208

Scheduled Debts: $2,105,846

A list of the Joint Debtors' 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb10-50182.pdf


VISTEON CORPORATION: Moody's Assigns 'B1' Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service assigned initial ratings to reorganized
Visteon Corporation -- Corporate Family and Probability of Default
Ratings, at B1.  In a related action Moody's also assigned a Ba1
rating to Visteon's senior secured term loan, and a Speculative
Grade Rating Assessment of SGL-3.  The rating outlook is stable.

These ratings were assigned:

Visteon Corporation:

  -- Corporate Family Rating, B1;

  -- Probability of Default, B1;

  -- Ba1 (LGD2, 13%), for the $500 million senior secured term
     loan

  -- SGL-3, Speculative Grade Rating Assessment

The $200MM asset based revolving credit facility is not rated by
Moody's.

                        Ratings Rationale

The B1 Corporate Family Rating considers the benefits of the
company's operational and financial restructuring under Chapter 11
of the U.S. Bankruptcy Code, and an expectation that Visteon's
more modest debt burden following emergence can be adequately
supported by earnings and cash flow growth by the business.
Through its reorganization Visteon reduced funded debt by
$2 billion to approximately $618 million resulting in
significantly lower debt service costs.  Visteon's performance is
expected to benefit from plant closures and cost reduction actions
taken prior to and during Chapter 11.  Moody's estimates the
company's EBIT margins improved for the first three quarters of
2010, averaging about 3.8% (including Moody's standard
adjustments); compared to a negative average EBIT margin for the
first three quarters of 2009.  While a significant improvement
that is expected to support EBIT/interest above 2.0x over the
near-term, the company's EBIT margins are expected to remain in
the B sub-factor rating range (3-5%).  The ratings also
incorporate Moody's consideration for the additional risks
involved with the company's ability to access funds generated by
its foreign subsidiaries and joint ventures on a timely and cost
effective basis.

Moody's believes that Visteon will continue to maintain its
position as a key supplier to major OEMs.  Over the recent years,
the company reduced its customer concentrations to Ford to about
26%, well below historical levels.  In addition, the company has
improved its regional diversity with North America representing
about 18% of sales and Asia/Pacific regions representing about 39%
of sales.  Moody's believes Visteon's competitive market position
in its automotive climate control, and interiors businesses has
been preserved through the Chapter 11 process and the company's
financial profile will support business growth in the future.

The stable rating outlook incorporates Moody's view that generally
improving automotive industry conditions combined with Visteon's
less levered capital structure will drive credit metrics
supportive of the assigned rating over the near-term.

Visteon is expected to have an adequate liquidity profile over the
next twelve month supported by cash balances and a $200 million
asset based revolving credit facility.  Upon emergence from
Chapter 11 on October 1, 2010, Visteon had cash balances of
approximately $956 million, including about $90 million of
restricted cash.  The company's unrestricted cash is distributed
roughly evenly between North America/Europe and Asia.  On
October 1, 2010, the asset based revolver had no cash drawings.
Under the borrowing base calculation, about $170 million was
available for cash drawings as of that date.  While modest in
size, the facility is expected to be largely undrawn over the near
term.  Visteon is not anticipated to generate free cash flow over
the near-term after incremental capital expenditure requirements
for new business growth.  The new capital structure also benefits
from nominal amortization requirements over the next twelve months
Financial covenants under the senior secured term loan are a net
leverage ratio test and a minimum interest coverage test.  The
asset based revolving credit will not have financial covenants.
Alternate liquidity is limited by debt incurrence covenants under
the credit facilities.

Visteon, headquartered in Buren Township, Michigan, is a leading
global automotive supplier that designs, engineers and
manufactures innovative climate, electronic, interior and lighting
products for vehicle manufacturers.  The company has facilities in
26 countries and employs approximately 26,500 people.  Revenues
for the LTM period ending September 30, 2010, approximate
$6.7 billion.


VISTEON CORP: S&P Assigns Corporate Credit Rating at 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services said it has assigned its 'B+'
corporate credit rating on automotive parts supplier Visteon Corp.
The outlook is stable.  At the same time, S&P assigned an issue-
level rating of 'BB-' and recovery rating of '2' on the company's
$500 million senior secured term loan.

"The rating on Visteon reflects S&P's expectation that the company
will continue to improve its operating performance, including
margins (before D&A) in the upper single digits, following its
emergence from Chapter 11 in October 2010," said Standard & Poor's
credit analyst Robert Schulz.  "S&P expects the company's key
credit measures to remain fairly consistent during the next year,
including adjusted debt to EBITDA under 2x," he continued.

S&P views Visteon's financial risk profile as aggressive, largely
because S&P assume the company will use cash in 2011 for increased
capital spending and cash restructuring.  Also, S&P believes
acquisitions or possible future distributions to shareholders
could absorb free cash flow and constrain significant debt
reduction in the long term.  S&P views the business risk profile
as weak (fair geographic, customer, and product diversity, and
single-digit operating margins).  In S&P's view, the most
significant variable in Visteon's near-term credit profile will be
vehicle production volumes; Visteon's backlog of business is more
than 90% for the next few years.  A second variable will be the
company's success in further reducing overhead costs.

S&P estimates that total debt to EBITDA (adjusted for
postretirement benefits and operating leases) will be less than 2x
at the end of 2010.  For the rating, S&P expects total debt to
EBITDA to decline slightly in 2011, even as the company uses some
cash.  S&P also expect Visteon to generate positive discretionary
cash flow in 2012 through improved operating income and success in
managing working capital despite its expectation that capital
spending will rise.

Visteon is a large Tier 1 supplier serving the global automaker
market.  The company has about $7 billion in consolidated revenues
and about $100 million in equity income  in joint ventures, the
largest being its 50% ownership of large Chinese supplier Yanfeng
Visteon Automotive Trim Systems Co. Ltd. (nine-month 2010 revenue
was $1.8 billion).  Demand in the large North American market is
slowly recovering.  The European market is down about 6% from last
year's levels, which is less than S&P expected.  The Asian
markets, particularly China, remain strong, but production in
China during 2011 could be only in the mid-single digits, which is
much slower growth than in recent years.

The stable outlook reflects S&P's belief that Visteon can achieve
positive discretionary cash flow in 2012, EBITDA margins in the
upper single digits, and retain at least $500 million in cash.
S&P estimates that this would require moderate revenue growth by
2012 and operating margins before depreciation of at least 7%.

S&P could lower the rating if it appears that the company would
use more than $200 million in cash in 2011, including cash
restructuring payments, if S&P believed discretionary cash flow
generation would not be positive in 2012, or if S&P believed that
debt to EBITDA, including its adjustments, would rise rather than
stay flat or decline.  For example, S&P estimates that adjusted
debt to EBITDA could reach 2.5x if Visteon's gross margins fell by
about 300 basis points on modest revenue growth.

S&P considers an upgrade less likely during the next year, based
on its current assessment of business and financial risks and
Visteon's limited financial and strategic record since emerging
from Chapter 11.  Still, any future upgrade would likely be based
on whether S&P believes Visteon can sustain its margins and cash
generation capabilities.


WB SANCTUARY: Section 341(a) Meeting Scheduled for Jan. 4
---------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of WB
Sanctuary Development Partners, LP's creditors on January 4, 2011,
at 11:00 a.m.  The meeting will be held at Suite 3401, 515 Rusk
Ave, Houston, TX 77002.

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

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

Dallas, Texas-based WB Sanctuary Development Partners, LP, filed
for Chapter 11 bankruptcy protection on December 6, 2010 (Bankr.
S.D. Tex. Case No. 10-41169).  Micheal W. Bishop, Esq., at Looper
Reed, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.


WHITTON CORP: Section 341(a) Meeting Scheduled for Jan. 6
---------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of Whitton
Corporation's creditors on January 6, 2011, at 4:00 p.m.  The
meeting will be held at Foley Federal Building and U.S.
Courthouse, 300 Las Vegas Boulevard, South, Room 1500, Las Vegas,
NV 89101.

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

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

Henderson, Nevada-based 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 -- filed for
Chapter 11 bankruptcy protection on December 5, 2010 (Bankr. D.
Nev. Case No. 10-32680).  Brett A. Axelrod, Esq., at Fox
Rothschild LLP, serves as the Debtor's bankruptcy counsel.  The
Debtor estimated its assets and debts at $10 million to
$50 million.


W.R. GRACE: Judge Fitzgerald May Issue Plan Ruling By Year End
--------------------------------------------------------------
At a December 13, 2010 Omnibus Hearing in Wilmington, Judge Judith
Fitzgerald asked the parties to address two specific items related
to confirmation of the Chapter 11 Plan of Reorganization co-
proposed by W.R. Grace & Co. and its debtor affiliates, the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos PI
Future Claimants' Representative:

    TOPIC ONE -- How the release granted to non-debtors Sealed
    Air Corporation and Fresenius Medical Care Holdings, Inc.,
    in Plan Sec. 8.8.7 is appropriate with respect to entities
    receiving no distribution under the Plan or as to creditors
    who did not vote to accept the plan.

The Plan Proponents say the releases granted to Sealed Air and
Fresenius under Plan Sec. 8.8.7 are entirely appropriate in this
case.  The Plan Proponents remind Judge Fitzgerald that the
releases are fully consensual because they apply only to creditors
who affirmatively voted to accept the Plan by marking a ballot
that
said, in short, voting to accept the Plan means you agree to the
release.  The Plan Proponents further remind the Court that this
isn't a free release because Sealed Air and Fresenius are
contributing more than $1 billion to the 524(g) Trust.  The Plan
Proponents believe the releases in Plan Sec. 8.8.7 are no
different than similar releases approved in In re Exide
Technologies, 303 B.R. 48 at 74 (Bankr. D. Del. 2003), In re
Zenith Elecs. Corp., 241 B.R. 92, 111 (Bankr. D. Del. 1999), and a
long list of other cases with Chapter 11 plans confirmed in the
District of Delaware.

John Donley, Esq., at Kirkland & Ellis LLP, in Chicago, pointed
Judge Fitzgerald to Sec. 8.5.2 of the Plan, under which the
Reorganized Debtors assume all GR Claims (as that special term for
Grace-Related Claims is defined in the Plan), and stressed that
the Plan Sec. 8.8.7 release applies only to claims not assumed
under Plan 8.5.2.  The Debtors, Mr. Donley said, don't believe
there are any such claims, and if there are any such claims, they
believe these have no value.

Judge Fitzgerald expressed concern that any claims addressed by
Plan Sec. 8.8.7 look like they're being channeled to the 524(g)
Trust and that's not allowed under the Third Circuit's Combustion
Engineering decision.

Mr. Donley reminded Judge Fitzgerald that Plan Sec. 8.8.7 doesn't
relate to any asbestos-related claim because those claims are
channeled and enjoined by Section 524(g) of the Bankruptcy Code.
Plan Sec. 8.8.7 deals with a very tiny slice of the claims
universe that the Plan Proponents doesn't think exists, he said.

Directing Judge Fitzgerald's attention to the Fresenius Settlement
Agreement, Fresenius' counsel suggested that the release is not as
broad as the Court may suspect and reminded Judge Fitzgerald that
Findings TT, YY and ZZ and decretal paragraph 5 of Judge Wolin's
Order approving the Fresenius Settlement found the releases to be
fair, reasonable and necessary.

Mr. Donley told Judge Fitzgerald that the releases are fair,
necessary, narrow and entirely appropriate, and urged her to
approve them and confirm the Plan.

Judge Fitzgerald said that she'd take another look at Plan Sec.
8.5.2.  Judge Fitzgerald also suggested that the Plan Proponents
take another look at Plan Sec. 8.8.7 and consider adding a
sentence or two to make their intentions abundantly clear to
anyone examining the plan documents.  Judge Fitzgerald reiterated
her concern that the Plan makes it sound like something improper
is being forced on someone who didn't agree to it, and that's what
she wants to avoid.

    TOPIC TWO -- How the provision for payment of interest in
    Class 9 to Holders of General Claims arising from the
    Prepetition Credit Facilities comports with the terms of the
    Bank Lenders' contractual non-default interest rate.

The Plan Proponents remind Judge Fitzgerald that the Debtors'
baseline legal position is that the Bank Lenders aren't entitled
to any postpetition interest, and that the Debtors agreed to pay
the Bank Lenders some postpetition interest to craft the deal that
underpins the Plan, avoids the need to litigate whether or not the
company is solvent, keeps unsecured debt trading above par, and
distributes value to equity.  The Plan Proponents argue that the
law precludes the Lenders' demands under Sections 1129(a)(7) and
1129(b) of the Bankruptcy Code that they be paid more than the
Plan's negotiated formula for payment of interest. The Plan
Proponents urge Judge Fitzgerald to approve the Plan's treatment
of the Bank Lenders and confirm the Plan.

"Does the Plan pay the Lenders at least their contract rate of
interest?" Judge Fitzgerald asked the Parties at the hearing.

"Yes," Mr. Donley responded, explaining that, in fact, the Bank
Lenders are paid a slight premium because the negotiated interest
rate is compounded quarterly, not because that's required, but
because that is what was negotiated.  Mr. Donley used a handful of
graphs to demonstrate that the rate proposed under the Plan's
negotiated formula is higher than the contract rate.

Richard S. Cobb, Esq., at Landis Rath & Cobb LLP, in Wilmington,
told Judge Fitzgerald that the amount of interest payable to the
Bank Lenders isn't as simple as the Plan Proponents want to say it
is.  The Lenders are entitled to the default rate, Mr. Cobb said.

"We are not going to re-argue the default rate," Judge Fitzgerald
said.

The Bank Lenders believe they are impaired, Mr. Cobb continued,
and entitled to a higher interest rate than what the Plan proposes
to pay.

Judge Fitzgerald encouraged -- almost begged -- the Bank Lenders,
the Plan Proponents and the Equity Committee to meet without delay
and present the Court with an agreed resolution to their dispute
about the appropriate amount of interest for the Debtors to pay
the Bank Lenders.

Judge Fitzgerald indicated that she wants to issue her decision
about whether or not to confirm W.R. Grace's plan by the end of
2010.  She said that while it's a self-imposed deadline, it's one
she wants to meet, adding that she would be ecstatic if everyone
who can help her in that regard does so quickly.

Judge Fitzgerald asked the parties about what has happened with
Anderson Memorial's claims.  One of the Debtors' lawyers appearing
telephonically indicated that the Third Circuit declined to review
the District Court's decision to deny class certification, thus
leaving the door open for Anderson to appeal this question at a
later date.  Whether class or individual claims, everybody agrees
Anderson's claims and claims like Anderson's fall in Class 7A and
no Class 7A creditor objects to plan confirmation.

Judge Fitzgerald asked the parties to explain Sec. 5.6 of the
Trust Distribution Procedures.

Peter Van N. Lockwood, Esq., at Caplin & Drysdale, in Washington,
D.C., explained that the goal is to prevent any party from
collecting twice on the same claim from the 524(g) Trust on
account of indirect claims.

Judge Fitzgerald called for a 10-minute recess to consult with her
Law Clerk in Pittsburgh.  Judge Fitzgerald returned, said she had
nothing further, and adjourned the December 13 hearing.

Mr. Cobb also said that the Bank Lenders are ready, willing and
able to meet with the Plan Proponents to talk about how to
amicably resolve the interest rate dispute.

                         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: Payment of Sealed Air, Fresenius Prof. Fees Ordered
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved
the fee applications filed by professionals, and allowed the
payment of remaining holdbacks owed to the professionals, in the
performance of services related to the Adversary Proceedings
styled (i) Official Committee of Asbestos Personal Injury
Claimants, et al. v. Sealed Air Corporation and Cryovac, Inc., et
al., and (ii) Official Committee of Asbestos Personal Injury
Claimants, et al, vs. Fresenius Medical Care Holdings, Inc., et
al.

The Court directed W.R. Grace & Co. and its affiliates to pay:

  Professional                     Fees    Expenses   Holdback
  ------------                   -------   --------   --------
  Kirkland & Ellis LLP           $35,967       $779     $7,820
  Pachulski, Stang
    Ziehl & Jones LLP             19,446      4,402      3,889
  Bilzin Sumberg Baena
    Price & Axelrod LLP           10,886          1      2,177
  Conway DelGenio Gries
    & Co. LLP                    750,203     24,465    223,023
  Ferry Joseph & Pearce P.A.      17,310      6,493      4,220
  Hamilton, Rabinovitz,
    Associates, Inc.             223,525      5,099     44,795
  W.D.Hilton, Jr.                 18,600      1,763      3,720
  Caplin & Drysdale               14,725          0      3,171

The Adversary Proceedings were commenced in March 2002.  In
November 2002, the Adversary Proceedings were settled in
principal.  However, due to the complex nature of the settlements,
the settlement of the Fresenius Adversary Proceeding was not
approved until June 25, 2003.  Similarly, the settlement of the
Sealed Air Adversary Proceeding was not approved until June 27,
2005.

Delaware District Judge Alfred Wolin withdrew in July 2002 the
reference from the Bankruptcy Court over the determination of the
fees and expenses incurred in the Adversary Proceedings.
Thereafter, pursuant to an administrative fee order entered in the
Bankruptcy cases, the professionals periodically filed and were
paid fees and expenses.

When Judge Wolin was recused, and on January 13, 2005, the
District Court referred "the Sealed Air Settlement Motion . . .
and any related pleadings" to the Bankruptcy Court.  However, the
District Court did not address referral of the professional fees
that had been or would continue to be incurred in the Adversary
Proceedings.

Due to the Adversary Proceeding Settlements, the recusal of Judge
Wolin, and the transfer of the Sealed Air matters back to the
Bankruptcy Court, many of the fee applications filed by the
professionals in the Adversary Proceedings were never acted upon.
While the Debtors paid the 80% in fees and 100% in expenses owed
to the professionals, as permitted by the District Court, the fee
applications and payment of the 20% holdbacks were not approved.

                         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: Court OKs Fee Applications for Second Quarter
---------------------------------------------------------
Bankruptcy Judge Judith Fitzgerald allowed the fee applications
for the period from April 1 through June 30, 2010 by these
professionals retained in W.R. Grace's Chapter 11 cases:

Professional                                    Fees    Expenses
------------                                    ----    --------
Anderson Kill & Olick, P.C.                 $477,320      $3,175
David T. Austern                               1,900           0
Janet S. Baer, P.C.                          365,742       4,818
Baker Donelson Bearman Caldwell & Berkowitz  180,000          75
Beveridge & Diamond, P.C.                     37,960         126
Bilzin Sumberg Dunn Baena Price & Axelrod     25,574       1,288
Blackstone Advisory Services L.P.            525,000      16,894
BMC Group                                     87,245       7,138
Campbell & Levine, LLC                        44,448       4,089
Caplin & Drysdale, Chartered                  72,338       5,357
Capstone Advisory Group, LLC                 240,912         824
Casner & Edwards LLP                          29,029      36,778
Charter Oak Financial Consulting LLC          47,787           0
Day Pitney LLP                                41,335         578
Deloitte Tax LLP                             115,058          13
Duane Morris LLP                              28,776       1,596
Ferry Joseph & Pearce, P.A.                   35,303       2,642
Foley Hoag LLP                                44,896          88
Fragomen, Del Rey, Bernsen & Loewy LLP       151,890      63,333
The Hogan Firm                                97,416       4,659
Holme Roberts & Owen, LLP                     26,757       1,493
Kirkland & Ellis LLP                         980,039     401,280
Kramer Levin Naftalis & Frankel LLP           14,079         650
Lauzon Belanger                             C$13,342     C$3,330
Legal Analysis Systems, Inc.                   2,000           0
Lincoln Partners Advisors LLC                200,000       2,896
Ogilvy Renault LLP                           C$4,966       C$170
Orrick, Herrington & Sutcliffe LLP           640,112      13,586
Pachulski Stang Ziehl & Jones LLP             89,550      83,263
PricewaterhouseCoopers LLP                   520,782       7,012
Reed Smith LLP                                42,698       2,705
Alan B. Rich                                  33,300       1,629
Hon. Alexander M. Sanders, Jr.                 8,955         102
Saul Ewing LLP                                23,691       1,471
Scarfone Hawkins LLP                        C$59,494     C$6,986
Warren H. Smith & Associates, P.C.            55,886       3,346
Steptoe & Johnson LLP                         10,430          39
Stroock & Stroock & Lavan LLP                133,786       1,130
Towers Watson                                 21,683           0
Woodcock Washburn LLP                         15,022           4

                         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)


* 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 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 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 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 Flat Rock United Methodist Church
  Bankr. N.D. Ga. Case No. 10-95792
     Chapter 11 Petition filed December 2, 2010
        filed pro se

In Re Ultra Iron Mountain LLC
  Bankr. D. N.J. Case No. 10-47369
     Chapter 11 Petition filed December 2, 2010
        filed pro se

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 1111 Willoughby Avenue Realty Corp
  Bankr. E.D. N.Y. Case No. 10--51337
     Chapter 11 Petition filed December 2, 2010
        filed pro se

In Re Magic Dry Cleaners & Shirt Laundry, Inc.
  Bankr. W.D. Pa. Case No. 10-28558
     Chapter 11 Petition filed December 2, 2010
         See http://bankrupt.com/misc/pawb10-28558p.pdf
         See http://bankrupt.com/misc/pawb10-28558c.pdf

In Re Charles Timothy Beitel, Jr.
       aka Chip Beitel, Jr.
       dba Addco Enterprises, Inc.
       dba Plano Pets
     Dianna Ellen Beitel
  Bankr. E.D. Texas Case No. 10-44145
     Chapter 11 Petition filed December 2, 2010
         See http://bankrupt.com/misc/txeb10-44145.pdf

In Re Garland Prairie, LLC
  Bankr. D. Ariz. Case No. 10-47626
     Chapter 11 Petition filed December 3, 2010
        filed pro se

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 Mondocorp, LLC
  Bankr. D. Conn. Case No. 10-33609
     Chapter 11 Petition filed December 3, 2010
         See http://bankrupt.com/misc/ctb10-33609.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

In Re De Vries Irrigation, Inc.
  Bankr. D. N.J. Case No. 10-47499
     Chapter 11 Petition filed December 3, 2010
         See http://bankrupt.com/misc/njb10-47499.pdf

In Re Abigale L. Miller
  Bankr. W.D. Pa. Case No. 10-28606
     Chapter 11 Petition filed December 3, 2010
         See http://bankrupt.com/misc/pawb10-28606p.pdf
         See http://bankrupt.com/misc/pawb10-28606c.pdf

In Re GMI Land Company, LLC
  Bankr. W.D. Pa. Case No. 10-28613
     Chapter 11 Petition filed December 3, 2010
         See http://bankrupt.com/misc/pawb10-28613.pdf

In Re Baynham Family Enterprises, Inc.
       dba Baynham's Family Restaurant
  Bankr. D. S.C. Case No. 10-08584
     Chapter 11 Petition filed December 3, 2010
         See http://bankrupt.com/misc/scb10-08584.pdf

In Re Kay S. Brannon
  Bankr. M.D. Tenn. Case No. 10-13101
     Chapter 11 Petition filed December 3, 2010
         See http://bankrupt.com/misc/tnmb10-13101.pdf

In Re Ruben Martinez
     Judi L. Martinez
  Bankr. D. Nev. Case No. 10-32677
     Chapter 11 Petition filed December 4, 2010
         See http://bankrupt.com/misc/nvb10-32677.pdf

In Re Raymond Marc Guillaume, Jr.
   Bankr. E.D. N.Y. Case No. 10-51417
      Chapter 11 Petition filed December 6, 2010
         filed pro se

In Re RW International, Inc.
        dba Pacific Palace Restaurant
   Bankr. S.D. N.Y. Case No. 10-24517
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/nysb10-24517.pdf

In Re Orlando Fernandini Figueroa
        dba Omymo Service Station
      Maritza E Muniz Ruiz
        aka Maritza Enid Muniz Ruiz
   Bankr. D. Puerto Rico Case No. 10-11411
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/prb10-11411.pdf

In Re 11500 Space Center, LLC
   Bankr. S.D. Texas Case No. 10-41101
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/txsb10-41101.pdf

In Re Ernesto Arnoldo Larin
        dba La Pupusa Loca Restaurants
      Dora Leticia Larin
   Bankr. S.D. Texas Case No. 10-41148
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/txsb10-41148.pdf

In Re Gulf Coast Arms, a Non-profit Trust
   Bankr. S.D. Texas Case No. 10-40929
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/txsb10-40929.pdf

In Re KSCM Realty, LLC
   Bankr. S.D. Texas Case No. 10-41095
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/txsb10-41095.pdf

In Re Rock Leasing, Inc.
   Bankr. S.D. Texas Case No. 10-70873
      Chapter 11 Petition filed December 6, 2010
         filed pro se

In Re Space Center Blvd. Land Development, LP
   Bankr. S.D. Texas Case No. 10-41105
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/txwb10-41105.pdf

In Re Austin Full Gospel Holy Temple
        dba Restoration Temple of Deliverance
   Bankr. W.D. Texas Case No. 10-13381
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/txwb10-13381.pdf

In Re My Family Medical, LLC
   Bankr. S.D. W.Va. Case No. 10-30970
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/wvsb10-30970.pdf

In Re Maplehurst Associates, A West Virginia Partnership
   Bankr. W.D. Va. Case No. 10-63476
      Chapter 11 Petition filed December 6, 2010
          See http://bankrupt.com/misc/vawb10-63476.pdf

In Re William A. Mondala
      Remedios C. Mondala
   Bankr. C.D. Calif. Case No. 10-49390
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/cacb10-49390.pdf

In Re George Arrospide
   Bankr. N.D. Calif. Case No. 10-74036
      Chapter 11 Petition filed December 7, 2010
         filed pro se

In Re Vincent Handyman Services Inc.
   Bankr. S.D. Fla. Case No. 10-47334
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/flsb10-47334.pdf

In Re Capable Group, LLC
   Bankr. N.D. Ga. Case No. 10-96981
      Chapter 11 Petition filed December 7, 2010
         filed pro se

In Re Z Enterprise LLC
   Bankr. N.D. Ga. Case No. 10-25511
      Chapter 11 Petition filed December 7, 2010
         filed pro se

In Re Donna Ciorciari-Thynne
   Bankr. D. Nev. Case No. 10-32776
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/nvb10-32776.pdf

In Re Roma Grill LLC
   Bankr. D. Nev. Case No. 10-32758
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/nvb10-32758.pdf

In Re Air Design Services, Inc.
   Bankr. D. N.H. Case No. 10-15191
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/nhb10-15191.pdf

In Re D & L Construction, Inc.
   Bankr. D. N.J. Case No. 10-47818
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/njb10-47818.pdf

In Re Marie Tooker
        aka Marie Guerrera-Tooker
        aka Marie Guerrera
   Bankr. E.D. N.Y. Case No. 10-79529
      Chapter 11 Petition filed December 7, 2010
         filed pro se

In Re Elsa Bet Cafe, Inc.
   Bankr. S.D. N.Y. Case No. 10-16489
      Chapter 11 Petition filed December 7, 2010
         See http://bankrupt.com/misc/nysb10-16489.pdf

In Re Miday Realty Corp.
   Bankr. S.D. N.Y. Case No. 10-16488
      Chapter 11 Petition filed December 7, 2010
         filed pro se

In Re Hobbs Trucking Company, Inc.
   Bankr. E.D. Tenn. Case No. 10-17157
      Chapter 11 Petition filed December 7, 2010
          See http://bankrupt.com/misc/tneb10-17157p.pdf
          See http://bankrupt.com/misc/tneb10-17157c.pdf

In Re Shannon Young Co., Inc.
   Bankr. N.D. Texas Case No. 10-70593
      Chapter 11 Petition filed December 7, 2010
         See http://bankrupt.com/misc/txnb10-70593.pdf

In Re Mueller Development LLC
   Bankr. W.D. Texas Case No. 10-13412
      Chapter 11 Petition filed December 7, 2010
         filed pro se

In Re Dee's Plumbing & Construction, Inc.
   Bankr. N.D. Ill. Case No. 10-76007
      Chapter 11 Petition filed December 8, 2010
          See http://bankrupt.com/misc/ilnb10-76007.pdf

In Re Dixon Signs, LLC
   Bankr. D. Md. Case No. 10-37688
      Chapter 11 Petition filed December 8, 2010
         See http://bankrupt.com/misc/mdb10-37688.pdf

In Re East Brookfield Village LLC
   Bankr. D. Mass. Case No. 10-46037
      Chapter 11 Petition filed December 8, 2010
          See http://bankrupt.com/misc/mab10-46037.pdf

In Re Dolt Concrete & Construction Inc.
   Bankr. W.D. Mo. Case No. 10-46521
      Chapter 11 Petition filed December 8, 2010
         See http://bankrupt.com/misc/mowb10-46521.pdf

In Re William R. Ryan
   Bankr. C.D. Calif. Case No. 10-16255
      Chapter 11 Petition filed December 8, 2010
         filed pro se

In Re Shulkin Hutton, Inc., P.S.
   Bankr. W.D. Wash. Case No. 10-24665
      Chapter 11 Petition filed December 8, 2010
         See http://bankrupt.com/misc/wawb10-24665.pdf

In Re Just Talk Communications LLC
   Bankr. D. Ariz. Case No. 10-39343
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/azb10-39343.pdf

In Re A Good Home Care Service, LLC
   Bankr. W.D. La. Case No. 10-13734
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/lawb10-13734.pdf

In Re Paul M. Shimones
      Stacey A. Shimones
   Bankr. E.D. Mich. Case No. 10-76941
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/mieb10-76941p.pdf
         See http://bankrupt.com/misc/mieb10-76941c.pdf

In Re Oxford Investments, LLC
   Bankr. W.D. Mo. Case No. 10-46544
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/mowb10-46544.pdf

In Re Mayan Properties, LLC
   Bankr. D. Nev. Case No. 10-32887
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/nvb10-32887.pdf

In Re 35-37 Courtland Street, LLC
   Bankr. D. N.H. Case No. 10-15235
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/nhb10-15235.pdf

In Re 1860 Springfield Ave., LLC
   Bankr. D. N.J. Case No. 10-48048
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/njb10-48048.pdf

In Re Christopher Street, L.P.
        dba 50 Christopher Street, L.P. (incorrectly named)
   Bankr. D. N.J. Case No. 10-48036
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/njb10-48036.pdf

In Re Tacos Y Mas at Smoky Point Inc.
        aka Padres
        fka Tacos Guaymos
   Bankr. W.D. Wash. Case No. 10-24746
      Chapter 11 Petition filed December 9, 2010
         See http://bankrupt.com/misc/wawb10-24746.pdf

In Re Frank Lewis Gray
      Amy Beth Gray
   Bankr. C.D. Calif. Case No. 10-62790
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/cacb10-62790.pdf

In Re Guy Mitchell Reams
   Bankr. C.D. Calif. Case No. 10-49705
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/cacb10-49705.pdf

In Re Shailesh Jawale, D.D.S., A Dental Corp
        dba Pleasant Dental
   Bankr. E.D. Calif. Case No. 10-52342
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/caeb10-52342.pdf

In Re Richard W. Schmid, D.D.S., P.A.
   Bankr. M.D. Fla. Case No. 10-21960
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/flmb10-21960.pdf

In Re Robert W. Sprinkle
      Rita M. Sprinkle
   Bankr. N.D. Ill. Case No. 10-54770
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/ilnb10-54770.pdf

In Re Dooleys Rainwater Conditioning Inc.
   Bankr. D. Kan. Case No. 10-14145
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/ksb10-14145.pdf

In Re Abraham Alvarez
   Bankr. D. Mass. Case No. 10-23369
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/mab10-23369.pdf

In Re A.L.R. Realty, LLC
   Bankr. E.D. N.Y Case No. 10-51579
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/nyeb10-51579.pdf

In Re G&S Transportation, Inc.
   Bankr. M.D. Tenn. Case No. 10-13397
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/tnmb10-13397.pdf

In Re Mount Pleasant Missionary Baptist Church, Inc.
   Bankr. W.D. Tenn. Case No. 10-33506
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/tnwb10-33506.pdf

In Re Artz Inc.
        dba Artz Rib House
   Bankr. W.D. Texas Case No. 10-13441
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/txwb10-13441.pdf

In Re Jeffrey Wayne Smith
      Donna Sue Smith
   Bankr. W.D. Texas Case No. 10-13447
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/txwb10-13447.pdf

In Re Kabo Investments, LLC
   Bankr. W.D. Wash. Case No. 10-24807
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/wawb10-24807.pdf

In Re Kabo One, LLC
   Bankr. W.D. Wash. Case No. 10-24808
      Chapter 11 Petition filed December 10, 2010
         See http://bankrupt.com/misc/wawb10-24808p.pdf
         See http://bankrupt.com/misc/wawb10-24808c.pdf

In Re Jason Wesley Bunch
   Bankr. D. Nev. Case No. 10-33093
      Chapter 11 Petition filed December 12, 2010
         See http://bankrupt.com/misc/nvb10-33093.pdf

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard
C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez,
Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2010.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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