TCR_Public/110121.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 21, 2011, Vol. 15, No. 20

                            Headlines

4 DE LLC: Case Summary & 3 Largest Unsecured Creditors
5TH AVENUE: Can Enter into Premium Insurance Agreement with AFCO
5TH AVENUE: Court Sets March 8 as Claims Bar Date
AEI: Likely to Repay Debt After Asset Sale, Fitch Says
AFFINION GROUP: $125MM Payment Cues Moody's to Affirm 'B2' Rating

AIG BAKER: Can Use Cash Collateral of Wells Fargo Until March 14
AIG BAKER: Files Schedules of Assets and Liabilities
AIG BAKER: Sec. 341 Meeting of Creditors Set for February 8
ANDERSON PHYSICAL: Case Summary & 20 Largest Unsecured Creditors
APPLESEED'S INTERMEDIATE: Gets Court Approval of First Day Motions

APPLESEED'S INTERMEDIATE: Updated Chapter 11 Case Summary
AREK FRESSADI: Files for Chapter 11 to Stop Foreclosure
BEDMINSTER MEDICAL: Case Summary & 4 Largest Unsecured Creditors
BEST ENERGY: Gad Morris Discloses 26% Equity Stake
BLACK DIAMOND: Dist. Ct. Has Jurisdiction of State-Law Claims

BLUEKNIGHT ENERGY: Says Vitol Deal Avoided Bankruptcy
BORDERS GROUP: Ackman Could Lose 100% of Investment in Bankruptcy
BRIARWOOD CAPITAL: Ch. 11 Trustee Retains FWTRL as Counsel
C E DAVIS: Case Summary & 6 Largest Unsecured Creditors
CABI NEW RIVER: Gets Court's Interim Nod to Use Cash Collateral

CANO PETROLEUM: Has "Reasonable Demonstration" for NYSE Compliance
CARGO TRANSPORTATION: Asks for Court's Nod to Use Cash Collateral
CARGO TRANSPORTATION: Section 341(a) Meeting Scheduled for Feb. 14
CARGO TRANSPORTATION: Wants to Obtain DIP Financing From Advance
CCO HOLDINGS: Moody's Puts 'B2' Rating on $250MM Add-On to Notes

CEDAR FUNDING: Hearing to Confirm Liquidation Plan on Feb. 17
CELL THERAPEUTICS: Investor Buys up to $25MM of Preferred Stock
CEMTREX INC: Gruber & Company Raises Going Concern Doubt
CLEAN DIESEL: Unit Obtains Bank Forbearance Until Feb. 14
CLEARWIRE CORP: Benjamin Wolff Has 500 Shares of Common Stock

CLEARWIRE CORP: Board Names Western Wireless Ex-CEO as New Chair
COMCAM INTERNATIONAL: Files Amended Form 10-K for 2009
COMCAM INTERNATIONAL: Files Amended 10-Q for September 30 Quarter
CONSOLIDATED HORTICULTURE: Creditors Request Right to Sue Lender
CONSTAR INT'L: Organizational Meeting to Form Panel on Jan. 25

CONSTAR INC: Receives Interim Approval of $38 Million Loan
CORBIN PARK: Has Until February 1 to File Chapter 11 Plan
CROSS BORDER: B. Heidelberg Acquires 25,000 Common Shares
CROWN AMERICAS: Stable Cash Flow Cues Fitch's BB- Rating on Notes
CROWN AMERICAS: Moody's Puts 'Ba3' Rating on New Sr. Unsec. Notes

CROWN CORK: Moody's Holds 'Ba2' Corp. Family Rating; Outlook Pos.
DAYTON OAKS: Disclosure Statement Due January 24
DYNAMIC BUILDERS: Plan Filing Deadline Extended to January 31
EAGLES NEST: High Debts Prompt Chapter 11 Bankruptcy Filing
ECOSPHERE TECH: Names C. Vinick as Chief Executive Officer

EMIVEST AEROSPACE: Seeks $19 Million Sale to Mystery Buyer
ENERJEX RESOURCES: Terminates Services Agreement with J&J
FAIRFAX CROSSING: Court Extends Plan Filing Deadline to Feb. 24
FINEST HEARTH: Files For Chapter 7 Bankruptcy
FIRST SECURITY: Stock Regains Compliance With Nasdaq

FOOTSTAR INC: Affiliates to Acquire CPEX Pharma for $76.6MM
FRESNO PACIFIC: Bankruptcy Filing Fails to Halt Auction
FRESNO PACIFIC: Case Summary & 13 Largest Unsecured Creditors
GENERAL GROWTH: Asks for Final Decree Closing 382 Ch. 11 Cases
GENERAL GROWTH: Files 2nd Post-Confirmation Status Report

GENERAL GROWTH: Objects to Wilmington Trust Request for Fees
GENERAL MARITIME: To Sell 3 Vessels for $61.7MM to Repay Debt
GENERAL MOTORS: CEO Said to Be Impatient With Opel Progress
GENERAL MOTORS: Reshuffles Management Anew
GENERAL MOTORS: B. Kidwell Wants King & Spalding Sanctioned

GENERAL MOTORS: Fee Examiner Retention Order Amended
GENERAL MOTORS: Proposes to Reject DTE Pontiac Utility Pact
GENERAL MOTORS: Wiesjahn & Sand Propose to File Late Claim
GLOBAL CAPACITY: Pivotal Group Acquires $65-Million Debt
GLOBAL ENTERTAINMENT: Posts $464,000 Net Loss in Nov. 30 Quarter

GREAT ATLANTIC & PACIFIC: Schedules Deadline Extended to Feb. 15
GREAT ATLANTIC & PACIFIC: Wins Nod to Pay Sales & Use Taxes
GREAT ATLANTIC & PACIFIC: Wins Nod to Reject 73 Store Leases
GREAT ATLANTIC & PACIFIC: Wins Nod to Reject 25 Store Leases
GREAT ATLANTIC & PACIFIC: Has OK for Ordinary Course Professionals

GREENWOOD RACING: Moody's Keeps B2 Rating, Notes of Debt Maturity
GUAM POWER: Moody's Holds Ba1 Rating on Subordinated Revenue Bonds
HARRISBURG, PA: Mayor Calls Budget Dangerous But Lets it Pass
HARRY & DAVID: Taps Advisors, Warns of Covenant Non-Compliance
HERCULES OILFIELD: Case Summary & 20 Largest Unsecured Creditors

H.M. BUCKLEY: Case Summary & 20 Largest Unsecured Creditors
HSH DELAWARE: Wins Confirmation of Chapter 11 Plan
ICOP DIGITAL: To Seek Chapter 11 Protection
INERGY LP: Moody's Puts 'Ba3' Rating on Proposed $700 Mil. Notes
INFOLOGIX INC: Completes Merger With Stanley Black Unit

INFOLOGIX INC: Max. Amount of Hercules Loan Increased to $12.7MM
INFOLOGIX INC: Terminates Form S-3 Registration Statements
INFOLOGIX INC: Terminates Form S-8 Registration Statements
INNKEEPERS USA: Has March 8 Hearing Date on Sale Process
INSIGHT HEALTH: Wants to Sell Medical Imaging Centers for $6.6MM

IRVINE SENSORS: Annual Meeting Tentatively Set for March 9
ISTAR FIN'L: Will Be Able to Fully Pay Creditors, CEO Says
J&M ENTERPRISES: Voluntary Chapter 11 Case Summary
JAX LODGING: Case Summary & 20 Largest Unsecured Creditors
JAYHAWK ENERGY: BehlerMick PS Raises Going Concern Doubt

JETBLUE AIRWAYS: Errors Spotted in Financial Statements
JOSEPH-BETH BOOKSELLERS: Closes Davis-Kidd Bookstore
JUST PLUMBING: Case Summary & 20 Largest Unsecured Creditors
KURRANT MOBILE: Inks 3-Month Services Agreement With Bob Abitbol
KURRANT MOBILE: Inks 3-Month Services Agreement With Trilogy

K-V PHARMACEUTICAL: FDA Review on Gestiva Ongoing
LA JOLLA PHARMACEUTICAL: Board OKs BDO USA as Accountant
LAKE ELSINORE: Case Summary & 9 Largest Unsecured Creditors
LAX ROYAL: Voluntary Chapter 11 Case Summary
LOCATION BASED TECH: Posts $876,200 Net Loss in Nov. 30 Quarter

LOUISVILLE ORCHESTRA: Musicians' Deal Intact Until May 31
LOUISVILLE ORCHESTRA: Musicians Form New Organization
MAGIC BRANDS: Submits Liquidating Chapter 11 Plan
MAGPIE ISLAND: Case Summary & 5 Largest Unsecured Creditors
MAKKAR ATHLETICS: BDO Canada Invites Offers for Assets

MANSIONS AT HASTINGS: Trustee Unable to Form Creditors' Committee
MARGAUX ORO: Files for Chapter 11 After Default Declared
MCCLATCHY COMPANY: Gives $49.6MM Real Estate to Pension Plan
MCDONAGH CHRYSLER: Case Summary & 20 Largest Unsecured Creditors
MESA AIR: Court Confirms Plan of Reorganization

MOLECULAR INSIGHT: Wins Court Approval of $45 Million Savitr Deal
MOO TOWN: Files Schedules of Assets and Liabilities
MOO TOWN: Obtains Interim Permission to Borrow $85,000 from BOTW
MORGANS HOTEL: Eliminates $10.5 Million of Consolidated Debt
MOSDOS CHEFETZ: Case Summary & 18 Largest Unsecured Creditors

MS EASTCHESTER: Case Summary & 16 Largest Unsecured Creditors
NAVISTAR INT'L: To Webcast Analyst Day on January 25
NEXPRISE, INC.: Case Summary & 21 Largest Unsecured Creditors
NORTEL NETWORKS: $125MM in Bonds Traded Tuesday; IP Sale Pending
NORTHWESTERN STONE: Wants to Pay Wages from Cash Collateral

NOVELL INC: Moody's Puts B1 Ratings on Proposed Debt Facilities
NUVILEX INC: Posts $134,300 Net Loss in July 31 Quarter
NYC OFF-TRACK: Unions Forms Plan to Recoup Payments to Tracks
ORLEANS HOMEBUILDERS: Moody's Assigns 'Caa1' Corp. Family Rating
PACIFIC MESA: Plan Outline Approved; Conf. Hearing on Feb. 24

PRISZM INCOME: Reaches Forbearance & Short-Term Financing Deal
PROGEAR HOLDINGS: Adams Golf Wins Auction for Yes! Golf
PUBLIC MEDIA: Posts $3.2 Million Net Loss in November 30 Quarter
QUANTUM CORP: Moody's Ups Corp. Credit Rating to B2; Outlook Pos.
R&G FINANCIAL: Exclusive Plan Filing Period Extended to Mar. 1

R & G ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
RIVERVIEW DEVELOPMENT: Case Summary & 9 Largest Unsec Creditors
ROYAL HOSPITALITY: Has Until March 17 to File Chapter 11 Plan
RS & JS: Voluntary Chapter 11 Case Summary
RYLAND GROUP: Ends Employment of Keith Bass as President

SAFETY-KLEEN: Moody's Puts B1 Rating on Sr. Sec. Credit Facilities
SCANWOOD CANADA: To Slash 14 Jobs But Won't File Bankruptcy
SCHUTT SPORTS: Barliant Named to Mediate Riddell Dispute
SHERWOOD INVESTMENTS: Scottish Bank Suit Stays in M.D. Fla.
SK HAND: Court Converts Case to Chapter 7 Liquidation

SMART & FINAL: Moody's Puts 'B3' Rating on $278 Million Loan
SMART-TEK SOLUTIONS: Inks Marketing Agreements in Florida
SPRINGFIELD LANDMARKS: Has Until April 29 to File Exit Plan
STANADYNE HOLDING: Moody's Confirms 'Caa1' Corporate Family Rating
STONE & STANT: Case Summary & 20 Largest Unsecured Creditors

STRATEGIC AMERICAN: Accepts Resignation of R. Reneau as Chairman
STRATEGIC AMERICAN: To Acquire Assets in South Texas for $9.9MM
SUMMIT ENTERTAINMENT: Moody's Puts B1 Rating on Sr. Secured Loans
SUPERVALU INC: Fitch Cuts Issuer Default Rating to 'B+'
SUSPECT DETECTION: Amends 2009 Annual Report to Correct Errors

SYNTERRA 3020: Asks for Court's Permission to Use Cash Collateral
SYNTERRA 3020: Taps Ciardi Ciardi as Bankruptcy Counsel
TAI PACIFIC: Case Summary & 20 Largest Unsecured Creditors
TARGA RESOURCES: Moody's Puts B1 Rating on Proposed $250MM Notes
TASTY BAKING: Extends Credit Facility Waiver Until June 30

TECHNICAL ASSOCIATES: Case Summary & 20 Largest Unsec. Creditors
TOWERCO FINANCE: Moody's Puts Ba3 Rating on New Sr. Sec. Facility
TRAVELSTAR INC: Chapter 7 Trustee Sues Owners to Recoup Payments
TRI-CITIES FAST: Blames Erosion of Economy for Bankruptcy Filing
TRONOX INC: Judge Approves $270-Mil. Environmental Settlement

TRONOX INC: Settlement Opens Door for Implementing Plan
TWAIN CONDOMINIUMS: Amends List of 20 Largest Unsecured Creditors
TWAIN CONDOMINIUMS: Seeks to Employ Gordon Silver as Counsel
VALLE TOLIMA: Case Summary & 20 Largest Unsecured Creditors
VALLEJO, CA: Disclosure Statement Hearing on March 9

VICTOR VALLEY: Seeks April 11 Extension of Plan Filing Deadline
VILICA LLC: Files List of 20 Largest Unsecured Creditors
VILICA LLC: Seeks to Employ Stephen T. Davies as Counsel
WASHINGTON MUTUAL: Equity Committee Wants Appeal From Settlement
WASTE2ENERGY: Fails to Pay $115,000 Under Convertible Debentures

XODTEC LED: Notifies Late Filing of November Quarterly Report
YUCCA GROUP: Court Sets Feb. 15 as Claims Bar Date

* Bank Errors Uncovered in Consumer Bankruptcies, Foreclosures
* Mayors of U.S. Cities Promise to Avoid Defaults & Bankruptcy

* Dawn Gideon Joins Huron Consulting a Managing Director
* Joseph Callister Joins the Wick Phillips Litigation Team

* BOOK REVIEW: Learning Leadership - The Abuse of Power in
               Organizations

                            *********

4 DE LLC: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------
Debtor: 4 DE, LLC
        P.O. Box 410
        La Pine, OR 97739

Bankruptcy Case No.: 11-30373

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       District of Oregon

Judge: Elizabeth L. Perris

Debtor's Counsel: Louis B. Dvorak, Esq.
                  64680 Horseman Lane
                  Bend, OR 97701
                  Tel: (541) 382-2553
                  Fax: (541) 382 4565
                  E-mail: louis@ykwc.net

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/orb11-30373.pdf

The petition was signed by Alan Eugene DeAtley, sole member.


5TH AVENUE: Can Enter into Premium Insurance Agreement with AFCO
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
entered on January 13, 2011, an order approving the motion of 5th
Avenue Partners, LLC, to enter into an insurance premium finance
agreement with AFCO (Credit or Acceptance) Corp.  Under the
Agreement the total amount of premiums to be financed by AFCO will
be $84,775.

The policy will bear total premiums of $132,923.  The Debtor will
make a down payment of $48,148, with the balance of $84,775 to
paid in 7 monthly installments of $12,282, for a total of $85,975
(financed amount of $84,775 plus a finance charge of $1,200).

Pursuant to the Debtor's proposed commercial insurance policy, the
Debtor's insurance coverage limits for commercial general
liability, including products and completed operations liability
insurance, will be $1 million per occurrence.  The Agreement
identifies the insurance companies as Affiliate FM Insurance
Company, Insurance Company of the West, and Chartis Specialty
Insurance Company.  The Effective Date of the Policies will be
December 1, 2010.

AFCO is granted a first and only priority security interest in (i)
any and all unearned premiums and dividends which may become
payable under the financed insurance policies for whatever reason
and (ii) loss payments which reduce the unearned premiums, subject
to any mortgagee or loss payee interests.

In the event the Debtor defaults upon any of the terms of the
Agreement, AFCO is authorized to exercise all of its rights
without first securing an order of the Bankruptcy Court, including
canceling all insurance policies listed on the Agreement or any
amendment thereto, and receive and apply all unearned insurance
premiums to the account of the Debtor.

In the event the Debtor defaults in the repayment of the financed
amount and the security provided to AFCO is not sufficient to
repay AFCO in full, AFCO will be provided an administrative
expense claim for any shortfall by the Debtor on the repayment of
the financed amount.

In its motion, the Debtor discloses that it has been unable to
locate any source of unsecured premium financing.  However, the
Debtor has been able to locate secured premium financing for the
unpaid premiums for the policy through AFCO.

A copy of the Premium Finance Agreement is available for free at:

  http://bankrupt.com/misc/5thAvenue.PremiumFinanceAgreement.pdf

                    About 5th Avenue Partners

Newport Beach, California-based 5th Avenue Partners, LLC, owns and
operates Se San Diego Hotel, a premier luxury boutique hotel
located in downtown San Diego's financial district.  The Hotel
offers 184 guestrooms, including 37 suites and three penthouse
suites, a 5,500-square foot spa, one restaurant, a rooftop
bar and lounge, approximately 20,000 square feet of banquet space
and meeting rooms, a rooftop outdoor pool, and a fitness center.
Within the Hotel structure are 23 unsold condominium units.
The Debtor also owns a 31,000 square foot building adjacent to the
Hotel, which is home to San Diego's House of Blues.  In addition
to being the landlord of House of Blues San Diego, LLC, the Debtor
is a party to a profit participation agreement with House of
Blues, whereby they share 50% of all profits generated by House of
Blues.  The Debtor currently employs approximately 224 persons.

5th Avenue filed for Chapter 11 protection (Bankr. C.D. Calif.
Case No. 10-18667) on June 25, 2010.  Marc J. Winthrop, Esq.,
Garrick A. Hollander, Esq., and Payam Khodadadi, Esq., at Winthrop
Couchot PC, in Newport Beach, California, assist the Debtor in its
restructuring effort.  The Company estimated $10 million to
$50 million in total assets and $50 million to $100 million in
total debts as of the Petition Date.


5TH AVENUE: Court Sets March 8 as Claims Bar Date
-------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
set March 8, 2011, as deadline for creditors of 5TH Avenue
Partners LLC to file proofs of claim.  All claims must be sent to:

     The U.S. Bankruptcy Court for the Central
     District of California
     411 West Fourth Street
     Santa Ana, California 92701

Newport Beach, California-based 5th Avenue Partners, LLC, filed
for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-18667)
on June 25, 2010.  Marc J. Winthrop, Esq., at Winthrop Couchot PC,
in Newport Beach, California, assists the Company in its
restructuring effort.  The Company estimated $10 million to
$50 million in total assets and $50 million to $100 million in
total debts as of the Petition Date.


AEI: Likely to Repay Debt After Asset Sale, Fitch Says
------------------------------------------------------
Following the disclosure of AEI's assets sale, the company is
expected to use the proceeds to pre-pay all the holding company's
financial obligations, which as of Sept. 30, 2010 were
approximately $1 billion.  The outstanding balance of the proceeds
may be used to pay dividends, since the company has not been able
to provide liquidity to its shareholders.

Proceeds from the sale of assets, which according to the company
could amount up to $4.8 billion, will be sufficient to cover the
company's debt.  As of Sept. 30, 2010, AEI's parent company debt
was composed of a $861 million senior secured term loan due 2014
and $188 million of payment in-kind (PIK) notes due 2018.  Under
the terms of the syndicated loan, the company is required to make
a mandatory prepayment of its debt in case of significant
subsidiaries divestures if proceeds are not reinvested.

The company is currently revising its business strategy. AEI's
remaining assets are, for the most part, electricity generation
plants and other projects located in countries with speculative
grade ratings.  This implies a more volatile and higher risk cash
flow generation for the holding company, which could negatively
affect the company's credit quality depending on the ensuing
capital structure.

AEI's Issuer Default Rating (IDR), term loan and revolving credit
facilities ratings remain at 'BB' with a Positive Rating Outlook
pending further developments.


AFFINION GROUP: $125MM Payment Cues Moody's to Affirm 'B2' Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed Affinion Group Holdings, Inc.'s
B2 corporate family rating following the announcements that it was
paying a dividend of approximately $125 million, repurchasing
about $41.2 million preferred stock of Affinion Group Holdings,
Inc., and acquiring Webloyalty Holdings, Inc.  At the same time,
Moody's has downgraded the company's speculative grade liquidity
rating to SGL-2 from SGL-1. The outlook is stable.

Moody's expects that the dividend will be funded solely with
existing cash holdings estimated to be about $189 million as of
Sept. 30, 2010, and an incremental draw off the company's
revolving credit facility to fund the preferred stock redemption.
Moody's previously included the preferred stock in its debt
calculations and therefore, expects the debt financed repurchase
to be leverage neutral.  The downgrade of Affinion's speculative
grade liquidity rating to SGL-2 reflects the company's lower cash
balance going forward and reduced availability under its revolving
credit facility.

Webloyalty provides e-commerce sites with solutions for generating
incremental revenue by driving traffic, minimizing site and
shopping cart abandonment, offering alternative payment methods,
cross-selling additional merchandise and encouraging repeat
business.

The following instrument ratings and LGD assessments have been
affected:

Affinion Group Holdings, Inc.

Ratings Lowered:

  * Speculative Grade Liquidity Rating to SGL-2 from SGL-1;

Ratings Affirmed:

  * Corporate Family Rating, B2;
  * Probability of Default Rating, B2;
  * $325M senior unsecured notes due 2015, Caa1 (LGD6, 93%);

Affinion Group, Inc.

  * $165 million 5 year senior secured revolver, Ba2 (LGD2, 20%
    from LGD2, 18%);

  * $875 million 6 year senior secured term loan, Ba2 (to LGD2,
    20% from LGD2, 18%);

  * $475 million senior unsecured notes due 2018 at B3 (LGD4,
    60%);

  * $356 million senior subordinated notes due 2015, Caa1 (to
    LGD5, 81% from LGD5, 82%);

The B2 Corporate Family Rating reflects weak financial strength
metrics for the rating category, lower member counts in the North
American membership and supplemental insured product lines, and
the risk that a difficult economic environment could continue to
pressure consumer response rates to the company's product
offerings.  The ratings are supported by the company's large
member base, direct marketing expertise, track record of steady
financial performance and growth opportunities in international
markets.

The stable outlook incorporates expectations that Affinion will
continue to generate positive free cash flow and that credit
metrics will improve through EBITDA growth.  The stable outlook
also assumes Affinion will maintain adequate or better liquidity.

The rating outlook could be changed to positive if a sustained
improvement in profitability or debt reduction results in debt to
EBITDA of less than 5 times and free cash flow to debt of about
8%.

The ratings could be pressured by a material decline in
profitability resulting from (i) the loss of a top affinity
partner, (ii) a sharp decline in the member base, or (iii) the
failure to achieve growth in average revenue per member.  A debt-
financed dividend or recapitalization could also pressure the
ratings.  The ratings could be downgraded if Debt to EBITDA and
free cash flow to debt are sustained at over 6.5 times and below
2%, respectively.

Please see ratings tab on the issuer/entity page on Moodys.com for
the last rating action and the rating history

The principal methodologies used in rating Affinion Group Holdings
were Global Business & Consumer Service Industry published in
October 2010, and Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in June
2009.

Affinion is a leading provider of marketing services and loyalty
programs to many of the largest financial service companies
globally.  The company provides credit monitoring and identity-
theft resolution, accidental death and dismemberment insurance,
discount travel services, loyalty programs, various checking
account and credit card enhancement services.  Following the
completion of the acquisition, Apollo Management V, L.P.'s
ownership in Affinion Group Holdings, will be reduced to 70.4%
from 97%.  For the twelve months ended September 30, 2010, the
company reported revenue of approximately $1.4 billion.


AIG BAKER: Can Use Cash Collateral of Wells Fargo Until March 14
----------------------------------------------------------------
On January 6, 2011, the U.S. Bankruptcy Court for the Northern
District of Alabama entered its agreed final order authorizing AIG
Baker Tallahassee, LLC, and AIG Baker Tallahassee Communities,
LLC, to use cash collateral commencing January 6, 2011, through
the earlier of:

    (a) 5:00 p.m. (Birmingham time) on March 14, 2011,

    (b) the time when the Lender's consent to the Debtors' use of
        cash collateral is terminated pursuant to the terms of the
        Court Order, and

    (c) the effective date of any plan for either Debtor or both,
        as the case may be, or the effective date of the sale of
        substantially all of the assets of either Debtor.

The Debtors are indebted to Wells Fargo Bank, N.A., successor-by-
merger to Wachovia Bank, National Association, pursuant to two
separate mortgage loans dated February 21, 2007, and March 1,
2008, respectively.  As of the Petition Date, AIG Baker
Tallahassee Communities was indebted to the Lender in the
principal amount of not less than $41,227,773.  As of the Petition
Date, AIG Baker Tallahassee was indebted to the Lender in the
principal amount of not less that $44,119,41.

The Debtors' prepetition indebtedness is secured by substantially
all of the Debtors' existing and after acquired real and personal
property assets and the proceeds, rents, products, offspring, and
profits thereof, all of which has been pledged by the Debtors to
the Lender.  Pursuant to the Prepetition Agreements, the Lender
has security interest in, inter alia, the cash proceeds of the
prepetition collateral of the Debtors, which constitute cash
collateral of the Lender.

The Debtors may use cash collateral only in accordance with a
budget.

As adequate protection, the Lender is granted a first priority
security interest in all assets and property of each of the
Debtors and their respective individual estates, now existing or
hereafter acquired, and all proceeds thereof.

As further protection for the Lender's interests as of the
petition date in the prepetition collateral: (a) the Debtors will
pay on or before the tenth day of each month, all rents and other
amounts remaining after payment, or retention through accrual, of
the expenses set forth in the budget for the previous month, which
amounts will be applied against the prepetition indebtedness; and
(b) all proceeds of the sale, lease, disposition, or other
realization of the Collateral outside of the ordinary course of
business.

In addition to the foregoing, the Debtors will fully comply with
their obligations and will not breach any material representation
or warranty as set forth in the Prepetition Agreements.

                    About AIG Baker Tallahassee

Birmingham, Alabama-based AIG Baker Tallahassee, LLC, filed for
Chapter 11 bankruptcy protection on December 14, 2010 (Bankr. N.D.
Ala. Case No. 10-07353).  Lee R. Benton, Esq., at Benton &
Centeno, LLP, serves as the Debtor's bankruptcy counsel.  The
Debtor estimated its assets and debts at $50 million to
$100 million.

Affiliate AIG Baker Tallahassee Communities, LLC, filed a separate
Chapter 11 petition (Bankr. N.D. Ala. Case No. 10-07354).  It
estimated its assets and debts at $50 million to $100 million.

The Debtors own and manage two separate real estate projects.  The
real property owned by each Debtor constitutes "single asset real
estate," as defined in Section 101(51B) of the Bankruptcy Code.


AIG BAKER: Files Schedules of Assets and Liabilities
----------------------------------------------------
AIG Baker Tallahassee Communities, LLC, has filed with the U.S.
Bankruptcy Court for the Northern District of Alabama its
schedules of assets and liabilities, disclosing:

     Name of Schedule                 Assets       Liabilities
     ----------------               -----------   ------------
  A. Real Property                  $11,687,199
  B. Personal Property                      $13
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $40,898,524
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $238,517
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                         $4,065,256
                                    -----------    -----------
        TOTAL                       $11,687,212    $45,202,297

A copy of the Schedules of Assets and Liabilities is available for
free at http://bankrupt.com/misc/aigbaker.SAL.pdf

                    About AIG Baker Tallahassee

Birmingham, Alabama-based AIG Baker Tallahassee, LLC, filed for
Chapter 11 bankruptcy protection on December 14, 2010 (Bankr. N.D.
Ala. Case No. 10-07353).  Lee R. Benton, Esq., at Benton &
Centeno, LLP, serves as the Debtor's bankruptcy counsel.  The
Debtor estimated its assets and debts at $50 million to
$100 million.

Affiliate AIG Baker Tallahassee Communities, LLC, filed a separate
Chapter 11 petition (Bankr. N.D. Ala. Case No. 10-07354).  It
estimated its assets and debts at $50 million to $100 million.

The Debtors own and manage two separate real estate projects.  The
real property owned by each Debtor constitutes "single asset real
estate," as defined in Section 101(51B) of the Bankruptcy Code.


AIG BAKER: Sec. 341 Meeting of Creditors Set for February 8
-----------------------------------------------------------
The Bankruptcy Administrator for the Northern District of Alabama
will convene a meeting of the creditors of AIG Baker Tallahassee,
LLC, on February 8, 2011,  at 1:30 p.m. at the Robert S. Vance
Federal Building, located at 1800 5th Ave., Room 127, in
Birmingham, Alabama.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in the Debtor's bankruptcy case.

Attendance by the Debtor's creditors at the meeting is welcome
but not required.  The Sec. 341 meeting offers the creditors a
one-time opportunity to examine the Debtor's representative under
oath about its financial affairs and operations that would be
of interest to the general body of creditors.

                    About AIG Baker Tallahassee

Birmingham, Alabama-based AIG Baker Tallahassee, LLC, filed for
Chapter 11 bankruptcy protection on December 14, 2010 (Bankr. N.D.
Ala. Case No. 10-07353).  Lee R. Benton, Esq., at Benton &
Centeno, LLP, serves as the Debtor's bankruptcy counsel.  The
Debtor estimated its assets and debts at $50 million to
$100 million.

Affiliate AIG Baker Tallahassee Communities, LLC, filed a separate
Chapter 11 petition (Bankr. N.D. Ala. Case No. 10-07354).  It
estimated its assets and debts at $50 million to $100 million.

The Debtors own and manage two separate real estate projects.  The
real property owned by each Debtor constitutes "single asset real
estate," as defined in Section 101(51B) of the Bankruptcy Code.


ANDERSON PHYSICAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Anderson Physical Therapy Etc., PC
        1422 Liberty Street
        Franklin, PA 16323

Bankruptcy Case No.: 11-10096

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Erie)

Judge: Thomas P. Agresti

Debtor's Counsel: Michael Kaminski, Esq.
                  BLUMLING & GUSKY, LLP
                  1200 Koppers Building
                  436 Seventh Avenue
                  Pittsburgh, PA 15219-1425
                  Tel: (412) 227-2500
                  Fax: (412) 227-2050
                  E-mail: mkaminski@blumlinggusky.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/pawb11-10096.pdf

The petition was signed by Daniel Hauptman, president.


APPLESEED'S INTERMEDIATE: Gets Court Approval of First Day Motions
------------------------------------------------------------------
Appleseed's Intermediate Holdings LLC and each of its domestic
subsidiaries, which do business in the United States as "Orchard
Brands" received approval from the U.S. Bankruptcy Court for the
District of Delaware for the Company's "first day" motions that
will enable the Company's operations to proceed smoothly and
without interruption throughout its reorganization case.

Among the first day motions granted, Orchard Brands received
interim approval to access the Company's $140 million debtor-in-
possession financing provided by its current lenders and to use
its cash resources.  The Company also received approval to
continue to pay employees' salaries, wages, and benefits in the
ordinary course, and the Court confirmed the Company's ability to
pay vendors for post-petition goods and services.  In addition,
the Company received approval to allow all customer programs to
continue uninterrupted.

Neale Attenborough, Orchard Brands' Chief Executive Officer, said:
"We are pleased that the Court has promptly granted these motions,
which ensures the Company will be able to continue to operate
business as usual, and emerge from this process as quickly as
possible with a capital structure that will firmly position us for
long-term success."

As previously announced, the Company initiated voluntary chapter
11 reorganization proceedings on January 19, 2011 after reaching
agreement with over 80% of its first lien secured lenders and 100%
of its second lien secured lenders on the terms of a pre-arranged
plan of reorganization that will eliminate approximately $420
million of indebtedness and improve the Company's operating
flexibility.  Certain of the Company's secured lenders have also
agreed to invest $40 million of new capital through the chapter 11
plan.  The Company intends to move forward with the restructuring
on an expeditious basis and complete the restructuring process in
approximately three to four months.  The Company also secured a
commitment from its current lenders to provide up to $120 million
in exit financing to consummate its chapter 11 plan.

The Company is being advised by Kirkland & Ellis LLP, its legal
counsel, and Alvarez & Marsal and Moelis & Company, its financial
advisors.

The Company's ABL lenders are being advised by Winston & Strawn
LLP, as legal counsel, and FTI Consulting, as financial advisor.
The Company's first lien lenders are being advised by Sidley
Austin LLP, as legal counsel, and Loughlin Meghji + Company, as
financial advisor.  The Company's second lien lenders are being
advised by Kramer, Levin, Naftalis, & Frankel LLP, as legal
counsel, and Miller Buckfire & Co., as financial advisor.

                    About Orchard Brands

Based in Beverly, Massachusetts, Orchard Brands sells clothing to
people 55 and older.  Orchard Brands has 17 brands including
Appleseed's, Draper's & Damon's, Gold Violin, Haband and Norm
Thompson.  It publishes catalogs and has stores under its
Appleseed's and Draper's & Damon's brands.  It has annual sales of
about $1 billion and earnings before interest, taxes, depreciation
and amortization are about $50 million, sources said told
Bloomberg.

Golden Gate, a San Francisco-based private-equity firm that
manages $9 billion in capital, has invested in retailers such as
Express Inc., Eddie Bauer Holdings Inc. and Zale Corp.


APPLESEED'S INTERMEDIATE: Updated Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Appleseed's Intermediate Holdings LLC
         aka Appleseed's Intermediate Holdings, Inc.
         aka Orchard Brands
        30 Tozer Road
        Beverly, MA 01915

Bankruptcy Case No.: 11-10160

Debtor-affiliates filing separate Chapter 11 petitions:

     Entity                                    Case No.
     ------                                    --------
     Appleseed's Acquisition, Inc.             11-10161
     Appleseed's Holdings, Inc.                11-10162
     Arizona Mail Order Company, Inc.          11-10163
     Bedford Fair Apparel, Inc.                11-10164
     Blair Credit Services Corporation         11-10165
     Blair Factoring Company                   11-10166
     Blair Holdings, Inc.                      11-10167
     Blair International Holdings, Inc.        11-10168
     Blair LLC                                 11-10169
     Blair Payroll, LLC                        11-10170
     Draper's & Damon's Acquisition LLC        11-10171
     Draper's & Damon's LLC                    11-10172
     Fairview Advertising, LLC                 11-10173
     Gold Violin LLC                           11-10174
     Habank Acquisition LLC                    11-10175
     Haband Company LLC                        11-10176
     Haband Oaks, LP                           11-10177
     Haband Online, LLC                        11-10178
     Haband Operations, LLC                    11-10179
     Johnny Appleseed's, Inc.                  11-10180
     Linen Source Acquisition LLC              11-10181
     LM&B Catalog, Inc.                        11-10182
     Monterey Bay Clothing Company, Inc.       11-10183
     Norm Thompson Outfitters, Inc.            11-10184
     NTO Acquisition Corporation               11-10185
     Orchard Brands Insurance Agency LLC       11-10186
     Wintersilks, LLC                          11-10187

Type of Business: Orchard Brands sells clothing to people 55
                  and older.  Orchard Brands has 17 brands
                  including Appleseed's, Draper's & Damon's,
                  Gold Violin, Haband and Norm Thompson.  It
                  publishes catalogs and has stores under its
                  Appleseed's and Draper's & Damon's brands.

Chapter 11 Petition Date: January 19, 2011

Bankruptcy Court: U.S. Bankruptcy Court
                  District of Delaware (Delaware)

Bankruptcy Judge: Kevin Gross

Debtors'
Bankruptcy
Co-Counsel:       Domenic E. Pacitti, Esq.
                  KLEHR HARRISON HARVEY BRANZBURG LLP
                  919 Market Street
                  Suite 1000
                  Wilmington, DE 19801
                  Tel.: (302) 552-5511
                  Fax : (302) 426-9193
                  Email: dpacitti@klehr.com

Debtors'
Bankruptcy
Counsel:          KIRKLAND & ELLIS LLP

Debtors'
Investment
Banker &
Financial
Advisor:          MOELIS & COMPANY LLC

Debtors'
Restructuring
Advisors:         ALVAREZ & MARSHAL NORTH AMERICA, LLC

Debtors'
Independent
Auditors:         PRICEWATERHOUSECOOPERS LLP

Debtors'
Notice
and Claims
Agent:            KURTZMAN CARSON CONSULTANTS LLC

Estimated Assets: $100 million to $500 million

Estimated Debts: $500 million to $1 billion

The petition was signed by T. Neale Attenborough, chief executive
officer.

List of 50 Largest Unsecured Creditors:

Entity/Person                  Nature of Claim     Claim Amount
-------------                  ---------------     ------------
American Capital Financial      Bank Loan           $73,386,838
Services, Inc.
John Erickson
Two Bethesda Metro Center
14th Floor
Bethesda, MD 20814

RR Donnelly/Wallace             Trade Payable       $11,447,396
Thomas J. Quinlan III
111 South Wacker Drive
Chicago, IL 60606

Gould North America             Trade Payable        $7,188,448
Carl Matthews
11 Madison Ave.
New York, N.Y. 10010

FedEx                           Trade Payable        $6,607,411
Alan Graf
942 S. Shady Grove Rd.
Memphis, TN 38120

Harbour Regal Ltd Shanghai      Trade Payable        $1,635,895
Shanghai Foreign Trade
Enterprise
Pudong Co Ltd No 258-268
Jia Bang Road 141F Zi Yuan Bui
Shanghai, China

News America Marketing FSI      Trade Payable        $1,517,081
Joseph M. Borrow
20 Westport Road
Wilton, CA 06897

Wiseknit Factory Ltd.           Trade Payable        $1,500,913
7/F Kwong Loong Tai
Industrial Bldg.
1016-1018 Tai Nam Street
West, Lai Chi Koi
Kowloon, Hong Kong

Jack N. Bostwick                Employee Debt        $1,450,000
432 Holly St.
Laguna Beach, CA 92651

John S. Farmer                  Employee Debt        $1,450,000
P.O. Box 3872
Ketchum, ID 83340

Barrage                         Trade Payable        $1,376,404
David Hung
110 East 9th Street
Ste A453
Los Angeles, CA 90079

American Spirit LLC             Trade Payable        $1,174,854
Darren Carlson
801 Southeast 9th Street
Minneapolis, MN 55414

Protex                          Trade Payable          $825,948
Carl Jenkins
1771 Cardina Way
Hatfield, PA 19440

Allstate Can Corp.               Trade Payable         $721,076
Bob Cicco
1 Woodhollow Road
Pasippany, NJ 07054

Mackay Mitchell Envelope Co.     Trade Payable         $644,669
Tim Cheslak
2100 Elm St.
Minn, MN 55414

CCT Marketing LLC                Trade Payable         $579,416
Warren Golden
401 Hackensack Avenue
3rd Fl
Hackensack, NJ 07601

Holsted Marketing                Trade Payable         $561,806
Roy Rathburn
135 Madison Ave.
New York, NY 10016

Google Inc.                      Trade Payable         $554,077
Patrick Pichette
1600 Amphitheatre Pkwy.
Mountain View, CA 94043

Seasons Apparel, Inc.            Trade Payable         $542,761
Mitch Nichnowitz
10 Vetter Court, Suite 101
North Brunswick, NJ 08902

Nine West Footwear Corp.         Trade Payable         $537,611
Eric Dauwalter
1129 Westchester Ave.
White Plains, NY 10604

Eastman Footwear Group Inc.      Trade Payable         $527,258
Max Ben Mizrachi
34 West 33rd Street 7th Fl
New York, NY 1001

Propet USA Inc.                  Trade Payable         $509,101
Jack Hawkins
2415 W Valley Hwy N
Auburn, WA 98001

Merchandising Mfg Sourcing       Trade Payable         $472,798
Scott Kantrowitz
17100 Ventura Blvd.
Suite 217
Encino, CA 91316

Moka                             Trade Payable         $446,318
Andres Deujani
1407 Broadway, Ste 1701
New York, NY 10018

Lee Apparel, Inc.                Trade Payable         $427,957
Leonard Novick
4 Woodland Place
Port Washington, NY 11050

Style Asia Inc.                  Trade Payable         $397,609
Ricky Pamani
101 Moonachie Ave.
Moonachie, NJ 07074

Vishal Enterprises, Inc.         Trade Payable         $392,489
Mahesh Moorjani
226 West 37th St.,
5th Floor
New York, NY 10018

Tamex Harbour Regal Ltd.         Trade Payable         $369,890
Shanghai Foreign Trade
Enterprise
Pudong Co Ltd No 258-268
Jia Bang Road
141F Zi Yuan Bui
Shanghai, China

AARP                             Trade Payable         $366,023
A. Barry Rand
601 E St. NW
Washington, DC 20049

Valassis Communications          Trade Payable         $354,560
Alan F. Schultz
19975 Victor Parkway
Livonia, MI 48152

Granada Sales Corporation        Trade Payable         $347,962
Brad Zacharia
102-108 Madison Ave.
New York, NY 10016

Colorado Trading Company         Trade Payable         $347,043
Jeff Schmitt
1390 Lawrence Street
Suite 400
Denver, CO 80204

Howard Berger Co.                Trade Payable         $345,936
324 A Half Acre Rd
Crandberry, NJ 08516

Z-Ply Corporation                Trade Payable         $344,669
Timothy Chung
209 W 40th St., 6th Flr
New York, NY 10018

Classic Shoes Inc.               Trade Payable         $333,034
Morris Abboudi
160 Gregg St, Unit 7
Lodi, NJ 07644

Jobar International Inc.         Trade Payable         $320,066
Mitch Sussman
P.O. Box 5409
Carson, CA 90749

Pac Worldwide Corp.              Trade Payable         $317,575
Jeff Snow
15435 NE 92nd St.
Redmond, WA 98052

Fabri Tech Inc.                  Trade Payable         $315,572
Scott Brown
6719 Pineridge Ct.
Jenison, MI 49428

Knit Textiles                    Trade Payable         $310,522
No. 3A, Jalan Wawasan 16
Kawasan Perindustrian
Sri Gading
83300 Batu Paha
Johor, Malaysia

JoRo Fashions                    Trade Payable         $301,057
8780 NW 102nd St
Miami, FL 33178

Qwest Communications             Trade Payable         $297,050
Joseph J. Euteneuer
1801 California Street
Denver, CO 80202

Alfred Dunner Inc.               Trade Payable         $296,777
Peter Aresty
1411 Broadway
New York, NY 10018

Belardi/Ostroy                   Trade Payable         $288,881
Donna Belardi
16 West 22nd Street
11th Floor
New York, NY 10010

Buy Global Inc.                  Trade Payable         $283,441
Jeff Mansbach
530 Eagle Avenue
West Hempstead, NY 11552

Tien Hu Knittin Co (US) Inc.     Trade Payable         $283,120
Jane Chan
3996 San Pablo Ave.,
Suite# A&B
Emeryville, CA 94608

Experian Marketing Services      Trade Payable         $279,147
Victor Nichols
475 Anton Blvd.
Costa Mesa, CA 92626

Valassis Inserts                 Trade Payable         $277,912
Robert Recchia
19975 Victor Parkway
Livonia, MI 48152

Amerex Group Inc.                Trade Payable         $275,251
Ira Ganger
512 7th Ave., 9th Floor
New York, NY 10018

Easy Street Shoe Co.             Trade Payable         $268,941
Michael Sterczala
364 Route 108
Somersworth, NH 03878

Rees Associates Inc.             Trade Payable         $259,279
Steven Lundstrom
1800 SW 2nd Street
Des Moines, IA 50315

Auclair & Martineau Inc.         Trade Payable         $252,999
Xavier Leclercq
2277, Rue De La Faune, CP
89039, SUCC ST-EMILE
Quebec QCG3E 1S9


AREK FRESSADI: Files for Chapter 11 to Stop Foreclosure
-------------------------------------------------------
Arek Fressadi filed for Chapter 11 protection on Jan. 17, 2011
(Bankr. D. Ariz. Case No. 11-01161).

Linda Bentley at Sonoran News reports that Mr. Arek Fressadi
disclosed $317,416 in assets and $1.2 million in liabilities, with
more than half listed as unsecured nonpriority creditor claims.

Sonoran News recounts that on Jan. 7, Maricopa County Superior
Court Judge John Rea granted M&I Bank's motion for summary
judgment in its foreclosure action against Mr. Fressadi for his
property on School House Road, in Cave Creek, Arizona.

Tucson Attorney Jay K. Powell agreed to handle Mr. Fressadi's
bankruptcy proceedings for $10,000 with $5,000 paid in advance,
according to the report.

Mr. Fressadi, an independent contractor for 17 years, stated his
current monthly income as $1,600 and has included amongst his list
of personal property an unsold movie script valued at $100.


BEDMINSTER MEDICAL: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Bedminster Medical Plaza, LLC
        241 Molnar Drive
        Elmwood Park, NJ 07407

Bankruptcy Case No.: 11-11395

Chapter 11 Petition Date: January 18, 2011

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

Judge: Donald H. Steckroth

Debtor's Counsel: David A. Ast, Esq.
                  DAVID ALAN AST, P.C.
                  222 Ridgedale Ave., P.O. Box 1309
                  Morristown, NJ 07962-1309
                  Tel: (973) 984-1300
                  Fax: (973) 984-1478
                  E-mail: davidast@davidastlaw.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 four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb11-11395.pdf

The petition was signed by Dennis Ulversoy, managing member.


BEST ENERGY: Gad Morris Discloses 26% Equity Stake
--------------------------------------------------
In an amended Schedule 13D filing with the Securities and Exchange
Commission on January 14, 2011, Gad Morris disclosed that he
beneficially owns 11,990,576 shares of common stock of Best Energy
Services, Inc., representing 26% of the shares outstanding.  The
number of shares of the Company's common stock outstanding as of
November 18, 2010 was 36,617,809 shares.

As reported in Mr. Gad's Schedule 13D dated October 30, 2008,
Mr. Gad acquired 2,437,500 shares of common stock and 279,000
shares of preferred stock by the payment to the Company out of his
personal funds of $600,000, and by placing a certificate of
deposit with a financial institution as security to enable the
Company to obtain a line of credit.  In November, 2010, Mr. Gad
agreed to accept, in lieu of interest due him from the Company on
the certificate of deposit, an additional 2,713,667 shares of
common stock, and warrants to purchase an additional 5,427,334 of
common stock.  When added to warrants to purchase 600,000 shares
of common stock granted to Mr. Gad by the Company in November 2009
for his financial participation in a lease transaction undertaken
by the Company, the total number of warrants owned by Mr. Gad was
increased to warrants to purchase 6,027,334 shares of common
stock.  The shares of common stock were issued to Mr. Gad on
December 16, 2010, and the warrants to purchase 5,427,334 shares
of common stock were issued to him on January 13, 2010.

                         About Best Energy

Headquartered in Houston, Texas, Best Energy Services, Inc.
(OTC BB: BEYS) -- http://www.BEYSinc.com/-- is a well
service/workover provider in the Hugoton Basin.

The Company's balance sheet at September 30, 2010, showed
$20.72 million in total assets, $30.58 million in total
liabilities, and a stockholders' deficit of $9.86 million.

M&K CPAs, PLLC, in Houston, Texas, expressed substantial doubt
about Best Energy Services, Inc.'s ability to continue as a going
concern, following the Company's 2009 results.  The independent
auditors noted that the Company's established source of
revenues is not sufficient to cover its operating costs.


BLACK DIAMOND: Dist. Ct. Has Jurisdiction of State-Law Claims
-------------------------------------------------------------
Although the bankruptcy plan for a Chapter 11 debtor was already
confirmed, WestLaw reports, state-law claims alleging that a
financial advisor and the debtor's founder, who was also a
creditor, had mismanaged the debtor into insolvency, and asserted
by the trustee of a litigation trust designed to wind up the
extinct debtor's affairs, were "related to" the underlying
bankruptcy case.  Thus, the district court had jurisdiction
necessary to refer the case to bankruptcy court.  The trust was
connected to the bankruptcy post-confirmation, the disputes
concerned pre-petition and mid-bankruptcy conduct, and the claims
materialized in the context of bankruptcy and were specifically
assigned to the trust for post-confirmation resolution.  McKinstry
v. Sergent, --- F.Supp.2d ----, 2011 WL 94606 (E.D. Ky.).

A copy of the Honorable Amul R. Thapar's Memorandum Opinion dated
Jan. 12, 2011, is available at http://is.gd/CQyRhRfrom
Leagle.com.

Headquartered in Pikeville, Kentucky, Black Diamond Mining Co.,
LLC, is a coal-mine operator formed in 2006.  The company
and seven of its affiliates sought Chapter 11 protection on
(Bankr. E.D. Ky. Case No. 08-70109) on March 4, 2008.  David M.
Cantor, Esq., at Seiller Waterman, LLC, represents the Debtors in
these cases.  The U.S. Trustee for Region 8 appointed creditors to
serve on an Official Committee of Unsecured Creditors.  Foley &
Lardner LLP represents the Committee in these cases.

Prudential Insurance Co. of America and subsidiaries of CIT Group
Inc., C.I.T. Capital U.S.A., Inc. and The C.I.T Group/Commercial
Services Inc., filed involuntary Chapter 11 petitions against
FCDC Coal Inc., Black Diamond Mining Co., Martin Coal Processing
Corp., Spurlock Energy Corp., Turner Elkhorn Mining Co., Wolverine
Resources, Inc. and Black Diamond Land Co. LLC on Feb. 19, 2008
(Bankr. E.D. Ky. Case Nos. 08-50369 to 08-50372 and 08-70066 to
08-70067).  Robert J. Brown, Esq., at Wyatt, Tarrant & Combs,
L.L.P., represent the petitioners.  According to the petitioners,
the Debtors owe them $150 million.  The Debtors schedules showed
$73,669,934 in total assets and $207,403,591 in total liabilities.

As reported in the Troubled Company Reporter on Feb. 25, 2008, the
petitioning creditors sought the appointment of a Chapter 11
trustee for the Debtors.  The petitioners alleged that the
Debtors' controlling equity owner Harold E. Sergent and other
shareholders are "hopelessly conflicted."  They insisted that the
company has no money since losing $25 million last year and they
had refused to dole out a single cent until a trustee assumes
control of the company and comes up with an appropriate budget.

The TCR on March 4, 2008, reported that the Court directed the
appointment of a chief restructuring officer -- either Ira Genser
or Steven Cohn from Alvarez & Marsal North America LLC -- for FCDC
Coal Inc. and Black Diamond Mining Co.  The Court said the CRO
will "have the same powers as a trustee," which will include
retention and termination of workers, and the investigation of the
Debtors' officers.

The Company filed a Chapter 11 plan in early 2009.  The plan was
confirmed and gave rise to an Unsecured Creditors Trust.


BLUEKNIGHT ENERGY: Says Vitol Deal Avoided Bankruptcy
-----------------------------------------------------
According to regulatory filings, Blueknight Energy Partners, L.P.,
have exchanged letters with Solus Alternative Asset Management LP,
owner of 7.2% of the common units of the Partnership, and Swank
Capital, LLC, owner of 16.2%, in connection with the shareholders'
objections to further implementation of a Global Transaction
Agreement.

As contemplated by the Global Transaction Agreement entered into
on October 25, 2010, by and among Blueknight Energy Partners,
L.P., Blueknight Energy Partners G.P., L.L.C., the general partner
of the Partnership (the "General Partner"), Blueknight Energy
Holding, Inc. ("Vitol Holding") and CB-Blueknight, LLC
("Charlesbank Holding"), on November 12, 2010, the General Partner
purchased 433,758 General Partner Units in the Partnership to
maintain the General Partner's approximate 2% general partner
interest in the Partnership in exchange for aggregate
consideration of approximately $2.8 million.  The General Partner
Units were issued and sold in a private transaction exempt from
registration under Section 4(2) of the Securities Act of 1933, as
amended, and certain rules and regulations promulgated under that
section.

In a Jan. 5 letter to Blueknight, Swank Capital said  "Although we
are disappointed with the GTA and believe that it violates the
intent of fair dealings set forth in the Partnership Agreement, we
are encouraged that you are willing to consider modifications in
order to better align the long-term interests of all stakeholders
of the Partnership."


Solus also has serious objections to the transactions outlined in
the Global Transaction Agreement. Solus believes that the General
Partner has acted improperly with regard to the terms of the Phase
I Transactions, which the General Partner has unilaterally
executed on behalf of the Partnership, and with regard to the
terms of the Phase II Transactions, for which you intend to
solicit the approval of the common unitholders.

In a January 12 letter to Blueknight, Solus said, "We ask that you
reconsider the Global Transaction Agreement, an option which the
General Partner and its Conflicts Committee specifically retained.
Accordingly, we would like to meet with the General Partner to
discuss our concerns at your earliest convenience.  We are willing
to participate in a constructive dialogue with the General Partner
and, if you so choose, other Partnership investors, with the view
of obtaining an equitable resolution of the concerns raised by
Solus and other limited partners."

On January 18, 2011, Solus and Swank received a written response
to the Letter from James C. Dyer, IV, the Chief Executive Officer
of the General Partner.

Mr. Dyer said that the Partnership it is in the best interests of
all the common unitholders of Blueknight to address certain
misunderstandings regarding Blueknight's refinancing and to
provide an update on potential modifications we are considering to
the refinancing plan.  Blueknight is filing a proxy in the coming
weeks to talk in detail protracted efforts by Vitol, the prior and
current Blueknight Board of Directors, the Conflicts Committee and
more recently Charlesbank Capital Partners to resolve and move
past many of the significant financial issues that Blueknight
faced and to reestablish access to capital for Blueknight.

"Everyone is well aware that Blueknight faced great uncertainty
and many risks following the bankruptcy filing of SemCrude, et.
al.  The loss of a majority of Blueknight's revenues, its
excessive debt, defaults and restrictive covenants under its
credit facility, increased interest payments and costly bank fees,
and its ongoing shareholder litigation created for Blueknight a
set of narrow and unsatisfactory options.  You and other of our
significant unitholders have access to capital and were certainly
more than welcome to have submitted proposals for restructuring of
the partnership.  To our knowledge, only one such proposal was
ever submitted.  That proposal suggested an all-debt refinancing
option, a notion determined to be infeasible by every investment
banker with whom we discussed possible recapitalization ideas,
including the same institution that had originally suggested the
all-debt refinancing option," Mr. Dyer further stated.

"Blueknight went to great lengths to figure out terms on which
equity capital -- true risk capital -- could be made available to
underwrite a refinancing plan.   We were well aware that without
Vitol leading the refinancing, with both the equity infusion and
with a new bank facility, there was no path to financial recovery.
None.  We were able to convince Vitol and later Charlesbank that
bankruptcy was not the best solution for the Partnership, an
option we did consider and one that would have certainly all but
eliminated any remaining value for the Common Unitholders."

A full-text copy of Mr. Dyer's response to Swank Capital and Solus
is available for free at http://ResearchArchives.com/t/s?724e

In response to the letter, Solus and Swank stated January 19,
"Notwithstanding the statements made in your letter, we wish to
emphasize that at no time was Solus made "welcome" to submit a
proposal for a restructuring of the Partnership.  In fact, we are
extremely disappointed that the general partner of the Partnership
did not approach us for access to the capital which you apparently
know that we have. Your contention that Vitol presented the only
path for the Partnership's financial recovery is unsupportable. We
remain ready to discuss a possible debt/equity infusion, or
another transaction, for the Partnership on significantly better
economic terms than those which the general partner obtained from
its controlling persons."

                      About Blueknight Energy

Blueknight Energy Partners, L.P. (Pink Sheets: BKEP)
-- http://www.bkep.com/-- provides integrated terminalling,
storage, processing, gathering and transportation services for
companies engaged in the production, distribution and marketing of
crude oil and asphalt product. It provides services for the
customers, and its only inventory consists of pipeline linefill
and tank bottoms necessary to operate the assets. It has three
operating segments: crude oil terminalling and storage services,
crude oil gathering and transportation services, and asphalt
services.

The Company's balance sheet at Sept. 30, 2010, showed
$295.96 million in total assets, $444.02 million in current
liabilities, $4.69 million in long-term payable to related
parties, and a partners' deficit of $152.75 million.

                          *     *     *

PricewaterhouseCoopers LLP, in Tulsa, Okla., in its report on the
Partnership's financial statements for the year ended December 31,
2009, expressed substantial doubt about its ability to continue as
a going concern.  The independent auditors noted that the
Partnership has substantial long-term debt, a deficit in partners'
capital, and significant litigation uncertainties.


BORDERS GROUP: Ackman Could Lose 100% of Investment in Bankruptcy
-----------------------------------------------------------------
Roger Nachman, writing for the San Francisco Chronicle, reports
there are speculations William Ackman, the portfolio manager of
Pershing Square Capital, could lose 100% of the value of his
investment if Borders Group Inc. eventually files for Chapter 11
bankruptcy, as many believe it will.  Mr. Ackman owns 37% of
Borders.

The SF Chronicle notes Mr. Ackman had a wonderful 2010, earnings
almost 30% net of fees, thanks in large part to his returns in
Fortune Brands and General Growth Properties.  The SF Chroninicle
says 2011 may not be nearly as kind.  If Borders files for
bankruptcy, it's going to be very hard for it to repeat 2010's
returns.  Mr. Ackman has tried to tie up Borders and Barnes &
Noble by having Borders buy Banes & Noble for $17 per share in
cash, but so far, that hasn't worked out.

                        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 reported that Borders said Dec. 30 it was
delaying payments to some publishers.  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.

According to the Journal, Borders has tapped investment bank
Jefferies & Co. and law firm Kasowitz, Benson, Torres & Friedman
to advise on its current refinancing efforts.

The New York Times' DealBook, citing people briefed on the
situation, said publishers have been given until February 1 to
decide whether they are willing to accept Border's proposal to
turn overdue payments into a loan.  According to DealBook, Borders
is asking publishers to take up to one-third of the company's
reorganized debt, but the exact percentage has not yet been
determined.

The New York Times also reported that the law firm Lowenstein
Sandler and the consulting firm Alvarez & Marsal represented
publishers during their meeting with Borders.

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
$1.35 billion, total liabilities of $1.40 billion and a
stockholders' deficit of $40.8 million.


BRIARWOOD CAPITAL: Ch. 11 Trustee Retains FWTRL as Counsel
----------------------------------------------------------
Leslie T. Gladstone, the Chapter 11 Trustee for the bankruptcy
estate of Briarwood Capital, LLC, asks the U.S. Bankruptcy Court
for the Southern District of California, to approve the employment
of Finlayson Williams Toffer Roosevelt & Lilly LLP as her general
counsel, effective December 1, 2010.

FWTRL will:

     * consult with and assist the Chapter 11 Trustee concerning
       the Debtor's bankruptcy case, the related bankruptcy
       proceedings and the Debtor's litigation assets;

     * prepare and file documents and pleadings related to these
       cases;

     * make appearances before the Court;

     * communicate and correspond with counsel for interested
       parties;

     * assist the Chapter 11 Trustee in connection with her
       efforts to broker a "global settlement" with the primary
       creditors and sureties involved in the Debtor's Chapter 11
       case, the related bankruptcy cases, and two litigation
       matters currently pending between the Debtor, its
       principal, Nicolas Marsch, and Lennar Corporation and
       Lennar Homes of California, Inc. with respect to the
       projects "The Bridges at Rancho Santa Fe" and "The Lakes
       in Rancho Santa Fe"; and

     * perform any and all other legal services requested by the
       Chapter 11 Trustee to enable her to fulfill her duties.

The firm will be paid its customary hourly rates and reimbursed
for actual and necessary expenses incurred in representing the
Chapter 11 Trustee.  The source of payment for FWTRL's fees and
costs will be the funds available in the Debtor's bankruptcy
estate.  The Chapter 11 Trustee will not make any payments to the
firm from estate funds in connection with these cases except
pursuant to Court order.

The Chapter 11 Trustee believes that the firm does not hold or
represent an interest adverse to the estate, and is a
disinterested person.

             About Nicolas Marsch, Briarwood and Colony

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

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

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

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

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


C E DAVIS: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: C E Davis Group Ltd
        dba Nashua Car Wash
        86 Broad Street
        Nashua, NH 03064

Bankruptcy Case No.: 11-10126

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       District of New Hampshire (Manchester)

Debtor's Counsel: Robert L. O'Brien, Esq.
                  O'BRIEN LAW
                  P.O. Box 357
                  New Boston, NH 03070-0357
                  Tel: (603) 459-9965
                  Fax: (603) 250-0822
                  E-mail: robjd@mail2firm.com

Estimated Assets: $0 to $50,000

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/nhb11-10126.pdf

The petition was signed by David E. Costa, president.


CABI NEW RIVER: Gets Court's Interim Nod to Use Cash Collateral
---------------------------------------------------------------
Cabi New River LLC obtained interim authorization from the Hon. A.
Jay Cristol of the U.S. Bankruptcy Court for the Southern District
of Florida to use cash collateral from January 4, 2011 and
continuing through January 31, 2011.

As reported by the Troubled Company Reporter on January 7, 2011,
the Debtor sought a court order granting access to cash, saying
that HSBC Realty Credit Corporation may have a valid and perfected
security interest in its assets, including cash generated by the
business.  Prepetition, HSBC made loan advances amounting to $18
million to the Debtor.

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

During the Cash Collateral Period, the Debtor will furnish to HSBC
by no later than Thursday of every week a report of receipts,
disbursements, and a reconciliation of actual expenditures and
disbursements with those set forth in the Budget, on a line-by-
line basis showing any variance to the proposed corresponding line
item of the Budget.  A copy of the budget is available for free
at:

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

The Debtor will provide HSBC within four business days after the
end of every week, an updated rolling 4-week forecast of cash
receipts and disbursements for the Debtor for the next succeeding
4 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.

The Court has set a final hearing for January 27, 2011, at
2:30 p.m. on the Debtor's request to use cash collateral.

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.


CANO PETROLEUM: Has "Reasonable Demonstration" for NYSE Compliance
------------------------------------------------------------------
On January 14, 2011, Cano received notification from NYSE Amex LLC
indicating the Exchange has determined that Cano has made a
reasonable demonstration of its ability to regain compliance with
Section 704 of the NYSE Amex LLC Company Guide and therefore
granted Cano an extension to regain compliance with Section 704 by
May 10, 2011.  Cano will be subject to periodic review by the
Exchange to determine whether it is making progress consistent
with the plan.  If the Exchange determines that Cano is not
achieving progress consistent with the plan or Cano does not
regain compliance with the continued listing standards by May 10,
2011, then Cano could be delisted from the Exchange.

On November 10, 2010, Cano had received a notice from the Exchange
specifying that Cano did not meet one of the Exchange's continued
listing standards in that it failed to hold its 2009 annual
meeting of stockholders prior to June 30, 2010.  On December 9,
2010, Cano provided to the Exchange its plan to regain compliance
with the continued listing standards by May 10, 2011.

                        About Cano Petroleum

Cano Petroleum, Inc., is an independent Texas-based energy
producer with properties in the mid-continent region of the United
States.  Cano's primary focus is on increasing domestic production
from proven fields using enhanced recovery methods.  Cano trades
on the NYSE Amex Stock Exchange under the ticker symbol CFW.

The Company's balance sheet at Sept. 30, 2010, showed
$258.64 million in total assets, $127.59 million in total
liabilities, and stockholders' equity of $131.05 million.

As reported by the Troubled Company Reporter on September 28,
2010, the Company said if it is unable to successfully execute one
of its strategic alternatives, restructure its existing
indebtedness, obtain further waivers or forbearance from its
existing lenders or otherwise raise significant additional
capital, it is unlikely that it will be able to meet its
obligations as they become due and to continue as a going concern.
As a result, the Company will likely file for bankruptcy or seek
similar protection.  Moreover, it is possible that the Company's
creditors may seek to initiate involuntary bankruptcy proceedings
against it or against one or more of its subsidiaries, which would
force it to make a defensive voluntary filing of its own.


CARGO TRANSPORTATION: Asks for Court's Nod to Use Cash Collateral
-----------------------------------------------------------------
Cargo Transportation Services, Inc., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to use cash
collateral until January 25, 2011.

At the initial hearing on the Debtor's request to use cash
collateral, the Debtor will seek to use approximately $3.1 million
of cash collateral for the next two weeks or other amount as is
necessary to avoid immediate and irreparable harm on an interim
basis pending entry of a final court order.

The Debtor says it has 200 trucks delivering more than 1,100
shipments to customers.  "Unfortunately, the drivers currently do
not have money to buy fuel because Comerica Bank, relying on
technical non-monetary defaults that the Debtor disputes, has
refused to allow the Debtor to use its cash," the Debtor said in a
court filing.

Comerica Bank may assert that it has liens on accounts receivable
generated by the Debtor's business and that it therefore has an
interest in the Debtor's cash collateral.  Pursuant to a Master
Revolving Note dated May 17, 2010, the Debtor has a $10.5 million
line of credit with the Lender secured by the Debtor's accounts
receivable.  The current balance due to the Lender is
approximately $7.9 million.  The total outstanding receivables are
in excess of $9.5 million.

Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain &
Prosser, P.A., explains that the Debtor needs the money to fund
its Chapter 11 case, pay suppliers and other parties.  The Debtor
will use the collateral pursuant to a weekly budget, a copy of
which is available for free at:

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

In exchange for using the cash collateral, the Debtor will provide
the Lender with replacement liens identical in extent, validity
and priority as such liens existed on the Petition Date.  The
Debtor will also provide on a weekly basis profit and loss
statements on a cash basis to counsel for the Lender.

                    About Cargo Transportation

Sunrise, Florida-based Cargo Transportation Services, Inc., is a
corporation that provides transportation services to clients
nationwide, including customized consolidation, distribution,
logistics and warehousing services.  It has 140 employees and
averages $100,000,000 in gross revenue per year.

Cargo Transportation filed for Chapter 11 bankruptcy protection on
January 12, 2011 (Bankr. M.D. Fla. Case No. 11-00432).  Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets at $50 million to $100 million and debts at $10 million
to $50 million.


CARGO TRANSPORTATION: Section 341(a) Meeting Scheduled for Feb. 14
------------------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Cargo
Transportation Services, Inc.'s creditors on February 14, 2011, at
1:30 p.m.  The meeting will be held at Room 100-A, 501 East Polk
Street, (Timberlake Annex), Tampa, FL 33602.

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.

                    About Cargo Transportation

Sunrise, Florida-based Cargo Transportation Services, Inc., is a
corporation that provides transportation services to clients
nationwide, including customized consolidation, distribution,
logistics and warehousing services.  It has 140 employees and
averages $100,000,000 in gross revenue per year.

Cargo Transportation filed for Chapter 11 bankruptcy protection on
January 12, 2011 (Bankr. M.D. Fla. Case No. 11-00432).  Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets at $50 million to $100 million and debts at $10 million
to $50 million.


CARGO TRANSPORTATION: Wants to Obtain DIP Financing From Advance
----------------------------------------------------------------
Cargo Transportation Services asks for authority from the U.S.
Bankruptcy Court for the Middle District of Florida to obtain up
to $2 million in postpetition secured financing from Advance
Business Capital LLC.

Charles A. Postler, Esq., at Stichter, Riedel, Blain & Prosser,
P.A., says that the Debtor wants to use the money to fund
operating expenses and costs of administration in its Chapter 11
case.  The liens proposed to be granted to the DIP Lender would be
senior liens on all postpetition property of the Debtor.

The Debtor asks the Court's approval to obtain working capital,
pursuant to a factoring arrangement involving the sale of its
postpetition accounts receivable to Advance Business, the DIP
factor.  The Debtor asks for the Court's permission to obtain
purchase price advances on a secured basis from the DIP Factor in
the principal amount of up to $2 million.

The Debtor also asks authorization from the Court to enter into
and execute a factoring and security agreement together with
certain addenda with the DIP Factor.  The Debtor anticipates that
the DIP Factor will primarily require a factoring and security
agreement to be executed at the closing of the DIP Facility, which
factoring and security agreement will contain the principal
business terms of the DIP Facility as approved by the Court.  The
Debtor will file the form of the factoring and security agreement
with the Court prior to the initial hearing on this motion;

Financing and indebtedness due and owing by the Debtor to the DIP
Factor will be secured by liens on and security interests in all
postpetition property of the Debtor.

The Debtor also proposes to grant the DIP Factor a superpriority
administrative expense claim having priority over any and all
administrative expenses of and priority claims against the Debtor.

The closing of the DIP Facility will be upon the entry of the of
the interim DIP court order.  The DIP Facility will be secured by
all postpetition assets of the Debtor, and the lien granted to the
DIP Factor will be senior to all prepetition and postpetition
liens of Comerica Bank and all other parties in the collateral.
The priming liens and security interests in favor of the DIP
Factor will be senior to any and all other liens, mortgages and
security interests encumbering the collateral.

As a condition precedent to the DIP Factor's obligation to make
advances against the purchased accounts and as a material
inducement to the DIP Factor, the DIP Factor will also receive a
superpriority administrative expense in the Debtor's Chapter 11
case.

The Debtor will pay the DIP Factor a fee in an amount equal to
1.50% of purchased accounts that are collected in the first 60
days following the date of purchase plus a fee in an amount equal
to .25% of purchased accounts that are collected either of the
subsequent two 15-day periods in the event the purchased accounts
are collected during the periods.  Any purchased account not
collected within 90 days after the date of the purchase will be
re-purchased by the Debtor.

The DIP Facility will mature six months after the date of the
closing.

The DIP Factor will be entitled to an early termination fee in an
amount equal to 1.5% of the maximum amount of the DIP Facility in
the event the DIP Facility is terminated prior to the maturity
date or upon an event of default.

Creditor Comerica Bank objects to the Debtor's request for court
authorization to sell postpetition accounts, obtain postpetition
financing, and grant senior liens, superpriority administrative
expense status and adequate protection.  Comerica Bank says that
the request is, among other things, inconsistent with the relief
provided in the form Cash Collateral Order, uploaded to the Court
on January 18, 2011, and that the relief requested is not interim,
but rather seeks a final determination from the Court as to
debtor-in-possession financing.

Comerica Bank is represented by Roy S. Kobert, P.A. --
rkobert@broadandcassel.com -- Broad and Cassel.

A copy of the DIP Financing Term Sheet is available for free at:

              http://ResearchArchives.com/t/s?7256

                     About Cargo Transportation

Sunrise, Florida-based Cargo Transportation Services, Inc., is a
corporation that provides transportation services to clients
nationwide, including customized consolidation, distribution,
logistics and warehousing services.  It has 140 employees and
averages $100,000,000 in gross revenue per year.

Cargo Transportation filed for Chapter 11 bankruptcy protection on
January 12, 2011 (Bankr. M.D. Fla. Case No. 11-00432).  Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets at $50 million to $100 million and debts at $10 million
to $50 million.


CCO HOLDINGS: Moody's Puts 'B2' Rating on $250MM Add-On to Notes
----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to CCO Holdings,
LLC's $250 million add-on to its existing $1.1 billion of 7%
senior unsecured notes due 2019.  CCO Holdings, an indirect
intermediate holding company of Charter Communications, Inc.,
and Ba3-rated CCH II, LLC, recently issued the aforementioned
$1.1 billion of notes on January 4, 2010, using the proceeds to
repay outstanding amounts under subsidiary Charter Communications
Operating, LLC's B-1 and B-2 term loans coming due in 2014.

Proceeds from the $250 million add-on are expected to be used
similarly.  Although leverage neutral, the recent opportunistic
refinancing activity continues a trend since the company's
emergence from bankruptcy to improve its liquidity profile by
raising cost-effective long-term financing and pushing out
maturities.  All other ratings for Charter and its subsidiaries
remain unchanged, including the company's Ba3 CFR, Ba3 probability
of default rating and SGL-1 Speculative Grade Liquidity Rating.
The rating outlook remains Positive.  LGD point estimates have
been revised to reflect the proforma capital structure assuming
successful completion of the pending transaction, as expected.

The Ba3 CFR broadly reflects the company's moderately high
financial risk, as evidenced by debt-to-EBITDA leverage of
approximately 5.2x, and a highly competitive operating environment
for increasingly mature core product offerings.  The rating is
supported, however, by the company's large size, expectations of
continued operational improvements and ancillary growth
opportunities, and meaningful perceived underlying asset value
associated with its sizeable 5+ million customer base.

A summary of Moody's ratings for Charter's rated subsidiaries:

Issuer: CCH II, LLC (CCH II)

  * Corporate Family Rating, Ba3

  * Probability of Default Rating, Ba3

  * Speculative Grade Liquidity Rating, SGL-1

  * $1,766 Million of 13.5% Sr Unsec Nts due 2016, B2 (LGD6-93%)

Issuer: CCO Holdings, LLC (CCO Holdings)

  * $250 Million Add-on to the 7% Sr Unsec Nts due 2019, B2 (LGD5-
    81%)

  * $1,100 Million of 7% Sr Unsec Nts due 2019, B2 (LGD5-81%)

  * $1,000 Million of 7.25% Sr Unsec Nts due 2017, B2 (LGD5-81%)

  * $900 Million of 7.875% Sr Unsec Nts due 2018, B2 (LGD5-81%)

  * $700 Million of 8.125% Sr Unsec Nts due 2020, B2 (LGD5-81%)

  * $350 Million Sr Sec 1st Lien (but CCO stock only; hence,
    effectively 3rd Lien) Credit Facility due 2014, B1 (to LGD4-
    60% from LGD4-65%)

Issuer: Charter Communications Operating, LLC (CCO)

  * $1,100 Million of 8% Sr Sec 2nd Lien (CCO assets) Nts due
    2012, Ba3 (to LGD3-48% from LGD4-54%)

  * $546 Million of 10.875% Sr Sec 2nd Lien (CCO assets) Nts due
    2014, Ba3 (to LGD3-48% from LGD4-54%)

  * $1,300 Million (approximately $103 Million drawn) Sr Sec 1st
    Lien (CCO assets) Revolving Credit Facility due 2015*, Ba1 (to
    LGD2-17 from LGD2-20%)

  * $199 Million Sr Sec 1st Lien (CCO assets) Non-Revolving Credit
    Facility due 2013, Ba1 (to LGD2-17 from LGD2-20%)

  * $3,001 Million (approximately $2,994 Million outstanding) Sr
    Sec 1st Lien (CCO assets) Term Loan C due 2016, Ba1 (to LGD2-
    17 from LGD2-20%)

  * $3,337 Million (approximately $1,455 Million proforma
    outstanding for all pending transactions) Sr Sec 1st Lien (CCO
    assets) Term Loan B-1 due 2014, Ba1 (to LGD2-17 from LGD2-20%)

  * $500 Million (approximately $188 Million proforma outstanding
    for all pending transactions) Sr Sec 1st Lien (CCO assets)
    Term Loan B-2 due 2014, Ba1 (to LGD2-17 from LGD2-20%)


CEDAR FUNDING: Hearing to Confirm Liquidation Plan on Feb. 17
-------------------------------------------------------------
Creditors face a Feb. 2, 2011 deadline to cast their votes as well
as file objections to confirmation of the Joint Plan of
Liquidation Proposed by R. Todd Neilson, Chapter 11 Trustee, and
the Official Committee of Unsecured Creditors in Cedar Funding,
Inc.'s bankruptcy case.

A hearing will be held before the Hon. Charles Novack on Feb. 17
at 11 a.m. at San Jose Bankruptcy Court to consider confirmation
of the Plan.

Holders of unsecured claims claims in Class 3 and convenience
claims in Class 4 are entitled to vote on the Plan.  The Plan
projects $146,000,000 in allowed Class 3 claims.  The Class
includes all investments in Cedar Funding and in a blind pool
mortgage fund, where Cedar Funding served as sole managing member,
net of interest payments.  Class 3 claims will be reduced by the
amount of the Claims of Creditors who elect to be treated as (a)
Class 4 Claimants, or (b) Class 2 Fractionalized Interestholder
Secured Claimants.  Class 3 claimants are expected to recover 5%
to 10% of their Allowed Claims.

The Plan said the Class 3 estimated dividend is based on projected
real estate liquidations and litigation recoveries.  The Plan
warned that the actual dividend could be less than 5%, if the real
estate market remains severely depressed.  If the market
strengthens and the litigations are successful, the dividend could
be higher than 10%.

Holders of Class 3 claims may elect to be treated under Class 4,
wherein they would receive a one-time payment of $2,000 on account
of their Allowed Claim.  The Plan projects claims under this
convenience class to reach $700,000.  Estimated recovery on
allowed claims will be 100%.

Investors will also be excluded from Class 3 is if they have
appealed the Bankruptcy Court's decisions avoiding their interests
in particular notes and deeds of trust.  These investors' Claims
will be grouped in Class 2 (Fractionalized Interestholder Secured
Claims).

If the investors prevail on appeal, they will receive from the net
proceeds of the applicable notes upon disposition by the Plan
Administrator pursuant to the Bankruptcy Court's October 2009
order authorizing the Chapter 11 Trustee -- and, after the
Confirmation Date, the Plan Administrator -- to collect loans,
sell properties, accept discounted pay-offs, make protective
advances and engage in other activities to manage and protect the
Cedar Funding loan portfolio.

However, the investors may be required to obtain a Stay Pending
Appeal and post a bond to preserve their right to payment from the
Sales Proceeds.  If the investors do not prevail on appeal, or do
not obtain a Stay Pending Appeal, their Claims will be treated as
Class 3 Claims, and they will share in the pro rata distributions
to holders of Class 3 Claims.

Class 5, entitled Interests, refers to David Nilsen's 100% stock
ownership interest in Cedar Funding.  This will be wiped out under
the Plan.

According to the Plan, as of December 21, 2010, the Chapter 11
Trustee's bank accounts contain $3,291,614, which, when combined
with the proceeds of pending recoveries, will be sufficient to
meet all of the Effective Date obligations under the Plan.

A full-text copy of the First Amended Disclosure Statement in
Support of Joint Plan of Liquidation Proposed by R. Todd Neilson,
Chapter 11 Trustee and the Official Committee of Unsecured
Creditors, is available at http://is.gd/ncn8eR

The Chapter 11 Trustee is represented by:

          Cecily A. Dumas, Esq.
          FRIEDMAN DUMAS & SPRINGWATER LLP
          33 New Montgomery Street, Suite 290
          San Francisco, CA 94105
          Telephone Number: (415) 834-3800
          Facsimile Number: (415) 834-1044
          E-mail: cdumas@friedumspring.com

The Creditors Committee is represented by:

          Aron M. Oliner, Esq.
          DUANE MORRIS LLP
          One Market Plaza
          Spear Tower Street Tower, Suite 2200
          San Francisco, CA 94105
          Telephone Number: (415) 957-3000
          Facsimile Number: (415) 957-3001
          E-mail: roliner@duanemorris.com

                       About Cedar Funding

Monterey, California-based Cedar Funding Inc. --
http://www.cedarfundinginc.com/-- was a mortgage lender.   David
Nilsen, the principal, filed for Chapter 11 bankruptcy for Ceder
Funding after the Company stopped monthly payments to its
investors.

Cedar Funding filed a Chapter 11 petition on May 26, 2008 (Bankr.
N.D. Calif. Case No. 08-52709) due to the collapse of its Ponzi
scheme.  Cedar Funding accepted many millions of dollars from
hundreds of individuals who believed they were acquiring
fractional interests in loans that were secured by real property.
Many more invested with CFI through a related entity, Cedar
Funding Mortgage Fund LLP, that acquired fractional interests in
the name of the Fund.  CFI failed to record assignments of its
deeds of trust that would have provided security interests to most
of its investors, including the Fund.

R. Todd Neilson has been appointed Chapter 11 Trustee in the case.
Cecily A. Dumas, Esq., at Friedman, Dumas and Springwater, in San
Francisco, represents Mr. Neilson.  The Debtor estimated assets of
less than $50,000 and debts of $100 million to $500 million in its
Chapter 11 petition.


CELL THERAPEUTICS: Investor Buys up to $25MM of Preferred Stock
---------------------------------------------------------------
Cell Therapeutics, Inc. announced that it has entered into a
securities purchase agreement to sell, subject to certain closing
conditions, up to $25.0 million of shares of its Series 8 Non-
Convertible Preferred Stock, warrants to purchase up to 22,563,177
shares of common stock and an additional investment right to
purchase up to $25.0 million of shares of its Series 9 Convertible
Preferred Stock, in a registered offering to a single life
sciences institutional investor.

The shares of Series 8 Preferred Stock will accrue annual
dividends at the rate of 10% from the date of issuance, payable in
additional shares of Series 8 Preferred Stock.  The shares of
Series 8 Preferred Stock are redeemable at the option of the
Company at any time after issuance, in whole or in part, either in
cash or by offset against recourse notes fully secured with
marketable securities, which may be issued by the Investor to the
Company in connection with the exercise of the Warrants and the
Additional Investment Right.

The Warrants have an exercise price of $0.3878 per share of common
stock.  The Warrants are exercisable immediately and expire two
years from the date of the Purchase Agreement.  The exercise price
of the Warrants may be paid in cash or by the issuance of Notes.
The Warrants are subject to cancellation and mandatory exercise
under certain conditions, in whole or in part.  The total
potential additional proceeds to the Company upon exercise of the
Warrants for cash are $8.75 million.

The Additional Investment Right has an exercise price of $1,000
per share of Series 9 Preferred Stock.  The Additional Investment
Right is exercisable immediately and must be exercised no later
than February 11, 2011.  The exercise price of the Additional
Investment Right may be paid in cash or through the issuance of
Notes.  The Additional Investment Right is subject to cancellation
under certain conditions, in whole or in part.  The total
potential additional proceeds to the Company upon exercise of the
Additional Investment Right for cash are $25.0 million.

Each share of Series 9 Preferred Stock is convertible at the
option of the holder, at any time during its existence, into
approximately 2,579 shares of common stock at a conversion price
of $0.3878 per share of common stock, for a total of approximately
64,466,219 shares of common stock.

The Company intends to use the net proceeds from the offering for
general corporate purposes, which may include, among other things,
paying interest on or retiring portions of its outstanding debt,
funding research and development, preclinical and clinical trials,
the preparation and filing of new drug applications and general
working capital.  The Company may also use a portion of the net
proceeds to fund possible investments in, or acquisitions of,
complementary businesses, technologies or products.  The Company
has recently engaged in limited discussions with third parties
regarding such investments or acquisitions, but has no current
agreements or commitments with respect to any investment or
acquisition.

The closing of the issuance and sale of the Series 8 Preferred
Stock is expected to occur on the 10th trading day following the
date of the Purchase Agreement, subject to certain closing
conditions.

A shelf registration statement relating to the shares of Series 8
Preferred Stock, the Warrants, the Additional Investment Right and
the shares of Series 9 Preferred Stock issued in the offering has
been filed with the SEC.  The shelf registration statement was
automatically effective upon filing with the SEC.  A prospectus
supplement under Rule 424 of the Securities Act of 1933, as
amended, relating to the offering will be filed with the SEC on
January 13, 2011.

                       About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a
biopharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

The Company's balance sheet at September 30, 2010, showed
$46.6 million in total assets, $38.9 million in total liabilities,
$13.4 million in common stock purchase warrants, and a
stockholders' deficit of $5.7 million.

Stonefield Josephson, Inc., in San Francisco, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has sustained loss
from operations, incurred an accumulated deficit, and has
substantial monetary liabilities in excess of monetary assets as
of December 31, 2009.


CEMTREX INC: Gruber & Company Raises Going Concern Doubt
--------------------------------------------------------
Cemtrex, Inc., filed on January 14, 2011, its annual report on
Form 10-K for the fiscal year ended September 30, 2010.

Gruber & Company, LLC, in Saint Louis, Mo., expressed substantial
doubt about Cemtrex's ability to continue as a going concern.  The
independent auditors noted that the Company has a negative equity
and negative working capital.

The Company reported a net loss of $1.0 million on $3.3 million of
revenues for fiscal 2010, compared with net income of $155,010 on
$7.0 million of revenues for fiscal 2009.

The Company's balance sheet at September 30, 2010, showed
$1.2 million in total assets, $2.1 million in total liabilities,
and a stockholders' deficit of $916,396.

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

               http://researcharchives.com/t/s?7249

Farmingdale, N.Y.-based Cemtrex, Inc., is engaged in manufacturing
and selling the most advanced instruments for emission monitoring
of particulate, opacity, mercury, sulfur dioxide, nitrogen oxides,
etc.  Cemtrex also provides turnkey services for carbon creation
projects from abatement of greenhouse gases pursuant to Kyoto
protocol and assists project owners in selling of carbon credits
globally.  The Company's products are sold to power plants,
refineries, chemical plants, cement plants & other industries
including federal and state governmental agencies.


CLEAN DIESEL: Unit Obtains Bank Forbearance Until Feb. 14
---------------------------------------------------------
Clean Diesel Technologies, Inc., said its subsidiary, Catalytic
Solutions, Inc., had entered into an agreement with Fifth Third
Bank, CSI's secured lender under which Fifth Third Bank has agreed
to extend forbearance under the terms of its loan agreement with
CSI.

Clean Diesel also announced that it subsequently entered into a
commitment letter with another financial institution for an
alternative financing facility of up to $7.5 million.  Proceeds
from the alternative facility would be used in part to repay all
outstanding obligations under the existing Fifth Third Bank
facility.

As of December 31, 2010, approximately $2.4 million was
outstanding under the Fifth Third Bank facility.

The agreement with Fifth Third Bank provided for an initial
forbearance period until February 14, 2011, with a further
extension to March 14 if a satisfactory commitment letter was
delivered to Fifth Third Bank providing for financing commitments
in amounts sufficient to pay all outstanding obligations under the
loan agreement, provided that no default, forbearance default or
event of default is outstanding.  Fifth Third Bank has advised CSI
that the commitment letter for the alternative financing facility
is satisfactory for purposes of the further extended forbearance
agreement.

During the forbearance period, the revolving credit line will
continue to have a credit limit of C$6.0 million and bear interest
at US/Canadian Prime Rate plus 3.0 percent.

Charles F. Call, Chief Executive Officer of Clean Diesel,
commented, "We appreciate the confidence and support that our
lender, Fifth Third Bank, demonstrated by extending this agreement
with us.  We now can focus on negotiating the documentation for
the alternative financing facility. This new facility would allow
us to repay the Fifth Third Bank loan and continue the progress we
are making in restructuring CSI's obligations following Clean
Diesel's acquisition of CSI on October 15, 2010."

A definitive agreement with respect to the new finance facility,
as required by the commitment letter, has not been executed and
there can be no assurances that such agreement will be executed or
as to the terms of any such facility.

On December 30, 2010 Clean Diesel entered into an agreement with
Kanis S.A. pursuant to which Kanis S.A. loaned Clean Diesel US
$1.5 million.  The proceeds of that loan were used, together with
cash on hand, to pay $1.6 million to retire in full the balance of
CSI's obligations of up to $2.0 million under the settlement
agreement with M.N. Mansour and M.N. Mansour, Inc. that ended all
outstanding litigation and arbitration claims and other disputes
between the parties relating to the agreements entered into in
connection with CSI's 2006 purchase of Applied Utility Systems
assets.

The Company also announced that since the completion of the merger
with CSI on October 15, 2010, holders of Clean Diesel warrants
issued in connection with the merger and the related Regulation S
capital raise have exercised warrants with respect to
approximately 200,000 shares of Clean Diesel common stock,
resulting in cash proceeds to the Company of approximately
$1.6 million.

                        About Clean Diesel

Clean Diesel Technologies, Inc. (Nasdaq:CDTI) --
http://www.cdti.com/and http://www.catsolns.com/-- is a global
manufacturer and distributor of emissions control systems and
products, focused on the heavy duty diesel and light duty vehicle
markets.  CDT is headquartered in Ventura, California, along with
its wholly owned subsidiary, CSI, and currently has operations in
the U.S., Canada, U.K., France, Japan and Sweden as well as an
Asian joint venture.


CLEARWIRE CORP: Benjamin Wolff Has 500 Shares of Common Stock
-------------------------------------------------------------
In a Form 3 filing with the Securities and Exchange Commission on
January 18, 2011, Benjamin G. Wolff, a director at Clearwire
Corp., disclosed that he beneficially owns 500 shares of Class A
common stock of the company.  Mr. Wolff also has options to buy an
aggregate of 2,088,666 shares of Class A common stock at an
exercise price of $3 to $25 per share.

                    About Clearwire Corporation

Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR)
-- http://www.clearwire.com/-- through its operating
subsidiaries, is a leading provider of wireless broadband
services.  Clearwire's 4G mobile broadband network serves 68
markets, including New York City, Los Angeles, Chicago, Dallas,
Philadelphia, Houston, Miami, Washington, D.C., Atlanta and
Boston.

The Company's balance sheet at September 30, 2010, showed
$10.52 billion in total assets, $3.90 billion in total
liabilities, and stockholders' equity of $6.62 billion.

The Company disclosed in its Form 10-Q for the third quarter ended
September 30, 2010, that its expected continued losses from
operations and the uncertainty about its ability to obtain
sufficient additional capital raise substantial doubt about the
Company's ability to continue as a going concern.

"Without additional financing sources, we forecast that our cash
and short-term investments would be depleted as early as the
middle of 2011.  Thus, we will be required to raise additional
capital in the near-term in order to continue operations.
Further, we also need to raise substantial additional capital over
the long-term to fully implement our business plans."


CLEARWIRE CORP: Board Names Western Wireless Ex-CEO as New Chair
----------------------------------------------------------------
Clearwire announced that the majority of the Clearwire Board of
Directors has elected John W. Stanton as Chairman of the Board.
Stanton replaces Craig O. McCaw, who resigned as Clearwire's
Chairman of the Board of Directors on December 31, 2010.

Stanton has served as a director of Clearwire since November 2008.
He has served as Managing Director of Trilogy Partners LLC, a
private investment firm, Trilogy International Partners LLC, an
operator of international wireless systems, and Trilogy Equity
Partners LLC, an investor in small wireless-related companies,
since 2005.

Previously, Stanton served as Chairman and Chief Executive Officer
of Western Wireless Corporation from 1992 until shortly after its
acquisition by ALLTEL Corporation in 2005.  From 1994 to 2004,
Stanton served as Chairman of VoiceStream Wireless Corporation,
which became T-Mobile USA, and he served as Chief Executive
Officer of VoiceStream from 1998 to 2003.

Earlier this month the Clearwire Board of Directors appointed
Benjamin G. Wolff as a director of the company following Craig O.
McCaw's board resignation.  Wolff previously served as Co-Chairman
of Clearwire from March 2009 to February 2010, and as Chief
Executive Officer of Clearwire and its predecessor entity from May
2006 to March 2009.  He is the Chairman, Chief Executive Officer
and President of ICO Global Communications and is the President of
Eagle River Holdings.

In addition to Stanton and Wolff, the Clearwire Board of Directors
includes William R. Blessing, Mufit Cinali, Jose A. Collazo, Peter
L.S. Currie, Hossein Eslambolchi, Ph.D., Dennis S. Hersch, Frank
Ianna, Brian P. McAndrews, William (Bill) T. Morrow, Theodore H.
Schell, and Arvind Sodhani.

                    About Clearwire Corporation

Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR)
-- http://www.clearwire.com/-- through its operating
subsidiaries, is a leading provider of wireless broadband
services.  Clearwire's 4G mobile broadband network serves 68
markets, including New York City, Los Angeles, Chicago, Dallas,
Philadelphia, Houston, Miami, Washington, D.C., Atlanta and
Boston.

The Company's balance sheet at September 30, 2010, showed
$10.52 billion in total assets, $3.90 billion in total
liabilities, and stockholders' equity of $6.62 billion.

The Company disclosed in its Form 10-Q for the third quarter ended
September 30, 2010, that its expected continued losses from
operations and the uncertainty about its ability to obtain
sufficient additional capital raise substantial doubt about the
Company's ability to continue as a going concern.

"Without additional financing sources, we forecast that our cash
and short-term investments would be depleted as early as the
middle of 2011.  Thus, we will be required to raise additional
capital in the near-term in order to continue operations.


COMCAM INTERNATIONAL: Files Amended Form 10-K for 2009
------------------------------------------------------
Comcam International, Inc., filed on January 14, 2011, an amended
annual report on Form 10-K/A for the fiscal year ended
December 31, 2009, to (i) revise the Company's description of
business to provide for the status of products in development;
(ii) to expand its discussion and analysis of financial condition
and results of operations; (iii) to reconcile its disclosure in
respect to its controls and procedures; (iv) to take account of
additional information in respect to its board of directors; (v)
to extend the term of disclosure for the involvement of its board
of directors in certain legal proceedings; (vi) to add to its
disclosure of certain related transactions; (vii) to include
additional exhibits; and (viii) to rectify and bring current the
Rule 13a-14(a) and Section 1350 certifications required by the
Sarbanes-Oxley Act of 2002.

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

               http://researcharchives.com/t/s?7242

West Chester, Pa.-based ComCam International, Inc. is both a
network solutions innovator and a provider of fusion technologies
for security products and modern networks.  The Company's
proprietary digital wireless camera systems and security
integration solutions address complex command-and-control
applications for rapid-deployment military situations, borders,
ports, airports, and detention facilities.

The Company's balance sheet at September 30, 2010, showed
$2.1 million in total assets, $2.5 million in total liabilities,
and a stockholders' deficit of $438,243.

                          *     *     *

As reported in the Troubled Company Reporter on April 24, 2010,
Pritchett, Siler & Hardy, P.C., in Salt Lake City, expressed
substantial doubt about Comcam International's ability to continue
as a going concern, following its 2009 results.  The independent
auditors noted of the Company's substantial losses and working
capital deficit.


COMCAM INTERNATIONAL: Files Amended 10-Q for September 30 Quarter
-----------------------------------------------------------------
Comcam International, Inc., filed on January 14, 2011, an amended
annual report on Form 10-K/A for the fiscal year ended
December 31, 2009, to (i) to expand its discussion and analysis of
financial condition and results of operations; (ii) to add to its
disclosure in respect to defaults on senior securities; (iii) to
incorporate by reference additional exhibits and (iv) to bring
current the Rule 13a-14(a) and Section 1350 certifications
required by the Sarbanes-Oxley Act of 2002.

The Company has certain long-term debt obligations that are in
default as of September 30, 2010.

  -- Note payable to Robert Betty in the amount of $1,000,000,
     bearing interest at 3%, secured by the common stock and
     assets of Pinnacle due in five monthly installments of
     $200,000, beginning on February 15, 2010.  The note payable
     was in default as of September 30, 2010 in the amount
     $841,650 plus accrued interest of $3,597.

  -- Unsecured note payable to Global Convertible Megatrend, Ltd.
     in the amount of $179,568 bearing interest at 7.5% and due on
     August 30, 2008.  The note may be converted to common shares
     of the Company, at the option of the holder, based on certain
     terms related to outstanding shares and per share prices.
     The note payable was in default as of September 30, 2010, in
     the amount of $179,568 plus accrued interest of $90,981.

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

               http://researcharchives.com/t/s?7243

                     About ComCam International

West Chester, Pa.-based ComCam International, Inc. is both a
network solutions innovator and a provider of fusion technologies
for security products and modern networks.  The Company's
proprietary digital wireless camera systems and security
integration solutions address complex command-and-control
applications for rapid-deployment military situations, borders,
ports, airports, and detention facilities.

The Company's balance sheet at September 30, 2010, showed
$2.1 million in total assets, $2.5 million in total liabilities,
and a stockholders' deficit of $438,243.

                          *     *     *

As reported in the Troubled Company Reporter on April 24, 2010,
Pritchett, Siler & Hardy, P.C., in Salt Lake City, expressed
substantial doubt about Comcam International's ability to continue
as a going concern, following its 2009 results.  The independent
auditors noted of the Company's substantial losses and working
capital deficit.


CONSOLIDATED HORTICULTURE: Creditors Request Right to Sue Lender
----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that unsecured creditors of Hines
Nurseries LLC are seeking the right to sue the company's owner and
lender over several deals they say made it "impossible" for the
commercial nursery operator to be a viable and profitable
business.

                       About Hines Nurseries

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

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

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


CONSTAR INT'L: Organizational Meeting to Form Panel on Jan. 25
--------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on January 25, 2011, at 1:00 p.m.
in the bankruptcy case of Constar International Inc., et al.  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.

                        About Constar Int'l

Philadelphia, Pennsylvania-based Constar International Inc. --
http://www.constar.net/-- produces and supplies polyethylene
terephthalate plastic containers for food and beverages.

Constar filed for Chapter 11 protection in December 2008 (Bankr.
D. Del. Lead Case No. 08-13432), with a pre-negotiated Chapter 11
plan.  The pre-negotiated plan, which reduced Constar's debt load
by roughly $175 million, became effective on May 29, 2009.
Attorneys at Bayard, P.A. and Wilmer Cutler Pickering Hale and
Dorr LLP represented the Debtor in the case.

Due to operating losses caused by a significant decline in demand
for its products from Pepsi-Cola Advertising and Marketing Inc.
and other customers, Constar International, together with
affiliates, returned to Chapter 11 protection on January 11, 2011
(Bankr. D. Del. Case No. 11-10109), with a Chapter 11 plan
negotiated with holders of 75% of the holders of $220 million in
senior secured floating-rate notes.

Andrew Goldman, Esq., and Dennis Jenkins, Esq., at Wilmer Cutler
Pickering Hale And Dorr LLP, serve as the Debtors' general
bankruptcy counsel.  Jamie Lynne Edmonson, Esq., and Neil B.
Glassman, Esq., at Bayard, P.A., serve as co-counsel to the
Debtors.  Pricewaterhouse Coopers serves as the Debtors'
independent auditors and accountants.  Kurtzman Carson Consultants
LLC serves as the Debtors' claims agent.

The Debtors disclosed $418 million in total assets and
$414 million in total debts as of Sept. 30, 2010.


CONSTAR INC: Receives Interim Approval of $38 Million Loan
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Constar International Inc. received interim approval
to use $38 million from a promised $55 million loan.  The hearing
for final approval of financing will take place Feb. 1.  Final
approval of the loan will give Constar $15 million in new
availability.

As reported in the Jan. 14, 2011 edition of the Troubled Company
Reporter, the Debtors are seeking interim and final approval to
obtain postpetition secured financing from a syndicate of lenders
led by Black Diamond Commercial Finance, L.L.C., as administrative
agent.

The DIP lenders have committed to provide a $55 million delayed
draw term loan facility. The first disbursements will be in the
aggregate principal amount of up to $38 million.  In addition, the
proposed DIP Facility will allow the Debtors to pay off their
existing revolver and roll-over up to $15 million into post-
emergence exit financing.

The DIP facility will mature on (i) 45 days after entry of an
interim order approving the DIP financing, if the final court
order hasn't yet been entered by that date; (ii) the date that is
the lesser of (x) 206 and (y) nine months, less one day following
the closing date; (iii) the substantial consummation of a plan of
reorganization of the Debtors, which has been confirmed by court
order; (iv) conversion into a case under Chapter 7 of the U.S.
Bankruptcy Code liquidation proceeding, (v) the sale of all or
substantially all of the assets of the Debtors and (vi) the
acceleration of the obligations under or the termination of the
DIP Note Purchase Agreement.

                     About Constar International

Philadelphia, Pennsylvania-based Constar International Inc. --
http://www.constar.net/-- produces and supplies polyethylene
terephthalate plastic containers for food and beverages.

Constar filed for Chapter 11 protection in December 2008 (Bankr.
D. Del. Lead Case No. 08-13432), with a pre-negotiated Chapter 11
plan.  The plan, which reduced Constar's debt load by roughly
$175 million, became effective on May 29, 2009.  Attorneys at
Bayard P.A., and Wilmer Cutler Pickering Hale and Dorr LLP
represented the Debtor in the case.

Due to operating losses caused by a significant decline in demand
for its products from Pepsi-Cola Advertising and Marketing Inc.
and other customers, Constar and its affiliates returned to
Chapter 11 on January 11, 2011 (Bankr. D. Del. Case No. 11-10109),
with a Chapter 11 plan negotiated with holders of 75% of the
holders of $220 million in senior secured floating-rate notes.

Andrew Goldman, Esq., and Dennis Jenkins, Esq., at Wilmer Cutler
Pickering Hale and Dorr LLP, serve as the Debtors' general
bankruptcy counsel.  Jamie Lynne Edmonson, Esq., and Neil B.
Glassman, Esq., at Bayard, P.A., serve as co-counsel to the
Debtors.  PricewaterhouseCoopers serves as the Debtors'
independent auditors and accountants.  Kurtzman Carson Consultants
LLC serves as the Debtors' claims agent.

The Debtors disclosed $418 million in total assets and
$414 million in total debts as of Sept. 30, 2010.


CORBIN PARK: Has Until February 1 to File Chapter 11 Plan
---------------------------------------------------------
The Hon. Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas extended the exclusive periods of Corbin Park
LP to file a Chapter 11 plan of reorganization until Feb. 1, 2011,
and solicit acceptances of that plan until April 1, 2011.

Bank of America, NA, a creditor, consented to the exclusivity
extension.

Omaha, Nebraska-based Corbin Park, L.P., filed for Chapter 11
bankruptcy protection on January 5, 2010 (Bankr. D. Kan. Case No.
10-20014).  Carl R. Clark, Esq., and Jeffrey A. Deines, Esq., at
Lentz Clark Deines PA, assist the Debtor in its restructuring
effort.  The Debtor estimated $50,000,001 to $100,000,000 in
assets and $10,000,001 to $50,000,000 in debts as of the Petition
Date.


CROSS BORDER: B. Heidelberg Acquires 25,000 Common Shares
---------------------------------------------------------
In a Form 4 filing with the Securities and Exchange Commission on
January 18, 2011, Brad Elliott Heidelberg, a director at Cross
Border Resources, Inc., disclosed that he acquired 25,000 shares
of common stock of the company on January 5, 2011.

                   About Cross Border Resources

Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB:
DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas
operator in the state of New Mexico.  The Company is headquartered
in Midland, Texas.

The Company's balance sheet at October 31, 2010, showed
$2.77 million in total assets, $2.81 million in total liabilities,
and a stockholders' deficit of $37,846.

As reported in the Troubled Company Reporter on November 23, 2010,
MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about Doral Energy's ability to continue as a going concern
following the Company's results for the fiscal year ended July 31,
2010.  The independent auditors noted that the Company has
negative working capital and recurring losses from operations.


CROWN AMERICAS: Stable Cash Flow Cues Fitch's BB- Rating on Notes
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB-' rating to Crown Americas, LLC
$700 million senior unsecured notes due 2021.  Proceeds from the
offering will be used to retire all of the $600 million senior
unsecured notes due 2015.  The ratings on the 2015 notes will be
withdrawn at the time of redemption.  The Rating Outlook is
Positive.

The ratings of Crown Holdings Inc. and its subsidiaries reflect
the stability of the company's cash flows despite a challenging
economic environment as cost-containment measures and price
increases have led to continued profitability improvements.
Underlying volume demand continued to recover in 2010 as the
company additionally benefited from new capacity coming on line.
In addition, the company expects an approximate 20% increase in
capacity of 9 billion cans in its developing markets during the
next several quarters.  Consequently, with expectations for stable
profitability, Fitch anticipates moderate growth in the mid-
single-digit range for EBITDA in 2011 which should further
strengthen Crown's operational prospects.  Crown's geographical
diversification across both mature and emerging markets with a
diverse customer mix results in a balanced revenue stream that can
lend greater stability through economic cycles.

Crown's credit profile has strengthened through an improved
maturity profile following repayment/refinancing of a portion of
its term loan and nearer-term maturing debt during 2010.  Fitch
believes Crown has significant flexibility in addressing its
remaining maturities that are slightly in excess of $400 million
during the next two years.  Adjusted leverage at the end of the
third quarter of 2010 was 3.4 times (x).  Adjusted leverage at the
end of 2010 will likely be higher than what Fitch had originally
expected of less than 3.0x.

As expected, Crown has shifted it focus for a significant portion
of its excess cash to shareholder-friendly initiatives.  During
the second half of 2010, Crown entered into two accelerated share
repurchase programs in August and December for $250 million in
total.  In addition, Crown announced that its Board of Directors
has authorized the repurchase of up to $600 million of the
company's common stock through the end of 2012.  For 2010, Crown
expects to generate at least $425 million in free cash flow.

Crown's liquidity is very good and includes a mix of cash,
availability under its revolving facility and securitization
programs, as well as significant levels of FCF.  Crown's amended
credit facility enhances the liquidity profile of the company by
extending the revolving facility's maturity by approximately
four years, increasing the aggregate size of the facility by
$400 million to $1.2 billion, and reducing the size of the term
loan commitments.  Crown's existing term loan facilities mature on
Nov. 15, 2012, and now total approximately $301 million.  Crown
had borrowed $298 million under its revolving credit facilities as
of Sept. 30, 2010.  Crown had $415 million of cash at the end of
the third quarter.  Crown also has two accounts receivable
securitization programs: a EUR120 million program maturing in
November 2011 and a $200 million North American program maturing
in March 2013.  As of Sept. 30, 2010, Crown had EUR78 million and
$140 million outstanding, respectively.  Crown's debt agreements
also give the company significant flexibility and it currently has
a material capacity to issue additional debt.

Credit risks include the increase in revenue exposure to more
volatile, higher-growth emerging markets, the asbestos liability
and pension funding, while Fitch currently believes Crown has
significant flexibility to address any additional cash
requirements on the business.

The Rating Outlook is currently Positive.  As the company's
business segments further improve from the numerous strategic
actions that Crown has undertaken, Fitch expects Crown's financial
and credit profile to continue to improve, which could result in a
near-term ratings upgrade.


CROWN AMERICAS: Moody's Puts 'Ba3' Rating on New Sr. Unsec. Notes
-----------------------------------------------------------------
Moody's Investors Service revised the ratings outlook of Crown,
Cork & Seal Company, Inc., to positive from stable and affirmed
the Ba2 Corporate Family Rating.  Moody's also assigned a Ba3
rating to the new senior unsecured notes of Crown Americas, LLC,
and affirmed the SGL-2 speculative grade liquidity rating.

The rating assignment follows Crown's announcement that it intends
to offer $700 million of senior unsecured notes due 2021 in a
private placement.  The proceeds of the issue will be used to
retire all of the company's outstanding $600 million senior
unsecured notes due 2015.  The issuance will have a largely
neutral effect on the company's credit metrics but will extend the
maturity profile.

Moody's took these rating actions for Crown Americas, LLC:

   * Assigned $700 million senior notes due 2021, Ba3 (LGD 4, 65%)

   * Affirmed $450 million US Revolving Credit Facility due 2015,
     Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed $130 million US Revolving Credit Facility due 2011,
     Baa2 (LGD 1, 8% from LGD 1, 9%) (LGD 1, 9%)

   * Affirmed $365 million US Term Loan B due 2012 ($150 million
     outstanding), Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed $600 million senior unsecured notes due 2015, Ba3
     (LGD 4, 65%) (To be withdrawn once the transaction closes)

   * Affirmed $400 million senior unsecured notes due 2017, Ba3
     (LGD 4, 65%)

Moody's took these rating actions for Crown Cork & Seal Company,
Inc.

   * Affirmed corporate family rating, Ba2

   * Affirmed probability of default rating, Ba2

   * Affirmed speculative grade liquidity rating, SGL-2

   * Affirmed $150 million senior unsecured notes due 2096
     ($64 million outstanding), B1 (LGD 6, 94%)

   * Affirmed $350 million senior unsecured notes due 2026, B1
     (LGD 6, 94%)

Moody's took these rating actions for Crown European Holdings S.A.

   * Affirmed $700 million European revolving credit facility due
     2015, Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed $63 million European revolving credit facility due
     2011, Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed EUR111 million Euro Term Loan B due 2012, Baa2
     (LGD 1, 8% from LGD 1, 9%)

   * Affirmed EUR460 million 6.25% First Lien Notes due 2011
     (EUR85 million outstanding), Baa2 (LGD 2, 11%)

   * Affirmed EUR500 million 7.125% global notes due 8/15/2018,
     Ba1 (LGD 2, 26% from LGD 2, 27%)

Moody's took these rating actions for Crown Metal Packaging Canada
L.P.

   * Affirmed $50 million Canadian revolving credit facility due
     2015, Baa2 (LGD 1, 8% from LGD 1, 9%)

The rating outlook is revised to positive from stable.

The revision of the outlook to positive from stable reflects an
expectation that Crown's credit metrics will improve sustainably
to the stated rating triggers over the rating horizon.  Much of
the company's previous and planned capacity expansion in emerging
markets is sold out and should drive measurable improvements in
EBITDA and cash flow.  Moreover, Moody's expects that the company
will continue to maintain conservative financial policies.

Crown's Ba2 Corporate Family Rating reflects the company's
position in an oligopolistic industry, relatively stable end
markets and improved profitability.  The rating is also supported
by the high percentage of business under contract with strong raw
material cost pass through provisions, higher margin growth
projects in emerging markets and good liquidity.  Crown's broad
geographic exposure, including a high percentage of sales from
faster growing developing markets, is both a benefit and a source
of some potential volatility.

The rating is constrained by the company's concentration of sales,
exposure to international markets and risks inherent in its
strategy to grow in emerging markets.  The rating is also
constrained by the ongoing asbestos liability.  The company has
exposure to segments which can be affected by weather and crop
harvests and to mature industry sectors like carbonated soft
drinks.  Approximately 40% of sales stem from beverage can
segment.  Crown is also completely concentrated in metal
packaging, which may be subject to substitution with other
substrates in certain markets depending on relative pricing and
new technologies.


CROWN CORK: Moody's Holds 'Ba2' Corp. Family Rating; Outlook Pos.
-----------------------------------------------------------------
Moody's Investors Service revised the ratings outlook of Crown,
Cork & Seal Company, Inc., to positive from stable and affirmed
the Ba2 Corporate Family Rating.  Moody's also assigned a Ba3
rating to the new senior unsecured notes of Crown Americas, LLC,
and affirmed the SGL-2 speculative grade liquidity rating.

The rating assignment follows Crown's announcement that it intends
to offer $700 million of senior unsecured notes due 2021 in a
private placement.  The proceeds of the issue will be used to
retire all of the company's outstanding $600 million senior
unsecured notes due 2015.  The issuance will have a largely
neutral effect on the company's credit metrics but will extend the
maturity profile.

Moody's took these rating actions for Crown Americas, LLC:

   * Assigned $700 million senior notes due 2021, Ba3 (LGD 4, 65%)

   * Affirmed $450 million US Revolving Credit Facility due 2015,
     Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed $130 million US Revolving Credit Facility due 2011,
     Baa2 (LGD 1, 8% from LGD 1, 9%) (LGD 1, 9%)

   * Affirmed $365 million US Term Loan B due 2012 ($150 million
     outstanding), Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed $600 million senior unsecured notes due 2015, Ba3
     (LGD 4, 65%) (To be withdrawn once the transaction closes)

   * Affirmed $400 million senior unsecured notes due 2017, Ba3
     (LGD 4, 65%)

Moody's took these rating actions for Crown Cork & Seal Company,
Inc.

   * Affirmed corporate family rating, Ba2

   * Affirmed probability of default rating, Ba2

   * Affirmed speculative grade liquidity rating, SGL-2

   * Affirmed $150 million senior unsecured notes due 2096
     ($64 million outstanding), B1 (LGD 6, 94%)

   * Affirmed $350 million senior unsecured notes due 2026, B1
     (LGD 6, 94%)

Moody's took these rating actions for Crown European Holdings S.A.

   * Affirmed $700 million European revolving credit facility due
     2015, Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed $63 million European revolving credit facility due
     2011, Baa2 (LGD 1, 8% from LGD 1, 9%)

   * Affirmed EUR111 million Euro Term Loan B due 2012, Baa2
     (LGD 1, 8% from LGD 1, 9%)

   * Affirmed EUR460 million 6.25% First Lien Notes due 2011
     (EUR85 million outstanding), Baa2 (LGD 2, 11%)

   * Affirmed EUR500 million 7.125% global notes due 8/15/2018,
     Ba1 (LGD 2, 26% from LGD 2, 27%)

Moody's took these rating actions for Crown Metal Packaging Canada
L.P.

   * Affirmed $50 million Canadian revolving credit facility due
     2015, Baa2 (LGD 1, 8% from LGD 1, 9%)

The rating outlook is revised to positive from stable.

The revision of the outlook to positive from stable reflects an
expectation that Crown's credit metrics will improve sustainably
to the stated rating triggers over the rating horizon.  Much of
the company's previous and planned capacity expansion in emerging
markets is sold out and should drive measurable improvements in
EBITDA and cash flow.  Moreover, Moody's expects that the company
will continue to maintain conservative financial policies.

Crown's Ba2 Corporate Family Rating reflects the company's
position in an oligopolistic industry, relatively stable end
markets and improved profitability.  The rating is also supported
by the high percentage of business under contract with strong raw
material cost pass through provisions, higher margin growth
projects in emerging markets and good liquidity.  Crown's broad
geographic exposure, including a high percentage of sales from
faster growing developing markets, is both a benefit and a source
of some potential volatility.

The rating is constrained by the company's concentration of sales,
exposure to international markets and risks inherent in its
strategy to grow in emerging markets.  The rating is also
constrained by the ongoing asbestos liability.  The company has
exposure to segments which can be affected by weather and crop
harvests and to mature industry sectors like carbonated soft
drinks.  Approximately 40% of sales stem from beverage can
segment.  Crown is also completely concentrated in metal
packaging, which may be subject to substitution with other
substrates in certain markets depending on relative pricing and
new technologies.


DAYTON OAKS: Disclosure Statement Due January 24
------------------------------------------------
The Hon. Nancy V. Alquist of the U.S. Bankruptcy Court for the
District of Maryland extended, at the behest of Dayton Oaks, LLC,
the deadline to file a disclosure statement until January 24,
2011.  The deadline was initially January 13, 2011.

As reported by the Troubled Company Reporter on September 13,
2010, the Debtor, along with Compass Homes, LLC, already submitted
to the Court a proposed Plan of Reorganization.

The Debtor sought for an extension in order to ensure that the
terms agreed upon by the Debtor's primary secured creditors, Sandy
Spring Bank and Regal Bank are accurately set forth in the
Disclosure Statement and incorporated into the Amended plan.  The
Debtor intends to file both the Disclosure Statement and Amended
Plan at the same time.

                       About Dayton Oaks, LLC

Clarksville, Maryland-based Dayton Oaks, LLC, filed for Chapter 11
bankruptcy protection on June 7, 2010 (Bankr. D. Md. Case No. 10-
22702).  Gary R. Greenblatt, Esq., at Mehlman, Greenblatt & Hare,
LLC, assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $10 million to $50 million.
Failed Banks Sept. 10, 2010.


DYNAMIC BUILDERS: Plan Filing Deadline Extended to January 31
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
extended the exclusive periods of Dynamic Builders Inc. to:

  a) file a Chapter 11 plan and disclosure statement explaining
     that plan through Jan. 31, 2011, and

  b) solicit acceptances of that plan from through April 30, 2011.

                    About Dynamic Builders Inc.

Los Angeles, California-based Dynamic Builders Inc. owns a
commercial real estate.  The Company filed for Chapter 11
bankruptcy protection on March 31, 2010 (Bankr. C.D. Calif. Case
No. 10-14151).  Nanette D Sanders, Esq., at Ringstad & Sanders,
assists the Company in its restructuring effort.  The Company
estimated its assets and debts at $100,000,001 to $500,000,000.


EAGLES NEST: High Debts Prompt Chapter 11 Bankruptcy Filing
-----------------------------------------------------------
Michael Sasso at the Tampa Tribune reports that Eagles Nest
Holdings, LLC, the owner of the Eagles Golf Club, a 36-hole course
near Odessa, Florida, filed for Chapter 11 bankruptcy protection
because of falling revenues and high debts.  The Company's
revenues fell from $3.7 million in 2008 to $2.3 million in 2010 as
the economy deteriorated.  Its debt level is unsustainable, and
it's trying to negotiate with its lenders to reduce its principal
and interest payments, the company said in bankruptcy documents.

Ms. Sasso relates Rich McIntyre, one of Eagles Nest Holdings'
bankruptcy attorneys, said the Company intends to stay open
throughout its bankruptcy.

Eagles Nest Holdings, LLC, filed for Chapter 11 protection on
Jan. 17, 2011 (Bankr. M.D. Fla. Case No. 11-00672).  Christopher
C. Todd, Esq., at McINTYRE, Panzarella, Thanasides, et al., in
Tampa, Florida, serves as the Debtor's bankruptcy counsel.  The
Debtor estimated assets and debts of $1 million to $10 million.


ECOSPHERE TECH: Names C. Vinick as Chief Executive Officer
----------------------------------------------------------
On January 18, 2011, Mr. Charles Vinick became Chief Executive
Officer of Ecosphere Technologies, Inc., and is no longer the
Executive Chairman.  He remains Chairman of the Board of
Directors.  Mr. Dennis McGuire previously became Chief Technology
Officer of the Company and is no longer Chief Executive Officer.
As Chief Executive Officer, Mr. Vinick will receive an annual base
salary of $275,000 per year and will receive an annual bonus to be
determined by the Board of Directors.  Additionally, Mr. Vinick
was granted 1,000,000 non-qualified options exercisable at $0.48
per share over a five-year period.  Of the Options, 500,000 vested
upon his becoming Chief Executive Officer.  The balance shall vest
in equal increments on June 31, 2011 and December 31, 2011.

                     About Ecosphere Technologies

Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH)
-- http://www.ecospheretech.com/-- is a diversified water
engineering and environmental services company.  Ecosphere
Technologies provides environmental services and technologies for
use in large-scale and sustainable applications across industries,
nations and ecosystems.

During the nine months ended September 30, 2010, the Company
incurred a loss from operations of approximately $18.9 million,
and used cash in operations of approximately $1.1 million.  At
September 30, 2010, the Company had a working capital deficiency
of approximately $3.9 million, a stockholders' deficit of
approximately $1.2 million and had outstanding convertible
preferred stock that is redeemable under limited circumstances for
approximately $3.9 million (including accrued dividends).

As reported in the Troubled Company Reporter on April 6, 2010,
Salberg & Company, P.A., in Boca Raton, Fla., 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 net loss for 2009, and working
capital, stockholders' and accumulated deficits at December 31,
2009.


EMIVEST AEROSPACE: Seeks $19 Million Sale to Mystery Buyer
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that Emivest Aerospace Corp. is
seeking bankruptcy court approval of a $19 million sale of its
assets to a buyer whose identity Emivest is trying to keep under
wraps.

                      About Emivest Aerospace

Emivest Aerospace Corporation -- http://www.sj30jet.com/-- is a
U.S.-based aircraft manufacturing company and a subsidiary of
Emirates Investment & Development PSC.  Emivest Aerospace
Corporation produces the SJ30 light jet.

Emivest Aerospace Corporation filed for Chapter 11 protection on
Oct. 20, 2010 (Bankr. D. Del. Case No. 10-13391).  Emivest
estimated assets and debts between $50 million and $100 million.

Daniel B. Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in
Wilmington, Delaware, serves as counsel to the Debtor.


ENERJEX RESOURCES: Terminates Services Agreement with J&J
---------------------------------------------------------
EnerJex Resources, Inc. announced that it has terminated its
services agreement with J&J Operating, LLC and acquired more than
20 pieces of heavy operating equipment from J&J for approximately
$230,000.  In addition, the Company affirmed its obligation to
convey to J&J certain interests in working and operating assets
that the Company acquires, employed 16 former employees of J&J,
engaged J&J's two principals under five-year consulting
agreements, and signed a five-year noncompetition and
nonsolicitation agreement with J&J and its two principals.

EnerJex will now manage all of its operated assets in-house and
have better control over its costs and operations in anticipation
of growth in oil production.  In addition, the Company expects
this transaction will result in annual cost savings in excess of
$500,000.

EnerJex's CEO, Robert Watson, Jr., commented, "I would like to
thank J&J for its commitment to EnerJex during the past 6 months
and for the exceptional job it did in stabilizing and growing the
Company's oil production during a transitional period when the
company had limited financial resources.  Bringing operations in-
house is a natural transition for EnerJex as we continue to build
a strong foundation to support future growth."

Mr. Watson further commented, "I look forward to working closely
with our new team in an effort to build an efficient and cost-
conscious field operation."

                      About EnerJex Resources

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

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

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


FAIRFAX CROSSING: Court Extends Plan Filing Deadline to Feb. 24
---------------------------------------------------------------
The Hon. Patrick Fatley of the U.S. Bankruptcy Court for the
Norther District of West Virginia extended the exclusive periods
of Fairfax Crossing LLC and its debtor-affiliates to:

   a) file a Chapter 11 plan of reorganization until Feb. 24,
      2011, and

   b) solicit a acceptances of that plan until April 24, 2011.

This is the second extension granted to the Debtors.

Based in Charles Town, West Virginia, Fairfax Crossing LLC filed
for Chapter 11 Bankruptcy Protection on June 29, 2010 (Bankr. N.D.
W.V. Case No. 10-01362).  Judge Patrick M. Flatley presides the
Debtor's case.  Richard G. Gay, Esq., at Law Office of Richard G.
Gay, represents the Debtor in its restructuring efforts.  The
Debtor estimated both assets and debts of between $1 million and
$10 million.


FINEST HEARTH: Files For Chapter 7 Bankruptcy
---------------------------------------------
BankruptcyHome.com reports that Finest Hearth Inc. has filed a
voluntary Chapter 7 bankruptcy petition.  The Company recently
closed several Maine locations in Portland, Yarmouth and Topsham,
Finest Hearth saw its sales fall off last year, dropping from $5
million in 2009 to $3.2 million in 2010.

Finest Hearth Inc. was formed in 2005 when Finest Hearth and Home
merged with Black Stove Shops.  The Company estimated its assets
at $1.3 million and its liabilities at more than $2 million as of
the bankruptcy filing, BankruptcyHome.com says.


FIRST SECURITY: Stock Regains Compliance With Nasdaq
----------------------------------------------------
First Security Group, Inc., announced that it received a notice,
dated January 18, 2011, from the Nasdaq Stock Market that its
stock had regained compliance with Nasdaq Marketplace Rule
5450(a)(1).  First Security's stock maintained a minimum closing
bid price of $1.00 per share over a period of ten consecutive
business days ending on January 14, 2011, thus regaining
compliance with the Bid Price Rule.  Accordingly, First Security's
common stock will continue to be listed on the Nasdaq Global
Select Market.

                     About First Security Group

First Security Group, Inc., is a bank holding company
headquartered in Chattanooga, Tennessee, with $1.2 billion in
assets as of September 30, 2010.  Founded in 1999, First
Security's community bank subsidiary, FSGBank, N.A., has 37 full-
service banking offices, including the headquarters, along the
interstate corridors of eastern and middle Tennessee and northern
Georgia and 325 full-time equivalent employees.  In Dalton,
Georgia, FSGBank operates under the name of Dalton Whitfield Bank;
along the Interstate 40 corridor in Tennessee, FSGBank operates
under the name of Jackson Bank & Trust.

The Company's balance sheet at September 30, 2010, showed
$1.246 billion in total assets, $1.139 billion in total
liabilities, and stockholders' equity of $106,846.

As reported in the Troubled Company Reporter on November 12, 2010,
the Company said its losses from operations during the last two
years raise possible doubt as to its ability to continue as a
going concern.

On September 7, 2010, the Company entered into a Written Agreement
with the Federal Reserve Bank of Atlanta, the Company's primary
regulator, which prohibits the Company from declaring or paying
dividends without prior written consent of the Federal Reserve.
The Company is also prohibited from taking dividends, or any other
form of payment representing a reduction of capital, from the Bank
without prior written consent.

The Company is also required, within 60 days of the Agreement, to
submit to the Federal Reserve a written plan designed to maintain
sufficient capital at the Company and the Bank.

On April 28, 2010, FSGBank, the Company's wholly-owned subsidiary,
consented and agreed to the issuance of a Consent Order by the
Office of the Comptroller of the Currency (OCC).  Pursuant to that
Consent Order, within 120 days of the effective date of the Order,
the Bank is required to achieve and thereafter maintain total
capital at least equal to 13 percent of risk-weighted assets and
Tier 1 capital at least equal to 9 percent of adjusted total
assets.

As of September 30, 2010, the first financial reporting period
subsequent to the 120 day requirement, the Bank's total capital to
risk-weighted assets was 12.93 percent and the Tier 1 capital to
adjusted total assets was 7.43 percent.  The Bank has notified the
OCC of the non-compliance.


FOOTSTAR INC: Affiliates to Acquire CPEX Pharma for $76.6MM
-----------------------------------------------------------
Certain subsidiaries of Footstar Inc. have entered into a
definitive merger agreement with CPEX Pharmaceuticals, Inc.,
earlier this month, in a transaction valued at $76.6 million, plus
fees and expenses relating to the transaction.

Pursuant to the merger agreement, FCB I Acquisition Corp., a
wholly owned subsidiary of FCB I Holdings Inc., will merge into
CPEX and CPEX shareholders will receive $27.25 per share in cash.
The transaction was unanimously approved by the Footstar Board of
Directors.

CPEX said in a Jan. 4 statement that the transaction price
represents a premium of 11% over the closing stock price of CPEX
on January 3, 2011, and a 142% premium over the price of CPEX
shares on January 7, 2010, the day prior to the date a third party
publicly stated its intention to make an unsolicited offer for the
Company.

FCB Acquisition is a wholly owned subsidiary of FCB Holdings,
which is owned 80.5% by Footstar Corporation and 19.5% by an
unaffiliated investment holding company.  Footstar Corporation is
a wholly owned subsidiary of Footstar.

Footstar said the transaction is being financed through a
combination of equity and debt.  Footstar Corp. and the
Co-Investor are providing $3.2 million and $800,000 of equity
financing, respectively.  In addition, FCB Holdings has received
combined commitments from Footstar Corp. and the Co-Investor to
provide a $13 million secured bridge loan.  In addition, certain
debt financing parties have agreed to provide debt financing in
the form of a $64 million secured term loan pursuant to its terms.

Black Horse Capital LP, a Delaware limited partnership, and Black
Horse Capital Master Fund Ltd., a Cayman Islands exempted company,
have entered into a letter agreement with CPEX and the Buyer
Entities pursuant to which they have agreed to provide $10 million
in secured financing to and undertake other obligations on behalf
of CPEX and the Buyer Entities.

The transaction is subject to the receipt of CPEX stockholder
approval and satisfaction of other customary closing conditions.
Certain of CPEX's directors and employees, who currently own an
aggregate of 19.6% of the outstanding CPEX shares, have agreed to
vote their shares in favor of the transaction and recommend that
all CPEX shareholders approve the transaction.  The transaction is
expected to close in the second quarter of 2011.  CPEX said the
closing of the transaction may not occur prior to April 4, 2011.

Footstar has a shareholder rights plan, which contains provisions
that prohibit any person or group from acquiring beneficial
ownership of more than 4.75% of Footstar's common stock without
its prior consent and as further provided therein.

Olshan Grundman Frome Rosenzweig & Wolosky LLP is serving as legal
advisor to Footstar.

RBC Capital Markets, LLC and Goodwin Procter LLP are serving as
financial and legal advisors, respectively, to CPEX.

Based in Exeter, New Hampshire, CPEX Pharmaceuticals, Inc.
(NASDAQ: CPEX) --  http://www.cpexpharm.com/-- is an emerging
specialty pharmaceutical company focused on the development,
licensing and commercialization of pharmaceutical products
utilizing CPEX's validated drug delivery platform technology.
CPEX has U.S. and international patents and other proprietary
rights to technology that facilitates the absorption of drugs.

                           *     *     *

Bob Sanders, writing for the New Hampshire Business Review,
reported that it is unclear what will happen to CPEX's Exeter
facility or the 13 employees working there.  It also is not clear
how a bankrupt company can afford the purchase.

Mr. Sanders noted that at the end of September, Footstar had
declared liquidating cash distribution totaling $1.2 million to
shareholders -- about 5 cents a common share.  As of Oct. 2, it
had cash of $10.2 million.

Mr. Sanders also said that within an hour of the merger agreement
announcement, Kendall Law Group announced that it planned to
investigate the transaction to see if it was in the best interests
of shareholders.

CPEX declined comment on the investigation.

A full-text copy of the AGREEMENT AND PLAN OF MERGER by and
among FCB I HOLDINGS INC., FCB I ACQUISITION CORP. and CPEX
PHARMACEUTICALS, INC., dated as of January 3, 2011, is available
at http://is.gd/I2SfHq

                        About Footstar Inc.

Based in West Nyack, New York, Footstar Inc. --
http://www.footstar.com/-- sold family and athletic footwear.  As
of August 28, 2004, the company operated 2,373 Meldisco licensed
footwear departments nationwide in Kmart, Rite Aid and Federated
Department Stores.  The company also distributed its own Thom McAn
brand of quality leather footwear through Kmart, Wal-Mart and Shoe
Zone stores.

The Company and its debtor-affiliates filed for chapter 11
protection on March 3, 2004 (Bankr. S.D.N.Y. Case No. 04-22350).
Weil Gotshal & Manges represented the Debtors in their bankruptcy
proceedings.  When the Debtor filed for Chapter 11 protection, it
disclosed $762,500,000 in total assets and $302,200,000 in total
debts.

The Court confirmed the Debtors' Amended Joint Plan on Jan. 25,
2006.  The Plan became effective on Feb. 7, 2006.

As reported by the Troubled Company Reporter on May 16, 2008,
Footstar's board board unveiled plans to liquidate the group of
companies by the end of 2008.


FRESNO PACIFIC: Bankruptcy Filing Fails to Halt Auction
-------------------------------------------------------
The Fresno Bee reports that a bank took possession of Fresno
Pacific Towers in a foreclosure auction despite a last-minute
bankruptcy filing by owner Fresno Pacific Towers Inc.  The Fresno
Bee reports that East West Bank, which held a note on a
$4.5 million loan against the building, took back the former
Security Bank building with the lone bid of $1.9 million at the
Fresno County Courthouse.

Fresno Pacific Towers, Inc., filed for Chapter 11 protection on
Jan. 18, 2011 (Bankr. E.D. Calif. Case No. 11-10522), estimating
assets and debts of $1 million to $10 million.  Ravi Jain, Esq.,
in Irvine, California, represents the Debtor.

The Fresno Bee reports that representatives of Fresno Pacific
Towers, Inc., the partnership that owned the 85-year-old, 16-story
building since 1993, handed the bankruptcy petition to auctioneer
Cindy McGlynn of Trustee's Assistance Corp. to try to stop the
sale.  It didn't work.  After a 10-minute delay, the auction
began.


FRESNO PACIFIC: Case Summary & 13 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Fresno Pacific Towers, Inc.
        1060 Fulton Mall
        Fresno, CA 93721

Bankruptcy Case No.: 11-10522

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       Eastern District of California (Fresno)

Judge: Whitney Rimel

Debtor's Counsel: Ravi Jain, Esq.
                  LAW OFFICE OF RAVI JAIN
                  2102 Business Center Drive, #130
                  Irvine, CA 92612
                  Tel: (949) 259-5725

Scheduled Assets: $2,000,000

Scheduled Debts: $4,500,000

A list of the Company's 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/caeb11-10522.pdf

The petition was signed by John E. King, president.


GENERAL GROWTH: Asks for Final Decree Closing 382 Ch. 11 Cases
--------------------------------------------------------------
Pursuant to Section 350 of the Bankruptcy Code and Rule 3022 of
the Federal Rules of Bankruptcy Procedure, GGP, Inc., and its
debtor affiliates ask Judge Allan L. Gropper of the U.S.
Bankruptcy Court for the Southern District of New York to enter a
final decree closing the Chapter 11 cases of 382 Reorganized
Debtors:

  Closing Debtors                                    Case No.
  ---------------                                    --------
  10000 Covington Cross                              09-12324
  10000 West Charleston Boulevard, LLC               09-12040
  10190 Covington Cross, LLC                         09-12041
  1120/1140 Town Center Drive, LLC                   09-12042
  1160/1180 Town Center Drive, LLC                   09-12043
  1201-1281 Town Center Drive, LLC                   09-12044
  1251 Center Crossing, LLC                          09-12045
  1450 Center Crossing Drive, LLC                    09-12046
  1451 Center Crossing Drive, LLC                    09-12047
  1551 Hillshire Drive, LLC                          09-12048
  1635 Village Centre Circle, LLC                    09-12049
  1645 Village Center Circle, LLC                    09-12050
  9901-9921 Covington Cross, LLC                     09-12051
  9950-9980 Covington Cross, LLC                     09-12052
  Alameda Mall Associates                            09-11986
  Alameda Mall L.L.C.                                09-12053
  Apache Mall, LLC                                   09-12054
  Arizona Center Parking, LLC                        09-12055
  Augusta Mall Anchor Acquisition, LLC               09-12056
  Augusta Mall Anchor Holding, LLC                   09-12057
  Augusta Mall Holding, LLC                          09-12058
  Augusta Mall, LLC                                  09-12024
  Austin Mall Limited Partnership                    09-12059
  Austin Mall, LLC                                   09-12060
  Bakersfield Mall LLC                               09-12062
  Bakersfield Mall, Inc.                             09-12061
  Baltimore Center Associates Limited Partnership    09-12006
  Baltimore Center Garage Limited Partnership        09-12007
  Baltimore Center, LLC                              09-12063
  Bay City Mall Associates L.L.C.                    09-12064
  Bay Shore Mall II L.L.C.                           09-12065
  Bay Shore Mall Partners                            09-11987
  Bay Shore Mall, Inc.                               09-12066
  Beachwood Place Holding, LLC                       09-12067
  Beachwood Place Mall, LLC                          09-12068
  Bellis Fair Partners                               09-11968
  Benson Park Business Trust                         09-12069
  Birchwood Mall, LLC                                09-12070
  Boise Mall, LLC                                    09-12071
  Boise Town Square Anchor Acquisition, LLC          09-12072
  Boise Towne Plaza L.L.C.                           09-12073
  Boulevard Associates                               09-12074
  Boulevard Mall I LLC                               09-12076
  Boulevard Mall II LLC                              09-12077
  Boulevard Mall, Inc.                               09-12075
  BTS Properties L.L.C.                              09-12078
  Cache Valley, LLC                                  09-12079
  Caledonian Holding Company, Inc.                   09-11981
  Century Plaza L.L.C.                               09-12008
  Century Plaza, Inc.                                09-12080
  Champaign Market Place L.L.C.                      09-12081
  Chapel Hills Mall L.L.C.                           09-12082
  Chattanooga Mall, Inc.                             09-12083
  Chico Mall L.L.C.                                  09-12084
  Chico Mall, L.P.                                   09-11988
  Chula Vista Center, LLC                            09-12085
  Collin Creek Anchor Acquisition, LLC               09-12086
  Collin Creek Mall, LLC                             09-12087
  Colony Square Mall L.L.C.                          09-12088
  Columbia Mall L.L.C.                               09-12089
  Coronado Center Holding L.L.C.                     09-12091
  Coronado Center L.L.C.                             09-12090
  Cottonwood Mall, LLC                               09-12092
  Country Hills Plaza, LLC                           09-12093
  Deerbrook Mall, LLC                                09-12094
  DK Burlington Town Center LLC                      09-12095
  Eagle Ridge Mall, Inc.                             09-12096
  Eagle Ridge Mall, L.P.                             09-12097
  Eastridge Shopping Center L.L.C.                   09-12098
  Eden Prairie Anchor Building L.L.C.                09-12099
  Eden Prairie Mall L.L.C.                           09-12101
  Eden Prairie Mall, Inc.                            09-12100
  Elk Grove Town Center L.L.C.                       09-12102
  Elk Grove Town Center, L.P.                        09-12005
  ER Land Acquisition L.L.C.                         09-12103
  Fallbrook Square Partners L.L.C.                   09-12105
  Fallbrook Square Partners Limited Partnership      09-12104
  Fallen Timbers Shops II, LLC                       09-12107
  Fallen Timbers Shops, LLC                          09-12106
  Faneuil Hall Marketplace, LLC                      09-12108
  Fashion Place Anchor Acquisition, LLC              09-12110
  Fashion Place, LLC                                 09-12109
  Fashion Show Mall LLC                              09-12026
  Fifty Columbia Corporate Center, LLC               09-12111
  Forty Columbia Corporate Center, LLC               09-12112
  Fox River Shopping Center, LLC                     09-12113
  Franklin Park Mall Company, LLC                    09-12115
  Franklin Park Mall, LLC                            09-12114
  Gateway Crossing L.L.C.                            09-12116
  Gateway Overlook Business Trust                    09-12117
  Gateway Overlook II Business Trust                 09-12118
  GGP Acquisition, L.L.C.                            09-12119
  GGP Ala Moana Holdings L.L.C.                      09-12120
  GGP Ala Moana L.L.C.                               09-12027
  GGP American Holdings Inc.                         09-12121
  GGP American Properties Inc.                       09-11980
  GGP General II, Inc.                               09-12122
  GGP Holding II, Inc.                               09-12123
  GGP Holding Services, Inc.                         09-12124
  GGP Holding, Inc.                                  09-12035
  GGP Ivanhoe II, Inc.                               09-12125
  GGP Ivanhoe IV Services, Inc.                      09-12126
  GGP Jordan Creek L.L.C.                            09-12028
  GGP Kapiolani Development L.L.C.                   09-12127
  GGP Knollwood Mall, LP                             09-12128
  GGP Natick Residence LLC                           09-12129
  GGP Savannah L.L.C.                                09-12130
  GGP Village at Jordan Creek L.L.C.                 09-12029
  GGP/Homart Services, Inc.                          09-12132
  GGP/Homart, Inc.                                   09-12131
  GGP-Bay City One, Inc.                             09-12133
  GGP-Brass Mill, Inc.                               09-12134
  GGP-Burlington L.L.C.                              09-12135
  GGP-Canal Shoppes L.L.C.                           09-12136
  GGP-Foothills L.L.C.                               09-12137
  GGP-Four Seasons L.L.C.                            09-12030
  GGP-Glenbrook Holding L.L.C.                       09-12139
  GGP-Glenbrook L.L.C.                               09-12138
  GGP-Grandville II L.L.C.                           09-11972
  GGP-Grandville L.L.C.                              09-11971
  GGP-Grandville Land L.L.C.                         09-12140
  GGP-La Place, Inc.                                 09-12141
  GGP-Lakeview Square, Inc.                          09-12142
  GGP-Lansing Mall, Inc.                             09-12143
  GGPLP L.L.C.                                       09-11982
  GGP-Maine Mall Holding L.L.C.                      09-12145
  GGP-Maine Mall L.L.C.                              09-12144
  GGP-Maine Mall Land L.L.C.                         09-12146
  GGP-Mall of Louisiana, L.P.                        09-12018
  GGP-Mint Hill L.L.C.                               09-11969
  GGP-Moreno Valley, Inc.                            09-12147
  GGP-Newgate Mall, LLC                              09-12148
  GGP-NewPark L.L.C.                                 09-12004
  GGP-NewPark, Inc.                                  09-12149
  GGP-North Point Land L.L.C.                        09-12016
  GGP-North Point, Inc.                              09-12150
  GGP-Pecanland II, L.P.                             09-11991
  GGP-Pecanland, Inc.                                09-12151
  GGP-Pecanland, L.P.                                09-11990
  GGP-Redlands Mall L.L.C.                           09-12152
  GGP-Redlands Mall, L.P.                            09-11973
  GGP-South Shore Partners, Inc.                     09-12153
  GGP-Steeplegate, Inc.                              09-12154
  GGP-Tucson Land L.L.C.                             09-11975
  GGP-Tucson Mall L.L.C.                             09-12155
  GGP-UC L.L.C.                                      09-12156
  Grand Canal Shops II, LLC                          09-12157
  Grandville Mall II, Inc.                           09-12158
  Grandville Mall, Inc.                              09-12159
  Greengate Mall, Inc.                               09-12160
  Greenwood Mall Land, LLC                           09-12161
  Harbor Place Associates Limited Partnership        09-12009
  Harborplace Borrower, LLC                          09-12162
  HHP Government Services, Limited Partnership       09-11996
  Hickory Ridge Village Center, Inc.                 09-12163
  HMF Properties, LLC                                09-12164
  Ho Retail Properties I Limited Partnership         09-11997
  Ho Retail Properties II Limited Partnership        09-12165
  Hocker Oxmoor Partners, LLC                        09-12167
  Hocker Oxmoor, LLC                                 09-12166
  Howard Hughes Canyon Pointe Q4, LLC                09-12168
  Howard Hughes Properties IV, LLC                   09-12172
  Howard Hughes Properties V, LLC                    09-12173
  Howard Hughes Properties, Inc.                     09-12170
  Howard Hughes Properties, Limited Partnership      09-12171
  HRD Parking, Inc.                                  09-12174
  HRD Remainder, Inc.                                09-12175
  Hulen Mall, LLC                                    09-12176
  Kapiolani Condominium Development, LLC             09-12178
  Kapiolani Retail, LLC                              09-12179
  Knollwood Mall, Inc.                               09-12180
  La Place Shopping, L.P.                            09-11974
  Lakeside Mall Holding, LLC                         09-12181
  Lakeside Mall Property LLC                         09-12182
  Lakeview Square Limited Partnership                09-12183
  Land Trust No. 89433                               09-12184
  Land Trust No. 89434                               09-12185
  Land Trust No. FHB-TRES 200601                     09-12186
  Land Trust No. FHB-TRES 200602                     09-12187
  Landmark Mall L.L.C.                               09-12188
  Lansing Mall Limited Partnership                   09-11989
  Lincolnshire Commons, LLC                          09-12031
  Lockport L.L.C.                                    09-11966
  Lynnhaven Holding L.L.C.                           09-12189
  Lynnhaven Mall L.L.C.                              09-12190
  Majestic Partners-Provo, LLC                       09-12017
  Mall of Louisiana Holding, Inc.                    09-12191
  Mall of Louisiana Land Holding, LLC                09-12193
  Mall of Louisiana Land, LP                         09-12192
  Mall of the Bluffs, LLC                            09-12194
  Mall St. Matthews Company, LLC                     09-12195
  Mall St. Vincent, Inc.                             09-12196
  Mall St. Vincent, L.P.                             09-12197
  Mayfair Mall, LLC                                  09-12198
  MSAB Holdings L.L.C.                               09-12200
  MSAB Holdings, Inc.                                09-12199
  MSM Property L.L.C.                                09-12201
  Natick Retail, LLC                                 09-12202
  New Orleans Riverwalk Associates                   09-11998
  New Orleans Riverwalk Limited Partnership          09-11999
  Newgate Mall Land Acquisition, LLC                 09-12203
  NewPark Anchor Acquisition, LLC                    09-12019
  NewPark Mall L.L.C.                                09-12204
  North Plains Mall, LLC                             09-12205
  North Star Anchor Acquisition, LLC                 09-12206
  North Star Mall, LLC                               09-12207
  North Town Mall, LLC                               09-12208
  Northgate Mall L.L.C.                              09-12209
  NSMJV, LLC                                         09-12210
  Oakwood Hills Mall, LLC                            09-12211
  Oakwood Shopping Center Limited Partnership        09-11985
  Oglethorpe Mall L.L.C.                             09-12212
  Oklahoma Mall L.L.C.                               09-12213
  OM Borrower, LLC                                   09-12214
  One Willow Company, LLC                            09-12215
  Orem Plaza Center Street, LLC                      09-12216
  Owings Mills Limited Partnership                   09-12217
  Park Mall L.L.C.                                   09-12219
  Park Mall, Inc.                                    09-12218
  Park Square Limited Partnership                    09-12022
  Parke West, LLC                                    09-12003
  Parkside Limited Partnership                       09-12021
  Parkview Office Building Limited Partnership       09-12020
  PDC Community Centers L.L.C.                       09-12220
  PDC-Eastridge Mall L.L.C.                          09-12221
  PDC-Red Cliffs Mall L.L.C.                         09-12222
  Peachtree Mall L.L.C.                              09-12223
  Pecanland Anchor Acquisition, LLC                  09-12224
  Phase II Mall Subsidiary, LLC                      09-12032
  Piedmont Mall, LLC                                 09-12225
  Pierre Bossier Mall, LLC                           09-12226
  Pine Ridge Mall L.L.C.                             09-12227
  Pines Mall Partners                                09-11970
  Pioneer Office Limited Partnership                 09-12228
  Pioneer Place Limited Partnership                  09-12229
  Price Development TRS, Inc.                        09-12230
  Price Financing Partnership, L.P.                  09-11994
  Price GP L.L.C.                                    09-11995
  Price-ASG L.L.C.                                   09-12231
  Prince Kuhio Plaza, Inc.                           09-12232
  Providence Place Holdings, LLC                     09-12233
  RASCAP Realty, Ltd.                                09-11967
  Redlands Land Acquisition Company L.L.C.           09-12234
  Redlands Land Acquisition Company L.P.             09-12235
  Redlands Land Holding L.L.C.                       09-12236
  Ridgedale Center, LLC                              09-12237
  Rio West L.L.C.                                    09-12238
  River Falls Mall, LLC                              09-12239
  River Hills Land, LLC                              09-12240
  River Hills Mall, LLC                              09-12241
  Rogue Valley Mall Holding L.L.C.                   09-12243
  Rogue Valley Mall L.L.C.                           09-12242
  Rouse F.S., LLC                                    09-12250
  Rouse Office Management of Arizona, LLC            09-12251
  Rouse Providence LLC                               09-12252
  Rouse Ridgedale Holding, LLC                       09-12254
  Rouse Ridgedale, LLC                               09-12253
  Rouse SI Shopping Center, LLC                      09-12023
  Rouse Southland, LLC                               09-12255
  Rouse-Arizona Center, LLC                          09-12256
  Rouse-Arizona Retail Center Limited Partnership    09-12012
  Rouse-Fairwood Development Corporation             09-12257
  Rouse-New Orleans, LLC                             09-12258
  Rouse-Oakwood Shopping Center, LLC                 09-12259
  Rouse-Orlando, LLC                                 09-12260
  Rouse-Phoenix Cinema, LLC                          09-12261
  Rouse-Phoenix Corporate Center Limited Partnership 09-12262
  Rouse-Phoenix Development Company, LLC             09-12263
  Rouse-Phoenix Master Limited Partnership           09-12013
  Rouse-Phoenix Theatre Limited Partnership          09-12011
  Rouse-Portland, LLC                                09-12264
  RS Properties Inc.                                 09-12265
  Saint Louis Galleria Anchor Acquisition, LLC       09-12267
  Saint Louis Galleria Holding L.L.C.                09-12268
  Saint Louis Galleria L.L.C.                        09-12266
  Saint Louis Land L.L.C.                            09-12014
  Seaport Marketplace Theatre, LLC                   09-11965
  Seaport Marketplace, LLC                           09-11964
  Sierra Vista Mall, LLC                             09-12269
  Sikes Senter, LLC                                  09-12270
  Silver Lake Mall, LLC                              09-12271
  Sixty Columbia Corporate Center, LLC               09-12272
  Sooner Fashion Mall L.L.C.                         09-12273
  South Shore Partners, L.P.                         09-11993
  South Street Seaport Limited Partnership           09-11963
  Southlake Mall L.L.C.                              09-12274
  Southland Center Holding, LLC                      09-12275
  Southland Center, LLC                              09-12015
  Southland Mall, Inc.                               09-12276
  Southland Mall, L.P.                               09-11992
  Southwest Denver Land L.L.C.                       09-12277
  Southwest Plaza L.L.C.                             09-12278
  Spring Hill Mall L.L.C.                            09-12279
  St. Cloud Land L.L.C.                              09-12280
  St. Cloud Mall Holding L.L.C.                      09-12281
  St. Cloud Mall L.L.C.                              09-12033
  Stonestown Shopping Center L.L.C.                  09-12282
  Stonestown Shopping Center, L.P.                   09-12283
  Summerlin Centre, LLC                              09-12284
  Summerlin Corporation                              09-12285
  The Burlington Town Center LLC                     09-12025
  The Howard Hughes Corporation                      09-12169
  The Hughes Corporation                             09-12177
  The Rouse Company at Owings Mills, LLC             09-12244
  The Rouse Company BT, LLC                          09-12036
  The Rouse Company of Florida, LLC                  09-12245
  The Rouse Company of Louisiana, LLC                09-12246
  The Rouse Company of Michigan, LLC                 09-12247
  The Rouse Company of Minnesota, LLC                09-12248
  The Rouse Company of Ohio, LLC                     09-12249
  The Rouse Company Operating Partnership LP         09-12037
  The Village of Cross Keys, LLC                     09-12306
  The Woodlands Mall Associates, LLC                 09-12323
  Three Rivers Mall L.L.C.                           09-12286
  Three Willow Company, LLC                          09-12287
  Town East Mall, LLC                                09-12288
  Tracy Mall Partners I L.L.C.                       09-12291
  Tracy Mall Partners II, L.P.                       09-12292
  Tracy Mall Partners, L.P.                          09-12290
  Tracy Mall, Inc.                                   09-12289
  TRC Co-Issuer, Inc.                                09-11984
  TRC Willow, LLC                                    09-12293
  Tucson Anchor Acquisition, LLC                     09-11976
  TV Investment, LLC                                 09-12294
  Two Arizona Center, LLC                            09-12295
  Two Willow Company, LLC                            09-12296
  Tysons Galleria L.L.C.                             09-12297
  U.K.-American Properties, Inc.                     09-12298
  Valley Hills Mall L.L.C.                           09-12034
  Valley Hills Mall, Inc.                            09-12299
  Valley Plaza Anchor Acquisition, LLC               09-12300
  VCK Business Trust                                 09-12301
  Victoria Ward Center L.L.C.                        09-12302
  Victoria Ward Entertainment Center L.L.C.          09-12303
  Victoria Ward Services, Inc.                       09-12305
  Victoria Ward, Limited                             09-12304
  Visalia Mall L.L.C.                                09-12307
  Visalia Mall, L.P.                                 09-12309
  Vista Commons, LLC                                 09-12308
  Vista Ridge Mall, LLC                              09-12310
  VW Condominium Development, LLC                    09-12311
  Ward Gateway-Industrial-Village, LLC               09-12312
  Ward Plaza-Warehouse, LLC                          09-12313
  Weeping Willow RNA, LLC                            09-12314
  Westwood Mall, LLC                                 09-12316
  White Marsh General Partnership                    09-12000
  White Marsh Mall Associates                        09-12001
  White Marsh Mall LLC                               09-12317
  White Marsh Phase II Associates                    09-12002
  White Mountain Mall, LLC                           09-12318
  Willow SPE, LLC                                    09-12319
  Willowbrook II, LLC                                09-12320
  Willowbrook Mall, LLC                              09-12321
  Woodbridge Center Property, LLC                    09-12322
  10 CCC Business Trust                              09-12457
  20 CCC Business Trust                              09-12458
  30 CCC Business Trust                              09-12459
  Burlington Town Center II LLC                      09-12477
  Capital Mall, Inc.                                 09-12480
  Capital Mall L.L.C.                                09-12462
  GGP-Columbiana Trust                               09-12464
  GGP-Gateway Mall, Inc.                             09-12481
  GGP-Gateway Mall L.L.C.                            09-12467
  GGP-Mall of Louisiana, Inc.                        09-12478
  GGP-Mall of Louisiana II, L.P.                     09-12482
  Grand Traverse Mall Holding, Inc.                  09-12483
  Grand Traverse Mall Partners, LP                   09-12469
  Greenwood Mall, Inc.                               09-12484
  Greenwood Mall L.L.C.                              09-12471
  Kalamazoo Mall, Inc.                               09-12485
  Kalamazoo Mall L.L.C.                              09-12472
  Lancaster Trust                                    09-12473
  Mondawmin Business Trust                           09-12474
  PARCIT-IIP Lancaster Venture                       09-12486
  Parcity L.L.C.                                     09-12487
  Parcity Trust                                      09-12488
  Park City Holding, Inc.                            09-12489
  PC Lancaster L.L.C.                                09-12490
  PC Lancaster Trust                                 09-12491
  Running Brook Business Trust                       09-12475
  Stonestown Shopping Center Holding L.L.C.          09-12479
  Town Center East Business Trust                    09-12476

GGP also proposes to leave open the Chapter 11 cases of six
Debtors in light of, among other considerations, the number of
active claims in each Chapter 11 case as well as which Reorganized
Debtors are involved in adversary proceedings:

  Remaining Debtors                              Case No.
  -----------------                              --------
  GGP, Inc.                                      09-11977
  GGP Limited Partnership                        09-11978
  Rouse LLC                                      09-11979
  The Rouse Company L.P.                         09-11983
  West Kendall Holdings, LLC                     09-12315
  Price Development Company, Limited Partnership 09-12010

Marcia L. Goldstein, Esq., at Weil, Gotshal & Manges LLP, in New
York, relates that none of the Closing Debtors are involved in any
adversary proceeding or have more than 30 active claims.  GGP thus
proposes that any pending or future matters regarding the Closing
Debtors be addressed in GGP's Chapter 11 case.

Section 350(a) of the Bankruptcy Code provides that "[a]fter an
estate is fully administered and the court has discharged the
trustee, the court shall close the case."

Ms. Goldstein insists that entry of a final decree in the Closing
Debtors' Chapter 11 cases is appropriate because those cases have
been "fully administered" within the meaning of Section 350.  She
points out that the Project Debtors' Joint Plan of Reorganization
and the Third Amended Joint Plan of Reorganization of GGP and GGP
LP -- TopCo -- have been substantially consummated pursuant to
Section 1102 of the Bankruptcy Code.  She further insists that
the factors set forth in the Advisory Committee Note to Rule 3022
have been satisfied with respect to each of the Closing Debtors'
reorganization cases, namely:

  (a) the confirmation orders entered with respect to the
      Confirmed Plans have become final and non-appealable;

  (b) the Debtors have emerged from Chapter 11 as reorganized
      entities;

  (c) all property proposed to be transferred pursuant to the
      Confirmed Plans has been transferred;

  (d) the Reorganized Debtors have assumed the business and
      management of the property dealt with by the Confirmed
      Plans; and

  (e) allowed and undisputed payments required under the Project
      Debtor Plan are completed or substantially underway with
      respect to the TopCo Plan.

More importantly, allowing the Closing Debtors to close their
bankruptcy cases at this time will save them substantial expense
that they continue to incur while their cases remain open, Ms.
Goldstein asserts.  The Closing Debtors must continue paying
quarterly fees to the U.S. Trustee for Region 2, which is an
unnecessary financial burden on the Closing Debtors, she
stresses.  Indeed, the Reorganized Debtors have paid $8,340,025
in U.S. Trustee Fees through September 30, 2010, of which only
$346,575 of which is attributable to the Remaining Debtors, she
points out.

Ms. Goldstein further argues that the fact that certain claims
against the Closing Reorganized Debtors are disputed does not
require that their Chapter 11 cases remain open pending
resolution of those disputes.  Since entry of a final decree in a
Chapter 11 case is largely administrative, closing the Closing
Debtors' Chapter 11 cases will not have any substantive impact on
creditors or interest holders in those cases, she assures the
Court.  To the extent the Closing Debtors resolve any disputed
claims against them, they will satisfy those claims in ordinary
course, she adds.

The Court will consider the Reorganized Debtors' request on
February 8, 2011.  Objections are due no later than February 3.

                      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: Files 2nd Post-Confirmation Status Report
---------------------------------------------------------
GGP, Inc., and its 125 debtor affiliates filed with the Court on
January 18, 2011, their second status report detailing the actions
they have taken and the progress they made toward consummation of
their Third Amended Joint Plan of Reorganization.

A list of the reporting Plan Debtors is available for free at:

      http://bankrupt.com/misc/ggp_Jan18ReportingDebtors.pdf

Marcia L. Goldstein, Esq., at Weil, Gotshal & Manges LLP, in New
York, reminds the Court that the Reorganized Debtors filed a
motion for entry of a final decree closing 382 of GGP's debtor
affiliates' Chapter 11 cases, except for the cases of these
Reorganized Debtors: GGP; GGP Limited Partnership; Rouse LLC; The
Rouse Company L.P.; West Kendall Holdings, LLC and Price
Development Company, Limited Partnership.

Ms. Goldstein further notes that the Reorganized Debtors and
their advisors continue to evaluate and resolve about 10,000
proofs of claim and about 6,000 scheduled claims filed in these
Chapter 11 cases.  Indeed, the Reorganized Debtors have filed 75
omnibus claims objection and two omnibus schedule amendment
motions that have resolved more than 4,700 proofs of claim
representing more $1.7 billion in asserted claim amounts and
reduced nearly 600 of the Reorganized Debtors' scheduled claims
by about 3.8 million, she points out.

Ms. Goldstein also relates that the Reorganized Debtors have
resolved or settled nearly 8,300 proofs of claim and scheduled
claims representing an aggregate asserted value of about
$126 billion through informal negotiations with creditors.  The
claims resolution process is ongoing and the Reorganized Debtors
anticipate filing additional objections addressing a substantial
portion of the remaining filed proofs of claim where consensual
resolution with the creditors cannot be achieved, she tells Judge
Gropper.

Ms. Goldstein discloses that the Reorganized Debtors made
disbursements totaling $6,156,558,000 during the quarter ended
December 31, 2010, a schedule of which is available for free at:

       http://bankrupt.com/misc/ggp4Q2010Disbursements.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 GROWTH: Objects to Wilmington Trust Request for Fees
------------------------------------------------------------
Before the Petition Date, General Growth Properties, Inc., was
negotiating with, among other parties, an ad hoc consortium of
Exchangeable Notes holders.  In connection with the negotiations,
GGP paid about $304,000 to Brown Rudnick LLP, as counsel for the
ad hoc group.  In October 2010, Wilmington Trust Company, as
trustee under an April 16, 2007 indenture for 3.98% Exchangeable
Senior Notes due 2027, submitted a request for payment to GGP
seeking payment of fees totaling $13,780,427 and expenses totaling
$56,295:

  Professional                        Fees         Expenses
  ------------                        ----         --------
  Wilmington Trust Company        $519,061         $531,061
  Foley & Lardner LLP             $799,048         $810,751
  Brown Rudnick LLP             $3,311,407              N/A
  Baker & Hostetler LLP           $150,911           $1,046
  Moelis & Company LLC          $9,000,000          $31,546

Brown Rudnick's $3,311,407 requested fee amount reflects a
deduction of $304,972 as paid by GGP prepetition.

GGP objected to Wilmington Trust's fee request with respect to the
fees and expenses of Moelis and Brown Rudnick totaling $12,342,953
-- the Disputed Fees.  Wilmington Trust challenged GGP's position
with respect to the Disputed Fees.  Wilmington Trust also provided
GGP notice that, to the extent GGP maintained an objection with
respect to any of its Indenture Trustee Fee Claims, Wilmington
Trust intended to exercise a charging lien as against the "credit
bid" that would be made by certain of the Investors with respect
to their allowed Exchangeable Notes Claims.

To avoid interference with the "credit bid" process, GGP deposited
the disputed amounts in escrow with Wilmington Trust and an
additional reserve escrow of $2,315,250 for additional amounts
that Wilmington Trust might claim under the Indenture.  GGP also
delivered to Wilmington Trust all other outstanding, undisputed
amounts asserted to be due and owing in connection with the
Indenture and about $746,886 for trustee and professional fees and
expenses in connection with the Rouse 6.75% Notes.  Wilmington
Trust made partial distributions to holders of Exchangeable Notes
Claims on account of their claims, but reserved from distribution
about $31,248,042, consisting of: (i) an amount equal to the
Disputed Fees; (ii) an amount equal to the Reserve Escrow; and
(iii) an additional $16,589,839.

Wilmington Trust submitted a supplemental request on December 22,
2010, for payment of fees totaling $249,221 and expenses totaling
$7,630:

  Professional                        Fees         Expenses
  ------------                        ----         --------
  Wilmington Trust                 $35,100               $0
  Foley                           $151,258         $157,675
  Brown Rudnick                    $62,862           $1,214

By this objection, the Reorganized Debtors ask the Court for a
determination that:

  (i) the Disputed Fees are not payable by GGP;

(ii) the Disputed Fees are not chargeable against the charging
      lien in the Indenture;

(iii) GGP should not be required to reimburse Wilmington Trust
      for any further fees and expenses incurred in connection
      with the Disputed Fees, including as requested in the
      Supplemental Fee Request to the extent that the request
      does not related to traditional postclosing matters;

(iv) the Escrow funds held by Wilmington Trust should be
      returned to GGP; and

  (v) the Additional Reserve should be distributed to the
      Exchangeable Notes holders in accordance with the Third
      Amended Joint Plan of Reorganization and the Indenture.

Gary T. Holtzer, Esq., at Weil, Gotshal & Manges LLP, in New
York, asserts that neither Moelis nor Brown Rudnick is an agent
or counsel to Wilmington Trust as required by the Exchangeable
Notes Indenture and Plan.  He contends that the substantive
duties owed between Moelis and Wilmington Trust and Brown Rudnick
and Wilmington Trust are strictly limited, and the Consortium is
responsible for certain key responsibilities.  Brown Rudnick's
and Moelis' representation of the Consortium is substantiated by
the time records maintained by Brown Rudnick, he says.

Mr. Holtzer also argues that the fees and expenses are
disproportionately high compared to similarly situated
professionals.  Specifically, Moelis' fees and expenses are
nearly two-thirds those requested by Houlihan Lokey Howard &
Zukin Capital, Inc., which scope of work was significantly
broader, he points out.  Similarly, Brown Rudnick's more than
$3.3 million in fees and expenses far exceeds the fees and
expenses of the indenture trustee counsel in these Chapter 11
cases, he asserts.  In addition, Wilmington Trust was an active
member of the Official Committee of Unsecured Creditors and its
interests were represented by Baker and subsequently Foley, he
notes.  Against this backdrop, the fees and expenses of Moelis
and Brown Rudnick are unreasonable charges under the Indenture,
even if these professionals can properly be considered agent and
counsel to Wilmington Trust, he asserts.

Nevertheless, GGP, Wilmington Trust and Brown Rudnick have agreed
on a briefing schedule and informal discovery process with
respect to the fee dispute:

  Deadline to file objection                January 5, 2011
  Responses                                 January 18, 2011
  Reply due                                 January 21, 2011
  Hearing                                   January 25, 2011

                       WTC Defends Fees

"Now, after one of the most successful bankruptcy cases in
history, resulting in a 100% recovery to the holders of the
Exchangeable Notes, the Debtors and certain holders who now
control the Debtors seek to avoid their legitimate contractual
obligations," Wilmington Trust complains to the Court.
Wilmington Trust further alleges that the Reorganized Debtors
are attempting to shift their own contractual and plan-mandated
obligations to pay the Disputed Fees under the guise of looking
out for a limited subset of holders of the Exchangeable Notes.

Counsel to Wilmington Trust, Jeffrey L. Jonas, Esq., at Brown
Rudnick LLP, in New York -- jjonas@brownrudnick.com -- reminds
the Court that the fact that Wilmington Trust was acting at the
direction of the Consortium was publicly disclosed as early as
May 2009.  "For the Reorganized Debtors to object to the validity
of the engagements over a year and half later, after never having
raised a concern previously, is fundamentally unfair," he argues.
He also asserts that all holders of the Exchangeable Notes agreed
to bear the costs of those fees to the extent the Debtors did
not.

More importantly, the Disputed Fees are reasonable, Mr. Jonas
insists.  The Disputed Fees were incurred on behalf of and for
the benefit of one of the largest unsecured creditor constituents
in a case that the Debtors themselves have characterized as
unprecedentedly large and complex and in which the Debtors
incurred more than $156 million in professional fees, he
emphasizes.  He also clarifies that the work performed by Brown
Rudnick vis-a-vis Baker and Foley as co-counsel was non-
duplicative and necessary given Wilmington Trust's role as
trustee of two issuances and the nature of the engagements.
"Wilmington Trust and the holders it represents have a clear
identity of interests and as trustee, Wilmington Trust, can not
and should not be forced to operate in a vacuum without
communicating with and taking direction from those with the
actual economic interests at stake," he tells the Court.

In support of Wilmington Trust's response, Patrick J. Healy, vice
president of Wilmington Trust, and Nathan Redleaf, a research
analyst at Luxor Capital Group, LP, filed separate declarations.

Mr. Healy noted that Wilmington Trust desired that Brown Rudnick
should not duplicate the efforts of Baker and Foley and the work
being done by the Creditors' Committee's professionals.  However,
Wilmington Trust could not simply rely on the Creditors'
Committee professionals to protect in full the interests of the
holders of the Exchangeable Notes, he reasoned.

Mr. Redleaf related that Luxor and other members of the
Consortium directed Wilmington Trust to retain Brown Rudnick and
Moelis.  Despite those directions, the Consortium members, as
holders of a majority of the Exchangeable Notes, were not awarded
absolute power over Wilmington Trust, he clarified.

In another filing, Moelis supports reimbursement by the
Reorganized Debtors of the firm's $9 million restructuring fee
and all expenses it has incurred.  William Q. Derrough, a
managing director in the Restructuring and Recapitalization
Group, at Moelis & Company LLC, insists that his firm's work was
intended to and did benefit all of the holders of the
Exchangeable Notes.  Moelis however reserves all of its rights
against Wilmington Trust and holders of the Exchangeable Notes.

               Magnetar Says WTC Held Hostage Cash,
               Canyon Capital Supports WTC's Fees

Magnetar Financial LLC, on behalf of itself and certain funds for
which it manages, alleges that as a result of the fee dispute,
Wilmington Trust is holding hostage over $15.8 million of cash
that should be distributed to holders of GGP's 3.98% Exchangeable
Senior Notes due 2027 who had elected under the Plan to receive
cash for their allowed claims.  "By unfairly withholding the
distributions from a select group of noteholders, Wilmington
Trust is violating the Indenture governing the Notes," Sharon
Katz, Esq., at Davis Polk & Wardwell LLP, in New York --
sharon.katz@davispolk.com -- counsel to Magnetar, tells the
Court.

Ms. Katz avers that the Indenture provides that a charging lien
must be imposed equally and ratably as against all holders of the
Notes and is limited to the amount of fees and expenses in
dispute.  Instead, Wilmington Trust withheld solely from the Cash
Electors' distribution under the Plan more than 100% of the
disputed fees, while it permitted a full distribution under the
Plan to Pershing Square Capital Management, L.P. and Fairholme
Funds, Inc., who held about 66.2% of the Notes and who elected to
apply their allowed claims against the purchase of equity in
certain new reorganized entities, she elaborates.

By this objection and cross-motion, Magnetar asks the Court to:

  (i) require Wilmington Trust to release the $15,842,953
      being withheld from the Cash Electors;

(ii) in the event the Court declines to order the release of
      the entire amount, require Wilmington Trust to release to
      the Cash Electors all but an amount equal to 33.8% of the
      Disputed Fees; and

(iii) require Wilmington Trust to release to the Cash Electors
      the $1,493,771 that had been held in the charging lien as
      an original part of the disputed fees -- but which
      represents an amount no longer in dispute.

At Magnetar's request, the Court shortened the notice period with
respect to Magnetar's Cross Motion and will consider the request
on January 26, 2011.  Objections are due January 24.

In another filing, Canyon Capital Advisors LLC, Farallon Capital
Management, L.L.C.; Luxor Capital Group, L.P. and Whitebox
Advisors, LLC, holders or managers of Exchangeable Notes, believe
that all professional fees of Wilmington Trust are fully
reimbursable under the Exchangeable Notes Indenture and the Plan,
and thus, must be paid by the Reorganized Debtors.

The retention of Moelis and Brown Rudnick is also appropriate and
consistent with Wilmington Trust's role as indenture trustee,
David M. Feldman, Esq., at Gibson, Dunn & Crutcher LLP, in New
York, counsel to Canyon, insists.  Accordingly, the Reorganized
Debtors' argument that the Disputed Fees are unreasonable
compared to the fees incurred by other entities in these Chapter
11 cases is unhelpful because it does not account for creditors'
relative priorities or placement in the capital structure, he
asserts.

Even if the Reorganized Debtors are not required to reimburse
Wilmington Trust for the Disputed Fees, the Reorganized Debtors
should not be allowed to gut the provisions of the Exchangeable
Notes Indenture by denying Wilmington Trust the benefit of
applying the charging lien, Mr. Feldman argues.  The Plan has
preserved Wilmington Trust's right to establish a charging lien,
he reminds the Court.  It also makes no sense to require all
holders to permit Wilmington Trust to exercise its charging lien
rights under the Exchangeable Notes Indenture, he contends.
Without unanimous support, a trustee would have no guarantee that
it could apply a charging lien to unpaid attorney fees, he
stresses.

                      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: To Sell 3 Vessels for $61.7MM to Repay Debt
-------------------------------------------------------------
General Maritime Corporation announced that it has entered into
memoranda of agreement to sell three product tankers, the 2004-
built Genmar Concord, the 2005-built Stena Concept and the 2005-
built Stena Contest, to affiliates of Northern Shipping Fund
Management Bermuda, Ltd., a leading alternative capital provider
to the shipping and offshore oil service sectors.  General
Maritime will receive net proceeds totaling $61.7 million for the
sale of the three vessels.  The sale will fulfill the requirement
under the amended bridge loan, which is expected to be repaid in
the current first quarter of 2011.

The sale is subject to the leaseback of the vessels under bareboat
charters to be entered into with the purchasers for a period of
seven years at a rate of $6,500 per day per vessel for the first
two years of the charter period and $10,000 per day per vessel for
the remainder of the charter period.  Closing of the transaction
is subject to completion of definitive documentation, which the
Company expects to occur in the next week, and customary closing
conditions.

As part of the agreement, General Maritime will have options to
repurchase the vessels for $24 million per vessel at the end of
year two of the charter period, $21 million per vessel at the end
of year three of the charter period, $19.5 million per vessel at
the end of year four of the charter period, $18 million per vessel
at the end of year five of the charter period, $16.5 million per
vessel at the end of year six of the charter period, and $15
million per vessel at the end of year seven of the charter period.

The Stena Contest and the Genmar Concord are expected to be
delivered to the purchaser by January 31, 2011, and the Stena
Concept is expected to be delivered by February 15, 2011.  In
connection with the transaction, the Stena Concept and the Stena
Contest will continue to be employed on time charters as
previously disclosed by General Maritime at an adjusted rate of
$15,000 per day per vessel effective upon closing of the sale and
leaseback transaction through the expiration of the time charters
on July 4, 2011.  The Genmar Concord is also expected to remain on
its current time charter.

John P. Tavlarios, President of General Maritime Corporation,
commented, "We plan to use a portion of the proceeds from the sale
and leaseback of these three unencumbered vessels to repay our
bridge loan during the current first quarter.  We remain committed
to effectively managing our assets through the tanker cycle and
driving future performance and believe that this strategic
transaction will allow us to maintain the ability to take
advantage of potential future increases in asset values.  Based on
our sizeable time charter coverage with leading customers, we
remain well positioned to achieve a level of stability in our
results while maintaining the ability to take advantage of future
rate increases."

                    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."


GENERAL MOTORS: CEO Said to Be Impatient With Opel Progress
-----------------------------------------------------------
The Wall Street Journal's Sharon Terlep reports that GM Chairman
and CEO Dan Akerson is growing impatient with progress in Europe,
people familiar with the situation said.

The Journal says next on Mr. Akerson's list of issues to tackle --
along with negotiations this year with the United Auto Workers
union -- is GM's money-losing Opel division in Europe.  GM has put
in place a restructuring plan for Opel and Opel CEO Nick Reilly
has said he is optimistic the operation will break even in 2011
after years of losses.

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Reshuffles Management Anew
------------------------------------------
General Motors on Wednesday named  Thomas G. Stephens its new
Global Chief Technology Officer in a move to bring greater focus
and urgency to developing leading edge technology for all General
Motors vehicles.

The new CTO position is a major element of GM Chairman and CEO Dan
Akerson's goal to make the Company more customer driven and
technology focused.  In December, Mr. Akerson elevated Joel
Ewanick to Global Chief Marketing Officer, responsible for GM's
brands globally.

Mr. Stephens, 62, will continue to report to Mr. Akerson and
remains on the company's Executive Committee.  His move becomes
effective on Feb. 1.

A successor for Stephens in Global Product Development will be
announced soon.

GM on Tuesday unveiled leadership changes in its U.S. marketing
operations, effective February 1.  Chris Perry, is appointed vice
president, U.S. marketing, replacing Joel Ewanick.  Mr. Perry will
report to Ewanick, who was named Global Chief Marketing Officer on
Dec. 17, 2010.  Mr. Perry, 50, had served as U.S. vice president,
Chevrolet Marketing, since September 2010.  Prior to joining GM,
he was vice president, marketing, Hyundai Motor America.  He also
spent nearly 10 years at American Isuzu Motors, where he held a
variety of marketing and advertising positions.

Mr. Rick Scheidt, currently executive director, Chevrolet product
marketing, is named U.S. vice president, Chevrolet Marketing,
replacing Perry.  Mr. Scheidt, 57, joined GM in 1980, and has held
several marketing positions within GM, primarily with the
Chevrolet brand.

John Schwegman, currently U.S. vice president, Buick-GMC
Marketing, is named U.S. vice president, GMC Marketing.  Mr.
Schwegman, 46, began his career with General Motors in 1988.  He
has held numerous sales and marketing assignments, including
positions at the former Pontiac and Saturn divisions and in
General Motors Market and Industry Analysis.  Most recently, he
led the Marketing launches for Chevrolet's current generation
full-size trucks brands.

Tony DiSalle, currently product and marketing director, Chevrolet
Volt, is named U.S. vice president, Buick Marketing.  Mr. DiSalle,
46, began his career with GM in 1988.  He has held several
management positions, including key assignments at OnStar and
within GM's marketing operations.

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: B. Kidwell Wants King & Spalding Sanctioned
-----------------------------------------------------------
Billy Ray Kidwell asks the U.S. Bankruptcy Court for the Southern
District of New York to sanction King & Spalding LLP and the
firm's attorneys Arthur Steinberg, Esq., and Scott Davidson, Esq.,
for the intentional violation of Rule 9011(b)(1), (b)(2), (b)(3)
and (b)(4) of the Federal Rules of Bankruptcy Procedure.

Mr. Kidwell alleges that King & Spalding, by means of Messrs.
Steinberg and Davidson, filed with the Bankruptcy Court General
Motors LLC ("New GM")'s objection to the Motion to Hold in
Contempt that is completely fraudulent as to the actual material
facts.  Mr. Kidwell insists that Mr. Davidson presented "the
dilatory document," full of lies and fraudulent statements, to the
Bankruptcy Court, for the improper purpose of:

  (a) retaliation against Mr. Kidwell and his family as
      part of an ongoing "GM Policy of Retaliation against
      General Motors Consumers that use Florida's Lemon Law
      Process;"

  (b) harassing the severely disabled Mr. Kidwell;

  (c) aggravating the pro se movant's dire health, endangering
      his life and causing irreparable harm;

  (d) retaliation against a key witness in Mr. Kidwell's action
      before the U.S. District Court for the Middle District of
      Florida, Tana Kidwell, using dishonest, dilatory tactics
      to hinder and obstruct an honest resolution of that case;

  (e) intentionally violating Mr. Kidwell's constitutional
      rights of meaningful access to the Court and due process;
      and

  (f) most importantly, New GM wants to make sure that the truth
      and actual material facts, never see the light of day

In a related request, Mr. Kidwell seeks the Bankruptcy Court's
permission to file two affidavits made by him and his wife Tana
Kidwell, proving that the law firm and the New GM Attorneys
intentionally lied to the Bankruptcy Court.  In their affidavits,
the Kidwells insisted that King & Spalding and the New GM
Attorneys have lied to the Bankruptcy Court about the evidence the
New GM Attorneys have in possession, and to the District Court
when the New GM Attorneys said there are no assumed liabilities
pursuant to the 363 Sale Order.

Separately, Mr. Kidwell asks the Bankruptcy Court to take judicial
notice of Florida's Lemon Law Chapter 681 that pursuant to the 363
Sale Order, the Lemon Law is an assumed liability of New GM.

                  New GM Supplements Objection
                  to Motion to Hold in Contempt

In a letter to the Bankruptcy Court, Arthur Steinberg, Esq., at
King and Spalding LLP, in New York, counsel to New GM, reminded
Judge Gerber that New GM stated in its objection that Mr. Kidwell
previously filed a motion for reconsideration of an order entered
by the District Court that dismissed Mr. Kidwell's claims against
New GM in the Florida Action.  At the time of the filing of the
Objection, the District Court had not ruled on the Reconsideration
Motion, Mr. Steinberg noted.

Mr. Steinberg said the Florida District Court entered on
December 28, 2010, an order with respect to the Reconsideration
Motion and on December 29, 2010, a judgment in connection
therewith.  Full-text copies of the Reconsideration Order and
Judgment are available for free at:

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

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Fee Examiner Retention Order Amended
----------------------------------------------------
Brady C. Williamson, the fee examiner in Motors Liquidation
Company and its debtor affiliates' Chapter 11 cases, sought and
obtained the Bankruptcy Court's permission to amend the retention
order with respect to fee applications filed for the fifth interim
period from October 2010 to January 2011 and all subsequent
interim fee periods.

Katherine Stadler, Esq., at Godfrey & Kahn, S.C., in Milwaukee,
Wisconsin, related that at a December hearing on the fee
applications, the Court expressed its concern about the inter-
creditor disputes in the Debtors' Chapter 11 cases, about the need
to move promptly to a conclusion of the proceeding to effectuate a
plan, and to distribute assets.  The Court was also concerned
about the cost-benefit of the fee examination process, she noted.

Accordingly, the Court permitted the Fee Examiner to undertake
these modifications commencing on the fifth interim fee period
and all subsequent interim fee periods:

  (A) The Fee Examiner's review and assessment of fee
      applications will be limited to an initial preliminary
      review for significant practices and omissions that may
      violate the Bankruptcy Code or the Guidelines.

  (B) The Fee Examiner's practice of filing a report for each
      individual application is suspended, in the Fee Examiner's
      discretion, unless there have been significant practices
      and omissions that may violate the Bankruptcy Code or the
      Guidelines.

  (C) In lieu of a written report for each application, the Fee
      Examiner or his counsel will appear at the Court's
      scheduled hearings on fee applications.

  (D) The Fee Examiner will file a single report or statement
      with the Court for each of the Subsequent Periods, at
      least one week prior to any hearing, noting general trends
      or difficulties and calling to the Court's attention, if
      necessary, only those practices and omissions that may
      materially violate the Bankruptcy Code or the Guidelines.

  (E) The Fee Examiner will combine a detailed assessment of the
      applications for the Subsequent Periods with a written
      report for each applicant submitting an application for
      final compensation pursuant to Section 330(a) of the
      Bankruptcy Code.

  (F) The Fee Examiner will continue to recommend a "holdback"
      of ten percent of each professional's fees, unless and
      until the previously-imposed holdback requirement is
      modified by court order.

Judge Gerber clarified that nothing in this order or in any
subsequent order will be construed as waiving any substantive
right, duty, or obligation of the Fee Examiner under the Fee
Examiner Order, and nothing will be construed as waiving any
right of any professional to maintain or assert any response or
defense to any objection or observation raised by the Fee
Examiner or the U.S. Trustee.

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Proposes to Reject DTE Pontiac Utility Pact
-----------------------------------------------------------
Motors Liquidation Company and its debtor affiliates seek the
Court's permission to reject, nunc pro tunc to January 7, 2011, a
utility services agreement MLC entered into with DTE Pontiac
North, LLC, through MLC's former division General Motors
Corporation World Wide Facilities Group.

The Agreement relates to maintenance and utility services
provided by DTE to the Debtors' Pontiac North Facility in
Pontiac, Michigan.  Since the closing of the Debtors' sale of
substantially all of their assets pursuant to the 363
Transaction, General Motors LLC ("New GM") has been paying 100%
of the costs associated with the Agreement and has been receiving
the benefits thereunder.  New GM no longer requires the services
provided by DTE pursuant to the Agreement and has elected not to
take assignment of the Agreement, Joseph H. Smolinsky, Esq., at
Weil, Gotshal & Manges LLP, in New York, relates.

More importantly, the Agreement is not necessary for the Debtors'
continuing business operations or the administration of their
estates, Mr. Smolinsky asserts.  Maintaining the Agreement will
impose unnecessary costs and burdens on the Debtors' estates,
including a minimum monthly fixed charge of about $300,000, he
points out.

The Debtors also propose that the deadline to file a proof of
claim with respect to any claim for damages arising from the
rejection of the Agreement be on the date that is 30 days after
service of an order granting the Rejection Motion.

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Wiesjahn & Sand Propose to File Late Claim
----------------------------------------------------------
In a joint request, Judd Wiesjahn and Annalisa Sand ask the U.S.
Bankruptcy Court for the Southern District of New York to:

  (i) allow them to file a late proof of claim; or

(ii) in the alternative, to amend their informal proof of
      claim.

The claim arises from an action filed by the Claimants against
General Motors Corp. in the Superior Court of California for the
County of Monterey, arising from the death of their daughter,
Rachel Love Wiesjahn.  Following service of the summons and
complaint, GM mailed a notice of stay of proceedings to the
Claimants' counsel.  Thus, GM knew of the plaintiffs' names and
their attorney, Martin Louis Stanley, Esq., at Law Office of
Martin Stanley, in Santa Monica, California, asserts.

Nevertheless, GM and its debtor affiliates never provided any
notice to either of the Claimants that they were required to
submit a proof of claim form by a certain date, nor were they
provided with any initial notice from GM under the ADR procedures
with respect to their claim, Mr. Stanley contends.  Mr. Stanley
further argues that GM failed to do these actions:

  (a) to provide separate notice to each of the Claimants'
      personal address;

  (b) to provide any notice or proof of claim form to the Law
      Office of Martin Stanley care of Annalisa Sand and Judd
      Wiesjahn; and

  (c) to use the proper business name of the Claimants' counsel
      if it even mailed any notice or proof of claim form to the
      Law Office of Martin Stanley.

Accordingly, the Claimants cannot be charged with notice or actual
knowledge of their proof of claim filing deadline, Mr. Stanley
asserts.  Mr. Stanley avers that the Debtors will not suffer any
prejudice if the Claimants' formal claim is allowed because the
Debtors and all other parties-in-interest had knowledge of the
claim long before the Bar Date.  Mr. Stanley further notes that
the Claimants' claim will only have a negligible impact on the
distributions of the Debtors' remaining assets to unsecured
creditors.  The Claimants' failure to timely file a proof of claim
before the Bar Date was the result of excusable neglect and the
Claimants have acted in good faith, Mr. Stanley insists.  "It is
clear that the error in filing was not Wiesjahn/Sand and their
counsels' error, but rather GM's error," Mr. Stanley maintains.

In support of the Claimants' Motion, Mr. Stanley filed a
declaration affirming the information set forth in the Claimants'
Motion.

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GLOBAL CAPACITY: Pivotal Group Acquires $65-Million Debt
--------------------------------------------------------
Dow Jones' DBR Small Cap reports that the Pivotal Group acquired
$65 million of Global Capacity's debt, putting the investment firm
back in position to lead the telecommunications information and
logistics company out of bankruptcy after a prior proposed sale
fell apart.

                      About Capital Growth

Headquartered in Chicago, Illinois, Capital Growth Systems, Inc.,
known as Global Capacity, and its subsidiaries operate in one
reportable segment as a single source telecom logistics provider
in North America and the European Union.  The Company helps
customers improve efficiency, reduce cost, and simplify operations
of their complex global networks -- with a particular focus on
access networks.

Capital Growth Systems and its affiliates filed for Chapter 11
protection on.  The lead debtor is Global Capacity Holdco LLC
(Bankr. D. Del. Case No. 10-12302).  Global Capacity Group Inc.
estimated $10 million to $50 million in assets and debts in its
petition.


GLOBAL ENTERTAINMENT: Posts $464,000 Net Loss in Nov. 30 Quarter
----------------------------------------------------------------
Global Entertainment Corporation filed its quarterly report on
Form 10-Q, reporting a net loss $464,000 on $1.9 million of
revenues for the three months ended November 30, 2010, compared
with net income of $26,000 on $3.3 million of revenues for the
same period a year ago.

The Company's balance sheet at November 30, 2010, showed
$2.5 million in total assets, $3.0 million in total liabilities,
and a stockholders' deficit of $469,000.

As reported in the Troubled Company Reporter on September 20,
2010, Semple, Marchal & Cooper, LLP, in Phoenix, Ariz., expressed
substantial doubt about Global Entertainment's ability to continue
as a going concern, following its results for the fiscal year
ended May 31, 2010.  The independent auditors noted that the
Company has experienced a significant decline in operations, cash
flows and liquidity.

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

               http://researcharchives.com/t/s?724a

                    About Global Entertainment

Tempe, Ariz.-based Global Entertainment Corporation (OTC BB: GNTP)
-- http://www.globalentertainment2000.com/-- is an integrated
events and entertainment company focused on mid-size communities
that is engaged, through its seven wholly owned subsidiaries, in
sports management, multi-purpose events and entertainment centers
and related real estate development, facility and venue management
and marketing and venue ticketing.


GREAT ATLANTIC & PACIFIC: Schedules Deadline Extended to Feb. 15
----------------------------------------------------------------
Bankruptcy Judge Robert Drain approved a stipulation between The
Great Atlantic & Pacific Tea Company Inc. and its affiliated
debtors and the U.S. Trustee extending to February 15, 2011, the
deadline for the Debtors to file their schedules of assets and
liabilities and statements of financial affairs.

                            About A&P

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

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

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

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

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

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


GREAT ATLANTIC & PACIFIC: Wins Nod to Pay Sales & Use Taxes
-----------------------------------------------------------
The Great Atlantic & Pacific Tea Company Inc. and its affiliated
debtors obtained a final court order authorizing them to pay
their pre-bankruptcy taxes, fees and other charges.

The final order does not impair the ability of the Debtors or the
ability, if any, of the Official Committee of Unsecured Creditors
and the administrative agent for the Debtors' postpetition
secured lenders, to contest the validity and amount of any
payment made.

The Debtors estimate that about $11.1 million will become due and
payable on account of their sales and use taxes, and about
$61,000 on account of license fees within 21 days after following
their bankruptcy filing.

Meanwhile, the Debtors estimate that no franchise, state income
and personal property taxes will become due and payable within 21
days after December 12, 2010.  But they have accrued about
$25,000 in franchise taxes and $125,000 in state income taxes
that are not yet due and payable as of that date.

With respect to their other business taxes, including commercial
rent and mercantile tax, the Debtors estimate that they have
incurred about $2.3 million that are not yet due and payable.
Meanwhile, about $234,000 on account of those taxes will be due
and payable within 21 days after December 12, 2010.

                            About A&P

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

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

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

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

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

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


GREAT ATLANTIC & PACIFIC: Wins Nod to Reject 73 Store Leases
------------------------------------------------------------
Judge Robert Drain issued an amended order approving The Great
Atlantic & Pacific Tea Company Inc. and its affiliated debtors'
first omnibus motion to reject their unexpired nonresidential
real property leases.

In the amended order dated January 12, 2011, Judge Drain held
that the proper effective date of rejection of Pontiac Mall
Limited Partnership's should be no later than January 3, 2011.

With respect to the leases or subleases of BRE Realty LLC,
Woodbridge Realty Assoc., 18718 Borman LLC, Riveroak/Cofinance-
Carteret LLC and Levittown Mews Associates L.P., the proper
effective date should be no later than January 10, 2011,
according to Judge Drain.

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

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

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

                            About A&P

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

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

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

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

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

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


GREAT ATLANTIC & PACIFIC: Wins Nod to Reject 25 Store Leases
------------------------------------------------------------
The Court granted The Great Atlantic & Pacific Tea Company Inc.
and its affiliated debtors' second omnibus motion to reject
their unexpired nonresidential real property leases effective
December 31, 2010.

A list of the rejected leases is available for free at:

       http://bankrupt.com/misc/A&P_2ndOMrejectleases.pdf

The court order dated January 12, 2011, does not affect
Albertson's LLC's rights, if any, under applicable state law
with respect to the continued occupancy and possession of the
subject property.  Albertson's will retain all rights to pursue
claims against the Debtors.

Family Fare LLC's right to demand a non-disturbance agreement
from KMC Associates LLC will not be impaired or adversely
affected by the rejection of its sublease with Borman's Inc.,
with respect to the premises located in Fenton, Michigan, or by
the rejection of a related lease dated July 31, 1996, between KMC
Associates and Borman's, according to the order.

The Debtors' motion does not affect the rights of Ashley Livonia
or GE Commercial Finance Business Property Corp. to the
security deposit paid by subtenant, Mastronardi Produce-USA Inc.
Ashley Livonia's lease with Borman's and a sublease with
Mastronardi, however, are rejected effective December 31, 2010.

Ashley Livonia and GECF, both of which dispute the monthly rent
obligations stated in the notice provided by the Debtors, reserve
their rights to file a proof of claim alleging a different
monthly rental amount.

Meanwhile, Pine Grove Plaza Limited Partnership's lease contract
is deemed rejected as of January 10, 2011, according to the court
order.

The Debtors sought the Court's permission to reject 25 leases
because they no longer occupy the premises associated with the
store leases and have subleased the property to third parties.

In the Debtors' 2nd omnibus motion to reject leases, James H.M.
Sprayregen, P.C., Esq., at Kirkland & Ellis LLP, in New York, said
that the Debtors entered into the Subleases to offset expenses
associated with continuing payment obligations under the Store
Leases.  He asserts, however, that for the vast majority of the
Store Leases and Subleases, the monthly payments received in
connection with the Subleases fall short of covering the Store
Leases' rent.  He adds that while the monthly payments received in
connection with four of the Subleases may cover the Store Leases'
rent, those Store Leases and Subleases are for real property
located in parts of the country that are no longer part of the
Debtors' core business operations.

                            About A&P

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

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

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

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

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

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


GREAT ATLANTIC & PACIFIC: Has OK for Ordinary Course Professionals
------------------------------------------------------------------
The Great Atlantic & Pacific Tea Company, Inc., and its debtor-
affiliates won the U.S. Bankruptcy Court for the Southern District
of New York's approval to employ professionals utilized in the
ordinary course of business.

The Debtors intend to hire 16 "ordinary course professionals" to
render a wide range of legal services in matters unrelated to
their Chapter 11 cases.  The OCPs are:

  OCPs                              Service Provided
  ----                              ----------------
Akin & Gump                        Class Action Litigation

Ballard Spahr                      General Litigation

Buchman Law Firm LLP               Liquor Licensing

Carlin Edwards Brown & Howe PLLC   Liquor Licensing


Cowan, Liebowitz & Latman P.C.     Intellectual Property

Epstein Becker & Green P.C.        Employment Litigation/Labor

Fulbright & Jaworski               Labor

Hangley Aronchick Segal & Pudlin   Class Action Litigation

Inglesino Pearlman Wyciskala       Land Use
  & Taylor LLC

Kenny Nachwalter P.A.              Class Action Litigation

McCullough Goldberger & Staudt LLP Land Use

Melli, Guerin, Wall and Messineo   General Liability

Pillsbury Winthrop                 Appellate Litigation

Proskauer Rose LLP                 Intellectual Property

Pryor Cashman LLP                  General Litigation

Riker Danzig Scherer Hyland        Environmental
  Perretti LLP

In connection with the proposed employment of the OCPs, the
Debtors also seek authority to implement a process for retaining
and compensating OCPs.

Under the proposed process, each OCP is required to file with the
Court and serve a declaration of disinterestedness on the
Debtors, Kirkland & Ellis LLP, Milbank Tweed Hadley & McCloy LLP,
the Office of the U.S. Trustee, and counsel to the secured
lenders' agent.

The parties receiving the declaration have 10 days after its
filing to object to the retention of the OCP.  The opposing party
is required to serve its objection on or before the objection
deadline.

If an objection cannot be resolved within 10 days after the
objection deadline, then the retention of the OCP will be
scheduled for hearing at the next regularly scheduled omnibus
hearing date that is no less than 20 days from that date or on a
date otherwise agreed to by the parties.  The Debtors will not be
authorized to retain and pay an OCP until all objections are
withdrawn, resolved or overruled by order of the Court.

If no objection is received, the Debtors will be authorized to
retain and pay the OCP in accordance with the proposed process.

The proposed process authorizes the Debtors to retain and pay an
OCP, without formal application to the Court, 100% of its fees
and disbursements after the OCP files and serves a declaration of
disinterestedness for which the objection deadline lapses and no
objections are pending; and after the OCP submits to the Debtors
an invoice, provided that its fees, excluding costs and
disbursements, do not exceed $75,000 per month on a rolling
three-month basis.

At three-month intervals during the pendency of their cases, the
Debtors must file and serve a statement containing the name
of the OCP; the aggregate amounts paid as compensation for and
reimbursement of expenses incurred by the OCP during the reported
quarter; all postpetition payments made; and a general
description of the services rendered by the OCP.

Under the proposed process, the Debtors reserve the right to
retain additional OCPs during their bankruptcy cases.

Although some of the OCPs may hold relatively small unsecured
claims against the Debtors in connection with the services they
provided prior to the bankruptcy filing, none of the OCPs have an
interest materially adverse to the Debtors and their creditors,
according to Ray Schrock, Esq., at Kirkland & Ellis LLP, in New
York.

                            About A&P

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

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

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

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

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

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


GREENWOOD RACING: Moody's Keeps B2 Rating, Notes of Debt Maturity
-----------------------------------------------------------------
Moody's Investors Service commented that Greenwood Racing, Inc.'s
ratings, including its B2 Corporate Family Rating, were not
affected by the company's recent amendment to its senior secured
credit agreement.  However, Greenwood does not likely have
sufficient liquidity to repay its term loan at maturity on
November 28, 2011, its ratings could face significant downward
pressure if the company fails to take action to refinance the debt
in the very near term.  Moody's views Greenwood's current
liquidity profile be weak due to the significant debt maturity
within the next 12 months.

The principal methodology used in rating Greenwood Racing, Inc.,
was Moody's Global Gaming Methodology, published in December 2009
and available on www.moodys.com in the Rating Methodologies sub-
directory under the Research & Ratings tab.  Other methodologies
and factors that may have been considered in the process of rating
this issuer can also be found in the Rating Methodologies sub-
directory on Moody's website.

Greenwood Racing, Inc., owns and operates the Parx Casino, slots
gaming facility, in Bensalem, Pennsylvania, a 20-minute drive from
downtown Philadelphia.  The company opened its permanent facility
in December 2009 and currently features approximately 3,461 slot
machines and 152 table games including Poker.  The company also
conducts live racing for thoroughbred horses at the Philadelphia
Park facility located adjacent to the Parx.


GUAM POWER: Moody's Holds Ba1 Rating on Subordinated Revenue Bonds
------------------------------------------------------------------
Moody's has affirmed the Ba1 rating on Guam Power Authority's Ba1
bond issuance as well as the Ba2 rating on Guam Power Authority's
subordinated revenue bonds.  The outlook for both ratings is
stable.

The affirmation follows Guam Power Authority's decision to invest
portions of the 2010 bond issuance relating to construction
proceeds as well as Debt Service Reserve proceeds into Guaranteed
Investment Contracts.  The GIC provider is expected to have a
minimum short term rating of P-1 and a minimum long term rating of
Aa3.

In the event that the rating of the GIC provider falls below Aa3,
Guam Power Authority will have the right but not the obligation to
require [i] assignment of the contract to a counterparty with a
minimum expected rating of Aa3 / P-1 or [ii] repayment of funds
deposited.

Moody's expects that Guam Power Authority will exercise its rights
if a downgrade event of the GIC provider occurs.

Additions to investment income due to the GIC are not expected to
materially affect the debt service coverage ratios which Moody's
expects Guam Power Authority to achieve over the next few years.


HARRISBURG, PA: Mayor Calls Budget Dangerous But Lets it Pass
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Harrisburg Mayor Linda
Thompson allowed the $56 million annual budget to pass without her
signature, blasting the spending plan for Pennsylvania's
distressed capital city as dangerous.

"I firmly believe that the 2011 budget ordinance, as amended by
Harrisburg City Council, will endanger the health, safety and
welfare of the residents of the Capital City and therefore I could
not sign it as is," she said in a statement obtained by the news
agency.

According to the report, the budget is the latest example of the
division between the mayor and a majority of city council members.
Political consensus and financial stability have been elusive for
Harrisburg, which last week was given a team of consultants under
the state's program for distressed municipalities, called Act 47,
to draft a recovery plan, the report says.

Dow Jones' adds that the council had made cuts to Thompson's
spending plan and passed the budget on Dec. 30, just ahead of the
year-end deadline.

                 About Harrisburg, Pennsylvania

The city of Harrisburg is coping with debt related to a failed
revamp of an incinerator.  The outstanding principal on the
Incinerator debt is $288 million.  Total principal and interest on
this debt would amount to approximately $458 million.  Debt
service payments on the total incinerator debt are $20 million per
year.  Of this total, Dauphin County, Pennsylvania, is responsible
for roughly $10 million and Harrisburg is responsible for the
other $10 million.   The city is guarantor on 100% of the
$288 million Incinerator debt.

The City Council of Harrisburg, Pennsylvania, voted 5-2 on
September 28, 2010, to seek professional advice on bankruptcy or
State oversight.  Harrisburg needed state aid to avoid default on
$3.3 million of bond payments this month.

The city has missed about $8 million in debt-service payments this
year on bonds issued in connection with a trash-to-energy
incinerator.  The city owes another $40 million by the end of the
year, and was sued by its home county Dauphin County; bond insurer
Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.;
and bond trustees TD Bank and M&T Bank Corp. over $19 million in
skipped bond payments.

In November 2010, the city council tapped Cravath, Swaine and
Moore LLP as debt restructuring advisors.  Cravath is working on
"pro bono" basis.


HARRY & DAVID: Taps Advisors, Warns of Covenant Non-Compliance
--------------------------------------------------------------
Harry & David Holdings, Inc., said preliminary financial results
for the fiscal 2011 second quarter ended December 25, 2010, were
significantly below its expectations.  As a result, Harry & David
said it has retained Rothschild Inc. as financial advisor and
Jones Day as legal advisor to explore recapitalization
alternatives.

The Company also said that, based on results of operations in the
second quarter of this fiscal year, it will not satisfy financial
covenants under the facility.  Accordingly, the Company will not
be able to borrow under the facility unless it is amended or the
covenant non-compliance is waived.  There can be no assurance that
the facility will be amended or that non-compliance will be
waived.

While the Company believes cash on hand is sufficient to fund
short-term operations, based on the Company's current working
capital and anticipated working capital requirements and results
of operations, the Company will not be able to finance continuing
operations without securing new capital and restructuring its
obligations.  The Company intends to conduct discussions with its
revolving credit lenders, bondholders, other creditors and owners
in an effort to recapitalize.  There can be no assurance that
these discussions will be successful.

According to Harry & David, while final results of operations are
not expected to be available until early next month, it expects to
report second quarter net sales of roughly $262 million, compared
to  $267 million in the same period last year, and adjusted EBITDA
from continuing operations of roughly $36 million compared to
$67 million in the year-ago quarter.  For the last 12 months
ending December 25, 2010, the Company expects to report net sales
of roughly $416 million, compared to $443 million in the prior-
year period, and negative adjusted EBITDA from continuing
operations of roughly $(17) million compared to positive adjusted
EBITDA from continuing operations of $21 million in the year-ago
period.

Despite making product improvements, introducing new packaging,
accelerating marketing initiatives, enhancing Harry & David's Web
site and taking cost-reduction actions, sales and margins for the
second quarter were disappointing.  Harry & David said it was
forced to offer significantly greater than expected discounts
during the key holiday selling season.

At December 25, 2010, the Company had an estimated cash balance of
$66.9 million and accounts payable of $57.9 million, compared
to a cash balance of $108.5 million and accounts payable of
$32.5 million at December 26, 2009.  Revolving credit borrowings
in both periods had been fully repaid as required by the Company's
revolving credit facility.

                   About Harry & David Holdings

Harry & David Holdings, Inc. is a multi-channel specialty retailer
and producer of branded premium gift-quality fruit and gourmet
food products and gifts marketed under the Harry & David(R),
Wolferman's(R) and Cushman's(R) brands.  The Company has 122
stores across the country.

On the Net: http://www.harryanddavid.com/,
http://www.wolfermans.com/, and http://www.honeybell.com/


HERCULES OILFIELD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Hercules Oilfield Construction, Inc.,
        a New Mexico Domestic Profit
        aka Hercules
        aka Hercules Oilfield
        aka HOC
        40 CR 6330
        Kirtland, NM 87417

Bankruptcy Case No.: 11-10199

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       New Mexico (Albuquerque)

Judge: James S. Starzynski

Debtor's Counsel: William F. Davis, Esq.
                  WILLIAM F. DAVIS & ASSOCIATES, P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: (505) 243-6129
                  Fax: (505) 247-3185
                  E-mail: daviswf@nmbankruptcy.com

Scheduled Assets: $3,071,328

Scheduled Debts: $2,040,925

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nmb11-10199.pdf

The petition was signed by Javier G. Zapata, president.


H.M. BUCKLEY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: H.M. Buckley Growers, Inc.
        1481 N. 930 East Road
        Taylorville, IL 62568

Bankruptcy Case No.: 11-70105

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       Central District of Illinois (Springfield)

Judge: Mary P. Gorman

Debtor's Counsel: James R. Enlow, Esq.
                  ENLOW LAW OFFICE
                  2050 W. Iles Avenue, Suite G-1
                  Springfield, IL 62704
                  Tel: (217) 679-0683
                  Fax: (217) 726-8861
                  E-mail: jre@enlowlaw.net

Scheduled Assets: $518,253

Scheduled Debts: $6,412,357

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilcb11-70105.pdf

The petition was signed by Harry M. Buckley IV, president.


HSH DELAWARE: Wins Confirmation of Chapter 11 Plan
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that HSH Delaware GP LLC has received approval of its
Chapter 11 plan.  The Debtor negotiated a settlement in August
with lenders owed $550 million.  The Plan will convert the
lenders' unpaid fees and expenses into principal owing on the
debt. The maturity will be extended to the end of 2014.  The Plan
gives the Company time to sell the equity or the assets.  The Plan
was amended last week to permit a merger.  If there is a surplus
above the debt to the lenders, the Plan contains an agreed sharing
of the excess between the company and the lenders.  Unsecured
creditors are to be paid in full.

                       About HSH Delaware

HSH Delaware GP LLC is based in Wilmington, Del.  Nine HSH
partnerships were created in 2006 to buy a 26% stake in
HSH Nordbank AG, the world's largest shipping financier, from
WestLB AG for about EUR1.25 billion ($1.76 billion).  The
partnerships received unsecured term and revolving loans of
EUR375 million from ABN AMRO bank to fund the purchase of HSH
Nordbank shares.

In September 2009, creditors with claims aggregating $27.8 million
petitioned (Bankr. D. Del. Case No. 09-13145) to send affiliate
HSH Delaware LP into Chapter 7 liquidation.  Commerzbank AG,
Lloyds TSB Bank Plc, ABN Amro Bank NV, Calyon, Royal Bank of
Scotland Plc and Landsbanki Islands HF filed the involuntary
Chapter 7 petition.

HSH Delaware filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 10-10187) on January 21, 2010.  The
Company estimated its assets and debts at $100 million to
$500 million at the time of the filing.

HSH Delaware's affiliates -- HSH Delaware L.P.; HSH Luxembourg
S.a.r.l.; HSH Luxembourg Coinvest S.a.r.l.; HSH Delaware GP LLC;
HSH Alberta I L.P.; HSH Alberta II L.P.; HSH Alberta V L.P.; HSH
Coinvest (Alberta) L.P.; JCF HSH (DE) GP LP; HSH Delaware L.P.;
HSH Luxembourg S.a.r.l.; and HSH Luxembourg Coinvest S.a.r.l. --
filed separate Chapter 11 petitions.

John Henry Knight, Esq.; Lee E. Kaufman, Esq.; Mark D. Collins,
Esq.; and Robert J. Stearn Jr., Esq., at Richards, Layton &
Finger, P.A., in Wilington, Del., assist the Debtors in their
restructuring effort.

The Debtors' Canadian Counsel is McCarthy Tetrault LLP.  The
Debtors' Chief Restructuring Officer is H. Ronald Weissman.


ICOP DIGITAL: To Seek Chapter 11 Protection
-------------------------------------------
ICOP Digital Inc. said in a regulatory filing that on Jan. 14, it
received a notice from 116 Renner Partners, LLC, the landlord for
its headquarters at 16801 W. 116th Street, Lenexa, Kansas, that
the lease dated April 2, 2005, as amended, has been terminated for
failure to make timely payments of rent and property taxes as
required by the lease.

"Due to our adverse cash position and suspension of operations, we
were not able to make our rental payments for the months of
December 2010 and January 2011 or our pro rata share of 2010
property taxes, and have been asked to vacate the premises.  As of
[Jan. 14], our aggregate noncurrent obligation to the landlord is
$55,776.13.  Our monthly rental amount is approximately $17,200,"
ICOP Digital said.

"We intend to file a petition under Chapter 11 of the Bankruptcy
Code if we are able to negotiate an orderly sale of our assets in
a Chapter 11 proceeding.  There can be no assurance any such
transaction will occur, nor whether any such Chapter 11 filing and
sale of assets would enable us to continue to occupy our building
pending completion of the transaction."

                         NASDAQ Delisting

The NASDAQ Stock Market notified the Company on January 19, 2011
that it will delist the common stock of ICOP Digital, Inc. ICOP
Digital, Inc.'s stock was suspended on January 13, 2011 and has
not traded on NASDAQ since that time. NASDAQ will file a Form 25
with the Securities and Exchange Commission to complete the
delisting.  The delisting becomes effective 10 days after the
Form 25 is filed.

                        About ICOP Digital

Lenexa, Kan.-based ICOP Digital, Inc. (NASDAQ: ICOP) --
http://www.ICOP.com/-- provides mobile video solutions (i.e.
in-car video) for Law Enforcement, Military, and Homeland Security
markets, worldwide.  The Company's balance sheet at September 30,
2010, showed $6,701,583 in total assets, $3,313,507 in total
liabilities, a contingency liability of $1,038,000 -- for
potential non-cash settlement of the lawsuit filed against the
Company on August 6, 2010, by two institutional investors in the
United States District Court for the Southern District of New York
-- and shareholders' equity of $2,350,076.


INERGY LP: Moody's Puts 'Ba3' Rating on Proposed $700 Mil. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Inergy, L.P.'s
proposed $700 million senior unsecured notes offering.  The
outlook is stable.

Along with the $700 million notes offering, the company plans to
issue a new 4-year $300 million senior secured term loan.
Proceeds from the new notes offering and term loan will be used to
fund the $78.8 million partial redemption of its $225 million
8.75% senior notes due 2015, call the existing $425 million 6.875%
senior notes due 2014 as well as the $400 million 8.25% senior
notes due 2016.  Proceeds will also be used to tender for the
remaining $225 million 8.75% senior unsecured notes due 2015 after
the partial redemption.  This debt for debt exchange does not
significantly alter the company's leverage.

Inergy's Ba2 Corporate Family Rating reflects NRGY's diversified
propane distribution operations; an expanding midstream business
providing fee-based recurring cash flows that offsets the seasonal
variation from propane operations and provides NRGY greater cash
flow diversification and certainty than some of its similarly
rated peers; and the willingness and ability to issue equity to
support liquidity and control leverage in funding growth and
acquisition capex.  The rating is also supported by the company's
successful track record of assimilating numerous propane
distribution operations and executing midstream development
projects at the Northeast storage facilities and West Coast NGL
facilities on-time and on budget.

The rating is tempered by NRGY's higher leverage and a general
industry trend of declining organic retail propane volumes due to
increased customer conservation.  NRGY also lags behind its peers
in terms of cash flow coverage of capital spending and unit
distributions mainly due to the high growth (acquisition) capex.
Moody's expects NRGY to remain acquisitive while the highly
fragmented propane distribution industry remains in consolidation
mode; however, Moody's also expects a significant equity component
in any significant future acquisitions supportive of the Ba2
rating.

Upward rating pressure could result from further diversification
resulting in reduced volatility in earnings and cash flow, greater
scale, and reduced leverage.  Additional revenues from firm, fee-
based storage contracts and the ability to consistently fund
organic growth from internal cash flow would be viewed positively.
In addition, an upgrade would also require that there is
sufficient upfront equity funding raised in conjunction with
future growth projects and acquisitions in order to maintain the
adjusted debt/EBTIDA ratio below 3.5x.  The outlook may face
downward pressure if NRGY is unable to maintain its leverage below
4.0x on a sustainable basis.  The outlook and ratings could also
be pressured if funds from operations do not appear to be covering
maintenance capex, interest, and distributions in excess of 100%
on a sustainable basis; or there is a shift in management strategy
away from the durable contract storage business to more
speculative marketing activities.

The principal methodologies used in this rating were the Global
Midstream Energy rating methodology published in December 2010,
and Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and

EMEA published in June 2009.

NRGY, headquartered in Kansas City, MO, is a publicly traded
master limited partnership that owns and operates one of the
largest geographically diverse retail and wholesale propane
supply, marketing, and distribution businesses in the United
States.  NRGY also owns and operates a natural gas storage
facility located approximately 150 miles northwest of New York
City and a natural gas liquids business located near Bakersfield,
California.


INFOLOGIX INC: Completes Merger With Stanley Black Unit
-------------------------------------------------------
The merger of Iconic Merger Sub, Inc., a direct wholly owned
subsidiary of Stanley Black & Decker, Inc. with and into
InfoLogix, Inc., with Infologix surviving the merger as a wholly
owned subsidiary of Parent, was completed on January 18, 2011.

Pursuant to an Agreement and Plan of Merger, dated as of December
15, 2010, by and among Parent, Merger Sub and the Company, at the
effective time of the Merger, each outstanding share of the
Company's common stock, $0.00001 par value per share, was
cancelled and converted automatically into the right to receive
$4.75 in cash, without interest, except for shares (i) in respect
of which appraisal rights have been properly exercised under
Delaware law and (ii) owned by the Company or any of its wholly
owned subsidiaries or by Parent or any of its wholly owned
subsidiaries.  Upon the effective time of the Merger, holders of
the Common Stock immediately prior to the effective time of the
Merger ceased to have any rights as stockholders of the Company,
other than the right to receive the merger consideration.

As a result of the Merger, the Company became a wholly owned
subsidiary of Parent resulting in a change of control of the
Company.  Parent funded the merger consideration from cash on
hand.  To the Company's knowledge, there are no arrangements,
including any pledge by any person of securities of the Company or
Parent, the operation of which may at a subsequent date result in
a further change of control of the Company.

At the effective time of the Merger, each of the Company's seven
directors -- Mark S. Denomme, David T. Gulian, Manuel A.
Henriquez, Melvin L. Keating, Roy Liu, Thomas C. Lynch and Thomas
O. Miller -- ceased to be directors of the Company.

At the effective time of the Merger, David T. Gulian shall
continue to serve as the Chief Executive Officer of the Company,
John A. Roberts shall continue to serve as the Chief Financial
Officer of the Company, and Eric N. Rubino shall continue to serve
as the Chief Operating Officer of the Company.  All other named
executive officers of the Company will no longer be officers of
the Company at the effective time of the Merger.

Pursuant to the Merger Agreement, at the effective time of the
Merger, the certificate of incorporation of the Company was
amended and restated in its entirety.

Pursuant to the Merger Agreement, at the effective time of the
Merger, the bylaws of the Company were amended and restated in
their entirety.

                          About Infologix

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

The merger of Iconic Merger Sub, Inc., a direct wholly owned
subsidiary of Stanley Black & Decker, Inc. with and into
InfoLogix, Inc., with Infologix surviving the merger as a wholly
owned subsidiary of Parent, was completed on January 18, 2011.

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

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


INFOLOGIX INC: Max. Amount of Hercules Loan Increased to $12.7MM
----------------------------------------------------------------
On January 13, 2011, InfoLogix, Inc. and its subsidiaries entered
into Amendment No. 6 to the Amended and Restated Loan and Security
Agreement dated November 20, 2009, as amended with Hercules
Technology Growth Capital, Inc.  Pursuant to Amendment No. 6, the
maximum loan amount available under the revolving credit facility
provided under the Loan Agreement was increased from $12,317,322
to $12,767,322.

                          About Infologix

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

The merger of Iconic Merger Sub, Inc., a direct wholly owned
subsidiary of Stanley Black & Decker, Inc. with and into
InfoLogix, Inc., with Infologix surviving the merger as a wholly
owned subsidiary of Parent, was completed on January 18, 2011.

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

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


INFOLOGIX INC: Terminates Form S-3 Registration Statements
----------------------------------------------------------
On January 18, 2011, InfoLogix Inc. filed with the Securities and
Exchange Commission Post-Effective Amendments relating to the
following Registration Statements on Form S-3, previously filed by
company:

   (a) Registration Statement on Form S-3, File No. 333-164683,
       filed on February 3, 2010, as subsequently amended by pre-
       effective amendments, which registered the resale by the
       selling stockholders identified therein of 3,364,738 shares
       of common stock, $0.00001 par value per share of the
       Company.

   (b) Registration Statement on Form S-3, File No. 333-147758,
       filed on November 30, 2007, as subsequently amended by
       post-effective amendments, which registered the resale by
       the selling stockholders identified therein of 2,158,333
       shares of Common Stock.

   (c) Registration Statement on Form S-3, File No. 333-147569,
       filed on November 21, 2007, as subsequently amended by
       post-effective amendments, which registered the resale by
       the selling stockholders identified therein of 8,500,000
       shares of Common Stock.

On January 18, 2011, pursuant to an Agreement and Plan of Merger,
dated as of December 15, 2010, by and among Stanley Black &
Decker, Inc. a Connecticut corporation, Iconic Merger Sub, Inc., a
direct wholly owned subsidiary of Parent, and the Company, Merger
Sub merged with and into the Company, with the Company becoming a
wholly owned subsidiary of Parent.  At the effective time of the
Merger, each outstanding share of the Common Stock was cancelled
and converted automatically into the right to receive $4.75 in
cash, without interest, except for shares (i) in respect of which
appraisal rights have been properly exercised under Delaware law
and (ii) owned by the Company or any of its wholly owned
subsidiaries or by Parent or any of its wholly owned subsidiaries.
Further, at the effective time of the Merger, options to acquire
shares of Common Stock held by three of the Company's executive
officers and the vested stock options to acquire shares of the
Common Stock that were held by two members of the Company's board
of directors were cancelled in exchange for an amount per share of
Common Stock underlying the applicable stock option equal to $4.75
less the exercise price payable in respect of each share of Common
Stock underlying the stock option.  Furthermore, each warrant to
acquire shares of Common Stock that were, at the effective time of
the Merger, that was outstanding and unexercised immediately prior
to the effective time of the Merger, were cancelled in exchange
for an amount per share of Common Stock underlying the applicable
warrant equal to $4.75 less the exercise price payable in respect
of each share of Common Stock underlying the warrant.

As a result of the Merger, the Company has terminated any offering
of the Company's securities pursuant to the Registration
Statements.  In accordance with an undertaking made by the Company
in Part II of each of the Registration Statements to remove from
registration, by means of a post-effective amendment, any of the
securities that had been registered for issuance that remain
unsold at the termination of the offering, the Company removes
from registration all of such securities of the Company registered
under the Registration Statements but which remain unsold as of
the filing date of these Post-Effective Amendments, if any.

                          About Infologix

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

The merger of Iconic Merger Sub, Inc., a direct wholly owned
subsidiary of Stanley Black & Decker, Inc. with and into
InfoLogix, Inc., with Infologix surviving the merger as a wholly
owned subsidiary of Parent, was completed on January 18, 2011.

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

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


INFOLOGIX INC: Terminates Form S-8 Registration Statements
----------------------------------------------------------
On January 18, 2011, InfoLogix, Inc. filed with the Securities and
Exchange Commission Post-Effective Amendments to the following
Registration on Form S-8, previously filed by the company:

   (a) Registration Statement on Form S-8, File No. 333-164383,
       filed on January 15, 2010, which registered 1,685,600
       shares of common stock, $0.00001 par value per share, of
       the Company under the InfoLogix, Inc. 2006 Equity
       Compensation Plan.

   (b) Registration Statement on Form S-8, File No. 333-149806,
       filed on March 19, 2008, which registered 1,000,000 shares
       of Common Stock under the InfoLogix, Inc. 2008 Employee
       Stock Purchase Plan.

   (c) Registration Statement on Form S-8, File No. 333-147570,
       filed on March 19, 2008, which registered 3,860,000 shares
       of Common Stock under the InfoLogix, Inc. 2006 Equity
       Compensation Plan.

On January 18, 2011, pursuant to an Agreement and Plan of Merger,
dated as of December 15, 2010, by and among Stanley Black &
Decker, Inc., Iconic Merger Sub, Inc., a direct wholly owned
subsidiary of Parent, and the Company, Merger Sub merged with and
into the Company, with the Company becoming a wholly owned
subsidiary of Parent.  At the effective time of the Merger, each
outstanding share of the Common Stock was cancelled and converted
automatically into the right to receive $4.75 in cash, without
interest, except for shares (i) in respect of which appraisal
rights have been properly exercised under Delaware law and (ii)
owned by the Company or any of its wholly owned subsidiaries or by
Parent or any of its wholly owned subsidiaries.  Further, at the
effective time of the Merger, options to acquire shares of Common
Stock held by three of the Company's executive officers and the
vested stock options to acquire shares of the Common Stock that
were held by two members of the Company's board of directors were
cancelled in exchange for an amount per share of Common Stock
underlying the applicable stock option equal to $4.75 less the
exercise price payable in respect of each share of Common Stock
underlying the stock option.  Furthermore, each warrant to acquire
shares of Common Stock that were, at the effective time of the
Merger, that was outstanding and unexercised immediately prior to
the effective time of the Merger, were cancelled in exchange for
an amount per share of Common Stock underlying the applicable
warrant equal to $4.75 less the exercise price payable in respect
of each share of Common Stock underlying the warrant.

As a result of the Merger, the Company has terminated any offering
of the Company's securities pursuant to the Registration
Statements.  In accordance with an undertaking made by the Company
in Part II of each of the Registration Statements to remove from
registration, by means of a post-effective amendment, any of the
securities that had been registered for issuance that remain
unsold at the termination of the offering, the Company removes
from registration all of such securities of the Company registered
under the Registration Statements but which remain unsold as of
the filing date of these Post-Effective Amendments, if any.

                          About Infologix

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

The merger of Iconic Merger Sub, Inc., a direct wholly owned
subsidiary of Stanley Black & Decker, Inc. with and into
InfoLogix, Inc., with Infologix surviving the merger as a wholly
owned subsidiary of Parent, was completed on January 18, 2011.

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

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


INNKEEPERS USA: Has March 8 Hearing Date on Sale Process
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Bankruptcy Court for the Southern District
of New York will convene a hearing on March 8 to consider
Innkeepers USA Trust's request for approval of agreements
outlining a reorganization structure in which Lehman Ali Inc. and
Five Mile Capital Partners LLC would acquire the new equity.
Innkeepers had requested a Feb. 8 hearing.

At the same hearing, the bankruptcy judge will be asked to approve
auction procedures testing whether there is a better offer.  The
Debtor will conduct an auction to consider alternative offers by
parties for funding the plan.

According to Mr. Rochelle, assuming no other bids at auction, the
Lehman Ali and Five Mile-sponsored Plan will reduce debt by
$400 million.  Mr. Rochelle relates that under the Plan:

   * Five Mile and Lehman Ali, a subsidiary of Lehman Brothers
     Holdings Inc., together will provide $174.1 million of
     equity capital and convert $200.3 million of debt into
     equity.  Five Mile is the provider of $53 million in
     secured financing for the Chapter 11 case, and Lehman
     is the holder of $238 million in floating-rate mortgages
     on 20 of Innkeepers' 72 properties.

   * Midland Loan Services Inc., as servicer for $825 million of
     fixed-rate mortgage debt on 45 properties, will emerge from
     Chapter 11 with mortgages for $622.5 million on revised
     terms.

   * Lehman is to receive 50% of the new equity plus $26.2 million
     cash in exchange for all its debt.  The $70.5 million in
     secured loans for the Chapter 11 case will be paid in full.
     Midland is supplying debt financing for Lehman's commitment.

   * Unsecured creditors are being offered $2.5 million cash if
     the class votes for the plan.  Secured lenders' deficiency
     claims will not participate in the distribution to unsecured
     creditors.  Also, preference suits against unsecured
     creditors will be waived.

   * Holders of the 8% preferred stock are offered $5.9 million
     cash plus the right to be co-investors for 2% of the new
     equity.

   * Holders of mortgages on 69 of 72 properties will be paid in
     full or have the mortgages modified consensually.

                     About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and a number of affiliates filed for
Chapter 11 on July 19, 2010 (Bankr. S.D.N.Y. Case No. 10-13800).

Paul M. Basta, Esq., at Kirkland & Ellis LLP, in New York; Anup
Sathy, P.C., Esq., Marc J. Carmel, Esq., at Kirkland & Ellis in
Chicago; and Daniel T. Donovan, Esq., at Kirkland & Ellis in
Washington, DC, serve as counsel to the Debtors.  AlixPartners is
the restructuring advisor and Marc A. Beilinson is the chief
restructuring officer.  Moelis & Company is the financial advisor.
Omni Management Group, LLC, is the claims and notice agent.  The
petition estimated assets and debts of more than $1 billion as of
the bankruptcy filing.

The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred approximately $1.29 billion of secured debt.


INSIGHT HEALTH: Wants to Sell Medical Imaging Centers for $6.6MM
----------------------------------------------------------------
InSight Health Services Holdings Corp., et al., ask the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to sell their interests in four of their imaging
centers located in Northern California and all other related
assets to SimonMed Imaging, Incorporated.

The Northern California Centers consist of (a) three imaging
centers located in Northern California that are wholly-owned by
the Debtors and (b) the Debtors' 70% limited liability company
membership interests in another NorthernCalifornia imaging center.

The Debtors relate that SimonMed's bid is the highest and best
offer for the Northern California Centers, SimonMed offered a cash
purchase price of $6.6 million while the other bidder only offered
a cash purchase price of $6.0 million.  The bid from SimonMed also
allowed the Debtors to retain any accounts receivable owed on
account of services provided at the Northern California Centers
prior to the sale closing date.  The Debtors estimate that the
value of these accounts receivable is approximately $1 million.

SimonMed will also assumed liabilities including (a) liabilities
and obligations of under the Assumed Contracts arising after the
Closing; (b) liabilities and obligations of the Assets arising
after the Closing; (c) obligations, duties and liabilities under
the East Bay operating agreement; and (d) certain other scheduled
liabilities.

The Debtors will assume and assign to SimonMed, effective as of
the closing date, the executory contracts and unexpired leases
regarding the Northern California Centers sale.

The Debtors propose a hearing on their requested sale February 2,
2011, at 9:30 a.m. (Eastern Time).  Objections, if any, are due
January 28, at 4:00 p.m.

                       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.


IRVINE SENSORS: Annual Meeting Tentatively Set for March 9
----------------------------------------------------------
As disclosed in the Form 8-K filed with the Securities and
Exchange Commission on December 29, 2010, Irvine Sensors
Corporation entered into a Stockholders Agreement on December 23,
2010 with two accredited investors in connection with a financing,
the initial closing of which occurred on that date.  Pursuant to
the Agreement, the Company is required to convene a meeting of the
Company's stockholders as promptly as possible after the December
23, 2010 closing to consider and vote on certain matters.  To
comply with this obligation, the Company's 2011 annual meeting of
stockholders has been tentatively set for March 9, 2011 at 1:00
p.m. Pacific Time at the Ayres Hotel, 325 South Bristol Street,
Costa Mesa, California 92626.  The record date for determining
stockholders entitled to notice of and to vote at the 2011 Annual
Meeting is February 2, 2011.

Because the date of the 2011 Annual Meeting will be more than
thirty days before the anniversary date of the 2010 annual meeting
of stockholders, in accordance with Rule 14a-5(f) under the
Securities Exchange Act of 1934 and other applicable rules of the
Securities and Exchange Commission, the Company is notifying its
stockholders that January 28, 2011 will be the deadline to submit
a stockholder proposal for inclusion in the Company's proxy
statement for the 2011 Annual Meeting, which the Company believes
is a reasonable time before the Company will begin the printing
and mailing of proxy materials for the 2011 Annual Meeting.  All
stockholder proposals must be in compliance with applicable laws
and regulations and the Company's By-Laws in order to be
considered for inclusion in the proxy statement and form of proxy
for the Annual Meeting.

Stockholders are advised to review the Company's By-Laws, which
contain additional procedural and substantive requirements.  The
Chairman of the Annual Meeting may refuse to acknowledge or
introduce any stockholder proposal of any person made after
January 28, 2011, or that does not comply with the Company's By-
Laws.  In addition, if the Company is not notified by such
deadline of an intent to present a proposal at the Company's 2011
Annual Meeting, management will have the right conferred by the
proxies to exercise said proxies' discretionary voting authority
with respect to such proposal, if presented at the meeting.

Stockholder proposals should be addressed to the Secretary of
Irvine Sensors Corporation at the Company's principal executive
offices located at 3001 Red Hill Avenue, Costa Mesa, California
92626.  Stockholder proposals received by the Company after
January 28, 2011 will be considered untimely and will not be
included in the Company's proxy statement for the 2011 Annual
Meeting.  It is recommended that stockholders submitting proposals
use certified mail, return receipt requested in order to provide
proof of timely receipt.  The Company reserves the right to
reject, rule out of order, or take other appropriate action with
respect to any proposal that does not comply with these and other
applicable requirements, including conditions set forth in the
Company's By-Laws and conditions established by the Securities and
Exchange Commission.

                        About Irvine Sensors

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

Squar, Milner, Peterson, Miranda & Williamson, LLP, in Irvine,
Calif., expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
as of October 3, 2010, the Company has negative working capital of
$10.1 million and a stockholders deficit of $10.1 million.

The Company reported a net loss of $11.16 million on
$11.72 million of revenues for the fiscal year ended October 3,
2010, compared with a net loss of $914,700 on $11.54 million of
revenues for the fiscal year ended September 27, 2009.

The Company's balance sheet at October 3, 2010, showed
$6.32 million in total assets, $16.42 million in total
liabilities, and a stockholders' deficit of $10.10 million.


ISTAR FIN'L: Will Be Able to Fully Pay Creditors, CEO Says
----------------------------------------------------------
A.D. Pruitt, writing for The Wall Street Journal, reports that Jay
Sugarman, the chief executive of iStar Financial Inc., said the
Company will be able to pay off creditors 100 cents on the dollar.
He said the firm has cut its debt level $3.7 billion in 12 months.

"We've been able to generate a significant amount of cash from our
portfolio," Mr. Sugarman said in an interview last week, according
to the Journal.

The Journal relates Wall Street was betting against iStar as a
number of its borrowers defaulted and iStar grappled with its own
debt obligations.  Now, as real-estate values rise in many parts
of the country, there are signs Mr. Sugarman might pull it off,
the Journal says.

According to the Journal, iStar's success at selling assets at
higher-than-expected prices has helped it reduce its debt level by
about $3.7 billion, to about $7 billion, in the last 12 months.
iStar's shares, which traded below $1 in February 2009, hit a
52-week intraday high of $8.30 this month, and iStar was the
second-best-performing real-estate investment trust in 2010 behind
Glimcher Realty Trust.

The Journal notes that, to avoid bankruptcy, iStar has to
refinance $2.2 billion in debt due in June, including $1.7 billion
in notes issued as part of a 2009 restructuring with bank lenders
that gave iStar some breathing room.  According to the Journal,
Steven Marks, a Fitch Ratings analyst, said Fitch predicts iStar
won't be able to raise that amount in the capital markets.  Fitch
said it is "inevitable" that creditors will have to agree to
another restructuring, possibly involving a reduction in the
principal amount if it is unable to obtain new financing.

The Journal says Mr. Sugarman disagreed, indicating iStar will be
able to raise the necessary funds in the capital markets and pay
off creditors 100 cents on the dollar.

                      About iStar Financial

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

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

                           *     *     *

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

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


J&M ENTERPRISES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: J&M Enterprises of St. Augustine, Inc
          dba Country Inn & Suites
        231 San Marco Avenue
        Saint Augustine, FL 32084

Bankruptcy Case No.: 11-00273

Chapter 11 Petition Date: January 18, 2011

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

Judge: Paul M. Glenn

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

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

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

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

The petition was signed by Jayesh Patel, president.


JAX LODGING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Jax Lodging, Inc.
          dba Microtel Inn and Suites
        2785 SE 11th Street
        Pompano Beach, FL 33062

Bankruptcy Case No.: 11-00307

Chapter 11 Petition Date: January 18, 2011

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

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

Scheduled Assets: $1,562,947

Scheduled Debts: $3,838,972

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-00307.pdf

The petition was signed by Gregory L. Spatz, president.


JAYHAWK ENERGY: BehlerMick PS Raises Going Concern Doubt
--------------------------------------------------------
JayHawk Energy, Inc., filed on January 14, 2011, its annual report
on Form 10-K for the fiscal year ended September 30, 2010.

BehlerMick PS, in Spokane, Washington, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted of the Company's accumulated deficit
and lack of revenues.

The Company reported a net loss $5.2 million on $684,707 of
revenues for fiscal 2010, compared with a net loss of $2.3 million
on $588,410 for fiscal 2009.

The Company's balance sheet at September 30, 2010, showed
$9.1 million in total assets, $2.8 million in total liabilities,
and stockholders' equity of $6.3 million.

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

               http://researcharchives.com/t/s?7246

Post Falls, Idaho-based JayHawk Energy, Inc., is engaged in the
acquisition, exploration, development, production and sale of
natural gas, crude oil and natural gas liquids primarily from
conventional reservoirs within North America.


JETBLUE AIRWAYS: Errors Spotted in Financial Statements
-------------------------------------------------------
On January 17, 2011, the Audit Committee of the Board of Directors
of JetBlue Airways Corporation, upon the recommendation of
management, concluded that the Company's previously issued
financial statements contained in the Company's (i) Annual Report
on Form 10-K for the year ended December 31, 2009, and (ii)
Quarterly Reports on Form 10-Q for the quarters ended March 31,
June 30, and September 30, 2010 should no longer be relied upon
due to a $12 million non-cash error in the accounting for points
and awards that had expired under our former customer loyalty
program, TrueBlue.  Management and the Audit Committee discussed
this determination and the contents of this filing with Ernst &
Young LLP, the Company's independent registered public accounting
firm.

In connection with the winding down of the non-cash liability for
expiring TrueBlue points and awards associated with the migration
to an enhanced customer loyalty program, the Company determined
that there was an error in accounting for approximately $12
million of points and awards that had expired in earlier periods
prior to the launch of the new program.  As a result of this
accounting error, revenue, net income and retained earnings were
understated in previously reported periods for the years ended
December 31, 2006, 2007, 2008 and 2009 and for the quarters of
2009.  Management determined that the Company's previously issued
consolidated financial statements should be restated to properly
reflect the non-cash revenue for expired TrueBlue points and
awards in the periods in which expiration occurred.  Accordingly,
the Company's financial statements will be restated as soon as
practicable to reflect these adjustments.

                       About JetBlue Airways

JetBlue Airways Corp., based in Forest Hills, New York, operates a
low-cost, point-to-point airline from a hub in New York.  JetBlue
serves 60 cities with 600 daily non-stop flights.

The Company reported $6.618 billion in total assets,
$1.126 billion in total current liabilities, $2.88 billion long-
term debt and capital lease obligations, $531 million construction
obligation, $458 million deferred taxes, and stockholders' equity
of $1.623 billion, as of Sept. 30, 2010.

                            *    *    *

JetBlue carries 'Caa1' long term corporate family and probability
of default ratings, with positive outlook, from Moody's.  It has a
'B-' long term issuer default rating, with stable outlook, from
Fitch.  It also has a 'B-' issuer credit ratings from Standard &
Poor's.

Standard & Poor's Ratings Services said that it has affirmed its
ratings, including its 'B-' corporate credit rating, on Forest
Hills, New York-based JetBlue Airways Corp.  At the same time, S&P
revised its outlook on the rating to positive from stable.  The
recovery rating on senior unsecured debt remains '6', indicating
S&P's expectations of a negligible (0%-10%) recovery in a default
scenario.


JOSEPH-BETH BOOKSELLERS: Closes Davis-Kidd Bookstore
----------------------------------------------------
Stephanie Toone at the Tennessean reports that Joseph-Beth
Booksellers closed Nashville bookstore Davis-Kidd on Dec. 29,
2010, as a part of its Chapter 11 reorganization.

Cincinnati, Ohio-based Joseph-Beth Booksellers, LLC, operated
seven bookstores and bookstore-cafes in Kentucky, Ohio,
Pennsylvania, North Carolina, and Virginia.  The Company filed for
Chapter 11 protection on November 11, 2010 (Bankr. E.D. Ky. Case
No. 10-53594).  The case is jointly administered with JB
Booksellers, Inc., (Bankr. Case No. 10-53593).  Ellen Arvin
Kennedy, Esq., at Dinsmore & Shohl, represents the Debtor.  In its
schedules, the Debtor disclosed assets of $15,941,680 and
liabilities of $18,501,989 as of the petition date.


JUST PLUMBING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Just Plumbing & Heating Suppy, Inc.
        1508 Macombs Road
        Bronx, NY 10452

Bankruptcy Case No.: 11-10151

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Edward C. Bruno, Esq.
                  P.O. Box 987
                  Pine Bush, NY 12566
                  Tel: (845) 361-3671
                  Fax: (845) 361-9988
                  E-mail: ebrunoesq@yahoo.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/nysb11-10151.pdf

The petition was signed by Kenneth Lee, president.


KURRANT MOBILE: Inks 3-Month Services Agreement With Bob Abitbol
----------------------------------------------------------------
Effective November 15, 2010, Kurrant Mobile Catering, Inc.,
entered into a three-month consultant service agreement with Bob
Ore Abitbol.  In accordance with the terms and provisions of the
Consultant Agreement: (i) Abitbol will provide businesss
development and network marketing services to the Corporation; and
(ii) the Corporation shall issue to Ore Abitbol an aggregate of
1,200,000 shares of its restricted common stock, which shares
shall be issued in two installments of 600,000 shares each with
the first issuance of 600,000 shares at execution of the
Consultant Agreement and the second issuance of 600,000 shares at
six months from the date of execution of the Consultant Agreement
valued at fair market value with a 20% discount.

The Board of Directors authorized the issuance of an aggregate of
1,200,000 shares to Ore Abitbol with 600,000 shares issued at
execution of the Consultant Agreement and the second issuance of
600,000 shares to be issued at the six months from the date of
execution of the Consultant Agreement.

The  aggregate 1,200,000 shares of common stock were and will be
issued to one non-United States resident in reliance on Regulation
S promulgated under the United States Securities Act of 1933, as
amended.  The shares of common stock have not been registered
under the Securities Act or under any state securities laws and
may not be offered or sold without registration with the United
States Securities and Exchange Commission or an applicable
exemption from the registration requirements.  Ore Abitbol
acknowledged that the securities to be issued have not been
registered under the Securities Act, that he understood the
economic risk of an investment in the securities, and that he had
the opportunity to ask questions of and receive answers from the
Corporation's management concerning any and all matters related to
acquisition of the securities.

                        About Kurrant Mobile

Montreal, Quebec-based Kurrant Mobile Catering, Inc., operates in
a single business segment that includes the publication and
distribution of books and eBooks.  The Company sells its products
to distributors throughout the world.

The Company's balance sheet at August 31, 2010, showed
$1.1 million in total assets, $1.5 million in total liabilities,
and a stockholders' deficit of $426,462.

Kurrant Mobile reported a net loss of $16.6 million on $167,448 of
revenue for the three months ended August 31, 2010, compared with
a net loss $5,771 on $161,057 of revenue for the same period ended
August 31, 2009.

"As of August 31, 2010, the Company has a working capital deficit
of $444,693 and an accumulated deficit of $16.6 million.  These
factors raise substantial doubt about its ability to continue as a
going concern," the Company said in the Form 10-Q for quarter
ended Aug. 31, 2010.


KURRANT MOBILE: Inks 3-Month Services Agreement With Trilogy
------------------------------------------------------------
Effective January 17, 2011, Kurrant Mobile Catering, Inc., entered
into a three-month consultant service agreement with Trilogy
International Management Inc.  In accordance with the terms and
provisions of the Consultant Agreement: (i) Trilogy International
will provide professional consulting services to the Corporation
within the field of intellectual property rights and management;
and (ii) the Corporation shall issue to Trilogy International an
aggregate of 1,500,000 shares of its restricted common stock at a
price of $0.02 per share.

The Board of Directors authorized the issuance of an aggregate of
1,500,000 shares to Trilogy International at a per share price of
$0.02.  The aggregate 1,500,000 shares of common stock were issued
to one non-United States resident in reliance on Regulation S
promulgated under the United States Securities Act of 1933, as
amended.  The shares of common stock have not been registered
under the Securities Act or under any state securities laws and
may not be offered or sold without registration with the United
States Securities and Exchange Commission or an applicable
exemption from the registration requirements.

                        About Kurrant Mobile

Montreal, Quebec-based Kurrant Mobile Catering, Inc., operates in
a single business segment that includes the publication and
distribution of books and eBooks.  The Company sells its products
to distributors throughout the world.

The Company's balance sheet at August 31, 2010, showed
$1.1 million in total assets, $1.5 million in total liabilities,
and a stockholders' deficit of $426,462.

Kurrant Mobile reported a net loss of $16.6 million on $167,448 of
revenue for the three months ended August 31, 2010, compared with
a net loss $5,771 on $161,057 of revenue for the same period ended
August 31, 2009.

"As of August 31, 2010, the Company has a working capital deficit
of $444,693 and an accumulated deficit of $16.6 million.  These
factors raise substantial doubt about its ability to continue as a
going concern," the Company said in the Form 10-Q for quarter
ended Aug. 31, 2010.


K-V PHARMACEUTICAL: FDA Review on Gestiva Ongoing
-------------------------------------------------
K-V Pharmaceutical Company issued an update on the status of the
U.S. Food and Drug Administration's review of Hologic, Inc.'s New
Drug Application for GestivaTM as a treatment for the prevention
of preterm birth in women with a singleton pregnancy who have a
history of singleton spontaneous preterm birth.

Following the July 2010 resubmission of the NDA by Hologic, the
FDA assigned a Prescription Drug User Fee Act action date of
January 13, 2011.  Hologic advised the Company that the FDA had
recently requested additional information with respect to the
GestivaTM application.  The requested information was provided to
the FDA on January 10, 2011.

In order to provide for additional time to review the information
that was solicited by the FDA and provided by Hologic, the FDA has
extended the PDUFA date to April 13, 2011.  Based on the
information provided, the Company remains confident in the
approval of GestivaTM and believes a positive action by the FDA is
likely on or before the new PDUFA date.

In light of this new information, the Company further stated that
it is evaluating its liquidity outlook.  When the Company
completes its evaluation, it intends to furnish an update as
appropriate.

                        About Preterm Birth

According to the March of Dimes, preterm birth, or the birth of a
baby prior to 37 completed weeks of pregnancy, affects one in
eight babies born in the United States.  Preterm birth is the
leading cause for infant mortality and morbidity.  Babies born
preterm tend to grow more slowly, have more problems with their
eyes, ears, breathing and nervous system, and experience more
learning and behavioral problems.  Preterm birth has been
estimated to cost the United States more than $26 billion a year.

                     About K-V Pharmaceutical

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

The Company's balance sheet at March 31, 2010, showed
$358.6 million in total assets, $497.7 million in total
liabilities, and a stockholders' deficit of of $139.1 million.

BDO USA, LLP, in Chicago, expressed substantial doubt about K-V
Pharmaceutical's ability to continue as a going concern.  The
independent auditors noted that the Company has suspended the
shipment of all but one of the products manufactured by the
Company and must comply with a consent decree with the Food and
Drug Administration before approved products can be reintroduced
to the market.  In addition, the independent auditors noted of the
significant negative impacts these actions may have on the
Company's operating results and cash flows, including, recurring
losses from operations, a shareholders' deficit, and negative
working capital; the potential inability of the Company to raise
additional capital, significant uncertainties related to
litigation and governmental inquiries; and debt covenant
violations.

The Company reported a net loss of $283.6 million on
$152.2 million of net revenues for fiscal 2010, compared to a net
loss of $313.6 million on $312.3 million of net revenue for fiscal
2009.


LA JOLLA PHARMACEUTICAL: Board OKs BDO USA as Accountant
--------------------------------------------------------
On January 14, 2011, the Audit Committee of the Board of Directors
of La Jolla Pharmaceutical Company, approved the engagement of BDO
USA, LLP as the Company's independent registered public accountant
to audit the Company's financial statements for the fiscal year
ended December 31, 2010.  Also on January 14, 2011, the Audit
Committee dismissed Ernst & Young, LLP as the Company's
independent registered public accountant.

The audit reports of Ernst & Young on the Company's financial
statements, as of and for the fiscal years ended December 31, 2009
and December 31, 2008, did not contain any adverse opinion or
disclaimer of opinion, nor were such reports qualified or modified
as to uncertainty, audit scope or accounting principles, except
that each of these reports contained an explanatory paragraph
expressing substantial doubt as to the Company's ability to
continue as a going concern as a result of recurring losses and a
large accumulated deficit.

The audit report of Ernst & Young on the effectiveness of internal
control over financial reporting as of December 31, 2008, did not
contain any adverse opinion or disclaimer of opinion, and was not
qualified or modified as to uncertainty, audit scope, or
accounting principles. No audit report on the effectiveness of
internal control over financial reporting was required as of
December 31, 2009.

During the fiscal years ended December 31, 2010, 2009 and 2008,
and from January 1, 2011 through January 14, 2011: (1) the Company
had no disagreements with Ernst & Young on any matter of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of Ernst & Young, would have
caused Ernst & Young to make reference to the subject matter of
the disagreement in connection with its reports; and (2) there
have been no "reportable events" (as defined in Item 304(a)(1)(v)
of Regulation S-K).

During the fiscal years ended December 31, 2010, 2009 and 2008,
and from January 1, 2011 through January 14, 2011, the Company did
not consult with BDO regarding: (1) the application of accounting
principles to a specified transaction, either proposed or
completed, or the type of audit opinion that might be rendered on
the Company's financial statements; or (2) any matter or
reportable event set forth in Item 304(a)(2)(i) or (ii) of
Regulation S-K.

                   About La Jolla Pharmaceutical

San Diego, Calif.-based La Jolla Pharmaceutical Company (OTC BB:
LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company
that has historically focused on the development and testing of
Riquent as a treatment for Lupus nephritis.

The Company's balance sheet at Sept. 30, 2010, showed
$7.43 million in total assets, $8.15 million in total liabilities,
all current, and $92,000 in convertible preferred stock, and a
stockholders' deficit of $806,000.

Ernst & Young LLP, in San Diego, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred recurring operating losses, an
accumulated deficit of $424.3 million as of December 31, 2009, and
has no current source of revenues or financing.


LAKE ELSINORE: Case Summary & 9 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Lake Elsinore Associates II, A California Limited
        Partnership
        4300 Von Karman Avenue
        Newport Beach, CA 92660

Bankruptcy Case No.: 11-10770

Chapter 11 Petition Date: January 18, 2011

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

Debtor's Counsel: Roy C Dickson, Esq.
                  2323 N. Tustin Avenue, Suite I
                  Santa Ana, CA 92705
                  Tel: (714) 541-8080
                  Fax: (714) 541-8090
                  E-mail: roycd@aol.com

Estimated Assets: $0 to $50,000

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

A list of the Company's nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-10770.pdf

The petition was signed by John W. Fitzgibbon, chief operating
officer.


LAX ROYAL: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: LAX Royal Airport Center, LP
        5933 W. Century Boulevard
        Los Angeles, Ca 90045

Bankruptcy Case No.: 11-12333

Chapter 11 Petition Date: January 19, 2011

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

Judge: Sheri Bluebond

Debtor's Counsel: Michael N. Sofris, Esq.
                  MICHAEL N. SOFRIS, A PROFESSIONAL LAW
                  CORPORATION
                  468 N. Camden Drive, Suite 200
                  Beverly Hills, CA 90210
                  Tel: (310) 229-4505
                  Fax: (310) 388-0535
                  E-mail: michael@sofris.com

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

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

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

The petition was signed by Robert Chang, managing member of LAX
Royal Airport Center, LLC, general partner.


LOCATION BASED TECH: Posts $876,200 Net Loss in Nov. 30 Quarter
---------------------------------------------------------------
Location Based Technologies, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $876,237 on $1,972 of revenue
for the three months ended November 30, 2010, compared with a net
loss of $2.3 million on $53,300 of revenue for the same period
last year.

The Company's balance sheet at November 30, 2010, showed
$1.5 million in total assets, $6.4 million in total liabilities,
all current, and a stockholders' deficit of $4.9 million.

As reported in the Troubled Company Reporter on December 22, 2010,
Comiskey & Company, in Denver, Colo., expressed substantial doubt
about Location Based Technologies' ability to continue as a going
concern following its results for the fiscal year ended August 31,
2010.  The independent auditors noted that the Company has
incurred recurring losses since inception and has an accumulated
deficit in excess of $28,800,000 and a working capital deficit in
excess of $5,900,000.

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

               http://researcharchives.com/t/s?7247

Headquartered in Irvine, Calif., Location Based Technologies, Inc.
(OTC BB: LBAS) -- http://www.locationbasedtech.com/-- designs,
develops, and sells personal, pet, and vehicle locator devices and
services.


LOUISVILLE ORCHESTRA: Musicians' Deal Intact Until May 31
---------------------------------------------------------
The Bankruptcy Court ruled late December that the Louisville
Orchestra is lawfully required to abide by its contract with its
musicians, which lasts through May 31, The Louisville (Ky.)
Courier-Journal reported earlier this month.

According to the Courier-Journal, the musicians got 20% of their
semi-monthly salary on December 31 and were to receive to
remaining amount January 5.

The Courier-Journal reported that Orchestra CEO Rob Birman said
the organization used money from cash on hand and an advance from
the Louisville Fund for the Arts to cover payroll and concert
costs.

                    About Louisville Orchestra

Based in Louisville, Kentucky, Louisville Orchestra, Inc. filed
for Chapter 11 bankruptcy protection on Dec. 3, 2010 (Bankr. W.D.
Ky. Case No. 10-36321).  Judge David T. Stosberg presides over the
case.  Daniel T. Albers, Jr., Esq., Mark A. Robinson, Esq., and
Robert Wagner, Esq., at Valenti Hanley & Robinson PLLC, represent
the Debtor.  In its schedules, Louisville Orchestra disclosed it
had $412,000 in assets and $1.4 million in liabilities.


LOUISVILLE ORCHESTRA: Musicians Form New Organization
-----------------------------------------------------
Wave News reports that musicians of the Louisville Orchestra have
formed an organization -- named Keep Louisville Symphonic -- to
help ensure a more stable future.  The organization has tax exempt
status and will start fundraising.

The report relates that the musicians had proposed the idea to the
Louisville Orchestra before it filed for Chapter 11 bankruptcy.

According to the report, the group vows to stick with their
commitment to play the Louisville Orchestra's scheduled concerts.
The musicians' contract lasts through May 31.

                    About Louisville Orchestra

Based in Louisville, Kentucky, Louisville Orchestra, Inc. filed
for Chapter 11 Bankruptcy Protection on Dec. 3, 2010 (Bankr. W.D.
Ky. Case No. 10-36321).  Judge David T. Stosberg precedes the
case.  Daniel T. Albers, Jr., Esq., Mark A. Robinson, Esq., and
Robert Wagner, Esq., at Valenti Hanley & Robinson PLLC, represents
the Debtor.  Louisville Orchestra Inc. disclosed that it had
$412,000 in assets and $1.4 million in liabilities.


MAGIC BRANDS: Submits Liquidating Chapter 11 Plan
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Deel LLC, known as Magic Brands LLC before it sold
the Fuddruckers restaurant chain to Luby's Inc., filed a
liquidating Chapter 11 plan on Jan. 18.

Mr. Rochelle relates that the explanatory disclosure statement
says all secured claims and financing for the Chapter 11 case were
paid in full from the Luby's sale.

As reported by the Troubled Company Reporter, Magic Brands in July
2010 closed the sale of the Fuddruckers stores and franchise
business to restaurant operator Luby's Inc. for $63.5 million.

Mr. Rochelle reports that the Plan says unsecured creditors will
be paid after creditors with higher priorities are fully paid.
The Disclosure Statement only says unsecured creditors should have
a "meaningful recovery."  There are blanks in the disclosure
statement where creditors later will be told the expected
percentage of their recovery.  Subordinated creditors are to
receive nothing unless unsecured creditors are paid in full.

The Plan was filed when Deel's exclusive right to propose a
reorganization plan was about to expire.

                        About Magic Brands

Headquartered in Austin, Texas, Magic Brands, LLC --
http://www.fuddruckers.com/-- operated 62 Fuddruckers locations
in 11 states and 3 Koo Koo Roo restaurants in California.

Magic Brands and its operating units filed for Chapter 11
protection on April 21, 2010 (Bankr. D. Del. Lead Case No.
10-11310).  It estimated assets of up to $10 million and debts at
$10 million to $50 million in its Chapter 11 petition.  Affiliate
Fuddruckers, Inc., also filed, estimating assets and debts at
$50 million to $100 million.

FocalPoint Securities, LLC, serves as investment banker to Magic
Brands, and Goulston & Storrs serves as lead bankruptcy counsel.
Kurtzman Carson Consultants, LLC, is the claims and notice agent.


MAGPIE ISLAND: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Magpie Island, Inc.
        4807 Culbreath Isles Road
        Tampa, FL 33629

Bankruptcy Case No.: 11-00749

Chapter 11 Petition Date: January 18, 2011

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

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

Scheduled Assets: $2,380,945

Scheduled Debts: $1,619,315

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-00749.pdf

The petition was signed by Margarita Whidden, president.


MAKKAR ATHLETICS: BDO Canada Invites Offers for Assets
------------------------------------------------------
Harry Sullivan at Truro Daily News reports that Makkar Athletics
Group Inc. is officially for sale by tender.

Truro Daily News relates that receiver BDO Canada Ltd., has
invited offers for the purchase of the "Receiver's right, title
and interest, if any, in the assets and related intellectual
property of Makkar Athletics Group Inc."

BDO announced in published tender ads that offers will be received
up to noon on Feb. 11 for the "en bloc (all together)" company
assets, Truro Daily News says.

That includes all of the Makkar Athletics "technology, including
all patents, trademarks, scientific studies, technical reports and
studies regarding methods of preparing customized neuromuscular
mouthpieces for enhancing athletic performance and all copyrighted
materials in connection with same, including content of website."

Truro Daily News quoted BDO senior vice-president Mark Rosen as
saying that "We're waiting to receive offers."  Offers that do
come in will be reviewed "... to determine whether we have a
successful purchase," Mr. Rosen said.  "Once we conclude the sale
and move forward on that, hopefully that will conclude the
matters."

As reported in the Troubled Company Reporter on Jan. 12, 2011,
The Chronicle Herald, in Halifax, Canada, said t Michael Henson, a
Calgary man who invested in Makkar Athletics Group Inc., has
forced the insolvent company into receivership.  The Chronicle
Herald related that Mr. Henson, one of Makkar Athletic's three
secured creditors, is owed $250,000.  The company's 23 unsecured
creditors are owed a total of $2,369,245, Chronicle Herald noted.

Makkar Athletics produced the Pure Power Mouthguard, a plastic
orthotic that the company claimed naturally aligns jaw muscles and
improves endurance, strength, balance and oxygen flow.  It had
been marketed to elite athletes.


MANSIONS AT HASTINGS: Trustee Unable to Form Creditors' Committee
-----------------------------------------------------------------
Judy A. Robbins, the U.S. Trustee for Region 6, told the U.S.
Bankruptcy Court for the Southern District of Texas that she was
unable to appoint creditors to serve as Official Committee of
Unsecured Creditors for the Chapter 11 case of Mansions at
Hastings Green LP and Mansions at Hastings Green Senior LP.

The Trustee was unable to solicit sufficient interest to select a
proper committee.

                   About Mansions at Hastings Green

Columbus, Ohio-based Mansions at Hastings Green, L.P., dba The
Mansions at Hastings Green, A Multifamily Community, owns and
operates The Mansions Family Apartment Housing Community located
at 11950 FM 1960 West, Houston, Texas 77065.  It filed for Chapter
11 bankruptcy protection on October 22, 2010 (Bankr. S.D. Tex.
Case No. 10-39474).

Affiliate Mansions at Hastings Green Senior, L.P., dba The
Mansions Senior Living Apartment Housing Community, owns and
operated The Mansions Senior Living Apartment Housing Community
located at 11707 Fallbrook Drive, Houston, Texas 77065.  It filed
for Chapter 11 bankruptcy protection on October 22, 2010 (Bankr.
S. D. Tex. Case No. 10-39476).

Mansions at Hastings Green and Mansions at Hastings Green Senior
are jointly administered cases.

Edward L. Rothberg, Esq., at Hoover Slovacek, LLP, assists the
Debtors in their restructuring efforts.  The Debtors each
estimated their assets and debts at $10 million to $50 million.


MARGAUX ORO: Files for Chapter 11 After Default Declared
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Margaux Oro Partners LLC, the owner of the 83,400
square-foot Plaza Del Oro Shopping Center in the Cockrell Hill
suburb of Dallas, filed a Chapter 11 petition when the lender
declared the $11 million mortgage in default.  The bank froze an
escrow account with $580,000 when it declared the default.

Mr. Rochelle relates that according to a court filing, payments on
the mortgage were current.  Wells Fargo Bank NA, the lender,
declared the default because the owner's principal, Donald L.
Silverman, received a bankruptcy discharge in November, thus
freeing him of liability on his guarantee of the shopping center
mortgage.

Court papers say that Plaza Del Oro generates $85,000 in monthly
income while operating expenses are $20,000.  Net income is
sufficient to cover debt service, the filings say.

Dallas, Texas-based Margaux Oro Partners, LLC, filed for Chapter
11 bankruptcy protection on January 11, 2011 (Bankr. N.D. Tex.
Case No. 11-30337).  Vickie L. Driver, Esq., at Coffin & Driver,
PLLC, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliate Donald Lewis Silverman (Bankr. N.D. Tex. Case No.
10-31785) filed a separate Chapter 11 petition on March 12, 2010.


MCCLATCHY COMPANY: Gives $49.6MM Real Estate to Pension Plan
------------------------------------------------------------
The McClatchy Company announced that it has contributed certain
company-owned real estate to its qualified defined benefit pension
plan.  The real estate, including certain land and buildings, is
located in Bradenton, Fla.; Charlotte, N.C.; Lexington, Ky.;
Macon, Ga.; Myrtle Beach, S.C.; Olympia, Wash.; and Rock Hill,
S.C., and has been valued by independent appraisals at
approximately $49.6 million in total.

The company is leasing back the property from its pension plan for
10 years and will pay aggregate annual rent of approximately $4.0
million to the pension plan.  The contribution of the property
will not have any impact on the company's day-to-day operations at
its newspapers in these locations.  The property will be managed
by WhiteStar Advisors, LLC, an independent real estate advisory
firm engaged by the pension plan.  WhiteStar hired independent
real estate appraisers to determine the value of the real estate
contributed to the plan.

As previously announced, McClatchy expects its required pension
contribution under federal law to be approximately $50 million in
2011.  The contribution of real estate is expected to satisfy
virtually all of the company's required pension contribution for
the year.  The final amount of the 2011 contribution is expected
to be determined in the third quarter of 2011 when the company's
actuaries complete the annual valuation of the pension plan.  The
remaining required contribution, if any, will be made in cash.

"We view this as a win-win transaction for both the pension plan
and the company," said Pat Talamantes, McClatchy's chief financial
officer.  "Our pension plan will benefit from rental income from
the company and from price appreciation as these properties
hopefully gain in value over time.  The company will, in turn,
preserve its cash to repay debt."

Talamantes said the company will be able to continue to use the
facilities for the foreseeable future and will receive a cash tax
benefit of approximately $7.2 million related to the net tax basis
of the property contributed.

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet as of June 27, 2010, showed
$3.201 billion in total assets, $3.020 billion in total
liabilities, and stockholders' equity of $181.53 million.

                          *     *     *

In February 2010, Moody's Investors Service upgraded The McClatchy
Company's Corporate Family Rating to Caa1 from Caa2, Probability
of Default Rating to Caa1 from Caa2, and senior unsecured and
unguaranteed note ratings to Caa2 from Caa3, concluding the review
for upgrade initiated on January 27, 2010.  The upgrades reflect
McClatchy's improved liquidity position and reduced near-term
default risk following completion of the company's refinancing,
and its ability to stabilize EBITDA performance through
significant cost reductions.  The rating outlook is stable.

Standard & Poor's Ratings Services also raised its corporate
credit on Sacramento, California-based The McClatchy Co. to 'B'
from 'B-'.  The upgrade reflects the significant current and
expected moderation in the pace of ad revenue declines in 2010 and
2011 and improving debt leverage and discretionary cash flow.


MCDONAGH CHRYSLER: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: McDonagh Chrysler Jeep, Inc.
        400 State Route 18
        East Brunswick, NJ 08816

Bankruptcy Case No.: 11-11397

Chapter 11 Petition Date: January 18, 2011

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

Judge: Michael B. Kaplan

Debtor's Counsel: Andrew J. Kelly, Esq.
                  KELLY & BRENNAN, P.C.
                  1011 Highway 71, Suite 200
                  Spring Lake, NJ 07762-2030
                  Tel: (732) 449-0525
                  Fax: (732) 449-0592
                  E-mail: akelly@kbtlaw.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 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb11-11397.pdf

The petition was signed by William McDonagh, president.


MESA AIR: Court Confirms Plan of Reorganization
-----------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York on
January 20 approved Mesa Air Group's Plan of Reorganization,
clearing the way for the airline's emergence from Chapter 11.

"This is an exciting day for everyone at Mesa," said Jonathan
Ornstein, Mesa's Chairman and Chief Executive Officer.  "Achieving
a turnaround of this magnitude in little more than 12 months would
not have been possible without the hard work and dedication of
Mesa's employees and the focused execution of Mesa's Plan of
Reorganization by our management team led by Michael Lotz,
President and Chief Financial Officer and Brian Gillman, the
Company's Executive Vice President and General Counsel.  I'd also
like to thank Paul Foley, our Chief Operating Officer, David
Butler, our Senior VP of Human Resources and Gary Appling, our
Senior VP of Maintenance & Engineering for their efforts on our
underlying business during the restructuring.

"We would also like to thank our restructuring advisors Pachulski
Stang Ziehl & Jones LLP and Imperial Capital, and the others that
have helped make this possible, including the support of our
airline partners, customers and the communities we serve."

Following a successful and efficient 12-month restructuring, Mesa
restructured its operations and is set to emerge as a leading
regional air carrier flying primarily larger 70- and 86-seat
regional jet aircraft.  Mesa's creditors overwhelmingly supported
the Plan of Reorganization, which also applies to the eleven
wholly owned subsidiaries of Mesa that filed for Chapter 11
protection. Mesa and each of its subsidiaries are expected to
emerge from Chapter 11 in February 2011.

Among the company's restructuring accomplishments, Mesa extended
the term of is code-share agreement with US Airways, Inc. through
September 2015; Eliminated over 100 unnecessary aircraft leases
and financings that contributed to the deleveraging of Mesa's
balance sheet in the approximate amount of $700 million in
capitalized leases and $50 million in debt; Restructured aircraft
leases and financings for Mesa's fleet of CRJ 200 and Dash 8
aircraft resulting in flexibility and no long-term lease exposure
on the CRJ 200 50-seat regional jet aircraft; Mesa will emerge as
a private company and issue new notes, common stock, and warrants
to its creditors.

"Mesa is now poised to enter its next chapter as a strong airline
ready to compete in an ever changing industry.  We are
particularly proud of the fact that during our restructuring, Mesa
achieved -- and has consistently maintained -- regional airline
leading operational performance as reported by the U.S. Dept. of
Transportation, including Mesa achieving the highest monthly On
Time Performance of all regional airlines since May 2010.  This
strong operational performance is a tribute to the hard work and
dedication of all of our employees and came during a time when
many of our employees contributed to our financial savings through
the taking of additional unpaid days off.  This level of
dedication and associated strong operational performance has
provided a strong foundation upon which to return our airline to
sustained profitability and future growth," concluded Ornstein.

Mesa currently operates 76 aircraft with approximately 450 daily
system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

                       Third Amended Plan

Prior to the confirmation hearing, Mesa Air Group, Inc. and its
debtor affiliates filed on Jan. 19, 2011, with the U.S. Bankruptcy
Court for the Southern District of New York a cumulative blackline
of their Third Amended Joint Plan of Reorganization that reflects
the modifications made to the Second Amended Joint Plan of
Reorganization originally filed Nov. 23, 2010.

To recall, contemporaneous with the filing of their omnibus reply
to objections to the confirmation of their Second Amended Plan,
the Debtors filed a blacklined version of the Plan and Plan
Supplement.  On January 13, the Debtors provided another notice
to the Court of the filing of a cumulative blackline of their
Second Amended Plan reflecting modifications made since the
filing of the Plan in November 2010.

The most current modifications include a more comprehensive
definition of "Distribution Record Date," and the addition of
certain language with respect to the Shareholder Agreement and
the limitations on rights and claims of the United States, among
others.

Along with the Third Amended Plan, the Debtors also filed a
cumulative blackline of the Restated Bylaws of Reorganized Mesa
Air Group that reflects the modifications made since the filing
of the Bylaws with the Plan Supplement on December 28, 2010.

Copies of the Third Amended Plan and the Amended Plan Supplement
are available at no charge at:

  http://bankrupt.com/misc/Mesa_3rdAmPlan011911.pdf
  http://bankrupt.com/misc/Mesa_AmPlanSupplement011911.pdf

Blacklined copies of the Third Amended Plan and the Bylaws can be
accessed at no charge at:

http://bankrupt.com/misc/Mesa_Blackline3rdAmPlan011911.pdf

The more recent blacklined version of the Second Amended Plan, as
well as certain exhibits, is also available at no charge at:

http://bankrupt.com/misc/Mesa_Blacklined2ndAmPlanNoti011311.pdf

The Daily Bankruptcy Review said on Jan. 18 that Judge Martin
Glenn of the U.S. Bankruptcy Court for the Southern District of
New York postponed the hearing on the confirmation of the
Debtors' Plan.  The hearing was previously scheduled on Jan. 14.

                 Amended Plan Approved by Creditors

Erin Gray, Esq., an attorney at Pachulski, Stang, Ziehl & Jones
LLP, the general bankruptcy counsel to Mesa Air Group, Inc. and
its affiliated debtors, declares that at least one impaired class
in each case has accepted the Debtors' November 23, 2010 Second
Amended Joint Plan of Reorganization in accordance with Section
1126 of the Bankruptcy Code, therefore, satisfying the
requirements of Section 1129(a)(1) of the Bankruptcy Code.

A copy of the Tabulation Summary, the list of excluded ballots,
and the list of ballots received by e-mail, among others, is
available at no charge at:

    http://bankrupt.com/misc/Mesa_VotingResults011211.pdf

                        About Mesa Air Group

Mesa currently operates 130 aircraft with approximately 700 daily
system departures to 127 cities, 41 states, Canada, and Mexico.
Mesa operates as Delta Connection, US Airways Express and United
Express under contractual agreements with Delta Air Lines, US
Airways and United Airlines, respectively, and independently as
Mesa Airlines and go! Mokulele.  This operation links Honolulu to
the neighbor island airports of Hilo, Kahului, Kona and Lihue. The
Company, founded by Larry and Janie Risley in New Mexico in 1982,
has approximately 3,500 employees.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

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


MOLECULAR INSIGHT: Wins Court Approval of $45 Million Savitr Deal
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Judge Frank J. Bailey of the
U.S. Bankruptcy Court in Boston signed off on Savitr Capital's
$45 million equity investment into Molecular Insight
Pharmaceuticals Inc. despite protests from bondholders who claimed
they had a better offer in the works.

According to the report, Judge Bailey approved the Savitr deal
over the objections of bondholders who argued the proposal to
recapitalize the Cambridge-based biopharmaceutical firm was
"woefully inferior" to a deal the bondholders were working on.
The report relates that investors in the company's senior secured
floating rate bonds, owed nearly $200 million in total, said the
Savitr "highly speculative" deal would load the company up with
higher levels of debt.

Last year, the report recounts, Molecular Insight had attempted to
engineer a restructuring proposal that earned the approval of its
senior secured bondholders, but those efforts collapsed late in
2010.  According to the bondholders, the parties were unable to
reach a resolution on the proposed use of the proceeds of the
equity investment, the report adds.

                     About Molecular Insight

Cambridge, Massachusetts-based Molecular Insight Pharmaceuticals,
Inc., is a clinical-stage biopharmaceutical company that provides
services on the detection and treatment of various forms of cancer
and other life-threatening diseases.  The Debtor disclosed
$36,453,000 in total assets and $198,829,000 in total debts as of
September 30, 2010.

Molecular Insight filed for Chapter 11 bankruptcy protection on
December 9, 2010 (Bankr. D. Mass. Case No. 10-23355).  Alan L.
Braunstein, Esq., at Riemer & Braunstein, LLP, serves as
the Debtor's local Massachusetts counsel.  Kramer Levin Naftalis &
Franklin LLP serves as the Debtor's lead bankruptcy counsel.
Foley & Lardner LLP is the Debtor's bankruptcy counsel.  CRT
Capital Group LLC is the Debtor's financial advisor.  Tatum LLC, a
division of SFN Professional Services LLC, is the Debtor's
financial consultant.  Omni Management Group, LLC, is the claims,
and balloting agent.


MOO TOWN: Files Schedules of Assets and Liabilities
---------------------------------------------------
Moo Town Dairy LLC filed with the U.S. Bankruptcy Court for the
Eastern District of Texas its summary of schedules of assets and
liabilities, and statements of financial affairs, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property                  $217,922
  B. Personal Property
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $8,235,045
  E. Creditors Holding
     Unsecured Priority
     Claims
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                           418,278
                                ------------     ------------
        TOTAL                       $217,922       $8,653,323

A full-text copy of the schedules and statements is available for
free at http://ResearchArchives.com/t/s?724d

Como, Texas-based Moo Town Dairy, LLC, currently owns and operates
a dairy farming operation located in Northeast Texas.  It filed
for Chapter 11 bankruptcy protection on October 25, 2010 (Bankr.
E.D. Tex. Case No. 10-43676).  Robert T. DeMarco, Esq., and
Michael S. Mitchell, Esq., at Demarco-Mitchell, PLLC, assist the
Debtor in its restructuring effort.  The Debtor estimated its
assets and debts at $10 million to $50 million.


MOO TOWN: Obtains Interim Permission to Borrow $85,000 from BOTW
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas has
granted Moo Town Dairy, LLC, and Rene H. Coumans, dba Belle Vue
Dairy, interim permission to borrow the amount of $85,000 pursuant
to a secured line of credit with Bank of the West.  Funds advanced
pursuant to the line of credit will be used solely to purchase
corn silage and commodities, which will be used by the Debtors to
maintain proper feed levels for the Debtors' cattle.

The Debtors' obligations under the line of credit will be due and
payable from the proceeds of the Debtors' milk production with
interest at the rate of 6%.  Such payment will be made no later
than 20 days from the date on which the funds are advanced.

As assurance of the repayment of the line of credit, the Debtors
will provide to BOTW absolute, irrevocable assignments of the
Debtors' Milk Check sufficient to cover payment of the
amounts drawn under the line of credit.  The Debtors will not
change creameries (from Lone Star Milk Producers) without BOTW's
prior written consent.

As additional consideration tendered to BOTW, the Debtors are
authorized and directed to make adequate protection payments from
the Milk Check proceeds twice per month in the sum of $8,500, to
be paid on or before January 18, 2011, and January 31, 2011,
respectively.

If the payments required are not timely made, the Debtors will
immediately commence an orderly liquidation of their assets
and with cooperate with BOTW in such liquidation.  The automatic
stay is modified as necessary to effectuate all of the terms and
provisions of the interim order and to permit BOTW to allow such
liquidation to proceed.  If the Debtors do not cooperate or are
unable to cooperate in the orderly liquidation of their assets,
the Debtors will agree to the appointment of a receiver or trustee
to conduct such liquidation.

The final hearing to consider the entry of a Final Order
authorizing the Debtors continued access to the line of credit
through and including March 31, 2011, in conjunction with a
potential increase in the line of credit to $150,000, is scheduled
for January 24, 2011, at 10:00 a.m.

The Debtors are indebted to Bank of the West in the aggregate
amount of approximately $8,235,000.

BOTW is the Debtors' largest secured lender liens in substantially
all of the Debtors' personal property (with the exception of
certain equipment, but including all livestock and other farm
products) and about one - half of the real property (collectively,
the "Prepetition Collateral") and the proceeds thereof, including
the proceeds from the Debtors' sale of milk to its creamery (such
proceeds collectively, the "Milk Check") and the Debtors' cattle.

Como, Texas-based Moo Town Dairy, LLC, filed for Chapter 11
bankruptcy protection on October 25, 2010 (Bankr. E.D. Tex. Case
No. 10-43676).  Robert T. DeMarco, Esq., and Michael S. Mitchell,
Esq., at Demarco-Mitchell, PLLC, assist the Debtor in its
restructuring effort.  In its schedules, the Debtor disclosed
assets of $217,922 and liabilities of $8,653,323.

The owner of Moo Town Dairy, Rene H. Coumans, dba Belle Vue Dairy,
also filed for Chapter 11 bankruptcy protection on October 25,
2010 (Bankr. E.D. Tex. Case No. 10-43677).  Robert T. DeMarco,
Esq., and Michael S. Mitchell, Esq., at Demarco-Mitchell, PLLC,
assist the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million.

The cases are jointly administered under Case No. 10-43676.

The Debtors currently own and operate a dairy farming operation
located in Northeast Texas.


MORGANS HOTEL: Eliminates $10.5 Million of Consolidated Debt
------------------------------------------------------------
Morgans Hotel Group Co. announced that it has transferred its
interests in the property across the street from Delano in South
Beach to SU Gale Properties, LLC.  As a result of this
transaction, MHG is relieved of $10.5 million of non-recourse
mortgage and mezzanine indebtedness that was previously
consolidated on its balance sheet.  The property across the street
from Delano in South Beach was a development property with no
operations and generated no Earnings before Interest Tax,
Depreciation and Amortization during 2010.  The transfer is not
expected to result in a material gain or loss.

                     About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company's balance sheet at Sept. 30, 2010, showed $759.10
million in total assets, $801.22 million in total liabilities, and
a stockholders' deficit of $42.12 million.

Morgans Hotel's forbearance agreements with the lenders which hold
the mortgage loans secured by its Hudson and Mondrian Los Angeles
hotels were extended until October 12, 2010.  The loans are
comprised of a $217.0 million first mortgage secured by the Hudson
and a $120.5 million first mortgage loan secured by the Mondrian
Los Angeles.


MOSDOS CHEFETZ: Case Summary & 18 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Mosdos Chefetz Chaim Inc.
        c/o Rabbi Aryeh Zaks
        18 Mountain Avenue
        Monsey, NY 10952

Bankruptcy Case No.: 11-22062

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Robert D. Drain

Debtor's Counsel: Arnold Mitchell Greene, Esq.
                  ROBINSON BROG LEINWAND GREENE GENOVESE &
                  GLUCK, P.C.
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6300
                  Fax: (212) 956-2164
                  E-mail: amg@robinsonbrog.com

Scheduled Assets: $4,530,000

Scheduled Debts: $16,412,113

A list of the Company's 18 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nysb11-22062.pdf

The petition was signed by Rabbi Aryeh Zaks, secretary.


MS EASTCHESTER: Case Summary & 16 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: MS Eastchester, LLC
        8450 S. US Highway 1
        Port Saint Lucie, FL 34985

Bankruptcy Case No.: 11-11214

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman, Jr.

Debtor's Counsel: Philip J. Landau, Esq.
                  SHRAIBERG, FERRARA, & LANDAU P.A.
                  2385 N.W. Executive Center Drive, # 300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0800
                  E-mail: plandau@sfl-pa.com

Scheduled Assets: $7,552,863

Scheduled Debts: $7,766,275

A list of the Company's 16 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb11-11214.pdf

The petition was signed by Ward I. Snyder, manager.


NAVISTAR INT'L: To Webcast Analyst Day on January 25
----------------------------------------------------
Navistar International Corporation announced that it will present
via live web cast its Analyst Day at the Company's Melrose Park
Engine facility on Tuesday, January 25th.  A live web cast is
scheduled at approximately 11:00 AM CT.  Speakers on the web cast
will include Daniel C. Ustian, Chairman, President and Chief
Executive Officer, A. J. Cederoth, Executive Vice President and
Chief Financial Officer, and other Company leaders.

Live audio web casts will be available for the presentation at
http://ir.navistar.com/events.cfm/
Investors are advised to log on to the web site at least 15
minutes prior to the presentation to allow sufficient time for
downloading any necessary software. The web cast will be available
for replay at the same address approximately three hours following
its conclusion, and will remain available for a period of 12
months or such earlier time as the information is superseded or
replaced by more current information.

                    About Navistar International

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

The Company's balance sheet at Oct. 31, 2010, showed $9.73 billion
in total assets, $10.65 billion in total liabilities, and a
stockholders' deficit of $932.0 million.

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

Moody's said in October 2010 that Navistar's B1 rating could
improve if the North American truck market remains on track for a
sustained recovery into 2011, and Navistar's operational
initiatives to moderate its vulnerability to the truck cycle show
evidence of taking hold.


NEXPRISE, INC.: Case Summary & 21 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: NexPrise, Inc.
          fka NexPrise Corporation
              Chemdex Corporation
              Ventro Corporation
        5963 La Place Court, Suite 302
        Carlsbad, CA 92008

Bankruptcy Case No.: 11-00742

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       Southern District of California (San Diego)

Judge: Louise DeCarl Adler

Debtor's Counsel: Kurt Ramlo, Esq.
                  DLA PIPER LLP (US)
                  550 South Hope Street, Suite 2300
                  Los Angeles, CA 90071-2678
                  Tel: (213) 330-7800
                  E-mail: kurt.ramlo@dlapiper.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 21 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/casb11-00742.pdf

The petition was signed by John Lynch, chief executive officer.


NORTEL NETWORKS: $125MM in Bonds Traded Tuesday; IP Sale Pending
----------------------------------------------------------------
Matt Wirz, writing for The Wall Street Journal's MarketBeat,
reports that Nortel Networks dominated credit trading Tuesday,
with more than $125 million worth of bonds changing hands,
according to bond market data service MarketAxess.  Nortel was the
most actively traded junk credit of the session.  The report says
Nortel's benchmark $450 million 10.75% bond due in 2016 hit a high
of 87.125 cents on the dollar on Jan. 18.  It's up roughly 4% on
the month.

MartketBeat notes that Nortel creditors -- which include
bondholders, vendors and pensioners -- have yet to agree on how to
split the proceeds from the sale of the Company's various parts.
MartketBeat says Nortel's patents portfolio with an estimated
value of $1 billion to $2 billion is still on the block and the
stakeholders are reluctant to sign off on a deal until they know
how much the intellectual property will fetch.

MartketBeat relates Lazard is managing the sale of the
intellectual property.  According to MarketBeat, a person involved
in the bankruptcy said while a number of financial and strategic
buyers have done hard due diligence, an auction date has yet to be
set.


NORTHWESTERN STONE: Wants to Pay Wages from Cash Collateral
-----------------------------------------------------------
Northwestern Stone, LLC, asks the U.S. Bankruptcy Court for the
Western District of Wisconsin for authority to pay prepetition
wages from cash collateral.  The Debtor relates that prior to its
Chapter 11 filing, paychecks were issued to the following
employees in the following amounts from cash collateral:

       Joseph C. Morning              $925.13
       Nathan 1. Wagner             $1,095.83
       Anthony A. Helt                 $99.17
       Jayson Storts                   $53.70
       Lyle 1. Olson                  $569.83
       Jason Lowenberg                $529.38
       Derek R. Ripp                  $229.52
       Tim Gustafson                   $32.84
       Jeffrey S. Karls                $22.85
       Matthew J. Washa                $16.60

The paychecks were not honored due to an administrative freeze
being placed upon the account.  As a result, the employees cannot
obtain unemployment compensation for the time they worked and
cannot be paid for services rendered.

                      About Northwestern Stone

Middleton, Wisconsin-based Northwestern Stone, LLC, operates a
gravel quarry business at four separate locations: one in
Sauk County (Swiss Valley Road, Prairie de Sac), and three in Dane
County (4373 Pleasant View Road, Middleton, 6166 Ramford Court,
Springfield, and 3060 Getz Road, Springdale).   It filed for
Chapter 11 bankruptcy protection on December 16, 2010 (Bankr. W.D.
Wis. Case No. 10-19137).  Timothy J. Peyton, Esq., who has an
office in Madison, Wisconsin, serves as the Debtor's bankruptcy
counsel.  In its schedules, the Debtor disclosed $25,238,172 in
assets and $12,080,628 in liabilities.


NOVELL INC: Moody's Puts B1 Ratings on Proposed Debt Facilities
---------------------------------------------------------------
Moody's Investors Service assigned B1 ratings to the company's
proposed first lien debt facilities which will be used to finance
its acquisition of Novell Inc. and refinance existing debt.
Moody's also raised Attachmate's corporate family rating to B2
from B3 pending closing of the acquisition.  The increased ratings
reflect the stronger capital structure and improved scale and
diversification as a result of the Novell transaction.  While
stemming Novell's recent declines in revenue and profitability
will be challenging, leverage is expected to fairly quickly reduce
to below 4x as a result of the new equity and cost saving
opportunities inherent in combining the two companies.  The
existing corporate family and debt instrument ratings will remain
in place until the transaction closes.

The transaction will be financed with approximately $350 million
of new equity, an incremental $440 million of funded debt as
well as cash on hand.  Leverage at close is expected to be
approximately 4.3x trailing EBITDA of the combined business and
well under 4x pro forma for immediate cost synergies.  Leverage is
expected to get to 3.0x or below over the next 12 to 18 months as
full benefits of combining the companies are realized.  This
represents a meaningful improvement over Attachmate stand-alone
leverage of 5.3x as of September 30, 2010.  In addition, the new
debt facilities are expected to alleviate financial covenant
stepdown pressures in the current facilities.

The transaction greatly increases the scale of the company to over
$1.1 billion in revenue from $300 million and significantly
broadens the company's portfolio of systems management and
security software offerings.

While the transaction improves the capital structure, the
challenges of integrating a company several times larger with a
history of declining revenues will be substantial.  Attachmate's
management team has a track record of successfully reducing costs
post an acquisition, however the Novell acquisition is much larger
than previous ones and has a unique set of turnaround needs.
Novell's Netware line, its largest and most profitable business is
a legacy product that at best Attachmate can only reduce the
current double digit rate of decline.  Novell's remaining products
are a mixed bag of somewhat disparate products that are largely
unprofitable under the existing Novell structure.  Nonetheless,
the Novell products generate substantial free cash flow on their
own and should generate even higher levels through the cost
savings available from combining the two companies.

Attachmate's NetIQ product lines should prove complementary to
Novell's and although neither company's products are market
leaders, the increased breadth of offerings should be beneficial.
The NetIQ line was particularly hard hit by the downturn but is
showing signs of stabilizing.

Liquidity is expected to be adequate, with a $40 million undrawn
revolver and over $170 million of domestically available cash at
closing.  The cash should be sufficient to cover near term
restructuring costs after which we expect the company to be free
cash flow positive.

These ratings were assigned:

  * $40 million senior secured first lien revolver, B1 LGD3 (37%)

  * $825 million senior secured first lien term loan, B1 LGD3
    (37%)

These ratings were upgraded pending closing:

  * Corporate family rating: B2 from B3

  * Probability of default: B2 from B3

Ratings outlook: stable

The stable outlook post closing reflects the expectation that
Attachmate's existing business is stabilizing and management will
successfully integrate and reduce the cost structure of the
combined companies.  The outlook contemplates that Novell's
product revenues will continue to decline over the next several
quarters but that the pace of decline will diminish.  Ratings
could face downward pressure however if the combined companies
revenues do not show signs of stabilizing by late calendar 2011 or
leverage does not show signs of getting below 3.5x.

Moody's most recent rating announcement was March 14, 2007 when
Moody's affirmed Attachmate's B3 corporate family rating.  The
principal methodologies used in this rating were Global Software
Industry published in May 2009, and Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Attachmate is a leading independent provider of software
connectivity products primarily for the legacy, mainframe
computing user base as well as a niche participant in the larger,
more fragmented systems and security management market which
Novell also participates in.  The company is headquartered in
Seattle, Washington.


NUVILEX INC: Posts $134,300 Net Loss in July 31 Quarter
-------------------------------------------------------
Nuvilex Inc. filed its quarterly report on Form 10-Q, reporting a
net loss of $134,260 on $26,960 of revenues for the three months
ended July 31, 2010, compared with a net loss of $825,888 on
$67,947 of revenues for the same period last year.

The Company's balance sheet at July 31, 2010, showed $1.2 million
in total assets, $3.3 million in total liabilities, and a
stockholders' deficit of $2.1 million.

M&K CPAS, PLLC, in Houston, expressed substantial doubt about
Nuvilex's ability to continue as a going concern following the
Company's results for the fiscal year ended April 30, 2010.  The
independent auditors noted that the Company has suffered recurring
losses from operations.

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

               http://researcharchives.com/t/s?7244

Scottsdale, Ariz.-based Nuvilex Inc. (OTC BB: NVLX)
-- http://www.nuvilex.com/-- operates independently and through
wholly-owned subsidiaries and is dedicated to bringing to market
scientifically derived products designed to improve the health and
well-being of those who use them.  The Company currently
manufactures, directly or indirectly through independent
contractors Cinnergen(TM), Cinnechol(TM), Infinitink(R) (and
related private label ink products), and Talysn(TM) Scar Cream for
sale worldwide.

Nuvilex markets its products both directly and through retail
distribution partners.  The Company's retail distribution partners
include The Vitamin Shoppe and other regional retail
establishments.


NYC OFF-TRACK: Unions Forms Plan to Recoup Payments to Tracks
-------------------------------------------------------------
David Grening at Daily Racing Form reports that the union
representing its former employees and retirees of New York City
Off-Track Betting Corp. is seeking to resuscitate the already shut
NYC OTB with a longshot plan designed to recapture hundreds of
millions of dollars in payments made to the state's racetracks.

The Plan is not to re-open the shuttered parlors and teletheatres,
but instead to recover monies previously paid to the state's
racetracks that would be used toward paying health and welfare
benefits to the approximately 1,000 terminated OTB employees as
well as approximately 600 retirees of the corporation, according
to the report.

According to attorney for NYC OTB Richard Levin, all of the
company's operations have ceased, all employees have been
terminated, all officers have resigned, and all leased space has
been returned.  The only money OTB has left is to pay uncashed
employee checks.

                           About NYC OTB

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

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

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

NYC OTB filed a motion asking the U.S. Bankruptcy Court for the
Southern District of New York to dismiss its Chapter 9 case.  NYC
OTB began closing down December 7, 2010, after the state Senate
voted down legislation for a bailout to be effected through
a Chapter 9 reorganization plan.


ORLEANS HOMEBUILDERS: Moody's Assigns 'Caa1' Corp. Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the $155 million
first-lien senior secured bank credit facility of Orleans
Homebuilders, Inc.  At the same time, Moody's assigned a Caa1
corporate family rating and Caa2 probability of default rating.
The rating outlook is stable.  This is the first time Moody's has
rated the company.

The homebuilding industry is volatile, highly cyclical, and
requires substantial capital to support expansion in either a
steady state or growth environment or to permit survival in a
prolonged and extensive downturn such as we are currently
experiencing.  Uncertainties continue to abound in housing's
potential recovery, from the stubbornly high level of unemployment
to the risk of a double-dip economic downturn to the large shadow
inventory of foreclosed homes weighing down home prices.  While a
case for a modestly improved 2011 can be made, the macro drivers
for a recovery remain somewhat elusive as well, and major risks
can still either delay the recovery for another year, until 2012,
or even cause homebuilding to turn down again.

The Caa1 CFR reflects Orleans' small size relative to its publicly
rated competitors, thin equity cushion, brittle unrestricted cash
position, net losses that are expected to persist for at least
another two years, concentration in the upper end price range of
the homebuilding industry which has not exhibited any particular
strength during the current downturn, an uncertain collateral
value, a new management team that has not worked together before,
and underpinning all of this, the shaky homebuilding and
macroeconomic environment.

At the same time, Moody's recognizes that Orleans will be emerging
from bankruptcy with what should be a manageable debt load with
very modest amortization requirements for nearly five years, a
long land position that should permit the company to harvest cash
flow if it can resist the temptation to load up on distressed land
or to engage in more than very modest spec construction, a
moderately leveraged capital structure, and markets that should
participate in any homebuilding recovery.

The stable outlook reflects the considerable financial flexibility
provided by the greatly reduced debt load and very modest debt
amortization requirements over the next 4 _ years and the
company's opportunity to capitalize on inventory liquidation for
two or more years to generate some needed cash.

These ratings were assigned:

  * B3 rating (LGD2, 28%) on the $155 million first-lien senior
    secured bank credit facility

  * Caa1 corporate family rating

  * Caa2 probability of default rating

The first-lien senior secured term loan and revolver, $125 million
and $30 million in size, respectively, share a first priority
secured lien on all tangible and intangible assets of the company
as well as benefit from upstream guarantees by all material
operating subsidiaries of Orleans.  All other liabilities of the
company except for 20 days of payables, which enjoy Administrative
and Priority Claims status, are structurally and contractually
subordinated to the first-lien senior secured bank credit facility
and provide support for the latter's upnotching to B3.

Orleans would need to begin generating strong revenue growth and
more than modestly positive net income, grow its equity base to
over $200 million, keep debt leverage below 50%, and substantially
improve its liquidity position to be considered for a B3 CFR.

A return trip to the banks for covenant relief, continued
operating losses, a resumption in quarterly impairment charges,
debt leverage above 65%, and/or reduced liquidity could prompt a
rating reduction.

The principal methodologies used in this rating were Global
Homebuilding Industry published in March 2009, and Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

Headquartered in Bensalem, PA, and dating back 92 years, Orleans
Homebuilders, Inc., builds and sells single-family and townhouse
products to buyers in the active adult, first-time, first and
second move-up, and luxury segments of the homebuilding market.
As of its fiscal year that ended June 30, 2010, the company owned
4,166 lots and operated 79 active communities in 11 markets across
eight states in the northeast, southeast, and Midwest.  Estimated
revenue and net income in fiscal 2010, ended June 30, 2010, were
$226 million and $(156) million, respectively.  The company filed
under Chapter 11 of the Bankruptcy Code on March 1, 2010, and had
its Plan of Reorganization approved by the Bankruptcy Court on
December 1, 2010.


PACIFIC MESA: Plan Outline Approved; Conf. Hearing on Feb. 24
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has approved the adequacy of the disclosure statement explaining
Pacific Mesa Studios, LLC's proposed Chapter 11 Plan of
Reorganization.

The Court fixed February 11, 2011, at 5:00 p.m., as the last day
by which ballots accepting or rejecting the Plan must be received
by Debtor's counsel.  An evidentiary hearing to confirm the Plan
will be held on February 24, 2011 at 9:00 a.m.

Written objections to confirmation to the Plan must be filed and
served pursuant to Federal Rule of Bankruptcy Procedure 3020(b)(1)
no later than February 10, 2011.

The Debtor seeks to accomplish payments under the Plan by
restructuring its debt and providing Amalgamated Bank of New York,
the Debtor's first lien lender, the new membership interests in
the Reorganized Company, who will continue the business operations
of the Debtor.  Under the Plan, equity interests will be canceled
and all assets of the Debtor on the Effective Date of the Plan
will vest in the Reorganized Debtor.  It is anticipated that the
Effective Date will be in March 2011.

The Plan also presupposes that the First Lien Lender will provide
the Exit Financing from which the payments provided for in the
Plan will be sourced.  According to the Disclosure Statement, the
First Lien Lender supports the Plan.

The Amalgamated loan with a total claim amount of roughly
$84,000,000 ($74,135,131.40 plus interest, fees, costs and
expenses) is secured by all assets of the Debtor and guarantees
from Harold Katersky and Dana Arnold, the two members of the
Debtor.

The Plan proposes the following treatment for the various claims
and interests in the Debtor:

Class 1. Other Priority Claims.  Each holder of a Class 1 Claim
        will receive 100% cash payment in full satisfaction of
        such holder's claim.  This Class is Unimpaired.

Class 2. Secured Tax Claims.  Each holder of a Class 2 Claim will
        receive, at the option of the Reorganized Debtor but with
        the consent of the First Lien Lender, (i) such treatment
        that leaves unaltered the legal, equitable rights to which
        the holder of such Class 2 Claim is entitled, or (ii) such
        other distribution as necessary to satisfy the
        requirements of the Bankruptcy Code.  This Class is
        Unimpaired.

Class 3. First Lien Lender Claims.  On the Effective Date of the
        Plan, the First Lien Lender or its designee will receive
        the New Membership Interests.  Estimated Recovery is
        unknown but is significantly less than 100%.  This Class
        is Impaired.

Class 4. Second Lien Lender Claims.  No holder of Second Lien
        Lender Claims will receive or retain any interest or
        property on account of any Second Lien Lender Claims
        against the Debtor.   This Class is Impaired and is Deemed
        to Reject the Plan.

Class 5. Other Secured Creditors.  Estimated Recovery is 100%.
        This Class in Unimpaired.

Class 6. General Unsecured Claims.  Each holder of a General
        Unsecured Claim will receive its pro rata share of $50,000
        in cash.  Estimated Recovery is 10% to 20%.  This Class is
        Impaired.

Class 7. Equity Interests in the Debtor.  Interests will be
        canceled under the Plan.  This Class is Impaired and is
        Deemed to Reject the Plan.

In summary, Classes 1, 2 and 5 are unimpaired by the Plan, and
holders of those Claims are conclusively presumed to have accepted
the Plan.  Classes 3 and 6 will receive distributions under the
Plan but are impaired by the Plan, and holders of those Claims
will be entitled to vote to accept or reject the Plan.  Holders of
Claims in Class 4 and Interest Holders in Class 7 will neither
retain nor receive any property under the Plan and, as such, are
impaired and are deemed to reject the Plan.

A copy of the First Amended Disclosure Statement is available at
no charge at http://bankrupt.com/misc/PacificaMesa.DS.pdf

                        About Pacifica Mesa

Agoura Hills, California-based Pacifica Mesa Studios, LLC, dba
Albuquerque Studios and ABQ Studios, is a California limited
liability company that was formed for the purpose of developing
and running a state-of-the art production complex in Albuquerue,
New Mexico.  The Debtor is owned on a 50/50 basis by members
Harold Katersky and Dana Arnold.  The Debtor is the largest film
studio in New Mexico.  The Debtor filed for Chapter 11 bankruptcy
protection on July 20, 2010 (Bankr. C.D. Calif. Case
No. 10-18827).  Steven T. Gubner, Esq., at Ezra Brutzkus & Gubner,
assists the Debtor in its restructuring effort.  The Debtor
estimated $50 million to $100 million in assets and $100 million
$500 million in liabilities in its Chapter 11 petition.


PRISZM INCOME: Reaches Forbearance & Short-Term Financing Deal
--------------------------------------------------------------
Priszm Income Fund said Wednesday it has executed a forbearance
agreement to extend the maturity date of its senior debt facility,
including the payment of all interest accrued but unpaid to
January 31, 2011.  In addition the senior debt lender will
temporarily suspend action to exercise its remedies for the
Company's defaults in respect of the existing terms of its senior
debt facility.  As part of the agreement, the Company is not
permitted to make payments in respect of obligations that are
subordinated to the senior debt facility, other than those
relating to the direct operation of the business in ordinary
course.

The senior debt lender and the Company also executed a separate
short-term financing agreement that provides the Company a
supplemental facility of up to $4 million to ensure the business
has sufficient liquidity to continue operations while a longer-
term plan is developed.  The facility bears interest of 10% per
annum with a maximum one draw per week and matures January 31,
2011.

The Company remains in discussions with its senior debt lender and
franchisor on various options to restructure the business which
may include the sale of all assets.  The Company's interim
agreement with its franchisor, YUM! Restaurants International,
with respect to the franchise agreements for 70 restaurants
expired on January 15, 2011, as did its interim agreement to defer
unpaid continuing fees.  The Company continues to work with the
two key stakeholders to come to both short and long-term
resolutions that are mutually satisfactory.

                     About Priszm Income Fund

Priszm Income Fund (TSX: QSR.UN) -- http://www.priszm.com/--
holds approximately a 60% interest in Priszm Limited Partnership,
which owns and operates more than 400 quick service restaurants in
seven provinces across Canada.  The KFC, Taco Bell and Pizza Hut
restaurants under Priszm serve more than one million customers a
week and employ approximately 7,300 people.  Approximately 100
locations are multi-branded, combining two or more of the Fund's
restaurant concepts.


PROGEAR HOLDINGS: Adams Golf Wins Auction for Yes! Golf
-------------------------------------------------------
Brent Kelley, writing for About.com, reports that Adams Golf was
the winning bidder for Yes! Golf at a bankruptcy auction on
January 18.  For $1.65 million, Adams acquired Yes! Golf's
technology patents -- including its C-Groove technology -- its
registered trademarks, and all inventory.

ProGear Holdings Inc. owns the Yes! Golf brand.  According to
WorldGolf.com, Heritage Global Partners was selected by ProGear's
Chapter 7 Trustee to conduct a live auction.  ProGear filed for
Chapter 7 bankruptcy in November 2010 before the United States
Bankruptcy Court for the District of Colorado.


PUBLIC MEDIA: Posts $3.2 Million Net Loss in November 30 Quarter
----------------------------------------------------------------
Public Media Works, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $3.2 million on $239 of revenue for the
three months ended November 30, 2010, compared with a net loss of
$63,811 on $0 revenue for the same period last year.

The Company's balance sheet at November 30, 2010, showed
$1.4 million in total assets, $1.7 million in total liabilities,
and stockholders' equity of $251,842.

Anton & Chia, LLP, in Newport Beach, Calif., expressed substantial
doubt about Public Media Works' ability to continue as a going
concern, following the Company's results for the fiscal year ended
February 28, 2010.  The independent auditors noted that the
Company has incurred significant recurring net losses and negative
cash flows from operations through February 28, 2010, and as of
that date has an accumulated deficit of $5.2 million.

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

               http://researcharchives.com/t/s?7241

                     About Public Media Works

Sausalito, Calif.-based Public Media Works, Inc., through its
wholly-owned subsidiary, EntertainmentXpress, Inc., a California
corporation, is engaged in the business of offering self-service
kiosks which deliver DVD movies and other content to consumers.

Public Media Works, Inc. has historically been engaged in the
development, production, marketing and distribution of film, music
and television entertainment titles.  The Company has an ownership
interest in several film and television projects which are
currently in various stages of development.  As of May 4, 2010,
with the acquisition of EntertainmentXpress, Inc., the Company has
focused exclusively on its kiosk business and intends to continue
this focus going forward.


QUANTUM CORP: Moody's Ups Corp. Credit Rating to B2; Outlook Pos.
-----------------------------------------------------------------
Moody's Investors Service upgraded Quantum Corporation's Corporate
Family and Probability of Default ratings to B2 from B3 and
revised the ratings on the senior secured debt obligations to Ba3
from B1.  The rating outlook is positive.

These ratings were upgraded:

  * Corporate Family Rating to B2 from B3

  * Probability of Default Rating to B2 from B3

  * $50 Million Senior Secured Revolver due July 2012 to Ba3 (LGD-
    2, 26%) from B1 (LGD-3, 30%)

  * $145 Million (originally $400 Million) Senior Secured First
    Lien Term Loan due July 2014 to Ba3 (LGD-2, 26%) from B1 (LGD-
    3, 30%)

The upgrade of the CFR to B2 reflects Quantum's improved operating
performance, which stems from strong customer adoption and growth
of its higher margin branded disk-based systems and software
products, which Moody's expects to continue in FY12.  Over the
past 15 months, Quantum refreshed its entire product portfolio
which has led to good execution on time-to-market transition and
delivery of new products compared to its principal rivals in the
deduplication segment of the data storage market.  Quantum has
also generated more business through independent value-added
resellers as a result of new channel and partnering opportunities
that emerged following recent M&A activity in the industry.

The rating revision also considers the company's continued focus
on debt reduction and capital structure improvement.  Following
the July 2007 incurrence of the $400 million term loan facility,
which was used to repay borrowings associated with the 2006 ADIC
acquisition, Quantum has used its free cash flow to retire
$255 million of this debt obligation.  The company recently
refinanced the higher cost EMC loan with lower coupon convertible
notes, which will result in lower interest expense.  When combined
with our anticipation for expanded EBITDA over the next 12 -- 18
months, Moody's expects financial leverage to decline to at least
3.0x from 4.2x at present, and adjusted EBIT to interest expense
to increase above 2.0x from 1.1x.

Notwithstanding these positive rating factors, the B2 CFR also
captures offsetting attributes which include the cyclical and
competitive data storage market that Quantum operates in, which is
subject to increasing consolidation and significant pricing
pressures; Quantum's exposure to the mature and more commoditized
tape automation storage segment; and the company's reliance on
large OEM customers that are also competitors, albeit minimized as
Quantum's branded business expands.

Quantum maintains good liquidity supported by unrestricted cash
balances of $96 million plus $33 million of LTM FCF generation as
of September 30, 2010.  Additionally, as of the recent quarter
approximately $49 million was available under its $50 million
senior secured credit facility expiring July 2012.  Over the next
twelve months, Moody's expects Quantum to fund its operations from
internal cash sources, generate positive FCF in the range of $30 -
$60 million and remain in compliance with the maintenance
covenants in its bank credit facility.

The positive outlook reflects our expectation for continued
improvement in margins and operating cash flow as a result of a
favorable mix shift to branded products, strong customer adoption
for its new DXi product families and benefits from prior cost
reduction initiatives, plus continued application of FCF towards
debt reduction leading to enhanced credit protection measures.

Ratings could experience upward pressure to the extent Quantum
were to further increase scale, improve customer diversification,
and continue to exhibit strong organic growth in its branded
higher margin disk-based storage products relative to its
commoditized products.  Ratings could also migrate higher if the
company were to reduce financial leverage such that its ratio of
Moody's adjusted total debt to EBITDA declined to under 3.0x on a
sustained basis.

Quantum's ratings or outlook could be downgraded if there was a
reversal in the company's positive operating and cash flow trends
resulting in deterioration in profitability, significantly weaker
liquidity and financial leverage above 4.5x Moody's adjusted total
debt to EBITDA on a sustained basis.

The last rating action was on July 6, 2009, when Moody's upgraded
Quantum's CFR to B3 with a positive outlook from Caa1.

The principal methodologies used in the rating were Global
Technology Hardware published in September 2010, and Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

Headquartered in San Jose, California, Quantum, is a leading
global data storage company offering a broad portfolio of disk-
based deduplication/replication, tape and software products for
backup, disaster recovery and archiving under the Quantum brand
name and the names of various original equipment manufacturer
customers.  Deduplication reduces the amount of storage required
for retaining enterprise data by identifying redundant files as
they are being stored.  The company offers its products and
services on a direct basis as well as through various channels
via a broad network of IT distributors, value-added resellers,
OEMs and other suppliers.  Total revenues and EBITDA for the
twelve months ended September 30, 2010, were $677 million and
$89 million, respectively.


R&G FINANCIAL: Exclusive Plan Filing Period Extended to Mar. 1
--------------------------------------------------------------
The Honorable Enrique S. Lamoutte Inclan of the U.S. Bankruptcy
Court for the District of Puerto Rico granted a second motion by
R&G Financial Corporation to extend the time during which it may
file and solicit acceptances of a bankruptcy-exit plan.

The Debtor will have until March 1, 2011, to file a Plan, and will
have until April 30, 2011, to solicit plan votes.

San Juan, Puerto Rico-based R&G Financial Corporation filed for
Chapter 11 bankruptcy protection on May 14, 2010 (Bankr. D. P.R.
Case No. 10-04124).  Jorge I. Peirats, Esq., at Pietrantoni,
Mendez & Alvarez, assists the Company in its restructuring effort.
The Company disclosed US$40,213,356 in assets and US$420,687,694
In debts.


R & G ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: R & G Enterprises, LLC
        11722 Northline Industrial Drive
        Maryland Heights, MO 63043-3313

Bankruptcy Case No.: 11-40439

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Kathy A. Surratt-States

Debtor's Counsel: Edward J. Karfeld, Esq.
                  KARFELD LAW FIRM, P.C.
                  611 Olive Street, Suite 1640
                  St. Louis, MO 63101-1711
                  Tel: (314) 231-1312
                  Fax: (314) 231-3867
                  E-mail: ejk@karfeldlaw.com

Scheduled Assets: $110,286

Scheduled Debts: $1,129,538

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/moeb11-40439.pdf

The petition was signed by Richard Abeyta, Sr., general manager.


RIVERVIEW DEVELOPMENT: Case Summary & 9 Largest Unsec Creditors
---------------------------------------------------------------
Debtor: Riverview Development Company, LLC
        224 North 76th Street, Suite 100
        Wauwatosa, WI 53213

Bankruptcy Case No.: 11-20630

Chapter 11 Petition Date: January 18, 2011

Court: United States Bankruptcy Court
       Eastern District of Wisconsin (Milwaukee)

Debtor's Counsel: Leonard G. Leverson, Esq.
                  LEVERSON & METZ S.C.
                  225 East Mason Street, Suite 100
                  Milwaukee, WI 53202
                  Tel: (414) 271-8503
                  E-mail: lgl@levmetz.com

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

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

A list of the Company's nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wieb11-20630.pdf

The petition was signed by Gordon F. Barrington, managing member.


ROYAL HOSPITALITY: Has Until March 17 to File Chapter 11 Plan
-------------------------------------------------------------
The Hon. Robert E. Littlefield, Jr., of the U.S. Bankruptcy Court
for the Northern District of New York extended the exclusive
periods of Royal Hospitality LLC dba Comfort Suites to:

   a) file a Chapter 11 plan of reorganization and disclosure
      statement for the plan until March 17, 2011, and

   b) solicit acceptances of that plan until May 16, 2011.

Royal Hospitality LLC, dba Comfort Suites, has been operating the
Comfort Suites in Lake George, New York since May 2007.  It filed
for Chapter 11 protection on August 19, 2010 (Bankr. N.D.N.Y. Case
No. 10-13090).  The Debtor disclosed $13,432,001 in assets and
$11,154,770 in liabilities as of the Petition Date.


RS & JS: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: RS & JS Limited Partnership
        1225 North DuPont Highway
        Dover, DE 19901

Bankruptcy Case No.: 11-10149

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Peter J. Walsh

Debtor's Counsel: Donna L. Harris, Esq.
                  PINCKNEY, HARRIS & WEIDINGER, LLC
                  1220 N. Market Street, Suite 950
                  Wilmington, DE 19801
                  Tel: (302) 504-1499
                  Fax: (302) 442-7046
                  E-mail: dharris@phw-law.com

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

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

The list of unsecured creditors filed together with its petition
does not contain any entry.

The petition was signed by John W. Stant, Jr., general partner.


RYLAND GROUP: Ends Employment of Keith Bass as President
--------------------------------------------------------
In connection with a consolidation of its regional operating
structure, The Ryland Group, Inc. ended the employment of Keith E.
Bass as President of the South Region of Ryland Homes effective
January 11, 2011.  Mr. Peter G. Skelly, previously President of
the North/West Region of Ryland Homes, will manage the Company's
consolidated homebuilding operating structure and oversee the
Company's operating Divisions as President of Ryland Homebuilding.

                        About Ryland Group

Headquartered in Calabasas, California, The Ryland Group, Inc.
(NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's
largest homebuilders and a leading mortgage-finance company.
Since its founding in 1967, Ryland has built more than 285,000
homes and financed more than 240,000 mortgages.  The Company
currently operates in 15 states and 19 homebuilding divisions
across the country and is listed on the New York Stock Exchange
under the symbol "RYL."

For the third quarter ended September 30, 2010, the Company
reported a consolidated net loss of $29.9 million compared to a
consolidated net loss of $52.5 million for the same period in
2009.  The Company reported total revenues of $212.74 million for
the three months ended Sept. 30, 2010, compared with
$327.83 million in the third quarter of 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$1.70 billion in total assets, $1.11 billion in total liabilities,
and stockholders' equity of $585.75 million.

                           *     *      *

As reported by the Troubled Company Reporter on June 21, 2010,
Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer
Default Rating at 'BB'; and Senior unsecured debt at 'BB'.  The
Rating Outlook has been revised to Stable from Negative.

Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3"
probability of default rating, "Ba3" senior unsecured notes
rating, and "SGL-2" speculative grade liquidity rating.  Ryland
Group carries Standard & Poor's Ratings Services' 'BB-' corporate
credit and senior unsecured note ratings.


SAFETY-KLEEN: Moody's Puts B1 Rating on Sr. Sec. Credit Facilities
------------------------------------------------------------------
Moody's Investors Service assigned B1 corporate family and
probability of ratings to Safety-Kleen Systems, Inc., and,
concurrently, a B1 rating to the senior secured credit facilities.
While acknowledging an historically uneven performance record and
management retention issues the B1 CFR positively considers the
good scale of Safety-Kleen's two business segments and a 2011-2012
operating environment that should support profitability and credit
metrics.

The B1 corporate family rating considers moderate leverage, good
liquidity, and recent purchasing practice improvements that lend
confidence of steadier profitability and operating cash flow
ahead.  As a relatively large used oil re-refiner, the company's
product segment possesses good efficiency. An established
collection network helps ensure a steady supply of economically
priced used oil.  The company's two re-refineries produce volumes
that should continue with demand for base and blended oil and oil
byproducts gradually growing with the U.S. economy.  Expectation
of natural gas price stability over 2011-2012 should maintain
reprocessed fuel oil sales volumes -- about 1/3 of Safety's
Kleen's product volumes, RFO substitutes for natural gas in some
applications and is extracted from the waste oil stream before re-
refining begins.  Moody's thinks changes the company made to its
used oil collection policies in 2009-linking the price it pays for
used oil more tightly to crude oil spot market prices -- will help
limit margin erosion if spot prices again decline as they did in
H2-2008.  Moody's expects earnings from the company's service
business line growing with an improving U.S. economy and
reasonably stable gasoline prices for Safety-Kleen's vehicle
fleet.

Because of the good operating environment ahead, credit metrics
might rise above the B1 level, but several factors constrain a
higher rating now.  Since its inception in 2003, the company has
accumulated significant losses while management turnover problems
occurred and composition of the Board of Directors was changing.
Residual impact on business operations could limit profit
realization within what should be a good context for profits.  The
search for a permanent CEO is underway, but some uncertainty
exists that Safety-Kleen can stabilize its management and perform
consistently over the rating horizon.  Moody's believes the
company's near-term plans could include some re-refinery
expansion, and improvements to the more labor-intensive service
business line.  Risks associated with execution on these
additional fronts and environmental liabilities inherent to
operations further lend caution.

The outlook is stable because we think good prospects exist for
Safety-Kleen's maintaining EBITA to average assets of about 8%,
permitting profitability and internal funding of maintenance and,
most, planned expansion spending. The outlook does not contemplate
debt for shareholder rewards.  Low utilization of the $100 million
revolver credit line should continue in 2011; the outlook
anticipates the company will replace or extend its revolver before
or soon after the revolver's August 2012 expiry becomes near-term.

Upward rating momentum would depend on expectation of debt to
EBITDA sustained around 3.0 times, with EBIT margin above 6% and
free cash flow to debt of 5% or higher.  Confidence of a moderate
financial policy, management stability, and a good liquidity
profile would accompany a ratings upgrade.  Downward rating
momentum could develop if we were to expect unprofitability, or
debt to EBITDA above 4.0 times, or a weakening liquidity profile.

Ratings assigned:

  * Corporate family and probability of default, B1

  * $100 million senior secured revolver due August 2012, B1 LGD3,
    46%

  * $230 million senior secured term loan due August 2013, B1
    LGD3, 46%

  * $48 million synthetic letter of credit due August 2013, B1
    LGD3, 46%

The principal methodologies used in this rating were Global
Business & Consumer Service Industry published in October 2010,
and Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Safety-Kleen Services, Inc., is a provider of used oil re-refining
and recycling parts cleaning services in North America and also
provides used oil collection, containerized waste services, vacuum
services and total project management services.  2009 revenues
of, ultimate parent, Safety-Kleen, Inc. were approximately
$1.0 billion.


SCANWOOD CANADA: To Slash 14 Jobs But Won't File Bankruptcy
-----------------------------------------------------------
Bruce Ersine, writing for The Chronicle Herald, reports that
Scanwood Canada Ltd. is eliminating 14 jobs but isn't seeking
court protection from its creditors, according to its chairman and
president Bo Thorn.

"We are absolutely not insolvent," Mr. Thorn said in an interview
on Tuesday from the company's Dartmouth headquarters.

Chronicle Herald notes Scanwood has been going through a
restructuring that has involved investments in machinery to
increase productivity that have cost jobs.  The report relates the
staff cuts will become effective March 1, and were tied to the
installation of a new $1.6-million processing line financed by the
provincial government.  Chronicle Herald notes that, according to
Supreme Court of Nova Scotia documents, Scanwood has liabilities
of more than $5 million.

Chronicle Herald also reports that Scanwood filed an application
this month asking the Supreme Court for a stay of proceedings
against one of its creditors, Royal Bank of Canada, after the bank
called in a $2.1 million operating line of credit.

According to the report, Mr. Thorn said Scanwood didn't proceed
with the application after it reached a forbearance agreement with
RBC while the firm finalizes financing arrangements with other
lenders, including the Business Development Bank of Canada.

Scanwood manufactures dressers for Ikea, its sole customer.  It
has about 248 employees.


SCHUTT SPORTS: Barliant Named to Mediate Riddell Dispute
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Ronald Barliant, a former bankruptcy judge, is being
appointed to mediate disputes involving Schutt Sports Inc. and
Riddell Inc., a rival and the holder of a $29 million patent-
infringement judgment.

According to the report, Riddell claims that important information
was withheld from the bankruptcy judge and creditors when the
court approved a sale of Schutt's business to Kranos Intermediate
Holding Corp., an affiliate of Platinum Equity LLC, for
$31.1 million.  Riddell says it learned after the sale approval
that proceeds will be used to pay so-called critical vendors and
trade creditors, with "very little" if anything remaining for
other general creditors.

Mr. Rochelle relates that to accommodate mediation, several
disputed matters are being held in abeyance until a Jan. 25
hearing.

                        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, and Schutt Sports chapter 11 estate changed its name to SSI
Liquidating, Inc.


SHERWOOD INVESTMENTS: Scottish Bank Suit Stays in M.D. Fla.
-----------------------------------------------------------
WestLaw reports that an adversary proceeding brought by a Chapter
11 debtor against a Scottish bank with which it had a securities
investing and trading relationship, for conduct on part of the
bank that allegedly caused the debtor to lose its entire
investment of roughly $6.8 million, would be allowed to proceed in
the Middle District of Florida where debtor's Chapter 11 case was
pending.  It would not be dismissed on forum non conveniens
grounds in favor of a trial in England.  While there was no
question as to British courts' ability to exercise jurisdiction
over the litigation and to accord appropriate relief, the parties
conducted at least half of all their business in Florida, modern
technology allowed easy exchange of digital records and testimony
by video feeds, and the debtor would be heavily burdened by being
required to pursue its claims outside the "home" district where
its bankruptcy case was pending.  In re Sherwood Investments
Overseas Ltd., Inc., --- B.R. ----, 2010 WL 5544559  (Bankr. M.D.
Fla.).

A copy of the Honorable Karen S. Jennemann's Memorandum Opinion
dated Dec. 9, 2010, in Sherwood Investments Overseas Limited, Inc.
v. The Royal Bank of Scotland N.V., fka ABN AMRO Bank N.V., Adv.
Pro. No. 10-00158 (Bankr. M.D. Fla.) is available at
http://pacer.flmb.uscourts.gov/pdf-new/49230937.pdfat no charge.

Sherwood Investments Overseas Limited Incorporated sought Chapter
11 protection (Bankr. M.D. Fla. Case No. 10-00584) on Jan. 15,
2010, and is represented by Mariane L. Dorris, Esq., at Latham
Shuker Eden & Beaudine LLP in Orlando, Fla.  At the time of the
filing, the Debtor estimated its assets and debts at $10 million
to $50 million.


SK HAND: Court Converts Case to Chapter 7 Liquidation
-----------------------------------------------------
The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois converted the Chapter 11 case of SK
Hand Tool Corporation and its debtor-affiliates to Chapter 7
liquidation proceeding at the behest of the Official Committee of
Unsecured Creditors.

Judge Wedoff said the order will take effect on Feb. 4, 2011.  He
said the conversion of the Debtors' case is in the best interest
of Debtors' creditors and estates.

SK Hand filed for Chapter 11 protection on June 29, 2010 (Bankr.
N.D. Ill. Case No. 10-28882).  Colleen E. McManus, Esq., and Kurt
M. Carlson, Esq., at Much Shelist, assists the Company in its
restructuring effort.  The Company estimated its assets and debts
at $10 million to $50 million.

William T. Neary, the U.S. Trustee for Region 11, appoints seven
members to the Official Committee of Unsecured Creditors in SK
Hand Tool Corporation's Chapter 11 cases.


SMART & FINAL: Moody's Puts 'B3' Rating on $278 Million Loan
------------------------------------------------------------
Moody's Investors Service assigned a rating of B3 to the
$278 million Tranche B 2 1st lien term loan of Smart & Final
Holdings Corp. and its subsidiary borrowers.  Smart & Final's B3
Corporate Family Rating and its other existing debt ratings remain
unchanged.  The rating outlook remains stable.

This rating is assigned:

  * $278 million Tranche B 2 First Lien Term Loan maturing May
    2016 at B3 (LGD 4, 50%)

These ratings are unchanged, with LGD point estimates updated:

  * Corporate Family Rating of B3;

  * Probability of Default Rating of B3

  * $150 million Asset-Based Revolving Credit Facility rated Ba2
    (LGD 2, 17%, from LGD 2, 15%))

  * $107 million First Lien Term Loan maturing May 2014 at B3 (LGD
    4, 50%, from LGD 3, 49%)

  * $144 million Second Lien Term Loan maturing November 2016 at
    Caa2 (LGD 5, 82%)

  * $2.1 million Second Lien Term Loan maturing November 2014 at
    Caa2 (LGD 5, 82%)

The Tranche B2 1st lien term loan represents a December 2010
amendment and extension of the company's previous 1st lien term
loan, which was divided into the B-1 tranche maturing in May 2014,
and the B-2 Tranche maturing May 2016.  The rating of both
tranches is B3, reflecting their junior position in the capital
structure to the asset based revolving credit facility.  The loans
benefit from a first lien on the company's fixed assets and a
second lien on the current assets.

Smart & Final's Corporate Family and debt ratings reflect
weak credit metrics and high funded debt levels, geographic
concentration, and Moody's expectation that its geographic and
demographic markets will remain challenged in the near future.
The ratings also recognize the cost and potential benefits of the
company's diversification efforts, the financial flexibility
provided by its debt structure, and the opportunity in directing
services to a potentially underserved market niche.  The ratings
of its other secured facilities reflect the benefit of collateral
and the relative benefit which each security receives from its
differing rights to collateral.

Smart & Final's rating outlook is stable, reflecting Moody's
belief that Smart & Final has adequate liquidity support to
sustain its operations within a challenging environment, and that
revenue growth and credit metrics are expected to remain at levels
appropriate to the B3 rating.  The stable outlook also assumes the
company will address its CMBS refinancing need well in advance of
the May 2012 maturity.

Ratings could be upgraded should the company demonstrate
improvements in profitability and operating margins while
maintaining adequate liquidity, reducing debt, and extending
maturities.  Quantitatively, an upgrade could be achieved if debt
to EBITDA can be sustained below 6.0 times and EBITA to interest
in excess of 1.25 times.

Ratings could be downgraded if the company's consolidated EBITA to
interest falls below 1.0 times, or if it is unable to reduce its
absolute debt burden or increase operating profits within the next
18 months.  Ratings could also be downgraded if the company's
liquidity weakens, or if Moody's believes Smart & Final may have
difficulty re-financing the May 2012 maturity of its CMBS on
acceptable terms.

The last rating action for Smart & Final was the assignment of
rating to the Tranche B 2 2nd lien term loan and affirmation of
all other ratings on September 1, 2010.

The principal methodologies used in this rating were Global Retail
Industry published in December 2006, and Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Smart & Final Holdings Corp, headquartered in Commerce,
California, operates 293 stores serving retail and commercial
customers in multiple formats.  These include 252 non-membership
warehouse stores and value supermarkets for retail and wholesale
customers operating primarily in California, Nevada, Colorado and
Mexico.  Under the "Henry's Farmers Markets" and "Sun Harvest
Markets" banners the company operates 41 farmers market-style
stores emphasizing natural and organic products in Southern
California and Texas.  Smart & Final is privately held by an
affiliate of Apollo Management.


SMART-TEK SOLUTIONS: Inks Marketing Agreements in Florida
---------------------------------------------------------
On June 10, 2010, Smart-Tek Solutions Inc. has, through its wholly
owned subsidiary Smart-Tek Automated Services Inc. entered into a
marketing agreement with a private company based in Florida
pursuant to which among other things the marketing partner agreed
to provide certain services to the Company including the
following: promote and market the business and services of the
Company to prospective business customers, developing qualified
leads for client customers; placing $20 million in annual gross
payroll revenue with Company no later than January 1, 2011, assign
all existing contracts for its customers to Company, process the
payroll for each client using the Company's payroll system on
behalf of the Company, and perform certain other administrative
functions.

Pursuant to the marketing agreement, the Company will earn certain
fees and commissions based on the gross payroll level placed by
the marketing partner.  As consideration for the provision of the
marketing services the Company agreed to pay the marketing partner
certain commissions based on the profits derived from those
customers accounts assigned to the Company's subsidiary through
the efforts of the marketing partner.  The initial term of the
agreement is for six months and can be automatically renewed every
six months unless Company or marketing partner terminate the
Agreement.  The non-terminating party must receive written notice
from the terminating party within sixty days of their intent to
cancel the Agreement without cause.  If the agreement is
terminated without cause, Company and marketing partner agree to
use commercially reasonable efforts to execute a client
transitions agreement to allow for transition of the customers
back to the marketing partner.

There is no guarantee that the client will place a total of $20
million in annual gross payroll with Smart-Tek Automated Services,
Inc.

Effective July 20, 2010 Smart-Tek, through its wholly owned
subsidiary Smart-Tek Automated Services, Inc. entered into an
agreement with another private company based in Florida dated July
20, 2010 pursuant to which among other things the marketing
partner agreed to provide certain services to the Company
including the following: provide assignment of all existing
contracts for customer to Smart-Tek which shall be a part of the
agreement for as long as this agreement shall be in effect.  The
Strategic Marketing Partner agrees to facilitate the assignment of
additional contracts, which shall total $40 million in gross
annualized billings by October 15, 2010; provide timely
information concerning workers comp claims generated by employees
of the companies covered by this agreement; collect information
from prospects/clients to facilitate company making a price
quotation, complete and submit all forms and paperwork company
deems necessary to enrol a new customer, and perform other
marketing and support services for company as it may from time to
time require; company will provide for and pay all Employee Wages,
all Payroll Taxes, State and Federal Unemployment Compensation
Premiums; and if requested, recruitment, reference checks, initial
interviews, pre-employment and random drug testing, and felony
criminal background investigation if applicable.  Initial term of
this agreement is for one year and can be renewed automatically
unless one of the parties notifies the other of its desire to
terminate the agreement.  If the agreement is terminated without
cause, Company and marketing partner agree to use commercially
reasonable efforts to execute a client transitions agreement to
allow for transition of the customers back to the marketing
partner.

There is no guarantee that the client will place a total of $40
million in annual gross payroll with Smart-Tek Automated Services,
Inc.

Effective July 23, 2010, Smart-Tek, through its wholly owned
subsidiary Smart-Tek Automated Services, Inc. entered into an
agreement with another private company based in Florida dated June
22, 2010 pursuant to which among other things the marketing
partner agreed to provide certain services to the Company
including the following: promote and market the business and
services of the Company to prospective business customers,
developing qualified leads for client customers, providing an
assignment of existing contracts for customers to the Company, and
placing approximately $120 million in annual gross billings with
Company within one year of this agreement.

Pursuant to the marketing agreement, the Company will earn certain
fees and commissions based on the gross payroll level placed by
the marketing partner.  As consideration for the provision of the
marketing services the Company agreed to pay the marketing partner
certain commissions based on the profits derived from those
customers accounts assigned to the Company's subsidiary through
the efforts of the marketing partner.  In addition, the Company
will include the marketing partner in a stock plan designed to
incentivize the marketing partner to achieve goals and objectives
specified above.  The initial term of the agreement is for one
year and can be automatically renewed every year unless Company or
marketing partner terminate the Agreement.  The non-terminating
party must receive written notice from the terminating party
within sixty days of their intent to cancel the Agreement without
cause.  If the agreement is terminated without cause, Company and
marketing partner agree to use commercially reasonable efforts to
execute a client transitions agreement to allow for transition of
the customers back to the marketing partner

There is no guarantee that the client will place a total of $120
million in annual gross payroll with Smart-Tek Automated Services,
Inc.

                     About Smart-tek Solutions

Newport Beach, Calif.-based Smart-tek Solutions Inc. has two
business lines.  Through its wholly owned subsidiary Smart-Tek
Communications Inc. the Company specializes in the design and
development of Radio Frequency Identification (RFID) integration,
monitoring and tracking solutions to meet industry demands.
Through its wholly owned subsidiary Smart-Tek Automated Services
Inc. the Company provides professional employer organization
services.

John Kinross-Kennedy, of Irvine, California, expressed substantial
doubt about the Company's ability to continue as a going concern.
Mr. Kinross-Kennedy noted that that the Company has suffered
recurring losses until the latest fiscal year, and has a working
capital deficiency of $994,278 and a stockholders' deficiency of
$438,164 at June 30, 2010.


SPRINGFIELD LANDMARKS: Has Until April 29 to File Exit Plan
-----------------------------------------------------------
The attorney for the Springfield Landmarks Preservation Trust
board said earlier this month that the Trust and the Gillioz
Restoration Partnership have until April 29 to file a plan of
plan, Mike Penprase, writing for the Springfield (Mo.)
News-Leader, reported.

According to News-Leader, board attorney David Schroeder, Esq.,
said the board needs to decide how to handle other matters, such
as rent at the Gillioz Theatre and the adjoining Netter's Building
and other business matters.

The News-Leader also reported that board chairman David Roling
said the theater will remain open during bankruptcy proceedings.

         About Springfield Landmarks & Gillioz Restoration

Based in Springfield, Missouri, The Springfield Landmarks
Preservation Trust and Gillioz Restoration Partnership, LP, filed
for Chapter 11 bankruptcy (Bankr. W.D. Mo. Cases No. 10-63128 and
10-63130, respectively) on Dec. 30, 2010, to forestall a
foreclosure sale of the Gillioz Theater by Guaranty Bank on
account of a $3.5 million loan.

Judge Arthur B. Federman presides over the cases.  David E.
Schroeder, Esq. -- bk1@dschroederlaw.com -- at David Schroeder Law
Offices, PC, in Springfield, Missouri, represents both Debtors.
The Trust estimated assets and debts of $1 million to $10 million
in its Chapter 11 petition.  Gillioz Restoration estimated under
$50,000 in assets and $1 million to $10 million in debts.


STANADYNE HOLDING: Moody's Confirms 'Caa1' Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service confirmed Stanadyne Holdings, Inc.'s
Caa1 Corporate Family Rating and revised the rating outlook to
stable.  This concludes the review for possible downgrade
initiated on May 13, 2010.  In addition, the company's short-term
liquidity assessment is unchanged at SGL-3.

Thesse ratings were confirmed:

Stanadyne Holdings, Inc.

  * Corporate Family Rating at Caa1

  * Probability of Default Rating at Caa1

  * $100 million of 12% unguaranteed senior discount notes due
    2015 at Caa3 (LGD5, 88%)

Stanadyne Corporation

  * $160 million of senior subordinated notes due 2014 at Caa1
    (LGD4, 51%)

  * Outlook, previously under review for possible downgrade, was
    changed to stable.

The CFR confirmation reflects the remediation of the Stanadyne's
previous inability to file financial statements in accordance with
financial reporting requirements contained in its debt agreements
and expectations for modest continued improvement in operating
performance.  Improved operations, largely the result of positive
momentum in key end markets and restructuring activities, have
allowed Stanadyne to maintain positive funds from operations
despite increased cash interest expense.  The company's $100
million 12% senior discount notes began paying cash interest in
February 2010.

The Caa1 CFR is principally constrained by high financial leverage
and negative free cash flow due to increased working capital
requirements and higher capital spending. The CFR also reflects
small scale, limited product diversity, customer concentration and
exposure to cyclical end markets.  A counter-cyclical aftermarket
parts business, EBIT-to-interest coverage of 1.0x, and adequate
liquidity support the CFR.

The SGL-3 Speculative Grade Liquidity Rating indicates adequate
liquidity to support operations over the near-term.  The
assessment tolerates some negative free cash flow in 2011 as
operational improvement will likely be insufficient to cover
increased interest expense, higher capital spending, and one-time
costs associated with operational restructuring and start-up
efforts.  Moody's expects Stanadyne to rely on its cash balances
and $30 million asset-based revolving credit facility to support
operations over the near-term.  Moody's does not expect the
company to trigger the financial maintenance covenant which
springs into effect if availability is less than $4 million.

The stable outlook reflects Moody's expectation that continued
positive momentum across key end markets will enable Stanadyne to
approach a cash neutral operating position in 2011.  The outlook
also incorporates anticipation of orderly contract renewals and no
material changes in relationships with Stanadyne's main customers,
and further assumes that the company will maintain adequate
liquidity to support its operations.

Moody's could take a positive action if Stanadyne reduces its
leverage to below 5.0x debt-to-EBITDA sustainably and we expect
positive free cash flow.  Continuation of favorable trends in end
market and annual build of additional cash would also put positive
pressure.  Conversely, Moody's could take a negative action if
EBIT-to-interest coverage falls to below 1.0x for more than two
quarters or if liquidity deteriorates significantly.

The last rating action was on May 13, 2010, when Moody's placed
the ratings for Stanadyne, including the Caa1 CFR, under review
for possible downgrade.

The principal methodologies used in this rating were Global
Automotive Supplier Industry published in January 2009, and Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Stanadyne Corporation, headquartered in Windsor, Connecticut,
is a designer and manufacturer of highly-engineered precision-
manufactured engine components, including fuel injection equipment
for diesel engines.  Stanadyne sells engine components to original
equipment manufacturers and the aftermarket in a variety of
applications, including agricultural and construction vehicles and
equipment, industrial products, automobiles, light duty trucks and
marine equipment.  Revenues for LTM ended September 30, 2010 were
$240 million.


STONE & STANT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Stone & Stant, Inc.
        1225 North DuPont Highway
        Dover, DE 19901

Bankruptcy Case No.: 11-10147

Chapter 11 Petition Date: January 18, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Peter J. Walsh

Debtor's Counsel: Donna L. Harris, Esq.
                  PINCKNEY, HARRIS & WEIDINGER, LLC
                  1220 N. Market Street, Suite 950
                  Wilmington, DE 19801
                  Tel: (302) 504-1499
                  Fax: (302) 442-7046
                  E-mail: dharris@phw-law.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/deb11-10147.pdf

The petition was signed by John W. Stant, Jr., president.


STRATEGIC AMERICAN: Accepts Resignation of R. Reneau as Chairman
----------------------------------------------------------------
Effective January 15, 2011, Strategic American Oil Corporation
received and accepted a resignation letter from Randall Reneau
regarding his position as Chairman of the Board of Directors.  Mr.
Reneau will continue to serve as a director of the Company.  In
the interim, the Company's President and CEO, Jeremy Driver, will
serve as Chairman of the Board.

                    About Strategic American Oil

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.

The Company's balance sheet at October 31, 2010, showed
$1.89 million in total assets, $2.96 million in total liabilities,
and a stockholders' deficit of $1.07 million.

MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about Strategic American Oil's ability to continue as a going
concern following the Company's results for the fiscal year ended
July 31, 2010.  The independent auditors noted that the Company
has suffered losses from operations and has a working capital
deficit.


STRATEGIC AMERICAN: To Acquire Assets in South Texas for $9.9MM
---------------------------------------------------------------
Strategic American Oil Corporation announced that it has executed
a Purchase & Sale Agreement to acquire a private Texas oil and gas
Company, which owns and operates producing oil and natural gas
properties and related facilities located in Galveston Bay, Texas
for $9.9 million.

For the five months ending December 2010, production averaged 2.3
million cubic feet of natural gas equivalent per day (MMcfe/d), or
378 barrels of oil equivalent per day (boe/d).  As per an
independent third party engineering report, estimated net proved
reserves as of October 1, 2010 total 3.6 million barrels of oil
equivalent (boe), or 21.9 billion cubic feet of natural gas
equivalent (bcfe), of which 27% is represented by proved developed
producing and shut-in categories.  Natural Gas represents 69% of
the estimated total proved reserves.  The properties are being
acquired for approximately $0.45 per proved mcfe, or $2.75 per
proved boe.

Jeremy G. Driver, CEO of Strategic American Oil, stated, "Upon the
closing of this acquisition, we will solidify our Company in terms
of the purchase of high quality assets with significant upside
concentrated in oil.  This could greatly benefit shareholders in
the future."

The transaction is subject to completion of financing, as well as
customary closing conditions and adjustments.  The effective date
for the purchase is Jan. 1, 2011, with closing anticipated to be
Jan. 26, 2011.

                   About Strategic American Oil

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.

The Company's balance sheet at October 31, 2010, showed
$1.89 million in total assets, $2.96 million in total liabilities,
and a stockholders' deficit of $1.07 million.

MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about Strategic American Oil's ability to continue as a going
concern following the Company's results for the fiscal year ended
July 31, 2010.  The independent auditors noted that the Company
has suffered losses from operations and has a working capital
deficit.


SUMMIT ENTERTAINMENT: Moody's Puts B1 Rating on Sr. Secured Loans
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 Corporate Family Rating, a
B2 Probability-of-Default Rating and a stable outlook to Summit
Entertainment, LLC.  Additionally, Moody's assigned a B1 rating to
Summit's proposed $600 million, 7-year senior secured term loan
and $200 million, 5-year senior secured revolving credit facility.
Proceeds from the new bank facility will be used to retire all
existing indebtedness, to pay transaction costs, and for working
capital needs and general corporate purposes including funding new
film production and distribution costs, and a special distribution
to its members.  This is the first time Moody's has assigned
public ratings to Summit.  The ratings are contingent upon final
terms of the credit agreement.

Assignments:

Issuer: Summit Entertainment, LLC

  * Corporate Family Rating -- B1
  * Probability of Default Rating -- B2
  * Senior Secured Revolving Credit Facility -- B1 (LGD 3-37%)
  * Senior Secured Term Loan B -- B1 (LGD 3-37%)

The rating outlook is stable.

Summit's B1 CFR reflects the inherent high risk associated with
the film business and the company's dependence on new film
production, recognizing its modest library portfolio size.  This
is partially mitigated by the success of the Twilight franchise
and significant expected near term cash flows from the last two
sequels in the series over the next three years.  Moody's
anticipates that over the next seven years while the debt is
outstanding, Summit will have good credit metrics including
moderate debt-to-EBITDA leverage of around 2.75x on average, which
is expected to start around 4.5x in 2011 and decline until 2013
through debt reduction resulting from Twilight profits and strong
excess cash flow sweep provisions in the credit agreement.
Nevertheless, we remain cautious about the sustainability of
strong credit metrics beyond 2013, given the end of the Twilight
franchise, uncertainty about a replacement franchise and the
volatile nature of the company's business which Moody's believe
may well drive leverage again to above 4.0x in 2014 due to
declining EBITDA.  Moody's notes that expectation of significant
debt pay down through 2013 and minimizing refinance risk is key to
the B1 rating.

The B2 PDR is a notch lower than the company's CFR due to the
company's all bank capital structure with financial covenants
resulting in a higher probability of default and a higher expected
family recovery rate of 65%.

The stable outlook reflects a balance between an expectation of
strong cash flow from the Twilight franchise and consequent debt
reduction over the next few years, and an increase in risk over
time with greater dependence on new film production which is not
sequel-based.  Moody's is forecasting debt-to-EBITDA leverage to
be around 4.5x in 2011, declining to under 2.0x by 2013 and
ramping up again to over 4.0x in 2014, with average leverage
around 2.75x over the term of the loan.

A rating upgrade is unlikely in the near term based on the
company's relatively short history, small portfolio size and low
visibility on the revenues in later years which bear higher risk.
However, if the company pays down debt at a more rapid pace due to
better than expected and consistent performance of new films and
total leverage falls and we believe can be sustained at under 2.0x
by the end of 2014 along with credit protections remaining in
place, upward pressure on the rating could occur.

A rating downgrade could occur if revenue and EBITDA are
significantly below expectations and the company is not on the
projected pace for debt reduction resulting in total leverage
which is materially higher than our initial expectation of under
2.0x by the end of 2013 and a 2.75x average over the next seven
years.

Moody's subscribers can find further details in the Credit Opinion
for Summit published on Moodys.com.

The principal methodology used in the instrument rating was Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Summit's ratings were assigned by evaluating factors that Moody's
considers relevant to the credit profile of the issuer, such as
the company's (i) business risk and competitive position compared
with others within the industry; (iii) capital structure and
financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk.  Moody's compared these attributes against
other issuers both within and outside Summit's core industry and
believes Summit's ratings are comparable to those of other issuers
with similar credit risk.

Summit Entertainment LLC, with its headquarters in Santa Monica,
California, is an independent film studio which started in April
2007 and is privately owned by management and a group of financial
and strategic investors.  The company is engaged in the
development, financing, production and distribution of motion
picture films for theatrical, home entertainment, television and
ancillary markets, and its predecessor was a leading foreign
distributor and co-producer of films since 1993.  Summit is best
known for its production and distribution of the very successful
Twilight film franchise.


SUPERVALU INC: Fitch Cuts Issuer Default Rating to 'B+'
-------------------------------------------------------
Fitch Ratings has downgraded its Issuer Default Rating on
SUPERVALU Inc. and its subsidiaries to 'B+' from 'BB-' and has
revised its ratings on the company's credit facilities and notes.
The Rating Outlook is Negative.  As of Dec. 4, 2010, the company
had $7.3 billion of debt outstanding including capital leases.

The downgrade of the IDR reflects negative comparable store sales
trends and continued market share losses, which are pressuring
operating profitability.  In Fitch's view, it will be difficult
for SUPERVALU to restore sales momentum in a sustainable manner
while maintaining operating margins, as required investments in
grocery pricing to drive store traffic may not be fully offset by
parallel reductions in the cost structure.  Supervalu faces
the challenge of competing against well capitalized grocery
competitors who continue to invest heavily in price, as well as
discounters, dollar stores and pharmacy chains that are rapidly
expanding their food offerings.

SUPERVALU's third quarter fiscal 2011 results included the
company's eleventh consecutive quarter of negative identical store
sales, and management revised downward its earnings guidance for
the year.  ID sales were -4.9% in the third quarter, compared with
-6.4% and -7.2% in the second and first quarters and a 5.1%
decline in fiscal 2010.  These declines are the result of lower
store traffic and a reduction in average ticket due in part from
investments in pricing to improve competitiveness.

SUPERVALU's margins have been pressured by expense deleveraging
due to negative sales trends and the impact of ongoing price
investments.  The result has been a narrowing of the EBIT margin
to 2.7% in the LTM ended Dec. 4, 2010, versus 3.1% in fiscal 2010.
Fitch expects EBITDA to come in below $2 billion for FY11, a 12%
to 14% decline from last year and expects further pressure in 2012
on negative comparable store sales trends in the -2% to -4% range
given weak traffic trends.

The company's credit metrics are expected to weaken with adj.
debt/EBITDAR expected to increase to 4.3 times (x) in F2011 versus
4.2x at fiscal year end 2010 and interest coverage decrease to
around 2.5x from 2.6x.  This is in spite of the company's focus on
debt reduction and commitment to pay down $850 million in debt
this year.  The company currently has adequate cushion in the
covenants in its credit facilities, though the covenant levels
tighten in calendar 2012.

SUPERVALU's liquidity is supported by a $2.1 billion revolver, of
which $600 million expires in June 2011 and $1.5 billion expires
in April 2015, and a $200 million accounts receivable facility
maturing in May 2013.  Approximately $221 million was drawn
against the revolver and $120 million against the accounts
receivable facility at Dec. 4, 2010.  SUPERVALU is expected to
generate free cash flow of around $500 million in fiscal 2011,
which together with asset sale proceeds will be used to meet
company's goal of $850 million of debt reduction in the year.  The
company has debt maturities of about $300 million in fiscal 2012
and $800 million in fiscal 2013.  Given Fitch's expectation of
$300-400 million in free cash flow in fiscal 2012 and fiscal 2013,
Fitch expects fiscal 2012 maturities to be mainly repaid with free
cash flow, while refinancing will be required for a portion of the
debt due in fiscal 2013.  Proceeds from periodic asset sales would
also be expected to be allocated to debt pay down.

In accordance with Fitch's Recovery Rating methodology, Fitch has
instituted Recovery Ratings because of the IDR downgrade to 'B+'.
While concepts of Fitch's RR methodology are considered for all
companies, explicit Recovery Ratings are assigned only to those
companies with an IDR of 'B+' or below.  At the lower IDR levels,
Fitch believes there is greater probability of default so the
impact of potential recovery prospects on issue-specific ratings
becomes more meaningful and is more explicitly reflected in the
ratings dispersion relative to the IDR.

The 'BB/RR2' rating of the secured credit facilities and term
loans at SUPERVALU reflect their superior position in the capital
structure, benefiting from upstream guarantees from the operating
companies and a pledge of stock of subsidiaries, leading to an
expected recovery of 70-90%.

The 'B+/RR4' rating on the unsecured notes at SUPERVALU reflect
an expected recovery in a distressed scenario of 30-50%.  This
reflects the notes' subordinate position to the secured credit
facility and to the debt of its subsidiaries, with the recovery
further diluted by an unsecured downstream guarantee provided to
the unsecured debt at American Stores Company, LLC.

The 'B+/RR4' rating on the notes at New Albertson's, Inc.
indicates an expected recovery of 30-50%, and the 'BB-/RR3' rating
on the notes at American Stores indicates an expected recovery of
50-70%.  The higher rating for the American Stores notes reflects,
in Fitch's view, a greater level of assets relative to debt
outstanding at that level, plus the value of the downstream
guarantee from SUPERVALU.

Fitch has taken the following rating actions:

SUPERVALU Inc.

  * IDR downgraded to 'B+' from 'BB-';
  * $2.1 billion bank credit facilities affirmed with RR assigned
    at 'BB/RR2';
  * Term Loan A affirmed with RR assigned at 'BB/RR2';
  * Term Loan B affirmed with RR assigned at 'BB/RR2';
  * Senior unsecured notes downgraded to 'B+/RR4' from 'BB-'.

New Albertson's, Inc.

  * IDR downgraded to 'B+' from 'BB-';
  * Senior unsecured notes downgraded to 'B+/RR4' from 'BB-'.

American Stores Company, LLC

  * IDR downgraded to 'B+' from 'BB-';
  * Senior unsecured notes affirmed with RR assigned at 'BB-/RR3'.

The Rating Outlook is Negative.


SUSPECT DETECTION: Amends 2009 Annual Report to Correct Errors
--------------------------------------------------------------
Suspect Detection Systems Inc. filed on January 14, 2011, an
amended annual report on Form 10-K/A for the fiscal year ended
December 31, 2009.

Subsequent to December 31, 2009, management of the Company
determined that in accordance with FASB ASC 810-10-45, the
carrying value of the goodwill, and the related accumulated
deficit, and additional paid-in capital, and noncontrolling
interest for the period ended December 31, 2009, resulting from
the exchange of 3,199,891 shares of common stock of the Company
for 170,295 ordinary shares of SDS - Israel for an additional
seven percent interest in the equity ownership of SDS - Israel
(where the Company already owned the controlling interest), was
overstated by $291,690 for goodwill, overstated by $478,125 for
the additional paid in capital, overstated by $1,960 for
accumulated deficit, and overstated by $184,475 for the
noncontrolling interest.  The Company corrected the error by
decreasing goodwill by $291,690, and decreased its accumulated
deficit by $1,960, additional paid in capital by $478,125 and
noncontrolling interest by $184,475, respectively.  The adjustment
had a minor impact on the net (loss) attributable to the Company
for the period ended December 31, 2009, amounting to a decrease in
the net (loss) of $1,960.

The Company reported a net loss attributable to SDS (restated) of
$1,091,024 on $888,635 of revenues for the year ended December 31,
2009, compared with a net loss of $251,267 on $0 revenue for the
year ended December 31, 2008.

As restated, the Company's balance sheet at December 31, 2009,
showed $1.9 million in total assets, $1.3 million in total
liabilities, and stockholders' equity of $606,764.

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

               http://researcharchives.com/t/s?7248

Based in Jerusalem, Israel, Suspect Detection Systems Inc. was
incorporated in the State of Delaware on October 5, 2006.  SDS
specializes in the development and application of proprietary
technologies for law enforcement and border control, including
counter terrorism efforts, immigration control and drug
enforcement, as well as human resource management, asset
management and the transportation sector.

The Company's balance sheet as of September 30, 2010, showed
$2.4 million in total assets, $1.4 million total liabilities,
and stockholders' equity of $986,880.

                    *     *     *

As reported in the Troubled Company Reporter on April 22, 2010,
Davis Accounting Group P.C., in Cedar City, Utah, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has not established sufficient sources of revenue to cover its
operating costs and expenses.  As such, it has incurred an
operating loss since inception.  Further, as of December 31, 2009,
and 2008, the cash resources of the Company were insufficient to
meet its planned business objectives.


SYNTERRA 3020: Asks for Court's Permission to Use Cash Collateral
-----------------------------------------------------------------
Synterra 3020 Market, LP, seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to use cash
collateral until February 2011.

Inland Mortgage Capital Corporation alleges that the Debtor owes
it approximately $26,954,746.35 secured by a first priority lien
position on all of the Debtor's leasehold interest.

Thomas D. Bielli, Esq., at Ciardi Ciardi & Astin, explains that
the Debtor needs the money to fund its Chapter 11 case, pay
suppliers and other parties.  The Debtors will use the collateral
pursuant to a budget, a copy of which is available for free at:

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

The Debtor avers that it will be able to fund a plan to pay pre-
petition unsecured creditors by continuing to operate in this
manner.  The Debtor avers that the Lender is adequately secured by
an equity cushion as well as by a monthly adequate protection
payment.

The Debtor proposes to provide adequate protection in the form of
a replacement lien to the extent the Lender has a lien pre-
petition which is not subject to challenge and in the same extent,
priority and validity as existed pre-petition.

Philadelphia-based Synterra 3020 Market, L.P., is the master
lessor of certain real property located in the City of
Philadelphia, 27th Ward, Commonwealth of Pennsylvania and commonly
known as 3020-3052 Market Street, City of Philadelphia,
Philadelphia County, Pennsylvania.  Its primary tenants are the
University of Pennsylvania, Level 3 Communications, LLC, Synterra,
Ltd., Lincoln University, and T Mobile, AT&T.

Synterra 3020 filed for Chapter 11 bankruptcy protection on
January 12, 2011 (Bankr. E.D. Pa. Case No. 11-10205).  Albert A.
Ciardi, III, Esq., and Thomas Daniel Bielli, Esq., at Ciardi
Ciardi & Astin, P.C., serve as the bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.


SYNTERRA 3020: Taps Ciardi Ciardi as Bankruptcy Counsel
-------------------------------------------------------
Synterra 3020 Market, L.P., asks for authorization from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to
employ Ciardi Ciardi & Astin as bankruptcy counsel.

Ciardi Ciardi will:

     (a) give the Debtor legal advice with respect to its powers
         and duties as debtor-in-possession;

     (b) prepare on behalf of your Applicant as Debtor necessary
         applications, answers, orders, reports and other legal
         papers; and

     (c) perform all other legal services for the Debtor which may
         be necessary herein.

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

         Albert A. Ciardi, III                   $465
         Thomas D. Bielli                        $300
         Alex Giuliano, Paralegal                $120

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

Philadelphia-based Synterra 3020 Market, L.P., is the master
lessor of certain real property located in the City of
Philadelphia, 27th Ward, Commonwealth of Pennsylvania and commonly
known as 3020-3052 Market Street, City of Philadelphia,
Philadelphia County, Pennsylvania.  Its primary tenants are the
University of Pennsylvania, Level 3 Communications, LLC, Synterra,
Ltd., Lincoln University, and T Mobile, AT&T.

Synterra 3020 filed for Chapter 11 bankruptcy protection on
January 12, 2011 (Bankr. E.D. Pa. Case No. 11-10205).  The Debtor
estimated its assets and debts at $10 million to $50 million.


TAI PACIFIC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tai Pacific, Inc.
          dba Sea Palace Market
        11618 South Street
        Artesia, CA 90701

Bankruptcy Case No.: 11-12064

Chapter 11 Petition Date: January 18, 2011

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

Judge: Thomas B. Donovan

Debtor's Counsel: Robert M. Aronson, Esq.
                  LAW OFFICE OF ROBERT M. ARONSON
                  444 S. Flower Street, Suite 1700
                  Los Angeles, CA 90071
                  Tel: (213) 232-1116
                  Fax: (213) 232-1195
                  E-mail: robert@aronsonlawgroup.com

Scheduled Assets: $692,000

Scheduled Debts: $1,601,428

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-12064.pdf

The petition was signed by Sujen Hou, president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Sea Palace Fish Market, Inc.          10-58215            11/09/10


TARGA RESOURCES: Moody's Puts B1 Rating on Proposed $250MM Notes
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Targa Resources
Partners LP's proposed $250 million senior unsecured notes due
2021.  The partnership's Ba3 Corporate Family Rating, Ba3
Probability of Default Rating and the rating of the company's
other existing senior notes are not affected by this action.  The
outlook remains stable.

The proceeds from the senior note offering, along with the
proceeds of the recently announced 8 million common unit offering,
will be used to reduce the borrowings under TRP's $1.1 billion
senior secured revolving credit facility.  After applying the
proceeds of the debt and equity offerings, TRP is expected to have
approximately $650 million of revolver availability.  A portion of
this availability is expected to be used in 2011 and 2012 to fund
TRP's share of the expansion of Gulf Coast Fractionators, to
construct a benzene treating project for Marathon Oil Corporation,
and to expand the Permian Basin and North Texas gathering and
processing systems.  The partnership also announced that it may
tender for its 11-1/4% senior notes due 2017 depending on market
conditions.  As a result, up to $230 million of additional notes
may be issued as part of this exchange offer.  No rating impact is
expected solely from the issuance of additional notes as part of
the exchange offer.

TRP's Ba3 CFR reflects its scale and market position.  Relative to
its rating peers, TRP is larger than most as measured by total
assets and by adjusted EBITDA.  Despite its diversified earnings
stream, TRP's rating is constrained by its exposure to commodity
prices and the resulting variability of cash flow, by its
leveraged balance sheet, and by its implicit distribution policy
as a master limited partnership.

"Despite its scale, the primary drivers to Targa's ratings will be
changes in its ratio of Debt to EBITDA inclusive of the debt at
Targa's parent, Targa Resources Corp., and any meaningful
deterioration of its distribution coverage ratio," said Stuart
Miller, Moody's Senior Analyst.  "We look at the December 2010
initial public offering of Targa Resources Corp., magnified by its
ownership of TRP's incentive distribution rights, as another cash
flow drain for TRP.

Without meaningful improvement in financial performance, and with
the continuation of an aggressive distribution policy, TRP's debt
ratings may come under pressure."

After the application of the proceeds of the debt and equity
offerings, TRP's liquidity position will improve through increased
availability under its senior secured revolving credit.  The
financial covenants incorporated in the credit facility allow for
a significant degradation in financial performance before they
would be triggered.

The last rating action on TRP occurred on August 10, 2010, when
its CFR, PD and SGL were affirmed and its senior unsecured note
ratings were upgraded to B1 from B2.

The principal methodology used in this rating was Moody's
Midstream Energy Companies and Partnerships Rating methodology
published in November 2010.

Targa Resources Partners LP is headquartered in Houston, Texas.


TASTY BAKING: Extends Credit Facility Waiver Until June 30
----------------------------------------------------------
On January 14, 2011, Tasty Baking Company and its subsidiaries
entered into a Waiver Agreement and Seventh Amendment to its
Credit Agreement dated as of September 6, 2007, as amended, among
the Company and its subsidiaries, as "Borrowers;" Citizens Bank of
Pennsylvania, as Administrative Agent, Collateral Agent, Swing
Line Lender and Letter of Credit Issuer; and Bank of America,
N.A., Sovereign Bank, and Manufacturers and Traders Trust Company,
each as a Lender.  The Bank Agreement provides for a $100.0
million secured credit facility, consisting of a $55.0 million
fixed asset line of credit, a $35.0 million working capital
revolver and a $10.0 million low-interest job bank loan from
Citizens in partnership with the Commonwealth of Pennsylvania.
The Bank Credit Facility is secured by a blanket lien on the
assets of the Borrowers.

As of the close of business on the day prior to the Effective
Date, the outstanding principal amount of the loan under the Bank
Credit Facility was approximately $83.7 million, which excludes
$10.2 million reserved under letter of credit arrangements and any
charges, fees or penalties accrued under the Bank Agreement.

The Bank Amendment provides that the Banks waive compliance with
certain obligations under the Bank Agreement that would otherwise
constitute an Event of Default from the Effective Date until the
earlier of (i) June 30, 2011, (ii) the closing of any sale of all
or substantially all of the assets or equity of the Borrowers, or
(iii) the occurrence of any Default or Event of Default under the
Bank Agreement other than a Specified Default.  Under the Bank
Amendment, (a) the Borrowers are not required to make payments of
principal due under the Bank Credit Facility during the Waiver
Period, (b) the Working Capital Line of Credit will remain at
$35.0 million and will not be reduced during the Waiver Period,
and (c) the Company shall not sell or issue equity interests or
make any Restricted Payments, which includes a prohibition on the
payment of dividends.

The Specified Defaults being waived are (1) any defaults in the
payment of principal under the Bank Agreement, (2) failure to
satisfy as at December 25, 2010 certain financial covenants under
the Bank Agreement, (3) any Event of Default that arises as a
result of a "going concern" qualification to Borrowers' audited
financial statements for the fiscal year ended December 25, 2010,
and (4) any Event of Default that arises from Borrowers' failure
to make "minimum required contributions" to Borrowers' ERISA
Plans, provided the Borrowers shall have submitted a funding
waiver request to the Internal Revenue Service.

The Bank Amendment changed the maturity date of the Bank Credit
Facility to the end of the Waiver Period and reduced the letter of
credit limit to the aggregate amount of letters of credit
currently outstanding, while not permitting the Borrowers to issue
new letters of credit or extend outstanding letters of credit.

                        About Tasty Baking

Tasty Baking Company (NasdaqGM: TSTY) -- http://www.tastykake.com/
-- founded in 1914 and headquartered in Philadelphia,
Pennsylvania, is one of the country's leading bakers of snack
cakes, pies, cookies, and donuts with manufacturing facilities in
Philadelphia and Oxford, Pennsylvania.  Tasty Baking Company
offers more than 100 products under the Tastykake brand name.

As of September 25, 2010, the Company had $185,504,000 in total
assets and $169,743,000 in total liabilities.


TECHNICAL ASSOCIATES: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Technical Associates, Inc.
        1640 Vauxhall Road
        Union, NJ 07083

Bankruptcy Case No.: 11-11321

Chapter 11 Petition Date: January 18, 2011

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

Judge: Donald H. Steckroth

Debtor's Counsel: David Edelberg, Esq.
                  NOWELL AMOROSO KLEIN BIERMAN, P.A.
                  155 Polifly Road
                  Hackensack, NJ 07601
                  Tel: (201) 343-5001
                  Fax: (201) 343-5181
                  E-mail: dedelberg@njbankruptcy.com

Scheduled Assets: $75,000

Scheduled Debts: $1,149,260

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/njb11-11321.pdf

The petition was signed by Carlos Medina, chairman.


TOWERCO FINANCE: Moody's Puts Ba3 Rating on New Sr. Sec. Facility
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the new senior
secured facility of TowerCo Finance LLC, an indirect wholly-owned
subsidiary of TowerCo II Holdings LLC.  The credit facilities
consist of a $40 million 4 year revolver and a $350 million 6 year
term loan.  The proceeds will be used to pay down the $198 million
outstanding term loan, maturing 2014, and the $2 million drawn on
the existing $40 million revolver, maturing 2012, at which time
ratings on these existing facilities will be withdrawn.  The
remaining $150 million in proceeds will be used for a special one-
time dividend to the company's equity investors.  The company
expects that the new revolver will be undrawn at closing.  As part
of the rating action, Moody's affirmed the company's B1 Corporate
Family Rating and the B2 Probability of Default Rating.

Assignments:

Issuer: TowerCo Finance LLC

  * $US 350Mln Senior Secured Term Loan, Assigned Ba3 (LGD2-29%)
  * $US 40Mln Senior Secured Revolver, Assigned Ba3 (LGD2-29%)
  * Outlook-Stable

TowerCo's B1 CFR reflects the company's relatively high adjusted
debt to EBITDA leverage and expected weak free cash flows over the
next year, as operating cash flow is primarily used for new tower
construction and selective acquisitions of land underlying
existing towers and currently subject to operating leases.  The
rating also considers the expected stability of much of the
company's revenue, which is principally derived from contractual
relationships with large wireless operators in the U.S., although
Moody's notes that a significant majority is sourced from a single
customer - Sprint Nextel, due to the acquisition of roughly 3,000
towers from Sprint Nextel at the end of 2008, which essentially
formed the base of the company's towers.  Moody's estimates that
20% of TowerCo's revenues are attributable to standalone Sprint
Nextel's iDen network sites, which Sprint Nextel has indicated it
will begin phasing out in 2013.  Moody's notes that the TowerCo's
iDen site contracts run through at least 2015, and in the
meantime, Sprint may replace a portion of the iDen tower revenues
with new site leases on these towers or with amendments for
network upgrades on other towers.  Still, Moody's estimates that
while the leverage metrics could be strained by the reduction in
EBITDA from the potential termination of these sites, overall
adjusted Debt/EBITDA leverage is expected to organically decline
over that period, as the company adds more carrier tenants to its
towers and the company's credit profile will see improvement from
overall wireless industry network traffic growth.  Therefore, the
potential loss of the iDen sites may weigh more on limiting the
upward rating direction for the company, rather than near-term
negative rating pressure.

Although the expected liquidity profile is deemed to be adequate,
persistently weak free cash flows constrain the Company's ratings.
In addition, following the expected $150 million debt financed
dividend in the first quarter of 2011, Moody's estimates that cash
on the balance sheet will decrease to $4 million at March 31,
2011, vs. $25 million at the end of 2009.  The revolving credit
facility provides liquidity backup, but could also be used to fund
land purchases or new construction.  However, Moody's notes that
the Company's may improve its free cash flow generation by paring
back land purchases without disrupting ongoing business.

Proforma for the debt offering and based on 3Q '10 LTM adjusted
EBITDA of $99 million, the company's adjusted leverage would be
about 8.3x at the end of the first quarter of 2011.  While this is
above the company's expected adjusted leverage of 7.2x at the end
of 2010, Moody's believes that as the Company continues to benefit
from top-line growth related to wireless data trends, and assuming
a steady state of operations and no additional debt, TowerCo will
be in a position to delever towards the mid-6x range by 2012.
However, given the company's history of debt-funded shareholder
returns, Moody's recognizes the possibility of more shareholder
friendly activity in the future.

The ratings for TowerCo's senior secured credit facility reflect
both the overall probability of default for the company, for
which Moody's maintains a PDR of B2, and above average recovery
estimates for creditors of the firm.  The company's senior secured
credit facilities are rated one notch higher than the CFR, as they
benefit from the pledge of subsidiary assets and receive a ratings
lift relative to the CFR from the operating leases.

The principal methodologies used in this rating were Moody's
Global Telecommunications Industry Methodology, published in
December 2010, and Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in June
2009.

Moody's most recent rating action for TowerCo was on November 18,
2009, when Moody's assigned Ba3 ratings to TowerCo's senior
secured credit facilities.

Based in Cary, NC, TowerCo is a wireless tower operator.


TRAVELSTAR INC: Chapter 7 Trustee Sues Owners to Recoup Payments
----------------------------------------------------------------
Jan Norman, small-business columnist for The Orange County
Register, reported earlier this month that owners and top
executives of Joystar Inc., are being sued by the Chapter 7
bankruptcy trustee in south Florida for $1.2 million, according to
several travel Web sites.

The O.C. Register, citing Travel Agent Central, said Chapter 7
Soneet Kapila sued William Alverson and wife Katherine West on
December 30, 2010, to recover company money they received from
2005 to 2008.  According to The O.C. Register, TravelPulse.com
said Ms. West's mother, Judy Red, was also named in the suit.

According to The O.C. Register, the lawsuit alleges that:

     -- Joystar raised $2 million in 2006 but failed to pay
        payroll taxes after the third quarter of 2007;

     -- Joystar paid too large a share of travel commissions to
        its agents, and charged too little to its agents as a
        membership or signup fee, to be profitable;

     -- the Alversons knew Joystar couldn't be profitable but
        continued accepting consultants' commissions to pay
        themselves more than $841,000 over four years prior to the
        bankruptcy; and

     -- Ms. West transferred $305,000 in Joystar money to her
        mother who used it to buy a house in Florida, where
        Ms. West and Mr. Alverson have lived since the 2007
        purchase.

The O.C. Register also reported that, according to Travel Weekly,
the suit seeks $395,400 paid to Mr. Alverson and $117,000 paid to
Ms. West and another $166,000 between 2005 and 2008.

Headquartered in Aliso Viejo, Calif., Travelstar Inc., fka Joystar
Inc., was a leisure travel agency and a seller of cruises and
vacations.  The company sold complex travel products including
cruises, vacation packages and group travel through its growing
national sales force of virtual travel agents and online
affiliates.

Drew Axelrod, a veteran agent and meeting planner, filed an
involuntary Chapter 7 petition against JoyStar/TravelStar in the
U.S. Bankruptcy Court for the Southern District of Florida in
December 2008, according to Travel Agent Central.  In February
2009, the Bankruptcy Court granted JoyStar/TravelStar's request to
convert its Chapter 7 involuntary liquidation case to Chapter 11
reorganization.  In May 2009, the unsecured creditors committee
asked the Court to convert the case back to Chapter 7 liquidation.


TRI-CITIES FAST: Blames Erosion of Economy for Bankruptcy Filing
----------------------------------------------------------------
Tri-City Herald reports that Tri-Cities Fast Lubes Inc. said it
filed for Chapter 11 bankruptcy protection due to the "collapse of
the credit markets and erosion of the overall economy."

Based in Arroyo, California, Tri-Cities Fast Lubes, Inc., is a
Jiffy Lube franchise operator.  The Company filed for Chapter 11
bankruptcy protection on Jan. 10, 2011 (Bankr. C.D. Calif. Case
No. 11-10125).  Judge Robin Riblet presides over the Debtor's
case.  Jonathan Gura, Esq., at Michaelson Susi & Michaelson,
represents the Debtor in its restructuring efforts.  The Debtor
estimated both assets and debts of between $1 million and $10
million in its petition.


TRONOX INC: Judge Approves $270-Mil. Environmental Settlement
-------------------------------------------------------------
Bankruptcy Law360 reports that a federal judge has approved a
crucial environmental settlement in Tronox Inc.'s bankruptcy,
requiring the pigment maker to pay $270 million in cash plus most
of the proceeds from a lawsuit over an ill-fated spinoff deal, and
allowed for the delisting of company stock.

                         About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.

Until September 30, 2008, Tronox Inc. was publicly traded on the
New York Stock Exchange under the symbols TRX and TRX.B.  Since
then, Tronox Inc. has traded on the Over the Counter Bulletin
Board under the symbols TROX.A.PK and TROX.B.PK.  As of
December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares
of class A common stock and 22,889,431 outstanding shares of class
B common stock.


TRONOX INC: Settlement Opens Door for Implementing Plan
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Tronox Inc. is in a position to implement the
approved reorganization plan following court approval of an
environmental settlement.

The judge confirmed the reorganization plan in November.  Under
the Plan, Tronox will reorganize around its existing operating
businesses, including its facilities at Oklahoma City, Oklahoma;
Hamilton, Mississippi; Henderson, Nevada; Botlek, The Netherlands
and Kwinana, Australia.

Tronox will rely on a combination of debt and new money equity
investments to meet its working capital needs and fund
distributions required by the Plan, which will include (a)total
funded first lien debt of no more than $470 million and (b)the
proceeds of a $185 million rights offering open to substantially
all unsecured creditors and backstopped by the Backstop Parties.

Holders of general unsecured claims will receive their pro rata
share of 50.9% of the common equity of reorganized Tronox, and
received the opportunity to participate in the Rights Offering for
an aggregate of up to 45.5% of the common equity of reorganized
Tronox.

                         About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on January 13, 2009 (Bankr.
S.D.N.Y. Case No. 09-10156).  The case is before Hon. Allan L.
Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and
Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York,
represent the Debtors.  The Debtors also tapped Togut, Segal &
Segal LLP as conflicts counsel; Rothschild Inc. as investment
bankers; Alvarez & Marsal North America LLC, as restructuring
consultants; and Kurtzman Carson Consultants serves as notice and
claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.

Until September 30, 2008, Tronox was publicly traded on the New
York Stock Exchange under the symbols TRX and TRX.B.  Since then,
Tronox has traded on the Over the Counter Bulletin Board under the
symbols TROX.A.PK and TROX.B.PK.  As of December 31, 2008, Tronox
had 19,107,367 outstanding shares of class A common stock and
22,889,431 outstanding shares of class B common stock.


TWAIN CONDOMINIUMS: Amends List of 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Twain Condominiums, LLC, amended its list of 20 largest creditors
holding unsecured claims, disclosing:

  Unsecured Creditor                           Claim Amount
  ------------------                           ------------
  City National Bank                            $11,620,305
  c/o Bart K. Larsen, Esq.
  Kolesar & Leatham, Chtd.
  3320 W. Sahara Ave., Ste. 380
  Las Vegas, NV 89102

  Twain Condominium Unit Owners Assoc.             $100,000
  Attn: Managing Member
  16200 Addison Rd.
  Suite 150
  Addison, TX 75001

  Riccel Carpet Cleaning                             $5,345
  Attn: Managing Member
  936 Viscanio Place
  Las Vegas, NV 89138

  For Rent Magazine                                  $4,731
  Attn: Managing Member
  75 Remittance Drive
  Suite 1705
  Chicago, IL 60675

  Christensen Law Offices LLC                        $4,206
  Attn: Managing Member
  1000 S. Valley View Blvd
  Las Vegas, NV 89107

  James F. Lisowski Sr.                              $4,000
  Attn: Managing Member
  PO Box 95695
  Las Vegas, NV 89193

  AZ Partsmaster, Inc.                               $3,722
  Attn: Managing Member
  PO Box 23169
  Phoenix, AZ 85063

  HD Supply Facilities Maintenance                   $2,706
  Attn: Managing Member
  PO Box 509058
  San Diego, CA 92150

  Leak Control Services, Inc.                        $1,960
  Attn: Managing Member
  4005 La Salle St.
  San Diego, CA 92110

  D-Termination Pest Control                         $1,590
  Attn: Managing Member
  5685 N. Park St
  Las Vegas, NV 89149

  Rice Silbey Reuther & Sullivan, LLP                $1,295
  Attn: Managing Member
  3960 Howard Hughes Parkway, Ste. 700
  Las Vegas, NV 89169

  Wilmar Industries Inc.                             $1,201
  Attn: Managing Member
  PO Box 404284
  Atlanta, GA 30384-4284

  Sherwin Williams                                     $897
  Attn: Managing Member
  4237 W Sahara Ave
  Las Vegas, NV 89102-3713

  RealPage, Inc.                                       $874
  Attn: Managing Member
  PO Box 671777
  Dallas, TX 75267-1777

  Bulleye Telecom                                      $651
  Attn: Managing Member
  25925 Telegraph Rd. Ste. 210
  Southfield, MI 48033-2527

  Mr. Electric                                         $583
  Attn: Managing Member
  PO Box 97402
  Las Vegas, NV 89193-7402

  Buy Low                                              $487
  Attn: Managing Member
  5730 Boulder Highway
  Las Vegas, NV 89122

  Ideal Flooring Installations                         $474
  Attn: Managing Member
  3401 Sirius Ave
  Las Vegas, NV 89102

  Canyon Financial Services                            $463
  Attn: Managing Member
  14904 Collections Center Dr.
  Las Vegas, NV 89103-1603

  Rent.Com                                             $378
  Attn: Managing Member
  Payment Center Department 1987
  Los Angeles, CA 90084

Twain Condominiums, LLC, owns 192 condominium units within the
254-unit Twain Estates condominium complex at Arville Street and
Twain Avenue in Las Vegas, Nevada.  The Company filed for
bankruptcy on December 15, 2010 (Bankr. D. Nev. Case No.
10-33323).  Judge Linda B. Riegle presides over the case.  Thomas
H. Fell, Esq., at Gordon Silver Attorneys and Counselors at Law,
represents the Debtor.  In its amended schedules, the Debtor
disclosed $6,958,279 in assets and $11,858,413 in debts.


TWAIN CONDOMINIUMS: Seeks to Employ Gordon Silver as Counsel
------------------------------------------------------------
Twain Condominiums, LLC asks the U.S. Bankruptcy Court for the
District of Nevada to approve the employment of Gordon Silver as
its counsel, nunc pro tunc to the Petition Date.

As counsel, Gordon Silver will:

     * prepare on behalf of the Debtor all necessary or
       appropriate motions, applications, answers, orders,
       reports and other papers in connection with the
       administration of the estate;

     * take all necessary or appropriate actions in connection
       with a plan or plans of reorganization and related
       disclosure statement and all related documents, and other
       further actions as may be required in connection with the
       administration of the Debtor's estate;

     * take all necessary actions to protect and preserve the
       estate of the Debtor; and

     * perform all other necessary legal services in connection
       with the prosecution of this Chapter 11 case.

The Debtor paid Gordon Silver prepetition $9,957 for legal
services rendered in connection with its restructuring.  The firm
is also currently holding a $41,042 retainer, in which it claims
both a security interest and an attorneys' lien as provided for
under Nevada law to assure payment during the Chapter 11 case.

Gordon Silver will be paid its hourly rates and reimbursed of its
expenses.  The firm's current hourly rates are:

     Shareholders                        $455 - $700
     Associates                          $185 - $350
     Paraprofessionals                   $130 - $175

The firm's hourly rates are subject to change from time to time.
Gordon Silver usually adjusts its hourly rates on or about the
first of January of each year.

According to Roni Amid, Twain Condominiums manager, Gordon Silver
and its shareholders and associates do not hold or represent any
interest adverse to the Debtor's estate, and they are
disinterested persons within the meaning of Sections 101(14) and
327 of the Bankruptcy Code, as modified by Section 1107(b).

Twain Condominiums, LLC, owns 192 condominium units within the
254-unit Twain Estates condominium complex at Arville Street and
Twain Avenue in Las Vegas, Nevada.  The Company filed for
bankruptcy on December 15, 2010 (Bankr. D. Nev. Case No.
10-33323).  Judge Linda B. Riegle presides over the case.  In its
amended schedules, the Debtor disclosed $6,958,279 in assets and
$11,858,413 in debts.


VALLE TOLIMA: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Valle Tolima Manufacturing, Corp.
        dba Quality Windows & Doors Inc.
        P.O. Box 6570
        Caguas, PR 00625

Bankruptcy Case No.: 11-00261

Chapter 11 Petition Date: January 18, 2011

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

Debtor's Counsel: Francisco J. Ramos Gonzalez, Esq.
                  P.O. Box 191993
                  San Juan, PR 00919-1993
                  Tel: (787) 764-5134
                  Fax: (787) 758-5087
                  E-mail: fjramos@coqui.net

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb11-00261.pdf

The petition was signed by Jacqueline Miranda Lebron, president.


VALLEJO, CA: Disclosure Statement Hearing on March 9
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a hearing will be held March 9 to consider approval
of the disclosure statement explaining the bankruptcy-exit plan
filed by the city of Vallejo, California.

According to Mr. Rochelle, Vallejo warned that it will confirm the
Reorganization Plan using the cramdown process if the Plan is
rejected by one or more classes of creditors.

The Plan and Disclosure Statement were filed January 18.  Mr.
Rochelle notes Vallejo submitted the Plan almost 32 months after
filing for a municipal reorganization under Chapter 9.

The Troubled Company Reporter, citing Bloomberg News, reported
yesterday that the Plan will give unsecured creditors with $262
million in claims a recovery between 5% and 20% over two years.

According to Mr. Rochelle, the city said it regretted being unable
to pay more, citing the need to maintain an "adequate level of
municipal services."

As reported by the TCR, Bloomberg News' Alison Vekshin and Steven
Church said the creditors, who include retirees and former
employees, will be paid $6 million over two years.  They also said
the Plan calls for Vallejo to spread out its unfunded pension
costs over 30 years.  The city would pay a higher amount than what
it owes for the first three years and keep payments for the next
three decades flat.

According to the TCR, The Wall Street Journal's Bobby White
reported that submission of the Plan is the last step before
Vallejo can start to emerge from bankruptcy, which Marc Levinson,
Esq., the city's bankruptcy attorney, said could commence as early
as this summer.

Dow Jones' DBR Small Cap reports the scaled-down employee benefits
and pensions included in Vallejo's bankruptcy-exit proposal are
being closely watched by many municipalities whose budgets have
been pressured by rising costs and declining revenues as a result
of the recession.

"Vallejo is an example of how compensation and benefits had been
part of the politics of the city and it ultimately got the city in
trouble," the report quoted Charlie Long, former city manager of
nearby Fairfield, Calif., as saying.

The report notes that how Vallejo addresses those issues are "a
vital lesson that a lot of people are paying attention to."

In 2008, after three consecutive years of budget shortfalls that
depleted the city's cash reserves, Vallejo filed for Chapter 9
bankruptcy protection, the report discloses.

                     About City of Vallejo

Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States.  As of the 2000 census,
the city had a total population of 116,760.  It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay.  It
was named for General Mariano Guadalupe Vallejo.

Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide.  Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represent the City.  The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.


VICTOR VALLEY: Seeks April 11 Extension of Plan Filing Deadline
---------------------------------------------------------------
Victor Valley Community Hospital is asking the Honorable Catherine
E. Bauer of the U.S. Bankruptcy Court for the Central District of
California, Riverside Division, for a 90-day extension of the time
periods during which it has the exclusive right (i) to file a plan
of reorganization, through and including April 11, 2011, and (ii)
to solicit acceptances of the plan without the interference of any
competing plan, through and including May 13, 2011.

The Debtor's Exclusive Plan Filing Period was set to expire
January 11, 2011, and its Exclusive Solicitation Period expires
March 14, 2011.

The proposed extension of the Exclusive Periods should enable the
Debtor to complete the sale of its assets to Victor Valley
Hospital Real Estate LLC and Victor Valley Hospital Acquisition,
Inc., and other tasks that will yield information that is critical
to finalizing its plan, Samuel R. Maizel, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Los Angeles, California, tells the Court.

The extension will allow the Debtor to undertake the next logical
steps necessary to finalize the formulation of its plan while
maintaining an aggressive schedule for a quick exit from Chapter
11, Mr. Maizel says.  He assures the Court that no party-in-
interest will be prejudiced by the requested relief.

The hearing to consider the extension will be held on January 26,
2011, at 2:00 p.m.

              About Victor Valley Community Hospital

Victor Valley Community Hospital -- http://www.vvch.org/--
operates a 101 acute care bed facility in Victor Valley, in
Southern California.

Victor Valley Community Hospital filed for Chapter 11 protection
on September 13, 2010 (Bankr. C.D. Calif. Case No. 10-39537
The Debtor estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.  Debt includes
$4.5 million owed to the bank lender.  Unsecured creditors are
owed $16.5 million. Mary D. Lane, Esq., Samuel R. Maizel, Esq.,
and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl & Jones
LLP.


VILICA LLC: Files List of 20 Largest Unsecured Creditors
--------------------------------------------------------
Vilica, LLC, filed a list of its 20 largest creditors holding
unsecured claims, disclosing:

  Unsecured Creditor                           Claim Amount
  ------------------                           ------------
  Internal Revenue Service                 TBA; believed to
  P.O.B. 2126                                         be $0
  Philadelphia, PA 19114-0326

  H & H Capital Management, LLC                    $234,000
  P.O.B. 2195
  Mill Valley, CA 94942

  Ellen Drury                                       $38,000
  P.O.B. 5214
  Eureka, CA 95502

  Eric Hedlund                                       $3,600
  325 "O" Street
  Eureka, CA 95502

  Stacy Favaloro                                    $64,000
  102 Hillcrest Terrace
  Santa Cruz, CA 95060

  Rondal Snodgrass                                   $4,600
  Tiffany Building
  Arcata, CA 95521

  Timberland Resource Consultants                   $26,000
  Main Street
  Fortuna, CA

  Pacific Watersheds Associates                     $34,000
  McKinleyville, CA

  Marigold, LLC                                     $80,000
  Basso Building
  Sebastopol, CA

  Gary Johnston                                     $34,000
  Eureka, CA 95502

  Chris Andrian                                     $74,000
  438 1st Street, #4
  Santa Rosa, CA 95401

  Davic Michael                                     $26,000
  San Francisco, CA

  Colin Adams                                       $85,000
  1515 "J" St.
  Arcata, CA 95521

  Mary Li                                            $4,000
  234 E. 14th Street
  Apt. 6D
  New York, NY 10003

  Simon Li-Arts                                     $21,200
  234 E. 14th Street
  Apt. 6D
  New York, NY 10003

  Randy Daar                                        $12,000
  Pier 5 Law Offices
  Broadway St.
  San Francisco, CA

Santa Cruz, California-based Vilica, LLC, filed for Chapter 11
bankruptcy protection (Bankr. N.D. Calif. Case No. 10-62728) on
December 13, 2010.  Stephen T. Davies, Esq., at Turner Litigation
Services, serves as the Debtor's bankruptcy counsel.


VILICA LLC: Seeks to Employ Stephen T. Davies as Counsel
--------------------------------------------------------
Vilica, LLC, seeks the authority of the U.S. Bankruptcy Court for
the Northern District of California to employ Stephen T. Davies,
Esq., at Turner Litigation Services, as bankruptcy counsel.

Mr. Davies will be paid an hourly rate of $125.

Mr. Davies discloses in his affidavit that he represents H & H
Capital Management, LLC, and Joshua Hedlund in the defense of
Trinity County case where the plaintiff is the McLean Trust.  He
attests that he does not represent any interest adverse to the
Debtor or its estate.

The Debtor believes that Mr. Davies is a disinterested person
within the meaning of Section 101(14) of the Bankruptcy Code.

The counsel may be reached at:

          Stephen T. Davies, Esq.
          TURNER LITIGATION SERVICES
          P.O.B. 319
          Eureka, CA 95502
          Telephone: (707) 496-9666
          Facsimile: (707) 445-3319
          E-mail: turnerlit@gmail.com

                           About Vilica

Santa Cruz, California-based Vilica, LLC, filed for Chapter 11
bankruptcy protection (Bankr. N.D. Calif. Case No. 10-62728) on
December 13, 2010.


WASHINGTON MUTUAL: Equity Committee Wants Appeal From Settlement
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the official equity committee for Washington Mutual
Inc. is asking the bankruptcy judge in Delaware to allow a direct
appeal to the U.S. Court of Appeals from part of her Jan. 7
opinion denying confirmation of WaMu's Chapter 11 plan.

According to the report, the Equity Committee only intends to
appeal the portion of the opinion by U.S. Bankruptcy Judge Mary F.
Walrath saying she would approve the global settlement
compromising competing claims among WaMu, the Federal Deposit
Insurance Corp. and JPMorgan Chase & Co.  The Equity Committee
wants an immediate appeal given the narrow window of opportunity
to appeal after a reorganization plan is eventually approved and
confirmed.

Mr. Rochelle says that the Equity Committee's request faces
several obstacles.  He notes that an order refusing confirmation
is ordinarily viewed as an interlocutory order; no order -- only
an opinion -- was entered with respect to the global settlement;
and the global settlement may still be revised by the parties in
light of the rejection of the Plan.

                     About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment.  When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  Fred S. Hodera, Esq., at Akin Gump Strauss Hauer &
Fled LLP in New York City and David B. Stratton, Esq., at Pepper
Hamilton LLP in Wilmington, Del., represent the Official Committee
of Unseucred Creditors.  Stephen D. Susman, Esq., at Susman
Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A.,
represent the Equity Committee.  Stacey R. Friedman, Esq., at
Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath &
Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which
acquired WaMu's assets prior to the Petition Date.


WASTE2ENERGY: Fails to Pay $115,000 Under Convertible Debentures
----------------------------------------------------------------
On January 13, 2011, a total of $55,000 of principal amount of the
Company's 12% Senior Convertible Debentures became due.  On
January 15, 2011, $115,000 of principal amount of the Debentures
became due.

The Company did not make the required payment on the Maturity Date
or by the cure period provided by the Debentures and as result an
Event of Default under the Debentures has occurred.  As a result
of the Event of Default, the outstanding principal amount of the
Debentures plus accrued but unpaid interest, liquidated damages
and other amounts owing in respect thereof through the date of the
acceleration shall become at the election of the holder of the
Debenture immediately due and payable in cash at the Mandatory
Default Amount.  Commencing 5 days after the occurrence of any
Event of Default that results in the eventual acceleration of the
Debenture, the interest rate on the Debenture shall accrue at an
interest rate equal to the lesser of 17% per annum or the maximum
rate permitted under applicable law.  As used in the Debentures,
Mandatory Default Amount means the sum of:

   (a) the outstanding principal amount of the Debenture, plus all
       accrued and unpaid interest, divided by the Conversion
       Price of the Debenture on the date the Mandatory Default
       Amount is either (A) demanded or otherwise due or (B) paid
       in full, whichever has a lower Conversion Price, multiplied
       by the VWAP on the date the Mandatory Default Amount is
       either (x) demanded or otherwise due or (y) paid in full,
       whichever has a higher VWAP; and

   (b) all other amounts, costs, expenses and liquidated damages
       due in respect of this Debenture.

Subject to the terms of the Debenture, the VWAP is the most recent
bid price per share of the Common Stock reported in the "Pink
Sheet" published by Pink OTC Markets Inc.

                    About Waste2Energy Holdings

Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets:
WTEZ) -- http://www.waste2energy.com/-- is a "cleantech"
technology company that designs, builds, installs and sells waste
to energy plants that generate "Renewable Green Power" converting
biomass or other solid waste streams traditionally destined for
landfills into clean renewable energy.

The Company's balance sheet at June 30, 2010, showed $3.4 million
in total assets, $11.7 million in total liabilities, and a
stockholders' deficit of $8.3 million.

As reported in the Troubled Company Reporter on July 19, 2010,
Marcum LLP, in New York, expressed substantial doubt the Company's
ability to continue as a going concern, following its results for
the fiscal year ended March 31, 2010.  The independent auditors
noted that the Company has incurred a significant loss from
continuing operations of $11.7 million and used cash of
$5.2 million for continuing operations which resulted in an
accumulated deficit of $30.4 million and a working capital
deficiency of $6.6 million as of March 31, 2010.

                              Default

On October 30, 2010, a total of $87,500 of principal amount of the
Company's 12% Senior Convertible Debentures became due.  On
November 2, 2010, $40,000 of principal amount of the Debentures
became due.  The Company did not make the required payment on the
maturity date or by the cure period provided by the Debentures and
as result an Event of Default under the Debentures has occurred.
As a result of the Event of Default, the outstanding principal
amount of the Debentures plus accrued but unpaid interest,
liquidated damages and other amounts owing in respect thereof
through the date of the acceleration will become at the election
of the holder of the Debenture immediately due and payable in cash
at the Mandatory Default Amount.


XODTEC LED: Notifies Late Filing of November Quarterly Report
-------------------------------------------------------------
Xodtec Led, Inc. informed the Securities and Exchange Commission
on January 18, 2011, that its Quarterly Report on Form 10-Q for
the three months and nine months ended November 30, 2010 cannot be
filed within the prescribed time period because the company
requires additional time for compilation and review to ensure
adequate disclosure of certain information required to be included
in the Form 10-Q.  The Form 10-Q will reflect a restatement of its
financial statements for the three and nine months ended
November 30, 2009.

As originally reported, the Company showed net income of $753,000
on revenue of $11.5 million for the nine months ended November 30,
2009, and net income of $76,000 on revenue of $7.4 million for the
three months ended November 30, 2009.  As restated, the Company
reported a net loss of $1,950,355 on revenue of $739,849 for the
nine months ended November 30, 2009 and a net loss of $732,993 on
revenue of $250,035 for the three months ended November 30, 2009.
The Company's Quarterly Report on Form 10-Q for the three and nine
months ended November 30, 2010 will be filed on or before the
fifth calendar day following the prescribed due date.

                         About Xodtec LED

Headquartered in Jhonghe City, Taiwan, Xodtec LED, Inc. is a
Nevada corporation incorporated on November 29, 2006, under the
name Sparking Events, Inc.  On June 28, 2009, the Company's
corporate name was changed to "Xodtec Group USA, Inc." and on
May 17, 2010, the Company's corporate name was changed to "Xodtec
LED, Inc."

The Company, through its subsidiaries, is engaged in the design,
marketing and selling of advanced lighting solutions which are
designed to use less energy and have a longer life than
traditional incandescent, halogen, fluorescent light sources.  The
Company's wholly-owned subsidiaries, Xodtec Technology Co., Ltd.;
Targetek Technology Co., Ltd.; UP Technology Co., Ltd., are
organized under the laws of the Republic of China (Taiwan).  The
Company also owns a 35% interest in Radiant Sun Development S.A.,
a company organized under the laws of the Independent State of
Samoa.

The Company's balance sheet at August 31, 2010, showed
$1.7 million in total assets, $3.1 million in total liabilities,
and a stockholders' deficit of $1.4 million.


YUCCA GROUP: Court Sets Feb. 15 as Claims Bar Date
--------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has February 15, 2011 as the last date for filing of proofs of
claim.

The Debtor said that it believes fixing a Bar Date of February 15
will enable it to ascertain the scope of the liabilities to be
resolved and incorporate them into a final distribution of assets.

Headquartered in Woodland Hills, California, The Yucca Group, LLC
aka Metro Modern Developers, is a limited liability company which
owns 39 units in a 54-unit luxury condominium complex known as the
"Hollywood"  in Hollywood, California, which constitutes a
significant asset in this estate.  It filed for Chapter 11 on
February 24, 2010 (Bankr. C.D. Calif. Case No. 10-12079).
Friedman Law Group serves as the Debtor's bankruptcy counsel.  In
its petition, the Debtor estimated assets and liabilities both
ranging from $10 million to $50 million.


* Bank Errors Uncovered in Consumer Bankruptcies, Foreclosures
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Capital One Bank is
returning $2.35 million to consumers after collecting erroneous
claims for debts that had been discharged in bankruptcy.  The
report relates that as part of a settlement with the U.S. Trustee
Program, administered by the U.S. Department of Justice, Capital
One Bank agreed to be audited by an independent auditor.

According to the report, the independent auditor person reviewed
700,000 claims on $24.7 million in debts that had previously been
discharged.  In a report, the report notes, the auditor said the
bank collected $2.35 million on 5,100 of the erroneously filed
claims.

Capital One Bank, a unit of Capital One Financial, is also
reimbursing attorneys' fees and costs to consumers and bankruptcy
trustees who filed legal objections to the erroneous claims, the
report discloses.  Each affected consumer will receive a refund in
the amount he or she paid the bank as a result of the erroneous
claims, the report says.

Meanwhile, the report notes, in a separate case involving bank
error, an ongoing internal bank review has found that J.P. Morgan
Chase & Co.


* Mayors of U.S. Cities Promise to Avoid Defaults & Bankruptcy
--------------------------------------------------------------
Lisa Lambert, writing for Reuters, reports that mayors of U.S.
cities still caught in the recession sought to assure the public
and investors in the $2.8 trillion municipal bond market on
Wednesday that they will do everything to avoid defaults and
bankruptcy.

According to Reuters, attendees at the annual meeting of the U.S.
Conference of Mayors in Washington emphasized pension reform as
key to shoring up their finances.

Reuters says cities are still reeling from the recession that
began in 2007, especially because one of their major sources of
income, property taxes, has yet to improve as the housing market
remains weak.  Support from state governments is also shrinking
and the federal economic stimulus plan that gave them a mild boost
is ending.

One area of growing concern is pensions.  Reuters relates many
cities did not put enough into funds to cover promises they made
to retirees and those funds' investments took large hits during
the financial crisis.

Reuters also notes Camden, New Jersey, considered one of the most
dangerous cities in America, on Tuesday moved closer to laying off
nearly half of its police force and other employees to close a
$26.5 million budget gap.

Last spring, former Los Angeles Mayor Richard Riordan said his
city, the second largest in the country, was on track to declare
bankruptcy before 2014.


* Dawn Gideon Joins Huron Consulting a Managing Director
--------------------------------------------------------
Dawn M. Gideon has rejoined Huron Consulting Group as a managing
director in the Restructuring & Turnaround practice focused on the
healthcare industry.

"We expect our Restructuring & Turnaround practice to see
continued activity among multiple industries within the middle
market.  In particular, the healthcare industry is going through
fundamental change from a fiscal and regulatory perspective," said
James H. Roth, chief executive officer, Huron Consulting Group.
"Our clients will benefit from Dawn's expertise and we are pleased
to welcome her back to Huron."

Ms. Gideon has more than 25 years of experience in restructuring
and turnaround, operations management, strategic planning and
transactions at healthcare organizations.  She assists
organizations in the development and execution of turnaround and
restructuring plans within and outside of bankruptcy.  She has
served as both a court-appointed manager and interim chief
executive officer of hospitals and health systems moving through
management transition.  Ms. Gideon rejoins Huron from West Penn
Allegheny Health System where she served as executive vice
president and chief of hospital operations.  Prior to West Penn,
Ms. Gideon was a managing director at Huron and a managing
principal at Transition Management Group, serving in interim
executive roles at hospitals and health systems.

At Huron, she will be focused on healthcare organizational
restructuring, assisting distressed hospital and health system
clients as well as creditor constituencies and other stakeholders
in operational and financial restructuring.

                    About Huron Consulting Group

Huron Consulting Group -- http://huronconsultinggroup.com-- helps
clients in diverse industries improve performance, comply with
complex regulations, reduce costs, recover from distress, leverage
technology, and stimulate growth.  Huron provides services to
financially sound and distressed organizations, including
healthcare organizations, Fortune 500 companies, leading academic
institutions, medium-sized businesses, and the law firms that
represent these various organizations.


* Joseph Callister Joins the Wick Phillips Litigation Team
----------------------------------------------------------
Wick Phillips Gould & Martin, LLP, a full-service business law
firm, disclosed the hire of Joseph Callister as an associate in
the firm's commercial litigation group.

Specializing in complex disputes, Mr. Callister represents clients
in a variety of business and employment related matters.
Utilizing his professional and personal experiences to creatively
resolve client problems in both federal and state courts, he also
participates in arbitrations and other alternative dispute
resolution proceedings.

"Wick Phillips is expanding rapidly as we continue adding top-tier
legal talent to our practice," said Todd Phillips, a founding
partner of the firm.  "Joseph is a strong team player that brings
a high-level of experience to our litigation and employment
groups.  His ability to handle complex cases involving False
Claims, government investigations and antitrust litigation makes
him a valuable addition to our firm."

Licensed to practice in Texas and California, Mr. Callister was an
associate in the Dallas office of Gibson, Dunn & Crutcher, and
clerked for Judge Robert C. Jones of the United States District
Court for the District of Nevada before his affiliation with Wick
Phillips.

In addition to his commercial casework, Mr. Callister provides pro
bono services to local families in adoption proceedings throughout
the Dallas-Fort Worth metroplex.

"The growth of the Wick Phillips team is a testament to the fine
legal work this dedicated group of attorneys continues to deliver
on behalf of their clients," said Callister.  "With an established
reputation for practicing law with a purpose, everyone at Wick
Phillips treats clients as partners in order to provide the
highest quality representation and service."

Mr. Callister received a J.D. from University of Chicago Law
School, and a B.A. from Brigham Young University.

              About Wick Phillips Gould & Martin

Serving the legal needs of businesses in a broad range of
industries, Wick Phillips practices law with purpose. Specialty
areas include commercial litigation, bankruptcy, creditor's
rights, civil appeals, corporate, corporate advisory, labor and
employment, and securities.


* BOOK REVIEW: Learning Leadership - The Abuse of Power in
  Organizations
----------------------------------------------------------
Author: Abraham Zaleznik
Publisher: Beard Books
Hardcover: 548 pages
Listprice: $34.95

Review by Henry Berry

The lesson in Learning Leadership - The Abuse of Power in
Organizations is to "use power so that substance leads process."
This is done, says the author, by keeping the "content of work at
the center of communication."

The premise of this intriguing book is that many managers,
executives, and other business leaders allow "forms of
communication [to become] the center of work."  As a result,
misguided and counterproductive leadership and management
practices have settled into many organizations.  A culprit is the
popular "how-to" leadership manuals that offer simple, superficial
principles that only skim the surface of leadership.  Mr. Zaleznik
argues that the primary way to get work done is to put aside
personal agendas and deal directly with those who are involved in
the work.

With this emphasis on substance over process, the concept of
leadership lies not in techniques, but personal qualities.  The
essential personal qualities of leadership are captured by the
"three C's" of competence, character, and compassion.  The author
then delves more deeply into each of these C's.  We learn, for
example, that the three C's are not learned skills.  Competence
entails "building one's power base on talent."

Character and compassion are the two other qualities of a leader
that must be present before there is any talk about methods of
operation, lines of communication, definition of goals, structure
of a team, and the like.  There is more to character that the
common definition of the "quality of the person."  Character also
embraces, says the author, the "code of ethics that prevents the
corruption of power."  Compassion is defined as a "commitment to
use power for the benefit of others, where greed has no place."
This concept of a good leader is not idealized or unrealistic.  It
takes into account human nature and the troubling behavior of many
leaders.  Of course, any position of leadership brings with it
temptations and the potential to abuse power.  Effective leaders
are those who "take responsibility for [their] own neurotic
proclivities," says the author.  They do this out of a sense of
the true purpose of leadership, which is communal benefit.  The
power holder will "avoid the treacheries of an unreasonable sense
of guilt, while recognizing the omnipresence of unconscious
motivation."

Mr. Zaleznik's definition of the essentials of leadership comes
from his study of notable (and sometime notorious) leaders.  Some
tales are cautionary.  The Fashion Shoe Company illustrates the
problems that can occur when a leader allows action to overcome
thought.  The Brandon Corporation illustrates the opposite
leadership failing -- allowing thought to inhibit action.  Taken
together, the two examples suggest that balance is needed for good
leadership.  Andrew Carnegie exemplifies the struggle between
charisma and guilt that affects some leaders.  Frederick Winslow
Taylor is seen by the author as an obsessed leader.  From his
behavior in the Sicilian campaign in World War II, General Patton
is characterized as a leader who violated the code binding leaders
and those they lead.

With his training in psychoanalysis and his experience in the
business field, Mr. Zaleznik's leadership dissections and
discussions are instructive.  The reader will find Learning
Leadership - The Abuse of Power in Organizations to be an engaging
text on the human qualities and frailties of leaders.

Abraham Zaleznik is emeritus Konosuke Matsushita Professor of
Leadership at the Harvard Business School.  He is also a certified
psychoanalyst.

                           *********

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.  Jhonas Dampog, 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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