TCR_Public/110107.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, January 7, 2011, Vol. 15, No. 6

                            Headlines

ABSOLUTELY CASUAL: Case Summary & 18 Largest Unsecured Creditors
ACCUITY INC: Moody's Hikes Corporate to 'B1' on Refinancing Plan
AMBAC FINANCIAL: Proposes March 2 as Claims Bar Date
AMBAC FINANCIAL: KPMG Also Works for Metronet Unit
AMBAC FINANCIAL: Tops List of Biggest Filers in 2010

AMERICAN INT'L: Got $3BB Bid for Nah Shan; Secom, Primus Tie Up
AMERICAN INT'L: Sr. VP Sankaran Awarded Hybrid Securities
AMERICAN INT'L: Starr Int'l Sends 22,000 Shares to Deferred Plan
AMERICAN INT'L: Board OKs Warrants; Distribution Set for Jan. 19
AMERICAN INT'L: To Pay $450MM to Settle Insurance Premium Scam

AMERICAN NATURAL: CFO S. Ensz Owns 564,832 Common Shares
AMERIGAS PARTNERS: Fitch Assigns 'BB+' Rating to $470 Mil. Notes
AMERIGAS PARTNERS: Moody's Assigns 'Ba3' to Proposed $470MM Notes
ARCHITECTURAL ENHANCEMENTS: Case Summary & Creditors' List
ARKANSAS VALLEY: Case Summary & 14 Largest Unsecured Creditors

BENT TREE: Case Summary & 2 Largest Unsecured Creditors
BERNARD L MADOFF: Brother's Wife Lists Fla. Home for $6.5MM
BION ENVIRONMENTAL: Exec. Vice Chair. & CEO File Form 3s
BION ENVIRONMENTAL: Grosses $935,000 From Sale of Preferred Stock
BMS REAL ESTATE: Court Sets January 14 as Claims Bar Date

BMS REAL ESTATE: Plan Amended; Status Hearing Set for January 18
BMS REAL ESTATE: Secured Creditor Now Wants Chapter 7 Liquidation
BOMBARDIER RECREATIONAL: Moody's Lifts Corp. Family Rating to 'B3'
BOOMERANG SYSTEMS: Obtains Commitment for $3.25 Mil. Financing
BORDERS GROUP: Lenders' Refinancing Hinges on Deal With Publishers

BORDERS GROUP: Talking With Restructuring Advisers
BRIDGEWATER DEVELOPMENT: Case Summary & 20 Largest Unsec Creditors
BRIGHAM EXPLORATION: OKs Base Salary Increases for Executives
B.R. SUMMERLIN: Case Summary & 5 Largest Unsecured Creditors
BROADCAST INT'L: Gem Partners Discloses 9.9% Equity Stake

BROADCAST INT'L: R. Zobrist Acquires 101,000 Common Shares
BROOKE CORP: BoNY's Attorney Fees Not Admin. Expense
BUCKHANNON CVB: Files for Chapter 11 Protection
C&D TECHNOLOGIES: 5 Directors Do Not Own Any Securities
CABI NEW RIVER: Asks for Court's Permission to Use Cash Collateral

CABI NEW RIVER: Section 341(a) Meeting Scheduled for Feb. 2
CABI NEW RIVER: Taps Bilzin Sumberg as Bankruptcy Counsel
CABI SMA TOWER: Section 341(a) Meeting Scheduled for Feb. 2
CABI SMA TOWER: Taps Bilzin Sumberg as Bankruptcy Counsel
CATHOLIC CHURCH: Failure of Mediation Cued Wisc.'s Ch. 11 Filing

CATHOLIC CHURCH: Milwaukee Wants Feb. 8 Extension for Schedules
CATHOLIC CHURCH: Wilmington to Hike Offer to Settle Abuse Claims
CATHOLIC CHURCH: Employees File Suit vs. Wilmington Diocese
CHRIS & PHIL'S: Case Summary & 12 Largest Unsecured Creditors
CINCINNATI BELL: Former COO Disposes of Most Shares Held

CINCINNATI BELL: GAMCO Asset Discloses 5.53% Equity Stake
CIT GROUP: Court Dismisses Loiselles' Post-Emergence Suit
DAIRY BELL: Case Summary & 20 Largest Unsecured Creditors
DAIS ANALYTIC: Noteholders Subscribe 2.3MM Shares for $603,000
DETROIT PUBLIC: Chapter 9 Filing No Longer an Option

DRYSHIPS INC: Ocean Rig Has 2 New Deals with Cairn Energy
DRYSHIPS INC: Ocean Rig Poseidon Gets $353-Mil. Drilling Deal
DUNE ENERGY: Expects Significant Activity in Garden Island Bay
DW-HURST LLC: Case Summary & 17 Largest Unsecured Creditors
DYNEGY INC: Seneca Wants Blackstone Backers Out, New Sale Talks

ELECTRICAL COMPONENTS: Moody's Puts 'B1' Rating on $30 Mil. Loan
EVERGREEN ENERGY: Has Until Feb. 28 to Regain NYSE Compliance
EXCEL STORAGE: Ch. 7 Bankruptcy Sale Set on January 19
FACTUM BAU: Chapter 15 Case Summary
FIRST NAT'L BANCSHARES: Files for Chapter 7 Bankruptcy

FKF MADISON: Organizational Meeting to Form Panel on Jan. 12
FNB UNITED: SunTrust Converts $7.5MM Loan to Stock
FNB UNITED: J.M. Ramsay Resigns From Board of Directors
FOREST OIL: Moody's Affirms 'Ba3' Corporate Family Rating
FOUR-LEAF CLOVER: Hopes For Plan Approval This Month

FRIONA FAMILY: Case Summary & Largest Unsecured Creditor
GARY OPPENHEIM: Has $650,000 Offer for 7-Bedroom, 4-Bath Home
GENERAL GROWTH: Sandeep Mathrani to Assume as New GGP CEO Jan. 17
GENERAL GROWTH: THHC Conducts Search for Chief Executive
GENERAL GROWTH: Sends $7.9MM of Disputed Claims for Determination

GENERAL MARITIME: 6 Executives Granted Restricted Stock
GENERAL MARITIME: Amends Terms of $22.8 Million Bridge Loan
GENERAL MARITIME: May Sell up to $500 Million in Securities
GLOBAL HOSPITALITY: Case Summary & 4 Largest Unsecured Creditors
GREATER GERMANTOWN: Court Converts Case to Chapter 7 Liquidation

GRIGIO TEMPE TOWN: Chapter 11 Case Dismissed
GSC GROUP: Court Directs Chapter 11 Trustee to Take Over
HARNISCHFEGER INDUS: Judge Won't Reopen Bankruptcy Case
HENRY CO: S&P Assigns Corporate Credit Rating at 'B'
HOFER CORPORATION: Case Summary & 3 Largest Unsecured Creditors

HOSPITAL DAMAS: Committee Taps J.H. Cohn LLP as Financial Advisors
HOSPITAL DAMAS: Panel Wins Nod for Kilpatrick Stockton as Counsel
HSN INC: S&P Changes Outlook to Positive, Affirms 'BB-' Rating
INSIGHT HEALTH: Judge Approves $15 Million DIP Financing Package
INT'L COMMERCIAL: Praetorian Capital Holds 1.3% Equity Stake

INT'L STORYTELLING: Can Use Cash for the Next Two Weeks
INT'L STORYTELLING: Case Summary & 20 Largest Unsecured Creditors
JUMA TECHNOLOGY: Delivers $150,000 Note to Vision Opportunity
K J WAUGH: Case Summary & 6 Largest Unsecured Creditors
KAZA DENTON: Voluntary Chapter 11 Case Summary

KE KAILANI: Case Summary & 20 Largest Unsecured Creditors
KINGS HOLDINGS: Dispute With Lender Prompts Bankruptcy
KINGS HOLDINGS: Voluntary Chapter 11 Case Summary
LAREDO PETROLEUM: Moody's Assigns 'Caa2' Rating to $300 Mil. Notes
LDK SOLAR: Signs Pact for Minority Stake in Polysilicon Business

LEVEL 3 COMMS: John Ryan Owns 292,184 Shares of Common Stock
LEWIS EQUIPMENT: Court Approves Sale of Assets to East Coast
LIONS GATE VENTURES: Voluntary Chapter 11 Case Summary
LOEHMANN'S HOLDINGS: To Present Plan for Confirmation on Feb. 7
MAUI LAND: Three Directors Dispose of 3,079 Common Shares

MERUELO MADDUX: Unsecured Creditors Object to Ch. 11 Plans
MERUELO MADDUX: Wants to Use Cash Collateral Until June 30
MIDWAY GAMES: Liquidating Trustee Begins Filing Avoidance Actions
MILESTONE TARRANT: Case Summary & 20 Largest Unsecured Creditors
MR. WIZARD: Case Summary & 20 Largest Unsecured Creditors

NATION ENERGY: Files 10-Q for Q3 of 2008; $73,507 Loss Reported
NEVADA STAR: Creditor to Seek Liquidation Plan Approval
OAKLAND HILLS: Case Summary & 7 Largest Unsecured Creditors
OREGON CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors
PAMPAS PALO ALTO: Files for Bankruptcy Protection

PAMPAS PALO ALTO: Case Summary & 20 Largest Unsecured Creditors
PARKER MEMORIAL: Case Summary & 18 Largest Unsecured Creditors
PATIENT SAFETY: Agrees to Deliver Shares to AGP Creditor
PHOENIX FOOTWEAR: Inks Distribution Agreement With Canada Shoe
PHILADELPHIA RITTENHOUSE: Court Moves Schedules Filing Deadline

POLI-GOLD LLC: Wants to Borrow $100,000 to Pay Operating Expenses
POLI-GOLD LLC: Files New List of Largest Unsecured Creditors
PRESIDIO INC: S&P Assigns Corporate Credit Rating at 'B+'
REALOGY CORP: Default Rating Now 'Caa3/LD' After Debt Exchange
RICHARD KLARCHEK: Files Schedules of Assets and Liabilities

QOC I LLC: Bankruptcy Court Dismisses Chapter 11 Case
REDDY ICE: DOJ Ends Investigation; Special Committee Disbanded
RENAISSANT LAFAYETTE: U.S. Trustee Forms New Creditors Panel
ROTECH HEALTHCARE: Venor Capital Discloses 6.26% Equity Stake
RQB RESORT: Can Use Goldman Sach's Cash Until February 25

SABINE PASS: Moody's Confirms 'B3' Rating, Gives Negative Outlook
SAND HILL: Allowed to Buy GMC Truck From Monco Motor
SAND HILL: Wants Plan Filing Deadline Extended to Feb. 14
SANDY HOROWITZ: Can Keep Key Properties; Plan Hearing Jan. 20
SANSWIRE CORP: Thomas Seifert Disposes of 30,000 Shares

SAVANNAH OUTLET: Files New List of 20 Largest Unsecured Creditors
SCHUTT SPORTS: Riddell Takes Aim at Plans for $33MM Proceeds Sale
SECUREALERT INC: Adds Attachments to Form 10-K
SEVERN BANCORP: Phillip Jones Now Severn Savings' CRO
SHAFER CHILDREN'S: Case Summary & 2 Largest Unsecured Creditors

SOURCEMEDIA INC: Moody's Hikes Rating to 'B1' on Refinancing Plan
SOUTH EDGE: Bankruptcy Ruling to Impact Home Builders
STILLWATER MINING: F. McAllister Donates 25,000 Shares to Church
STORY BUILDING: Has Access to Wells Fargo's Cash Collateral
STORY BUILDING: In Talks on Plan Terms, Wants DS Hearing Moved

SUPERIOR ACQUISTIONS: Cash Collateral Hearing Set for Today
TUNNELL VISION: Case Summary & 31 Largest Unsecured Creditors
VITACOST.COM: Weighing Bankruptcy to Resolve IPO Issues
VUZIX CORP: Lampe Conway Has Warrant to Buy 46.5MM Common Shares
WALKER & SONS: Case Summary & 20 Largest Unsecured Creditors

WARD BROTHERS: Case Summary & 20 Largest Unsecured Creditors
WARNER MUSIC: Names Cameron Strang as Warner/Chappell Music CEO
WATERSTONE LAND: Case Summary & 12 Largest Unsecured Creditors
WATERSTONE TYLERVILLE: Case Summary & 2 Largest Unsec Creditors
WENTWORTH ENERGY: Amends Q2 2010; Posts $2.0MM Restated Loss

WESTMORELAND COAL: Appoints 3 New Independent Directors
WHITTLE DEVELOPMENT: Files Schedules of Assets & Liabilities
WINDSOR LAKE: Organizational Meeting to Form Panel on Jan. 12
WJO INC: Organizational Meeting to Form Panel on Jan. 12

* Ambac Financial Tops List of Biggest Filers in 2010
* Business Bankruptcies Fall in 2010, Total Filings Remain High
* Early Buybacks Leave Unsecured Bondholders Less Protected
* FDIC Seeks $2.5 Billion from Executives of Failed Banks

* Eight Butler Rubin Lawyers Named as 2011 Illinois Super Lawyers

* BOOK REVIEW: Inside Investment Banking, Second Edition

                            *********

ABSOLUTELY CASUAL: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Absolutely Casual Patio Inc.
        12751 West Bell Road, #16
        Surprise, AZ 85378

Bankruptcy Case No.: 11-00054

Chapter 11 Petition Date: January 3, 2011

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

Judge: George B. Nielsen Jr.

Debtor's Counsel: Allan D. Newdelman, Esq.
                  ALLAN D. NEWDELMAN PC
                  80 E. Columbus Ave.
                  Phoenix, AZ 85012
                  Tel: (602) 264-4550
                  Fax: (602) 277-0144
                  E-mail: anewdelman@qwestoffice.net

Scheduled Assets: $58,737

Scheduled Debts: $1,023,220

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb11-00054.pdf

The petition was signed by James Moran, president.


ACCUITY INC: Moody's Hikes Corporate to 'B1' on Refinancing Plan
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the new senior
secured credit facilities of Accuity Inc. and SourceMedia Inc.
Concurrently, the Corporate Family Rating of both companies was
upgraded to B1 from B2 and the outlook was changed to stable from
negative.

                        Ratings Rationale

Accuity and SourceMedia have announced they intend to refinance
their existing credit facilities with $170 million of new senior
secured debt.  Accuity Inc. will be the borrower on a $110 million
term loan and $20 million revolver, whereas SourceMedia Inc. will
be the borrower on a $35 million term loan and $5 million
revolver.  Both revolvers are expected to be undrawn at close.
The two companies will be several borrowers with separate credit
facilities under a common loan agreement and will cross guarantee
each other's debt.  Financial covenants will be measured based on
the combined companies' results.

The upgrade in the Corporate Family Rating to B1 from B2 reflects
considerable improvement in the companies' liquidity profile and
key credit metrics, despite continued demand weakness for
SourceMedia's print publications.  Accuity's revenues have grown
organically in each of the past several years and its earnings now
comprise about two-thirds of consolidated results.  Earnings
expansion, along with debt reduction, has materially reduced
financial leverage and Moody's expects the companies to maintain
leverage below 5 times over the medium term.  The B1 rating is
further supported by steady cash flow generation, the diversity of
revenue streams, and the recurring nature of Accuity's
subscription-based payment routing data that customers
(predominantly banks) use to manage payment efficiency and
compliance needs.  The rating continues to be constrained by the
companies' relatively modest size, reliance on certain strategic
partners, and the secular decline in demand for print-based trade
publications.

The stable outlook reflects Moody's view that potential revenue
declines at SourceMedia would be largely offset by continued
organic growth at Accuity.  However, the ratings or outlook could
become pressured if the companies make sizable debt-financed
acquisitions such that liquidity deteriorates and financial
leverage is sustained above 5 times.  While unlikely in the near-
term, the ratings could be raised if the companies realize
sustained revenue growth while maintaining a good liquidity
profile, such that financial leverage falls below 4 times and
interest coverage exceeds 3 times on an ongoing basis.

Moody's assigned these ratings (and LGD point estimates) to
Accuity Inc.:

* Proposed $20 million senior secured revolver due 2016, B1 (LGD3,
  33%)

* Proposed $110 million senior secured term loan due 2017, B1
  (LGD3, 33%)

Moody's upgraded these ratings of Accuity Inc.:

* Corporate Family Rating, to B1 from B2

* Probability of Default Rating, to B2 from B3

Moody's assigned these ratings (and LGD point estimates) to
SourceMedia Inc.:

* Proposed $5 million senior secured revolver due 2016, B1 (LGD3,
  33%)

* Proposed $35 million senior secured term loan due 2017, B1
  (LGD3, 33%)

Moody's upgraded these ratings of SourceMedia Inc.:

* Corporate Family Rating, to B1 from B2
* Probability of Default Rating, to B2 from B3

Existing loan ratings have also been upgraded to B1 from B2 and
will be withdrawn upon closing of the transaction and ensuing
repayment of outstanding debt obligations.  The ratings are
subject to successful completion of the proposed transaction and
Moody's review of final documentation.

SourceMedia and Accuity are headquartered in New York, New York,
and are leading providers of information, data, and tools for
professionals in the financial services and related technologies
markets.  Investcorp owns 100% of both companies.  Combined
revenues for the twelve month period ended September 30, 2010,
were $165 million.


AMBAC FINANCIAL: Proposes March 2 as Claims Bar Date
----------------------------------------------------
Ambac Financial Group, Inc., asks Judge Shelley C. Chapman of the
U.S. Bankruptcy Court for the Southern District of New York to
establish:

  (a) March 2, 2011, at 5:00 p.m., as the deadline by which all
      persons and entities must file proofs of claim, other than
      certain exempt parties against the Debtor, including
      requests for payment under Section 503(b)(9) of the
      Bankruptcy Code; and

  (b) May 9, 2011, at 5:00 p.m., as the deadline by which all
      governmental units must file proofs of claim against the
      Debtor.

In general, claimants must file a proof of claim to assert a
claim in a bankruptcy proceeding pursuant to Section 501(a) of
the Bankruptcy Code.  Furthermore, Rule 3003(c)(3) of the Federal
Rules of Bankruptcy Procedure provides that the Court will fix
the time within which proofs of claim must be filed.

Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York,
tells the Court that requiring holders of claims arising under
Section 503(b)(9) to assert those claims using the proposed proof
of claim form on or before the Claims Bar Date will ensure that
the Debtor has complete information regarding the nature,
validity and amount of those claims while affording parties
asserting those claims appropriate notice.  This approach
facilitates a more cost-effective and efficient claims process
for those creditors and, by obviating the need for the Debtor to
respond to individual requests for payment of claims arising
under Section 503(b)(9), she insists.

The Debtor proposes that all proofs of claim filed in its Chapter
11 case be consistent with these procedures:

  (A) Proofs of claim must:

      * conform to the proposed form of proof of claim form;

      * include an original signature, as copies of proofs of
        claim or proofs of claim sent by facsimile or e-mail
        will not be accepted;

      * include supporting documentation or an explanation as
        to why that documentation is unavailable;

      * be in the English language; and

      * be denominated in United States currency.

  (B) Any request for payment under Section 503(b)(9) must:

      * include the value of the goods delivered to and received
        by the Debtor in the 20-day period immediately before
        the Petition Date;

      * attach any documentation identifying the particular
        invoices for which the Section 503(b)(9) claim is being
        asserted; and

      * attach documentation of any reclamation demand made to
        the Debtor pursuant to Section 546(c) of the Bankruptcy
        Code.

  (C) Parties who wish to receive proof of receipt of their
      proofs of claim from the Debtor's notice and claims agent,
      Kurtzman Carson Consultants LLC, must also include with
      their proof of claim a copy of their proof of claim and a
      self-addressed and pre-stamped envelope.

  (D) Each original proof of claim, including supporting
      documentation, must be sent by United States Postal
      Service mail, overnight delivery, or hand delivery, so as
      to actually be received on or before the applicable bar
      date by the Notice and Claims Agent at this address:

         Ambac Claims Processing Center
         c/o Kurtzman Carson Consultants LLC
         2335 Alaska Avenue
         El Segundo, California 90245

These persons or entities, however, will not be required to file
a proof of claim against the Debtor:

   (i) Any person or entity that has already filed a proof of
       claim against the Debtor with the Clerk of the Court in a
       form substantially similar to Official Bankruptcy Form No.
       10;

  (ii) Any person or entity whose claim is listed on the Debtor's
       schedules of assets and liabilities and statement of
       financial affairs, provided that (a) the claim is not
       scheduled as "disputed," "contingent," or "unliquidated;"
       and (b) the claimant does not disagree with the amount,
       nature, or priority of the claim as set forth in the
       Schedules;

(iii) Any holder of a claim that has been allowed by order of
       the Court;

  (iv) Any person or entity whose claim against the Debtor has
       been paid in full;

   (v) Any holder of a claim for which specific deadlines have
       previously been fixed by the Court;

  (vi) Any affiliates of the Debtor;

(vii) Any holder of a claim allowable under Sections 503(b) and
       507(a)(2) of the Bankruptcy Code as an expense of
       administration of the Debtor's estate, except any holder
       of a claim arising under Section 503(b)(9), which must be
       asserted by filing a proof of claim on or prior to the
       Claims Bar Date;

(viii) Any holder of a claim that is limited exclusively to the
       repayment by the Debtor of principal, interest, or other
       applicable fees and expenses owed pursuant to an
       indenture; provided, that:

       (a) this exclusion will not apply to the trustee under
           any of the Indentures; and

       (b) any person or entity that wishes to assert a claim
           arising out of or relating to an Indenture, other
           than a claim for the repayment by the Debtor of
           principal, interest, or other applicable fees and
           expenses owed pursuant to the Indenture, will be
           required to file a proof of claim on or before the
           Claims Bar Date unless another exception identified
           applies;

  (ix) Any holder of an equity interest in the Debtor with
       respect to the ownership of that equity interest at this
       time; provided, that any holder of an equity interest who
       wishes to assert a claim against the Debtor, including a
       claim relating to that equity interest or the purchase or
       sale of that interest, must file a proof of claim
       asserting that claim on or before the Claims Bar Date; and

   (x) any current officer or director who has a claim for
       indemnification, contribution, or reimbursement.

Pursuant to Bankruptcy Rule 3003(c)(2) and the Second Amended
Procedural Guidelines for Filing Requests for Bar Dates in the
U.S. Bankruptcy Court for the Southern District of New York, the
Debtor proposes that any holder of a claim against the Debtor
that is required to timely file a proof of claim on or before the
proposed Bar Dates, but failed to do so will be forever barred,
estopped, and enjoined from asserting that claim against the
Debtor.  The Debtor, its estate, and its property will be forever
discharged from any and all indebtedness or liability with
respect to that claim, and that holder will not be permitted to
vote to accept or reject any plan of reorganization filed in the
Debtor's Chapter 11 case or participate in any distribution in
the Debtor's Chapter 11 case on account of that claim.

The Debtor also seeks authority to establish supplemental bar
dates without further order of the Court, to the extent that the
Debtor amends or supplements to add a potential claimant to its
Schedules to provide adequate notice and opportunity to file a
proof of claim to parties holding claims affected.  In those
instances, the Debtor will provide those parties with a notice
clearly setting forth the Supplemental Bar Date by which such
parties must file a proof of claim.

The Debtor further asks the Court to require any person or entity
that holds a claim arising from the rejection of an executory
contract or unexpired lease pursuant to Section 365(a) of the
Bankruptcy Code to file a proof of claim based on such rejection
on or before the later of:

  -- the Claims Bar Date; or

  -- any date the Court may fix in the applicable order
     authorizing that rejection, or if no date is provided, 30
     days from the date of entry of the order rejecting that
     executory contract or unexpired lease.

Ms. Weiss stresses that the Rejection and Supplemental Bar Dates
are necessary to provide the Debtor with flexibility to
handle situations in which a creditor's claim status may change.

In accordance with the Guidelines, the Debtor proposes to serve
notice of the Bar Date Order, within seven days of the Court's
entry of the Bar Date Order, on:

   (i) the U.S. Trustee for Region 2;

  (ii) counsel to the Official Committee of Unsecured Creditors;

(iii) counsel to any other official committee appointed in the
       Debtor's Chapter 11 case;

  (iv) counsel to the Office of the Commissioner of Insurance of
       the State of Wisconsin;

   (v) all persons or entities that have requested notice
       pursuant to Rule 2002 of the Federal Rules of Bankruptcy
       Procedure;

  (vi) all persons or entities that have filed claims against the
       Debtor;

(vii) all known holders of claims listed on the Schedules;

(viii) all parties to executory contracts or unexpired leases of
       the Debtor listed on the Schedules;

  (ix) all parties to litigation with the Debtor, through their
       counsel of record;

   (x) all of the Debtor's insurance providers;

  (xi) the Internal Revenue Service;

(xii) the Securities and Exchange Commission; and

(xiii) all current employees of the Debtor and all former
       employees who have worked for the Debtor since
       Jan. 1, 2010.

The Debtor proposes to publish notice of the Claims Bar Date,
once in that national edition of the Wall Street Journal at least
28 days prior to the Claims Bar Date.  The Debtor asks the Court
to deem that Publication Notice good, adequate, and sufficient
publication notice of the Claims Bar Date.

The Claims Bar Date will be at least 35 days after the mailing of
the Bar Date Notice and at least 28 days after the publication of
the Publication Notice pursuant to the Guidelines, Ms. Weiss
points out.  She further notes that the Governmental Bar Date is
180 days after the Petition Date, in accordance with Section
502(b)(9) of the Bankruptcy Code.

In this light, service and publication of the Bar Date Notice and
Publication Notice as proposed is reasonably designed to reach
all interested parties in a cost-effective manner and satisfies
the requirements of the Bankruptcy Code, the Bankruptcy
Rules, the Local Rules, and the Guidelines, Ms. Weiss maintains.

The Court will consider the Debtor's request on January 19, 2011.
Objections are due no later than January 12.

                       About Ambac Financial

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

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.

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


AMBAC FINANCIAL: KPMG Also Works for Metronet Unit
--------------------------------------------------
In a supplemental declaration filed with the U.S. Bankruptcy Court
for the Southern District of New York, Paul Laurenzano, a partner
of KPMG LLP, related that a member firm of KPMG International
located in the United Kingdom, has been appointed as the
liquidators of Metronet Rail BCV Finance Plc in connection with
the voluntary liquidation of that company.  KPMG LLP is a member
of KMPG International, a Swiss cooperative of member firms, each a
separate legal entity, located worldwide.  He discloses that
Metronet is a United Kingdom subsidiary of Ambac Financial Group,
Inc.

As reported in the Dec. 20, 2010 edition of the Troubled Company
Reporter, Ambac Financial Group, Inc. has tapped KPMG LLP as its
auditor, tax consultants and bankruptcy administration consultants
in its bankruptcy case in the United States.

Mr. Laurenzano says KPMG-UK as liquidator merely needs to
complete the submission of the final UK tax return for Metronet,
following which it is expected that the UK tax authority will
consent to the winding up of Metronet, which is the final
requirement for that entity to legally cease existence under
applicable law.  While it is hoped the tax clearance will be
received in the first half of 2011, administrative procedures of
that kind could take longer, he tells the Court.

Moreover, KPMG is engaged by IBM Corporation to provide a routine
software license review in connection with software licenses
between IBM and licensees, Mr. Laurenzano relates.  Ambac has
software licenses with IBM, which may include a license with the
Debtor, and in accordance with those licenses are subject to
those license review procedures.

Mr. Laurenzano assures the Court that no KPMG professional
providing services to the Debtor will provide services to IBM and
Metronet, and no KPMG professional providing services to IBM and
Metronet will provide services to the Debtor.  He maintains that
neither the engagement by KPMG-UK nor the software review gives
rise to a finding that KPMG represents or holds interests adverse
to the Debtor's estate with respect to the matters for which KPMG
has been retained.

                       About Ambac Financial

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

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.

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


AMBAC FINANCIAL: Tops List of Biggest Filers in 2010
----------------------------------------------------
Ambac Financial Group, Inc., ranked first among 20 "biggest
corporate casualties of 2010," Rick Newman of U.S. News & World
related.  In its voluntary bankruptcy petition on November 8,
2010, AFG listed total assets of ($185.5 million) and total
liabilities of $1.6866 billion as of September 30, 2010.

"The biggest bankruptcy of the year was a company most Americans
have never heard of -- bond insurer Ambac -- and investors saw it
coming so far in advance that the markets barely reacted," Mr.
Newman wrote.  Mr. Newman related that AFG has been trying to
restructure its business in 2007, by expanding its more
conservative municipal-bond business.  The company finally filed
for bankruptcy in November 2010 -- the biggest filing of the
year, according to www.BankruptcyData.com.

Companies that made it to the top 20 of biggest bankruptcy filers
last year are A&P, Affiliated Media, American Media, Blockbuster,
Hummer, Innkeepers USA, Jennifer Convertibles, Loehmann's, Mesa
Air, Metro-Goldywn-Mayer, Mercury, Movie Gallery, Newsweek,
Oriental Trading Company, Penton Media, Pontiac, Swoozie's, Uno
Restaurant Holdings and Urban Brands, the blog added.

                       About Ambac Financial

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

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.

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


AMERICAN INT'L: Got $3BB Bid for Nah Shan; Secom, Primus Tie Up
---------------------------------------------------------------
Chris V. Nicholson, writing for The New York Times' DealBook,
reports that American International Group told the Securities and
Exchange Commission in November 2010 that it had received an
unsolicited $3 billion bid for its Nan Shan Life Insurance unit --
an offer well above the division's going price last summer.  The
letter, dated November 12, 2010, was released in a regulatory
filing Tuesday.  AIG, the report says, detailed recent
developments in the sale of Nan Shan.

"Other prospective buyers have approached AIG and have provided
unsolicited letters of interest in purchasing Nan Shan at prices
that range from $2.15 billion to $3.0 billion, which exceed AIG's
carrying value of Nan Shan at September 30, 2010.  AIG is
preparing information to permit these parties to conduct due
diligence on Nan Shan and believes these represent credible and
valid non-binding indications of interest.  AIG believes the
carrying value of Nan Shan at September 30, 2010 does not exceed
its fair value," AIG told the SEC in its letter.

As reported by the Troubled Company Reporter, AIG attempted to
sell Nan Shan for $2.15 billion to a consortium of two Hong Kong-
based buyers, private-equity firm Primus Financial Holdings Ltd.
and China Strategic Holdings Ltd.  However, the Financial
Supervisory Commission, Taiwan's financial watchdog, rejected the
sale in August 2010 over concerns about the acquirers' financial
strength and commitment to Nan Shan.

Meanwhile, Aries Poon, writing for Dow Jones Newswires, reports
that Taiwan Secom Co. Director Max Chu said Tuesday his company
has teamed up with Hong Kong-based Primus Financial and Goldsun
Development & Construction Co. to bid for Nan Shan.  Mr. Chu said
the three companies are in the process of setting up a joint
venture and have already expressed their interest in Nan Shan to
AIG.  Mr. Chu declined to disclose the amount the group offers for
Nan Shan.

Dow Jones says Goldsun and Primus weren't immediately available
for comment.  Dow Jones notes Secom and Goldsun were both founded
by Taiwan's Lin family.

A full-text copy of the letter is available at http://is.gd/kcy6R

                             About AIG

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

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

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


AMERICAN INT'L: Sr. VP Sankaran Awarded Hybrid Securities
---------------------------------------------------------
Sid Sankaran, senior vice president at American International
Group Inc., disclosed in a Form 3 filing with the Securities and
Exchange Commission on January 3, 2011, that he beneficially owns
certain derivative securities.

Mr. Sankaran said that he has been granted long-term performance
units -- a mix of common stock and AIG's 8.175% Series A-6 Junior
Subordinated Debentures -- exercisable on November 15, 2011 and
November 15, 2013.  The LTPUs relate to 78.4807 and 325.3067
shares of common stock, respectively.

The LTPUs represent 20% common stock and 80% Hybrid Securities, by
value, on the date of grant.  This award will be payable in cash
based on the values of the underlying securities on the first
anniversary of the grant date.

The securities do not have an exercisable date or expiration date.
The securities do not carry a conversion or exercise price.

                             About AIG

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

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

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


AMERICAN INT'L: Starr Int'l Sends 22,000 Shares to Deferred Plan
----------------------------------------------------------------
In a Form 4 filing with the Securities and Exchange Commission on
January 5, 2011, Starr International Co Inc., classified as a 10%
owner, disclosed that it disposed of 22,798 shares of common stock
of American International Group Inc on January 3, 2011.  At the
end of the transaction, Starr International beneficially owned
13,954,637 shares.  The distribution was made pursuant to Starr
International Company, Inc. Deferred Compensation Profit
Participation Plan.

                             About AIG

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

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

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


AMERICAN INT'L: Board OKs Warrants; Distribution Set for Jan. 19
----------------------------------------------------------------
American International Group, Inc., on Thursday said its Board of
Directors has conditionally declared a dividend of roughly
75 million warrants to purchase shares of AIG common stock at
$45 per share to be distributed on January 19, 2011, to AIG's
common shareholders of record as of January 13, 2011.

The Warrants are being issued as part of a series of integrated
transactions to recapitalize AIG initially announced September 30,
2010.  The U.S. Department of the Treasury will not receive
Warrants in this distribution.

"This marks continued progress for AIG towards completing the
recapitalization and furthering our work to repay the U.S.
taxpayer," said Robert H. Benmosche, AIG President and Chief
Executive Officer.  "We are working diligently to complete this
plan in the coming weeks."

Condition to Issuance

The issuance of the Warrants as a dividend is subject to the
condition that the parties to the recapitalization -- i.e., AIG,
the U.S. Department of the Treasury, the Federal Reserve Bank of
New York, and the AIG Credit Facility Trust -- each determines as
of the close of business on January 12, 2011, that it expects --
assuming there is no material change in the relevant facts,
circumstances, and conditions on or before January 14, 2011 --
that the recapitalization will close on January 14, 2011.

AIG will issue a press release on January 12, 2011, announcing
whether or not this condition has been satisfied. If this
condition is not satisfied, AIG will not issue the Warrants, and
holders of AIG common stock will have no right to receive the
Warrants.  There can be no assurance that this condition will be
satisfied.

Terms of the Warrants

If the condition is satisfied, AIG common shareholders will be
issued 0.533933 Warrants for every share of AIG common stock owned
on the record date.  Each Warrant will entitle the holder to
purchase one share of AIG's common stock at an exercise price of
$45 per share, subject to anti-dilution adjustment for certain
events.  The Warrants will be exercisable through January 19,
2021, which is ten years from the date of issuance.

Trading on the NYSE

AIG has applied to have the Warrants listed on the New York Stock
Exchange under the ticker symbol "AIG WS" and anticipates that the
Warrants will begin trading on the NYSE on a "when issued" basis
on or around January 13, 2011.  AIG has been advised by the NYSE
that the ex-dividend date for the AIG common stock will be delayed
through the use of "due bills," such that AIG common stock will
begin trading in a regular way, ex-dividend, on January 20, 2011,
the date following the anticipated issuance of the Warrants.  Due
bills are essentially an assignment from a seller of common stock
to a buyer of the right to receive the dividend if the condition
to the dividend is satisfied.  If the condition is not satisfied,
the due bills will be immediately cancelled and no Warrants will
be issued.

Tax Treatment and Withholding

The issuance of the Warrants may be treated as a taxable
distribution for U.S. federal income tax purposes.  AIG therefore
intends to withhold tax on the distribution of the Warrants to
non-U.S. holders of common stock.  In the event that it is
determined after the date of distribution that the distribution of
the Warrants was not subject to United States federal income tax,
AIG will publicly announce this determination, and any holder
subject to withholding tax may then be entitled to a refund by
filing a refund claim with the United States Internal Revenue
Service.  Holders should consult a tax advisor regarding the U.S.
federal and other tax consequences of the distribution of the
Warrants.

Impact on Equity Units

The issuance of the Warrants will trigger certain anti-dilution
adjustments to the settlement rates of AIG's outstanding Equity
Units in accordance with their terms, effective as of the record
date.  AIG will notify Equity Unit holders of the amount of this
adjustment within 10 business days of the record date, as required
by the terms of the Equity Units.  This adjustment may be treated
as a taxable distribution if the distribution of the Warrants is
treated as taxable as discussed, and non-U.S. Equity Unit holders
may be subject to tax withholding on future distributions to such
holder or otherwise.

Available Information

AIG will issue the Warrants pursuant to a warrant agreement
between AIG and Wells Fargo Bank, N.A., as warrant agent.  Copies
of the warrant agreement may be obtained at no charge from Wells
Fargo Bank, N.A., the warrant agent, at 888-899-8293 in the U.S.
(toll-free) or 651-450-4064 outside the U.S.

Information on the procedures concerning fractional Warrants and
for exercising or selling the Warrants may be obtained by
contacting the warrant agent at the telephone number provided
above or by contacting the broker, bank, or other intermediary
through which the Warrants are held.

On or around the time of issuance, AIG intends to file with the
SEC a prospectus supplement registering the AIG common stock to be
issued upon exercise of the Warrants from time to time.

                             About AIG

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

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

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


AMERICAN INT'L: To Pay $450MM to Settle Insurance Premium Scam
--------------------------------------------------------------
Serena Ng, writing for The Wall Street Journal, reports that
American International Group Inc. and seven of its insurance
rivals reached a settlement on a long-running case over alleged
under-reporting of premiums on workers' compensation policies,
according to filings in a federal court in Chicago.  Under the
proposed settlement, which is subject to approval by the court,
AIG would pay $450 million to a fund that would make payouts to
insurers that were affected by its conduct, which largely took
place in the 1980s through the mid 1990s.

                             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 NATURAL: CFO S. Ensz Owns 564,832 Common Shares
--------------------------------------------------------
In a Form 5 filing with the Securities and Exchange Commission on
January 3, 2011, Steven P. Ensz, vice president and chief
financial officer of American Natural Energy Corp., disclosed that
he directly owns 564,832 shares of the Company.  He also has an
incentive stock option to purchase 150,000 common shares
(exercisable March 31, 2011, and expiring Sept. 8, 2014) and
660,000 shares (exercisable May 30, 2012, and expiring Nov. 30,
2015).

                      About American Natural

American Natural Energy Corporation (TSX Venture: ANR.U) is a
Tulsa, Oklahoma-based independent exploration and production
company with operations in St. Charles Parish, Louisiana.

The Company's balance sheet at Sept. 30, 2010, showed
$17.74 million in total assets, $9.42 million in total
liabilities, and stockholders' equity of $8.32 million.

                           *     *     *

MaloneBailey, LLP, in Houston, after auditing the Company's 2009
results, expressed substantial doubt about the Company's ability
to continue as a going concern.  The independent auditors noted
that the Company has substantial cash used for operating
activities during 2009, has a working capital deficiency and an
accumulated deficit at December 31, 2009.


AMERIGAS PARTNERS: Fitch Assigns 'BB+' Rating to $470 Mil. Notes
----------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Amerigas Partners,
L.P. ('BB+', Rating Outlook Positive) $470 million senior note
offering due 2021.  The notes will be co-issued by AmeriGas
Finance Corp. The notes will be senior unsecured obligations of
the co-issuers and will rank equally will all existing and future
unsecured senior indebtedness of the co-issuers.  Proceeds from
the notes will be used to finance APU's tender offer for its
outstanding 7.25% series A and B senior notes due 2015 and will go
toward the repayment funds borrowed under APU's operating
subsidiary's credit facility.

Amerigas Propane, Inc., an indirect subsidiary of UGI Corp. (not
rated by Fitch) owns an effective 44% interest in APU as the
general partner and a limited partner.  APU is a master limited
partnership that conducts a national propane distribution business
through its operating partnership subsidiary, Amerigas Propane,
LP, and AGP's subsidiaries.  The APU debt is co-issued with either
of its special purpose financing subsidiaries AP Eagle Finance
Corp. and AmeriGas Finance Corp.

Fitch currently rates APU and its financing subsidiaries:

AmeriGas Partners, L.P./Amerigas Finance Corp.

  -- Issuer Default Rating 'BB+';
  -- Senior unsecured 'BB+';

AmeriGas Partners, L.P./AP Eagle Finance Corp.

  -- IDR 'BB+';
  -- Senior unsecured 'BB+'.

APU's ratings reflect the underlying strength of its retail
propane distribution network, broad geographic reach, adequate
credit metrics, and proven ability to manage unit margins under
various operating conditions.  Additionally, the company's growing
Amerigas Cylinder Exchange propane cylinder exchange business
provides modest positive cash flow during the summer months when
the traditional space-heating related propane distribution
business is relatively slow.  APU's ratings also consider the
structural subordination of its debt obligations to revolver
borrowings at AGP, its operating limited partnership subsidiary.

APU's financial performance remains sensitive to weather
conditions and general customer conservation, and the company must
continue to manage volatile supply costs and price-induced
customer conservation.  The recessionary economy and volatile
price of propane, which is loosely correlated to the price of oil,
has been exacerbating volume sales declines throughout the sector.
These factors have the potential to lead to further customer
conservation, increased bad debt expense, and could test APU's
ability to sustain its current robust profit margins.

Fitch notes sales volumes have declined for APU due in part to
warmer than normal weather and continued general economic malaise.
APU's retail volumes were down roughly 3.7% year-over-year for the
2010 fiscal year ended Sept. 30, 2010.  Management reports that
volume declines are being driven by the most economically
sensitive customer segments, which Fitch believes should start to
see a modest rebound as the economy improves.  Volume declines
have been particularly pronounced in APU's forklift segment,
consistent with reduced shipping volumes and inventory turns at
big box retailers.  However, management recently noted at APU's
analyst day that forklift volumes have seen recent increases,
providing some optimism heading into the holiday season when
shipping and inventory turns tend to increase.

APU has managed to effectively pass propane supply cost increases
on to customers and has consistently maintained and even grown
gross margins during periods of volatile weather conditions and
commodity price volatility over the past several years.  As a
result APU has maintained fairly solid credit metrics.

APU's Positive Outlook reflects the underlying strength of APU's
retail distribution network, broad geographic scope, conservative
management practices, Fitch's expectations for continued margin
stability and metric strength, and the retirement of AGP's
remaining outstanding First Mortgage Bonds.  Overall, in recent
years Fitch has largely viewed the retail propane sector business
outlook to be moderately negative, stressing concerns over demand
destruction due to fuel switching, price volatility and the impact
of conservation.  However, Fitch believes that APU management has
exhibited its ability and intent to maintain a stable balance
sheet and consistent credit metrics even in the face of varying
market conditions and growth through acquisitions.  APU has proven
itself adept at managing its operating costs, distribution
policies, and integrating acquisitions.  As a result, APU has seen
steady EBITDA growth, cash flow consistency and improved credit
metrics over the past several years despite elevated sales volume
and commodity price volatility.  Should these results and
practices continue Fitch could take a positive rating action.  Any
negative credit action would be driven by a variety of factors
including margin deterioration, significant demand destruction, or
a more aggressive distribution or acquisition policy which leads
to increased leverage.


AMERIGAS PARTNERS: Moody's Assigns 'Ba3' to Proposed $470MM Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to AmeriGas
Partners, L.P.'s proposed offering of $470 million senior notes
due 2021.  The proceeds of this offering will be used to fund the
redemption of $415 million 7.25% senior notes due 2015, with the
remainder used to reduce revolver borrowings.  The outlook is
stable.

                        Ratings Rationale

"AmeriGas is proactively refinancing the 2015 notes to 2021,
thereby improving its debt maturity profile," said Pete Speer,
Moody's Vice-President.

AmeriGas' Ba2 Corporate Family Rating is supported by its leading
market position in the retail distribution of propane and
geographic diversification.  The partnership has a track record of
conservative financial policies, resulting in relatively low
financial leverage and strong distribution coverage.  The rating
also incorporates the continued challenges of operating in the
propane distribution business that is highly fragmented,
competitive and seasonal.  The business contends with secularly
declining volumes due to customer conservation trends and the slow
encroachment of natural gas over time, which makes organic growth
difficult and requires ongoing acquisitions to maintain volumes.

Moody's expects AmeriGas to maintain adequate liquidity through
the current winter heating season primarily due to its combined
$275 million of committed bank credit facilities that had
availability of $70 million at January 4, 2011.  Moody's expects
break even free cash flow in fiscal year 2011 based on planned
capital expenditures and more normal working capital fluctuations.
AmeriGas' credit facilities mature in July and October of 2011,
but Moody's expects the partnership to renew these facilities
based on its current financial performance and bank market
conditions.

A negative outlook or ratings downgrade is possible if AmeriGas
were to materially increase its leverage through debt funded
acquisitions or if there were a significant deterioration in its
sales volumes or operating margins.  Debt/EBITDA above 3.5x would
pressure the ratings.  The declining volume trends and Moody's
concerns regarding acquisition event risk for the propane sector
make a positive rating action unlikely in the near term.  If
AmeriGas can achieve moderate growth in sales volumes and EBITDA
and reduce Debt/EBITDA to below 3x on a sustainable basis, the
outlook could be changed to positive or the ratings upgraded.

The Ba3 senior notes ratings reflect both the overall probability
of default of AmeriGas, to which Moody's assigns a PDR of Ba2, and
a loss given default of LGD 4(67%, changed from 69%).  The senior
notes are unsecured and have no subsidiary guarantees.  Therefore
the senior notes are structurally subordinated to all debt,
including the unsecured credit facilities and trade claims of the
operating partnership, AmeriGas Propane, L.P.  Due to the size of
the credit facilities and trade claims relative to the senior
notes, the notes are rated one notch beneath the Ba2 CFR under
Moody's Loss Given Default methodology.

AmeriGas Partners, L.P., is a publicly traded master limited
partnership that is the largest retail propane distributor in the
United States based on volumes of propane distributed annually.


ARCHITECTURAL ENHANCEMENTS: Case Summary & Creditors' List
----------------------------------------------------------
Debtor: Architectural Enhancements, LLC
        P.O. Box 157
        Walker, MN 56484

Bankruptcy Case No.: 11-40007

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Robert J. Kressel

Debtor's Counsel: Erik A. Ahlgren, Esq.
                  AHLGREN LAW OFFICE
                  220 W Washington Ave., Suite 105
                  Fergus Falls, MN 56537
                  Tel: (218) 205-7356
                  E-mail: erikahlgren@charter.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/mnb11-40007.pdf

The petition was signed by John Zacher, president.


ARKANSAS VALLEY: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Arkansas Valley Drilling, Inc.
        125 Deckers Dr
        Penrose, CO 81240

Bankruptcy Case No.: 10-42506

Chapter 11 Petition Date: December 31, 2010

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

Debtor's Counsel: Daniel K. Usiak, Jr., Esq.
                  USIAK LAW FIRM
                  128 S. Tejon St., Ste. 202
                  Colorado Springs, CO 80903
                  Tel: (719) 633-1960
                  Fax: (719) 633-1004
                  E-mail: usiaklaw@yahoo.com

Scheduled Assets: $1,216,008

Scheduled Debts: $843,177

A list of the Company's 14 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cob10-42506.pdf

The petition was signed by Todd A. Moore, president.


BENT TREE: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Bent Tree Realty, Inc.
        P.O. Box 7745
        Warner Robins, GA 31095

Bankruptcy Case No.: 11-50003

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Middle District of Georgia (Macon)

Judge: James P. Smith

Debtor's Counsel: Wesley J. Boyer, Esq.
                  KATZ, FLATAU, POPSON AND BOYER, LLP
                  355 Cotton Avenue
                  Macon, GA 31201
                  Tel: (478) 742-6481
                  E-mail: wjboyer_2000@yahoo.com

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

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

A list of the Company's two largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/gamb11-50003.pdf

The petition was signed by William R. Tritt, Sr., owner.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Tritt Construction Co.                 10-53686   11/01/10


BERNARD L MADOFF: Brother's Wife Lists Fla. Home for $6.5MM
-----------------------------------------------------------
Juliet Chung, writing for The Wall Street Journal Blogs'
Development section, reports that Bernard Madoff's sister-in-law
Marion, whose husband, Peter was the former chief compliance
officer at his brother's firm, is asking $6.5 million for her Palm
Beach, Fla., home.

According to the WSJ story, Carole and Brett Koeppel of Sotheby's
International Realty have the listing.

Ms. Chung says the single-story home has five bedrooms and
measures about 7,300 square feet, according to the listing, which
describes the home as "totally renovated and ready to move in."
The 0.5-acre property has a pool, gardens and fountains, and
listing photos show a wood-paneled office and a covered outdoor
entertainment area.  There's also a three-car garage.

Ms. Chung, citing public property records, says Peter and Marion
Madoff bought the home in 2001 for $3.8 million, and transferred
ownership solely to Marion Madoff in 2006.  The property was
appraised last year at $3.6 million, according to public records.

Ms. Chung says Peter Madoff's lawyer, Charles Spada, didn't
immediately return a call for comment.  Ms. Chung notes Peter
Madoff spends most of his time lately in the New York area between
a home in Old Westbury on Long Island and a Manhattan apartment on
Park Avenue, a person familiar with the matter has said.  Most of
his assets are frozen pending the outcome of litigation.

Ms. Chung says, through counsel, Peter Madoff has denied any
knowledge of his brother's fraud.  Last month, Mr. Spada told the
Journal: "Peter's wife lost millions of dollars that had been
invested with his brother and any suggestion that Peter was aware
of his brother's fraud is absurd."


BION ENVIRONMENTAL: Exec. Vice Chair. & CEO File Form 3s
--------------------------------------------------------
In a Form 3 filing with the Securities and Exchange Commission on
January 4, 2011, Edward T. Schafer, director and executive vice
chairman at Bion Environmental Technologies Inc., disclosed that
he directly owns 9,446 shares of common stock of the company.
Mr. Schafer has an option to purchase 300,000 shares of common
stock and 200,000 shares common stock, which options have an
expiration date of January 15, 2018.  Of the 300,000 shares,
100,000 will vest on each of January 1, 2012, January 1, 2013 and
January 1, 2014.

In a separate Form 3 filing, William O'Neill, chief executive
officer of the Company, did not disclose ownership of any non-
derivative securities.  He only disclosed that he has an option to
buy 750,000 shares of common stock.  Of the 750,000 options,
300,000 shares will vest immediately and 450,000 shares shall vest
at the rate of 28,125 every three months commencing March 31, 2011
and ending December 31, 2014.

                     About Bion Environmental

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

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

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

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


BION ENVIRONMENTAL: Grosses $935,000 From Sale of Preferred Stock
-----------------------------------------------------------------
On December 31, 2010, Bion Environmental Technologies, Inc.,
concluded an offering of its Series C Convertible Preferred Shares
in which it sold 9,350 shares of the Series C Preferred Stock
which offering generated gross proceeds of $935,000.  After
deducting commissions and other offering expenses, the Company
received approximately $813,500 in net proceeds.

In aggregate, the Company has sold 32,150 shares of Series C
Convertible Preferred Stock.  The private placement was made to
accredited investors under Rule 506 of Regulation D under the
Securities Act of 1933, as amended.  The placement agent for the
offering was Capital Financial Services, Inc., Minot, North
Dakota.

The Series C Preferred Shares are convertible into shares of the
Company's common stock at a conversion rate of $4.00 per share at
the election of the holders.  Under certain conditions, the shares
may be mandatorily converted to the Company's common stock.  The
shares will pay dividends at the rate of 2.5% per quarter.

                          Stock Bonuses

Meanwhile, effective January 1, 2011 the Company granted 185,000
shares of stock bonuses to its key employees, officers and
directors, including 30,000 shares to Mark A. Smith, President and
a Director of the Company, and 10,000 shares to Jon Northrop, a
Director of the Company, which shares vest at dates from January
1, 2011 through January 1, 2012.  Additionally, Smith received a
contingent stock bonus grant of 50,000 shares payable when and if
Bion's common stock trades at or above $10.00 per share.

                     About Bion Environmental

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

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

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

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


BMS REAL ESTATE: Court Sets January 14 as Claims Bar Date
---------------------------------------------------------
The Hon. Eileen W. Hollowell of the U.S. Bankruptcy Court for the
District of Arizona set Jan. 14, 2010, as the deadline for
creditors of BMS Real Estate LLC to file proofs of claim.  All
proofs of claim must be filed at:

   Clerk of the Bankruptcy Court
   38 South Scott Avenue
   Tucson, AZ 85701

Apache Junction, Arizona-based BMS Real Estate, LLC, filed for
Chapter 11 bankruptcy protection on July 19, 2010 (Bankr. D. Ariz.
Case No. 10-22387).  J. Kent Mackinlay, Esq., at Warnock,
Mackinlay & Carman, PLLC, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $1,000,001
to $100,000,000 as of the Petition Date.


BMS REAL ESTATE: Plan Amended; Status Hearing Set for January 18
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona will convene
a status hearing on BMS Real Estate LLC's proposed Chapter 11 plan
on Jan. 18, 2011.

BMS Real Estate recently filed a first amendment to its proposed
Chapter 11 plan and the disclosure statement.

The Plan, as amended, is based upon an improvement in real estate
values from their current historically depressed levels, in the
next five years.  During that time, the Debtor will protect the
secured portion of LNV Corp.'s claim, by regular monthly payments
to it.  The payments, inclusive of taxes and insurance, are
estimated at $7,012.

According to the Disclosure Statement, the only assured source of
rental income is $2,500 per month, from Media-Com.  The Debtor
will need to locate new tenants immediately, to replace Brown
Motorsports Inc., and to generate the income it needs to make
monthly payments under the plan.  It has no current prospective
tenants.  Payment to all other creditors, and payment of the
unsecured portion of the LNV claim, would come from sale of the
Property, within five years, at a price of at least $1,800,000.
That amount would be required to repay both the secured and
unsecured portions of LNV's claims, plus the claims of all other
creditors.

The Debtor said it must also make payments of $1,000 per month to
Class II claimants, for the first two years of the Plan.
Creditors can assess for themselves the likelihood of that
happening.  The Property was appraised in 2007, for a bank lender,
at $2,200,000.  On the other hand, if this Plan is not approved,
and BMS proceeds to liquidation, LNV will recover the Property,
and no other creditors will receive anything.  Thus, so long as
the court determines that the treatment of LNV's loan is fair and
equitable, it is in the interests of all creditors to give the
debtor the opportunity of effectuating its plan.

Under the plan, LNV Corp., a holder of a note in the original
amount of $975,000, which is secured by a first deed of trust upon
the Debtor's real property at 1435 East Old West Highway, Apache
Junction.  LVN asserted that it is owed the principal sum of
$962,400 on that note.  The Debtor will treat LNV's claim as
secured in the amount of $800,000, and as unsecured, in an amount
to be approved either by the Debtor or by the court, for the
balance.

Holders of general unsecured claims will be paid, without
interest, the full principal amount of all approved claims on or
before 5 years from the effective date of the plan, or earlier
upon the sale of the Debtor's real property.

Equity holder Brian Brown will retain his membership in the Debtor
under the plan.

A full-text copy of the First Amended Disclosure Statement is
available for free at http://ResearchArchives.com/t/s?71db

                       About BMS Real Estate

Apache Junction, Arizona-based BMS Real Estate, LLC, filed for
Chapter 11 bankruptcy protection on July 19, 2010 (Bankr. D. Ariz.
Case No. 10-22387).  J. Kent Mackinlay, Esq., at Warnock,
Mackinlay & Carman, PLLC, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $1,000,001
to $100,000,000 as of the Petition Date.


BMS REAL ESTATE: Secured Creditor Now Wants Chapter 7 Liquidation
-----------------------------------------------------------------
LNV Corporation Inc. is asking the U.S. Bankruptcy Court for the
District of Arizona to convert BMS Real Estate LLC's Chapter 11
case to Chapter 7 liquidation proceeding.  LNV, which is objecting
to the Debtor's proposed reorganization plan, says the Debtor "has
no chance of reorganization and that a liquidation is
appropriate."

Counsel to LNV, Anthony W. Austin, Esq., at Lewis and Roca LLP,
said, that upon reading the new disclosures in the disclosure
statement to the First Amended Plan, "it is now clear that
conversion to Chapter 7 is merited."

Mr. Austin notes that the Amended Plan, like the plan before it,
proposes to use rental income to fund the reorganization and then
with five years sell the property at 225% its current value.  The
Debtor, however, admits in its Amended Disclosure Statement that
it does not have the funds or the ability to fund the Amended
Plan.  According to the Amended Disclosure Statement, Debtor will
be rejecting the leases for Brown Motors Sports, Inc. and Wolf
Designs, two of its three tenants, leaving it with only one tenant
and only $2,500 in rental income per month, Mr. Austin points out.

Mr. Austin further notes that the Debtor admits the dire nature of
the situation when it discusses the feasibility of the Amended
Plan.  Under the Amended Plan, payments to LNV "inclusive of taxes
and insurance, are estimated at $7,012."  In addition, "the debtor
must also make payments of approximately $1,000 per month to Class
II claimants, for the first two years of the Plan."

Mr. Austin also notes that the Debtor admits it does not have the
rental income to fund these plan payments and has no plan in place
to find the extra cash required.  The Debtor states:

    The only assured source of rental income is $2,500 per month
    from Media-Com.  The debtor will need to locate new tenants
    immediately, to replace Motorsports, and to generate the
    income it needs to make monthly payments under the plan.  It
    has no current prospective tenants.

"The Amended Plan is simply not feasible on its face when read in
conjunction with the new disclosures in the Amended Disclosure
Statement and, therefore, not confirmable," Mr. Austin tells the
Court.

Mr. Austin says the Debtor will need to find approximately $5,500
in additional rental income to make the bare minimum payments on
its Amended Plan.  There is no evidence Debtor will be able to
find these new tenants and no attempt by the Debtor has been made
to identify any prospective tenants.   Further, this shortfall
does not take into account the operating expenses and other costs
of owning the property, which, based on previous months, total
approximately $2,200.  Accordingly, Debtor will barely be able to
cover its own operating expenses, let alone fund the Amended Plan.

                       About BMS Real Estate

Apache Junction, Arizona-based BMS Real Estate, LLC, filed for
Chapter 11 bankruptcy protection on July 19, 2010 (Bankr. D. Ariz.
Case No. 10-22387).  J. Kent Mackinlay, Esq., at Warnock,
Mackinlay & Carman, PLLC, assists the Company in its restructuring
effort.  The Company estimated its assets and debts at $1,000,001
to $100,000,000 as of the Petition Date.


BOMBARDIER RECREATIONAL: Moody's Lifts Corp. Family Rating to 'B3'
------------------------------------------------------------------
Moody's Investors Service upgraded Bombardier Recreational
Products Inc.'s corporate family rating to B3 from Caa1, its
probability of default rating to B3 from Caa1, its senior secured
revolving credit facility to B1 from B2, and its senior secured
term loan to B3 from Caa1.  At the same time, BRP's ratings
outlook was revised to positive from stable.  The ratings upgrade
considers BRP's improved financial performance, which has helped
reduce its adjusted Debt/ EBITDA from over 8x to below 6x within
the past year and supported a marked strengthening in its
liquidity position.  The positive outlook reflects Moody's
expectation for continued favorable operating fundamentals in the
next 12 to 18 months supported by stabilizing discretionary
consumer spending and benefits from new product launches, which
may enable BRP to generate credit metrics consistent with a higher
rating.

                        Ratings Rationale

BRP's B3 rating reflects its elevated leverage and the sudden and
significant contraction in demand that can occur for its
relatively high-priced, discretionary goods.  While consumer
demand appears to be improving from trough levels, the economic
recovery is occurring slowly and the rating considers some
uncertainty as to the pace of the rebound.  Nonetheless, the
company has taken significant steps to reduce its cost structure
and dealer inventory levels appear to be much reduced.  This
should enable BRP to remain profitable at current volume levels
that are roughly 50% of recent peaks.  BRP's globally diverse
portfolio of recreational products benefit from well-recognized
brand names and leading market positions, which provides
additional strength to its rating.

BRP would be considered for a further ratings upgrade if the
company demonstrates sustained improvement in its operating
results while maintaining an adequate liquidity position.
Sustained metrics associated with upward ratings action would
include adjusted Debt/EBITDA close to 5x and EBITA/Interest
coverage approaching 2x.  While not currently contemplated, the
ratings could be lowered should BRP's operations become cash
consumptive or its earnings decline leading to challenges
maintaining an acceptable liquidity position.  Sustained metrics
associated with downward ratings action would include adjusted
Debt/EBITDA above 6x and EBITA/Interest coverage below 1x.

Moody's last rating action on BRP was taken on July 22, 2010,
when Moody's revised the company's rating outlook to stable from
negative and affirmed all ratings.

Headquartered in Valcourt, Quebec, Bombardier Recreational
Products Inc. is a leading designer, manufacturer, and distributor
of motorized recreational products worldwide.


BOOMERANG SYSTEMS: Obtains Commitment for $3.25 Mil. Financing
--------------------------------------------------------------
On December 29, 2010, Boomerang Systems, Inc., entered into a
financing commitment letter, pursuant to which it obtained a
commitment for an aggregate of up to $3,250,000 of financing to be
provided, upon demand by the Company, by nine accredited
investors, including an aggregate of up to $1,750,000 by four
related parties.  If the Company draws down under the Commitment
Letter, it will issue notes to the lenders.  Each note would be a
senior unsecured obligation of the Company and would bear interest
from the date of the borrowing thereunder on the outstanding
principal balance at a rate of 3% per annum.  The Commitment
Letter expires on the earlier to occur of (a) January 1, 2012, and
(b) the consummation of a private or public offering of the
Company's common stock yielding gross proceeds to the Company in
an amount not less than $5,000,000.

Under the terms of the Commitment Letter, each lender received one
five-year warrant for every dollar such lender committed, with an
exercise price of $0.30 per share.  In addition, if the Company
borrows under the letter, each lender will receive additional
warrants at a rate of three warrants for each dollar drawn down
from that lender's commitment, with the amount of the draw down
attributable to each lender's commitment to be determined on a pro
rata basis.

The related parties who committed to provide financing under the
letter are Mark Patterson, the Company's chief executive officer;
Lake Isle Corp., a greater than 10% holder of the Company's common
stock, over which Gail Mulvihill, the mother of the Company's
president, Christopher Mulvihill, exercises sole voting and
investment control; HSK Funding, over which Burton I. Koffman, a
greater than 10% holder of the Company's common stock, exercises
sole voting and investment control; and James Mulvihill, the son
of Gail Mulvihill and brother of Christopher Mulvihill.

                      About Boomerang Systems

Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.

For the fiscal year ended September 30, 2010, the Company had a
net loss of $15,789,559 compared with a net loss of $9,693,734
during the prior year.  Revenues were $718,530 for the fiscal year
ended September 30, 2010 compared with $0 for the fiscal year
ended September 30, 2009.

The Company's balance sheet at September 30, 2010, showed
$6,192,003 in total assets, $2,841,556 in total liabilities and
$3,350,447 in stockholders' equity.  Accumulated deficit was
$33,710,494 at Sept. 30, 2010.


BORDERS GROUP: Lenders' Refinancing Hinges on Deal With Publishers
------------------------------------------------------------------
Michael J. De La Merced and Julie Bosman, writing for The New York
Times' DealBook, report that people briefed on the matter said
Borders Group has been in talks with lenders, including GE Capital
and Jefferies, to refinance its existing bank loans from a group
led by Bank of America.

Bank of America Corp. and other lenders, including General
Electric Co.'s GE Capital, last year agreed to provide Borders
with up to $970.5 million in loans under a secured revolving
credit facility.

According to the NY Times report, one of the requirements attached
to the potential refinancing is for Borders to persuade enough
publishers to agree to deferred payments.

Borders has began holding talks with publishers on Tuesday,
seeking to convert delayed payments into interest-bearing debt as
part of a plan to refinance its debt.

The NY Times says spokesmen for GE Capital and Jefferies declined
to comment.

The NY Times notes it is not clear whether Borders must also
receive additional capital from its biggest equity investors, its
chairman and chief executive, Bennett S. LeBow, and William A.
Ackman's hedge fund, Pershing Square Capital Management.  The NY
Times says a spokeswoman for Pershing declined to comment.  Mr.
LeBow, a longtime financier, became Borders's chairman last spring
after investing $25 million in the company.

Mr. Ackman offered last month to provide up to $960 million to
finance a merger of Borders and Barnes & Noble, although he has
said nothing publicly about investing more money into Borders.
The hedge fund has been one of the largest shareholders in Borders
in recent years, owning about a 37% stake through its holdings of
common stock and warrants.  It previously lent the bookseller
$42.5 million, a loan that was repaid last year.

                        About Borders Group

Headquartered in Ann Arbor, Michigan, Borders Group, Inc. (NYSE:
BGP) -- http://www.borders.com/-- is a specialty retailer of
books as well as other educational and entertainment items.  It
employs 19,500 throughout the U.S., primarily in its Borders(R)
and Waldenbooks(R) stores.  The Wall Street Journal says Borders
is the nation's second-largest bookstore chain by revenue, behind
Barnes & Noble Inc.

The Wall Street Journal's Jeffrey Trachtenberg reported that
Borders said Dec. 30 it was delaying payments to some publishers.
According to the Journal, Borders said the delays were part of its
efforts to refinance its debt and that it had notified the
publishers with which it is seeking to restructure payments.

On December 9, 2010, Borders released its financial results for
the third quarter ended October 30, 2010.  The Company disclosed
that it was in detailed discussions with potential lenders for
replacement financing that Borders believes will provide
sufficient liquidity through at least the beginning of 2012.
Borders is also pursuing the potential sale of certain assets as
well as cost reduction and sales generating initiatives.  Borders
cautioned that there can be no assurance that it will be able to
obtain adequate financing or that its other initiatives will be
successful.  Borders also said if the steps it is taking are not
successful, it could be in violation of the terms of its credit
agreements in the first quarter of calendar 2011, which could
result in a liquidity shortfall.

As of October 30, 2010, Borders had total assets of
$1,356,600,000, total liabilities of $1,397,400,000, and
stockholders' deficit of $40,800,000.


BORDERS GROUP: Talking With Restructuring Advisers
--------------------------------------------------
The Wall Street Journal's Mike Spector reports that people
familiar with the matter said Borders Group Inc. has been in
discussions with restructuring advisers about ways to rework its
debt-heavy balance sheet.  The sources told the Journal Borders
has been in talks with Wall Street firms that have worked on many
high-profile bankruptcies and other types of restructuring deals,
the people said.

Sources said restructuring advisers at investment bank Jefferies &
Co. are among those in talks to represent Borders and advise it on
reworking its debt load.  One of the sources told the Journal
Borders doesn't currently have plans to bring aboard bankruptcy
and restructuring lawyers, and doesn't contemplate filing for
bankruptcy at this time.

As reported in yesterday's Troubled Company Reporter, Michael J.
De La Merced and Julie Bosman, writing for The New York Times'
DealBook, said people briefed on the matter indicated that Borders
has been in talks with lenders, including GE Capital and
Jefferies, to refinance its existing bank loans from a group led
by Bank of America.

Bank of America Corp. and other lenders, including General
Electric Co.'s GE Capital, last year agreed to provide Borders
with up to $970.5 million in loans under a secured revolving
credit facility.

According to the NY Times report, one of the requirements attached
to the potential refinancing is for Borders to persuade enough
publishers to agree to deferred payments.

Borders has began holding talks with publishers on Tuesday,
seeking to convert delayed payments into interest-bearing debt as
part of a plan to refinance its debt.

The NY Times notes it is not clear whether Borders must also
receive additional capital from its biggest equity investors, its
chairman and chief executive, Bennett S. LeBow, and William A.
Ackman's hedge fund, Pershing Square Capital Management.  The NY
Times says a spokeswoman for Pershing declined to comment.  Mr.
LeBow, a longtime financier, became Borders's chairman last spring
after investing $25 million in the company.

Mr. Ackman offered last month to provide up to $960 million to
finance a merger of Borders and Barnes & Noble, although he has
said nothing publicly about investing more money into Borders.
The hedge fund has been one of the largest shareholders in Borders
in recent years, owning about a 37% stake through its holdings of
common stock and warrants.  It previously lent the bookseller
$42.5 million, a loan that was repaid last year.

                        About Borders Group

Headquartered in Ann Arbor, Michigan, Borders Group, Inc. (NYSE:
BGP) -- http://www.borders.com/-- is a specialty retailer of
books as well as other educational and entertainment items.  It
employs 19,500 throughout the U.S., primarily in its Borders(R)
and Waldenbooks(R) stores.  The Wall Street Journal says Borders
is the nation's second-largest bookstore chain by revenue, behind
Barnes & Noble Inc.

The Wall Street Journal's Jeffrey Trachtenberg reported that
Borders said Dec. 30 it was delaying payments to some publishers.
According to the Journal, Borders said the delays were part of its
efforts to refinance its debt and that it had notified the
publishers with which it is seeking to restructure payments.

On December 9, 2010, Borders released its financial results for
the third quarter ended October 30, 2010.  The Company disclosed
that it was in detailed discussions with potential lenders for
replacement financing that Borders believes will provide
sufficient liquidity through at least the beginning of 2012.
Borders is also pursuing the potential sale of certain assets as
well as cost reduction and sales generating initiatives.  Borders
cautioned that there can be no assurance that it will be able to
obtain adequate financing or that its other initiatives will be
successful.  Borders also said if the steps it is taking are not
successful, it could be in violation of the terms of its credit
agreements in the first quarter of calendar 2011, which could
result in a liquidity shortfall.

As of October 30, 2010, Borders had total assets of
$1,356,600,000, total liabilities of $1,397,400,000, and
stockholders' deficit of $40,800,000.


BRIDGEWATER DEVELOPMENT: Case Summary & 20 Largest Unsec Creditors
------------------------------------------------------------------
Debtor: Bridgewater Development LLC
        117 Willow Ridge Circle
        Thomasville, GA 31757

Bankruptcy Case No.: 11-70011

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Middle District of Georgia (Valdosta)

Debtor's Counsel: William O. Woodall, Esq.
                  WOODALL AND WOODALL
                  P.O. Box 3335
                  1003 Patterson Street
                  Valdosta, GA 31604
                  Tel: (229) 247-1211
                  E-mail: will@orsonwoodall.com

Scheduled Assets: $1,111,814

Scheduled Debts: $1,584,000

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/gamb11-70011.pdf

The petition was signed by Robert Daniel Jones, CEO.


BRIGHAM EXPLORATION: OKs Base Salary Increases for Executives
-------------------------------------------------------------
In November 2010, Brigham Exploration Company's Compensation
Committee engaged an independent compensation consultant to
conduct a competitive review of the Company's executive
compensation.  On December 29, 2010, the Committee considered,
among other things, the final report and recommendations presented
to the Committee by the compensation consultant, and agreed to
bring each named executive officer's overall compensation up to
more competitive overall compensation levels relative to
individuals holding comparable positions in the Company's peer
group.

Effective January 1, 2011, the Committee approved base salary
increases within the historical ranges for each of the Company's
named executive officers, with the exception of Mr. Ben M.
Brigham, the Company's Chief Executive Officer, President and
Chairman of the Board.  Mr. Brigham's base salary was increased
approximately 19% to $525,000.

Additionally, the Committee approved target percentages of the
base salaries for each named executive officer for both 2011 cash
bonuses and long-term equity compensation.  The Committee approved
target percentages of 65% and 200%, respectively, for each of the
named executive officers, except for Mr. Brigham.  The Committee
approved target percentages of 90% and 300%, respectively, for Mr.
Brigham.  The Committee has not yet formulated any specific
performance criteria or goals for which 2011 cash bonuses or long-
term equity compensation may be awarded.  Further, the Committee
has not yet determined the types of awards to be included in such
long-term equity compensation.

                     About Brigham Exploration

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

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

                          *     *     *

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


B.R. SUMMERLIN: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: B.R. SUMMERLIN PROPERTY, LLC
        22900 Ventura Boulevard, Suite 200
        Woodland Hills, CA 91364

Bankruptcy Case No.: 11-10148

Chapter 11 Petition Date: January 5, 2011

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: Gabrielle A. Hamm, Esq.
                  GORDON SILVER
                  3960 Howard Hughes Parkway, 9th Floor
                  Las Vegas, NV 89169-5978
                  Tel: (702) 796-5555
                  Fax: (702) 369-2666
                  E-mail: ghamm@gordonsilver.com

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

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

The petition was signed by Bernard Rosenson, managing member.

Debtor-affiliates that filed separate Chapter 11 petitionS:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
B.R. Brookfield Commons No. 1, LLC    10-38835            11/29/10
B.R. Brookfield Commons No. 2, LLC    10-38838            11/29/10

B.R. Summerlin's List of five Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Leasehold Resource Group           Trade Debt             $420,000
27442 Portola Parkway, Suite 200
Foothill Ranch, CA 92610

Gibbs, Giden, Locher, Turner, &    Trade Debt              $58,898
Senet
1880 Century Park East, 12th Floor
Los Angeles, CA 90067

Sign of the Dove                   Trade Debt              $40,000
22900 Ventura Boulevard, #200
Woodland Hills, CA 91364

JAMS                               Trade Debt               $5,728

Esquire Deposition Solutions       Trade Debt               $1,478


BROADCAST INT'L: Gem Partners Discloses 9.9% Equity Stake
---------------------------------------------------------
In a Schedule 13G filing with the Securities and Exchange
Commission on January 3, 2011, Gem Partners, LP disclosed that it
beneficially owns 7,370,097 shares of common stock of Broadcast
International, Inc., representing 9.9% of the shares outstanding.
As of November 5, 2010, there were 45,659,150 shares outstanding.
Each of Gem Investment Advisors, LLC and Daniel M. Lewis owns
7,370,097 shares.

                  About Broadcast International

Based in Salt Lake City, Broadcast International, Inc. installs,
manages and supports private communication networks for large
organizations that have widely-dispersed locations or operations.
The Company owns CodecSys, a video compression technology to
convert video content into a digital data stream for transmission
over satellite, cable, Internet, or wireless networks, as well as
offers audio and video production services.  The Company's
enterprise clients use its networks to deliver training programs,
product announcements, entertainment, and other communications to
their employees and customers.

The Company's balance sheet as of September 30, 2010, showed
$7.3 million in total assets, $25.3 million in total liabilities,
and a stockholders' deficit of $18.0 million.

HJ & Associates LLC, in Salt Lake City, expressed substantial
doubt about the Company's ability to continue as a going concern,
after auditing the Company's financial statements for the year
2009.  The independent auditors noted that the Company has
incurred recurring losses from operations and has a deficit in
stockholders' equity and working capital.


BROADCAST INT'L: R. Zobrist Acquires 101,000 Common Shares
----------------------------------------------------------
Ray Phillip Zobrist, a director at Broadcast International Inc.,
disclosed in a Form 4 filing with the Securities and Exchange
Commission on January 3, 2011, that he acquired 101,000 shares of
common stock of the Company in two transactions on December 29,
2010.  At the end of the transactions, Mr. Zobrist beneficially
owned 1,429,058 shares of common stock.

Also on December 29, 2010, Mr. Zobrist acquired warrants to
purchase 20,833 and 46,625 shares of common stock of the company.
The warrants will expire on December 29, 2015.  Mr. Zobrist now
beneficially owns warrants to purchase 214,608 shares.

                  About Broadcast International

Based in Salt Lake City, Broadcast International, Inc. installs,
manages and supports private communication networks for large
organizations that have widely-dispersed locations or operations.
The Company owns CodecSys, a video compression technology to
convert video content into a digital data stream for transmission
over satellite, cable, Internet, or wireless networks, as well as
offers audio and video production services.  The Company's
enterprise clients use its networks to deliver training programs,
product announcements, entertainment, and other communications to
their employees and customers.

The Company's balance sheet as of September 30, 2010, showed
$7.3 million in total assets, $25.3 million in total liabilities,
and a stockholders' deficit of $18.0 million.

HJ & Associates LLC, in Salt Lake City, expressed substantial
doubt about the Company's ability to continue as a going concern,
after auditing the Company's financial statements for the year
2009.  The independent auditors noted that the Company has
incurred recurring losses from operations and has a deficit in
stockholders' equity and working capital.


BROOKE CORP: BoNY's Attorney Fees Not Admin. Expense
----------------------------------------------------
Bankruptcy Judge Dale L. Somers granted the motion for summary
judgment filed by Albert A. Riederer, the Chapter 7 Trustee for
Brooke Corporation, Brooke Capital Corporation, and Brooke
Investments, Inc., seeking judgment in his favor on the
Administrative Expense Request filed by the Bank of New York
Mellon, as Indenture Trustee.  The Court held that there are no
material facts in controversy and the uncontroverted facts
establish that the prepetition activities of BoNY for which it
seeks compensation from the estates did not provide a substantial
benefit to the estates, as required by applicable law.

BoNY requested, pursuant to 11 U.S.C. Sec. 503(b)(3)(D), to be
paid as an administrative expense the attorney fees incurred
prepetition by counsel for two securitization lenders, Bayerische
Hypo-und Vereinsbank and Fifth Third Bank.  BoNY is the Indenture
Trustee for notes issued by Brooke Securitization Company 2006-1,
held by HVB, which has become UniCredit Bank AG, and for notes
issued by Brooke Master Trust, held by Fifth Third.

A copy of the Court's January 5, 2011 Memorandum Opinion and Order
is available at http://is.gd/kgDbufrom Leagle.com.

Albert Riederer was appointed special master of Brooke Corporation
in prepetition federal court proceedings.  Shortly after Brooke
Corporation filed for Chapter 11 bankruptcy protection (Bankr. D.
Kansas Lead Case No. 08-22786) on October 28, 2008, Mr. Riederer
was appointed Chapter 11 Trustee.  When the case was converted to
Chapter 7 on June 29, 2009, Mr. Riederer was appointed Chapter 7
Trustee.  On October 29, 2008, the Court granted a motion to
jointly administer the bankruptcies of Brooke Corporation, Brooke
Capital Corporation, and Brooke Investment, Inc., with the Brooke
Corporation bankruptcy case being the lead case.


BUCKHANNON CVB: Files for Chapter 11 Protection
-----------------------------------------------
Buckhannon Convention and Visitors Bureau, Inc., filed for Chapter
11 protection on Dec. 28, 2010 (Bankr. N.D. W.Va. Case No. 10-
02660), estimating $50,000 to $100,000 in assets and debts between
$100,000 and $500,000.  See http://bankrupt.com/misc/wvnb10-
02660.pdf

The Debtor is represented by:

    Josef A Horter, Esq.
    Bailey & Wyant, P.L.L.C.
    500 Virginia Street, Suite 600
    Charleston, WV 25301
    Tel: (304) 345-4222
    Fax: (304) 343-3133
    E-mail: jhorter@baileywyant.com

As of January 6, 2010, the Debtor has not filed any document with
the bankruptcy court aside from the petition filed Dec. 28, 2010.

Reporting on the bankruptcy filing, the State Journal said that
early 2010 a judge ordered Buckhannon CVB and the City of
Buckhannon to pay $160,000 in legal fees and court costs.

A June 2010 report by WBOY.com said that Buckhannon CVB was
considering a Ch. 11 filing to compel the City of Buckhannon to
comply with a settlement agreement the groups reached over a piece
of land.  The Debtor's attorney said the city has indicated that
it cannot pay the $127,000 it owes the CVB by the July 1 deadline
dictated in the settlement.  The CVB had planned to construct a
new building for itself on that land originally, before several
residents filed suit, claiming that the city and CVB failed to
properly bid out that construction project.


C&D TECHNOLOGIES: 5 Directors Do Not Own Any Securities
-------------------------------------------------------
In separate Form 3 filings with the Securities and Exchange
Commission on January 3, 2011, four directors at C&D Technologies
Inc. disclosed that they do not own any securities of the company.
They are Michael Gallagher, Todd Arden, David L. Treadwell Andrews
P. Hines and James J. Gaffney.

                       About C&D Technologies

C&D Technologies, Inc., provides solutions and services for the
switchgear and control (utility), telecommunications, and
uninterruptible power supply (UPS), as well as emerging markets
such as solar power.  C&D Technologies' 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.  C&D Technologies' unique ability to offer complete
systems, designed and produced to high technical standards, sets
it apart from its competition.  C&D Technologies is headquartered
in Blue Bell, PA.

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.

C&D Technologies in December 2010 escaped a bankruptcy filing
after completing an out-of-court restructuring that reduced the
Company's total debt from approximately $175 million to
$50 million.  The Company in September had entered into a
restructuring support agreement with noteholders to a
restructuring that will be effected through (i) an offer to
exchange the Company's outstanding 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, if
the exchange offer fails to get the requisite support.  C&D
Technologies elected not to make a semi-annual interest
payment due on its 5.25% Convertible Senior Notes due 2025 on
November 1, 2010.


CABI NEW RIVER: Asks for Court's Permission to Use Cash Collateral
------------------------------------------------------------------
Cabi New River LLC asks for authorization from the U.S. Bankruptcy
Court for the Southern District of Florida to use cash collateral
until April 1, 2011.

Cabi New River acknowledges that HSBC Realty Credit Corporation
may have a valid and perfected security interest in the Debtor's
assets, including cash generated by the business.  Prepetition,
HSBC made loan advances amounting to $18 million to the Debtor.

Mindy A. Mora, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP,
explains that the Debtor needs access to cash collateral to fund
its Chapter 11 case, pay suppliers and other parties.  The Debtors
will use the collateral pursuant to a budget, a copy of which is
available for free at http://bankrupt.com/misc/CABI_NEW_budget.pdf

The Debtor proposes to grant to HSBC as adequate protection a
replacement lien in rental income generated post-petition by the
Debtor.  In the event the proposed replacement liens prove
inadequate, HSBC will also be afforded an allowed superpriority
administrative claim.

The Debtor will furnish to HSBC by no later than Thursday of every
other week a Budget Reconciliation and an updated rolling four-
week forecast of cash receipts and disbursements for the Debtor
for the next succeeding four weeks, substantially in the form of
the Budget, provided, that if requested by HSBC, the Debtor will,
as soon as reasonably practicable, provide an updated rolling 13-
week forecast.

Aventura, Florida-based Cabi New River, LLC, fka Cabi New River
II, LLC, dba Riverfront Marina, owns 5.8-acre parcel fronting New
River in Fort Lauderdale, Florida.  It filed for Chapter 11
bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case
No. 10-49013).  Mindy A. Mora, Esq., at Bilzin Sumberg, Attorneys
At Law, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009)
filed separate Chapter 11 petitions.


CABI NEW RIVER: Section 341(a) Meeting Scheduled for Feb. 2
-----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Cabi New
River, LLC's creditors on February 2, 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.

Aventura, Florida-based Cabi New River, LLC, fka Cabi New River
II, LLC, dba Riverfront Marina, owns 5.8-acre parcel fronting New
River in Fort Lauderdale, Florida.  It filed for Chapter 11
bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case
No. 10-49013).  Mindy A. Mora, Esq., at Bilzin Sumberg, Attorneys
At Law, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009)
filed separate Chapter 11 petitions.


CABI NEW RIVER: Taps Bilzin Sumberg as Bankruptcy Counsel
---------------------------------------------------------
Cabi New River, LLC, asks for authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Bilzin Sumberg Baena Price & Axelrod LLP as bankruptcy counsel,
nunc pro tunc to December 28, 2010.

Bilzin Sumberg will, among other things:

     (a) attend meetings and negotiate with representatives of
         creditors and other parties-in-interest;

     (b) advise and consult on the conduct of the Chapter 11 case,
         including all of the legal and administrative
         requirements of operating in Chapter 11;

     (c) advise the Debtor in connection with any contemplated
         sales of assets or business combinations, including the
         negotiation of sales promotion, liquidation, stock
         purchase, merger or joint venture agreements, formulate
         and implement bidding procedures, evaluate competing
         offers, draft appropriate corporate documents with
         respect to the proposed sales, and counsel the Debtor in
         connection with the closing of the sales; and

     (d) advise and represent the Debtor in connection with
         obtaining post-petition financing and making cash
         collateral arrangements, provide advice and counsel with
         respect to prepetition financing arrangements, and
         provide advice to the Debtor in connection with the
         emergence financing and capital structure, and negotiate
         and draft documents relating thereto.

Bilzin Sumberg will be paid based on the rates of its
professionals:

         Partners                            $445-$700
         Of Counsel                          $425-$550
         Associates                          $230-$435
         Paraprofessionals                   $205-$225
         Project Assistants                    $200

Mindy A. Mora, Esq., a partner at Bilzin Sumberg, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Aventura, Florida-based Cabi New River, LLC, fka Cabi New River
II, LLC, dba Riverfront Marina, owns 5.8-acre parcel fronting New
River in Fort Lauderdale, Florida.  It filed for Chapter 11
bankruptcy protection on December 28, 2010 (Bankr. S.D. Fla. Case
No. 10-49013).  The Debtor estimated its assets and debts at
$10 million to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi SMA Tower I, LLLP (Bankr. S.D. Fla. Case No. 10-49009)
filed separate Chapter 11 petitions.


CABI SMA TOWER: Section 341(a) Meeting Scheduled for Feb. 2
-----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Cabi SMA
Tower I, LLLP's creditors on February 2, 2011, at 2:30 p.m.  The
meeting will be held at Claude Pepper Federal Bldg, 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 Cabi SMA Tower I, LLLP -- fka Cabi SMA Retail
1, LLC; Cabi SMA, LLLP; Cabi SMA Tower 2, LLC; Cabi SMA Tower 2,
LLLP; Capital at Brickell; Cabi SMA Retail 2, LLLP; Cabi SMA
Retail 2, LLC; Cabi SMA Tower 1, LLC; and Cabi SMA Retail I, LLLP
-- owns multiple vacant parcels around South Miami Avenue and S.W.
14th Street in Miami, Florida.  It filed for Chapter 11 bankruptcy
protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10-
49009).  Mindy A. Mora, Esq., at Bilzin Sumberg, Attorneys At Law,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi New River, LLC (Bankr. S.D. Fla. Case No. 10-49013) filed
separate Chapter 11 petitions.


CABI SMA TOWER: Taps Bilzin Sumberg as Bankruptcy Counsel
---------------------------------------------------------
CABI SMA Tower I, LLLP, asks for authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
the law firm of Bilzin Sumberg Baena Price & Axelrod LLP as
bankruptcy counsel, nunc pro tunc to December 28, 2010.

Bilzin Sumberg will, among other things:

     (a) attend meetings and negotiate with representatives of
         creditors and other parties-in-interest;

     (b) advise the Debtor in connection with any contemplated
         sales of assets or business combinations, including the
         negotiation of sales promotion, liquidation, stock
         purchase, merger or joint venture agreements, formulate
         and implement bidding procedures, evaluate competing
         offers, draft appropriate corporate documents with
         respect to the proposed sales, and counsel the Debtor in
         connection with the closing of the sales;

     (c) advise and represent the Debtor in connection with
         obtaining post-petition financing and making cash
         collateral arrangements, provide advice and counsel with
         respect to pre-petition financing arrangements, and
         provide advice to the Debtor in connection with the
         emergence financing and capital structure, and negotiate
         and draft documents relating thereto; and

     (d) analyze (a) the Debtor's leases and contracts and the
         assumptions, rejections, or assignments thereof and
         (b) the validity of liens against the Debtor's assets,
         and advise the Debtor on matters relating thereto;

Bilzin Sumberg will be paid based on the rates of its
professionals:

         Partners                            $445-$700
         Of Counsel                          $425-$550
         Associates                          $230-$435
         Paraprofessionals                   $205-$225
         Project Assistants                     $200

Mindy A. Mora, Esq., a partner at Bilzin Sumberg, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Miami, Florida-based Cabi SMA Tower I, LLLP -- fka Cabi SMA Retail
1, LLC; Cabi SMA, LLLP; Cabi SMA Tower 2, LLC; Cabi SMA Tower 2,
LLLP; Capital at Brickell; Cabi SMA Retail 2, LLLP; Cabi SMA
Retail 2, LLC; Cabi SMA Tower 1, LLC; and Cabi SMA Retail I, LLLP
-- owns multiple vacant parcels around South Miami Avenue and S.W.
14th Street in Miami, Florida.  It filed for Chapter 11 bankruptcy
protection on December 28, 2010 (Bankr. S.D. Fla. Case No. 10-
49009).  The Debtor estimated its assets and debts at $10 million
to $50 million.

Affiliates Cabi Downtown, LLC (Bankr. S.D. Fla. Case No. 09-27168)
and Cabi New River, LLC (Bankr. S.D. Fla. Case No. 10-49013) filed
separate Chapter 11 petitions.


CATHOLIC CHURCH: Failure of Mediation Cued Wisc.'s Ch. 11 Filing
----------------------------------------------------------------
Years of struggle by the Archdiocese of Milwaukee to remain
financially viable while funding compensation for abuse victims
and continued victim litigation have forced the Archdiocese to
file for Chapter 11, according to the 166th edition of the
CATHOLIC CHURCH BANKRUPTCY NEWS, a 7-year old newsletter that
covers the chapter 11 restructurings involving the Roman Catholic
Church in the United States and Canada
(http://bankrupt.com/newsstand/or 215/945-7000).

John J. Marek, treasurer and chief financial officer of the
Archdiocese of Milwaukee, points out that a tragedy that runs
contrary to every teaching and tradition of the Church has
unfolded in the Church as a whole and in the Archdiocese in
particular: a small number of clergy and others took advantage of
their positions of trust and respect in the community to sexually
abuse children.

The Church as a whole, and the Archdiocese in particular, are
committed to providing for all victims/survivors of Abuse, known
and yet to be known, in a fair, just and equitable manner with the
available resources of the Archdiocese, Mr. Marek explains.

He notes that the Archdiocese addressed the victims of Abuse in a
substantially different way than other dioceses.  Acknowledging
the issue of clergy sexual abuse of minors in the Archdiocese of
Milwaukee in the late 1980s, the Archdiocese developed a process
for receiving and responding to reports of Abuse by clergy and
assigned a senior staff member to direct this process.

Consequently, in 1989, the Archdiocese established Project
Benjamin, an initiative that brought together victims' advocates,
healthcare professionals, judicial and law enforcement
representatives and clinical social workers and therapists to
assist in the Archdiocese's response to Abuse victims.

In the spring of 2002, the U.S. Bishops adopted the Charter for
the Protection of Children and Young People, which adopted a "one
strike" policy with regard to clergy serving in any active, public
ministry, and also included:

  * permanent removal from active ministry of any priest or
    deacon with a substantiated allegation of sexual abuse of a
    minor;

  * requirement of criminal background checks for adults,
    including clergy, who work with children and youth;

  * implementation of educational programs for the prevention of
    child sexual abuse for both adults and children;

  * provision of behavioral guidelines/Ethical standards for
    ministry;

  * establishment of outreach for victims/survivors; and

  * creation of review boards to make recommendations to the
    diocesan bishop about substantiation of accusations against
    clergy and to oversee policy implementation.

Not only has the Archdiocese continuously satisfied the Charter,
but it has taken many additional steps, not required by the
Charter, to protect children from abuse and to provide
healing for those who have been harmed.  These additional measures
include:

  * hiring a full time victim assistance coordinator to
    implement the archdiocesan response to sexual abuse through
    the Sexual Abuse Prevention and Response Services office;

  * hiring a full time safe environment coordinator to oversee
    implementation of all requirements to promote the safety of
    children and youth;

  * providing counseling referrals, spiritual direction, therapy
    support and other services to assist people who have been
    abused or affected by abuse.  In fiscal year 2009 to 2010,
    $882,129 was spent on settlements and therapy for the
    victims of clergy sexual abuse;

  * making Archbishop Jerome E. Listecki, Bishop Skiba, and,
    previously, Bishop Callahan and Archbishop Dolan, available
    to meet with individuals who have suffered or been affected
    by sexual abuse by clergy;

  * requiring Safe Environment education for all priests,
    deacons, staff and volunteers in all parishes and schools;

  * providing age-appropriate education for school and religious
    education children to equip them with the skills to help
    them protect themselves from abuse;

  * requiring all Church personnel to sign The Code of Ethical
    Standards for Church Leaders;

  * implementing a Community Advisory Board to review and
    improve the response of the Archdiocese to those who have
    experienced or been affected by sexual abuse by Church
    personnel;

  * conducting healing services, Masses and other forms of
    reconciliation events for victim/survivors in the
    Archdiocese; and

  * requiring intensive background screening as well as
    psychological testing for those wishing to enter the
    seminary.

Moreover, in the early 1990s, retired Milwaukee County Circuit
Court Judge Leander Foley led a review of all known priest-
offender files to determine if any cases fell within the criminal
statute of limitations and should be referred to the appropriate
authority or, if a criminal referral was not possible because of
the expiration of the statute of limitations, to ensure
that appropriate action was taken to avoid risk of further
offenses.

In 2002, this process was repeated when civil authorities reviewed
the Archdiocese's files to verify that there were no prosecutable
criminal cases falling within the criminal statute of limitations.

In 2004, then Archbishop Timothy M. Dolan directed a complete,
external, forensic review of every diocesan priest's file to make
sure that no allegations of clergy sexual abuse of a minor went
undiscovered or unreported.

Since the advent of the Charter, when a claim of Abuse is
substantiated, the priest or deacon responsible for the Abuse is
permanently removed from active ministry.  Furthermore, even
before the Charter was implemented, but at all times thereafter,
when claims of Abuse are reported, the Archdiocese works to settle
claims in a holistic way, by providing pastoral care,
therapy and counseling, as well as financial resolution for
victims/survivors of Abuse.

The Archdiocese, recognizing the need for a process outside the
archdiocesan structure to address claims of Abuse of minors by
diocesan clergy, introduced an independent, voluntary mediation
system in January 2004, relates Mr. Marek.  The system was created
in collaboration with Eva M. Soeka, Director of Marquette
University's Center for Dispute Resolution.  Moreover, regardless
of whether the mediation system is accessed for a case involving a
clergy member who is still alive, the appropriate county's
district attorney is contacted with information about the report.

The Archdiocese also became one of the first dioceses in the
country to provide a public listing of all diocesan priests
restricted from ministry in accordance with the Charter.  On
July 9, 2004, the Archdiocese publicly provided the names of all
the priests, and continues to do so on the Archdiocese's Web site.

               Events Leading to Chapter 11

The Archdiocese has struggled for several years to remain
financially viable while funding compensation for Abuse victims
and continued victim litigation, notes Mr. Marek.  The litigation
has been necessary due to disagreement over the level of
compensation that can or should be paid to Abuse victims in the
face of competing needs for a very limited amount of available
money, he says.

Throughout recent years, the Archdiocese has continued, as a
priority, to pay for therapy, counseling, and other healing
efforts for Abuse victims.  It also made significant settlement
payments to Abuse victims.

In August 2006, in Los Angeles, California, the Archdiocese was
involved in court-ordered mediation stemming from Abuse claims
against two priests who formerly served in the Archdiocese,
resulting in a settlement of over $16.65 million, of which the
Archdiocese paid $8.25 million, with the remainder paid by
insurers.

During the fiscal year July 1, 2009, to June 30, 2010, the net
financial impact of sexual abuse cases involving a diocesan clergy
member and a minor was $1,430,757, after reimbursement from
insurance for mediation agreements and attorney fees.
As of June 30, 2010, the cumulative financial impact to the
Archdiocese has been at least $29,564,678 for abuse of minors by a
diocesan priest or deacon.

To fund these costs (and other outreach to victims/survivors going
back to the 1980s), the Archdiocese sold property, used interest
and investment income, liquidated savings and investments, and
reduced its operating costs through staff and service reductions.
It also obtained a loan guaranteed by the landlord of its main
offices (the Cousins Center) to meet the
financial requirements of the California settlement agreement. The
current balance on the loan is approximately $4,650,000.

The Archdiocese is currently a defendant in 12 lawsuits, referred
to as the "State Court Litigation", brought by a total of 17
claimants alleging they were victims of Abuse.

The Archdiocese also received a demand from the plaintiffs'
attorneys in the State Court Litigation on behalf of seven
additional individuals.

Late last year, the Archdiocese contacted the Claimants' attorneys
and proposed a mediation to attempt to reach resolution on the
current pending lawsuits.  A mediation session involving the
Claimants' attorneys, an attorney for some of the Archdiocese's
insurers, and the Archdiocese, including Archbishop Jerome E.
Listecki, took place on October 18, 2010, and
November 11, 2010, with retired Cook County, Illinois Judge Stuart
Nudelman serving as mediator.

However, the mediation was not successful.

Subsequent negotiations and offers of settlement reached an
impasse in December 2010.

The litigation involving Abuse victims has substantially depleted
the Archdiocese's assets, relates Mr. Marek.  Moreover, he says,
the litigation adversely impacts the Archdiocese's fundraising
efforts, to the point that the Archdiocese can no longer both lead
the faithful and fulfill its commitment to the Abuse Victims.

Finally, because the Wisconsin Court of Appeals recently ruled
that the Archdiocese does not have insurance coverage for the
claims asserted in the State Court Litigation, the projected costs
of defending these cases, even if successful, will deplete the
resources of the Archdiocese to a degree that the Archdiocese will
not be able to pay other creditors and fund compensation and
assistance to victims that are not plaintiffs or who bring
their claims to the Archdiocese in the future, Mr. Marek explains.

         Purpose and Goals of the Chapter 11 Filing

On January 4, 2010, the Archdiocese filed its Chapter 11 petition
with the United States Bankruptcy Court for the Eastern District
of Wisconsin.

According to Mr. Marek, the Archdiocese filed for bankruptcy for
these reasons:

  * To provide compensation for the unresolved claims of
    victims/survivors of Abuse including those Abuse
    victims/survivors who have not yet come forward.

  * To continue its outreach and support to victims/survivors of
    Abuse as an ongoing ministry of the Church;

  * To carry on the essential ministries and services of the
    Archdiocese so it can continue to meet the needs of the
    Parish Corporations, parishioners, and other who rely on the
    Church for spiritual, pastoral, and human assistance,
    thereby allowing the Archdiocese to move forward on stable
    financial ground to continue its ministry and mission in
    service to the people of Southeastern Wisconsin.

  * To fairly allocate the Archdiocese's remaining income and
    assets among the legitimate competing interests for the
    property, recognizing that it is not possible to pay all
    alleged claims and interests in full.

Mr. Marek further notes that the Archdiocese has implemented
effective measures designed to safeguard young people, and it has
worked with civil authorities to review clergy files to allow any
criminal proceedings to move forward and bring justice to clergy
accused of these crimes.  With its limited resources, the
Archdiocese has done the best it can to compensate
victims/survivors of Abuse who have come forward, he asserts.

Given the experience of the other dioceses around the country, the
Archdiocese believes that there may be additional Abuse victims
who have not yet brought Abuse claims against the Archdiocese.

"In light of the Diocese's limited financial resources, failure to
file this Chapter 11 proceeding would have resulted in some Abuse
victims who have not yet brought claims against the Archdiocese
failing to receive any compensation or assistance from the
Archdiocese or any other known source," says Mr. Marek.
"Failure to file this chapter 11 proceeding also would likely have
resulted in a cessation of the Archdiocese's ministry, education,
and charitable outreach, upon which so many people rely."

            Parishes not Part of Bankruptcy Filing

Mr. Marek disclosed in court papers that the Archdiocese's Chapter
11 case differs significantly from the diocesan bankruptcy cases
in Spokane, Washington, Tucson, Arizona, Portland, Oregon, San
Diego, California, and Fairbanks, Alaska or the "Corporation Sole
Bankruptcies."

In each of those cases, the parishes existed civilly as
unincorporated associations as parts of the diocese's civil
corporation, he explained.  This single corporation, i.e.
"corporation sole", held title to all parish property.  Because
title to the parish property was held by the corporate sole, a
central issue in those cases was whether property of the parishes
was included within the diocese's bankruptcy estate.

In contrast to the Corporation Sole Bankruptcies, the Archdiocese
does not hold title to any of the property of the Parish
Corporations, Mr. Marek continued.  "The Parish Corporations have
not sought bankruptcy relief and are not debtors in the above-
captioned proceeding," he maintained.

               About the Archdiocese of Milwaukee

The Diocese of Milwaukee was established on November 28, 1843, and
was elevated to an Archdiocese on February 12, 1875, by Pope Pius
IX.  The region served by the Archdiocese consists of 4,758 square
miles in southeast Wisconsin which includes counties Dodge, Fond
du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth,
Washington and Waukesha.  There are 657,519 registered Catholics
in the Region.

The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No.
11-20059) on January 4, 2011, to address claims over sexual abuse
by priests on minors.

The Archdiocese became at least the eighth Roman Catholic diocese
in the U.S. to file for bankruptcy to settle claims from current
and former parishioners who say they were sexually molested by
priests.

Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel.

The Archdiocese estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.

(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


CATHOLIC CHURCH: Milwaukee Wants Feb. 8 Extension for Schedules
---------------------------------------------------------------
The Archdiocese of Milwaukee asks the United States Bankruptcy
Court for the Eastern District of Wisconsin to extend through
February 8, 2011, its deadline to file its (a) schedules of assets
and liabilities, (b) statement of financial affairs, (c) statement
of executory contracts and unexpired leases, and (d)  list of
equity security holders, without prejudice to the its right to
seek further extensions.

Pursuant to Section 521 of the Bankruptcy Code and Rule 1007 of
the Federal Rules of Bankruptcy Procedure, a debtor is required,
within 14 days from the Petition Date, to file with the court
certain papers, including the Schedules and Statements.  By this
motion, the Archdiocese seeks an extension of its time for filing
the Schedules and Statements by an additional 20 days.

Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, discloses that the Archdiocese has begun,
but has not completed, preparation of its Schedules and
Statements, in part because certain prepetition invoices have yet
to be received or entered in the Archdiocese's financial
accounting system.

The Archdiocese's financial affairs are complex and it administers
significant assets for the benefit of others, Mr. Diesing avers.
However, he asserts, the Archdiocese has a very small staff to
carry out its work.  He explains that the staff has been reduced
significantly during recent years for financial reasons, and the
Archdiocese is left with limited resources with which to fulfill
its Chapter 11 reporting duties.

Mr. Diesing also asserts that the staff is generally unfamiliar
with bankruptcy schedules and procedures.  He discloses that the
Archdiocese's employees are also not familiar with reports that
are more applicable to commercial businesses than not-for-profit
religious organizations.

The Archdiocese, therefore, believes that it will need the
additional time to gather necessary information and to complete
and file the Schedules and Statements.

               About the Archdiocese of Milwaukee

The Diocese of Milwaukee was established on November 28, 1843, and
was elevated to an Archdiocese on February 12, 1875, by Pope Pius
IX.  The region served by the Archdiocese consists of 4,758 square
miles in southeast Wisconsin which includes counties Dodge, Fond
du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth,
Washington and Waukesha.  There are 657,519 registered Catholics
in the Region.

The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No.
11-20059) on January 4, 2011, to address claims over sexual abuse
by priests on minors.

The Archdiocese became at least the eighth Roman Catholic diocese
in the U.S. to file for bankruptcy to settle claims from current
and former parishioners who say they were sexually molested by
priests.

Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel.

The Archdiocese estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.

(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


CATHOLIC CHURCH: Wilmington to Hike Offer to Settle Abuse Claims
----------------------------------------------------------------
Steven Church of Bloomberg News reports that The Catholic Diocese
of Wilmington, Inc., will raise its offer to settle with Abuse
Survivors through its amended plan of reorganization that will be
filed on January 10, 2011.

Citing the Diocese's lawyer Anthony Flynn, Esq., Bloomberg says
the maximum payout would exceed $349,000, on average, for the 157
adults who claim to have been molested as children.

"You can expect the average to be higher, much higher," Mr. Flynn
said after a January 4, 2011 hearing.

The exact range of the payout will be disclosed when the Diocese
files the new Plan, Robert Brady, Esq., told Judge Sontchi,
according to Bloomberg News.

Robert Jacobs, Esq., who represents more than 90 Abuse Survivors
with Thomas S. Neuberger, Esq., said that they have not seen the
offer but estimated that it will probably be higher than a
settlement proposed as part of the Court-ordered arbitration,
Bloomberg News reports.

"If not, then somebody has been smoking marijuana," Mr. Jacobs
said in an interview after the hearing.

Mr. Neuberger, however, did not believe the Plan offers individual
victims an average settlement in the range of $210,000 to
$350,000, The News Journal reports.  He noted that the previous
Plan took a week to analyze.

"So I can't comment on something I haven't seen," Mr. Neuberger
was quoted by the News Journal as saying.  He added that
settlement talks have been a failure up until now, so he looks
forward to reading the new Plan to see if there is progress.

                  About the Diocese of Wilmington

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

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

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


CATHOLIC CHURCH: Employees File Suit vs. Wilmington Diocese
-----------------------------------------------------------
The Official Committee of Lay Employees in the Diocese of
Wilmington's Chapter 11 cases commenced an adversary proceeding
against the Catholic Diocese of Wilmington, Inc., pursuant to
Section 2201 of the Judicial and Judiciary Procedures Code, to
seek a determination from the U.S. Bankruptcy Court for the
District of Delaware that:

  (a) certain funds held by the Diocese in its pooled investment
      account are funds that are being held by the Diocese to,
      and for the exclusive benefit of, the participants in the
      Diocese of Wilmington Pension Lay Employees Pension Plan;

  (b) that the Pension Funds are not property of the Diocese's
      bankruptcy estate; and

  (c) that the Diocese breached its fiduciary duty to the
      participants and beneficiaries of the Pension Plan by,
      among other things, improperly directing that the Pension
      Funds be deposited into the PIA that is maintained and
      controlled by the Diocese.

While the Employee Committee believes additional claims and causes
of action exist against the Diocese and certain of its officers,
employees, agents, representatives, advisors and members of the
Lay Pension Plan Advisory Board, the Employee Committee is not
asserting any of those claims or causes of action at this time.
However, the Employee Committee reserves the right to assert those
claims in the future, including claims for damages relating to
breach of contract, breach of fiduciary duty, negligence, and
gross or wanton misconduct.

Donald J. Detweiler, Esq., at Greenberg Traurig, LLP, in
Wilmington, Delaware, relates that the Lay Employees include all
full-time employees of the Diocese, its affiliated not-for-profit
organizations, and its affiliated parishes and parish schools,
including all full-time school-related personnel teachers,
secretaries, aides, staff, cafeteria and maintenance workers,
directors or coordinators of religious education.

The Diocese is the "Administrator" of the Lay Employee Pension
Plan, relates Mr. Detweiler.  He notes that pursuant to Section
2.3 of the Lay Employees Pension Plan, the Diocese, as
Administrator, is to administer the Lay Employees Pension Plan
for the exclusive benefit of the Participants and Beneficiaries
of the Lay Employees Pension Plan.  The Diocese is also charged
with the duties of the general administration of the Lay Employees
Pension Plan, and is responsible for maintaining a record of all
actions taken, including maintaining all books, records, policies
and other data necessary for the proper administration of the Lay
Employees Pension Plan.

As of October 31, 2010, Mellon Bank, N.A., or its successor Bank
of New York Mellon, N.A., held approximately $4.81 million of the
Pension Funds in the Pension Trust Fund Account pursuant to the
Trust Agreement.

Mr. Detweiler asserts that the Pension Funds held in the Pension
Trust Fund Account are being held for the exclusive benefit of the
Participants and Beneficiaries and are not property of the
Diocese's bankruptcy estate.

The Employee Committee believes that the Diocese, on the advice of
certain employees and advisors, directed that the Diocese's annual
contributions to the Lay Employees Pension Plan be deposited in
the PIA rather than in the Pension Trust Fund Account maintained
by Mellon.  The Diocese believed the funds held in the PIA would
earn a high rate of interest than what the Diocese could expect to
receive/earn from depositing the contributions into the Pension
Trust Fund Account.

Consequently, rather than depositing the annual contributions in
the Pension Trust Fund Account, per the Pension Trust Agreement,
the Diocese began depositing annual pension contributions into
the PIA, Mr. Detweiler tells the Court.  He reveals that as of
October 31, 2010, the amount of Pension Funds held in the PIA is
approximately $4.371 million.

The Pension Funds held in the PIA are being held by the Diocese
for the exclusive benefit of the Lay Employees and are not
property of the bankruptcy estate, Mr. Detweiler argues.  He
points out that those funds may not be used to satisfy the claims
of any of the Diocese's other creditors.  He adds that the Pension
Funds held in the PIA may not be used or diverted to anyone prior
to the satisfaction of all liabilities with respect to Lay
Employees and their Beneficiaries under the Lay Employees Pension
Plan.

Mr. Detweiler alleges that the Diocese never consulted with,
nor relied upon, the Lay Employee Pension Advisory Committee,
when the Diocese made the decision to deposit annual pension
contributions to the PIA rather than to the Pension Trust Fund
Account maintained by Mellon.  He also asserts that the Diocese
unilaterally changes how it pays benefits under the Pension Plan,
without consulting the Lay Employee Pension Advisory Board, by
deciding to discontinue purchasing life annuity contracts for
retired Lay Employees in accordance with the terms and provisions
of the Lay Employee Pension Plan.

By depositing the Pension Funds into the PIA, by failing to
consult with the Lay Employees Pension Advisory Board, and by
unilaterally changing the terms of the Lay Employee Pension Plan,
the Diocese failed to administer the Pension Plan for the
exclusive benefit of the Participants and Beneficiaries, Mr.
Detweiler argues.  He adds, among other things, that the Diocese
engaged in self-dealing in connection with the Pension Plan and
failed to follow the terms and provisions of the Pension Plan.

                  About the Diocese of Wilmington

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

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

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


CHRIS & PHIL'S: Case Summary & 12 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Chris & Phil's Body Shop, Inc.
        1524 N. Highway 288 B
        Richwood, TX 77531

Bankruptcy Case No.: 11-80002

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Southern District of Texas (Galveston)

Judge: Letitia Z. Paul

Debtor's Counsel: Jeffrey P. Norman, Esq.
                  GIPSON & NORMAN
                  450 N. Texas Avenue, Suite A
                  Webster, TX 77598-4963
                  Tel: (281) 332-4800
                  Fax: (281) 332-4808
                  E-mail: jpn@jpnorman.com

Scheduled Assets: $734,347

Scheduled Debts: $1,820,405

A list of the Company's 12 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb11-80002.pdf

The petition was signed by Christopher V. Montealegre, president.


CINCINNATI BELL: Former COO Disposes of Most Shares Held
--------------------------------------------------------
In a Form 4 filing with the Securities and Exchange Commission on
January 3, 2011, Brian A. Ross, former chief operating officer at
Cincinnati Bell Inc., disclosed that he disposed of 171,721 shares
of common stock of the Company, at $2.8 per share, on December 30,
2010.  Following the transaction, Mr. Ross was left with 40,782
shares.

                       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 stockholders' 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,
from 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.


CINCINNATI BELL: GAMCO Asset Discloses 5.53% Equity Stake
---------------------------------------------------------
In an amended Schedule 13D filing with the Securities and Exchange
Commission on January 3, 2011, GAMCO Asset Management Inc.
disclosed that it beneficially owns 11,174,242 shares of common
stock of Cincinnati Bell Inc. representing 5.53% of the shares
outstanding.  At October 31, 2010, there were 201,781,187 common
shares outstanding.

Other affiliates of GAMCO Asset also disclosed beneficial
ownership of common stock:

                                        Amount          Equity
                                  Beneficially Owned    Stake
                                  ------------------    ------
Gabelli Funds, LLC                      7,889,842      3.91%
MJG Associates, Inc.                       30,000      0.01%
Teton Advisors, Inc.                       50,000      0.02%
Gabelli Securities, Inc.                    5,000      0.00%
GGCP, Inc.                                      0      0.00%
GAMCO Investors, Inc.                           0      0.00%
Mario J. Gabelli                           12,000      0.00%

                       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 stockholders' 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,
from 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.


CIT GROUP: Court Dismisses Loiselles' Post-Emergence Suit
---------------------------------------------------------
Bankruptcy Judge Allan L. Gropper dismissed the case, Marc J.
Loiselle and Sandra A. Loiselle, v. CIT Group Inc., CIT Group
Funding Company of Delaware, LLC, Adv. Proc. No. 10-03880 (Bankr.
S.D.N.Y.), at the Defendants' behest.

The complaint was filed October 14, 2010, more than 10 months
after confirmation of the Debtors' prepackaged plan of
reorganization.  The Loiselles sued for injunctive and declaratory
relief, the reissuance of assets and punitive damages.  The
complaint alleges that the Plaintiffs held "in their personal IRA
account a vested interest in CIT," that the "Defendant was
obligated by rule and law to notify the Plaintiff[s] of" their
bankruptcy filing and "failed to do so."  Based on the Defendants'
alleged failure to provide appropriate notice to the Plaintiffs,
the Plaintiffs seek to have the Court reinstate their prepetition
equity interests in CIT Group Inc. and reimburse them for their
costs and expenses so as to place them in the same position as
they were prior to the petition date.  In the alternative, the
Plaintiffs seek discovery to "show the mismanagement and
conversion of assets so as to restore the converted assets" to the
Defendants and the Defendants' shareholders and "punitive damages
for the failure to comply with all Bankruptcy Court filing
requirement[s]."  Between March 10 and 24, 2010, roughly three
months after confirmation, the Plaintiffs had filed seven proofs
of claim in the Chapter 11 case.

The Defendants argued that the adversary complaint should be
dismissed for failure to state a claim upon which relief can be
granted.  The Defendants argued they provided the Plaintiffs with
proper notice of the bankruptcy cases when they served all
shareholders.

According to Judge Gropper, a confirmation order may only be
revoked if such order "was procured by fraud" and only upon the
"request of a party in interest at any time before 180 days after
the date of the entry of the order of confirmation."  As the
confirmation order was entered on December 8, 2009, any request to
revoke the confirmation order, even on the ground of fraud, had to
be filed on or before June 7, 2010.  Judge Gropper said the record
is clear that the Plaintiffs had actual knowledge of the
Defendants' Chapter 11 cases no later than March 10, 2010 when
they began filing their proofs of claim.  The Plaintiffs could
have but failed to timely request revocation of the confirmation
order.

A copy of Judge Gropper's January 4, 2011 Order is available at
http://is.gd/kgFbbfrom Leagle.com.

                          About CIT Group

Founded in 1908, CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/
-- is a bank holding company with more than $35 billion in finance
and leasing assets. It provides financing and leasing capital to
its more than one million small business and middle market clients
and their customers across more than 30 industries.

CIT Group Inc. and affiliate CIT Group Funding Company of Delaware
LLC announced a Chapter 11 filing on November 1, 2009 (Bankr.
S.D.N.Y. Case No. 09-16565).  Evercore Partners, Morgan Stanley
and FTI Consulting served as the Company's financial advisors and
Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel
in connection with the restructuring plan.  Sullivan & Cromwell
served as legal advisor to CIT's Board of Directors.

CIT Group on November 1, 2009, announced that, with the
overwhelming support of its debtholders, the Board of Directors
voted to proceed with the prepackaged plan of reorganization for
CIT Group Inc. and a subsidiary that will restructure the
Company's debt and streamline its capital structure.  None of
CIT's operating subsidiaries, including CIT Bank, a Utah state
bank, were included in the filings.

On December 8, 2009, the Court confirmed the Debtors' prepackaged
plan.  On December 11, 2009, CIT emerged from bankruptcy.

                           *     *    *

As reported by the Troubled Company Reporter on May 25, 2010, DBRS
assigned various ratings including an Issuer Rating of B (high) to
CIT Group Inc.  DBRS assigned a BB (high) rating to CIT's First
Lien Secured Credit Facility, a BB (low) rating to the second lien
Series B Notes, a B (high) rating to the Series A Notes, a B
rating to the Unsecured Long-Term Debt and a Short-Term rating of
R-4.  The trend on all long-term ratings is Positive.

The TCR on August 4, 2010, reported that DBRS affirmed those
ratings.  DBRS expects CIT should continue to make progress in
improving and diversifying its funding profile, while restoring
underlying profitability.

On May 25, the TCR also reported that Moody's Investors Service
assigned a B3 corporate family rating to CIT Group Inc.  The TCR
said May 3, 2010, Standard & Poor's Ratings Services assigned its
'B+/B' counterparty credit rating to CIT.


DAIRY BELL: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Dairy Bell LP
        2290 South Range Ave.
        Denham Springs, LA 70726

Bankruptcy Case No.: 11-10002

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Middle District of Louisiana (Baton Rouge)

Debtor's Counsel: Douglas S. Draper, Esq.
                  HELLER, DRAPER, HAYDEN, PATRICK & HORN, LLC
                  650 Poydras Street, Suite 2500
                  New Orleans, LA 70130-6103
                  Tel: (504) 299-3300
                  Fax: (504) 299-3399
                  E-mail: ddraper@hellerdraper.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/lamb11-10002.pdf

The petition was signed by Kyle Tauch, manager.


DAIS ANALYTIC: Noteholders Subscribe 2.3MM Shares for $603,000
--------------------------------------------------------------
On December 27, 2010, a holder of a promissory note issued by Dais
Analytic Corporation elected to apply all of the proceeds due and
payable to the holder pursuant to such note in the principal
amount of $250,000, plus accrued interest, to purchase the
Company's common stock, par value $0.01 per share.  The investor
subscribed for and purchased from the Company 1,052,950 shares of
Common Stock at a purchase price of $0.26 per share, resulting in
an aggregate purchase price of $273,767.

On December 30, 2010, another holder of a promissory note issued
by the Company elected to apply all of the proceeds due and
payable to such holder pursuant to such promissory note in the
principal amount of $300,000, plus accrued interest, to purchase
the Company's Common Stock.  The investor subscribed for and
purchased from the Company 1,268,472 shares of Common Stock at a
purchase price of $0.26 per share, resulting in an aggregate
purchase price of $329,802.

The Common Stock was issued pursuant to exemption from
registration pursuant to Regulation D and Section 4(2) of the
Securities Act of 1933.

The December 30, 2010 sale of equity securities by the Company,
when aggregated with the sale on December 27, 2010, was far more
than 5% of the Company's outstanding Common Stock.

                        About Dais Analytic

Odessa, Fla.-based Dais Analytic Corporation has developed and
patented a nano-structure polymer technology, which is being
commercialized in products based on the functionality of these
materials.  The initial product focus of the Company is ConsERV,
an energy recovery ventilator.  The Company also has new product
applications in various developmental stages.

The Company's balance sheet as of September 30, 2010, showed
$1.7 million in total assets, $5.1 million in total liabilities,
and a stockholders' deficit of $3.4 million.

As reported in the Troubled Company Reporter on April 7, 2010,
Cross, Fernandez & Riley LLP, in Tampa, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has incurred
significant losses since inception and has a working capital
deficit and accumulated deficit of $2.3 million and $32.2 million
at December 31, 2009.


DETROIT PUBLIC: Chapter 9 Filing No Longer an Option
----------------------------------------------------
Tiffany Kary and Darrell Preston, writing for Bloomberg News,
report that Robert Bobb, emergency financial manager for Detroit
Public Schools, said the district may use a General Motors-style
restructuring to split into two to help deal with a $327 million
deficit.  The district considered seeking Chapter 9 bankruptcy
protection last year.  According to Bloomberg, Mr. Bobb said
splitting the district is one of three options that it plans to
present by Jan. 10.  Chapter 9 bankruptcy is not one of those
options, he told Bloomberg in an interview in Detroit.

Detroit Public Schools, Michigan's largest school district, serves
nearly 90,000 students in 172 schools throughout the city of
Detroit.  Bloomberg News reported in July 2010 that Detroit Public
Schools has experienced budget deficits for seven years and may
consider filing for bankruptcy protection to sell off assets and
cut costs.


DRYSHIPS INC: Ocean Rig Has 2 New Deals with Cairn Energy
---------------------------------------------------------
DryShips Inc. announced that its subsidiary Ocean Rig UDW Inc. has
entered into firm contracts with Cairn Energy PLC for the "Leiv
Eiriksson" and the "Ocean Rig Corcovado" for a period of
approximately 6 months each.

The total contract value including mobilization for the "Leiv
Eiriksson" is approximately US$95 million. The mobilization period
will start in direct continuation from the agreed release date
from Petrobras.

The total contract value including mobilization and winterization
of the "Ocean Rig Corcovado" is approximately US$142 million.

George Economou, Chairman and Chief Executive Officer of DryShips
commented, "We are pleased to announce the signing of two new
contracts with Cairn Energy for the OceanRig Corcovado and the
Leiv Eiriksson.  We were able to offer the customer a package
solution due to the highly specialized nature of our semi-
submersibles and also the state of the art drillships.  Following
the signing of these contracts we are only left with one open
drillship, the Ocean Rig Mykonos, that delivers in the fourth
quarter of 2011.  We are working to secure employment for the
Mykonos and also to further increase the contract backlog.  Demand
for our units has improved significantly and we hope to announce
further contracts in the near future."

                        About DryShips Inc.

Based in Greece, DryShips Inc. -- http://www.dryships.com/--
-- owns and operates drybulk carriers and offshore oil
deep water drilling units that operate worldwide.  As of September
10, 2010, DryShips owns a fleet of 40 drybulk carriers (including
newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax,
with a combined deadweight tonnage of over 3.6 million tons and
6 offshore oil deep water drilling units, comprising of 2 ultra
deep water semisubmersible drilling rigs and 4 ultra deep water
newbuilding drillships.

DryShips's common stock is listed on the NASDAQ Global Select
Market where it trades under the symbol "DRYS".

The Company's balance sheet at Sept. 30, 2010, showed
$5.80 million in total assets, $1.90 million in total current
liabilities, $1.10 million in total noncurrent liabilities, and
stockholders' equity of $2.80 million.

On November 25, 2010, DryShips Inc. entered into a waiver letter
for its $230.0 million credit facility dated September 10, 2007,
as amended, extending the waiver of certain covenants through
December 31, 2010.

As reported in the Troubled Company Reporter on Sept. 29, 2010,
the Company said it is currently in negotiations with its lenders
to obtain waivers, waiver extensions or to restructure its debt.
As of June 30, 2010, the Company's theoretical exposure (current
portion of long-term debt less cash and cash equivalents less
restricted cash) amounted to $761.4 million.


DRYSHIPS INC: Ocean Rig Poseidon Gets $353-Mil. Drilling Deal
-------------------------------------------------------------
DryShips Inc. announced that its subsidiary Ocean Rig UDW Inc. has
entered into a drilling contract for its 3rd drillship newbuilding
Ocean Rig Poseidon.  As part of this agreement, the Leiv Eiriksson
will be released early from the existing contract and will be made
available in Q2 2011.  The firm contract period is for about 600
days plus a mobilization period.  The total contract value
including mobilization is US$353 million.

Mr. George Economou, Chairman and CEO of DryShips Inc., commented:
"We are pleased to announce the employment of the Ocean Rig
Poseidon with Petrobras Tanzania.  The contract highlights the
relationship we have developed with a key strategic customer and
we are happy to accommodate their requirements.  This contract
also highlights the specialized nature of our sixth generation
state of the art drillships where it was the preferred solution."

                        About DryShips Inc.

Based in Greece, DryShips Inc. -- http://www.dryships.com/--
-- owns and operates drybulk carriers and offshore oil
deep water drilling units that operate worldwide.  As of September
10, 2010, DryShips owns a fleet of 40 drybulk carriers (including
newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax,
with a combined deadweight tonnage of over 3.6 million tons and
6 offshore oil deep water drilling units, comprising of 2 ultra
deep water semisubmersible drilling rigs and 4 ultra deep water
newbuilding drillships.

DryShips's common stock is listed on the NASDAQ Global Select
Market where it trades under the symbol "DRYS".

The Company's balance sheet at Sept. 30, 2010, showed
$5.80 million in total assets, $1.90 million in total current
liabilities, $1.10 million in total noncurrent liabilities, and
stockholders' equity of $2.80 million.

On November 25, 2010, DryShips Inc. entered into a waiver letter
for its $230.0 million credit facility dated September 10, 2007,
as amended, extending the waiver of certain covenants through
December 31, 2010.

As reported in the Troubled Company Reporter on Sept. 29, 2010,
the Company said it is currently in negotiations with its lenders
to obtain waivers, waiver extensions or to restructure its debt.
As of June 30, 2010, the Company's theoretical exposure (current
portion of long-term debt less cash and cash equivalents less
restricted cash) amounted to $761.4 million.


DUNE ENERGY: Expects Significant Activity in Garden Island Bay
--------------------------------------------------------------
Dune Energy, Inc., in a filing with the Securities and Exchange
Commission, said it anticipates significant exploratory activity
in 2011 at Garden Island Bay Field.

                   Garden Island Bay Exploration

Dredging operations have commenced at the SL 214 #1, a 19,500 feet
subsalt test at Garden Island Bay Field, Plaquemines Parish,
Louisiana.  Dune will have a 15% working interest in this well
before payout and a 26% working interest after payout.  Payout is
defined as gross 3 MMboe of production.  Total unrisked reserve
potential for the prospect is 133 MMboe.  The well is anticipated
to take 80-120 days to drill and test.

Additionally, Dune anticipates spudding the SL 214 #916 in late
January or early February, a 14,000 feet test in the north flank
of the field above salt.  This prospect is one of 17 prospects and
approximately 40 separate well locations identified using a
recently completed depth migrated 3-D data set within the field.
Dune will maintain a 100% working interest in this prospect.
Gross reserve exposure for this prospect is 2.8 MMboe and reserve
exposure for all 17 prospects is over 28 MMboe.  Success on these
projects could lead to further exploratory or development drilling
later in 2011 within the field.

                            2011 Budget

The 15% working interest cost on the subsalt well at Garden Island
Bay is anticipated to require a net $6 MM investment.  The
completed well cost on the S prospect is approximately $8 million.
We anticipate investing another $9.0 million in various field
operations to maintain base production at the 3,000 - 3,300 BOPD
level.  An additional $19 million could be invested in 2011
depending on early success and available cash flow.

                             Liquidity

Year-end 2010 available cash was $23.8 million.  Additionally,
$15.8 million has been reserved for the June 2011 interest payment
on the $300 million of Sr. Secured Notes.  Cash on hand and
anticipated cash flow, assuming a base production of 3,000 - 3,300
BOPD will support planned drilling and interest expenses for 2011.

                         Capital Structure

In December approximately $19 million face amount of convertible
preferred shares were put to the company in exchange for
approximately two million additional common shares yielding a
current share count of approximately 43 million common shares.
Face value of the preferred has been reduced to approximately $195
million.  As detailed in a prior press release, the $40 million
revolver previously in place has been converted to a $40 million
term loan with a maturity of March of 2012 and is currently fully
drawn.  The Senior Secured Notes have a maturity of June of 2012.

Dune will review the upside with investors at the Pritchard
Capital Partners Energize 2011 Conference in San Francisco on
January 5th and 6th.  The presentation is available on the
Company's website at http://www.duneenergy.comunder
presentations.

James A. Watt, President and Chief Executive Officer of the
company stated, "We are extremely excited to be testing the oil
potential of our Garden Island Bay field.  Success on these wells
could fuel significant reserve and production growth for later in
2011 and into 2012."

                         About Dune Energy

Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast.  The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.

The Company's balance sheet at Sept. 30, 2010, showed
$296.72 million in total assets, $343.46 million in total
liabilities, and a stockholders' deficit of $248.48 million.

                          *     *     *

Dune Energy carries a 'CCC-' corporate credit rating, with
negative outlook, from Standard & Poor's, and 'Ca' corporate
family and probability of default ratings, with negative outlook,
from Moody's Investors Service.

S&P said in April 2010 that "the company's heavy debt burden makes
the prospects of a distressed exchange or bankruptcy a distinct
possibility."


DW-HURST LLC: Case Summary & 17 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: DW-Hurst, LLC
        c/o Alex Dmyterko, President
        1042 Maple Avenue, Suite 329
        Lisle, IL 60532

Bankruptcy Case No.: 11-30105

Chapter 11 Petition Date: January 3, 2011

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

Judge: Barbara J. Houser

Debtor's Counsel: Linda S. LaRue, Esq.
                  QUILLING, SELANDER, CUMMISKEY & LOWNDS
                  2001 Bryan Street, Suite 1800
                  Dallas, TX 75201
                  Tel: (214) 871-2100
                  Fax: (214) 871-2111
                  E-mail: llarue@qsclpc.com

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

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

A list of the Company's 17 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txnb11-30105.pdf

The petition was signed by Alex Dmyterko, president.


DYNEGY INC: Seneca Wants Blackstone Backers Out, New Sale Talks
---------------------------------------------------------------
On January 3, 2011, Seneca Capital Investments, LLC, and its
affiliates filed with the Securities and Exchange Commission
amended preliminary materials relating to its proposals to seek
stockholder approval to:

Proposal 1: Remove, without cause, these two members of the
            Company's Board of Directors: Bruce A. Williamson
            and David W. Biegler.

Proposal 2: Elect E. Hunter Harrison and Jeff D. Hunter to serve
            as directors of the Company until the next annual
            meeting of stockholders and until their successors are
            duly elected and qualified.

Proposal 3: Repeal any provision of the Company's Second Amended
            and Restated Bylaws in effect at the time this
            proposal becomes effective that was not included in
            the Bylaws that became effective on November 22, 2010
            and were filed with the Securities and Exchange
            Commission on November 24, 2010.

Proposal 4: Direct the Dynegy Board to urgently undertake a
            strategic review of the Company and its assets to
            explore the possibility of a sale, in a stockholder-
            friendly manner, of the Company or its assets with a
            view to using proceeds of any such asset sales for
            liquidity, optimizing the level of outstanding debt or
            other means of creating stockholder value.

Proposal 5: Direct the Dynegy Board to urgently consider
            strategies to optimize the Company's debt structure,
            including, without limitation, a refinancing of the
            Company's revolver to better align with actual
            business needs, an evaluation of additional financings
            or debt exchanges to extend and reduce maturities
            or to reduce costs, an evaluation of hedge
            monetization to enhance liquidity, and an evaluation
            of the most efficient means of hedge
            collateralization, including the use of non-cash
            assets.

Proposal 6: Direct the Dynegy Board to carefully and urgently
            evaluate all cost cutting opportunities available to
            the Company, including, without limitation, corporate
            costs.  In addition, stockholders direct the Dynegy
            Board to provide a full and immediate public
            accounting of all amounts spent in both direct and
            indirect attempts to prevent stockholders from (a)
            rejecting the proposed merger with an affiliate of The
            Blackstone Group at $4.50 and then $5.00 per share
            and the proposed tender offer by, and merger with, an
            affiliate of Icahn Enterprises Holdings LP, an
            affiliate of Dynegy's largest stockholder at $5.50 per
            share as well as (b) adopting any or all of the
            Proposals set forth in the consent solicitation.

Proposal 7: Direct the Dynegy Board to urgently conduct a review
            of senior management and the compensation plan of the
            Company in order to create proper alignment to capture
            value for stockholders - including, but not limited
            to, adjusting where possible change of control
            severance arrangements such that they are more
            appropriately sized and are sensitive to the deal
            price at which any change of control is consummated;
            such review to include specific consideration as to
            the removal of Bruce A. Williamson as chief executive
            officer.

Proposal 8: Direct the Dynegy Board to urgently undertake an in
            -depth review of director compensation policies to
            create policies that provide best-in-class economic
            alignment with stockholders through stock ownership.

Proposal 9: Direct the Dynegy Board to urgently analyze and
            explore the unwinding of the recent reverse stock
            split in a stockholder-friendly manner, including
            considering an amendment to Dynegy's Second Amended
            and Restated Certificate of Incorporation to ensure
            that there are enough authorized Shares to effect such
            an unwind.

Proposal 10: Direct the Dynegy Board NOT to expand the size of the
             board as a means of reseating any members removed
             pursuant to Proposal 1 or reducing the potential
             impact of any members elected pursuant to Proposal 2.

Proposal 11: Direct the Dynegy Board to carry out any evaluations
             or other efforts which are consistent with those
             called for by Proposals 4 through 9 by creating one
             or more special independent board committees to make
             such evaluation or other effort.  The independent
             board committee is to (a) include any board members
             elected pursuant to Proposal 2 and (b) engage its own
             independent and new (i) legal counsel and (ii) one or
             more financial advisors or, as applicable,
             compensation consultants, which such counsel,
             advisors and consultants should be selected (x) to
             act separately and solely for such committee and (y)
             without direction from management.  The compensation
             of such independent financial advisors should have
             alignment to the creation of stockholder value.
             Additionally, the lead director of the Dynegy Board,
             the chairperson of the Dynegy Board and the
             chairperson of any special committee should each be a
             director that did not vote for the Proposed
             Blackstone Merger or the Proposed IEP Merger.

Proposal 12: Direct the Dynegy Board to make public disclosure
             every three months, commencing with the next
             scheduled quarterly report of Company financial
             information, as to the Dynegy Board's and any special
             board committee's progress and findings with regard
             to their evaluations or other efforts undertaken
             consistent with those called for by any of Proposals
             4 through 9.

Proposal 13: Direct the Dynegy Board not to amend the Company's
             bylaws as a means designed to reduce directly or
             indirectly in any manner the potential impact of any
             members elected pursuant to Proposal 2 of the consent
             solicitation or to impair directly or indirectly in
             any manner stockholders' ability to act by written
             consent.  Additionally, the Dynegy Board should
             nominate any members elected pursuant to Proposal 2
             to stand for re-election at Dynegy's next annual
             meeting of stockholders for a full term.

Proposal 14: Demand expeditious resignation of those members of
             the Dynegy Board who supported all of (a) the
             Proposed Blackstone Merger, (b) a "recess" of the
             special meeting to consider the Proposed Blackstone
             Merger, (c) an incremental $16.3 million break-fee in
             the face of overwhelming stockholder opposition to
             the Proposed Blackstone Merger and (d) the Proposed
             IEP Merger barely three weeks after pledging a
             careful review of standalone alternatives, as Dynegy
             leadership in pursuing these actions, including
             scorched-earth and liquidity-scare tactics in defense
             of proposed sales, has lost necessary credibility to
             effectively steward the Company.  Such resignation
             should occur simultaneously with the expeditious
             election by the Dynegy Board, without direction from
             management, of qualified successor directors that
             believe in the Dynegy value proposition.

Seneca Capital Investments, LLC disclosed that it beneficially
owns 11,226,500 shares of common stock of Dynegy Inc. representing
9.3% of the shares outstanding.  There were 120,894,257 shares
outstanding as of November 1, 2010.  All of Dynegy Holdings Inc.'s
outstanding common stock is owned by Dynegy Inc.

Other affiliates of Seneca Capital Investments, LLC also disclosed
beneficial ownership of securities:

                                               Shares      Equity
                                        Beneficially Owned Stake
                                        ------------------ ------
Seneca Capital International Master Fund    7,712,100      6.4%
Seneca Capital, L.P.                        3,514,400      2.9%
Seneca Capital Investments, L.P.           11,226,500      9.3%
Seneca Capital International GP, LLC        7,712,100      6.4%
Seneca Capital Advisors, LLC                3,514,400      2.9%
Douglas A. Hirsh                           11,226,500      9.3%

                         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 of Dynegy'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.


ELECTRICAL COMPONENTS: Moody's Puts 'B1' Rating on $30 Mil. Loan
----------------------------------------------------------------
Moody's Investors Service has assigned B1 ratings to the proposed
$30 million senior secured revolving credit facility and the
proposed $160 million senior secured term loan of Electrical
Components International and affirmed its corporate family rating
at B2.  Proceeds from the borrowings, plus cash balances, are
expected to be used primarily to refinance existing debt.
Concurrently, the rating outlook has been changed to positive from
stable.

These ratings were assigned:

* B1 (LGD2, 27%) to the proposed $30 million revolving credit
  facility due 2015; and

* B1 (LGD2, 27%) to the proposed $160 million senior secured term
  loan due 2016.

These ratings were affirmed:

* B2 corporate family rating;

* Ba2 (LGD1, 9%) on the existing $33 million term loan A sub-
  tranche due 2012; and

* B2 (LGD4, 52%) on the existing $145 million tranche B term loan
  due 2015.

This rating has been changed:

The probability of default rating to B3 from B2, per Loss Given
Default Methodology.

The ratings on the proposed bank facilities and probability of
default rating are subject to completion of the refinancing and
review of final documentation.  Upon the successful completion of
the refinancing, the ratings on the existing loans will be
withdrawn.

                        Ratings Rationale

The positive outlook reflects ECI's better than anticipated
operating performance which has benefited from increasing sales
and the realization of cost cutting initiatives implemented over
the past two years.  While Moody's believes ECI's performance
benefited from both temporary customer inventory restocking and
the impact of federal stimulus money on white goods purchases in
2010, new program wins should support sales growth in 2011 and
margins are expected to remain resilient over the near term
benefiting from ECI's low cost manufacturing footprint.  Further,
the refinancing is expected to modestly improve liquidity by
reducing the company's borrowing costs, increasing external
liquidity and extending maturities.

The B2 corporate family rating reflects ECI's modest leverage,
adequate liquidity and dominant position as a wire harness
manufacturer for the North American white goods appliance sector.
ECI's heavy reliance on the cyclical North American white goods
appliance sector and high customer concentration continues to
weigh on ratings as it introduces the potential for meaningful
earnings and cash flow volatility.  Further, the rating reflects
Moody's view that 2011 may be a volatile year as the economic
recovery in North America could remain fragile, unemployment is
high and raw material costs have been trending upwards.

The B1 rating assigned to the bank facilities reflects the first
lien security interest in substantially all assets of ECI and its
domestic subsidiaries as well as the better than average family
recovery rate expected in the event of a default.  In addition,
the facilities are expected to benefit from upstream and
downstream guarantees and contain maximum leverage and interest
coverage covenants.

A ratings upgrade is possible over the near term if ECI
demonstrates a willingness and ability to maintain its leverage at
or below 4.0x (roughly 3.7x on an adjusted basis expected at
close) despite potential headwinds in 2011.  Conservative
financial policies are viewed as key to obtaining a B1 rating
given the limited diversification of ECI's business profile and
exposure to end market volatility.  The outlook could be
stabilized if ECI were to undertake shareholder friendly
initiatives or begin executing debt financed acquisitions.  A
leverage profile permanently maintained above 4.5x would likely
result in outlook stabilization.

The last rating action on ECI was the assignment of the B2 CFR on
May 28, 2010.

Electrical Components International, Inc., headquartered in St.
Louis, Missouri, is a leading designer, manufacturer and marketer
of wire harnesses and provider of value added assembly services to
North American, European and Asian white goods appliance
manufacturers.  Additionally, the company produces specialty wire
harnesses for transportation; heating, ventilation's and air
conditioning; construction and agriculture; vending and industrial
end markets.  The company generated approximately $540 million of
sales in the twelve months ending September 30, 2010.


EVERGREEN ENERGY: Has Until Feb. 28 to Regain NYSE Compliance
-------------------------------------------------------------
Evergreen Energy Inc. said in a press release that it was granted
by NYSE Arca Inc. until February 28, 2011, to regain compliance
with the requirements for continued listing on NYSE Arca.

On November 29, 2010, the company was notified that it was not in
compliance with NYSE Arca's continued listing standards under Rule
5.5(b)(1) and Rule 5.5(b)(2) of NYSE Arca Equities Rules.  The
standards require a listed common stock must maintain an average
closing price in excess of $1.00 over a consecutive 30 trading-day
period and that a company must maintain a market value of publicly
held shares of at least $15.0 million.

In December 2010, the Company responded to the NYSE Arca with its
business plans to cure the noncompliance.  On January 5, 2011, the
NYSE Arca notified the Company that they have accepted the
Company's response and the Company will have through February 28,
2011 to cure both deficiencies.  The Company's common stock will
continue to be listed and traded on NYSE Arca during the recovery
period.

                       About Evergreen Energy

Evergreen Energy Inc. has developed two proven, proprietary,
patented, and transformative green technologies: the GreenCert(TM)
suite of software and services and K-Fuel(R).  GreenCert, which is
owned exclusively by Evergreen, is a science-based, scalable
family of environmental intelligence solutions that quantify
process efficiency and greenhouse gas emissions from energy,
industrial and agricultural sources and may be used to create
verifiable emission reduction credits.  K-Fuel technology
significantly improves the performance of low-rank coals, yielding
higher efficiency and lowering emissions.

Deloitte & Touche LLP, in Denver, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted of the Company's recurring losses from
operations and stockholders' deficit.

The Company's balance sheet as of September 30, 2010, showed
$33.93 million in total assets, $45.04 million in total
liabilities, $3,000 in temporary equity, and a stockholders'
deficit of $11.11 million.


EXCEL STORAGE: Ch. 7 Bankruptcy Sale Set on January 19
------------------------------------------------------
West Auctions disclosed the bankruptcy auction of Excel Storage
Products to take place on January 19, 2011.  Interested bidders
may register to bid from now until 9:00 a.m. PST that same day.

This is a court-ordered sale of assets from Excel Storage
Products, one of the largest industrial rack manufacturers in the
United States for more than 41 years.  The company has filed for
Chapter 7 bankruptcy protection and its facilities will now be
sold to the highest bidder(s) at auction.

"We are primarily looking for enterprise buyers who may wish to
take over these manufacturing facilities and put people back to
work producing high quality roll-formed racks and structural
systems," says Daniel West, vice president of West Auctions.

This bankruptcy sale includes facilities in four cities: Lodi,
California; East Stroudsburg, Pennsylvania; Cadiz, Ohio; and
Brookings, South Dakota.

                       About West Auctions

West Auctions is a full-service auction and appraisal company that
assists financial institutions, companies and insolvency
professionals with all aspects of asset management.  It
specializes in commercial and industrial property and real estate,
with comprehensive services that cover everything from asset
recovery and valuation to private treaty negotiations and auction
sales.


FACTUM BAU: Chapter 15 Case Summary
-----------------------------------
Chapter 15 Petitioner: Pariasek Holper Rechtsanwalte

Chapter 15 Debtor: Factum Bau und Projektmanagement GmbH
                   c/o Astigarraga Davis Mullins & Grossman
                   701 Brickell Avenue, 16th Floor
                   Miami, FL 33131
                   Tel: (305) 372-8282

Chapter 15 Case No.: 10-00097

Chapter 15 Petition Date: January 5, 2011

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

Debtor's Counsel: Gregory S. Grossman, Esq.
                  ASTIGARRAGA DAVIS MULLINS & GROSSMAN
                  701 Brickell Avenue, 16th Floor
                  Miami, FL 33131
                  Tel: (305) 372-8282
                  Fax: (305) 372-8202
                  E-mail: ggrossman@astidavis.com

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

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

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


FIRST NAT'L BANCSHARES: Files for Chapter 7 Bankruptcy
------------------------------------------------------
First National Bancshares Inc. (OTC PK: FNSCE), the former holding
company of First National Bank of the South, filed for Chapter 7
bankruptcy (Bankr. D. S.C. Case No. 10-09281) on December 31,
2010, according to a regulatory filing with the Securities and
Exchange Commission.

The Spartanburg, S.C.-based company's filing comes months after
the distressed First National Bank was acquired by North American
Financial Holdings Inc., headquartered in Jacksonville, Fla.

John K. Fort, an attorney based in Drayton, S.C., has been
appointed the bankruptcy trustee who will liquidate the assets of
First National Bancshares to pay off debt as the company goes out
of business.

First National Bank suffered from the 2008 financial meltdown led
by real estate, and never recovered. Its parent company's stock
was delisted by Nasdaq in 2009 and last July, the bank was shut
down by the Federal Deposit Insurance Corp.

First National Bank's 13 full-service branches throughout upstate
South Carolina, Columbia and Charleston are now run by North
American Financial Holdings, which is led by CEO R. Eugene Taylor.

                 About First National Bancshares

First National Bancshares, Inc., (FNSC.OB) is a holding company,
based in Spartanburg, South Carolina.  First National Bancshares
was incorporated in 1999 to conduct general banking business.

The Company's balance sheet as of March 31, 2010, showed
$676.1 million in total assets, $685.0 million in total
liabilities, and a stockholders' deficit of $8.9 million.
Liabilities included $605.36 million in deposits at its bank
subsidiary.

On July 16, 2010, the Company's wholly owned national bank
subsidiary, First National Bank of the South, was closed by the
Office of the Comptroller of the Currency, and the Federal Deposit
Insurance Corporation was named as receiver of the Bank.  The
Company is currently exploring methods of winding down its
operations.  According to the FDIC, First National Bank of the
South had total assets of $682.0 million and total deposits of
$610.1 million at March 31, 2010.


FKF MADISON: Organizational Meeting to Form Panel on Jan. 12
------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on January 12, 2011, at 10:00 a.m.
in the bankruptcy case of FKF Madison Park Group Owner, LLC.  The
meeting will be held at J. Caleb Boggs Federal Building, 844 King
Street, Room 5209, Wilmington, DE 19801.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

FKF Madison Park Group Owner, LLC, filed for Chapter 11 bankruptcy
protection on June 8, 2010 (Bankr. D. Del. Case No. 10-11867).


FNB UNITED: SunTrust Converts $7.5MM Loan to Stock
--------------------------------------------------
On December 30, 2010, CommunityONE Bank, National Association, the
bank subsidiary of FNB United Corp., entered into and consummated
a conversion agreement with SunTrust Bank, pursuant to which
$7,500,000 of the outstanding principal amount of the $15 million
subordinated term loan from SunTrust to CommunityONE Bank issued
on June 30, 2008 was converted into 7,500,000 shares of nonvoting,
nonconvertible, nonredeemable cumulative preferred stock, par
value $1.00 per share, of CommunityONE Bank.  CommunityONE Bank
amended its articles of association to authorize the preferred
stock issued to SunTrust in the conversion.  The preferred stock
carries an 8% dividend rate and is includable in the bank's
tangible equity for regulatory capital purposes.

The remaining $7.5 million of subordinated debt owed by
CommunityONE Bank to SunTrust was ratified and confirmed but the
interest rate was changed from LIBOR plus 3.5% to a fixed rate of
8% per annum, commencing January 1, 2011.  Immediately prior to
the conversion, CommunityONE Bank paid the interest accrued and
unpaid to December 30, 2010 on the subordinated debt.  It will be
an event of default under the SunTrust subordinated note if FNB
United does not raise at least $300 million through the issuance
of equity securities by June 30, 2011.

                         About FNB United

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

The Company's balance sheet at Sept. 30, 2010, showed 2.01 billion
in total assets, $1.99 billion in total liabilities, and
stockholders' equity of $18.56 million.

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


FNB UNITED: J.M. Ramsay Resigns From Board of Directors
-------------------------------------------------------
J. M. Ramsay III, a director of FNB United Corp. and its bank
subsidiary, CommunityONE Bank, N.A., resigned from the boards of
directors of FNB United and CommunityONE Bank effective December
31, 2010.  Mr. Ramsay's resignation was for personal and business
reasons, and not because of a disagreement with FNB United or
CommunityONE Bank or their respective boards of directors.

                        About FNB United

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

The Company's balance sheet at Sept. 30, 2010, showed 2.01 billion
in total assets, $1.99 billion in total liabilities, and
stockholders' equity of $18.56 million.

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


FOREST OIL: Moody's Affirms 'Ba3' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed Forest Oil Corporation's
Corporate Family Rating at Ba3 and its senior unsecured note
rating at B1.  In addition, Moody's upgraded the Speculative Grade
Liquidity Rating to SGL-2 from SGL-3.  The rating outlook remains
stable.

Forest's Corporate Family Rating of Ba3 incorporates its size with
222 MBOE of proved developed reserves and average daily production
of 76.2 MBOE.  It also reflects relatively high leverage ($9.00
per bbl of proved developed reserves) and weak capital efficiency
ratios, which are driven by historically high finding and
development costs.  Based on reported drilling results in 2010,
Moody's expects modest improvement in year-end credit statistics.
However, Moody's do not believe the improvements will be material
enough to influence the company's CFR.

"We see Forest Oil well-positioned with a Ba3 CFR given its scale
and the quality of its reserve base," said Stuart Miller, Moody's
Vice President.  "To be considered for a ratings upgrade, the
company would need to show meaningful improvement in leverage and
finding and development costs."

Faced with a backlog of drilling opportunities, in December 2010
Forest announced its intention to spin-off its Canadian
operations.  Forest believes the spin-off will improve the
valuation of its assets in the U.S. and in Canada, and will allow
the company to fund its future capital expenditures with
internally generated cash flow.  While the Canadian operations are
one of Forest's three identified core operating areas with
approximately 15% of Forest's total proved reserves and daily
production, historically the area has absorbed a
disproportionately large share of Forest's capital budget.
Therefore, despite the lost production and reserves, the spinoff
is credit neutral for Forest in the short term.

The company has good liquidity with about $250 million of cash
and approximately $1.1 billion available under its senior
secured credit facility - limited by the leverage covenant, not
the $1.3 billion borrowing base.  While the company has out spent
cash flow for the last two years, Forest plans to limit capital
expenditures to internally generated cash flow once the spin-off
of the Canadian operations is complete.  The only near term debt
maturity is Forest's $285 million of 8% senior notes, which mature
in December 2011.  The credit facility expires in June 2012,
however Moody's expects that the maturity date will be extended
prior to its expiration.  Based on its liquidity position, Moody's
have upgraded the Speculative Grade Liquidity Rating to SGL-2.

With the re-positioning of its reserve base nearly complete,
Moody's will be watching the level of success Forest achieves in
growing reserves while living within its cash flow.  An upgrade
will be considered once Forest reduces its debt to proved
developed reserves below $7.50 per BOE and its three year finding
and development costs (all sources) below $15.00 per BOE.  A
negative rating action would be appropriate if Forest takes any
action which increases leverage materially or if its finding and
development costs increase.

Forest Oil Corporation is an independent oil and gas exploration
and production company headquartered in Denver, CO.


FOUR-LEAF CLOVER: Hopes For Plan Approval This Month
----------------------------------------------------
American Bankruptcy Institute reports that Four-Leaf Clover Dairy
LLC is hoping for approval of its reorganization plan later this
month.

Four-Leaf Clover Dairy, LLC, filed for Chapter 11 bankruptcy
(Bankr. N. D. Indiana Case No. 10-13574) on August 11, 2010.
Terry E. Hall, Esq., at Baker & Daniels LLP, in Indiana, serves as
counsel to the Debtor.

The Debtor estimated assets and debts of $1 million to $10 million
in its chapter 11 petition.


FRIONA FAMILY: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------
Debtor: Friona Family Real Estate Holdings, LLC
        310 Torchwood Ave
        Plantation, FL 33324

Bankruptcy Case No.: 11-10016

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Robert C. Meyer, Esq.
                  2223 Coral Way
                  Miami, FL 33145
                  Tel: (305) 285-8838
                  Fax: (305) 285-8919
                  E-mail: meyerrobertc@cs.com

Scheduled Assets: $611,000

Scheduled Debts: $1,375,443

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Broward County                                   $25,249
115 South Andrews Avenue,
Room 111
Fort Lauderdale, FL 33301

The petition was signed by Philip J. Friona, manager.


GARY OPPENHEIM: Has $650,000 Offer for 7-Bedroom, 4-Bath Home
-------------------------------------------------------------
Chapter 11 debtors Gary H. Oppenheim and Shirley S. Oppenheim will
ask the Honorable Judith K. Fitzgerald for authority to sell, on
Jan. 14, 2011, at 9:00 a.m., in the U.S. Bankruptcy Court in
Pittsburgh, Pa., real property known as 5822 Solway Street located
in Allegheny County, Pa., and further identified as Lot and Block
No. 86-C-235, for $615,000 to Charles and Michelle Rodriguez.
Homes.com and City-Data.com relate that the property is a 4,350-
square foot, 2-story, 7-bedroom, 4-bath Old Style house with a
slate roof built in 1913 with two fireplaces and a two-car garage.
The Bankruptcy Court may entertain better and higher offers at the
hearing, and the successful bidder must have $10,000 in hand money
in certified funds at the time of sale.  The real property is
being sold "AS IS, WHERE IS" free and clear of all mortgages,
liens and encumbrances.  Any objections to the sale must filed and
served by Jan. 3, 2011, on the Debtors' lawyer:

         Andrew M. Gross, Esq.
         210 Grant Street, Suite 401
         Pittsburgh, PA 15219
         Telephone (412) 553-0140

and additional information regarding the terms and conditions of
the sale or requests to examine the property should be directed to
Mr. Gross.

Gary H. Oppenheim and Shirley S. Oppenheim sought Chapter 11
protection (Bankr. W.D. Pa. Case No. 09-27568) on Oct. 15, 2009,
and, at the time of the filing, anticipated making a distribution
to their unsecured creditors.  The Debtors have filed a Chapter 11
plan, and a joint hearing to consider approval of the disclosure
statement and confirmation of the plan is scheduled for 1:00 p.m.
on March 10, 2011.


GENERAL GROWTH: Sandeep Mathrani to Assume as New GGP CEO Jan. 17
-----------------------------------------------------------------
General Growth Properties, Inc. ("New GGP") disclosed in a
regulatory filing with the U.S. Securities and Exchange Commission
on December 22, 2010, that Sandeep Mathrani will serve as the
company's chief executive officer effective January 17, 2011.

In the same vein, New GGP also confirmed the departure of Adam
Metz and Thomas Nolan as chief executive officer and president and
chief operating officer of the company on December 22, 2010.

New GGP Senior Vice President and Chief Accounting Officer Edmund
Hoyt said the board of New GGP has determined that the services
of Messrs. Metz and Nolan through the completed Chapter 11
restructuring were no longer required.  Mr. Metz resigned from
New GGP's Board of Directors on December 22.

Mr. Mathrani will serve as consultant to New GGP until his
appointment as CEO becomes effective.

In related development, the incoming CEO is set to shake up the
company's management in advance of his arrival, Kris Hudson of The
Wall Street Journal reported.

Mr. Mathrani disclosed in an e-mail sent to New GGP employees that
Robert Michaels and Ron Gern will depart from the company, the
Journal disclosed.  The departure of the two officers has yet to
be determined, the report related, citing the e-mail.  Mr.
Michaels is New GGP's vice chairman and Mr. Gern acts as senior
vice president, general counsel and secretary to the company.

"As you all know, both were instrumental in GGP's restructuring
and ensuring our reputation with retailers remained intact and
even improved" as GGP navigated bankruptcy from April 2009 to
November 2010, Mr. Mathrani wrote in the e-mail to the employees,
the Journal cited.

New GGP declined to comment on the matter and Messrs. Michaels and
Gern did not return messages seeking comment, the Journal said.

                      About General Growth

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

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

General Growth Properties on November 9, 2010, successfully
completed the final steps of its financial restructuring and
emerged from Chapter 11.  GGP successfully restructured
approximately $15 billion of project-level debt Recapitalized with
$6.8 billion in new equity capital Paid all creditor claims in
full achieved substantial recovery for equity holders.

As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations. GGP
shareholders as of the record date of November 1, 2010 received
common stock in both companies.  The new GGP, which will commence
trading November 10 on The New York Stock Exchange under the
ticker symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states.  The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities.  This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.

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


GENERAL GROWTH: THHC Conducts Search for Chief Executive
--------------------------------------------------------
The Howard Hughes Corp. informed the U.S. Securities and Exchange
Commission that it is conducting a search for a permanent chief
financial officer in connection with the termination of a
management services agreement with Brookfield Advisors LP,
according to a regulatory filing dated December 22, 2010.

THHC Interim Vice President and Secretary Reuben Davisohn relates
that on December 17, 2010, THHC served a notice terminating the
Agreement, whereby Brookfield Advisors provides THHC with interim
executive officers and commercial, technical, administrative and
strategic services.  The Agreement allows the parties to terminate
the Agreement for any or no reason, effective upon 45 days prior
written notice.  Accordingly, the Agreement will be terminated
effective January 31, 2011, he says.

Brookfield Advisors is an affiliate of Brookfield Asset Management
Inc., one of THHC's stockholders.  David Arthur, a member of
THHC's board of directors, serves as the president and chief
executive officer of Brookfield Real Estate Opportunity Fund, a
fund for which Brookfield Asset Management Inc. is the principal
investor and sponsor.

In September 2010, Brookfield Advisors subcontracted its services
under the Management Agreement to TPMC Realty Corporation.  This
subcontract will also be terminated effective January 31, 2011.
David R. Weinreb, the Chief Executive Officer of THHC, is also the
Chairman and Chief Executive Officer of TPMC Realty Corporation.
Grant Herlitz, the president of THHC, is also the President of
TPMC Realty Corporation.

Under the Management Agreement, Brookfield Advisors provided THHC
with an interim Chief Financial Officer, Rael Diamond.  In
connection with the termination of the Agreement, it is expected
that Mr. Diamond will no longer serve as THHC's Chief Financial
Officer effective January 31, 2011, Mr. Davisohn discloses.

                      About General Growth

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

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

General Growth Properties on November 9, 2010, successfully
completed the final steps of its financial restructuring and
emerged from Chapter 11.  GGP successfully restructured
approximately $15 billion of project-level debt Recapitalized with
$6.8 billion in new equity capital Paid all creditor claims in
full achieved substantial recovery for equity holders.

As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations. GGP
shareholders as of the record date of November 1, 2010 received
common stock in both companies.  The new GGP, which will commence
trading November 10 on The New York Stock Exchange under the
ticker symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states.  The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities.  This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.

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


GENERAL GROWTH: Sends $7.9MM of Disputed Claims for Determination
-----------------------------------------------------------------
Pursuant to their Third Amended Joint Plan of Reorganization, GGP,
Inc. ("Old GGP") filed with the U.S. Bankruptcy Court for the
Southern District of New York, a notice on holders of 21 disputed
claims totaling $7,909,963, advising those holders of the
Reorganized Debtors' intent to seek a determination and
liquidation of those disputed claims in the administrative or
judicial tribunal in which those disputed claims were pending on
October 21, 2010, or in any administrative or judicial tribunal of
appropriate jurisdiction.  A schedule of the Disputed Claims is
available for free at:

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

                      About General Growth

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

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

General Growth Properties on November 9, 2010, successfully
completed the final steps of its financial restructuring and
emerged from Chapter 11.  GGP successfully restructured
approximately $15 billion of project-level debt Recapitalized with
$6.8 billion in new equity capital Paid all creditor claims in
full achieved substantial recovery for equity holders.

As part of its plan of reorganization, GGP has split itself into
two separate and independent publicly traded corporations. GGP
shareholders as of the record date of November 1, 2010 received
common stock in both companies.  The new GGP, which will commence
trading November 10 on The New York Stock Exchange under the
ticker symbol "GGP," is the second-largest shopping mall owner and
operator in the country, with more than 183 regional malls in 43
states.  The spin-off company, The Howard Hughes Corporation,
consists of GGP's portfolio of master planned communities and
other strategic real estate development opportunities.  This
company will trade under the ticker symbol "HHC" on The New York
Stock Exchange.

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


GENERAL MARITIME: 6 Executives Granted Restricted Stock
-------------------------------------------------------
In separate Form 4 filings with the Securities and Exchange
Commission on January 3, 2011, six directors and officers at
General Maritime Corp. disclosed that they acquired at no cost
additional shares of the Company's common stock on December 31,
2010:

                                                  Shares
                                             Beneficially Owned
   Director/Officer            Amount        After Transaction
   ----------------            ------        ------------------
   John P. Tavlarios          106,520              705,424
   John C. Georgiopoulos       34,840              268,928
   Jeffrey Pribor              69,680              290,657
   Peter C. Georgiopoulos     250,000            5,607,409
   Milton H. Gonzales Jr.      20,904               92,453
   Peter S. Bell               34,840              118,298

The amounts of shares of common stock of the Company received by
the directors and officers are a grant of restricted stock which
will generally vest, if at all, in equal installments on the first
four anniversaries of November 15, 2010.

                   About General Maritime Corp.

Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products.  The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.

Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications.  At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.

"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja.  "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter.  If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding.  General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011.  Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."

Moody's Investors Service lowered its ratings of General Maritime
Corporation: Corporate Family to B3 from B1, Probability of
Default to Caa1 from B2 and senior unsecured to Caa2 from Caa1.
Moody's also downgraded the Speculative Grade Liquidity rating to
SGL-4 from SGL-3.  The outlook is negative.


GENERAL MARITIME: Amends Terms of $22.8 Million Bridge Loan
-----------------------------------------------------------
On December 31, 2010 General Maritime Corporation entered into
agreements to amend the terms of its $22.8 million bridge loan.
Nordea Bank and DnB NOR Bank ASA acted as the lead arrangers of
the bridge loan.

Under the terms of the amended bridge loan, the permitted Net Debt
to EBITDA ratio will increase to 8.75 times from the previous
requirement of 6.0 times.  This new maintenance covenant ratio
will be in effect for the fourth quarter of 2010 through the third
quarter of 2011.  For the fourth quarter of 2011 through the life
of the bridge loan, the maintenance covenant ratio will revert to
5.5 times.

In addition, the amendment provides that the applicable margin and
permitted dividend are based on a pricing grid.  While the Net
Debt to EBITDA ratio is greater than 6.0 times, the bridge loan
will bear an interest rate of LIBOR plus 350 bps; while it is 6.0
times or less, the bridge loan will bear an interest of LIBOR plus
300 bps. Similarly, while the Net Debt to EBITDA ratio is greater
than 6.0 times, the Company will be permitted to pay a dividend of
up to $0.01 per share per quarter; while it is 6.0 times or less,
the Company will be permitted to pay up to $30 million per fiscal
year in total dividends.

                   About General Maritime Corp.

Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products.  The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.

Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications.  At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.

"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja.  "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter.  If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding.  General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011.  Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."

Moody's Investors Service lowered its ratings of General Maritime
Corporation: Corporate Family to B3 from B1, Probability of
Default to Caa1 from B2 and senior unsecured to Caa2 from Caa1.
Moody's also downgraded the Speculative Grade Liquidity rating to
SGL-4 from SGL-3.  The outlook is negative.


GENERAL MARITIME: May Sell up to $500 Million in Securities
-----------------------------------------------------------
In a Form S-3 filing with the Securities and Exchange Commission
on January 3, 2011, General Maritime Corporation said that it may
offer and sell from time to time, debt securities, shares of its
preferred stock, shares of its common stock, rights, warrants,
units, depositary shares and purchase contracts having an
aggregate initial offering price up to $500,000,000.  The
securities may be offered separately or together in any
combination and as separate series.  In addition, selling
shareholders to be named in a prospectus supplement may offer,
from time to time, shares of the Company's common stock.  The
Company will not receive any of the proceeds from the sale of the
shares of common stock by the selling shareholders.

The Company said it will provide specific terms of any offering
and the offered securities in supplements to the prospectus.  Any
prospectus supplement may also add, update or change information
contained in this prospectus.

The Company's common stock is traded on the New York Stock
Exchange, or NYSE, under the symbol "GMR."

The Company may offer these securities directly, to or through
agents, dealers or underwriters as designated from time to time,
or through a combination of these methods.  The Company reserves
the sole right to accept, and together with its agents, dealers
and underwriters reserve the right to reject, in whole or in part,
any proposed purchase of securities to be made directly or through
agents, underwriters or dealers.  If any agents, dealers or
underwriters are involved in the sale of any securities, the
relevant prospectus supplement will set forth any applicable
commissions or discounts.

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

                http://ResearchArchives.com/t/s?71c7

                    About General Maritime Corp.

Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products.  The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.

Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications.  At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.

"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja.  "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter.  If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding.  General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011.  Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."

Moody's Investors Service lowered its ratings of General Maritime
Corporation: Corporate Family to B3 from B1, Probability of
Default to Caa1 from B2 and senior unsecured to Caa2 from Caa1.
Moody's also downgraded the Speculative Grade Liquidity rating to
SGL-4 from SGL-3.  The outlook is negative.


GLOBAL HOSPITALITY: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Global Hospitality Group, LLC
        285 Country Club Drive Stockbridge, GA 3
        3540 Cameron Parkway
        Stockbridge, GA 30281

Bankruptcy Case No.: 11-50447

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Debtor's Counsel: Joel M. Haber, Esq.
                  LAW OFFICE OF JOEL M. HABER
                  2365 Wall Street, Suite 120
                  Conyers, GA 30013
                  Tel: (770) 922-9080
                  E-mail: jmhaber@bellsouth.net

Scheduled Assets: $5,275,613

Scheduled Debts: $4,910,180

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb11-50447.pdf

The petition was signed by Pankaj Patel, manager.


GREATER GERMANTOWN: Court Converts Case to Chapter 7 Liquidation
----------------------------------------------------------------
The Hon. Stephen Raslavich of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania converted the Chapter 11 case of
Greater Germantown Housing Development Corporation to Chapter 7
liquidation proceeding, and appointed Gary F. Seitz as Chapter 7
trustee.

Philadelphia, Pennsylvania-based Greater Germantown Housing
Development Corporation filed for Chapter 11 bankruptcy protection
on April 1, 2010 (Bankr. E.D. Pa. Case No. 10-12614).  The Company
estimated its assets and debts at $10,000,000 to $50,000,000.


GRIGIO TEMPE TOWN: Chapter 11 Case Dismissed
--------------------------------------------
Phoenix-based apartment developer Gray and The Picerne Group
announced that a motion to dismiss was approved December 15 in the
Chapter 11 bankruptcy case of the owner of Grigio Tempe Town Lake
Apartments.

Gray reached a consensual agreement with The Picerne Group, a real
estate investment and asset management firm headquartered in San
Juan Capistrano, California, and one of Grigio's lenders.  The
agreement involves transferring ownership of Grigio to Picerne,
with Gray holding an option to repurchase Grigio anytime within
the next three years.  An affiliate of Gray will continue as the
property management company, running day-to-day operations.

"We're glad that this Chapter 11 case has been quickly resolved,"
said Bruce Gray, founder and chairman of Gray.  "Our staff has
been working very hard in recent months to find a suitable
solution for Grigio, and we're pleased with the agreement with The
Picerne Group.  This gives all parties involved a positive result
moving ahead into 2011.  Most importantly, nothing will change for
Grigio residents.  We remain committed to providing our residents
with a superb living experience."

"Gray has done a great job in designing, developing and managing
this property," said Kenneth A. Picerne, Founder, President and
Chairman of the Board of The Picerne Group.  "We intend to keep it
that way.  We are anxious to move our new relationship with Gray
forward."

Gray started construction on the 523-unit Grigio in February 2005.
Grigio is the only apartment community to be constructed on Tempe
Town Lake and in 2008 was named the National Apartment
Association's 2008 Apartment Community of the Year in the US. Gray
has managed its operations since opening to renters in September
2006.

Grigio was forced into bankruptcy due to loan maturities and its
inability to secure new financing during the current worldwide
financial crises.  While this was a necessary step to address its
financing challenges, Grigio has been a very successful community
and made money for some time.

                           About Gray

Founded in 1991 by Bruce Gray, Gray is a fully-integrated real
estate development company, including architecture, construction
and property management.  Gray has been recognized nine of the
past 11 years as the state's top-ranked multifamily developer,
building and operating innovative, high-quality apartment
communities throughout the metropolitan Phoenix.  Gray has
expanded to California, and has plans to expand to other western
states.

                       The Picerne Group

Founded in 1988, The Picerne Group is a privately held U.S.
corporation, based in Southern California.  The Picerne Group
focuses on domestic and international real estate investments, as
well as best-in-class asset management.  Over the past 20 years,
The Picerne Group has successfully invested several billion
dollars in real estate equity and debt, diversifying investments
across a variety of property types and geographies.


GSC GROUP: Court Directs Chapter 11 Trustee to Take Over
--------------------------------------------------------
Jacqueline Palank, writing for Dow Jones Newswires, reports that
Judge Arthur J. Gonzalez ordered an independent trustee to take
over GSC Group Inc. after some of its lenders cast doubts on the
trustworthiness of the investment firm's management.  Judge
Gonzalez granted at a hearing Wednesday the motion by GSC's
minority lenders to have a Chapter 11 bankruptcy trustee take the
firm's helm.

According to Ms. Palank, the minority lenders, which hold a
noncontrolling stake in the $246 million in secured debt on GSC's
books, had accused GSC of colluding with proposed buyer and
controlling lender Black Diamond Capital Management LLC to
ensure that the company wound up in Black Diamond's hands under a
$235 million deal.

Ms. Palank says the bankruptcy attorney representing GSC wasn't
immediately available to comment Thursday.  Ms. Palank notes the
company had opposed the minority lenders' motion, which it said
"lacks both factual and legal grounds."

Ms. Palank relates U.S. trustee Tracy Hope Davis and Black Diamond
both filed court papers this week questioning the independence of
a manager that GSC itself would choose.

As reported by the Troubled Company Reporter on January 5, 2011,
Dow Jones' Small Cap indicated that GSC Group Inc. said Black
Diamond has revised the terms of its $235 million bid in an effort
to resolve rival lenders' objections to the sale.  According to
the DBR report, while the value of Black Diamond's offer to buy
GSC's investment-management business out of bankruptcy will remain
the same, court papers show it will now solely be composed of debt
forgiveness.  The bid previously consisted of $5 million in cash,
a $6 million note and $224 million in debt.

DBR reported that GSC said creditors whose claims rank below the
secured lenders' claims will no longer recover anything from the
deal.  They previously were slated to share in the non-core assets
that aren't included in the Black Diamond sale.  According to GSC,
while the new terms are less favorable to its estate than the
prior deal, they are valuable in that they aim to resolve the
minority lenders' objections to how the bid is allocated between
the warring lender factions.

                        Tainted Management

Dow Jones' Small Cap reports that key parties in GSC Group Inc.'s
bankruptcy are fighting the investment-management firm's attempt
to fend off a call for a court-appointed manager by simply hiring
a new leader of its own choosing, arguing that's not enough to
resolve allegations that current management is "tainted."

In court papers filed separately, a federal bankruptcy watchdog
and proposed buyer Black Diamond Capital Management LLC said
allowing the company to choose a new leader in the form of a chief
restructuring officer, or CRO, defeats the purpose of seeking
independent leadership, according to the report.

"The appointment of a CRO selected by the very persons whose
conduct the court may determine merits corporate governance by a
third party would not lead to the independence that the CRO motion
suggests," Black Diamond said, the report notes.

                            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.


HARNISCHFEGER INDUS: Judge Won't Reopen Bankruptcy Case
-------------------------------------------------------
Bankruptcy Judge Peter J. Walsh denied a request to reopen the
bankruptcy cases of Harnischfeger Industries, Inc. pursuant to
11 U.S.C. Sec. 350(b) and Rule 5010 of the Federal Rules of
Bankruptcy Procedure.

A copy of the Court's January 5, 2011 Order is available at
http://is.gd/kgD4Vfrom Leagle.com.

Harnischfeger Industries, Inc., and its domestic underground
mining (Joy Mining Machinery), surface mining (P&H Mining
Equipment), and pulp and papermaking (Beloit Corporation)
subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 99-2171) on June 7, 1999.  Several affiliates later
filed separate chapter 11 petitions on June 28, 1999.  The U.S.
Trustee appointed separate official committees to represent the
interests of Beloit and Harnischfeger creditors.  The U.S. Trustee
also named an committee for equity security holders.  The Court
confirmed Harnischfeger's plan of reorganization on May 23, 2001.
Harnischfeger emerged from bankruptcy in July 2001 under a new
name, Joy Global Inc.


HENRY CO: S&P Assigns Corporate Credit Rating at 'B'
----------------------------------------------------
Standard & Poor's Rating Services said it assigned its 'B'
corporate credit rating to El Segundo, Ca.-based Henry Co. LLC.
The outlook is stable.

At the same time, S&P assigned a 'B+' issue-level rating
(one notch higher than the corporate credit rating) to Henry's
$20 million revolving credit facility and $135 million first-
lien term loan.  The recovery rating is '2', indicating S&P's
expectation of substantial (70% to 90%) recovery for lenders in
the event of a payment default.  S&P is also assigning a 'CCC+'
(two notches lower than the corporate credit rating) issue-level
rating and '6' recovery rating to the company's $40 million
second-lien term loan.  The '6' recovery indicates S&P's
expectation that lenders can expect negligible (0% to 10%)
recovery in the event of a default.

"The ratings reflect what S&P considers to be the company's
aggressive financial risk profile based on its relatively
modest free cash flow generation, adequate liquidity, and S&P's
expectations that adjusted leverage -- including operating leases
and preferred stock of approximately $30 million -- will be in
the mid-4x range by the end of 2011," said Standard & Poor's
credit analyst Tobias Crabtree.  The ratings also reflect what
S&P considers to be its weak business risk profile, as S&P
believes the company has leading positions in its roof cements
and coatings and wax emulsions products, which is somewhat offset
by its high customer concentration risk and considerable exposure
to challenging residential and nonresidential construction end
markets.  In addition, S&P believes the company's asbestos-related
claims connected to its prior roofing products are sufficiently
addressed via its insurance coverage at this time.

The ratings incorporate S&P's expectation that demand for Henry's
products sold to residential end markets, which account for
approximately 60% of its sales, may moderately increase as
housing markets and the general economy continue to recover.
Specifically, S&P believes repair and replacement markets,
which are a key driver for the company's retail segment sales,
could improve at least 3% to 5% over the next year.  In addition,
Standard & Poor's economists expect new housing starts in 2011
to increase approximately 17% from 2010's expected level of about
590,000 units.  S&P expects operating results for sales of the
company's products related to commercial end markets, which
represent about 40% of its recent sales, to remain weak given
Standard & Poor's economists view that nonresidential end markets
are unlikely to begin recovering until 2012.  Along with a
moderate benefit of increased sales of new products, S&P believes
Henry's sales over the next 12 to 18 months could increase
modestly from 2009's level of approximately $282 million.  S&P
is forecasting that adjusted EBITDA for the similar period could
improve to the mid-$40 million range from 2009's level of
approximately $40 million due to the expectation that margins
remain relatively steady at or above 14%.  A key risk to S&P's
forecast is a greater-than-expected increase in raw material costs
(i.e., asphalt, paraffin wax, and mineral spirits) that the
company is unable to offset with higher prices due to the low
demand environment, which could result in significantly reduced
profitability.  S&P estimates materials costs constituted more
than 80% of the company's total cost of sales.

Henry is a private-equity owned, supplier of roof cements and
coatings, air and vapor barriers, and wax emulsions for moisture
resistant gypsum board serving customers in the residential and
commercial construction end markets.

The stable rating outlook reflects S&P's expectation that Henry's
operating performance during the next several quarters will result
in credit measures that S&P would consider to be in-line with the
ratings given the company's weak business risk profile.
Specifically, S&P expects adjusted leverage to be in the mid-4x
range over the next year based on adjusted EBITDA in the mid-
$40 million range.  This expectation is based on a gradual
recovery in the company's residential end markets, especially
repair and replacement construction activity, but still weak
commercial construction activity.  The outlook also incorporates
S&P's view that the company's liquidity, primarily from funds from
operations and availability on its revolving credit facility, will
remain adequate and that its covenant cushion will be at least 20%
over this time period.

S&P could take a negative rating action if sales and adjusted
EBITDA were to moderate from its projected level of more than
$40 million in 2011 due to a double dip recession and reduced
construction activity or rapidly rising raw material costs.
Specifically, for a lower rating, EBITDA would have to decline
to the low-$30 million range in 2011 for the company's cushion
with regards to its tightening financial covenants to fall below
10%.

A positive rating action could occur if a greater-than-expected
recovery in residential and commercial construction were to result
in leverage likely to be maintained below 4x.  Specifically, this
could occur if adjusted EBITDA were to approach $50 million over
the next year coupled with some modest debt repayment from free
cash flow generation.


HOFER CORPORATION: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Hofer Corporation
        5662 Otay Valley Rd.
        San Diego, CA 92154

Bankruptcy Case No.: 11-00052

Chapter 11 Petition Date: January 3, 2011

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

Debtor's Counsel: Robert J. Gumser, Esq.
                  1660 Hotel Circle North, Suite 610
                  San Diego, CA 92108
                  Tel: (619) 232-1555
                  Fax: (619) 232-1560
                  E-mail: rgumser@aol.com

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/casb11-00052.pdf

The petition was signed by Scott Hofer, president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Scott Hofer                            10-12244   07/12/2010


HOSPITAL DAMAS: Committee Taps J.H. Cohn LLP as Financial Advisors
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Hospital Damas,
Inc., asks for authorization from the U.S. Bankruptcy Court for
the District of Puerto Rico to retain the accounting and
consulting firm of J.H. Cohn LLP as its financial advisors,
effective November 23, 2010.

The members of that Committee are: (i) Rimaco, Inc.; (ii) Puerto
Rico Hospital Supply, Inc.; (iii) Laboratory Corporation of
America; (iv) Ciracet Corp.; and (v) Borschow Hospital and Medical
Supplies, Inc.

As the Committee's proposed financial advisors, JH Cohn will
provide:

  a) Periodic monitoring of Debtor's key operational trends,
     including volume, productivity and cash management;

  b) Budget-to-actual reporting of cash flow projections;

  c) Review and analysis of monthly financial statements and
     monthly operating reports for trend analysis and performance
     tracking; and

  d) Review and analysis and development of plan structure,
     including modeling projections and analyzing viability.

JHC has agreed to be compensated for a fee of US$90,000, exclusive
of out-of-pocket expenses, for the period ending March 31, 2011.

JH Cohn assures the Court that the firm does not represent or
provide services to any other entity having an "adverse interest"
in connection with the Debtor's Chapter 11 case, as detailed in
Section 1103(b) of the Bankruptcy Code.

Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter
11 bankruptcy protection on September 24, 2010 (Bankr. D. P.R.
Case No. 10-08844).  Charles A. Cuprill-Hernandez, Esq., at
Charles A. Cuprill, P.S.C., Law Offices, serves as the Debtor's
bankruptcy counsel.  In October 2010, the United States Trustee
appointed five creditors to serve on the Official Committee of
Unsecured Creditors of the Debtor.  Todd C. Meyers, Esq., and
Colin M. Bernardino, Esq., at Kilpatrick Stockton LLP, represents
the Committee as legal counsel, and Edgardo Munoz, Esq., at
Edgardo Munoz, PSC, serves the Committee as local counsel.  In its
schedules, the Debtor disclosed US$24,017,166 in total assets and
US$21,267,263 in total liabilities as of the petition date.


HOSPITAL DAMAS: Panel Wins Nod for Kilpatrick Stockton as Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
has granted the Official Committee of Unsecured Creditors of
Hospital Damas, Inc., permission to employ and retain Kilpatrick
Stockton LLP as its legal counsel, and Edgardo Munoz, PSC, as its
local counsel, effective October 13, 2010.

Kilpatrick Stockton an Edgardo Munoz will apply for compensation
for professional services rendered and reimbursement of expenses
in connection with the Debtor's Chapter 11 case in accordance with
the applicable provisions of the Bankruptcy Code, the Local
Bankruptcy Rules, the U.S. Trustee Guidelines, and any other
applicable procedures and orders of the Bankruptcy Court.

The Bankruptcy Court is satisfied that the firms represent no
interest adverse to the estate and that they are "disinterested
persons" as that term is defined under Sec. 101(14) of the
Bankruptcy Code.

Kilpatrick Stockton LLP can be reached at:

     Todd C. Meyers, Esq.
     Colin M. Bernardino, Esq.
     KILPATRICK STOCKTON LLP
     1100 Peachtree Street, Suite 2800
     Atlanta, GA 30309
     Tel: (404) 815-6500
     Fax: (404) 815-6555
     E-mail: tmeyers@kilpatrickstockton.com
             cbernardino@kilpatrickstockton.com

Edgardo Munoz, PSC, can be reached at:

     Edgardo Munoz, Esq.
     EDGARDO MUNOZ, PSC
     P.O. Box 360971
     San Juan, PR 00936-0971
     Tel: (787) 524-3888
     Fax: (787) 524-3888
     E-mail: emunoz@emunoz.net

Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter
11 bankruptcy protection on September 24, 2010 (Bankr. D. P.R.
Case No. 10-08844).  Charles A. Cuprill-Hernandez, Esq., at
Charles A. Cuprill, P.S.C., Law Offices, serves as the Debtor's
bankruptcy counsel.  In October 2010, the United States Trustee
appointed five creditors to serve on the Official Committee of
Unsecured Creditors of the Debtor.  In its schedules, the Debtor
disclosed US$24,017,166 in total assets and US$21,267,263 in total
liabilities as of the petition date.



HSN INC: S&P Changes Outlook to Positive, Affirms 'BB-' Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on St. Petersburg, Fla.-based HSN Inc. to positive from
stable.  At the same time, S&P affirmed existing ratings on the
company, including the 'BB-' corporate credit rating.

"The 'BB-' corporate rating and the positive outlook on HSNi
reflect S&P's expectation that operating performance will likely
remain good into 2011 as U.S. consumer spending gradually
recovers," said Standard & Poor's credit analyst Andy Liu.
Moreover, S&P expects that the company will maintain its moderate
financial policy.

"S&P considers HSNi's business risk profile fair because of its
No. 2 position in a highly competitive business," added Mr. Liu.
S&P regard its financial risk profile as significant because of
the variability in leverage that can result from revenue swings in
a retailing business.  The company's performance through Sept. 30,
2010 was good, with revenue growth of 9%, which was above S&P's
expectation.  Both of HSNi's operating segments (HSN and
Cornerstone Brands) were solid contributors.  HSNi has a stated
intention to maintain total debt to EBITDA (not adjusting for
operating leases) between 2x to 3x.  This translates roughly to a
range of 2.5x to 3.5x after capitalizing operating leases.  With
lease-adjusted debt leverage of 1.6x, the company is currently
well below its stated target.  If HSNi's performance in the all-
important fourth quarter is in line with the first three quarters
and S&P become convinced the solid performance will continue, S&P
could review the rating for possible upgrade.


INSIGHT HEALTH: Judge Approves $15 Million DIP Financing Package
----------------------------------------------------------------
Bankruptcy Law360 reports that a bankruptcy judge on Tuesday
approved InSight Health Services Holdings Corp.'s $15 million
debtor-in-possession financing package from its existing revolving
lender Bank of America NA.

As reported in the Dec. 15, 2010 edition of the Troubled Company
Reporter, Insight Health has negotiated postpetition financing
from Bank of America, N.A.  BofA has committed to provide up to
$15 million of financing which will mature on May 31, 2011.  The
DIP facility will incur, per annum, rate equal to the greater of
(a) the Prime Rate for the day; (b) the Federal Funds Rate for the
day, plus 0.50%; and (c) the Adjusted LIBOR Rate for a 30-day
period as determined on such day, plus 1.0%, plus (y) 3.0%, if
either Plan Benchmark #3 or Sale Benchmark #3 is met or (z) 5.0%,
applied retroactively to the date of the DIP Credit Agreement, if
neither Plan Benchmark #3 nor Sale Benchmark #3 is met.  In the
event of default, the Debtor will pay an additional 2% default
interest per annum.

                       About Insight Health

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 and 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., sought Chapter 11 protection (Bankr. D.
Del. Case Nos. 07-10700 and 07-10701) on May 29, 2007, with a
prepackaged bankruptcy plan that was confirmed on July 10, 2007,
and declared effective on August 1, 2007.

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

InSight is represented by Edward O. Sassower, Esq., James H.M.
Sprayregan, Esq., and Ryan Blaine Bennett, Esq., at Kirkland &
Ellis LLP.  Zolfo Cooper is the Debtors' financial advisor, and
BMC Group Inc. is the claims and noticing agent.

Chris L. Dickerson, Esq. -- chris.dickerson@skadden.com -- and
Matthew M. Murphy, Esq. -- matthew.murphy@skadden.com -- at
Skadden, Arps, Slate, Meagher & Flom LLP in Chicago, Ill.,
represent an ad hoc group of Noteholders in the Debtors' cases.
The Debtors' prepetition secured lenders are represented by C.
Edward Dobbs, Esq. -- edobbs@phrd.com -- at Parker, Hudson, Rainer
& Dobbs LLP in Atlanta, Ga.


INT'L COMMERCIAL: Praetorian Capital Holds 1.3% Equity Stake
------------------------------------------------------------
In a Schedule 13G filing with the Securities and Exchange
Commission on January 3, 2011, Praetorian Capital Management LLC
disclosed that it beneficially owns 196,391 shares of
International Commercial Television Inc. common stock,
representing 1.3% of the shares outstanding.

Praetorian Capital acts as the management company to Praetorian
Offshore Ltd., which beneficially owns 196,391 shares of common
stock.

The percentages are calculated based on the 14,505,912 shares of
Common Stock outstanding as of November 12, 2010, as set forth in
the Company's Form 10-Q for the quarter ended September 30, 2010.
If the 196,391 warrants to purchase common shares were exercised,
the total number of shares outstanding would be 14,702,203, and it
is that number of shares outstanding that was used in the
calculation of ownership percentage.

The shares that may be acquired under the warrant agreements have
not yet been purchased, and there is no plan to acquire such
shares in the immediate future.  Without the warrant shares, the
number of shares owned is 0, which represents 0.0% of the
14,505,912 shares of common stock outstanding.

                   About International Commercial

Bainbridge Island, Wash.-based International Commercial Television
Inc. was organized under the laws of the State of Nevada on
June 25, 1998.  The Company sells various consumer products.  The
products are primarily marketed and sold throughout the United
States and internationally via infomercials.

As reported in the Troubled Company Reporter on June 25, 2010,
Amper, Politziner & Mattia LLP, in Edison, N.J., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted of the Company's recurring losses from operations
and negative cash flows.

The Company's balance sheet at Sept. 30, 2010, showed $911,488
million in total assets, $1.78 million in total liabilities, and a
stockholders' deficit of $877,889.


INT'L STORYTELLING: Can Use Cash for the Next Two Weeks
-------------------------------------------------------
TriCities.com reports that a federal bankruptcy judge authorized
International Storytelling Center to use $56,000 in cash for the
next two weeks.  According to the report, the judge expects to
hear from various banks the center owes money to about whether
they want that money for themselves.  From there, the judge will
decide if further dollars held by the Storytelling Center can be
spent by the center or if they must go to the banks.  A second
hearing is set on Jan. 18, 2011.
TriCities also reports that the Debtor owes the United States
Department of Agriculture's Rural Development program in
Greeneville more than $2 million.  A spokesperson for the USDA
told 11 Connects that money was used for the construction of the
Center.  The Center also owes hundreds-of-thousands-of-dollars in
loans to various banks in the area, nearly $10,000 for plumbing
services, $25,000 to the City of Johnson City, and more than
$100,000 to HillHouse Graphic Design in Kingsport.

The Associated Press reports that the Center's financial director
Sandy Reaves said more funds will be coming in from a Tennessee
Historical Commission grant within the next two weeks.

International Storytelling Center filed for Chapter 11 protection
on Dec. 31, 2010 (Bankr. E.D. Tenn. Case No. 10-53299).


INT'L STORYTELLING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: International Storytelling Center
        116 West Main Street
        Jonesborough, TN 37659

Bankruptcy Case No.: 10-53299

Chapter 11 Petition Date: December 31, 2010

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

Judge: Marcia Phillips Parsons

Debtor's Counsel: Mark S. Dessauer, Esq.
                  HUNTER, SMITH & DAVIS
                  1212 North Eastman Road
                  P.O. Box 3740
                  Kingsport, TN 37664
                  Tel: (423) 378-8840
                  Fax: (423) 378-8801
                  E-mail: dessauer@hsdlaw.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/tneb10-bk-53299.pdf

The petition was signed by Jimmy Neil Smith, executive director.


JUMA TECHNOLOGY: Delivers $150,000 Note to Vision Opportunity
-------------------------------------------------------------
On December 30, 2010, Juma Technology Corp. entered into a Note
and Warrant Purchase Agreement with Vision Opportunity Master
Fund, Ltd.  Under the Note Purchase Agreement, the Company
executed and delivered to the Purchaser (a) the Company's $150,000
principal amount, 10% Bridge Note and (b) a Series A Warrant to
purchase an aggregate of 1,000,000 shares of the Company's common
stock.

The Company anticipates that the proceeds of $150,000 from the
sale of the Note and Warrant, net of professional fees of
approximately $1,500 incurred in connection with the negotiation,
execution, and delivery of the Note Purchase Agreement and
Warrant, will be used for general corporate purposes.

The sale of the Note and Warrant was made in reliance upon an
exemption from securities registration afforded by the provisions
of Section 4(2) of the Securities Act of 1933, as amended. In this
regard, the Company relied on the representations of the Purchaser
contained in the Note Purchase Agreement.

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 the fifth day after demand.  The Note does not contain
any conversion provisions.

The Note contains various events of default such as failing to
make a payment of principal or interest when due, which if not
cured, would require the Company to repay the holder immediately
the outstanding principal sum of and any accrued interest on the
Note.  The Note requires the Company to prepay the Note if certain
"Triggering Events" or "Major Transactions" occur while the
particular security is outstanding.

The Purchaser was issued a Series A Warrant by the Company for no
additional consideration.  The Warrant entitles the holder thereof
to purchase 1,000,000 shares of the Company's common stock at an
exercise price of $0.15 per share; the term of the Warrant expires
March 31, 2015.  The applicable exercise price of the Warrant is
subject to adjustment.

The holder of the Warrant has agreed to restrict its ability to
exercise the Warrant and receive shares of the Company's common
stock such that the number of shares of common stock held by the
holder and its affiliates in the aggregate after such exercise
does not exceed 4.99% of the then issued and outstanding shares of
common stock.

The holder of the Series A Warrant has been granted certain
piggyback registration rights under the Note Purchase Agreement
and Warrant.

                     Waiver of Price Protection

In addition to the Note Purchase Agreement, Note, and Warrant, 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 by the issuance of the Series A
Warrant.  By agreement, Vision Opportunity Master Fund, Ltd. and
Vision Capital Advantage Fund, LP, as applicable, agree to waive
the price protections of the Series B Preferred 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 stockholders' 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.


K J WAUGH: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: K J Waugh LP
        22 Waugh, Suite 270
        Houston, TX 77007

Bankruptcy Case No.: 11-30132

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Karen K. Brown

Debtor's Counsel: Douglas S. Draper, Esq.
                  HELLER DRAPER ET AL
                  650 Poydras St., Ste 2500
                  New Orleans, LA 70130
                  Tel: (504) 299-3300
                  Fax: (504) 299-3399
                  E-mail: ddraper@hellerdraper.com

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

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

A list of the Company's six largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txsb11-30132.pdf

The petition was signed by Kyle Tauch, manager.


KAZA DENTON: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Kaza Denton Investments, Ltd.
        8115 Preston Road, Suite 690
        Dallas, TX 75225

Bankruptcy Case No.: 11-40065

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Tracey Ford Spillman, Esq.
                  15455 Dallas Parkway, Suite 600
                  Addison, TX 75001
                  Tel: (972) 881-8314
                  E-mail: tracey@ford-spillman.com

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

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

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

The petition was signed by John Sullivan, president of Kaza GP,
Inc., debtor's general partner.


KE KAILANI: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Ke Kailani Development, LLC
        1099 Alakea Street, Suite 1601
        Honolulu, HI 96813

Bankruptcy Case No.: 11-00019

Chapter 11 Petition Date: January 5, 2011

Court: U.S. Bankruptcy Court
       District of Hawaii (Honolulu)

Judge: Robert J. Faris

Debtor's Counsel: Gary Victor Dubin, Esq.
                  DUBLIN LAW OFFICES
                  55 Merchant Street, Suite 3100
                  Honolulu, HI 96813
                  Tel: (808) 537-2300
                  Fax: (808) 523-7733
                  E-mail: gdubin@dubinlaw.net

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

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

The petition was signed by Michael Fuchs, member.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Director of Finance                Property Taxes         $833,080
Aupuni Center 101
Pauahi Street, Suite 4
Hilo, Hawaii 96720

Ke Kailani Association of Villa    Maintenance Fees       $582,917
Owners
3179 Koapaka Street
Honolulu, Hawaii 96819

Tinguely Development, Inc.         Villa Construction     $550,000
P.O. Box 9013
Kailua-Kona, Hawaii 96745

Ke Kailani Association of Villa    Maintenance Fees        $34,968
Owners

Hawaiiana Development Group, LLC   Development             $15,000
                                   Management Services

The Maintenance Group, LLC         Landscape Maintenance    $1,684

Hawaiian Electric Light Co., Inc.  Electric Services        $1,437

Department of Water Supply         Water Services           $1,352

Ian K. Caitano                     Administrative           $1,200
dba ICK Services, LLC              Services

Ford Credit                        Company Car Lease        $1,141

Mauna Lani Resort Association      Maintenance Fees           $874

Department of Taxation (State of   General Excise Tax          $75
Hawaii)

Bays Deaver Lung Rose & Holma      Misc. Office                $41
                                   Expenses

FedEx                              Courier Services            $26

Kona Lua                           Waste Tank Rental           $78

Ellen Grimes, CPA                  Accounting         undetermined
                                   Services

Bank of Hawaii                     Bank Loan          undetermined

Central Pacific Bank               Bank Loan          undetermined

Finance Factors, Ltd.              Bank Loan          undetermined

Ke Kailani Partners                Bank Loan          undetermined
                                   Assignee


KINGS HOLDINGS: Dispute With Lender Prompts Bankruptcy
------------------------------------------------------
Kings Holdings, the owner of Elvis Presley's former Palm Springs,
Calif., estate, filed for Chapter 11 bankruptcy protection on
January 3, 2011, disclosing assets and debts each in the range of
$1 million to $10 million.

Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reports that according to attorney Paul Wynn, Esq., who's working
on the case, the bankruptcy filing is a result of a dispute with
Kings Holdings' lender over a financing agreement.

Ms. Palank relates that Mr. Wynn said in an interview Tuesday that
Kings Holdings would continue operating during its restructuring
and pointed out that the estate, located on Chino Canyon Road, is
still offering tours to fans of the King at the property they've
sought to dub "Graceland West."

Ms. Palank relates the two-acre desert estate, no "Blue Hawaii,"
is home to an approximately 5,000-square-foot, Spanish-style white
stucco house with five bedrooms and seven bathrooms. Built in 1946
for the family behind the Jergen's skin care line, Elvis didn't
move in until 1970, according to the Wall Street Journal's
Developments blog.  The singer dropped $85,000 for the home, where
he went on to record eight songs. After his death in 1977, wife
Priscilla Presley sold the property.

According to Ms. Palank, Kings Holdings' president is Laura
Whittier, who acquired the estate with husband Reno Fontana.

Ms. Palank says a call to the estate went unreturned Tuesday.


KINGS HOLDINGS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Kings Holdings
        845 W Chino Canyon Road
        Palm Springs, CA 92262

Bankruptcy Case No.: 11-10143

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Central District Of California (Riverside)

Judge: Deborah J. Saltzman

Debtor's Counsel: Gary L. Harre, Esq.
                  GLOBAL CAPITAL LAW PC
                  17111 Beach Blvd., Suite 100
                  Huntington Beach, CA 92647
                  Tel: (714) 907-4182
                  Fax: (714) 907-4175
                  E-mail: ghcmecf@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.

The petition was signed by Laura Whittier, president.


LAREDO PETROLEUM: Moody's Assigns 'Caa2' Rating to $300 Mil. Notes
------------------------------------------------------------------
Moody's assigned a Caa2 rating to Laredo Petroleum, Inc.'s
proposed offering of $300 million of senior unsecured notes
due 2019.  Moody's also assigned a Caa1 Corporate Family Rating
to Laredo.  The rating outlook is stable.  Proceeds from the
notes offering will be used to repay all of Laredo's other
outstanding debt, which consists of a $100 million term loan
and $152.5 million of borrowings under the company's credit
facility.

                        Ratings Rationale

"Laredo's Caa1 CFR reflects the small scale of the company's
production and proven developed reserves and the expectation
of rising leverage on production over the next several years as
the company outspends cash flow" commented Jonathan Kalmanoff,
Moody's Analyst.  "The ratings are supported by the long history
of the company's management team in the mid-continent region and
the financial strength of its private equity sponsor".  At
November 30, 2010 (pro-forma for the proposed notes offering),
debt/average daily production was $30,104/boe and debt/proven
developed reserves was $13.22/boe.

The ratings also consider the much larger scale of Laredo's total
proven reserve base (which is 70% undeveloped), its geological
diversification, an increasing focus on liquids production as the
company develops its Wolfberry acreage, the company's large
drilling inventory, and a focus on organic growth rather than
growth through large acquisitions of reserves and production.

The stable outlook reflects Moody's expectation that Laredo will
maintain adequate liquidity as it outspends cash flow to develop
its properties.  In the future positive ratings action could
result if average daily production were to increase from current
levels of 10 mboe/d to above 15 mboe/d with debt / average daily
production of less than $25,000/boe and trending downward,
achieved through either organic growth or a large equity infusion.
Negative ratings action could result if liquidity were to tighten
due to unexpected production declines relative to debt funded
capital spending, or a reduction in availability under the
company's borrowing base credit facility.

Laredo has adequate liquidity to meet its cash needs through
the end of 2011.  At September 30, 2010 pro-forma for the
proposed notes offering and the December 30, 2010 equity
contribution of $23 million from Warburg Pincus, the company
will have $200 million of availability under its credit facility
and $62 million of cash.  This will provide an adequate margin
of liquidity as Laredo outspends cash flow during 2011.  The
credit facility, which is being amended concurrently with the
notes offering, has a $500 million commitment with a current
borrowing base of $200 million.  The borrowing base is re-
determined semi-annually with the next re-determination scheduled
for May 1, 2011.  Financial covenants under the facility are
EBITDAX/interest of not less than 2.5x and a current ratio of not
less than 1.0x.  At September 30, 2010 pro-forma, Laredo's
EBITDAX/interest was 3.1x.  There are no debt maturities until
July 7, 2015, when the credit facility matures.  As an additional
source of liquidity, the company has $50 million remaining under
an equity commitment from private equity sponsor Warburg Pincus
which it could draw on at its discretion.  Substantially all of
Laredo's assets are pledged as security under the credit facility
which limits the extent to which asset sales could provide a
source of additional liquidity if needed.

The Caa2 senior unsecured note rating reflects both the overall
probability of default of Laredo, to which Moody's assigns a PDR
of Caa1, and a loss given default of LGD5-72%.  The size of the
$200 million senior secured revolver's potential priority claim
relative to the senior unsecured notes results in the notes being
rated one notch beneath the Caa1 CFR under Moody's Loss Given
Default Methodology.

Laredo Petroleum, Inc., is an independent exploration and
production company headquartered in Tulsa, OK.


LDK SOLAR: Signs Pact for Minority Stake in Polysilicon Business
----------------------------------------------------------------
LDK Solar Co., Ltd., and its wholly owned polysilicon
manufacturing subsidiaries entered into a definitive agreement
with China Development Bank Capital Corporation Ltd., a wholly
owned subsidiary of China Development Bank Corporation, Excel Rise
Holdings Limited and Prosper East Limited, investment funds
affiliated with China Construction Bank Corporation, and an
investment fund affiliated with another major Chinese bank.

Under terms of the agreement, the Investors agreed to subscribe to
an aggregate amount of $240 million of series A redeemable
convertible preferred shares of LDK Silicon & Chemical Technology
Co., Ltd., a wholly owned subsidiary of LDK Solar incorporated in
the Cayman Islands, which will, subject to the various PRC
governmental approvals relating to foreign investments, hold and
operate LDK Solar's polysilicon business.  The preferred shares on
an as-if-converted basis represent approximately 18.46% of the
aggregate issued and outstanding share capital of the LDK Solar
polysilicon subsidiary on a post-money basis.  The preferred
shares are convertible into the ordinary shares of the polysilicon
subsidiary at the option of the holders at an initial conversion
ratio of 1:1 basis, subject to customary anti-dilution provisions
and to an investment internal rate of return of 23% for the fiscal
year 2010 and 2011 as calculated by targeted net profit during
such fiscal years.

LDK Solar will be required to compensate the Investors with cash
if it fails to achieve such net income targets; and the Investors
will waive such compensation if the polysilicon subsidiary
achieves a qualified IPO during 2011.  The Investors have a
redemption right against LDK Solar and its polysilicon subsidiary
within a two-year period of the consummation of the investment at
a redemption price equal to 100% of the subscription price plus a
23% annual internal rate of return, if there occurs certain
material events of breaches prior to its qualified IPO or the
polysilicon subsidiary fails to consummate a qualified IPO within
the two-year period.  The definitive agreement also gave the
Investors certain veto rights over specified matters, right to
access to certain information relating to the polysilicon
business, and certain registration rights.  The investment is
subject to certain closing conditions, including governmental and
corporate approvals of each party.

As a part of restructuring of the LDK Solar polysilicon business
for the above-mentioned investment, LDK Solar has recently
completed the repurchase of the 15% ownership stake in its 15,000-
metric-ton polysilicon plant from Jiangxi International Trust and
Investment Co., Ltd.

"We are very pleased with the continued support of our business
from strong and reputable financial institutions," stated Xiaofeng
Peng, Chairman and CEO of LDK Solar.  "Attracting this premier
group of investors speaks to our success in growing our
polysilicon business as we vertically expand our manufacturing
capabilities and ramp polysilicon production.  We remain
optimistic about the continued growth in our polysilicon
business."

Mr. Zhang Xuguang, President of CDBC, said: "New energy revolution
is a technology transformation marked by the wide applications of
direct utilization of natural energy.  A successful new energy
company in the future must have the following characteristics:
superiority in technology, economics of scale and the ability to
lower costs.  We believe LDK Solar is a company with such
capabilities, and the $240 million investment in LDK Silicon led
by CDBC will continue to strengthen LDK Solar's leading position
in the solar industry."

Mr. Hu Zhanghong, CEO of CCB International, said: "The new energy
sector has always represented a strong focus for CCB
International, which has successfully completed numerous corporate
finance, direct investment and financial advisory projects for
companies in this sector over the years.  Our investment in LDK
Solar's polysilicon business represents a very important
investment decision.  We believe our investment in this world
leading solar company will procure its ongoing rapid development,
which will in turn contribute generally to the development of the
new energy sector and the environmental protection."

                        About CDB Investor

China Development Bank is the largest and the most influential
developmental financial institution in China.  It is the only full
service bank that provides the spectrum of investing, lending,
bond issuing, leasing and brokerage nationwide.  CDB is also the
largest wholesale bank and the primary medium and long-term
investment and financial services provider in China, with national
economic development as one of its main business considerations.
China Development Bank Capital Corporation Ltd. is a wholly-owned
subsidiary of China Development Bank established in Aug 2009 with
a registered capital of RMB35 billion, pursuant a special approval
by the State Council.  Currently CDBC is the only investment
institution with a RMB investment license affiliated with Chinese
banks and it maintains a unique and significant position within
the CDB system.

                        About CCB Investors

Excel Rise Holdings Limited and Prosper East Limited are
investment funds affiliated with CCB International Asset
Management Limited and Shandong Peninsula Ocean Blue Economic
Investment Company Limited.  CCB International Asset Management
Limited is a company incorporated in Hong Kong and wholly-owned by
CCB International (Holdings) Limited.  The entire issued share
capital of CCB International (Holdings) Limited is beneficially
owned by China Construction Bank Corporation.  Shandong Peninsula
Ocean Blue Economic Investment Company Limited is a company
incorporated in the Cayman Islands as an exempted company and is
jointly-owned by CCB International Assets Management Limited and
Shandong Luxin High-Tech Industry Co., Ltd.

                          About LDK Solar

LDK Solar Co., Ltd. (NYSE: LDK) -- http://www.ldksolar.com/--
manufactures photovoltaic products and multicrystalline wafers.
LDK Solar's headquarters and manufacturing facilities are located
in Hi-Tech Industrial Park, Xinyu City, Jiangxi Province in the
People's Republic of China.  LDK Solar's office in the United
States is located in Sunnyvale, California.

The Company's balance sheet at December 31, 2009, showed
US$4.384 billion in assets, US$3.507 billion of liabilities, and
US$876.9 million of stockholders' equity.

                        Going Concern Doubt

As reported in the Troubled Company Reporter-Asia Pacific on
July 6, 2010, LDK Solar said in its annual report on Form 20-F for
the year ended December 31, 2009, that at yearend, the Company had
a working capital deficit of US$833.6 million and an accumulated
deficit of US$32.8 million.  The Company said, "During the
year ended December 31, 2009, we incurred a net loss of
US$234.2 million [attributable to LDK Solar Co., Ltd.
shareholders].  As of December 31, 2009, we had cash and cash
equivalents of US$384.8 million, most of which are held by
subsidiaries in China.  Most of our short-term bank borrowings and
current installments of our long-term debt totaling US$978.6
million are the obligations of these subsidiaries.  We may also be
required by the holders of our convertible senior notes to
repurchase all or a portion of such convertible senior notes with
an aggregate principal amount of US$400.0 million on April 15,
2011.  These factors initially raised substantial doubt as to our
ability to continue as a going concern.  We are in need of
additional funding to sustain our business as a going concern, and
we have formulated a plan to address our liquidity problem."

The Company cautioned that "we cannot assure you that we will
successfully execute our liquidity plan.  If we do not
successfully execute such plan, we may have substantial doubt as
to our ability to continue as a going concern."


LEVEL 3 COMMS: John Ryan Owns 292,184 Shares of Common Stock
------------------------------------------------------------
In a Form 3 filing with the Securities and Exchange Commission on
January 3, 2011, John Michael Ryan, EVP, CLO and secretary at
Level 3 Communications Inc., disclosed that he directly
beneficially owns 292,184 shares of common stock of the company
and indirectly beneficially owns 59,596 shares.

                   About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

The Company's balance sheet at Sept. 30, 2010, showed
$8.36 billion in total assets, $8.45 billion in total liabilities,
and a stockholders' deficit of $86.0 million.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LEWIS EQUIPMENT: Court Approves Sale of Assets to East Coast
------------------------------------------------------------
The Bankruptcy Court for the Northern District of Texas approved
the sale of Lewis Equipment Company's assets to East Coast Hoist
of Telford, Pennsylvania, according to reporting by KHL.COM.
Assets sold include the main Grand Prairie yard and all paid
assets of Lewis Equipment, including 16 tower cranes, eight
hydraulic mobile cranes, two derrick cranes, all tractor-trailers
and all rental contracts currently underway.  A person with
knowledge of the matter said the sale was supported by all banks
involved in the Chapter 11 proceedings.

Grand Prairie, Texas-based Lewis Equipment Company, Inc., operates
a construction business.  The Company and its affiliates filed for
Chapter 11 on Sept. 18, 2009 (Bankr. N.D. Tex. Case No. 09-45785
to 09-45814).  Davor Rukavina, Esq., at Munsch, Hardt, Kopf & Harr
represents the Debtors in their restructuring efforts.  In their
petition, the Debtors estimated assets and debts both ranging from
$100,000,001 to $500,000,000.


LIONS GATE VENTURES: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Lions Gate Ventures, Inc.
          dba Lions Gate Ventures
        750 S. Lincoln Avenue, #104-266
        Corona, CA 92882

Bankruptcy Case No.: 11-10409

Chapter 11 Petition Date: January 5, 2011

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

Debtor's Counsel: Terrell Proctor, Esq.
                  5950 Canoga Avenue, Suite 300
                  Woodland Hills, CA 91367
                  Tel: (818) 568-2515
                  Fax: (888) 509-0123
                  E-mail: proctorlaw2010@gmail.com

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

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

The list of unsecured creditors filed together with its petition
does not contain any entry.

The petition was signed by John Lindley, president.


LOEHMANN'S HOLDINGS: To Present Plan for Confirmation on Feb. 7
---------------------------------------------------------------
Loehmann's Holdings Inc. won approval for disclosures to its
Chapter 11 reorganization plan, allowing it to move forward in
soliciting creditor votes on the proposal.

Prior to the hearing on the disclosure statement, Loehmann's filed
with the U.S. Bankruptcy Court a Second Amended Joint Plan of
Reorganization and related Disclosure Statement, according to
BankruptcyData.com.  The Disclosure Statement says that recoveries
to creditors will be maximized by implementing the Plan -- than in
a liquidation.  The Plan provides, inter alia, for a $25 million
equity investment in Loehmann's Holdings, Inc. pursuant to a
rights offering.

According to BankruptcyData, the official committee of unsecured
creditors filed an objection to the Debtors' First Amended
Disclosure Statement.

Voting on the acceptance of the Plan by eligible creditors will
close on February 2, 2011 at 12:00 p.m. A Court hearing to approve
the Plan has also been scheduled for February 7, 2011.

As part of the Joint Plan of Reorganization, the Company will
receive a $25 million capital infusion upon emergence from chapter
11 through a rights offering to the Company's senior secured Class
A Noteholders, which is being backstopped by Istithmar World and
Whippoorwill Associates, Inc.  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.

                      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.


MAUI LAND: Three Directors Dispose of 3,079 Common Shares
---------------------------------------------------------
In separate Form 4 filings with the Securities and Exchange
Commission, three officers and directors at Maui Land & Pineapple
Co Inc. disclosed that they disposed of shares of common stock of
the company on January 3, 2011:

                                                 Shares
                                            Beneficially Owned
Director/Officer        Amount   Price     After Transaction
----------------        ------   -----     ------------------
Ryan L. Churchill        918    $4.98           45,182
Adele H. Sumida          612    $4.98           39,366
Warren H. Haruki         1,549  $4.98           97,053

                About Maui Land & Pineapple Company

Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- is a landholding, real estate development
and asset management company headquartered in Maui, Hawaii.  The
Company owns approximately 24,000 acres of land on Maui, including
its principal development, the Kapalua Resort, a 1,650 acre
master-planned, destination resort community.

The Company's balance sheet at Sept. 30, 2010, showed
$99.39 million total assets, $92.10 million in total current
liabilities, $30.84 million in total long-term liabilities, and
a stockholders' deficit of $23.54 million.

                          *     *     *

As reported in the Troubled Company Reporter on April 5, 2010,
Deloitte & Touche LLP, in Honolulu, Hawaii, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted of the Company's recurring losses and negative cash flows
from operations and deficiency in stockholders' equity at
December 31, 2009.


MERUELO MADDUX: Unsecured Creditors Object to Ch. 11 Plans
----------------------------------------------------------
Bankruptcy Law360 reports that unsecured creditors have objected
to three restructuring proposals offered in the bankruptcy of Los
Angeles developer Meruelo Maddux Properties Inc., contending that
none show potential to live up to their promises.

The competing plans for Meruelo Maddux are:

  (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.

The plan confirmation hearings are set to commence on Jan. 26,
2011, and will not conclude before Jan. 31, 2011.

                       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.


MERUELO MADDUX: Wants to Use Cash Collateral Until June 30
----------------------------------------------------------
Meruelo Maddux Properties Inc. and its debtor-affiliates ask the
U.S. Bankruptcy Court for the Central District of California for
authority to use cash collateral and maintain cash management
system until June 30, 2011.

The Debtors relates that, in October 2010, the Court approved a
disclosure statement explaining a competing Chapter 11 plan of
reorganization filed by the Debtor, Charlestown Capital Advisors
LLC, Hartland Assets Management Corporation, Legendary Investors
Group No. 1 LLC, and East West Bank.  The plan confirmation
hearings are set to commence on Jan. 26, 2011, and will not
conclude before Jan. 31, 2011.  The plan's effective date of any
plan confirmed by the Court is not know at this time.  The Debtor
wanted to extend the use of cash collateral to June 30, 2011,
which is expected to be after the effective date of any plan
confirmed by the Court.

The Debtors tell the Court that they require to use cash
collateral to maintain their real properties and continue
operations.  The Court's prior authorizes the use of cash
collateral until Jan. 31, 2011.

As adequate protection, the cash collateral creditors will be
granted a replacement lien in its respective postpetition cash
collateral, with the same force, effect, validity and priority of
the liens, among other things.  The cash collateral creditors are:

   * 1248 Figueroa Street LLC,
   * Bank of America,
   * Well Fargo Bank N.A.,
   * California Bank & Trust,
   * Cathay Bank,
   * Chinatrust Bank, USA,
   * City National Bank,
   * East West Bank,
   * Legendary Investor Group No. 1 LLC,
   * Yoshiaki Murakami and Fumiko Murakami,
   * Pacific Commerce Bank, and
   * The Stanford Group LP.

A hearing is set for Jan. 30, 2011, at 2:30 p.m., in Courtroom 301
at 21041 Burbank Boulevard in Woodland Hills, California, to
consider approval of the request.

                       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.


MIDWAY GAMES: Liquidating Trustee Begins Filing Avoidance Actions
-----------------------------------------------------------------
NetDockets reports that the trustee for the liquidating trust of
Midway Games Inc., Buchwald Capital Advisors LLC, has begun filing
avoidance actions seeking to recover certain transfers made by
Midway to creditors in the months before its February 2009 chapter
11 bankruptcy filing.

According to the report, Midway Games utilized bankruptcy
protection to sell substantially all of its assets and ultimately
confirmed a plan of liquidation in May 2010.  The report relates
that pursuant to that plan of liquidating, the liquidating trust
was created to pursue remaining rights of Midway's bankruptcy
estate and distribute any proceeds to Midway's remaining
creditors.

Thus far, netDockets notes, the Buchwald Capital has filed over 40
avoidance actions.  Each action seeks to recover pre-bankruptcy
transfers made to a specific creditor, the report says.

The complaints generally assert five claims against the subject
creditors:

* Recovery of certain transfers made in the 90 days prior to the
  bankruptcy filing as preferential transfers pursuant to sections
  547 and 550 of the Bankruptcy Code

* Recovery of certain transfers made in the two years prior to the
  bankruptcy filing as fraudulent transfers pursuant to section
  548 and 550 of the Bankruptcy Code

* Recovery of certain transfers made in the two years prior to the
  bankruptcy filing as fraudulent transfers pursuant to section
  544 and 550 of the Bankruptcy Code and sections 1304, 1307 and
  1308 of the Delaware Fraudulent Transfer Act

* Recovery of certain transfers made in the two years prior to the
  bankruptcy filing as fraudulent transfers pursuant to section
  544 and 550 of the Bankruptcy Code and sections 1305, 1307 and
  1308 of the Delaware Fraudulent Transfer Act

* Disallowance of claims filed, or which may be filed, by
  creditors pursuant to sections 502(d), 506, 544, 547, 548 and
  550 of the Bankruptcy Code and rules 3007, 3012, and 7001 of the
  Federal Rules of Bankruptcy Procedure

Netdockets says that the complaints also allege that Midway
(and/or the appropriate affiliate entity) was insolvent during the
period of the transfers.  The report relates that in support of
that allegation, the complaints allege that Midway generated
annual operating losses for every year since 2000 on a
consolidated basis and Midway's liabilities exceeded its assets
(again, on a consolidated basis) by approximately $159 million as
of December 31, 2008 ($337.3 million in liabilities versus $178.3
million in assets).

                    About Midway Games

Headquartered in Chicago, Illinois, Midway Games Inc. (OTC Pink
Sheets: MWYGQ) -- http://www.midway.com/-- was a leading
developer and publisher of interactive entertainment software for
major videogame systems and personal computers.

The Company and nine of its affiliates filed for Chapter 11
protection on February 12, 2009 (Bankr. D. Del. Lead Case No.
09-10465).  Michael D. DeBaecke, Esq., Jason W. Staib, Esq, and

Headquartered in Chicago, Illinois, Midway Games Inc. (OTC Pink
Sheets: MWYGQ) -- http://www.midway.com/-- was a leading
developer and publisher of interactive entertainment software for
major videogame systems and personal computers.

The Company and nine of its affiliates filed for Chapter 11
protection on February 12, 2009 (Bankr. D. Del. Lead Case No.
09-10465).  Michael D. DeBaecke, Esq., Jason W. Staib, Esq, and
Victoria A. Guilfoyle, Esq., at Blank Rome LLP, in Wilmington,
Delaware; and Marc E. Richards, Esq., and Pamela E. Flaherty,
Esq., at Blank Rome LLP, in New York, represent the Debtors in
their restructuring efforts.  Attorneys at Milbank, Tweed, Hadley
& McCloy LLP and Richards, Layton & Finger, P.A. represent the
official committee of unsecured creditors as counsel.  Epiq
Bankruptcy Solutions, LLC, is the Debtors' claims, noticing, and
balloting agent.

On July 10, 2009, Midway and certain of its U.S. subsidiaries
completed the sale of substantially all of their assets to Warner
Bros. Entertainment Inc. in a sale approved by the Court.  The
aggregate gross purchase price was roughly $49 million, including
the assumption of certain liabilities.  Midway is disposing of its
remaining assets.


MILESTONE TARRANT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Milestone Tarrant, LLC
        9220 Edgeworth Drive
        Capitol Heights, MD 20743

Bankruptcy Case No.: 11-10038

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Paul Mannes

Debtor's Counsel: Stephen W. Nichols, Esq.
                  COOTER, MANGOLD, DECKELBAUM & KARAS, LLP
                  5301 Wisconsin Avenue, NW, Suite 500
                  Washington, DC 20015
                  Tel: (202) 537-0700
                  Fax: (202) 364-3664
                  E-mail: efiling@cootermangold.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mdb11-10038.pdf

The petition was signed by Richard Ross, managing member.


MR. WIZARD: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Mr. Wizard Car Wash LLC
        327 West Cedar Street
        Kennett Square, PA 19348

Bankruptcy Case No.: 11-10017

Chapter 11 Petition Date: January 3, 2011

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

Judge: Magdeline D. Coleman

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

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/paeb11-10017.pdf

The petition was signed by Gary Regester, owner/manager.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gary and Joyce Regester                10-30496   12/02/10


NATION ENERGY: Files 10-Q for Q3 of 2008; $73,507 Loss Reported
---------------------------------------------------------------
Nation Energy Inc. filed its quarterly report on Form 10-Q, on
January 5, 2011, for the quarter ended September 30, 2008.  The
Company reported a net loss of $73,507 on $0 of revenue for the
three months ended September 30, 2008, compared to a $32,678 net
loss on $56,986 of revenue during the same period of the prior
year.

As of September 30, 2008, the Company had $1,236,540 in total
current assets, $1,490,896 in total current liabilities and
$254,356 in stockholders' deficit.

                      About Nation Energy Inc.

Based in Vancouver, Canada, Nation Energy, Inc., currently have no
business and operates as a shell company.  The Company is in the
process of evaluating the merits of joint venture opportunities in
the resource sector.  The Company sold all of its oil and gas
operations effective June 1, 2008.

StartSchenkein, LLP, in Denver, Colorado, expressed substantial
doubt about Nation Energy's ability to continue as a going concern
following the Company's results for the fiscal year ended
March 31, 2008.  The independent auditors noted that the Company
has suffered recurring losses from operations, has no current
source of operating revenues, and needs to secure financing to
remain a going concern.

The Company's balance sheet as of March 31, 2008, showed
US$1.70 million in total assets, US$2.27 million in total
liabilities, and a stockholders' deficit of US$570,756.


NEVADA STAR: Creditor to Seek Liquidation Plan Approval
-------------------------------------------------------
American Bankruptcy Institute reports that a secured creditor of
Nevada Star LLC will seek approval of its liquidation plan while
two parties fight over ownership of the Debtor.

Beverly Hills, California-based Nevada Star, LLC, filed for
Chapter 11 protection on April 26, 2010 (Bankr. C.D. Calif. Case
No. 10-26188).  Michael Jay Berger, Esq., who has an
office in Beverly Hills, California, represents the Debtor.  The
Company disclosed $22,274,634 in assets and $12,191,750 in
liabilities as of the Petition Date.


OAKLAND HILLS: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Oakland Hills, L.P.
        3310 N. Capital of Texas Highway, Suite 200
        Austin, TX 78746

Bankruptcy Case No.: 11-10031

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: H. Christopher Mott

Debtor's Counsel: William A. (Trey) Wood, III, Esq.
                  BRACEWELL & GIULIANI LLP
                  711 Louisiana, Suite 2300
                  Houston, TX 78002-2781
                  Tel: (713) 222-2300
                  Fax: (713) 221-1212
                  E-mail: trey.wood@bracewellgiuliani.com

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

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

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txwb11-10031.pdf

The petition was signed by Robert D. wunsch, sole member of
Debtor's general partner.


OREGON CONTRACTORS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Oregon Contractors Workers Compensation Trust, Inc.
        Attn: Jim Elledge
        1750 Creekside Oaks Dr #200
        Sacramento, CA 95833

Bankruptcy Case No.: 11-30022

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       District of Oregon

Judge: Trish M. Brown

Debtor's Counsel: Albert N. Kennedy, Esq.
                  Michael W. Fletcher, Esq.
                  TONKON TORP LLP
                  888 SW 5th Ave #1600
                  Portland, OR 97204
                  Tel: (503) 802-2013
                       (503) 802-2169
                  E-mail: al.kennedy@tonkon.com
                          michael.fletcher@tonkon.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/orb11-30022.pdf

The petition was signed by Rob Yorke, board president.


PAMPAS PALO ALTO: Files for Bankruptcy Protection
-------------------------------------------------
Pampas Palo Alto, LLC, filed for Chapter 11 protection on Jan. 3,
2011 in San Jose, California (Bankr. N.D. Calif. Case No. 11-
50029), disclosing assets and debts of $1 million to $10 million.

Pampas Palo Alto LLC is the operator of a "modern" Brazilian
churrasco restaurant located in the heart of downtown Palo Alto,
California.  It is majority-owned by co-proprietors Timothy and
Masumi Reynders and features chefs Anna Marie Bayonito and Nicole
Baverso and consulting executive pastry chef Marisa Churchill,
according to the restaurant's website.

netDockets reports that while bankruptcy court filings state that
Pampas "is in serious financial condition and is unable to
continue without debt relief," they are silent as to whether the
restaurant plans to close.  The report relates that as of this
evening, OpenTable was still accepting new reservations for the
restaurant for tables this weekend.

John Walshe Murray, Esq., at Law Offices of Murray and Murray, in
Cupertino, California, represents the Debtor.


PAMPAS PALO ALTO: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Pampas Palo Alto, LLC
        529 Alma Street
        Palo Alto, CA 94301

Bankruptcy Case No.: 11-50029

Chapter 11 Petition Date: January 3, 2011

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

Judge: Charles Novack

Debtor's Counsel: John Walshe Murray, Esq.
                  LAW OFFICES OF MURRAY AND MURRAY
                  19400 Stevens Creek Blvd. #200
                  Cupertino, CA 95014-2548
                  Tel: (650) 852-9000
                  E-mail: jwmurray@murraylaw.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/canb11-50029.pdf

The petition was signed by Timothy Reynders, manager.


PARKER MEMORIAL: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Parker Memorial Baptist Church
        1601 Norbeck Road
        Silver Spring, MD 20906

Bankruptcy Case No.: 10-39217

Chapter 11 Petition Date: December 31, 2010

Court: United States Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Wendelin I. Lipp

Debtor's Counsel: Rowena Nicole Nelson, Esq.
                  LAW OFFICE OF ROWENA N. NELSON & ASSOC.
                  1801 McCormick Drive, Suite 150
                  Largo, MD 20774
                  Tel: (301) 358-3348
                  Fax: (877) 728-7744
                  E-mail: rnelson@rnnlawmd.com

Scheduled Assets: $391,790

Scheduled Debts: $1,811,941

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mdb10-39217.pdf

The petition was signed by Damone Williams, chair of trustees.


PATIENT SAFETY: Agrees to Deliver Shares to AGP Creditor
--------------------------------------------------------
On December 30, 2010, Patient Safety Technologies, Inc. entered
into a Settlement Agreement, dated as of December 27, 2010.  The
parties to the Agreement other than the Company are Ault Glazer
Capital Partners, LLC, Zealous Asset Management, LLC and certain
of its affiliates, Milton "Todd" Ault III and a creditor to AGCP
who also is a shareholder of the Company.  The former relationship
of Mr. Ault and AGCP to the Company have been previously disclosed
in the Company's public filings.

The Agreement relates to:

   (i) the Company's  previously disclosed Amendment and Early
       Conversion agreement, dated September 5, 2008, between the
       Company and AGCP and the related and previously disclosed
       Secured Convertible Promissory Note dated on or about
       August 10, 2008 and a related and previously disclosed
       Advancement Agreement between the same parties dated
       September 12, 2008, under which there was an original
       principal balance of $2,530,558 and which provided, subject
       to certain conditions, that the entire principal balance
       owing under the Note would be converted into 1,300,000
       shares of the Company's common stock and other
       consideration, all but 500,000 of which shares of the
       Company's common stock, were previously delivered to AGCP;

  (ii) a judgment obtained against AGCP by AGCP Creditor in a
       separate lawsuit, which lawsuit is completely unrelated to'
       the Company, with respect to which, as the Company
       previously disclosed, AGCP Creditor procured a Writ of
       Execution from the United States District Court, Central
       District of California, and a Notice of Levy to levy upon
       the Company against all stock of the Company that the
       Company owed to AGCP; and

(iii) a previously disclosed case currently pending before the
       Superior Court of California, County of Orange, Central
       Justice Center, entitled "Zealous Asset Management, LLC v.
       Patient Safety Technologies, et. al", Case No. 00424948
       concerning, among other things, the Note Documents, as well
       as 2,600 shares of our Series A Preferred Stock and certain
       dividends thereon.

In broad terms the Agreement provides that the Company will
deliver to AGCP Creditor the Shares that, as the Company has
previously disclosed, it conditionally owed to AGCP, and AGCP
dismisses the Action as against the Company and, upon receiving
the Shares, AGCP Creditor terminates the Writ and Levy and agrees
that its judgment against AGCP is satisfied.  In addition, the
Note Documents and the liabilities thereunder are deemed satisfied
and extinguished.  As a result of the fact that the Company was
carrying a liability in connection with the Note Documents of
approximately $1.42 million and the fair value of the Shares being
less than the face amount of such liability, the Company expects
to record a non-cash gain as a result of the Agreement.

No liability was admitted by the Company in connection with the
Agreement.

Generally, the material terms of the Agreement become effective
when the Company delivers the Shares to AGCP Creditor and makes a
cash payment of $16,000 to counsel for AGCP.  Shortly after the
Effective Date, AGCP will dismiss the causes of action in the
Action related to the Note Documents and grant certain releases
and covenants not to sue.  In addition, the causes of action in
the Action related to the Series A Preferred will be dismissed
when the Company either (i) interpleads $9,100 of dividends
currently due on such shares or (ii) an agreement is reached as to
such shares between various persons other than the Company as to
such dividends and the disposition of the Series A Preferred.  The
Agreement also contains provision pertaining to future dividends
that may be paid on the Series A Preferred.

As of December 31, 2010, the $16,000 in cash and the Shares have
been delivered as required by the Agreement.  The Company expects
to interplead the dividends within the time frame required by the
Agreement unless the parties to the dispute regarding the Series A
Preferred reach a separate agreement first.   Accordingly, the
material terms of the Agreement will shortly be effective.

Generally, upon the Effective Date, ZAM, AGCP, Mr. Ault and
certain related parties grant the Company and its related persons
general releases and covenants not to sue regarding the Action and
all other claims, except that the causes of action in the Action
regarding the Series A Preferred are only released when the
interpleader is effected.  The Company also grants releases and
covenants not to sue to the same parties in connection with
certain provisions in the Note Documents, which provide for
payments of amounts to the Company under certain circumstances,
which amounts the Company does not consider to be of material
value.

The Agreement also contains customary representations and
warranties, remedy provisions and other provisions typical of
settlement and release agreements.

The Agreement also settles various matters, subject to the terms
and conditions of the Agreement, between parties to the Agreement
other than the Company, which terms are not summarized herein
because they are not related to or do not affect the Agreement as
to, the Company.

                About Patient Safety Technologies

Patient Safety Technologies, Inc. (OTC: PSTX) --
http://www.surgicountmedical.com/-- through its wholly owned
operating subsidiary SurgiCount Medical, Inc., provides the
Safety-Sponge(TM) System, a system designed to improve the
standard of patient care and reduce health care costs by
preventing the occurrence of surgical sponges and other retained
foreign objects from being left inside patients after surgery.
RFOs are among one of the most common surgical errors.

The Company's balance sheet at Sept. 30, 2010, showed $12.02
million in total assets, $10.10 million in total liabilities, and
a stockholders' equity of $1.92 million.

                           *     *     *

In its March 31, 2010 report, Squar, Milner, Peterson, Miranda &
Williamson, LLP, in San Diego, California, noted that the
Company's significant recurring net losses through December 31,
2009, and significant working capital deficit as of December 31,
2009, raise substantial doubt about the Company's ability to
continue as a going concern.


PHOENIX FOOTWEAR: Inks Distribution Agreement With Canada Shoe
--------------------------------------------------------------
On December 28, 2010, Phoenix Footwear Group Inc. entered into an
exclusive distribution agreement with Canada Shoe (1998) Corp.
The agreement grants Canada Shoe an exclusive right to distribute
Trotters and SoftWalk branded footwear and related products in
Canada.  The agreement is effective on January 1, 2011, for an
initial term of three years, with a three-year renewal option
subject to the mutual agreement of both parties.  The
Distributor's exclusivity under the agreement is subject to its
satisfaction of certain minimum annual performance and advertising
requirements.  As part of the agreement, the Distributor will
purchase the Company's current inventory located in Montreal,
Canada.  The Company plans to sell this remaining inventory for
approximately $200,000.  The Agreement also provides for a 20%
royalty payable to the Company on subsequent inventory purchases
by the Distributor.

The agreement contains customary mutual confidentiality and
indemnification provisions.  As previously disclosed, the parties
had entered into a letter of understanding for this transaction on
October 27, 2010, which contemplated entering into this definitive
agreement.  This agreement follows the same terms contemplated and
disclosed in connection with the letter of understanding.

A full-text copy of the Distribution Agreement is available for
free at http://ResearchArchives.com/t/s?71d4

                       About Phoenix Footwear

Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE
Amex: PXG) specializes in quality comfort women's and men's
footwear with a design focus on fitting features.  Phoenix
Footwear designs, develops, markets and sells footwear in a wide
range of sizes and widths under the brands Trotters(R),
SoftWalk(R), and H.S. Trask(R).  The brands are primarily sold
through department stores, leading specialty and independent
retail stores, mail order catalogues and internet retailers and
are carried by approximately 650 customers in more than 900 retail
locations throughout the U.S.  Phoenix Footwear has been engaged
in the manufacture or importation and sale of quality footwear
since 1882.

The Company's balance sheet at October 2, 2010, showed $10,837,000
in total assets, $6,760,000 in total liabilities, and $4,077,000
in stockholders' equity.

As reported by the Troubled Company Reporter on November 29, 2010,
the Company said in its quarterly report on Form 10-Q for the
period ended October 2, 2010, that the severe global recession has
been challenging during the past two years and has dramatically
affected the Company's business as it is dependent on consumer
demand for its products.  During this time, the Company has faced
significant working capital constraints as the result of the
decline in sales, expenditures, and obligations associated with
its restructuring and diminished borrowing capacity.  These
factors, together with net losses and negative cash flows during
the past three fiscal years, raise substantial doubt about the
Company's ability to continue as a going concern.


PHILADELPHIA RITTENHOUSE: Court Moves Schedules Filing Deadline
---------------------------------------------------------------
The Hon. Stephen Raslavich of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania extended, at the behest of
Philadelphia Rittenhouse Developer, L.P., the deadline for the
filing of schedules of assets and liabilities and statement of
financial affairs until January 27, 2011.

The deadline for the filing of schedules was initially January 13,
2011.  The Debtor asked for an additional 14 days to accurately
determine its assets and liabilities.  The Debtor is in the
process of compiling the information necessary to complete the
Schedules.

Philadelphia, Pennsylvania-based Philadelphia Rittenhouse
Developer, L.P., owns and operates Ten Rittenhouse Square, a 33-
storey Robert A.M. Stern designed building overlooking Rittenhouse
Square in Philadelphia.  It filed for Chapter 11 bankruptcy
protection on December 30, 2010 (Bankr. E.D. Pa. Case No. 10-
31201).  Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin,
P.C., serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $100 million to
$500 million.


POLI-GOLD LLC: Wants to Borrow $100,000 to Pay Operating Expenses
-----------------------------------------------------------------
Poli-Gold, L.L.C., in an amended motion, asks the U.S. Bankruptcy
Court for the District of Arizona for permission to obtain a loan
of up to $100,000 from the Debtor's manager, the Polidori Family
Trust, to fund short term cash needs of the Debtor.

The Loan will be interest free and will mature on the earlier of
confirmation of the Debtor's Chapter 11 Plan of Reorganization or
12 months from the date of the initial advance.  The DIP Loan will
be unsecured and treated as an allowed administrative expense
claim under 11 U.S.C. Sections 364(b) and 503(b)(1)

                          About Poli-Gold

Fort Mohave, Arizona-based Poli-Gold, LLC, owns a cabin and RV
resort in Panguitch, Utah.  It also owns a commercial
building/warehouse/storage facility in Fort Mohave, Arizona, as
well as a commercial property in Lake Havasu City, Arizona, and
some vacant lots in Kingman, Arizona.

Poli-Gold filed for Chapter 11 bankruptcy protection on
November 17, 2010 (Bankr. D. Ariz. Case No. 10-37018).  Engelman
Berger, P.C., serves the Debtor as bankruptcy counsel.  In its
schedules, the Debtor disclosed assets of $30,384,943 and
liabilities of $14,401,515 as of the petition date.


POLI-GOLD LLC: Files New List of Largest Unsecured Creditors
------------------------------------------------------------
Poli-Gold, L.L.C., has filed with the U.S. Bankruptcy Court for
the District of Arizona a new list of its largest unsecured
creditors:

   Entity                       Nature of Claim       Claim Amount
   ------                       ---------------       ------------
Philadelphia Insurance          Insurance premiums      $14,364.56
P.O. Box 70251
Philadelphia, PA 19176

The Hartford Insurance Co.
P.O. Box 2907
Hartford, CT 06104-2907         Auto Insurance           $5,633.00

Auto Owners Insurance
P.O. Box 303015
Lansing, MI 48909               Property Insurance       $5,444.00

Campbell, Jones & Co.
7848 W. Sahara Avenue
Las Vegas, NV 89117             Tax Services             $2,300.00

U.S. Environmental              Potential claim for        Unknown
Protection Agency               findings of violation
Region 8                        and order for compliance
1595 Wynkoop Street             re Panguitch, Utah
Denver, CO 80202-1129           property

Philadelphia Insurance and the U.S. Environmental Protection
Agency Region 8 were added to the list.  Claim amounts for The
Hartford Insurance Co. and Auto Owners Insurance were updated.

Fort Mohave, Arizona-based Poli-Gold, LLC, owns a cabin and RV
resort in Panguitch, Utah.  It also owns a commercial
building/warehouse/storage facility in Fort Mohave, Arizona, as
well as a commercial property in Lake Havasu City, Arizona, and
some vacant lots in Kingman, Arizona.

Poli-Gold filed for Chapter 11 bankruptcy protection on
November 17, 2010 (Bankr. D. Ariz. Case No. 10-37018).  Engelman
Berger, P.C., serves the Debtor as bankruptcy counsel.  In its
schedules, the Debtor disclosed assets of $30,384,943 and
liabilities of $14,401,515 as of the petition date.



PRESIDIO INC: S&P Assigns Corporate Credit Rating at 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services said it assigned a 'B+'
corporate credit rating to Greenbelt, Md.-based Presidio Inc.
The outlook is stable.

At the same time, S&P assigned a 'B+' rating to the company's
$200 million senior secured term loan, with a recovery rating
of '3', indicating S&P's expectation for meaningful (50%-70%)
recovery in the event of a payment default.  The company used
the total debt proceeds, which included a partial drawdown
under a $150 million accounts receivable securitization facility
(currently unrated), to refinance existing debt, pay a dividend
to shareholders, and for general corporate purposes.

"The rating reflects Presidio's narrow market focus, leveraged
financial profile, and S&P's view that the company's private-
equity ownership structure is likely to preclude sustained
deleveraging," said Standard & Poor's credit analyst Martha Toll-
Reed.

With fiscal 2010 revenues of approximately $1 billion, Presidio
provides professional and managed services, focused on data
networking, data center virtualization, collaboration, and network
security.  The company has expanded rapidly since its founding in
2003 through a combination of organic growth and acquisitions.
Its geographic presence is limited to east of the Mississippi (and
including Texas and Oklahoma).  However, Presidio does not have
any significant customer concentration.  While its revenue base
includes the resale of hardware and related products, less than
half of the company's revenue base and the bulk of operating
earnings derive from its project-based services, ranging from
solution design, implementation, and testing through remote
network monitoring.

Presidio's weak business risk profile reflects its narrow market
focus and related supplier concentration, modest share within the
larger IT services market, relative lack of geographic diversity,
and modest but consistent operating margins.

"Nevertheless," added Ms. Toll-Reed, "S&P expects the company's
focus on and technical expertise in data networking, as well as
expected near-term revenue growth, will enable Presidio to
maintain adjusted EBITDA margins of about 7%, comparable to peers
in the value-added IT reseller market."


REALOGY CORP: Default Rating Now 'Caa3/LD' After Debt Exchange
--------------------------------------------------------------
Moody's Investors Service changed the Probability of Default
Rating of Realogy Corporation to Caa3/LD (indicating a limited
default) from Caa3 following the closing of its debt exchange
offer.  The exchange offer was considered a distressed exchange by
Moody's.  Moody's also affirmed the Caa2 Corporate Family Rating
and SGL-4 Speculative Grade Liquidity Rating and assigned Caa3 and
Ca ratings, respectively, to the senior unsecured notes and senior
subordinated notes issued in the exchange.  The rating outlook
remains stable.

In connection with the exchange transaction, approximately
$2.7 billion of aggregate principal amount of existing senior and
subordinated notes maturing in 2014 and 2015 were exchanged for
new senior and subordinated notes maturing in 2017 and 2018.
While the exchange transaction improved the debt maturity profile,
financial leverage remained unchanged.  Total interest expense is
expected to remain relatively flat though cash interest expense
will increase in 2011 because of the reduction in toggle notes in
the capital structure.  The toggle notes convert to cash
interest pay in 2012.  Post-exchange, about 1/3rd of the debt
capitalization (excluding securitizations) consists of
subordinated debt compared to about 12% before the exchange.
Most of the subordinated debt is in the form of convertible notes.
Realogy also announced that it received the required consents for
certain amendments to the indentures of the existing Senior Cash
Notes due 2014 and the existing Senior Toggle Notes due 2014 to
remove substantially all restrictive covenants and certain default
provisions.  Despite the differing covenant protections, all of
the senior notes in the post-exchange capital structure are rated
Caa3 (LGD 3, 43%) reflecting their senior unsecured status and
guarantees by substantially all of the operating subsidiaries
(excluding the securitization subsidiaries).

The LD designation anticipates that Realogy and Apollo may
continue to complete distressed exchanges over the near term.  In
approximately three business days, Moody's will remove the LD
designation from the Probability of Default Rating.

Moody's revised this rating:

* Probability of Default rating, to Caa3/LD from Caa3

Moody's assigned these ratings (LGD assessments):

* $492 million 11.5% senior unsecured notes due 2017, Caa3 (LGD 3,
  43%)

* $130 million 12% senior unsecured notes due 2017, Caa3 (LGD 3,
  43%)

* $2.1 billion 11% senior subordinated convertible notes due 2018,
  Ca (LGD 4, 69%)

Moody's affirmed these ratings (LGD assessments revised):

* $750 million senior secured revolving credit facility due 2013,
  B1 (to LGD 2, 10% from LGD 1, 9%)

* $3.1 billion senior secured term loan due 2013, B1 (to LGD 2,
  10% from LGD 1, 9%)

* $257 million senior secured synthetic letter of credit facility
  due 2013, B1 (to LGD 2, 10% from LGD 1, 9%)

* $650 million 2nd lien term loan due 2017, Caa2 (to LGD 3, 32%
  from LGD 3, 30%)

* $64 million (down from $1.7 billion) senior unsecured cash pay
  notes due 2014, Caa3 (to LGD 3, 43% from LGD 4, 54%)

* $49 million (down from $470 million) senior unsecured toggle
  notes due 2014, Caa3 (to LGD 3, 43% from LGD 4, 54%)

* $190 million (down from $875 million) senior subordinated notes
  due 2015, to Ca (LGD 4, 69% from LGD 5, 81%)

* Corporate family rating, Caa2

* Speculative grade liquidity, SGL-4

                        Ratings Rationale

The Caa2 Corporate Family Rating and Caa3 Probability of Default
Rating reflects very high leverage, negative free cash flow,
covenant compliance concerns, and uncertainty regarding the
timing of a recovery of the residential housing market in the
US.  Moody's expects Debt to EBITDA (before Moody's standard
adjustments) of over 14 times for the 2010 calendar year.  The
exchange offer improved the maturity profile of the senior and
subordinated debt, but Realogy still has a $3.1 billion term loan
maturing in 2013.  The company recently disclosed that due to the
weak housing market and covenant step downs, continued compliance
with credit facility covenants for the quarter ended March 31,
2011 will require Realogy to complete a further refinancing or
restructuring of its secured debt or receive an equity cure.
Realogy stated that it is seeking to achieve such a refinancing,
restructuring or equity cure prior to March 31, 2011.  The Caa2
CFR continues to reflect Moody's view that current debt levels are
unsustainable and that a substantial reduction in debt levels will
be required to stabilize the capital structure.

The stable outlook anticipates a decline in Adjusted EBITDA in the
fourth quarter of 2010 and moderate profitability growth in fiscal
2011.  Realogy's results in the first half of 2010 benefited from
higher consumer confidence levels and home sale purchases
stimulated by the home buyers tax credit, which required a binding
contract to purchase a home by April 30, 2010.  Home sale volumes
declined sharply on a year over year basis in the third quarter of
2010 and volumes should remain weak in the fourth quarter of 2010.
Moody's base case forecast anticipates moderate profitability
growth in 2011 driven by modest revenue growth (weighted towards
the back half of 2011) and the realization of cost reductions
initiated in 2010.

The ratings or outlook could be pressured if the housing market
downturn continues into 2011 leading to a further material decline
in Realogy's profitability and liquidity.  Given the company's
weak credit metrics and significant debt maturities in 2013, the
ratings are unlikely to be upgraded until the company meaningfully
reduces leverage through a balance sheet restructuring.

Realogy Corporation is a leading global provider of real estate
and relocation services.  Realogy is substantially owned and
controlled by an affiliate of Apollo Management, L.P., and
reported revenues of about $4.2 billion in the twelve months ended
September 30, 2010.


RICHARD KLARCHEK: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Richard J. Klarchek filed with the U.S. Bankruptcy Court for the
Northern District of Illinois his schedules of assets and
liabilities, disclosing:

     Name of Schedule               Assets        Liabilities
     ----------------             -----------     -----------
  A. Real Property                 $6,900,000
  B. Personal Property            $12,175,553
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $12,604,573
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $40,381,259
                                  -----------     -----------
        TOTAL                     $19,075,553     $52,985,832

Chicago, Illinois-based Richard J. Klarchek filed for Chapter 11
bankruptcy protection on October 6, 2010 (Bankr. N.D. Ill. Case
No. 10-44866).  The Debtor estimated his assets at $10 million to
$50 million and debts at $50 million to $100 million as of the
Petition Date.  Gregory K. Stern, Esq., Monica C. O'Brien, Esq.,
James E. Hausler, Esq., and Christina M. Riepel, Esq., at Gregory
K. Stern, P.C., represent the Debtor as bankruptcy counsel.

Affiliates Greenwood Estates MHC, LLC (Bankr. N.D. Ill. Case No.
10-33988) and Sterling Estates, LLC (Bankr. N.D. Ill. Case No.
10-22319) filed separate Chapter 11 petitions.


QOC I LLC: Bankruptcy Court Dismisses Chapter 11 Case
-----------------------------------------------------
As reported in the Troubled Company Reporter on December 15, 2010,
the U.S. Bankruptcy Court for the Southern District of Florida
entered an order approving the settlement between QOC I, LLC, and
Wells Fargo Bank NA that will send substantially all of QOC's
assets to a Wells Fargo affiliate and wrap up its Chapter 11 case.

Following approval of the settlement motion, which approval order
provides for the ex-parte dismissal of the Debtor's case, and upon
verification that all fees due and owing to the United States
Trustee have been paid and satisfied in full, the Bankruptcy Court
entered on December 29, 2010, its order dismissing the Debtor's
Chapter 11 case.

                          About QOC I LLC

Boca Raton, Florida-based QOC I LLC owns previously issued life
insurance policies purchased in the life settlement market.

QOC I filed for Chapter 11 bankruptcy protection on October 1,
2010 (Bankr. S.D. Fla. Case No. 10-40153).  Attorneys at Genovese
Joblove & Battista, P.A., serve as counsel to the Debtor.  The
Debtor estimated its assets and debts at $100 million to
$500 million as of the Petition Date.


REDDY ICE: DOJ Ends Investigation; Special Committee Disbanded
--------------------------------------------------------------
Reddy Ice Holdings, Inc. has been notified by the Antitrust
Division of the Department of Justice that documents and materials
seized by the Division or provided to the Division by the Company
in connection with the criminal investigation of the packaged ice
industry will be returned to the Company.  This action by the
Division normally indicates the conclusion of an investigation,
and counsel for the Company has been advised that the criminal
investigation into antitrust violations in the packaged ice
industry has been formally closed by the Division.

In light of the conclusion of the criminal investigation into the
packaged ice industry and the determination by the Division to
take no action against the Company or any of its current or former
employees, the special committee of the Board of Directors, formed
on March 6, 2008 in response to that investigation, has been
formally disbanded, effective January 3, 2011.

In a separate news, Ben D. Key, former Executive Vice President -
Sales and Marketing, has voluntarily resigned from the Company;
his resignation is effective as of February 28, 2011.

                          About Reddy Ice

Reddy Ice Holdings, Inc. -- http://www.reddyice.com/--
manufactures and distributes packaged ice in the United States.
The company serves variety of customers in 31 states and the
District of Columbia under the Reddy Ice brand name.

                            *     *     *

As reported by the Troubled Company Reporter on August 17, 2010,
Moody's Investors Service lowered Reddy Ice Holdings' corporate
family and probability-of-default ratings to B3 from B2, and its
$12 million senior discount notes due 2012 to Caa2 from Caa1.
Moody's also lowered the rating on Reddy Ice Corporations' $300
million first lien senior secured notes due 2015 to B2 from B1 and
the $139 million second lien notes due 2015 to Caa2 from Caa1.
The ratings outlook remains negative.  The speculative grade
liquidity rating was affirmed at SGL-3.

The ratings downgrade was prompted by Reddy Ice's elevated
financial leverage through the first half of 2010 due to weaker
than expected operating performance and the expectation that
leverage will remain elevated.  The B3 corporate family rating
considers ongoing operational risks related to weather as well as
increasing acquisition activity.

Reddy Ice carries 'B-' issuer credit ratings, with "negative"
outlook, from Standard & Poor's.

Moody's Investors Service said Reddy Ice Holdings, Inc.'s (the
entity that wholly owns Reddy Ice Corporation) announcement that
it has amended and restated its credit agreement, consisting of a
$50 million revolving credit facility (not rated), does not affect
the B3 corporate family rating, nor the existing instrument
ratings and the negative ratings outlook.


RENAISSANT LAFAYETTE: U.S. Trustee Forms New Creditors Panel
------------------------------------------------------------
William T. Neary, the U.S. Trustee for Region 11, has
reconstituted the composition of the official committee of
unsecured creditors in the Chapter 11 case of Renaissant Lafayette
LLC.

The members of the reconstituted Committee are:

  1. Phillip G. Rose
     President, Roman Electric Co., Inc.
     640 South 70th Street
     Milwaukee, WI 53214
     Tel: (414) 771-5400
     Fax: (414) 471-8693

  2. Michael Pipkin
     Credit Manager, Ferguson Electric, Inc.
     2030 South 116th Street
     West Allis, WI 53227
     Tel: (414) 327-8400
     Fax: (414) 327-1459

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

                    About Renaissant Lafayette

Oak Brook, Illinois-based Renaissant Lafayette LLC is the owner of
a 280-unit luxury condominium development in Milwaukee named Park
Lafayette.  The project is at the intersection of North Prospect
Avenue and Lafayette Place in Milwaukee.  So far, 39 units were
sold.

The Company filed for Chapter 11 protection on December 23, 2009
(Bankr. E.D. Wis. Case No. 09-38166).  The Company estimated its
assets at $50 million to $100 million and debts at $100 million to
$500 million.


ROTECH HEALTHCARE: Venor Capital Discloses 6.26% Equity Stake
-------------------------------------------------------------
In a Schedule 13G filing with the Securities and Exchange
Commission on January 3, 2011, Venor Capital Management LP
disclosed that it beneficially owns 1,603,100 shares of common
stock of Rotech Healthcare Inc., representing 6.26% of the shares
outstanding.  As of November 5, 2010, the Company had 25,616,103
shares of common stock outstanding.

Each of Venor Capital Master Fund Ltd., Venor Capital Management
GP LLC, Jeffrey Bersh, and Michael Wartell also owns 1,603,100
shares.

                     About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company's balance sheet at Sept. 30, 2010, showed
$303.47 million in total assets, $63.43 million in total current
liabilities, $662,000 in deferred tax liabilities, $532,000 in
other long-term liabilities, $512.88 million in long-term debt,
and a stockholders' deficit of $279.04 million.

In October 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Rotech Healthcare to 'B-' from 'CCC'.
The outlook is positive.

Moody's Investors Service also upgraded Rotech Healthcare's
corporate family rating and probability of default rating to Caa1
from Caa2 following the successful execution of $230 million of
senior secured notes due 2015.  In addition, Moody's upgraded
Rotech's senior subordinated notes rating to Caa2 from Caa3 and
confirmed the B1 rating on the senior secured notes.  These rating
actions conclude the review for possible upgrade initiated on
September 27, 2010.  The rating outlook is now stable.


RQB RESORT: Can Use Goldman Sach's Cash Until February 25
---------------------------------------------------------
The U.S. Bankruptcy Court has authorized, in a third interim
order, RQB Resort LP and RQB Development LP to continue using cash
collateral for an additional 13-week period ending February 25,
2011.  Payment for professional fees, as contained in the cash
collateral budget, was not allowed by the Court.

As adequate protection, Goldman Sachs is granted an administrative
expense claim under Section 507(b) of the Bankruptcy Code and a
replacement lien on all post-petition accounts receivable to the
same extent as the security interests Goldman Sachs held as of the
petition date, and solely to the extent of any diminution in value
of its collateral.

The next cash collateral hearing will be held before the Court on
February 24, 2011, at 1:30 p.m.

                         About RQB Resort

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

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


SABINE PASS: Moody's Confirms 'B3' Rating, Gives Negative Outlook
-----------------------------------------------------------------
Moody's Investors Service confirmed Sabine Pass LNG, LP's B3
rating and changed the outlook to negative.  This concludes the
review for possible downgrade placed on November 23, 2010.

                        Ratings Rationale

Sabine Pass is 91% indirectly owned by Cheniere Energy Inc (not
rated) and Sabine Pass's credit quality remains closely linked to
Cheniere since Sabine Pass represents most of Cheniere's
consolidated cash flows and operating assets for the foreseeable
future and has extensive contractual agreements.

The rating action reflects elimination of the put options in
Cheniere's $255 million secured term loan.  The removal of the put
options provides Cheniere near term relief since the $255 million
term loan could have been put to Cheniere as early as August 2011.
The $255 million term loan's maturity is unchanged and is due in
2018.  The lenders to the $255 million secured term loan have also
agreed to allow for the early prepayment of the $255 million loan,
allow Cheniere to sell its common units in Cheniere Energy
Partners and prepay the $255 million loan with the CQP share sale
proceeds, release restrictions on prepayments of other
indebtedness at Cheniere as certain conditions are met and several
other changes.  In exchange, the 'non-convertible' lenders to the
$255 term loan received 10.125 million shares in Cheniere and now
benefit from a direct cross default to Cheniere and Sabine Pass's
other debt facilities.

The negative outlook reflects approximately $503 million of debt
maturing at Cheniere in 2012 consisting of the $298 million
secured term loan due May 2012 and $205 million of convertible
senior unsecured notes due August 2012.  Afterwards, Sabine Pass
has $550 million in senior secured notes due in November 2013
followed by $1.67 billion of senior secured notes due in November
2016.  Moody's understands that Cheniere has been in dialogue with
the lenders to Cheniere's 2012 debt facilities and those
discussions are continuing.  Moody's continues to view the
upcoming debt maturities as a substantial challenge to Cheniere
especially given Cheniere's negative free cash flow of around $45-
55 million on an annualized basis, Cheniere's unrestricted cash
balance of around $82 million on a consolidated basis as of
September 30, 2010, Cheniere's extremely high consolidated
leverage and multiple group of creditors with differing security
positions and maturities.  While Cheniere's debt obligations are
not recourse to Sabine Pass, the close linkage between Cheniere
and Sabine serves as a strong incentive to bring Sabine Pass into
a possible bankruptcy of Cheniere in order for Cheniere to better
control its estate and enable a comprehensive debt restructuring.

Sabine Pass's rating remains supported by its long term contract
with subsidiaries of Chevron and Total SA for approximately 50% of
Sabine Pass's capacity.  Based solely on these stable cash flows,
Sabine Pass's interest coverage ratio was around 1.25 times for
the last twelve months ended September 2010 according to Moody's
calculations.  These contracted cash flows support a likely above
average recovery in a potential default though Moody's does not
view these contracted cash flows sufficient to result in full
recovery of the senior secured bonds.

Moody's views Cheniere's plan to develop a natural gas
liquefaction facility next to the existing Sabine Pass LNG
regasification and storage facilities as not having credit
implications at this time given the large execution risk
associated with such a project and long lead time before potential
operation.  The liquefaction facility requires FERC approval that
could occur by 2012 and commercial operation of the potential
liquefaction plant is not expected until 2015.  If the
liquefaction project receives all necessary approvals and advances
to construction, the liquefaction plant could have positive or
negative implications to Sabine depending upon the liquefaction
plant's final contractual arrangements, financing structure and
impact to Cheniere's consolidated credit profile.

During the outlook period, Moody's will consider Cheniere and
Sabine's progress on resolving the 2012 and 2013 debt maturities.

The rating could stabilize or improve if Cheniere and Sabine Pass
are able to comprehensively address its upcoming debt maturities
or if Cheniere substantially improved its credit profile on a
standalone basis.

The rating could be revised downward if Cheniere's credit quality
deteriorates further, if Cheniere or Sabine Pass is not able to
address any of its upcoming debt maturities, if the Project
experiences prolonged operating issues or if Sabine Pass's
financial metrics weaken.

Sabine Pass LNG L.P. was formed in 2004 to construct, own and
operate a liquefied natural gas receiving terminal with an
aggregate regasification capacity of 4 Bcf/d.  Sabine has signed
three 20-year Terminal Use Agreements for 100% of its
regasification capacity on a "take or pay" basis.  Sabine is
90.6%, indirectly-owned by Cheniere Energy, Inc (not rated).

The last rating action on Sabine Pass occurred on November 23,
2010, when the rating on Project's rating was downgraded to B3.


SAND HILL: Allowed to Buy GMC Truck From Monco Motor
----------------------------------------------------
The Hon. Bill Parker of the U.S. Bankruptcy Court for the Eastern
District of Texas authorized Sand Hill Foundation LLC to incur
postpetition debt and to purchase a GMC Truck from Monco Motor Co.
for $47,213 to be financed by Sabine State Bank & Trust Co.

Center, Texas-based Sand Hill Foundation, LLC, is an oilfield
service and construction company.  The Company filed for
Chapter 11 bankruptcy protection on 10-90209 (Bankr. E.D. Tex.
Case No. 10-90209).  Jeffrey Wells Oppel, Esq., at Oppel, Goldberg
& Saenz P.L.L.C., assists the Debtors in their restructuring
effort.  The Company estimated its assets and debts at $10 million
to $50 million.


SAND HILL: Wants Plan Filing Deadline Extended to Feb. 14
---------------------------------------------------------
Sand Hill Foundation LLC and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Eastern District of Texas to extend their
exclusive periods to:

   * file a Chapter 11 plan of reorganization through and until
     Feb. 14, 2011, and

   * solicit acceptance of the plan until May 23, 2011.

Jeffrey Wells Oppel, Esq., at Oppel & Goldberg PLLC, said the
Debtors need additional time to resolve certain business issues to
promote their reorganization efforts.  In addition, the Debtors,
through counsel, have been negotiating with creditors to satisfy
pre- and post- petition debts.  The Debtors are also taking the
necessary steps to appeal the judgment obtained by Bass Drilling.

Based on the Debtors' recent progress it appears reasonable and
likely that a confirmable plan can be filed within the next 45
days, notes Mr. Oppel.

This is the Debtors' second request for an extension.

                    About Sand Hill Foundation

Center, Texas-based Sand Hill Foundation, LLC, is an oilfield
service and construction company.  The Company filed for
Chapter 11 bankruptcy protection on 10-90209 (Bankr. E.D. Tex.
Case No. 10-90209).  Jeffrey Wells Oppel, Esq., at Oppel, Goldberg
& Saenz P.L.L.C., assists the Debtors in their restructuring
effort.  The Company estimated its assets and debts at $10 million
to $50 million.


SANDY HOROWITZ: Can Keep Key Properties; Plan Hearing Jan. 20
-------------------------------------------------------------
Adam Sichko at the Business Review reports that a federal
bankruptcy judge allowed Sandy Horowitz to keep key properties
when he emerges from bankruptcy.  The properties are 5 Broadway,
known as the Cannon Building; 258 Broadway, which is the Keenan
Building; and 33 Second St., which is home to the restaurant Daisy
Baker's as well as Bacchus, a wood-fired pizza parlor.

According to the report, the judge gave Mr. Horowitz control of
the Daisy Baker's site.  The ruling was issued from the bench on
Dec. 28, 2010.  The decision came in the case of Hormi Holding Co.
Inc., one of Mr. Horowitz's companies that filed for Chapter 11
bankruptcy in October 2010.  Hormi Holding is based on Long
Island, and will remain open as it reorganizes finances.  The
ruling came over the objections of SEFCU, the Albany-based credit
union that held the mortgage to the site and sued Horowitz for
allegedly defaulting on payments, report notes.

Business Review relates that the judge could rule on
Mr. Horowitz's overall plan to combine his bankruptcies in a
hearing set for Jan. 20, 2011.

Sandy Horowitz, a property developer in California, filed for
bankruptcy under Chapter 11 in late 2009.


SANSWIRE CORP: Thomas Seifert Disposes of 30,000 Shares
-------------------------------------------------------
In separate Form 4 filings with the Securities and Exchange
Commission, Thomas G. Seifert, a director at Sanswire Corp.,
disclosed that he disposed of shares of common stock of the
company on these dates:
                                             Shares
   Transaction                         Beneficially Owned
      Date          Amount     Price   After Transaction
   -----------      ------    ------   ------------------
   12/29/2010       10,000    $0.085         4,344,743
   12/30/2010       10,000    $0.082         4,334,743
   12/31/2010       10,000    $0.085         4,324,743

Mr. Seifert disposed of the shares pursuant to a plan in
accordance with Rule 10b5-1 under the Securities Exchange Act of
1934.

                     About Sanswire Corp.

Aventura, Fla.-based Sanswire Corp. develops, markets and sells
autonomous, lighter-than-air unmanned aerial vehicles capable of
carrying payloads that provide persistent security solutions at
low, mid and high altitudes.  The Company's airships are designed
for use by government-related and commercial entities that require
real-time intelligence, surveillance and reconnaissance support
for military, homeland defense, border and maritime missions.

The Company's balance sheet as of September 30, 2010, showed
$1.6 million in total assets, $20.4 million in total liabilities,
and a stockholders' deficit of $18.8 million.  The Company had a
working capital deficit of $20.2 million and an accumulated
deficit of $142.4 million at September 30, 2010.

As reported in the Troubled Company Reporter on April 14, 2010,
Rosen Seymour Shapss Martin & Company LLP, in New York, expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company has experienced significant losses
and negative cash flows, resulting in decreased capital and
increased accumulated deficits.


SAVANNAH OUTLET: Files New List of 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Savannah Outlet Shoppes, LLC, has filed with the U.S. Bankruptcy
Court for the Southern District of Georgia a new list of its 20
largest unsecured creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Chatham Co. Tax Commissioner       Property Tax            $75,165
133 Montgomery Street, 1st Floor
P.O. Box 9827
Savannah, GA 31412

Morris & Templeton                 Insurance Premium       $31,642
Insurance Agency, Inc.
P.O. Box 15088
Savannah, GA 31416-1788

Lamar Companies                    Trade Debt               $5,810
P.O. Box 96030
Baton Rouge, LA 70896

DSI Security Services              Trade Debt               $2,626

Georgia Power Company              Utility Service -        $2,379
                                   multiple accts

City of Savannah Rev. Dept.        Utility Service          $1,833

Mike's Lawn & Landscaping          Trade Debt               $1,750

Lewis Color                        Trade Debt               $1,260

McCallar Law Firm                  Attorney Fees            $1,238

Atlantic Waste Services            Trade Debt               $1,213

Robert & Markowitz Adv.            Trade Debt                 $900

Marlin Outdoor Advertising         Trade Debt                 $475

Morrison Chemical Co., Inc.        Trade Debt                 $454

AT&T                               Trade Debt                 $272

Metal Crafts, Inc.                 Trade Debt                 $260

Trugreen                           Trade Debt                 $235

Ziplocal fka Your Community        Trade Debt                 $223
Phonebook

John Hallman                       Trade Debt                 $220

Chatham Co. Tax Commissioner       Personal Property          $162
                                   Tax

Official Guides of Savannah        Trade Debt                 $100

There were no changes in the composition of the Debtor's 20
largest unsecured creditors.  Robert & Markowitz Adv. moved down
from third in the list to eleventh.

                About Savannah Outlet Shoppes, LLC

Claremont, California-based Savannah Outlet Shoppes, LLC, owns and
operates a business related to the management and leasing of a
commercial shopping center located in Savannah, Georgia.

Savannah Outlet filed for Chapter 11 bankruptcy protection on
October 4, 2010 (Bankr. S.D. Ga. Case No. 10-42135).  Karen F.
White, Esq., at Cohen Pollock Merlin & Small PC, represents the
Debtor.  The Debtor estimated assets and debts at $10 million to
$50 million.



SCHUTT SPORTS: Riddell Takes Aim at Plans for $33MM Proceeds Sale
-----------------------------------------------------------------
Dow Jones' Small Cap reports that Riddell Inc., the football-
helmet maker that has dueled with Schutt Sports Inc. over patent
infringements, is belatedly blasting the company's sale as a
"misleading" process engineered to interfere with creditors'
rights.

                      About Schutt Sports

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

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

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

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

Platinum Equity in December 2010 completed the acquisition of
substantially all the assets of Schutt Sports through a
transaction conducted under Section 363 of the U.S. Bankruptcy
Code.


SECUREALERT INC: Adds Attachments to Form 10-K
----------------------------------------------
SecureAlert, Inc. filed with the Securities and Exchange
Commission, on January 4, 2011, an amended annual report on Form
10-K solely for the purpose of including the officer
certifications, which were inadvertently omitted from the 10-K as
originally filed.  Full-text copies of the officer certifications
are available for free at:

              http://ResearchArchives.com/t/s?71d5
              http://ResearchArchives.com/t/s?71d6
              http://ResearchArchives.com/t/s?71d7

                         About SecureAlert

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

During the fiscal year ended September 30, 2010, the Company had
net revenues of $12.4 million compared with net revenues of
$12.6 million for the fiscal year ended September 30, 2009, a
decrease of 1%.

The Company's balance sheet at September 30, 2010, showed
$11.19 million in total assets, $8.06 million in total liabilities
and $3.13 million in total equity.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, noted that the
Company has incurred losses, negative cash flows from operating
activities and has an accumulated deficit.  These conditions raise
substantial doubt about its ability to continue as a going
concern, according to the auditors.


SEVERN BANCORP: Phillip Jones Now Severn Savings' CRO
-----------------------------------------------------
The Board of Directors of Severn Bancorp, Inc. announced, on
January 4, 2011, that, effective immediately, Executive Vice
President Phillip V. Jones, Jr. has shifted his role at Severn
Savings Bank, FSB from Chief Operating Officer to Chief
Relationship Officer.  As Chief Relationship Officer, Mr. Jones
will continue to oversee the Banks strategic focus on commercial
relationships, customer service and community involvement.

                    About Severn Savings Bank

Founded in 1946, Severn Savings Bank, FSB --
http://www.severnbank.com/-- is a full-service community bank
offering a wide array of personal and commercial banking products
as well as residential and commercial mortgage lending.  It has
assets of nearly $1 billion and four branches located in
Annapolis, Edgewater and Glen Burnie.  The bank specializes in
exceptional customer service and holds itself and its employees to
a high standard of community contribution.  Severn Bancorp, Inc.,
(Nasdaq: SVBI) is the parent company of Severn Savings Bank.

As reported by the TCR on November 25, 2009, Annapolis, Maryland-
based Severn Bancorp along with its Bank unit, has entered into
supervisory agreements with the Office of Thrift Supervision, the
Bank's primary federal regulator.  The agreements set forth steps
being taken in response to regulatory concerns with its operating
results and effects of the current economic environment facing the
financial services industry.

The Company's balance sheet at Sept. 30, 2010, shows
$975.89 million in total assets and $870.08 million in total
liabilities.

At September 30, 2010, Severn's regulatory capital ratios
continued to exceed the levels required to be considered "well
capitalized" under applicable federal banking regulations,
including its core ratio of approximately 12.1% compared to the
regulatory requirement of 5% for "well capitalized" status.


SHAFER CHILDREN'S: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Shafer Children's Trust
        P.O. Box 721119
        Dallas, TX 75372

Bankruptcy Case No.: 11-40053

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Eastern District of Texas (Sherman)

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS P.C.
                  12770 Coit Road, Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  E-mail: eric@ealpc.com

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

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

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txeb11-40053.pdf

The petition was signed by Jay Harrison, trustee.


SOURCEMEDIA INC: Moody's Hikes Rating to 'B1' on Refinancing Plan
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the new senior
secured credit facilities of Accuity Inc. and SourceMedia Inc.
Concurrently, the Corporate Family Rating of both companies was
upgraded to B1 from B2 and the outlook was changed to stable from
negative.

                        Ratings Rationale

Accuity and SourceMedia have announced they intend to refinance
their existing credit facilities with $170 million of new senior
secured debt.  Accuity Inc. will be the borrower on a $110 million
term loan and $20 million revolver, whereas SourceMedia Inc. will
be the borrower on a $35 million term loan and $5 million
revolver.  Both revolvers are expected to be undrawn at close.
The two companies will be several borrowers with separate credit
facilities under a common loan agreement and will cross guarantee
each other's debt.  Financial covenants will be measured based on
the combined companies' results.

The upgrade in the Corporate Family Rating to B1 from B2 reflects
considerable improvement in the companies' liquidity profile and
key credit metrics, despite continued demand weakness for
SourceMedia's print publications.  Accuity's revenues have grown
organically in each of the past several years and its earnings now
comprise about two-thirds of consolidated results.  Earnings
expansion, along with debt reduction, has materially reduced
financial leverage and Moody's expects the companies to maintain
leverage below 5 times over the medium term.  The B1 rating is
further supported by steady cash flow generation, the diversity of
revenue streams, and the recurring nature of Accuity's
subscription-based payment routing data that customers
(predominantly banks) use to manage payment efficiency and
compliance needs.  The rating continues to be constrained by the
companies' relatively modest size, reliance on certain strategic
partners, and the secular decline in demand for print-based trade
publications.

The stable outlook reflects Moody's view that potential revenue
declines at SourceMedia would be largely offset by continued
organic growth at Accuity.  However, the ratings or outlook could
become pressured if the companies make sizable debt-financed
acquisitions such that liquidity deteriorates and financial
leverage is sustained above 5 times.  While unlikely in the near-
term, the ratings could be raised if the companies realize
sustained revenue growth while maintaining a good liquidity
profile, such that financial leverage falls below 4 times and
interest coverage exceeds 3 times on an ongoing basis.

Moody's assigned these ratings (and LGD point estimates) to
Accuity Inc.:

* Proposed $20 million senior secured revolver due 2016, B1 (LGD3,
  33%)

* Proposed $110 million senior secured term loan due 2017, B1
  (LGD3, 33%)

Moody's upgraded these ratings of Accuity Inc.:

* Corporate Family Rating, to B1 from B2

* Probability of Default Rating, to B2 from B3

Moody's assigned these ratings (and LGD point estimates) to
SourceMedia Inc.:

* Proposed $5 million senior secured revolver due 2016, B1 (LGD3,
  33%)

* Proposed $35 million senior secured term loan due 2017, B1
  (LGD3, 33%)

Moody's upgraded these ratings of SourceMedia Inc.:

* Corporate Family Rating, to B1 from B2
* Probability of Default Rating, to B2 from B3

Existing loan ratings have also been upgraded to B1 from B2 and
will be withdrawn upon closing of the transaction and ensuing
repayment of outstanding debt obligations.  The ratings are
subject to successful completion of the proposed transaction and
Moody's review of final documentation.

SourceMedia and Accuity are headquartered in New York, New York,
and are leading providers of information, data, and tools for
professionals in the financial services and related technologies
markets.  Investcorp owns 100% of both companies.  Combined
revenues for the twelve month period ended September 30, 2010,
were $165 million.


SOUTH EDGE: Bankruptcy Ruling to Impact Home Builders
-----------------------------------------------------
Robbie Whelan, writing for The Wall Street Journal, reports that
some of the nation's largest home builders, including KB Home and
Toll Brothers Inc., might be forced to buy hundreds of acres of
desert in a development 10 miles from the Las Vegas Strip at boom-
era prices as part of a legal battle with a group of banks led by
J.P. Morgan Chase & Co.

The development is called Inspirada.  According to the Journal,
the JPMorgan-led group says the builders are on the hook to buy
hundreds of millions of dollars in raw land and develop it as they
agreed to when the deal was struck.  The Journal relates that
would repay the lenders, and buyers of homes in Inspirada would
get more of the infrastructure promised by developers.

The Journal relates the home builders contend they shouldn't be
forced to buy the land because the agreements were made with a
separate entity named South Edge LLC, not the banks.

According to the Journal, if a judge rules in favor of the banks
over builders, it could cast a shadow over a popular but
controversial form of off-balance-sheet accounting used when
buying land.  The strategy is used by builders to insulate
themselves from debt and other obligations.  The Journal relates
that when the venture formed by the home builders bought the land
in 2004, the companies thought their liability was limited to
$370 million, in return for 2,000 acres where they envisioned a
sprawling $1.5 billion planned community.  Just 635 homes out of
the planned 14,500 were sold before financial problems and
fighting erupted.

As reported by the Troubled Company Reporter on December 14, 2010,
JPMorgan and two other lenders filed an involuntary petition on
Dec. 9 in Las Vegas against South Edge LLC (Bankr. D. Nev. Case
No. 10-32968).  The petitioning creditors, led by JPMorgan, the
agent for the lenders, are owed $54.2 million and are part of a
group providing a $595 million credit.  Other lenders that signed
the involuntary petition are Credit Agricole Corporate &
Investment Bank and Wells Fargo Bank NA.

The lenders filed a motion asking U.S. Bankruptcy Judge Bruce A.
Markell to promptly appoint a trustee immediately, even before the
project is officially in Chapter 11.

According to the Journal's Mr. Whelan, the banks believe they are
in a strong position because of a confidential arbitration panel
ruling in July 2010 in a related lawsuit brought by one of the
group's smaller members, Las Vegas developer Focus South, against
the others.  In that decision, recently made public, the panel
found that the builders breached their agreement to buy the land.
The builders are appealing.

The Journal relates a KB spokesman said the company is
"disappointed" that JPMorgan decided to "pursue a bad-faith legal
maneuver, rather than continue to work with the builders who are
endeavoring to find a resolution."

The Journal also relates Toll Brothers Chairman Robert Toll said
the legal action is without merit.  "It's like the rest of Vegas.
It didn't go as it should, but the question is: Who should take
the loss?" said Mr. Toll.

According to the Journal, $370 million of the $585 million
borrowed from the JPMorgan-led group is recourse debt, meaning the
builders are required to repay that portion of the loan no matter
what happens.

The Journal says the banks claim their deal requires the builders
to buy land from South Edge for more than $500,000 an acre, or
nearly twice its current value. In a mediation session in San
Francisco in April, the builders offered to buy the land at 50% to
60% of their 2004 offer, according to a person briefed about the
meeting.

JPMorgan rejected the offer, the person said.  A bankruptcy court
in Nevada has scheduled hearings on the involuntary petition for
this month.


STILLWATER MINING: F. McAllister Donates 25,000 Shares to Church
----------------------------------------------------------------
In a Form 5 filing with the Securities and Exchange Commission on
January 4, 2011, Francis R. McAllister, chief executive officer at
Stillwater Mining Co., disclosed that he disposed of 24,500 shares
of common stock of the Company on December 28, 2010.  The shares
were gifted or donated by Mr. McAllister to The Church of Jesus
Christ of Latter-Day Saints.  After the transaction,
Mr. Mcallister beneficially owned 1,190,311 shares.

In a separate transaction on December 29, 2010, Mr. McAllister
disposed of 500 shares of common stock.  The shares were gifted by
Mr. McAllister to the Montana Council of Boy Scouts of America.
Following the transaction, Mr. McAllister beneficially owned
1,189,811 shares.

                      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.


STORY BUILDING: Has Access to Wells Fargo's Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
approved, according to the Debtor's docket, the final cash
collateral stipulation authorizing Story Building LLC to use Wells
Fargo Bank, N.A.'s cash collateral.

The Debtor would use the cash collateral to finance its business
operations postpetition.

As reported in the Troubled Company Reporter on November 16, 2010,
Wells Fargo is trustee for the registered holders of J.P. Morgan
Chase Commercial Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2004-C1.

Wells Fargo asserts that the Debtor is indebted in excess of
$12 million plus interest and costs.  The Debtor disputes the
amount asserted by the lender.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the lender replacement lien on
the Debtor's property of the same type, nature, validity, priority
and extent of its prepetition security interest.

The Debtor will also pay the lender adequate protection payments
amounting to $1,798.

                     About Story Building LLC

Story Building LLC is a real estate management company based in
Irvine, California.  The Company owns and operates a 13-story
historical building located in Downtown, Los Angeles, known as the
Walter P. Story Building, located at 610 S. Broadway.  The
building is primarily utilized as a jewelry plaza.  Sandford Frey,
Esq., at Creim Macias Koenig & Frey, LLP, in Los Angeles,
California, represents the Debtor.  The Company estimated assets
and debts at $10 million to $50 million.


STORY BUILDING: In Talks on Plan Terms, Wants DS Hearing Moved
--------------------------------------------------------------
Story Building LLC, asks the U.S. Bankruptcy Court for the Central
District of California to approve a stipulation with Wells Fargo
Bank, N.A., continuing the hearing on the disclosure statement
explaining the Chapter 11 plan and a related status conference 30
days from January 11, 2011.

The Court has set a January 11 hearing on adequacy of the
Disclosure Statement and the status conference.

The Debtor explains that it needs additional time to finish
discussions with lender on terms of a consensual plan.

Wells Fargo, is trustee for the registered holders of J.P. Morgan
Chase Commercial Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2004-C1.  The lender asserts a
claim of $13,100,000 pursuant to a promissory note.

                             The Plan

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

According to the Disclosure Statement, the Plan provides for the
resolution of all claims against the estate.  Plan distributions
will be funded primarily from operations of the Story Building
property, and the new value contribution.

The Debtor's interest holder will provide $50,000 on the effective
date sufficient cash to cover payments due on the effective date
of the Plan.

Under the Plan, holders of Class 4 general non-insider unsecured
claims will receive, among other things: (i) a pro rata share of
25% of net operating income for the calendar years 2012 to 2017,
derived from the rents generated from the Story Building property;
(ii) one final payment of the balance of the allowed claim and all
accrued interest in full on or before December 31, 2018; and (iii)
in the event that the property is sold, a pro rata share of up to
100% of the net proceeds, if any, after payment of all costs of
sale, etc.

Copies of the Disclosure Statement is available for free at

          http://bankrupt.com/misc/StoryBuilding_DS2.pdf

                    About Story Building LLC

Story Building LLC is a real estate management company based in
Irvine, California.  The Company owns and operates a 13-story
historical building located in Downtown, Los Angeles, known as the
Walter P. Story Building, located at 610 S. Broadway.  The
building is primarily utilized as a jewelry plaza.  Sandford Frey,
Esq., at Creim Macias Koenig & Frey, LLP, in Los Angeles,
California, represents the Debtor.  The Company estimated assets
and debts at $10 million to $50 million.


SUPERIOR ACQUISTIONS: Cash Collateral Hearing Set for Today
-----------------------------------------------------------
The Hon. Alan Jaroslovsky of the U.S. Bankruptcy Court for the
Northern District of California will convene a hearing today,
January 7, 2011, at 9:00 a.m., to consider Superior Acquistions,
Inc.'s request to use the rents from 15895 Dam Road Ext.,
Lakeport, California to pay the ordinary expenses of the property.

The Debtor executed and delivered a promissory note and security
agreement to the predecessor of Premier West Bank which was
secured by a deed of trust in the investment property and all
rents and proceeds.

The Debtor will use the rental income of $6,845 to pay these
expenses:

    Property Taxes                  $1,548
    Misc. Admin. Fees                2,750
    -----------------               ------
    Total                           $4,298

The Debtor also requested authority to use the rents through plan
confirmation.

The Debtor is represented by:

     Michael C. Fallon, Esq.
     100 E Street, Suite 219
     Santa Rosa, CA 95404
     Tel: (707) 546-6770
     Fax: (707) 546-5775
     E-mail: mcfallon@fallonlaw.net

                 About Superior Acquistions, Inc.

Lakeport, California-based Superior Acquistions, Inc., filed for
Chapter 11 bankruptcy protection on September 28, 2010 (Bankr.
N.D. Calif. Case No. 10-13730).  The Debtor estimated assets at
$10 million to $50 million and debts at $1 million to $10 million.


TUNNELL VISION: Case Summary & 31 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Tunnell Vision LLC
        327 W. Cedar Street
        Kennett Square, PA 19348

Bankruptcy Case No.: 11-10020

Chapter 11 Petition Date: January 3, 2011

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

Judge: Eric L. Frank

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

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

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

A list of the Company's 31 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/paeb11-10020.pdf

The petition was signed by Gary Regester, owner/manager.

Debtor-affiliateS that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Gary and Joyce Regester                10-30496   12/02/10


VITACOST.COM: Weighing Bankruptcy to Resolve IPO Issues
-------------------------------------------------------
Dow Jones' Small Cap reports that Vitacost.com is considering a
prepackaged Chapter 11 bankruptcy filing after an internal
investigation raised questions about the validity of its initial
public offering.  Vitacost.com is an online wholesale seller of
nutritional supplements and other health products.


VUZIX CORP: Lampe Conway Has Warrant to Buy 46.5MM Common Shares
----------------------------------------------------------------
In a Form 3 filing with the Securities and Exchange Commission on
January 3, 2011, Lampe, Conway & Co. LLC disclosed that, pursuant
to a Convertible Loan and Security Agreement dated December 23,
2010, it has the option to convert the loan into up to 40,140,492
shares of the $.001 par value common stock of Vuzix Corp at a
conversion price of $0.09965 per share.  Lampe Conway also
received a Warrant on December 23, 2010, which permits it to
purchase up to 40,000,000 shares of the $.001 par value common
stock of the Company at a conversion price of $0.09965 per share.

The maximum number of shares of Common Stock of the Company that
Lampe Conway may acquire upon conversion of the Note and exercise
of the Warrant is limited to 46,517,695.

The securities are directly held by LC Capital Master Fund, Ltd.
Lampe, Conway & Co., LLC, Richard F. Conway and Steven G. Lampe
may be deemed to, indirectly, beneficially own the securities
directly held by LC Capital Master Fund, Ltd.

The securities are held in the account of LC Capital Master Fund,
Ltd. for which Lampe, Conway & Co., LLC serves as investment
manager.  Richard F. Conway and Steven G. Lampe are managing
members of LCC.  LCC, Mr. Conway and Mr. Lampe may be deemed to
beneficially own the securities held by the Fund by virtue of
LCC's position as investment manager of the Fund and Mr. Conway's
and Lampe's status as managing members of LCC.

In a separate Schedule 13D filing, each of LC Capital Master Fund,
Ltd., Lampe, Conway & Co., LLC, Steven G. Lampe and Richard F.
Conway disclosed ownership of 46,517,695 shares of Vuzix
Corporation common stock representing 14.99% of the shares
outstanding.  As of November 12, 2010, there were 263,600,274
shares of Company's common stock outstanding.

Lampe, Conway, et. al., entered into a Convertible Loan and
Security Agreement on December 23, 2010, which permits them to
convert the loan into up to 40,140,492 shares of the $.001 par
value common stock of Vuzix at a conversion price of $0.09965 per
share.  The Reporting Persons also received a Warrant on December
23, 2010, which permits the Reporting Persons to purchase up to
40,000,000 shares of the $.001 par value common stock of Vuzix at
a conversion price of $0.09965 per share.  The maximum number of
shares of common stock that the Reporting Persons may acquire,
however, is limited to 46,517,695.

                         About Vuzix Corp.

Rochester, New York-based Vuzix Corporation (TSX-V: VZX)
OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video
Eyewear products in the defense, consumer and media &
entertainment markets.

EFP Rotenberg, LLP, in Rochester, New York, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred substantial losses from
operations in recent years.  "In addition, the Company is
dependent on its various debt and compensation agreements to fund
its working capital needs.  And while there are no financial
covenants with which the Company must comply with, these debts are
past due in some cases."

The Company has an accumulated deficit of $22.1 million as of
September 30, 2010.

The Company's balance sheet at September 30, 2010, showed
$5.4 million in total assets, $9.6 million in total liabilities,
and a stockholders' deficit of $4.2 million.


WALKER & SONS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Walker & Sons Construction, Inc.
        P.O. Box 355
        Elwood, IN 46036

Bankruptcy Case No.: 11-00020

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Frank J. Otte

Debtor's Counsel: Edward B. Hopper, II, Esq.
                  BINGHAM, FARRER & WILSON
                  342 Massachusetts Avenue, Suite 300
                  Indianapolis, IN 46204
                  Tel: (317) 261-4740, Ext. 321
                  Fax: (317) 261-4740
                  E-mail: ehopper@bfwlawyers.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/insb11-00020.pdf

The petition was signed by Robert P. Walker, secretary.


WARD BROTHERS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Ward Brothers Concrete Co, LLC
        P.O. Box 1012
        Cornelia, GA 30531

Bankruptcy Case No.: 11-20031

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Northern District of Georgia (Gainesville)

Judge: Robert Brizendine

Debtor's Counsel: David R. Trippe, Esq.
                  DAVID R. TRIPPE, LLC
                  P.O. Box 193
                  Sautee Nacoochee, GA 30571
                  Tel: (706) 878-7030

Scheduled Assets: $1,084,889

Scheduled Debts: $3,840,495

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb11-20031.pdf

The petition was signed by Ronnie Ward, member manager.


WARNER MUSIC: Names Cameron Strang as Warner/Chappell Music CEO
---------------------------------------------------------------
Warner Music Group Corp. announced the appointment of veteran
music industry entrepreneur, Cameron Strang, as CEO of
Warner/Chappell Music, one of the world's leading music
publishers.  The appointment was announced jointly by Warner Music
Group's Chairman & CEO, Edgar Bronfman, Jr., and Warner/Chappell's
Chairman & CEO, David H. Johnson.

Strang, the founder of New West Records and Southside Independent
Music Publishing, will serve as Warner/Chappell's CEO effective
January 1, 2011 and will be based in Los Angeles.  Johnson will
continue as Warner/Chappell's Chairman until July 1, 2011, at
which point Strang will assume the additional role of
Warner/Chappell's Chairman.  Johnson, who had served as WMG's
Executive Vice President and General Counsel since 1999, was
initially elevated to serve as interim CEO of Warner/Chappell in
2006, and was subsequently promoted to Warner/Chappell's Chairman
& CEO in 2007.

Warner/Chappell has also acquired Strang's Southside Independent
Music Publishing, a leading independent music publishing company
that was behind some of the biggest hits of 2010 including two of
the songs nominated for the 2011 "Record of the Year" Grammy Award
- B.o.B.'s "Nothin' on You" and Cee Lo Green"s "F*** You."  Other
recent hit songs on Southside include: Bruno Mars' "Grenade" and
"Just the Way You Are"; K'Naan's "Wavin' Flag"; Brad Paisley's
"American Saturday Night" and Uncle Kracker's multi-format hit,
"Smile."

In making the announcement, Bronfman said, "Cameron's impressive
track record of identifying and signing some of the industry's
most successful emerging songwriters and catalogs, and his proven
success as an entrepreneur make him the ideal executive to lead
Warner/Chappell.  He has that rare combination of business smarts,
operational experience and creative instincts, and I'm confident
he'll be a great fit for the progressive and entrepreneurial
culture that exists within WMG."

Bronfman added, "I want to offer Dave my profound gratitude for
his extraordinary stewardship of Warner/Chappell over the past few
years.  Originally I asked Dave to serve as CEO on an interim
basis while we conducted a search for a permanent leader.  But it
became quickly apparent that the leadership skills, judgment and
ability to recruit top executive talent that led to Dave's success
in the legal world also made him the right choice to guide
Warner/Chappell through a critical period.  During his tenure,
Dave has delivered excellent results at Warner/Chappell, including
dramatic growth in both synch and digital revenue, and assembled
an industry-leading music production business through the
acquisition of the Non-Stop, V, Carlin, GrooveAddicts and 615
Music libraries.  Dave has proven to be a versatile and highly
capable executive who can succeed in a variety of roles, and I
can't thank him enough for his significant contributions to
Warner/Chappell and WMG."

Johnson said, "It's been an honor to serve as Chairman & CEO of
Warner/Chappell.  I'm enormously proud of the work we have done,
the team we have built and the results we have produced over these
past four years.  Throughout that time, Edgar and I have been
looking for the right executive to lead Warner/Chappell into its
next growth phase.  Cameron's experience as a successful
independent record and publishing executive makes him the right
person to lead Warner/Chappell.  He's prepared to seize the
industry's new opportunities while maintaining a tight focus on
A&R and songwriter development.  I want to thank Edgar for giving
me the opportunity to thrive at WMG in both corporate and
operational capacities.  What began as a temporary role at
Warner/Chappell turned into a long-term position that has truly
been one of the highlights of my long career in the entertainment
industry.  I look forward to working with Edgar and Cameron over
the next six months as we ready Warner/Chappell for this exciting
new chapter in its illustrious history."

Strang said, "I am thrilled to be joining the WMG team, the most
innovative group of executives in the business.  While the
decision to transition from an independent to a major was a
difficult one for me, the more I got to know the WMG team -
including Edgar, Dave and Lyor Cohen - the more I realized that we
share a common vision of what makes a successful modern music
company and how companies must serve their artists nimbly and
energetically.  I can't imagine a more exciting time to be joining
Warner/Chappell or a better home for Southside.  I'm looking
forward to working with the legendary Warner/Chappell roster of
writers and catalog as well as Warner/Chappell's many talented
employees."

Strang is the founder of both Southside Independent Music
Publishing and New West Records, and co-founder of DMZ Records, a
joint venture record label he launched with Grammy-winning
producer, T-Bone Burnett, and Academy Award-winning filmmakers,
Joel and Ethan Coen.  Since its founding in 2004 with the signing
of J.R. Rotem, Southside has developed a reputation for
discovering and developing numerous talented writers, producers
and artists.  With the acquisition of Southside, in addition to
its hit-laden catalog, Warner/Chappell gains a roster of some of
the most successful writers in the business that spans multiple
genres.  These writers include: Bruno Mars, producer Brody Brown,
Nashville-based writers, Ashley Gorley and Blair Daly, and
Christian music star, Matthew West.  In 2009, Southside acquired
Nashville-based music publishing company, Combustion Music, and
the catalog of multi-Platinum recording artists, Kings of Leon.
The band's song, "Use Somebody," went on to win three Grammys in
2010 and to become one of the biggest global hits of the decade.

Other top Southside songs include: Carrie Underwood's "Jesus, Take
The Wheel"; Trace Adkins' "You're Gonna Miss This"; Brad Paisley's
"Then" and "American Saturday Night"; Carrie Underwood's "This
Time," "All American Girl" and "Just A Dream"; Kenny Chesney's
"Where I Grew Up"; India.Arie's "Ghetto"; Darius Rucker's "It
Won't Be Like This For Long"; Flo Rida's "Right Round" and "Who
Dat Girl;" and Kings of Leon's "Use Somebody," "Sex on Fire,"
"Taper Jean Girl" and "Molly's Chambers."

Strang launched New West Records in 1995 with the signing of
singer/songwriter Billy Joe Shaver.  In 1998, he moved the label's
home to Los Angeles, and in 2000, merged New West with Austin-
based Doolittle Records.  In 2001, the label released the Grammy
Award-winning album Nothing Personal by roadhouse rocker Delbert
McClinton, Shaver's critically acclaimed album, The Earth Rolls
On, as well as albums from breakout artist Tim Easton and veteran
Stephen Bruton.  During the last decade, Strang and New West have
released numerous award-winning albums and built an impressive
roster including Steve Earle, Dwight Yoakam, Kris Kristofferson,
Rickie Lee Jones, Drive By Truckers, Ben Lee, Old 97's, Buddy and
Julie Miller.  Recently New West acquired the Texas Music Group
including the Antone's label and the Watermelon Label, and
released the award-winning soundtrack to the film Crazy Heart.

Strang graduated from University of British Columbia Law School in
1992.

                    About Warner/Chappell Music

Warner/Chappell Music is WMG's award-winning global music
publishing company.  The Warner/Chappell Music catalog includes
standards such as "Happy Birthday To You," "Rhapsody in Blue,"
"Winter Wonderland," the songs of Cole Porter and George and Ira
Gershwin, as well as the music of Eric Clapton, Green Day, Katy
Perry, Led Zeppelin, Lil Wayne, Madonna, Nickelback, Paramore, Red
Hot Chili Peppers, T.I. Timbaland, and others.  Warner/Chappell
Music is a leader in creating innovative strategies for marketing
and promoting its songwriters and their music.  The company's
extensive catalog makes it a natural first stop for A&R executives
and record producers, feature film and television production
companies, and others looking to record or license some of the
world's greatest music.

                    About Warner Music Group

Based in New York, Warner Music Group Corp. (NYSE: WMG)
-- http://www.wmg.com/-- was formed by a private equity
consortium of investors on November 21, 2003.  The Company is the
direct parent of WMG Holdings Corp., which is the direct parent of
WMG Acquisition Corp.  WMG Acquisition Corp. is one of the world's
major music-based content companies and the successor to
substantially all of the interests of the recorded music and music
publishing businesses of Time Warner Inc.

The Company classifies its business interests into two fundamental
operations: Recorded Music and Music Publishing.  The Company's
Recorded Music business primarily consists of the discovery and
development of artists and the related marketing, distribution and
licensing of recorded music produced by such artists.  The
Company's Music Publishing operations include Warner/Chappell, its
global Music Publishing company, headquartered in New York with
operations in over 50 countries through various subsidiaries,
affiliates and non-affiliated licensees.

The Company's balance sheet at June 30, 2010, showed $3.65 billion
in total assets, $3.82 billion in total liabilities, and
a stockholders' deficit of $174 million.

                          *     *     *

As reported by the Troubled Company Reporter, Standard & Poor's
Ratings Services on Aug. 13, 2010, revised its rating outlook on
Warner Music Group Corp. to negative from stable.  Ratings on the
company, including the 'BB-' corporate credit rating, were
affirmed.  "The revised outlook reflects continued revenue and
EBITDA declines amid a light album release schedule and ongoing
challenges in maintaining profitability levels due to the digital
transition taking place within the industry, notwithstanding
vigilant cost management," said Standard & Poor's credit analyst
Michael Altberg.

As reported by the TCR on October 4, 2010, Fitch affirmed these
ratings: Warner Music Group Corp. (IDR at 'BB-'.); WMG Holdings
Corp. (IDR at 'BB-'; and -- Unsecured notes at 'B'); and WMG
Acquisition Corp. (IDR at 'BB-'; Secured notes at 'BB';
Subordinated notes at 'B+').

Fitch's ratings are supported by WMG's market position as the
third largest music distributor/label, with a 20% market share
according to Nielsen SoundScan.  Fitch said liquidity is
sufficient, as the company generates sufficient cash to support
operations and capital expenditures.  As of June 30, 2010, WMG had
$400 million in consolidated cash and cash equivalents (including
$176 million of cash at the parent holding company).  There are no
maturities until 2014, when approximately $900 million in
subordinated debt (including WMG Holdings Corp. notes) are due.

Standard & Poor's Ratings Services lowered its corporate credit
rating on New York City-based Warner Music Group Corp. to 'B+'
from 'BB-'.  The rating outlook is stable.


WATERSTONE LAND: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Waterstone Land and Cattle Co., LP
        3310 N. Capital of Texas Highway, Suite 200
        Austin, TX 78746

Bankruptcy Case No.: 11-10029

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Craig A. Gargotta

Debtor's Counsel: William A. (Trey) Wood, III, Esq.
                  BRACEWELL & GIULIANI LLP
                  711 Louisiana, Suite 2300
                  Houston, TX 78002-2781
                  Tel: (713) 222-2300
                  Fax: (713) 221-1212
                  E-mail: trey.wood@bracewellgiuliani.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 12 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txwb11-10029.pdf

The petition was signed by Robert D. Wunsch, member of WL&C LLC,
Debtor's general partner.


WATERSTONE TYLERVILLE: Case Summary & 2 Largest Unsec Creditors
---------------------------------------------------------------
Debtor: Waterstone Tylerville, L.P.
        3310 N. Capital of Texas Highway, Suite 200
        Austin, TX 78746

Bankruptcy Case No.: 11-10032

Chapter 11 Petition Date: January 3, 2011

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Craig A. Gargotta

Debtor's Counsel: William A. (Trey) Wood, III, Esq.
                  BRACEWELL & GIULIANI LLP
                  711 Louisiana, Suite 2300
                  Houston, TX 78002-2781
                  Tel: (713) 222-2300
                  Fax: (713) 221-1212
                  E-mail: trey.wood@bracewellgiuliani.com

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

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

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txwb11-10032.pdf

The petition was signed by Robert D. Wunsch, member and president
of Debtor's general partner.



WENTWORTH ENERGY: Amends Q2 2010; Posts $2.0MM Restated Loss
------------------------------------------------------------
On November 10, 2010, the Board of Directors of Wentworth Energy,
Inc., based upon a recommendation from management, determined that
the Company's financial statements for the quarterly periods ended
March 31, 2010, and June 30, 2010, should no longer be relied upon
and should be restated.  This determination was made based on
management's conclusion that interest expense on the Senior Notes
for the above periods were understated as a result of non-accrual
of the additional 5.85% default interest amounting to $786,482 and
$1,572,964 for the three months ended March 31, 2010, and for the
six months ended June 30, 2010, respectively.

As a result, the Company has restated its quarterly report on Form
10-Q for the quarter ended June 30, 2010, as originally filed with
the Securities and Exchange Commission on August 16, 2010, and the
Company's quarterly report on Form 10-Q for the quarter ended
March 31, 2010, as originally filed with the SEC on May 24, 2010.

The Company had a restated net loss of $2,016,594 on $82,010 of
oil and gas revenue for the three months ended June 30, 2010,
compared with a net loss of $1,515,459 on $134,820 of oil and gas
revenue for the same period in 2009.

The Company's restated balance sheet at June 30, 2010, showed
$19,987,121 in total assets, $71,206,167 in total liabilities, and
a stockholders' deficit of $51,219,046.

A full-text copy of the Form 10-Q/A for the three months ended
June 30, 2010, is available for free at:

               http://researcharchives.com/t/s?71d9

The Company had a restated net loss of $1,158,560 on $772,872 of
oil and gas revenue for the three months ended March 31, 2010,
compared with a net loss of $3,762,985 on $190,408 of oil and gas
revenue for the same period in 2009.

The Company's restated balance sheet at March 31, 2010, showed
$20,126,168 in total assets, $69,463,216 in total liabilities, and
a stockholders' deficit of $49,337,048.

A full-text copy of the Form 10-Q/A for the three months ended
June 30, 2010, is available for free at:

               http://researcharchives.com/t/s?71d8

                    About Wentworth Energy

Palestine, Tex.-based Wentworth Energy, Inc. (OTC BB: WNWG)
-- http://www.wentworthenergy.com/-- is an exploration and
production company engaged in oil and gas exploration and
production primarily in the East Texas area.

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



WESTMORELAND COAL: Appoints 3 New Independent Directors
-------------------------------------------------------
Westmoreland Coal Company said in a press release that three new
independent directors have been appointed to the Board of
Directors of the company effective February 1, 2011.  The new
members are Gail E. Hamilton, Jan B. Packwood and Robert C.
Scharp.

Ms. Gail E. Hamilton is the former Executive Vice President and
General Manager of Symantec with over 30 years experience in the
information technology sector.  She is on the board of Arrow
Electronics Inc., OpenText Corporation and Ixia.  Ms. Hamilton
also served as a director of Washington Group International
through November 2007 when Washington Group was sold to URS.

Mr. Jan B. Packwood is the former President and Chief Executive
Officer and a current member of the board of directors of Idacorp,
Inc., the holding company of Idaho Power. Mr. Packwood is a 40-
year veteran of the utility industry with extensive experience in
the engineering, construction, operation and maintenance of
electrical systems.  He retired from active management in 2006.

Mr. Robert C. Scharp is a senior mining executive who is currently
serving as a director of Bucyrus International and the Chairman of
Shell Canada's Mining Advisory Council.  He previously was a
director of Foundation Coal Holdings.  Mr. Scharp joined Shell
Coal Pty. Ltd. in 1997 as Chief Executive Officer and, after the
Shell Coal Group was acquired by Anglo American PLC, remained as
the CEO of Anglo Coal Australia Pty. Ltd. until August 2001 before
returning to the United States.

"The addition of these veteran, up-through-the-ranks executives,
all with relevant operational and public company board experience,
enhance our ability to provide thoughtful, creative and focused
answers to growth opportunities as we pursue increased shareholder
value," commented Richard Klingaman, Chairman of the Board of
Westmoreland.

These appointments were formally accepted by Ms. Hamilton and
Messrs. Packwood and Scharp on December 29, 2010.  At this time,
the Board has not made any committee assignments for the Incumbent
Directors.

Each of the Incumbent Directors will receive compensation as a
non-employee director in accordance with the Company's non-
employee director compensation practices, consisting of a $35,000
annual base retainer, $5,000 annual retainer for committee
membership on the Audit, Compensation and Benefits, or Nominating
and Corporate Governance Committee, $1,000 for each telephonic
meeting attended and $1,500 for each in-person meeting attended.
Should the Incumbent Directors be elected by the stockholders at
the annual meeting in May, they will each be entitled to receive a
grant of restricted stock equal to $50,000 in value with a one-
year vest.

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company is an
energy company whose operations include five surface coal mines in
Montana, North Dakota and Texas and two coal-fired power-
generating units with a total capacity of 230 megawatts in North
Carolina.  The Company sold 24.3 million tons of coal in 2009.
The Company's two principal operating segments are its coal
segment and its power segment, in addition to two non-operating
segments.

The Company's balance sheet at Sept. 30, 2010, showed $765.0
million in total assets, $898.75 million in total liabilities, and
a stockholder's deficit of $133.75 million.

As reported in the Troubled Company Reporter on March 15, 2010,
KPMG LLP, in Denver, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring losses from
operations, working capital deficit and net capital deficiency.


WHITTLE DEVELOPMENT: Files Schedules of Assets & Liabilities
------------------------------------------------------------
Whittle Development Inc. filed with the U.S. Bankruptcy Court for
the Northern District of Texas its summary of schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property               $22,148,900
  B. Personal Property                93,347
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $57,130,310
  E. Creditors Holding
     Unsecured Priority
     Claims                                       $13,676,673
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                                --
                                ------------     ------------
        TOTAL                    $22,242,247      $70,806,983

A full-text copy of the Summary Of Schedules is available for free
at http://ResearchArchives.com/t/s?71c8

                    About Whittle Development

Rockwall, Texas-based Whittle Development Inc. is a Sub Chapter S
property development company wholly owned by Robert S. Whittle. It
owns significant acreage in and around the northeastern shore of
Lake Ray Hubbard, as well as other parts of Rockwall County,
Texas.  Its business is the sale and development of its holdings
for highest and best uses of its land "inventory" to third party
end users or other more direct developers.

Whittle Development filed for Chapter 11 bankruptcy protection on
October 4, 2010 (Bankr. N.D. Tex. Case No. 10-37084).  Whittle
Development estimated its assets and debts at $10 million to
$50 million at the Petition Date.

Whittle Development's case is jointly administered with Rockwall,
Texas-based Mariah Bay Development Inc., which is also a Sub
Chapter S corporation wholly owned by Robert S. Whittle.  Mariah
Bay filed for Chapter 11 bankruptcy protection on October 4, 2010
(Bankr. N.D. Tex. Case No. 10-37085).  Mariah Bay estimated its
assets and debts at $10 million to $50 million at the Petition
Date.

Edwin Paul Keiffer, Esq., at Wright Ginsberg Brusilow P.C.,
assists the Debtors in their restructuring efforts.

Mariah Bay's affiliate, Mariah Bay Leasing Corporation, filed a
separate Chapter 11 petition on February 19, 2010 (Bankr. N.D.
Tex. Case No. 10-31171).


WINDSOR LAKE: Organizational Meeting to Form Panel on Jan. 12
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on January 12, 2011, at 1:00 p.m.
in the bankruptcy case of Windsor Lake Estate, LLC.  The meeting
will be held at the United States Trustee's Office, One Newark
Center, 14th Floor, Room 1401, Newark, NJ 07102.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Sparta, New Jersey-based Windsor Lake Estates, L.L.C. -- aka
Ashdown Forest Estates, LLC; Fox Chase at Sparta, L.L.C.; and The
Estates at Fox Hollow Lake -- filed for Chapter 11 bankruptcy
protection on December 21, 2010 (Bankr. D. N.J. Case No. 10-
49341).  Richard D. Trenk, Esq., at Trenk, Dipasquale, Webster, Et
Al, serves as the Debtor's bankruptcy counsel.  According to its
schedules, the Debtor disclosed $93,116 in total assets and
$4,918,129 in total debts as of the Petition Date.


WJO INC: Organizational Meeting to Form Panel on Jan. 12
--------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on January 12, 2011, at 3:00 p.m.
in the bankruptcy case of WJO, Inc.  The meeting will be held at
the Office of the United States Trustee, 833 Chestnut Street,
Suite 501, Philadelphia, PA 19107.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Bristol, Pennsylvania-based WJO, Inc., operates six family
practices located in Newtown, Bristol, Bensalem, Bustleton, South
Philadelphia, and Bethlehem, Pennsylvania and consists of Board
Certified Osteopathic Physicians specializing in Family Medicine.

WJO filed for Chapter 11 bankruptcy protection on November 15,
2010 (Bankr. E.D. Pa. Case No. 10-19894).  Holly Elizabeth Smith,
Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin,
P.C., serve as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.


* Ambac Financial Tops List of Biggest Filers in 2010
-----------------------------------------------------
Ambac Financial Group, Inc. ranked first among 20 "biggest
corporate casualties of 2010," Rick Newman of U.S. News & World
related.  In its voluntary bankruptcy petition on November 8,
2010, AFG listed total assets of ($185.5 million) and total
liabilities of $1.6866 billion as of September 30, 2010.

"The biggest bankruptcy of the year was a company most Americans
have never heard of -- bond insurer Ambac -- and investors saw it
coming so far in advance that the markets barely reacted," Mr.
Newman wrote.  Mr. Newman related that AFG has been trying to
restructure its business in 2007, by expanding its more
conservative municipal-bond business.  The company finally filed
for bankruptcy in November 2010 -- the biggest filing of the
year, according to www.BankruptcyData.com.

Companies that made it to the top 20 of biggest bankruptcy filers
last year are A&P, Affiliated Media, American Media, Blockbuster,
Hummer, Innkeepers USA, Jennifer Convertibles, Loehmann's, Mesa
Air, Metro-Goldywn-Mayer, Mercury, Movie Gallery, Newsweek,
Oriental Trading Company, Penton Media, Pontiac, Swoozie's, Uno
Restaurant Holdings and Urban Brands, the blog added.


* Business Bankruptcies Fall in 2010, Total Filings Remain High
---------------------------------------------------------------
Dow Jones' Small Cap reports that the number of businesses
declaring bankruptcy last year fell for the first time since
bankruptcy laws were overhauled in 2005.


* Early Buybacks Leave Unsecured Bondholders Less Protected
-----------------------------------------------------------
Carrick Mollenkamp and Matt Wirz, writing for The Wall Street
Journal, report that dozens of high-yield borrowers slipped terms
into their bond documents last year allowing them to prepay up to
10% of their bonds annually at 103 cents on a dollar.  That means
that a bond trading at 110 cents on the dollar, as a number of
corporate bonds are these days, can be retired at a discount,
sticking bondholders with losses.

According to the Journal, New York credit-research firm Covenant
Review LLC said just a few companies used the provision in 2009.
But last year, at least 57 U.S. and Canadian secured-bond deals --
more than one-third of all secured deals -- included the
provision.  The Journal relates that while prepayment covenants
initially appeared only in secured deals backed by hard assets, a
handful of companies have introduced the language in unsecured
bonds that would leave holders far less protected in a bankruptcy.

According to the Journal, investors are starting to feel the
impact of the new trend.  The Journal points out that on Nov. 17,
Lyondell Chemical Co. in Houston said it would redeem 10% of two
secured bonds it sold in April with the early-buyback clauses,
retiring a total of about $275 million of notes.  According to the
report, Covenant Review said the redemptions of the two series of
bonds stuck investors with a loss of about $20 million,
representing about 7% of the market value of the bonds redeemed.

The report notes a Lyondell spokesman said the redemption was
priced into the April 2010 sale of the junk bonds and investors
knew the redemption was likely to be used.

The Journal cites other companies that adopted the buyback option:

     -- HealthSouth Corp.

        According to the Journal, Doug Coltharp, finance chief of
        the Birmingham, Ala., health-care company, said in an
        e-mail the buyback option was included in $525 million of
        bonds it sold in late September for the flexibility to
        prepay debt at a price it Deems reasonable for the company
        and investors.  "The Terms -- including the call
        protection -- were fully disclosed to the investors in
        advance," Mr. Coltharp said.  "Each investor made their
        own decision to buy the bonds with this knowledge in
        hand."

        The Journal says while yield-hungry fund managers
        swallowed their reservations and accepted those terms from
        HealthSouth, a generally well-regarded borrower rated
        B+/B2, they have yet to give weaker companies the same
        concession.

     -- Nortek Inc.

        The Journal relates that the heating, ventilation and air
        conditioning equipment maker based in Providence, R.I., in
        November yanked a proposed 10% prepayment option from a
        $250 million bond rated CCC+/Caa2 amid investor pushback,
        according to Standard & Poor's Leveraged Commentary and
        Data.

        "Indenture provisions are a result of various discussions
        and negotiations, and to comment on any one provision in
        isolation wouldn't be appropriate," the Journal quotes
        Nortek Treasurer Edward Cooney as saying.

        The Troubled Company Reporter ran a story on S&P's ratings
        issue on November 15, 2010.

     -- Interface Inc., an Atlanta maker of carpet tile.

According to the Journal, Covenant Review stated in a December
report that the companies' move "is becoming a serious dilemma for
bondholders."  Covenant Review said, "Any company whose bonds are
trading at a healthy premium and has this alternative available
could announce a redemption at any time, which would cause the
bonds to trade down."

The Journal also reports various advisory firms' reaction:

     -- Arthur Calavritinos, manager of the John Hancock High
        Yield Fund, said the early-buyback options aren't all bad
        for bondholders.  He said regardless of what price the
        borrowers pay for the debt they retire early, they are
        reducing their debt loads, improving the underlying
        leverage metrics.

     -- George Goudelias, a portfolio manager at Seix Investment
        Advisors, said he usually opposes the 10% prepayment
        covenant in new deals, but its proliferation in 2010 shows
        borrowers' growing power as demand for junk debt outstrips
        supply.  He also said that, for stable companies
        generating strong cash flow, it is preferable for
        bondholders to let management buy back debt cheaply rather
        than repurchase stock or pay out dividends to
        shareholders.

     -- James Keenan, head of leveraged finance at BlackRock Inc.,
        said while standard in leveraged-loan documents, the
        prepayment covenants didn't appear regularly in bonds
        until early 2009, when the loan market essentially shut
        down.  Mr. Keenan said unsecured creditors recover little
        in the event of a default compared to their secured
        counterparts.

NTK Holdings Inc., the parent company of Nortek Holdings and
Nortek Inc., and various affiliates filed for Chapter 11 with a
prepackaged plan accepted by all impaired creditors on October 21,
2009 (Bankr. D. Del. Case No. 09-13611).  The Company tapped
Blackstone Group and Weil, Gotshal & Manges to aid in its
restructuring effort.  Mark D. Collins, Esq., at Richards Layton &
Finger P.A., served as local counsel.  Epiq Bankruptcy Solutions
served as claims and notice agent.

Nortek, Inc. and its affiliated domestic companies completed their
financial restructuring and emerged from bankruptcy mid-December
2009.  The emergence, which came only 57 days after the filing of
a prepackaged plan of reorganization, follows confirmation of the
plan on December 4, 2009 by Judge Kevin J. Carey.

LyondellBasell Industries' U.S. operations, led by Lyondell
Chemical Co., and one of its European holding companies -- Basell
Germany Holdings GmbH -- filed voluntary petitions to reorganize
under Chapter 11 of the U.S. Bankruptcy Code on January 6, 2009,
to facilitate a restructuring of the company's debts.  The case is
In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case
No. 09-10023).  Seventy-nine Lyondell entities filed for Chapter
11. Luxembourg-based LyondellBasell Industries AF S.C.A.  and
another affiliate were voluntarily added to Lyondell Chemical's
reorganization filing under Chapter 11 on April 24, 2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity.


* FDIC Seeks $2.5 Billion from Executives of Failed Banks
---------------------------------------------------------
The Federal Deposit Insurance Corp. said yesterday that as of mid-
December it had authorized lawsuits against 109 directors and
officers of failed financial institutions in an effort to recover
nearly $2.5 billion, American Bankruptcy Institute reports.


* Eight Butler Rubin Lawyers Named as 2011 Illinois Super Lawyers
-----------------------------------------------------------------
Butler Rubin founding partner James Rubin has been named to the
list of the Top 100 Illinois Super Lawyers for the third
consecutive year.

Seven additional Butler Rubin attorneys have been named as 2011
Illinois Super Lawyers for excellence in their area of practice
including: Ira J. Belcove (Business Litigation), James A. Morsch
(Antitrust Litigation), Gerald F. Munitz (Bankruptcy &
Creditor/Debtor Rights), Gerald G. Saltarelli (Business
Litigation), Mark A. Schwartz ("Rising Star" -- Business
Litigation), Teresa Snider (Insurance Coverage) and Neal L. Wolf
(Bankruptcy & Creditor/Debtor Rights).

Super Lawyers annually lists outstanding lawyers from more than 70
practice areas who have attained a high degree of peer recognition
and professional achievement.  Polling, research and selection are
performed by Law & Politics, a publication of Key Professional
Media, Inc.  Law & Politics has been publishing legal magazines
since 1990 and Super Lawyers since 1991.  More information about
Super Lawyers and its selection process is available at
http://www.superlawyers.com/

Formed in 1980, Chicago-based Butler Rubin has established itself
as a well-known litigation boutique assisting clients nationally
and internationally in the core practice areas of reinsurance and
commercial litigation, including antitrust, competition law and
opt-out antitrust litigation; business reorganization, bankruptcy
and insolvency; class action; and products liability and mass tort
matters.


* BOOK REVIEW: Inside Investment Banking, Second Edition
--------------------------------------------------------
Author:  Ernest Bloch
Publisher: BeardBooks,
Softcover: 430 pages
List Price: $34.95
Review by Henry Berry

Even though Bloch states that "no last word may ever be written
about the investment banking industry," he nonetheless has written
a timely, definitive book on the subject.

Bloch wrote Inside Investment Banking book after discovering that
no textbook on the subject was available when he began teaching a
course on investment banking.  Bloch's book is like a textbook,
though one not meant to be restricted to classroom use.  It's a
complete, knowledgeable study of the structure and operations of
the field of investment banking.  With a long career in the field,
including work at the Federal Reserve Bank of New York, Bloch has
the background for writing the book.  He sought the input of many
of his friends and contacts in investment banking for material as
well as for critical guidance to put together a text that would
stand the test of time.

While giving a nod to today's heightened interest in the
innovative securities that receive the most attention in the
popular media, Inside Investment Banking concentrates for the most
part on the unchanging elements of the field.  The book takes a
subject that can appear mystifying to the average person and makes
it understandable by concentrating on its central processes,
institutional forms, and permanent aims.The author shows how all
aspects of the complex and ever-changing field of investment
banking, including its most misunderstood topic of innovative
securities, leads to a "financial ecology" which benefits business
organizations, individual investors in general, and the economy as
a whole.  "[T]he marketplace for innovative securities becomes,
because of its imitators, a systematic mechanism for spreading
risk and improving efficiency for market makers and investors,"
says Bloch.

For example, Bloch takes the reader through investment banking's
"market making" which continually adapts to changing economic
circumstances to attract the interest of investors.  In doing so,
he covers the technical subject of arbitrage, the role of the
venture capitalist, and the purpose of initial public offerings,
among other matters.  In addition to describing and explaining the
abiding basics of the field, Bloch also takes up issues regarding
policy (for example, full disclosure and government regulation)
that have arisen from the changes in the field and its enhanced
visibility with the public.  In dealing with these issues, which
are to a large degree social issues, and similar topics which
inherently have no final resolution, Bloch deals indirectly with
criticisms the field has come under in recent years.

Bloch cites the familiar refrain "the more things change, the more
they remain the same" and then shows how this applies to
investment banking.  With deregulation in the banking industry,
globalization, mergers among leading investment firms, and the
growing number of individuals researching and trading stocks on
their own, there is the appearance of sweeping change in
investment banking.  However, as Inside Investment Banking shows,
underlying these surface changes is the efficiency of the market.
Anyone looking for an authoritative work covering in depth the
fundamentals of the field while reflecting both the interest and
concerns about this central field in the contemporary economy
should look to Bloch's Inside Investment Banking.

After time as an economist with the Federal Reserve Bank of New
York, Ernest Bloch was a Professor of Finance at the Stern School
of Business at New York University.



                           *********

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 by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases by individuals and business entities estimating
assets and debts or disclosing assets and liabilities at less than
$1,000,000.  The list includes links to freely downloadable images
of the small-dollar business-related 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 2011.  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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