TCR_Public/110131.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, January 31, 2011, Vol. 15, No. 30

                            Headlines

A&A INC: Case Summary & 7 Largest Unsecured Creditors
ABITIBIBOWATER INC: BCFC Chapter 11 Case to Be Dismissed
AMBRILIA BIOPHARMA: Won't Object to TSX Delisting
AMERICAN AXLE: Eagle Asset Discloses 6.75% Equity Stake
AMERICANWEST BANCORP: January 31 Set as Proofs of Claim Deadline

ANGIOTECH PHARMACEUTICALS: Files Under CCAA to Cut Debt by $250MM
ANGIOTECH PHARMACEUTICALS: Ends QSR Merger Fight for $6 Million
ARETE HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
ARLIE & COMPANY: Fulfills $600,000 Donation to City of Eugene
AVISTAR COMMUNICATIONS: Incurs $1.88-Mil. Net Loss in 4th Quarter

AXCAN INTERMEDIATE: S&P Lowers Corporate Credit Rating to 'B+'
AXCAN INTERMEDIATE: Moody's Puts 'B1' Rating on New $225MM Loan
BANK OF AMERICA: Fitch Raises Individual Rating to 'B/C' From 'C'
BAYVIEW HOLDINGS: March 3 Telephonic Hearing on Plan Outline Set
BENEFICIAL SERVICES: Case Summary & 20 Largest Unsecured Creditors

BERNARD L MADOFF: Wilpons May Sell Up to 25% of Mets Due to Suit
BILTMORE INVESTMENTS: Case Summary & 6 Largest Unsecured Creditors
BMB MUNAI: Enters Deal to Extend Noteholders' Redemption Rights
BONDS.COM GROUP: Deadline to Raise $8-Mil. on January 29
BORDERS GROUP: To Delay January Payments to Vendors, Landlords

BORDERS GROUP: Woes Akin to Circuit City; Liquidation Seen
CANAL CAPITAL: Reports $10,505 Profit in Fiscal 2010
CARDIMA INC: PY Acquisition Offers $650,000 for Assets
CARIBBEAN PETROLEUM: Que Pasa En El Mundo De Los Avisos?
CASELLA WASTE: Moody's Rates Planned $200MM Sub. Notes at 'Caa1'

CB HOLDING: Liquor License in New Jersey Draws $280,000 Bid
CHINA DU: Restates 2009 Financial Statements to Correct Errors
CINRAM INT'L: S&P Cuts Ratings to 'CC' on Distressed Offer
CIRCLE ENTERTAINMENT: Amends 2009 Annual Report
CITIBANK SD: Moody's Hikes Unsupp. Fin'l Strength Rating to 'D+'

CITIGROUP INC: Fitch Upgrades Individual Rating to 'B/C'
CLAIRE'S STORES: Bank Debt Trades at 5% Off in Secondary Market
CLEAR CHANNEL: Bank Debt Trades at 10% Off in Secondary Market
C.N. FRIENDS: Case Summary & 6 Largest Unsecured Creditors
COMMUNITY CENTRAL: Signs No-Dividends Agreement with Chicago Fed

CONSTAR INT'L: Projects $16.3 Million Operating Cash Flow
CORUS ENTERTAINMENT: S&P Raises Corporate Rating to 'BB+'
COYOTES HOCKEY: Hulsizer Deal Hangs on Sale of $100 Mil. Bonds
CPG INT'L: Moody's Rates $50-Mil. 2nd Lien Loan at 'Caa1'
CPG INT'L: S&P Raises Rating to 'B' on Debt Refinancing

CUMULUS MEDIA: Bank Debt Trades at 4% Off in Secondary Market
CUTESY SHOES: Case Summary & 20 Largest Unsecured Creditors
DB VANCOUVER: Case Summary & 5 Largest Unsecured Creditors
DBSI INC: Debtor-by-Debtor Insolvency Allegations Unnecessary

DECANIO BUILDERS: Case Summary & 20 Largest Unsecured Creditors
DEEP DOWN: CFO G. Mayeux Resigns; E. Butler Named Replacement
DEWITT REHABILITATION: Case Summary & Creditors List
DEX MEDIA EAST: Bank Debt Trades at 20% Off in Secondary Market
DEX MEDIA WEST: Bank Debt Trades at 7% Off in Secondary Market

DIAMOND RANCH: Replaces M & K with Robison Hill as Indep. Auditors
DYNEGY INC: Seneca Pre-Emptively Rejects $6 Per Share Offer
DYNEGY HOLDINGS: Rejects Seneca's Request to Waive Poison Pill
DYNEGY HOLDINGS: Receives No Alternative Acquisition Proposal
DYNEGY INC: Seneca Amends Anti-Blackstone & Icahn Proposals

EAST 167TH: Case Summary & 10 Largest Unsecured Creditors
EASTERN LIVESTOCK: FBI Seizes $4.7 Million in Bank Accounts
EASTMAN KODAK: Cash Balance Drops to $1.6 Billion at Dec. 31
EASTMAN KODAK: S&P Puts 'B-' Rating on CreditWatch Negative
EASTMAN KODAK: ITC Finds Patent Claims vs. Apple and RIM Invalid

ENERGYCONNECT GROUP: Compensation Committee OKs Incentive Plan
EVERGREEN STATE: Bank Closed; McFarland Assumes Deposits
ENERJEX RESOURCES: Board OKs Fiscal Year End Change to Dec. 31
FAIRPOINT COMMS: Bank Debt Trades at 28% Off in Secondary Market
FANNIE MAE: Seeks to Lower Treasury Dividend on Preferred Stock

FANNIE MAE: To Sell 3-Year Benchmark Notes Due Feb. 2014
FENTURA FINANCIAL: Amends Sales Pact, Hikes ALLL to $2.2MM
FGIC CORP: Plan Filing Exclusivity Extended Until April 1
FIRST COMMUNITY BANK: Closed; U.S. Bank NA Assumes All Deposits
FIRST SECURITY: Incurs $11.33 Million Net Loss in Q4 2010

FIRST STATE CAMARGO: Bank 7 to Assume All of Deposits
FIRSTIER BANK: Closed; FDIC Forms Deposit Insurance National Bank
FKF MADISON: Creditors Join Firm in Call for Bankruptcy Trustee
FN BUILDING: Files for Chapter 11 in New York
FN BUILDING: Case Summary & 20 Largest Unsecured Creditors

FOUNTAIN SQUARE: Court Confirms Tampa FS' Ch. 11 Plan for Debtor
FRANK GOMES DAIRY: Motion to Dismiss Case Filed by Two Creditors
FRASER PAPERS: Files Amended CCAA Restructuring Plan
FREDERIKSEN DEVELOPMENT: Case Summary & 2 Largest Unsec. Creditors
FREDDIE MAC: Seeks to Lower Treasury Dividend on Preferred Stock

FREDDIE MAC: Reports December 2010 Volume Summary
GARTEL CORP.: Involuntary Chapter 11 Case Summary
GAS CITY: Unsecured Creditors Look to Probe Firm, Lenders
GENERAL MOTORS: Treasury to Sell Remaining Stake in Two Years
GLOBAL CROSSING: Iridian Asset No Longer Over-5% Owner

GLOBAL CROSSING: 2011 Long-Term Incentive Plan Approved
GOLD STANDARD: Files Amended Form 10-Q for Sept. 30 Quarter
GREAT ATLANTIC: $260MM 2nd Lien Recovery Rating Revised to '2'
GREEN AGE: Case Summary & 20 Largest Unsecured Creditors
GREENWOOD ESTATES: Can Continue Using Cash Collateral Until Feb. 8

GREENWOOD ESTATES: Plan Outline Filed; Will Not Liquidate Assets
GUITAR CENTER: Bank Debt Trades at 4% Off in Secondary Market
GULF FLEET: Hearing on Adequacy of Disclosure Statement on Feb. 8
HAMBONE DOG: Court Approves Settlement With Crescent State Bank
HANMI FINANCIAL: Posts $88.01 Million Net Loss in 2010

HAWKER BEECHCRAFT: Bank Debt Trades at 11% Off in Secondary Market
HAWKER BEECHCRAFT: Sidney Anderson Resigns as CFO
HERBST GAMING: Moody's Assigns 'B2' Corporate on High Leverage
HERCULES OFFSHORE: Bank Debt Trades at 3% Off in Secondary Market
HERCULES OFFSHORE: Invests $10 Million in Discovery Offshore

HERTZ CORP: Fitch Places 'BB-' Rating on $500 Million Sr. Notes
HOVNANIAN ENTERPRISES: Amends Annual Report to Reclassify Assets
HOVNANIAN ENTERPRISES: Amends Form S-3 for $500-Mil. Offering
HUBBARD PROPERTIES: Case Summary & 20 Largest Unsecured Creditors
INFOLOGIX INC: Files Form 15 as Stanley Now Owns 100% of the Stock

INNKEEPERS USA: Plan Filing Exclusivity Extended Until March 29
INOVA TECHNOLOGY: J. Mandelbaum Resigns from Board of Directors
INSIGHT HEALTH: Court Approves Prepack Reorganization Plan
INVACARE CORP: S&P Withdraws 'BB' Corporate Credit Rating
INVENTIV HEALTH: Acquisitions Won't Change Moody's 'B2' Rating

JAMES SULLIVAN: Debtor's Residence Was Never Pledged to Lender
JEFFERSON COUNTY: To Meet with PwC and A&M for Turnaround Firm
JETBLUE AIRWAYS: Provides Financial Outlook for 2011
JETBLUE AIRWAYS: Reports $97 Million of Net Income for 2010
J.M. CAPITAL: Case Summary & Unsecured Creditor

KALISPEL TRIBAL: S&P Puts 'B+' Rating on $210MM Credit Facilities
KATTASH MEDICAL: Case Summary & 10 Largest Unsecured Creditors
KELLEY & FERRARO: Case Summary & 20 Largest Unsecured Creditors
LAS VEGAS EQUITIES: Case Summary & 3 Largest Unsecured Creditors
LIBBEY INC: All $400-Mil. Sr. Sec. Notes Tendered for Exchange

LINCOLN HOLDINGS: S&P Ups Rating From 'B' on Acquisition by SKF
LIONS GATE: S&P Removes 'B-' Corporate Rating From CreditWatch
LOEHMANN'S HOLDINGS: Michigan Objects to Chapter 11 Plan
MAGIC BRANDS: Luby's Cut Off Franchisee's Access to Supplies
MASSEY ENERGY: Agrees to $8.5 Billion Merger With Alpha Natural

MCCABE'S GRANT: Case Summary & 2 Largest Unsecured Creditors
MEDIMPACT HOLDINGS: Moody's Assigns 'Caa2' to Sr. Sec. Notes
MERUELO MADDUX: Chairman's Mom Bought Bank Loan, Shareholders Say
METRO-GOLDWYN-MAYER: Debt Trades at 57% Off in Secondary Market
MOHEGAN TRIBAL: Reports $12.48 Net Income in Q1 Ended Dec. 31

MONARCH PHILADELPHIA: Case Summary & 9 Largest Unsecured Creditors
NAVISTAR INTERNATIONAL: Expects $388MM to $466MM Profit in 2011
NEOMEDIA TECHNOLOGIES: David Gonzalez Has 7.2% Equity Stake
NEOMEDIA TECHNOLOGIES: Gerald Eicke Holds 10.8% Equity Stake
NEW LEAF: Inks Pact to Sell $1.21MM in Pref. Stock and Warrants

NNN 2003: Completes Sale of Four Resource Square for $21.97-Mil.
NORD RESOURCES: Uploads CFO Employment Agreement
NORTHERN 120: Initial Hearing on Plan Confirmation Set for Feb. 1
NORVERGENCE INC: Target Defendant's Defamation Claim Fails
NY STATE DORMITORY: Fitch Ups Rating on $130.5MM Bonds to 'BB+'

ORGANICA BIOTECH: Case Summary & 10 Largest Unsecured Creditors
ORLEANS HOMEBUILDERS: Files Suit Against Westampton
OSAGE EXPLORATION: Issues $500,000 Secured Note Due May 2011
PAN AM LAND: Involuntary Chapter 11 Case Summary
PENINSULA GAMING: Cut by Moody's to 'B2' on Debt for Project

PRM SMITH: Files List of 20 Largest Unsecured Creditors
PRM SMITH: Section 341(a) Meeting Scheduled for Feb. 22
RADIENT PHARMACEUTICALS: Set to Disclose Spin-Off Transactions
REVEL ATLANTIC: S&P Assigns Preliminary 'B-' Corporate Rating
SAVE OUR SPRINGS: 5th Circuit Still Strict on Class Classification

SAVVIDIS REALTY: Case Summary & 3 Largest Unsecured Creditors
SINCLAIR BROADCAST: Time Warner Talks Continue
SINCLAIR BROADCAST: Has Multi-Year Deal With Bright House
SINCLAIR BROADCAST: To Report Q4 2010 Results on February 9
TCS SYSTEMS: Case Summary & 12 Largest Unsecured Creditors

TWCC HOLDING: Moody's Puts Ba3 Rating on Proposed $1.6BB Term Loan
URANUS DEVELOPMENT: Case Summary & 13 Largest Unsecured Creditors
YMCA OF MCHENRY: Case Summary & 20 Largest Unsecured Creditors
ZAMIR EQUITIES: HFZ Capital Acquires Defaulted Setai Condo Loan

* Professional Services Most Profitable in 2010
* William Hill Retiring From North Dakota Bankruptcy Court

* S&P: 2010 U.S. Corp. Default Rate Falls Below Forecast
* 4 More Banks Shuttered; Year's Failures Now 11

* Weiland Golden Names Kyra Andrassy & Reem Bello as Partners

* BOND PRICING -- For Week From Jan. 24 to 28, 2011

                            *********

A&A INC: Case Summary & 7 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: A&A, Inc.
        5145 Rogers Street, Suite C
        Las Vegas, NV 89118

Bankruptcy Case No.: 11-11017

Chapter 11 Petition Date: January 25, 2011

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce A. Markell

Debtor's Counsel: Richard McKnight, Esq.
                  LAW OFFICES OF RICHARD MCKNIGHT, P.C.
                  330 S. Third St. #900
                  Las Vegas, NV 89101
                  Tel: (702) 388-7185
                  Fax: (702) 388-0108
                  E-mail: rmcknight@lawlasvegas.com

Estimated Assets: $0 to $50,000

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

A list of the Company's seven largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb11-11017.pdf

The petition was signed by Andre Marius Rochat, president.


ABITIBIBOWATER INC: BCFC Chapter 11 Case to Be Dismissed
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that reorganized newsprint maker AbitibiBowater Inc. filed
a motion to dismiss the Chapter 11 case of subsidiary Bowater
Canada Finance Corp.  Although affiliates implemented their U.S.
and Canadian reorganizations in December, the BCFC affiliate was
dropped out because creditors of the subsidiary voted down the
plan.  It was agreed at the time with BCFC noteholders that the
subsidiary's U.S. Chapter 11 case would be dismissed, as would the
arrangement proceeding in Canada.  Since then, BCFC has been
assigned into a proceeding under Canada's Bankruptcy Insolvency
Act, in which the creditors' representative will continue pursuing
claims against affiliates.  The BCFC noteholders turned down the
Abitibi plan, believing they would have a larger recovery pursing
claims through litigation.

Bloomberg News notes BCFC is an unlimited limited liability
company under Canadian law.  Unlike ordinary corporations, where
owners have no liability for company debt, the shareholders of an
unlimited limited liability company are liable for all the company
debt.  In addition to their claims on the notes, the noteholders
could make a separate claim based on BCFC's status as an unlimited
limited liability company.

Bloomberg News recounts that a bankruptcy judge last month
unsealed a September report from BCFC's special adviser looking
into whether BCFC should pursue claims against affiliates and
their officers and directors.  The adviser concluded that claims
shouldn't be pursued against officers and directors.  The adviser
also recommended against suit for misuse of proceeds of the BCFC
notes.

                   About AbitibiBowater Inc.

AbitibiBowater Inc. -- http://www.abitibibowater.com/-- owns or
operates 18 pulp and paper mills and 24 wood products facilities
located in the United States, Canada and South Korea.  Marketing
its products in more than 70 countries, AbitibiBowater is also
among the largest recyclers of old newspapers and magazines in
North America, and has third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade under the stock symbol ABH on both
the New York Stock Exchange and the Toronto Stock Exchange.

The Company and several of its affiliates filed for protection
under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009
(Bankr. D. Del. Lead Case No. 09-11296).  The Company and its
Canadian affiliates commenced parallel restructuring proceedings
under the Companies' Creditors Arrangement Act before the Quebec
Superior Court Commercial Division the next day.  Alex F. Morrison
at Ernst & Young, Inc., was appointed CCAA monitor.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, served as the
Debtors' U.S. bankruptcy counsel.  Stikeman Elliot LLP, acted as
the Debtors' CCAA counsel.  Young, Conaway, Stargatt & Taylor, in
Wilmington, Delaware, served as the Debtors' co-counsel, while
Troutman Sanders LLP in New York, served as the Debtors' conflicts
counsel in the Chapter 11 proceedings.  The Debtors' financial
advisors were Advisory Services LP, and their noticing and claims
agent was Epiq Bankruptcy Solutions LLC.  The CCAA Monitor's
counsel was Thornton, Grout & Finnigan LLP, in Toronto, Ontario.

Luc A. Despins, Esq., at Paul, Hastings, Janofsky & Walker LLP, in
New York, served as counsel to the Official Committee of Unsecured
Creditors.  Jamie L. Edmonson, Esq., GianClaudio Finizio, Esq.,
and Daniel A. O'Brien, Esq., at Bayard, P.A., in Wilmington,
Delaware, served as local counsel to the Creditors Committee.

Abitibi-Consolidated Inc. and various Canadian subsidiaries filed
for protection under Chapter 15 of the U.S. Bankruptcy Code on
April 17, 2009 (Bankr. D. Del. 09-11348).  Pauline K. Morgan,
Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt &
Taylor, in Wilmington, represented the Chapter 15 Debtors.

U.S. Bankruptcy Judge Kevin Carey handled the Chapter 11 cases of
AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15
case of ACI, et al.

The U.S. Bankruptcy Court issued an opinion confirming
AbitibiBowater's chapter 11 plan of reorganization on November 22,
2010.  The Debtors also obtained approval of their reorganization
plan under the Canadian Companies' Creditors Arrangement Act.
AbitibiBowater emerged from bankruptcy on December 9, 2010.


AMBRILIA BIOPHARMA: Won't Object to TSX Delisting
-------------------------------------------------
Ambrilia Biopharma Inc. has consented to a request from the
Toronto Stock Exchange that the Company confirms that it will not
object to the application by the TSX of its delisting procedures
to the Ambrilia common shares which are currently traded on the
TSX.  At the Company's request, the TSX agreed to allow the shares
to trade for forty eight hour before suspending trading.

Ambrilia has been operating under the protection of the Companies'
Creditors Arrangement Act (Canada) since July 31, 2009.  This
protection is currently in force until April 29, 2011.  Ambrilia
has been providing bi-weekly Default Status Reports under National
Policy 12-203 - Cease Trade Orders for Continuous Disclosure
Defaults since the month of August 2009.

Any recovery for creditors and other stakeholders, including
shareholders, is uncertain and is highly dependent upon a number
of factors, including the outcome of Ambrilia's proceedings under
the CCAA and there is no assurance that its creditors and other
stakeholders, including shareholders, will recover their claim or
investment.

                  About Ambrilia Biopharma

Ambrilia Biopharma Inc. (CA:AMB 0.03, -0.04, -57.14%) --
http://www.ambrilia.com/-- is a biotechnology company focused on
the discovery and development of novel treatments for viral
diseases and cancer.  The Company's strategy aims to capitalize on
its broad portfolio and original expertise in virology.
Ambrilia's product portfolio is comprised of oncology and
antiviral assets, including two new formulations of existing
peptides for cancer treatment, a targeted delivery technology for
cancer, an HIV protease inhibitor program as well as HIV integrase
and entry inhibitors, Hepatitis C virus inhibitors and anti-
Influenza A compounds.  Ambrilia's head office is located in
Montreal.

The Company is currently subject to court protection under the
CCAA.


AMERICAN AXLE: Eagle Asset Discloses 6.75% Equity Stake
-------------------------------------------------------
In a Schedule 13G filing with the Securities and Exchange
Commission on January 27, 2011, Eagle Asset Management, Inc.,
disclosed that it beneficially owns 4,817,674 shares of common
stock of American Axle & Manufacturing Holdings, Inc.  The shares
held by Eagle Asset represent 6.75% of the total shares
outstanding.  As of October 27, 2010, the number of shares of the
Company's common stock, par value $0.01 per share, outstanding was
71,382,344 shares.

                        About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  AXL has financial support from GM, its
largest customer which accounted for 78% of sales in 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$2.07 billion in total assets, $2.54 billion in total liabilities,
and a stockholders' deficit of $469.1 million.

                           *     *     *

In September 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on American Axle & Manufacturing Holdings
to 'B+' from 'B-'.  The outlook is stable.  "The upgrade reflects
S&P's opinion that American Axle's credit measures will improve
further in 2011 under the gradual recovery in North American auto
demand, and that the company's gross margins will expand more than
S&P previously expected," said Standard & Poor's credit analyst
Larry Orlowski.  The company's second-quarter results improved
significantly over those of 2009.   Revenue was $559.6 million,
more than twice as much as second-quarter sales a year ago,
reflecting improving light-vehicle demand and extended shutdowns
of GM and Chrysler in 2009.

In August 2010, Moody's Investors Service raised American Axle's
Corporate Family Rating and Probability of Default Rating to 'B2'
from 'Caa1'.  The raising of American Axle's CFR rating to B2
reflects the company's improved operating performance over the
past two quarters and Moody's belief that this improvement will be
sustained over the intermediate term, supported by stable
automotive vehicle production in North America and cost structure
improvements completed by the company in 2009.  These conditions
no longer support the default risk indicated by the Caa rating.


AMERICANWEST BANCORP: January 31 Set as Proofs of Claim Deadline
----------------------------------------------------------------
The Hon. Patricia C. Williams of the U.S. Bankruptcy Court for the
Eastern District Of Washington set January 31, 2011, at 4:30 p.m.,
(prevailing Pacific Time) as the last day for any individual or
entity to file proofs of claim against AmericanWest
Bancorporation.

The Court also set April 27, at 4:30 p.m., as claims bar date for
all governmental units.

                 About AmericanWest Bancorporation

Headquartered in Spokane, Washington, AmericanWest Bancorporation
(OTC BB: AWBC) -- http://www.awbank.net/-- is a bank holding
company whose principal subsidiary is AmericanWest Bank, which
includes Far West Bank in Utah operating as an integrated division
of AmericanWest Bank.  AmericanWest Bank is a community bank with
58 financial centers located in Washington, Northern Idaho and
Utah.

AmericanWest Bancorporation filed for Chapter 11 protection on
Oct. 28, 2010 (Bankr. E.D. Wash. Case No. 10-06097).  The banking
subsidiary was not including in the Chapter 11 filing.

Christopher M. Alston, Esq., and Dillon E. Jackson, Esq., at
Foster Pepper Shefelman PLLC, in Seattle, Washington, serve as
bankruptcy counsel.  G. Larry Engel, Esq., at Morrison & Foerster
LLP, also serve as counsel.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million in its Chapter 11 petition.
AmericanWest Bancorporation's estimates exclude its banking unit's
assets and debts.  In its latest Form 10-Q filed with the
Securities and Exchange Commission, AmericanWest Bancorporation
reported consolidated assets -- including its bank unit's -- of
$1.536 billion and consolidated debts of $1.538 billion as of
Sept. 30, 2010.


ANGIOTECH PHARMACEUTICALS: Files Under CCAA to Cut Debt by $250MM
-----------------------------------------------------------------
Angiotech Pharmaceuticals, Inc., announced that its Board of
Directors has authorized the Company and certain of its
subsidiaries to voluntarily file under the Companies' Creditors
Arrangement Act in order to continue implementation of its
previously announced recapitalization transaction.  The proposed
recapitalization transaction is expected to conclude with the
elimination of Angiotech's $250 million 7.75% Senior Subordinated
Notes and obligations related thereto, thereby substantially
improving the Company's liquidity, credit ratios and financial
position.

"After concluding many months of deliberations with various
parties, we have elected to pursue the completion of our proposed
recapitalization transaction through a CCAA proceeding, a possible
path we originally described in our October 2010 press release,"
said Dr. William Hunter, President and CEO of Angiotech.  "We
believe that this approach will best facilitate the expedient
conclusion of our proposed recapitalization, and thereby allow us
to achieve the improvements to our liquidity and capital structure
that will be necessary to pursue our business goals."

"During this process we expect our business operations to continue
substantially as usual, as has been the case since our original
announcement of the proposed recapitalization in October of 2010,"
said Thomas Bailey, Chief Financial Officer of Angiotech.
"Importantly, Wells Fargo Capital Finance has agreed in principle
to provide interim financing over the course of our proceedings to
facilitate the Company's ordinary course business activities."

As part of this process, Angiotech has reached an agreement (the
"Fourth Amendment") with the holders of a majority of the
outstanding Subordinated Notes to amend certain provisions
contained in the previously announced Recapitalization Support
Agreement dated October 29, 2010 and amended on November 29, 2010,
December 15, 2010 and January 11, 2011.

As summarized in the previously filed Support Agreement dated
October 29, 2010, the Consenting Noteholders have agreed to
exchange their Subordinated Notes for common stock in the Company.
Qualifying holders of the Subordinated Notes participating in the
Recapitalization Transaction would receive their pro rata
share of up to 96% of the common stock of Angiotech issued and
outstanding following the completion of the Recapitalization
Transaction, subject to potential dilution.  The Fourth
Amendment amends certain provisions of the Support Agreement
relating to the implementation of the Recapitalization Transaction
pursuant to a plan of compromise or arrangement under the
CCAA and the terms thereof.  Concurrent with the execution of the
Fourth Amendment, the Consenting Noteholders provided their
written consent enabling the Company to pursue the
Recapitalization Transaction by way of a plan of compromise or
arrangement under the CCAA.

Pursuant to the terms of the Support Agreement, any plan of
compromise or arrangement under the CCAA that is approved in
connection with the Recapitalization Transaction will include the
cancellation of all of the Company's existing shares and options
without any payment or compensation to existing shareholders or
option holders.  In addition, Angiotech and U.S. Bank National
Association, as successor trustee under the indenture governing
the Subordinated Notes, dated as of March 23, 2006, at the
direction of a majority of the Noteholders, have executed a
supplement to the Subordinated Note Indenture.  The Supplemental
Indenture extends the grace period applicable to interest payments
due on the Subordinated Notes from 120 days to 211 days before an
event of default occurs.  The Subordinated Note Indenture was
previously amended on October 29, 2010, November 29, 2010 and
December 21, 2010 to extend this grace period to 60 days, 90 days
and 120 days, respectively.

The proposed Recapitalization Transaction is supported by
Noteholders representing over 84% of the aggregate principal
amount of outstanding Subordinated Notes. The Angiotech Entities
are currently negotiating the terms of a plan of compromise or
arrangement in respect of the Noteholders' claims and the claims
of certain other creditors, which Plan will be filed with the
Court.

The Angiotech Entities believe that the implementation of the
Recapitalization Transaction through the Plan under Court
supervision represents the best alternative for the long-term
interests of the Angiotech Entities, their suppliers, customers
and other stakeholders.  The Recapitalization Transaction will
address the Angiotech Entities' current debt level, preserve jobs
and preserve the Angiotech Entities' business as a going concern.
Protection under the CCAA will provide the Angiotech Entities with
the time and stability needed to implement a controlled financial
restructuring and ensure they continue as stronger businesses with
a materially improved financial outlook.

The Angiotech Entities' operations are expected to continue as
usual during the recapitalization process, and obligations to
employees and suppliers of goods and services will continue to be
met in ordinary course.  Angiotech management remains responsible
for the day-to-day operations of the Angiotech Entities.  The
Company also announced that Wells Fargo Capital Finance LLC has
agreed in principle to provide debtor-in-possession financing to
Angiotech, which is expected to provide the Company up to
approximately $25 million of available capital during the CCAA
proceedings.  The Company's operating revenue combined with the
proposed DIP financing are expected to provide sufficient
liquidity to meet ongoing obligations and ensure that normal
operations continue without interruption while the
Recapitalization Transaction is implemented.

The Plan must be approved by a majority in number of the affected
creditors (including Noteholders) and two-thirds in amount of
their claims.  As noted, pursuant to the Support Agreement,
Noteholders representing over 84% of the aggregate principal
amount of outstanding Subordinated Notes have agreed to vote in
favour of the Plan.  The support of the Consenting Noteholders for
the proposed Recapitalization Transaction and implementation of
the Plan is subject to the satisfaction of a number of conditions
and the Support Agreement may be terminated in certain events.

The CCAA filing applies to Angiotech, 0741693 B.C. Ltd., Angiotech
International Holdings, Corp., Angiotech Pharmaceuticals (US),
Inc., American Medical Instruments Holdings, Inc., NeuColl, Inc.,
Angiotech BioCoatings Corp., Afmedica, Inc., Quill Medical, Inc.,
Angiotech America, Inc., Angiotech Florida Holdings, Inc., B.G.
Sulzle, Inc., Surgical Specialties Corporation, Angiotech
Delaware, Inc., Medical Device Technologies, Inc., Manan Medical
Products, Inc. and Surgical Specialties Puerto Rico, Inc.
Concurrently with the execution of the Fourth Amendment, the
Company entered into an agreement of a majority of the Company's
existing Senior Floating Rate Notes due 2013 to extend to
February 7, 2011 the date by which Angiotech must commence the
exchange offer outlined in the previously announced Floating Rate
Note Support Agreement dated October 29, 2010 and
amended on November 29, 2010, December 15, 2010 and January 11,
2011.

Under the terms of the FRN Support Agreement, Angiotech will offer
to exchange Existing Floating Rate Notes for new floating rate
notes.  The exchange offer will be open to all qualifying holders
of the Existing Floating Rate Notes.  The New Floating Rate Notes
will be secured by a second lien over the assets and property of
the Company and certain of its subsidiaries and will otherwise be
issued on substantially the same terms and conditions as the
Existing Floating Rate Notes other than amendments to certain
covenants in respect of the incurrence of additional indebtedness,
liens and change of control.


                    CCAA Initial Order Obtained

Angiotech Pharmaceuticals and certain of its subsidiaries have
voluntarily commenced proceedings under the CCAA in order to
continue implementation of its previously announced
recapitalization transaction, having obtained an Initial Order
from the Supreme Court of British Columbia January 28.

                        TSX Reviewing Listing

Angiotech also received January 28 a notice from the Toronto Stock
Exchange (the "TSX") stating that the TSX is reviewing the
eligibility for continued listing on TSX of the Company's
securities pursuant to Part VII of The Toronto Stock Exchange
Company Manual.  Specifically, the TSX is reviewing the Company
with respect to the continued listing requirements relating to
insolvency or bankruptcy proceedings (s.708) and financial
condition and/or operating results (s. 709, 710(a)(i)).  In
addition, the Angiotech's securities have been suspended from
trading on the TSX until further notice from the TSX.

                   About Angiotech Pharmaceuticals

Based in Vancouver, British Columbia, in Canada, Angiotech
Pharmaceuticals, Inc. (TSX: ANP) -- http://www.angiotech.com/--
is a global specialty pharmaceutical and medical device company.
Angiotech discovers, develops and markets innovative treatment
solutions for diseases or complications associated with medical
device implants, surgical interventions and acute injury.

The Company's balance sheet at Sept. 30, 2010, showed
US$326.80 million in total assets, US$60.30 million in current
liabilities, and US$622.16 million in non-current liabilities and
a stockholders' deficit of US$355.67 million.

In early December 2010, Angiotech said it has reached an agreement
with the holders of 76% of its 7.75% Senior Subordinated Notes to
extend certain deadlines outlined in their Recapitalization
Support Agreement dated October 29, 2010.  Seventy-three%
of the holders of the Subordinated Notes executed the Initial
Support Agreement and presently, 85% of the holders of the
Subordinated Notes have consented to the Initial Support
Agreement. On November 29, 2010, Angiotech and the Trustee, at the
direction of a majority of the holders of its Subordinated Notes,
extended the grace period applicable to interest payments due on
the Subordinated Notes before an event of default occurs, with
such grace period applicable to the $9.7 million semi-annual
interest payment that was due on the Subordinated Notes on
October 1, 2010 extended until December 30, 2010.

In November 2010, Moody's Investors Service downgraded the
probability of default rating of Angiotech to Ca/LD from Ca and
affirmed the Corporate Family Rating at Ca.  The company's other
existing debt ratings were affirmed.  The outlook is developing.

The assignment of the Ca/LD is the conclusion of the 30-day grace
period in which the company missed the original interest payment
of $9.7 million on its 7.75%, $250 million senior subordinated
notes due Oct. 1, 2010.  Moody's treats the failure to meet the
original contractual terms as a limited default.


ANGIOTECH PHARMACEUTICALS: Ends QSR Merger Fight for $6 Million
---------------------------------------------------------------
Angiotech Pharmaceuticals, Inc., in its press release announcing
its voluntarily filing under the Companies' Creditors Arrangement
Act also announced that on January 27, 2011 it reached an
agreement with QSR Holdings, Inc., as the representative for the
former stockholders of Quill Medical, Inc., providing for the full
and final settlement of all claims in respect of the Agreement and
Plan of Merger, dated May 25, 2006, by and among Angiotech,
Angiotech Pharmaceuticals (US), Inc., Quaich Acquisition, Inc. and
QMI.  Under the terms of the QSR Settlement Agreement, Angiotech
US is required to make a payment of $6 million to QSR, $2 million
of which is payable at the earlier of the completion of the CCAA
proceeding or May 31, with the remainder payable in equal monthly
installments over 24 months.  The claims being advanced by QSR in
connection with the arbitration and federal litigation are
included in the Settled Claims.

The Amendments, the Supplemental Indenture and the QSR Settlement
Agreement will be filed by the Company on both SEDAR and EDGAR,
and the descriptions of the Amendments, the Supplemental Indenture
and the QSR Settlement Agreement contained in this press release
are qualified by the full text of the applicable Amendment, the
Supplemental Indenture or the QSR Settlement Agreement, as
applicable.

                   About Angiotech Pharmaceuticals

Based in Vancouver, British Columbia, in Canada, Angiotech
Pharmaceuticals, Inc. (TSX: ANP) -- http://www.angiotech.com/--
is a global specialty pharmaceutical and medical device company.
Angiotech discovers, develops and markets innovative treatment
solutions for diseases or complications associated with medical
device implants, surgical interventions and acute injury.

The Company's balance sheet at Sept. 30, 2010, showed
US$326.80 million in total assets, US$60.30 million in current
liabilities, and US$622.16 million in non-current liabilities and
a stockholders' deficit of US$355.67 million.

In early December 2010, Angiotech said it has reached an agreement
with the holders of 76% of its 7.75% Senior Subordinated Notes to
extend certain deadlines outlined in their Recapitalization
Support Agreement dated October 29, 2010.  Seventy-three%
of the holders of the Subordinated Notes executed the Initial
Support Agreement and presently, 85% of the holders of the
Subordinated Notes have consented to the Initial Support
Agreement. On November 29, 2010, Angiotech and the Trustee, at the
direction of a majority of the holders of its Subordinated Notes,
extended the grace period applicable to interest payments due on
the Subordinated Notes before an event of default occurs, with
such grace period applicable to the $9.7 million semi-annual
interest payment that was due on the Subordinated Notes on
October 1, 2010 extended until December 30, 2010.

In November 2010, Moody's Investors Service downgraded the
probability of default rating of Angiotech to Ca/LD from Ca and
affirmed the Corporate Family Rating at Ca.  The company's other
existing debt ratings were affirmed.  The outlook is developing.

The assignment of the Ca/LD is the conclusion of the 30-day grace
period in which the company missed the original interest payment
of $9.7 million on its 7.75%, $250 million senior subordinated
notes due Oct. 1, 2010.  Moody's treats the failure to meet the
original contractual terms as a limited default.


ARETE HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Arete Holdings, LLC
        6263 N. Scottsdale Road, #395
        Scottsdale, AZ 85250

Bankruptcy Case No.: 11-02009

Chapter 11 Petition Date: January 26, 2011

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

Judge: Redfield T. Baum, Sr.

About the Debtor: Arete Holdings owns and operates 19 sleep
                  diagnostic clinics across Arizona, Oregon, Texas
                  Arete Holdings has debtor-in-possession
                  financing to operate its business while seeking
                  to sell its assets on a going concern basis.

Debtor's Counsel: C. Taylor Ashworth
                  JOSH L. KAHN, Esq.
                  STINSON MORRISON HECKER LLP
                  1850 N. Central Avenue, #2100
                  PHOENIX, AZ 85004
                  Tel: (602) 279-1600
                       (602) 212-8542
                  Fax: (602) 240-6925
                       (602) 586-5236
                  E-mail: tashworth@stinson.com
                         jkahn@stinson.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/azb11-02009.pdf

The petition was signed by Daniel Dempsey, chief restructuring
officer.

Debtor-affiliates that filed separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Arete NW, LLC                         11-02010            01/26/11
Arete Sleep Therapy NW, LLC           11-02011            01/26/11
Arete Sleep Therapy, LLC              11-02012            01/26/11
Arete Sleep, LLC                      11-02020            01/26/11


ARLIE & COMPANY: Fulfills $600,000 Donation to City of Eugene
-------------------------------------------------------------
Colton Totland at the Oregon Daily Emerald reports that Arlie &
Co. donated $600,000 to the city of Eugene, in Oregon, which will
be used to expand the city's park system that suffers a $1.6
million shortfall in annual operation costs.

According to the report, Arlie & Co.'s contribution completed a
pledge originally made by the business in 2008 when the city
purchased 200 acres of land south of Lane Community College.  The
donation was postponed because of the effects of the recession,
which forced Arlie & Co. to file bankruptcy last year.

The ODE relates that on Jan. 4, as a way of assisting Arlie & Co.
in fulfilling its donation commitment, city officials purchased an
additional 316 acres from the business in the same location.

As reported in the Sept. 6, 2010 edition of the Troubled Company
Reporter, Arlie & Co. sought approval from the bankruptcy court to
sell a 315-acre property it owns south of Lane Community College
to the city of Eugene for $1.94 million.  The Company said it is
selling it at a discount with a condition to name the park in
honor of the Company's president Suzanne Arlie if the deal pushes
through.  According to the report, the $1.94 million price, which
works out to $6,159 an acre, is significantly lower than the
appraised value in 2008.

                       About Arlie & Company

Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/--
is a property developer.  It is doing business as DHF Corp., and
formerly dba Arlie Land and Cattle Company and Crescent Village
Community Gardens, LLC.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Ore. Case No. 10-60244) on January 20, 2010.  Pachulski Stang
Ziehl & Jones LLP, and Ball Janik LLP, serve as the Debtor's
bankruptcy counsel.  The Company has also tapped Ball Janik LLP as
special counsel. The Company disclosed $227,191,924 in assets
and $65,412,220 in liabilities as of the Chapter 11 filing.


AVISTAR COMMUNICATIONS: Incurs $1.88-Mil. Net Loss in 4th Quarter
-----------------------------------------------------------------
Avistar Communications Corporation announced its financial results
for the three and twelve months ended December 31, 2010.  The
Company reported a net loss of $1.88 million on $1.62 million of
revenue for the three months ended December 31, 2010, compared
with a net loss of $1.54 million on $1.89 million of revenue for
the same period a year ago.

The Company also reported net income of $4.45 million on
$19.66 million of revenue for the twelve months ended December 31,
2010, compared with a net loss of $3.99 million on $8.82 million
of revenue for the period during the prior year.

The Company's balance sheet at December 31, 2010, showed
$3.27 million in total assets, $11.12 million in total liabilities
and a $7.85 million stockholders' deficit.

Bob Kirk, CEO of Avistar, said, "Our expectations for Avistar's
progress in 2010 were partially met but we are confident that we
have laid a stronger foundation on which to build in 2011.  We
invested extensively in our product and technology strategy as we
launched industry-leading desktop visual communications solutions
within the Unified Communications (UC), VDI and videoconferencing
markets.  This enabled us to complete the componentization of our
platform and provide solutions to end-user clients that directly
fit their videoconferencing needs.  We believe this also allowed
us to better package our products to make Avistar the most cost-
effective choice in the market.

"Secondly, we opened a new market with the componentization effort
by offering our products to other OEMs in the Unified
Communications and Video Collaboration space.  This allows Avistar
to market its vast industry knowledge, experience and technology
to OEM partners who in return deliver enhanced and more cost-
effective videoconferencing capabilities to their markets faster
than they can do on their own."

Mr. Kirk concluded, "In 2010 we completed our initial development
efforts by delivering cost-effective products that serve both end-
user clients and OEM partners simultaneously.  Due to the delivery
timing of these new products, the full level of potential revenue
generation that we anticipated has not yet materialized, but we
are seeing steady growth of our pipeline and related
opportunities, which portends well for greater revenue growth this
year.  In 2011, we plan to enhance our sales efforts to both of
these markets now that we have delivered all of these outstanding
and industry-leading products."

A full-text copy of the press release announcing the Company's
fourth quarter and full year 2010 results is available for free
at:

                http://ResearchArchives.com/t/s?729f

                    About Avistar Communications

Headquartered in San Mateo, California, Avistar Communications
Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a
portfolio of 80 patents for inventions in video and network
technology and licenses IP to videoconferencing, rich-media
services, public networking and related industries.  Current
licensees include Sony Corporation, Sony Computer Entertainment
Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and
Emblaze-VCON.


AXCAN INTERMEDIATE: S&P Lowers Corporate Credit Rating to 'B+'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Montreal-based Axcan Intermediate Holdings Inc. to 'B+'
from 'BB-', and removed the rating from CreditWatch, where it was
originally placed with negative implications on Dec. 20, 2010.
The CreditWatch placement followed the Company's announcement of
its $586.5 million acquisition of Netherlands-based fellow
specialty pharma Company Eurand N.V.  The outlook is stable.

At the same time, S&P assigned a 'BB' issue-level rating to
Axcan's new $225 million senior secured term loan B and
$225 million in senior secured notes.

S&P also assigned a recovery rating of '1' to the debt, indicating
its expectation of a very high (90%-100%) recovery in the event of
a default.  The 'B' rating on Axcan's senior unsecured notes
remain the same, but Standard & Poor's revised the recovery rating
on the notes to '5' from '6'.  The '5' recovery rating indicated
expectations for modest (10%-30%) recovery in the event of
default.

"The ratings on specialty pharmaceutical Company Axcan reflect
what we see as the Company's weak business risk profile," said
Standard & Poor's credit analyst Arthur Wong, "characterized by
the susceptibility of its products to competition and regulatory
changes, and an aggressive financial risk profile, a product of
the Company's acquisitiveness and sponsor ownership."  These
concerns are partially offset by Axcan's relatively high
portfolio diversity, its various leading niche positions in
gastroenterology, and what we believe are fairly steady cash
flows that should enable the Company to pay down debt.

Axcan specializes in the treatment of gastrointestinal (GI)
diseases and disorders, including pancreatic enzyme deficiencies,
cholestatic liver diseases, and inflammatory bowel disease. The
Company focuses on niche opportunities in the GI market, where
competition from much larger pharmaceutical companies is limited,
enabling Axcan to build a leading market share with its small, but
highly trained, specialty sales force.


AXCAN INTERMEDIATE: Moody's Puts 'B1' Rating on New $225MM Loan
---------------------------------------------------------------
Moody's Investors Service assigned ratings of B1 to the new
$225 million term loan, $115 million revolving credit facility and
$225 million senior secured note issuance of Axcan Intermediate
Holdings Inc., the parent of Axcan Pharma Inc. and Axcan Pharma
US, Inc.  At the same time, Moody's confirmed Axcan's B2 Corporate
Family Rating and B2 Probability of Default Rating (PDR).
Following these actions, the rating outlook is stable.  These
actions conclude the review for possible downgrade that Moody's
initiated on December 1, 2010.

Proceeds of the offering are expected to be used to fund the
pending acquisition of Eurand N.V. and to repay Axcan's existing
Term Loan A borrowings.  The increase in the senior secured debt
balance and application of Moody's Loss Given Default (LGD)
Methodology results in a downgrade of Axcan's existing 9.25%
senior secured notes to B1 from Ba3.

The confirmation of Axcan's B2 rating reflects the benefits of the
pending acquisition of Eurand N.V. including improvements in
scale, product diversity and market share in the PEP category
driven by Eurand's approved PEP product, Zenpep.  The acquisition
also provides the opportunity to realize significant transaction-
related synergies.

The ratings are constrained by high financial leverage resulting
from the Eurand transaction as well as continued delay in FDA
approval for Axcan's Ultrase and Viokase PEP products.  Moody's
estimates pro forma gross leverage of approximately 6.2x prior to
considering cost synergies, reflecting Moody's analytical
adjustments.  As synergies emerge over the near-term, Moody's
anticipates improvement in the company's leverage profile.
Incorporating approximately one-half of management's $54 million
synergy target, pro forma leverage improves to approximately 5.6x.
Axcan's leverage profile should also benefit from rising sales of
Zenpep.

The ratings could be upgraded if Axcan substantially increases its
size, scale and product diversity while improving its credit
metrics to levels that appear sustainable at the high-end of
Moody's "B" ranges.  Downward rating pressure could result from a
sustained decline in CFO/Debt below 5% or if Debt/EBITDA does not
appear sustainable below 6.0 times over the intermediate-term.
Such a scenario appears unlikely in the ordinary course of
business but could result from a significant debt-financed
acquisition.


BANK OF AMERICA: Fitch Raises Individual Rating to 'B/C' From 'C'
-----------------------------------------------------------------
Fitch Ratings upgraded the Individual Rating of Bank of America
Corporation to 'B/C' from 'C'.  In addition, Fitch has upgraded
BAC's 'unsupported' long- and short-term Issuer Default Ratings to
'A-' and 'F1', respectively, from 'BBB+' and 'F2'.

The upgrades of BAC's unsupported ratings reflect its improving
loan portfolio fundamentals and more clarity regarding rep and
warranty loss exposure in the mortgage business.  In addition,
upgrades incorporate an expectation for positive asset quality
trends in 2011, the maintenance of solid liquidity and
conservative capital management.  The upgrades also recognize
BAC's diversified franchise and revenue mix with large domestic
presences in retail/commercial banking and wealth management as
well as investment banking, sales and trading both in the U.S. and
internationally.

Throughout 2010, non-performing loans have continued to steadily
improve, while coverage by loan loss reserves remains solid.
Fitch expects continued improvements in asset quality in 2011
which will likely result in further declines in loan loss
provisions.  Going forward, BAC's diversified revenue mix combined
with reduced loan loss provisions will help offset revenue
headwinds in consumer banking emanating from U.S. legislative
actions.  Fitch believes BAC will continue to manage liquidity
conservatively and build capital particularly in view of the
likelihood of tougher U.S. regulatory requirements and the
implementation over time of Basel III capital and liquidity
standards.

Recent agreements with the government sponsored enterprises,
Freddie Mac and Fannie Mae, help provide far greater clarity
regarding BAC's ultimate rep and warranty losses on GSE exposures.
Please see Fitch's release: 'Fitch: Bank of America's Agreement
with GSEs Provides Greater Clarity on Mortgage Repurchase Losses'
dated Jan. 5, 2011 for additional details.  Beyond GSE exposure,
BAC continues to face potential losses on non-GSE exposures
associated with private label securities, whole loans and
insurers.  BAC, which has the largest share of private label
securities, recently disclosed that its internal estimates
indicate an upper range of possible losses up to $7 billion to
$10 billion above existing accruals.  It is difficult to validate
these estimates given the lack of existing claims and nuances of
individual non-agency deals.  However, Fitch believes that such a
scenario is conceivable.  The losses from private label securities
claims are likely to materialize over the medium term, allowing
BAC to use future earnings to build reserves and absorb possible
losses.  While potentially costly, rep and warranty losses are
believed by Fitch to be manageable in the context of BAC's core
earnings and capital base.  Remaining challenges for BAC also
include ongoing litigation risks particularly related to
Countrywide, which was acquired by BAC in 2008.  These factors
could limit further upside on the Individual rating at least in
the near term.

In October 2010, Fitch placed the support ratings of 17 U.S. banks
on Rating Watch Negative in light of the FDIC's proposed rule.  As
part of this action, Fitch placed BAC's IDRs of 'A+/F1+' and other
support dependent ratings on Rating Watch Negative.  Last week the
FDIC issued an interim final rule subject to a 60 day comment
period.  As such, Fitch is deferring any rating actions stemming
from the FDIC's rulemaking authority until the rule is final.
That said, even at the point when the rule becomes effective, it
is Fitch's view that BAC will continue to benefit from some
ongoing direct systemic support, most notably outstanding
borrowings under the temporary liquidity guarantee program and the
transactional account guarantee which will remain in force through
2012. Should Fitch in the future reduce its assessment of the
propensity and ability of the government to support BAC, the
impact on BAC's long-term IDR is likely to be measured.
Specifically, BAC's unsupported IDR, now at 'A-' following today's
action, equates to a two notch uplift relative to its long-term
IDR of 'A+'.  Should BAC's intrinsic performance and fundamental
credit profile remain stable or improve, any future lowering or
elimination of support from its ratings would still result in a
long-term IDR in the 'A' category and short-term IDR of at least
'F1'.

BAC is one of the largest U.S. banks in terms of total deposits,
loans, branches, mortgage originations/servicing and credit card
issuance.  Following its January 2009 merger with Merrill Lynch &
Co., Inc., BAC became one of the top financial institutions in
wealth management and investment banking.

Fitch has taken these rating actions:

Bank of America Corporation

  -- Individual upgraded to 'B/C' from 'C';
  -- Preferred stock upgraded to 'BBB' from 'BBB-';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative;
  -- Long-term debt guaranteed by TLGP remains 'AAA';
  -- Short-term debt guaranteed by TLGP remains 'F1+'.

Bank of America N.A.

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term deposits 'AA-' remains on Rating Watch Negative;
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative;
  -- Long-term debt guaranteed by TLGP remains 'AAA';
  -- Short-term debt guaranteed by TLGP remains 'F1+'.

Bank of America Georgia, N.A.
Bank of America Oregon, National Association
Bank of America California, National Association

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative.

Bank of America Rhode Island, National Association

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Long-term deposits 'AA-' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative.

FIA Card Services N.A.

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Long-term deposits 'AA-' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative.

LaSalle Bank Corporation

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative.

Merrill Lynch & Co., Inc.

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Preferred stock upgraded to 'BBB' from 'BBB-';
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative.

Merrill Lynch, Pierce, Fenner & Smith, Inc.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative.

Banc of America Securities Limited

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative.

B of A Issuance B.V.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Support remains '1'.

LaSalle Bank N.A.
LaSalle Bank Midwest N.A.
United States Trust Company N.A.
Countrywide Bank FSB

  -- Long-term deposits 'AA-' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative.

MBNA Canada Bank

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative.

MBNA Europe Bank Ltd.

  -- Long-term IDR`A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch International Bank Ltd.

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch S.A.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch & Co., Canada Ltd.

  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative.

Merrill Lynch Canada Finance

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch Japan Finance Co., Ltd.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term senior debt `A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch Japan Securities Co., Ltd.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support remains '1'.

Merrill Lynch Finance (Australia) Pty LTD

  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Commercial paper 'F1+' remains on Rating Watch Negative.

BankAmerica Corporation

  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative.

Countrywide Financial Corp.

  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative.

Countrywide Home Loans, Inc.

  -- Long-term senior debt 'A+' remains on Rating Watch Negative.

FleetBoston Financial Corp

  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative.

LaSalle Funding LLC

  -- Long-term senior debt 'A+' remains on Rating Watch Negative.

MBNA Corp.

  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative.

NationsBank Corp

  -- Long-term senior debt 'A+' remains on Rating Watch Negative;
  -- Long-term subordinated debt 'A' remains on Rating Watch
     Negative.

NCNB, Inc.

  -- Long-term subordinated debt `A' remains on Rating Watch
     Negative.

BAC Capital Trust I - VIII
BAC Capital Trust X - XV

  -- Trust preferred securities upgraded to 'BBB' from 'BBB-'.

BAC AAH Capital Funding LLC I - VII
BAC AAH Capital Funding LLC IX - XIII
BAC LB Capital Funding Trust I - II

  -- Trust preferred securities upgraded to 'BBB' from 'BBB-'.

BankAmerica Capital II, III
BankAmerica Institutional Capital A, B
BankBoston Capital Trust III-IV
Barnett Capital Trust III
Countrywide Capital III, IV, V
Fleet Capital Trust II, V, VIII, IX
MBNA Capital A, B, D, E
NB Capital Trust II, III, IV

  -- Trust preferred securities upgraded to 'BBB' from 'BBB-'.

Merrill Lynch Preferred Capital Trust III, IV, and V
Merrill Lynch Capital Trust I, II and III

  -- Trust preferred securities upgraded to 'BBB' from 'BBB-'.


BAYVIEW HOLDINGS: March 3 Telephonic Hearing on Plan Outline Set
----------------------------------------------------------------
Acting upon the objections of Secured Creditors Branch Banking and
Trust Company and Bank of Floyd on the disclosure statement, as
twice amended and explaining Bayview Holdings, LLC's proposed
First Amended Plan, the U.S. Bankruptcy Court for the Western
District of Virginia ordered the Debtor to file a third amended
version to the disclosure statement no later than February 3,
2011.

The Bankruptcy Court will conduct a telephonic conference on
March 3, 2011, at 11:45 a.m. to determine the adequacy of the
Third Amended Disclosure Statement.

On December 28, 2010, the Debtor delivered to the Bankruptcy Court
a Second Amended Disclosure Statement.

According to the Second Amended Disclosure Statement, the Debtor
intends to liquidate all of its holdings and use the proceeds to
fund the Plan.  The Debtor believes that it will be able to sell
its lots on or near Smith Mountain Lake Virginia at a slower pace
for the next 12 to 24 months, that the real estate market will
have "turned around" in the coming 36 months and that it will be
able to sell its assets for more than the amount owed on it within
60 months from the Effective Date of the Plan.  The Debtor intends
to limit the sale of its holdings to two lots at any time so as
not to "flood the market" with lots.

The Disclosure Statement also provides that Tom Lovegrove, the
sole member of the Debtor, will continue to manage and be in
charge of the day-to-day operations of the Debtor until the Plan
and liquidation is completed.  Mr. Lovegrove will serve as the
disbursing agent under the Plan and will make payments to
creditors from the "distribution fund" in accordance with the
priorities established under the Plan.  As compensation for his
services, Mr. Lovegrove will be paid by the Debtor 35% of the net
amount that is distributed to Class 3 creditors under the Plan.

Administrative expense claims and the priority claims will be paid
by the Debtor under the Plan on either the Effective Date or the
date when payment of those claims become due.

The Plan proposes the following treatment for these classified
claims and interests in the Debtor:

Class 1. Secured Claims of the Bank of Floyd.  Impaired.
        Bank of Floyd has a first-priority lien on the lots and
        other improvements in Baywatch Estates, and is owed
        $2,627,941.  Bank of Floyd will receive a release fee for
        each of the 13 remaining lots at the Baywatch Estates, and
        the remaining lot at the Emerald Bay Estates, based on a
        pre-determined schedule.  The total amount of the Release
        Fees exceed the balance of its Loan to the Bank, so it is
        anticipated that the Bank will be paid in full before all
        of the lots are sold.  All proceeds from the sale of Lots
        in excess of the Release Fees will be deposited into the
        Reserve Account, from which the bank will be authorized to
        withdraw funds necessary to pay monthly interest as it
        accrues on the loan's outstanding balance.

        If any of the lots are not sold within 60 months from the
        Effective Date of the Plan and the bank is still owed sums
        under the Note, then the bank and the Debtor will attempt
        in good faith to agree on a public auction or some other
        reasonable procedure to liquidate the remaining lots by
        the end of the 61st month after the Effective Date.  If
        the Bank and the Debtor cannot agree on the procedure, the
        bank will be granted relief from the automatic stay to
        pursue its nonbankruptcy remedies, including foreclosure.

Class 2. Secured Claims of the County of Franklin, Virginia.
        Based upon the amended proof of claim filed November 29,
        2010, Franklin County's secured claim is $71,943.67.  All
        amounts due on each lot or parcel of real estate owned by
        the Debtor will be paid as and when the lots or parcels
        are sold.  The payment will include all interest and
        accrued charges that are applicable under law.  The Claims
        of Franklin County are impaired.

Class 3. Unsecured Creditors of Bayview Holdings.  Unsecured
        creditors will receive a pro rata distribution based on
        each unsecured creditor's claim compared to the
        total amount of all allowed unsecured creditors' claims.
        The Class 3 claims are impaired.  The Debtor is unable to
        determine the total amount that will be distributed to
        unsecured creditors at this time.  The gross amount will
        be established when all of the lots in Baywatch Estates
        are sold.

Class 4. Equity Interests.  Tom Lovegrove's interest in the Debtor
        will be canceled, and he will not retain any ownership
        interest after the Plan is completed.

All 4 Classes are impaired under the Plan.  Mr. Lovegrove won't be
voting on the the Plan and is deemed to have rejected the Plan.

A copy of the Second Amended Disclosure Statement is available for
free at http://bankrupt.com/misc/bayviewholdings.2ndAmendedDS.pdf

                   About Bayview Holdings, LLC

Moneta, Virginia-based Bayview Holdings, LLC, is owned by Tom
Lovegrove, who is its sole member and managing member.  The Debtor
is in the business of acquiring and developing land on or near
Smith Mountain Lake in Virginia.

Bayview filed for chapter 11 bankruptcy protection (Bankr. W.D.
Va. Case No. 09-72799) on November 2, 2009.  Kevin J. Funk, Esq.,
and Bruce E. Arkema, Esq., at DurretteBradshaw, PLC, in Richmond,
Va., represent the Debtor.  In its schedules, the Debtor disclosed
$13,348,258 in assets and $10,675,663 in liabilities as of the
petition date.


BENEFICIAL SERVICES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Beneficial Services, Inc.
          dba Altera Real Estate
        33522 Niguel Road
        Dana Point, CA 92629

Bankruptcy Case No.: 11-11153

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       Central District Of California (Santa Ana)

Judge: Erithe A. Smith

Debtor's Counsel: J Scott Williams, Esq.
                  THE WILLIAMS FIRM PLC
                  15615 Alton Pkwy, Suite 175
                  Irvine, CA 92618
                  Tel: (949) 660-8680
                  Fax: (866) 284-8670
                  E-mail: jwilliams@williamsbkfirm.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/cacb11-11153.pdf

The petition was signed by Gary Thomas, chief executive officer.


BERNARD L MADOFF: Wilpons May Sell Up to 25% of Mets Due to Suit
----------------------------------------------------------------
Larry Siddons and Curtis Eichelberger at Bloomberg News reported
that Fred and Jeff Wilpon said they may sell up to 25% of the New
York Mets because of a lawsuit in the Bernard L. Madoff case,
after insisting for months the baseball club was safe from the
biggest Ponzi scheme in U.S. history.  The Wilpons said they have
hired Steve Greenberg, a managing director at Allen & Co., as
their adviser to address "the air of uncertainty" created by the
lawsuit.  The Mets were the third-highest-valued team in the major
leagues at $858 million, behind the New York Yankees ($1.6
billion) and Boston Red Sox ($870 million), Forbes magazine said
in April 2010.  A sale of 20% to 25%, as outlined by the Wilpons,
would be worth $171.6 million to $214.5 million, based on the
Forbes figures.  Mr. Greenberg said the market for the team "has
never been stronger."

Bloomberg News recounts that Sterling Equities Inc., the owner of
the Mets, Mets LP, and Fred and Jeff Wilpon were sued by the
trustee liquidating the Madoff business, Irving Picard, on Dec. 7
in U.S. Bankruptcy Court in Manhattan.  Mr. Picard, in court
papers, said that Mets LP had two accounts with Mr. Madoff that
involved taking out $47.8 million more than the Wilpons invested.
Mr. Picard has followed the line that net winners are subject to
lawsuits to claw back any surplus over their original principal.
Mr. Picard has sued hundreds of Madoff investors who withdrew more
from their accounts than they originally invested.

                      About Bernard L. Madoff

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

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

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

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

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

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

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


BILTMORE INVESTMENTS: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Biltmore Investments, LTD
        P.O. Box 745
        Hendersonville, NC 28793

Bankruptcy Case No.: 11-10053

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       Western District of North Carolina (Asheville)

Judge: George R. Hodges

Debtor's Counsel: Edward C. Hay, Jr., Esq.
                  PITTS, HAY & HUGENSCHMIDT, P.A.
                  137 Biltmore Avenue
                  Asheville, NC 28801
                  Tel: (828) 255-8085
                  Fax: (828) 251-2760
                  E-mail: ehay@phhlawfirm.com

Scheduled Assets: $2,091,502

Scheduled Debts: $1,543,320

A list of the Company's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ncwb11-10053.pdf

The petition was signed by Watter T. McGee, president.


BMB MUNAI: Enters Deal to Extend Noteholders' Redemption Rights
---------------------------------------------------------------
BMB Munai, Inc. disclosed that in connection with its ongoing
negotiations to restructure its U.S. $60,000,000 aggregate
principal amount of 9.0% Convertible Senior Notes due 2012, it has
entered into Supplemental Indenture No. 4 with The Bank of New
York Mellon, as trustee for the holders of the Notes  extending
the terms of the redemption rights available to the Noteholders.

Pursuant to the terms of the original Indenture, as amended and
supplemented by Supplemental Indenture No. 1, Supplemental
Indenture No. 2 and Supplemental Indenture No. 3, the Noteholders
had the right to redeem the Notes between September 13, 2010 and
January 31, 2011 by delivering notice on or prior to January 31,
2011.Supplemental Indenture No. 4 grants the Noteholders an
additional right to require redemption of the Notes upon two days
notice any time after January 31, 2011 but on or before February
28, 2011.

In exchange for the extension of the redemption right, the Company
agreed to an increase in the put price associated with such a
redemption from 104.88% of the principal amount together with
accrued but unpaid interest as of the put exercise date to 105% of
the principal amount together with accrued but unpaid interest as
of the put exercise date.  The Noteholders separately agreed they
will not exercise any redemption right that would be effective
prior to February 28, 2011, except in certain circumstances.  The
Noteholders also separately agreed to waive existing defaults
under the Indenture until the earlier of February 28, 2011 or the
date they may exercise the new redemption right.

                          About BMB Munai

BMB Munai, Inc., focuses on oil and natural gas company
exploration and production in the Republic of Kazakhstan.  The
Company holds an exploration contract that allows it to conduct
exploration drilling and oil production in the Mangistau Province
in the southwestern region of Kazakhstan.  BMB's contract area
consists of the ADE Block, which includes Aksaz, Dolinnoe and Emir
oil and gas fields.  Its drilling activities consist of drilling a
range of exploratory wells to delineate reservoir structures and
developmental wells, which provides revenue to the Company.  As of
March 31, 2009, the Company had drilled 24 wells.


BONDS.COM GROUP: Deadline to Raise $8-Mil. on January 29
--------------------------------------------------------
On January 20, 2011, Bonds.com Group, Inc., and UBS Americas Inc.
amended the UBS Purchase Agreement to extend the deadline for the
Company to raise an aggregate of at least $8,000,000 from January
20, 2011 to January 21, 2011.  Since January 20, 2011 through and
including January 26, 2011, the Company and UBS Americas have
entered into subsequent amendments to the UBS Unit Purchase
Agreement to further extend that deadline to January 29, 2011.

On October 19, 2010, Bonds.com Group consummated a financing
transaction pursuant to which, among other things, it entered into
a Unit Purchase Agreement with UBS Americas.  The UBS Purchase
Agreement contains a provision pursuant to which significant
adjustments may be made to the terms and amount of the securities
issued to UBS Americas and other investors pursuant to that
financing transaction.  Among other adjustments, the UBS Unit
Purchase Agreement provides for significant adjustments to the
number and terms of the securities issued and issuable to UBS
Americas and the other investors if the Company does not raise an
aggregate of at least $8,000,000 by a specified deadline.
Additionally, pursuant to the previously disclosed terms of the
amendments of certain outstanding convertible promissory notes, if
additional securities are issued to UBS Americas as a result of
that adjustment, the holders of the those convertible notes would
receive the same proportionate adjustment.

                       About Bonds.com Group

Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG)
-- http://www.bonds.com/-- through its subsidiary Bonds.com,
Inc., serves institutional fixed income investors by providing a
comprehensive zero subscription fee online trading platform.  The
Company designed the BondStation and BondStationPro platforms to
provide liquidity and competitive pricing to the fragmented Over-
The-Counter Fixed Income marketplace.

The Company differentiates itself by offering through Bonds.com,
Inc. an inventory of more than 35,000 fixed income securities from
more than 175 competing sources.  Asset classes currently offered
on BondStation and BondStationPro, the Company's fixed income
trading platforms, include municipal bonds, corporate bonds,
agency bonds, certificates of deposit, emerging market debt,
structured products and U.S. Treasuries.

The Company's balance sheet at September 30, 2010, showed
$1,565,132 in total assets, $9,823,058 in total liabilities, and a
stockholders' deficit of $8,257,925.


BORDERS GROUP: To Delay January Payments to Vendors, Landlords
--------------------------------------------------------------
Borders Group, Inc. will delay payments to certain parties --
vendors, landlords and others -- scheduled for the end of January.
The delay is intended to help the company maintain liquidity while
it seeks to complete a refinancing or restructuring of its
existing credit facilities and other obligations.  Borders has
received a conditional commitment from GE Capital, Restructuring
Finance for a $550 million senior secured credit facility.

Borders emphasized that it understands the impact of its decision
on the affected parties, but that the company is committed to
working with its vendors and other business partners to achieve an
outcome that is in the best interest of Borders and these parties
for the long-term.

                   Bankruptcy Filing Inevitable

The Wall Street Journal's Mike Spector and Jeffrey A. Trachtenberg
report that the deadline for publishers to decide whether to make
concessions remains unclear.  The Journal reports that a person
familiar with the matter said Borders has yet to show them
specific terms of a deal to convert late payments to debt.
Another person familiar with the situation said Borders would
likely decide on a restructuring path -- either the refinancing
deal now on the table or a different plan through a bankruptcy
filing -- before March.

The Journal also reports that people familiar with the matter said
Borders is negotiating with financial institutions for so-called
debtor-in-possession financing that would keep it operating in
bankruptcy court.  The Journal notes companies often hold such
talks as a precaution, but they represent the surest sign yet that
Borders is seriously weighing a Chapter 11 bankruptcy filing.

The Journal says to avoid bankruptcy, Borders needs to get
concessions from publishers, renegotiate with landlords, and
persuade other lenders to take on $175 million of the proposed
$550 million credit line from GE Capital.  According to the
Journal, one person familiar with the matter said it was a "long
shot" for Borders to get all those pieces in place.

The Journal reports that Donald Workman, Esq., who heads the
bankruptcy practice at law firm Baker & Hostetler, and isn't
involved with the negotiations, said, "It seems very likely, if
not inevitable, that Borders will have to file bankruptcy."

                        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.


BORDERS GROUP: Woes Akin to Circuit City; Liquidation Seen
----------------------------------------------------------
The Wall Street Journal's Mike Spector and Jeffrey A. Trachtenberg
report that Wall Street bankers and lawyers who specialize in
restructurings say Borders Group's travails recall those of
Circuit City Stores Inc., which sought bankruptcy-protection amid
the financial crisis and eventually was forced to liquidate.
Circuit City had struggled to compete with big-box retailer Best
Buy Co.

Borders has to contend with Barnes & Noble Inc., which has
resisted merging with its smaller rival for a host of reasons,
including Borders' real-estate portfolio.  Barnes & Noble, which
put itself up for sale last August, could end up as the lone major
bookstore chain as the rise of online retailer Amazon.com Inc. and
the growing popularity of digital e-readers upends the industry's
economics.

According to the Journal, Donald Workman, Esq. -- who heads the
bankruptcy practice at law firm Baker & Hostetler, and isn't
involved with Border's negotiations -- believes Borders will
ultimately be liquidated.

"It will ultimately be a liquidation," the Journal quotes Mr.
Workman as saying.  "The market can't support two huge chains of
bookstores, just as the market could not support Best Buy and
Circuit City."  Mr. Workman said "have a game of chicken between
the publishers and GE.  We'll see who blinks."

According to the Journal, Borders would be likely to get financing
to prop it up in bankruptcy court should it go that route, and
doesn't face economic conditions as dire as those during the
credit freeze as did Circuit City.  Still, once in bankruptcy it
would likely have to shrink significantly and vendors could become
nervous about its prospects, the Journal adds.


CANAL CAPITAL: Reports $10,505 Profit in Fiscal 2010
----------------------------------------------------
Canal Capital Corporation filed its annual report on Form 10-K,
reporting net income of $10,505 on $2,285,276 of real estate
revenues for the fiscal year ended October 31, 2010, compared with
net income of $30,299 million on $1,941,536 of revenues for the
same period the year before.

The Company's balance sheet at October 31, 2010, showed
$2,918,638 in total assets, $533,827 in current liabilities,
$1,083,769 in non-current liabilities, $847,000 in related party
long-term debt, and stockholders' equity of $454,042.

A full-text copy of the annual report on Form 10-K is available
for free at http://ResearchArchives.com/t/s?728e

The Company said significant factors raise substantial doubt about
the Company's ability to continue as a going concern.  "The
Company has suffered recurring losses from operations and is
obligated to continue making substantial annual contributions to
its defined benefit pension plan."

Due to financial constraints Canal's fiscal 2010 and 2009
financial statements have been presented in the Form 10-K without
benefit of independent audit.

Canal's stock is no longer listed over-the-counter on the "pink
sheets".  The stock was delisted by the SEC as a result of Canal's
filing its fiscal 2009 Form 10-K without benefit of an independent
audit.

                        About Canal Capital

Port Jefferson Station, N.Y.-based Canal Capital Corporation is
engaged in two distinct businesses -- real estate and stockyard
operations.

Canal's real estate properties are located in Sioux City, Iowa,
South St Paul, Minnesota, St Joseph, Missouri, Omaha, Nebraska and
Sioux Falls, South Dakota.  The properties consist, for the most
part, of an Exchange Building (commercial office space), land and
structures leased to third parties (rail car repair shops, lumber
yards and various other commercial and retail businesses) as well
as vacant land available for development or resale.

Canal currently operates one central public stockyard located in
St. Joseph, Missouri.  Canal closed the stockyard it operated in
Sioux Falls, South Dakota in December 2009.


CARDIMA INC: PY Acquisition Offers $650,000 for Assets
------------------------------------------------------
A hearing and auction will be held on Feb. 18, 2011, at
10:00 a.m., in Oakland, Calif., in connection with Cardima, Inc.'s
proposed sale of substantially all of its assets to PY Acquisition
Corporation for $650,000.

The Debtor's assets consist principally of its intellectual
property used in the design, development, manufacture, and
marketing of products for the diagnosis and treatment of cardiac
arrhythmia, atrial fibrillation and ventricular tachycardia, as
well as inventory, personal property, equipment and office
furnishings, as well as executory contracts and leases.

The Debtor has signed an Asset Purchase Agreement with PY
Acquisition Corporation, which is subject to overbid at the
auction, and provides for a Cash Purchase Price of $650,000.
Under the Purchase Agreement PYA is paying $394,584 in default
cures in addition to the $650,000.

Competing bids, for $670,000 or more, are due by 10:00 a.m. on
Feb. 15, 2011, and the transaction must close by Mar. 7, 2011.

For additional information about the sale and bidding procedures,
contact:

         Robert G. Harris, Esq.
         BINDER & MALTER, LLP
         2775 Park Avenue
         Santa Clara, CA 95050
         Telephone (408) 295-1700
         Fax (408) 295-1531
         E-mail: Rob@bindermalter.com

Located in Fremont, Calif., Cardima, Inc. (OTCBB:CADME) sought
chapter 11 protection (Bankr. N.D. Calif. Case No. 10-74445) on
Dec. 17, 2010.  Heinz Binder, Esq., Roya Shakoori, Esq., and
Robert G. Harris, Esq., at Binder & Malter, LLP, in Santa Clara,
Calif., represent the Debtor.  The Debtor disclosed $650,760 in
assets and $1,016,127 in liabilities at (or shortly before) the
time of the filing.


CARIBBEAN PETROLEUM: Que Pasa En El Mundo De Los Avisos?
--------------------------------------------------------
What's happening in the world of notices?  Elisa Lemmer --
elisa.lemmer@weil.com -- at Weil, Gotshal & Manges LLP posed that
question on the Firm's Bankruptcy Blog last week, asking what
happens when the debtor delivers a legal notice or a bankruptcy
pleading to a non-English speaker?  Is it incumbent on the debtor
to translate the pleading into the recipient's native language?
What if the notice is delivered to someone residing in Puerto
Rico, for example, where Spanish is the prominent spoken language?

The court in In re Caribbean Petroleum Corp., 2010 WL 5093632
(Bankr. D. Del. Dec. 8, 2010) (Gross, J.), recently addressed this
issue when certain counterparties to the debtors' franchise
contracts who resided in Puerto Rico argued that the debtors'
rejection notice deprived them of due process because it was
written in English and lacked a Spanish translation.  They
contended that many of the franchisees were Spanish-speaking and
that, as to them, the notice was insufficient.  The court resolved
the issue easily by noting that the official languages of Puerto
Rico are English and Spanish and concluded that the franchisees
provided no evidence that they did not speak English or had been
prejudiced by the English-only documents.  Citing a 20-year old
case issued by the Bankruptcy Court for the District of Colorado,
Storage Tech. Corp. v. Comite Pro Rescate de La Salud (In re
Storage Tech. Corp.), 117 B.R. 610, 621 (Bankr. D. Colo. 1990),
Judge Kevin Gross noted that there, too, the bankruptcy court
found that where the evidence showed that Spanish and English were
used indiscriminately in Puerto Rico, failure to provide notice of
a bar date in Spanish in Puerto Rico did not deprive the potential
claimants of due process.

Both decisions, however, share a common denominator -- they found
that the recipients of the notices in their cases either spoke
English or lived in a place (Puerto Rico) where English was the
official language and its residents, presumably, used English
"indiscriminately."  Finding that persons who speak English are
not required to receive legal notices in every other language they
might speak or even in their primary language is logical.  It is
harder, however, to conclude that a person who receives a legal
document in a language he or she cannot understand has received
proper notice simply because they reside in a location where
English is the official language.  The court in Caribbean
Petroleum implicitly seemed to acknowledge this when it found that
there was no evidence that the franchisees did not speak English
or that they had been prejudiced by the English-language
documents.  What would the court in Caribbean Petroleum have done
if it had found that the franchisees did not understand the
documents they received?  Would it have found that the rejection
notice was not adequate?  Would it have accommodated the
franchisees?  How have other courts tackled this and similar
issues concerning language barriers?  Should the results of a case
differ in states where English is the official language from
states that have no official language? (Interestingly, there is no
federal law decreeing English as the official language of the
United States).

Surprisingly, there is a paucity of cases on this subject.
Perhaps this is because, in most corporate bankruptcy cases,
creditors tend to be English-speaking, and the issue never arises.
Or, it might be because debtors who have non-English speaking
creditors have proactively translated legal documents for those
constituencies.  Alternatively, non-English speakers might never
complain about the documents they can't understand.

A decision issued by the Bankruptcy Court for the Southern
District of Florida in 2006, In re Petit-Louis, 344 B.R. 696
(Bankr. S.D. Fl. 2006), shows that courts are becoming mindful of
the effect of an English language-based bankruptcy process on non-
English speaking individuals.  There, an individual chapter 7
debtor who spoke only Creole sought an order waiving the
requirement to obtain credit counseling provided by section 109(h)
of the Bankruptcy Code.  The individual's counsel stated that she
had attempted to obtain credit counseling in Creole for her
client, but none of the approved credit counseling agencies were
able to provide counseling in Creole.  Seeing as her client would
not be able to obtain the requisite counseling, counsel to the
debtor requested that the United States Trustee waive the credit
counseling requirement, provide him with a Creole interpreter, or
decertify existing credit counseling agencies on the basis that
they had failed to provide Creole-speaking counselors.  The United
States Trustee refused and sought to dismiss the debtor's case for
failure to obtain the requisite credit counseling.  The bankruptcy
court, however, waived the requirement, and denied the United
States Trustee's motion for reconsideration of the issue.

In a sharply worded decision, the bankruptcy court admonished the
United States Trustee stating, "The U.S. Trustee's disregard for
non-English speaking residents seeking counseling in the Southern
District of Florida, a district which the U.S. Trustee admits
'presents its own unique set of language issues', evidenced the
failure of the Office of the U.S. Trustee to comply with its
duties in determining whether counseling services are adequate in
this district.  If the U.S. Trustee fails to manage the bankruptcy
counseling system in a non-discriminatory fashion, the Court has
the authority and indeed the responsibility to allow a debtor
access to the bankruptcy system by waiving a requirement which, in
practice, is inappropriately excluding him on the basis of his
lack of English language ability."  The court went on to reject
the U.S. Trustee's argument that the debtor could have received
the counseling in English using a friend as a translator noting
that judicial proceedings require certified translators.  Relying
on friends and relatives to translate important legal issues would
not ensure accuracy.

The Caribbean Petroleum and Petit-Louis decisions serve as a
strong reminder that as our economy continues to become more
global and non-English speakers continue to immigrate to the
United States, courts and debtors, alike, will need to be mindful
of ensuring that the interests of persons who do not speak English
are adequately protected in the American bankruptcy system.
Although these decisions should not be read as advising debtors,
for example, to translate all of their legal documents into a
myriad of foreign languages, debtors should be cognizant of their
creditor constituency.  If they suspect a language barrier may
become an issue for their creditors, perhaps it is better to play
it safe and take proactive steps by showing that they have
provided the creditor with legal notices the creditor can actually
understand.

                        *   *   *

Elisa R. Lemmer is a member of Weil's Business Finance &
Restructuring Department.  Ms. Lemmer has represented debtors,
creditors, lenders, and plan proponents in some of the Firm's most
notable chapter 11 cases, including General Growth Properties,
Lehman Brothers Holdings, Pilgrim's Pride, Silicon Graphics, PG&E,
and Armstrong World Industries.  She has also represented large
institutional creditors in out-of-court restructurings and pre-
packaged and pre-negotiated chapter 11 cases.

Ms. Lemmer also has worked on many pro bono matters including
representing clients in child adoptions and assisting Holocaust
survivors in applying for reparations from the German government.

Ms. Lemmer received a B.A., with honors, from the University of
Pennsylvania and a J.D. from the University of Pennsylvania Law
School in 2000, where she was, among other things, a senior editor
of the University of Pennsylvania Law Review.  Ms. Lemmer is a
member of the Florida Bar and is admitted to practice in the U.S.
District Court for the Southern District of Florida.  She is also
a member of the Bankruptcy Bar Association in the Southern
District of Florida.  Ms. Lemmer was named a 2010 Florida Rising
Star by Florida Super Lawyers magazine.

                   About Caribbean Petroleum

San Juan, Puerto Rico-based Caribbean Petroleum Corporation, aka
CAPECO, owns and operates certain facilities in Bayomon, Puerto
Rico for the import, offloading, storage and distribution of
petroleum products.  Cribbean Petroleum sought Chapter 11
protection (Bankr. D. Del. Case No. 10-12553) on August 12, 2010,
nearly 10 months after a massive explosion at its major Puerto
Rican fuel storage depot virtually shut down the company's
operations.  The Debtor estimated assets of $100 million to
$500 million and debts of $500 million to $1 billion as of the
Petition Date.

Affiliates Caribbean Petroleum Refining, L.P., and Gulf Petroleum
Refining (Puerto Rico) Corporation filed separate Chapter 11
petitions on August 12, 2010.

John J. Rapisardi, Esq., George A. Davis, Esq., and Zachary A.
Smith, Esq., at Cadwalader, Wickersham & Taft LLP, serve as lead
counsel to the Debtors, and Mark D. Collins, Esq., and Jason M.
Madron, Esq., at Richards, Layton & Finger, P.A., serve as local
counsel.  The Debtors' financial advisor is FTI Consulting Inc.
The Debtors' chief restructuring officer is Kevin Lavin of FTI
Consulting Inc.  Kurtzman Carson Consultants LLC serves as the
noticing, claims and balloting agent.


CASELLA WASTE: Moody's Rates Planned $200MM Sub. Notes at 'Caa1'
----------------------------------------------------------------
Moody's Investors Service changed the rating outlook of Casella
Waste Systems, Inc., to stable from negative and assigned a Caa1
rating to the planned $200 million subordinated notes due 2019.
All existing ratings, including the B2 corporate family, have been
affirmed.  The outlook stabilization reflects better volumes we
believe should take hold through 2012 and lower leverage that will
follow the planned FCR divestiture/first lien term loan pay-down.

The Caa1 rating assigned Casella's upcoming $200 million
subordinated notes due 2019 reflects their junior position in the
go-forward capital structure.  Notes proceeds will fund the
pending tender offer and consent solicitation of the $195 million
subordinated notes due 2013.  Although the tender offer and
consent solicitation statement, as described, could leave
untendered notes outstanding without certain protective covenants,
Casella intends to call any of the $195 million notes due 2013
that do not tender once the tender offer concludes.  The Caa1
rating assigned the new notes assumes $200 million of subordinated
notes outstanding shortly after close of the tender offer and
consent transaction.

Moody's anticipates some near-term de-levering from the planned
asset sale; with better volumes ahead, credit metrics should
further migrate to more solid B2 levels.  Casella expects net
proceeds of $117 million from the sale of 17 of its 21 recycling
facilities, one transfer station and some intellectual property,
scheduled to close in Q4-FY2011 or Q1-FY2012.  With the sale, the
company's first lien credit facility will require full repayment
of the facility's $128 million term loan.  Assuming a Q4-2011
close, the company's last twelve months ended October 2010 debt to
EBITDA ratio of 5.6 times should gradually improve, declining to
below 5.0 times in FY2011, to below 4.5 times in FY2012.  By
FY2013, operating income should have grown enough to enable a net
profit.  With the term loan repayment, a concurrent bank facility
refinancing is planned whereby the facility would become a
$210 million revolver facility, expiring in 2016.  Once the FCR
divestiture/term loan repayment occurs, Moody's does not expect
that other instrument ratings, including the Caa1 subordinated
note rating assigned today, will be impacted by the debt capital
structure change.

Ratings assigned:

  -- $200 million senior subordinated notes due 2019, Caa1 LGD5,
     85%

Ratings affirmed:

  -- Corporate family and probability of default, B2

  -- $177.5 million first lien revolver due December 2012, Ba2
     LGD2, to 18% from 16%

  -- $130 million first lien term loan due April 2014, Ba2 LGD2,
     to 18% from 16%

  -- $180 million second lien notes due July 2014, B2 LGD4, to 55%
     from 53%

  -- $195 million senior subordinated notes due February 2013,
     Caa1 LGD5 to 85% from 84%

The principal methodologies used in this rating were Solid Waste
Management Industry published in February 2010 and Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

Casella Waste Systems, Inc., based in Rutland, Vermont, is a
vertically-integrated regional solid waste services company that
provides collection, transfer, disposal and recycling services to
residential, industrial and commercial customers, primarily in the
eastern United States.  Last twelve months ended October 31, 2010,
revenues were about $540 million.


CB HOLDING: Liquor License in New Jersey Draws $280,000 Bid
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the owner of Charlie Brown's Steakhouse has a
purchaser willing to pay $280,000 for one New Jersey liquor
license.  CB Holding Corp. wants the bankruptcy judge to approve
the sale at a March 9 hearing in view of extensive marketing
efforts already undertaken.  New Jersey has a limited number of
liquor licenses.  Scarcity makes the price high.

                        About CB Holding

New York-based CB Holding Corp. had 20 Charlie Brown's Steakhouse,
12 Bugaboo Creek Steak House, and 7 The Office Beer Bar and Grill
restaurants when it filed for bankruptcy protection.  The Company
closed 47 locations before filing for Chapter 11.  Following a
bankruptcy auction, it sold its The Office restaurant chain to
winning bidder Villa Enterprises Ltd. for $4.68 million.

CB Holding and its affiliates filed for Chapter 11 bankruptcy
protection on November 17, 2010 (Bankr. D. Del. Case No.
10-13683).  Christopher M. Samis, Esq., and Mark D. Collins, Esq.,
at Richards, Layton & Finger, P.A., assist the Debtors in their
restructuring effort.  The Garden City Group, Inc., is the
Debtors' notice, claims and solicitation agent.  Jeffrey N.
Pomerantz, Esq., Jason S. Pomerantz, Esq., and Bradford J.
Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the
Official Committee of Unsecured Creditors.  CB Holding estimated
its assets at $100 million to $500 million and debts at
$50 million to $100 million.


CHINA DU: Restates 2009 Financial Statements to Correct Errors
--------------------------------------------------------------
In response to comment letters received from the U.S. Securities
and Exchange Commission on its previously issued financial
statements, China Du Kang Co., Ltd., on January 24, 2011,
submitted to the SEC restated balance sheets as of December 31,
2009, and 2008, statements of operations, statements of changes in
shareholders' equity (deficit), and statements of cash flows for
the years ended December 31, 2009, and 2008.

Management also believes the restatements reflect corrections of
errors and omissions of material disclosures in the historical
financial statements, in accordance with generally accepted
accounting principles in the United States of America.

The Company reported a net loss of $517,109 on $1,987,659 of
revenues for 2009, compared with a net loss of $1,481,027 on
$1,143,195 of revenues for 2008.

The Company's balance sheet at December 31, 2009, showed
$11,453,018 in total assets, $18,154,544 in total liabilities, and
a stockholders' deficit of $6,701,526.

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

               http://researcharchives.com/t/s?7293

As reported in the Troubled Company Reporter on April 14, 2010,
Keith Z. Zhen, CPA, in Brooklyn, N.Y., expressed substantial doubt
about China Du Kang's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditor
noted that the Company has incurred an operating loss in 2009 and
2008 and has a working capital deficiency and a shareholders'
deficiency as of December 31, 2009.

                        About China Du Kang

Headquartered in Xi'an, Shaanxi, China, Du Kang Co., Ltd. (PNK:
CDKG) was incorporated as U.S. Power Systems, Inc. in the State of
Nevada on January 16, 1987.  China Du Kang is the U.S. holding
company for Hong Kong Merit Enterprise Limited, a Hong Kong entity
organized as a limited liability company under the Hong Kong
Companies Ordinance   Currently, the Company is principally
engaged in the business of production and distribution of
distilled spirits with the brand name of "Baishui Dukang".  The
Company also franchises the brand name to other liquor
manufacturers.


CINRAM INT'L: S&P Cuts Ratings to 'CC' on Distressed Offer
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Scarborough, Ont.-based Cinram International Inc.
three notches to 'CC' from 'CCC+'.  Standard & Poor's also lowered
its issue-level rating on the Company's senior secured bank
facility to 'CC' (the same as the corporate credit rating on
Cinram) from 'CCC+'.  The '4' recovery rating on the debt is
unchanged, indicating an expectation of an average (30%-50%)
recovery in the event of a default.  Finally, Standard & Poor's
placed all of the ratings Cinram on CreditWatch with negative
implications.

"These rating actions follow Cinram's announcement of a proposed
refinancing and recapitalization plan for its credit facilities
due May 2011, completion of which we would consider a distressed
exchange offer under Standard & Poor's criteria definition," said
Standard & Poor's credit analyst Lori Harris.  Under the plan,
lenders are asked to agree to exchange a portion of the existing
first-lien secured debt into second-lien debt with a mandatory
exchange into equity at Dec. 31, 2011.

"We base the ratings on our view of the plan's requirement that
lenders accept a replacement debt with a weaker security position
along with mandatory conversion to equity under certain conditions
for a portion of the existing debt.  In addition, we believe there
is a realistic possibility that Cinram could fall into payment
default when the existing debt matures in May 2011," Ms. Harris
added.

The plan includes a cash repayment on first-lien secured term debt
of US$30 million at closing and an extension of the maturity date
of most of the bank debt to December 2013 from May 2011.  In
addition, the plan proposes to exchange US$90 million of first-
lien debt for second-lien payment-in-kind debt that is mandatorily
exchangeable into equity on Dec. 31. 2011, if not repaid earlier
from equity proceeds.  Furthermore, if all lenders do not consent
to the plan by Feb. 10, 2011, S&P expects Cinram to proceed with
the refinancing as a plan of arrangement under the Canada Business
Corporations Act, which ultimately could bind all lenders to the
proposed plan.

The ratings on Cinram will remain on CreditWatch with negative
implications until such time that the debt is refinanced under the
proposed plan.  If and when this happens, barring other factors,
S&P expects to lower the corporate credit rating on Cinram to 'SD'
(selective default) and lower S&P's rating on the credit
facilities issues to 'D' (default).  Shortly thereafter, S&P then
expects to assign a new corporate credit rating to Cinram,
representing S&P's assessment of its credit risk profile following
the completion of the refinancing.


CIRCLE ENTERTAINMENT: Amends 2009 Annual Report
-----------------------------------------------
On January 25, 2011, Circle Entertainment Inc. filed an Amendment
No. 1 to its annual report on Form 10-K for the year ended
December 31, 2009.

Circle Entertainment filed the 10-K/A for purposes of amending and
restating Item 9A(T). Controls and Procedures, including
certifications pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002 that conform with the exact wording as provided in Item
601(b)(31) of Regulation S-K and having the company's principal
financial officer and principal accounting officer sign the Annual
Report on Form 10-K.  The Amendment also includes the Company's
audited consolidated financial statements, an updated signature
page and currently dated certifications as required by Section 906
of the Sarbanes-Oxley Act of 2002.  The remainder of the Company's
original Annual Report on Form 10-K is unchanged.

As with the original Annual Report, the Form 10-K/A showed that
the Company incurred a net loss of $114.7 million on $18.9 million
of revenue for 2009, compared with a net loss of $461.8 million on
$6.0 million of revenue for 2008.  The Company's balance sheet at
December 31, 2009, showed $141.0 million in assets, $494.1 million
in liabilities, and a stockholders' deficit of $353.1 million.

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

               http://ResearchArchives.com/t/s?728f

                    About Circle Entertainment

Circle Entertainment Inc. (CEXE.PK), formerly FX Real Estate and
Entertainment Inc., owns 17.72 contiguous acres of land located at
the southeast corner of Las Vegas Boulevard and Harmon Avenue in
Las Vegas, Nevada.  The Las Vegas Property is currently occupied
by a motel and several commercial and retail tenants with a mix of
short and long-term leases.  On June 23, 2009, as a result of the
default under the first mortgage loan, the first lien lenders had
a receiver appointed to take control of the property.  The Company
is headquartered in New York City.

The Company's balance sheet at September 30, 2010, showed
$142.3 million in total assets, $525.3 million in total
liabilities, and a stockholders' deficit of $383.0 million.

                           *     *     *

As reported in the Troubled Company Reporter on April 15, 2010, LL
Bradford, in Las Vegas, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company is in default under the mortgage
loan, has limited available cash, has a working capital deficiency
and will need to secure new financing or additional capital in
order to pay its obligations.

The Company disclosed in its Form 10-Q for the quarter ended
June 30, 2010, that it has no current cash flow and cash on hand
as of August 13, 2010, is not sufficient to fund its short-term
liquidity requirements, including its ordinary course obligations
as they come due.  On April 21, 2010, the Company's remaining Las
Vegas subsidiary, namely FX Luxury Las Vegas I, LLC, filed for
Chapter 11 in the U.S. Bankruptcy Court for the District of Nevada
(Case No. 10-17015).

The Company's Las Vegas subsidiary filed for Chapter 11 bankruptcy
on April 21, 2010, and a plan of liquidation or reorganization
will eventually be implemented under which the Company will
surrender ownership of the Las Vegas Property.  Under such a plan,
it is extremely unlikely the Company will receive any material
interest or benefit.


CITIBANK SD: Moody's Hikes Unsupp. Fin'l Strength Rating to 'D+'
----------------------------------------------------------------
Moody's Investors Service upgraded the unsupported bank financial
strength rating of Citibank (South Dakota), N.A., to D+ from D and
changed the outlook for the BFSR to stable from negative.  CBSD's
D+ BFSR maps into an unsupported baseline credit assessment of
Ba1. At the same time, the rating agency also changed to stable
from negative the outlooks for the unsupported ratings of FIA Card
Services, N.A. (FIA) (BFSR of D+, BCA of Ba1), a subsidiary of
Bank of America Corporation, and Chase Bank (USA), N.A. (BFSR of
C-, BCA of Baa1), a subsidiary of JPMorgan Chase & Co.

The deposit ratings for all three banks, which incorporate
systemic support, were affirmed with negative outlooks.  CBSD is
rated A1 for deposits, FIA is rated Aa3 for deposits and Chase
Bank USA is rated Aa1 for deposits.  The negative outlook on these
supported ratings is prompted by the passing of the Dodd-Frank
Act, which, over time, could result in lowering our systemic
support assumptions on systemically important U.S. financial
institutions including Citigroup, Bank of America, and JPMorgan
Chase & Co and their banking subsidiaries.

The rating action reflects improvement in asset quality, which has
not only improved the banks' earnings through lower credit costs
but also increased Moody's comfort level about the banks' capital
adequacy.  The improved financial performance also supports their
franchise positioning as the three largest issuers of general
purpose credit card issuers in the US.  The improvement in asset
quality at all three banks has been driven by the elimination of
lower credit quality accounts through chargeoffs, the origination
of new accounts with higher quality borrowers, and the
stabilization in US unemployment rates, albeit at high levels.

Profitability has benefited from loan loss reserve releases
reflecting the steady downward trend of delinquencies; however,
given the significant improvement in charge-offs, all three banks
would now be posting positive earnings even if reserve releases
were excluded.  These positive trends, which have offset the drag
of declining balances and revenue pressure emanating from the CARD
Act, tightened lending standards, and consumer deleveraging, are
expected to continue in 2011.

Finally, the rating action reflects the banks' satisfactory
capital positions, which should provide adequate cushion even in a
worse-than-expected economic environment, and satisfactory
liquidity positions.

The BFSR and BCA of FIA and CBSD are lower than those of Chase
Bank USA, largely reflecting the fact that both FIA and CBSD have
weaker franchises, asset quality, and profitability.  FIA, along
with Bank of America, is in the process of refining its credit
card strategy in the post-CARD Act environment to focus on lower
risk customers and expansion of existing customer relationships,
including those existing through BofA's large retail branch
network, while de-emphasizing lower quality balance transfer-
related business.  Moody's believes there is some uncertainty
regarding the company's ability to execute this transition
successfully.  In its core Citi-Branded general purpose card
business, CBSD's market share of US credit card outstandings has
declined in recent years relative to peers.  Moreover, there is
uncertainty regarding the future direction and composition of the
CBSD enterprise, as the Retail Partner Card business, which makes
up approximately 37% of total card receivables, has been targeted
for divestiture.

The maintenance of Chase Bank USA's BFSR at C-/BCA Baa1 reflects
the bank's strong franchise and improving profitability, but also
the monoline nature of the bank.  Vulnerabilities stemming from
single asset class concentration, including earnings volatility
driven by macroeconomic factors as well as political and
regulatory developments such as the CARD Act, likely limits the
rating of such entities in the unsupported BCA range of Baa.

The last rating action for FIA and CBSD was on July 27, 2010, when
the outlooks on the banks' deposit and senior debt ratings were
changed to negative from stable.  The last rating action for Chase
Bank USA was March 4, 2009, when the outlook on the bank's deposit
and senior debt ratings was changed to negative from stable.

The principal methodology used in this rating was Analyzing The
Credit Risks Of Finance Companies published in October 2000.


CITIGROUP INC: Fitch Upgrades Individual Rating to 'B/C'
--------------------------------------------------------
Fitch Ratings upgraded the Individual Rating of Citigroup Inc. to
'B/C' from 'C'.  In addition, Fitch has upgraded Citi's
'unsupported' long- and short-term Issuer Default Ratings (IDRs)
to 'A-' and 'F1', respectively, from 'BBB+' and 'F2'.

The upgrades of Citi's unsupported ratings reflect its fundamental
progress to date as well as Fitch's expectation for positive
trends in 2011, particularly in loan portfolio quality and non-
core asset levels.  The upgrades also recognize Citi's franchise
strengths including its large presence in many higher-growth
international markets and diversified revenue mix by geography and
product.  The upgrades further anticipate that liquidity and
capital will continue to be conservatively managed and above
evolving regulatory standards.

Asset quality problems remain higher-than-average among major U.S.
peers, but the level of non-performing loans and net charge-offs
improved throughout 2010 and coverage by loan loss reserves is
solid.  Fitch expects continued improvements in asset quality in
2011 which will likely result in further declines in provisions.
Citi has made notable progress in working down non-core assets
which total 19% or $359 billion of consolidated assets at year-end
2010 versus 34% of consolidated assets at year-end 2008.  Fully
resolving non-core assets will remain a time consuming process but
the earnings drag from this portfolio will likely continue to
diminish in 2011.  Fitch believes Citi will continue to manage
capital and liquidity conservatively particularly in view of the
likelihood of tougher U.S. regulatory requirements and the
implementation over time of Basel III capital and liquidity
standards.

In October 2010, Fitch placed the support ratings of 17 U.S. banks
on Rating Watch Negative in light of the FDIC's proposed rule.  As
part of this action, Fitch placed Citi's IDRs of 'A+/F1+' and
other support dependent ratings on Rating Watch Negative.  Last
week the FDIC issued an interim final rule subject to a 60 day
comment period.  As such, Fitch is deferring any rating actions
stemming from the FDIC's rulemaking authority until the rule is
final.  That said, even at the point when the rule becomes
effective, it is Fitch's view that Citi will continue to benefit
from some ongoing direct systemic support, most notably
outstanding borrowings under the temporary liquidity guarantee
program and the transactional account guarantee which will remain
in force through 2012.  Should Fitch in the future reduce its
assessment of the propensity and ability of the government to
support Citi, the impact on Citi's long-term IDR is likely to be
measured.  Specifically, Citi's unsupported IDR, now at 'A-'
following today's action, equates to a two notch uplift relative
to its long-term IDR of 'A+'.  Should Citi's intrinsic performance
and fundamental credit profile remain stable or improve, any
future lowering or elimination of support from its ratings would
still result in a long-term IDR in the 'A' category and short-term
IDR of at least 'F1'.

Citigroup is one of the leading banking institutions in the world
with by far the largest international banking franchise among U.S.
peers. Early in 2009, a strategic shift was announced which split
Citi into two major operating units: Citicorp to manage core
operations and Citi Holdings to manage and dispose of non-core
assets.

Fitch has taken the following rating actions:

Citigroup Inc.

  -- Individual upgraded to 'B/C' from 'C';
  -- Preferred upgraded to 'BBB' from 'BBB-';
  -- Long-term Issuer Default Rating (IDR) 'A+' remains on Rating
     Watch Negative
  -- Senior unsecured 'A+' remains on Rating Watch Negative;
  -- Subordinated 'A' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative;
  -- Long-term FDIC guaranteed debt remains 'AAA';
  -- Short-term FDIC guaranteed debt remains 'F1+'.

Citibank, N.A.

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long term deposits 'AA-' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support Floor 'A+' remains on Rating Watch Negative;
  -- Long-term FDIC guaranteed debt remains at 'AAA';
  -- Short-term FDIC guaranteed debt remains at 'F1+'.

Citibank (South Dakota), N.A.

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term deposits 'AA-' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support floor 'A+' remains on Rating Watch Negative.

Citibank Banamex USA

  -- Individual upgraded to 'B/C' from 'C';
  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Subordinated 'A' remains on Rating Watch Negative;
  -- Long-term deposits 'AA-' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term deposits 'F1+' remains on Rating Watch Negative;
  -- Support '1' remains on Rating Watch Negative;
  -- Support Floor 'A+' remains on Rating Watch Negative.

Citigroup Funding Inc.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Senior unsecured 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Short-term debt 'F1+' remains on Rating Watch Negative;
  -- Market linked securities 'A+' remains on Rating Watch
     Negative;
  -- Long-term FDIC guaranteed debt remains 'AAA';
  -- Short-term FDIC guaranteed debt remains 'F1+'.

Citigroup Global Markets Holdings Inc.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Senior unsecured 'A+' remains on Rating Watch Negative;
  -- Subordinated 'A' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  --Short-term debt 'F1+' remains on Rating Watch Negative.

Citigroup Derivatives Services LLC.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support remains at '1'.

Citibank Canada

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Long-term deposits 'A+' remains on Rating Watch Negative.

Citibank Japan Ltd.

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Long-term IDR (local currency) 'A+' remains on Rating Watch
     Negative;
  -- Short-term IDR (local currency) 'F1+' remains on Rating Watch
     Negative;
  -- Support remains at '1'.

CitiFinancial Europe plc

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Senior unsecured 'A+' remains on Rating Watch Negative;
  -- Senior shelf 'A+' remains on Rating Watch Negative;
  -- Subordinated 'A' remains on Rating Watch Negative.

Citibank International PLC

  -- Long-term IDR 'A+' remains on Rating Watch Negative;
  -- Short-term IDR 'F1+' remains on Rating Watch Negative;
  -- Support remains at '1'.

Commercial Credit Company

  -- Senior unsecured 'A+' remains on Rating Watch Negative.

Associates Corporation of North America

  -- Senior unsecured 'A+' remains on Rating Watch Negative;
  -- Subordinated 'A' remains on Rating Watch Negative.

Egg Banking plc

  -- Subordinated 'A' remains on Rating Watch Negative.

Citigroup Capital III, VII, VIII, IX, X, XII, XIII, XIV, XV, XVI,
XVII, XVIII, XIX, XX, XXI, XXXI, and XXXII

  -- Trust preferred upgraded to 'BBB' from 'BBB-'

Adam Capital Trust III, Adam Statutory Trust III-V

  -- Trust preferred upgraded to 'BBB' from 'BBB-'


CLAIRE'S STORES: Bank Debt Trades at 5% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 95.48 cents-
on-the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.86
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility.  The bank loan matures on May 29, 2014, and carries
Moody's Caa1 rating and Standard & Poor's B- rating.  The loan is
one of the biggest gainers and losers among 174 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                       About Claire's Stores

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

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

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

Claire's Stores carries 'Caa2' corporate family and probability of
default ratings, with 'positive' outlook, from Moody's Investors
Service, and 'B-' issuer credit ratings, with 'stable' outlook,
from Standard & Poor's.

Moody's Investors Service in December 2010 upgraded Claire's
Stores' ratings, including its Corporate Family Rating and
Probability of Default Rating, to Caa2 from Caa3.  The upgrade
reflects a decrease in Claire's probability of default given that
the company can now fully cover its interest expense.  This is due
to earnings improvement from solid comparable store sales growth,
improved merchandise margins, and continued expense discipline.

Claire's Caa2 Probability of Default Rating reflects Moody's view
that although Claire's credit metrics have improved, they remain
very weak as a result of its heavy debt load.  For the twelve
months ending October 30, 2010, Claire's debt to EBITDA was very
high at 9.3 times.


CLEAR CHANNEL: Bank Debt Trades at 10% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 89.93 cents-on-the-dollar during the week ended Friday, January
28, 2011, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.66 percentage points from the previous week, The Journal
relates.  The Company pays 365 basis points above LIBOR to borrow
under the facility.  The bank loan matures on January 30, 2016,
and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating.
The loan is one of the biggest gainers and losers among 174 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                      About Clear Channel

Clear Channel Communications, Inc. -- http://www.clearchannel.com/
-- is a diversified media company with three primary business
segments: radio broadcasting, outdoor advertising and live
entertainment.  Clear Channel (OTCBB:CCMO) is the operating
subsidiary of San Antonio, Texas-based CC Media Holdings, Inc.

Clear Channel's balance sheet at June 30, 2010, showed
$17.287 billion in assets, $24.496 billion in total liabilities
and a shareholders' deficit of $7.209 billion.

                            *   *   *

Clear Channel Carries a Caa2 corporate family rating from Moody's
Investors Service and an issuer default rating of 'CCC' from Fitch
Ratings.

Fitch said on November 22, 2010, that its ratings concerns center
on the company's highly leveraged capital structure, with
significant maturities in 2014 and 2016; the considerable interest
burden that pressures free cash flow generation; technological
threats and secular pressures in radio broadcasting; and the
company's exposure to cyclical advertising revenue.  The ratings
are supported by the company's leading position in both the
outdoor and radio industries, as well as the positive fundamentals
and digital opportunities in the outdoor advertising space.


C.N. FRIENDS: Case Summary & 6 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: C.N. Friends, LLC
        9425 Prestwick Club Drive
        Duluth, GA 30060

Bankruptcy Case No.: 11-52184

Chapter 11 Petition Date: January 26, 2011

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

Debtor's Counsel: Mark E. Scott, Esq.
                  THE BARRISTER LAW GROUP
                  3325 Paddocks Parkway, Suite 140
                  Suwanee, GA 30097
                  Tel: (770) 529-3476
                  E-mail: mscott@barristerlaw.net

Scheduled Assets: $352,407

Scheduled Debts: $3,989,497

A list of the Company's six largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ganb11-52184.pdf

The petition was signed by Charles N. Friends, principal member.

Debtor-affiliates that filed separate Chapter 11 petition:

                                                 Petition
   Debtors                             Case No.     Date
   -------                             --------     ----
Charles N. Friends &
Patricia A. Friends                    10-85636   09/02/10


COMMUNITY CENTRAL: Signs No-Dividends Agreement with Chicago Fed
----------------------------------------------------------------
Community Central Bank Corporation, the parent company of
Community Central Bank, has entered into a Written Agreement with
the Federal Reserve Bank of Chicago.  The Agreement became
effective on January 19, 2011.  The Agreement will remain in
effect until modified or terminated by the Fed.

Under the terms of the Agreement, the Company cannot declare or
pay dividends, accept dividends from the Bank, or make any
distributions of interest, principal or other sums on subordinated
debentures or trust preferred securities without the prior written
approval of the Fed.  The Company is also prohibited from
incurring, increasing or guaranteeing any debt or purchasing or
redeeming any shares of its stock without the prior written
approval of the Fed.  Other material provisions of the Agreement
require the Company to:

    -- Serve as a source of strength to the Bank, including taking
       steps to ensure that the Bank complies with the Consent
       Order entered into on November 1, 2010 with the Federal
       Deposit Insurance Corporation and the Michigan Office of
       Financial and Insurance Regulation;

    -- Submit to the Fed an acceptable written plan to maintain
       sufficient capital at the Company on a consolidated basis;

    -- Notify the Fed within 45 days following the end of any
       quarter in which the Company's capital ratios fall below
       the approved plan's minimum ratios and detail how the
       Company will meet those minimum capital ratios;

    -- Submit to the Fed a cash flow projection for each calendar
       quarter beginning with the quarter ending June 30, 2011;

    -- Submit to the Fed acceptable written procedures to
       strengthen and maintain internal controls to ensure the
       accuracy of all required regulatory reports and notices
       filed with the Fed;

    -- Submit to the Fed amended regulatory reports for 2010 as
       may be necessary to correct any deficiencies;

    -- Comply with applicable regulations in appointing any new
       director or senior executive officer or in changing the
       responsibilities of any senior executive officer;

    -- Comply with applicable regulations restricting
       indemnification and severance payments; and

    -- Submit to the Fed quarterly progress reports regarding
       compliance with the Agreement, as well as a Company only
       balance sheet, income statement and report of changes in
       stockholders' equity.

All customer deposits at the Bank remain insured to the fullest
extent permitted by the FDIC.  The Company did not admit any
wrongdoing in entering into the Agreement.

                      About Community Central

Community Central Bank Corporation is the holding company for
Community Central Bank in Mount Clemens, Michigan.  The Bank
opened for business in October 1996 and serves businesses and
consumers across Macomb, Oakland, St. Clair and Wayne counties
with a full range of lending, deposit, trust, wealth management
and Internet banking services.  The Bank operates four full
service facilities in Mount Clemens, Rochester Hills, Grosse
Pointe Farms and Grosse Pointe Woods, Michigan.  Community Central
Mortgage Company, LLC, a subsidiary of the Bank, operates
locations servicing the Detroit metropolitan area and central and
northwest Indiana.  River Place Trust and Community Central Wealth
Management are divisions of Community Central Bank.  Community
Central Insurance Agency, LLC, is a wholly owned subsidiary of
Community Central Bank.  The Corporation's common shares currently
trade on The NASDAQ Capital Market under the symbol "CCBD".

The Company's balance sheet at September 30, 2010, showed
$513.7 million in total assets, $501.6 million in total
liabilities, and stockholders' equity of $12.1 million.

"As of September 30, 2010, due to the Corporation's significant
net loss from operations in the three and nine months ended
September 30, 2010, deterioration in the credit quality of the
loan portfolio, and the decline in the level of its regulatory
capital to support operations, there is substantial doubt about
the Corporation's ability to continue as a going concern," the
Corporation said in its Form 10-Q for the quarter ended Sept. 30,
2010.

The Bank is currently subject to a "consent order" with the
Federal Deposit Insurance Corporation and the Michigan Office of
Financial and Insurance Regulation and is "significantly
undercapitalized" under the FDIC's prompt corrective action (PCA)
rules and accordingly is operating under significant operating
restrictions.  The Consent Order requires Community Central Bank
to take corrective measures in a number of areas to strengthen and
improve the Bank's financial condition and operations.  The
Consent Order is effective as of November 1, 2010.  By entering
into the Consent Order, the Bank is directed and has agreed to
increase board oversight and conduct an independent study of
management, improve regulatory capital ratios, charge-off certain
classified assets, reduce its level of loan delinquencies and
problem assets, limit lending to certain borrowers, revise lending
and collection policies, adopt and implement new profit, strategic
and liquidity plans, and correct loan underwriting and credit
administration deficiencies.  The Consent Order also requires the
Bank to obtain prior regulatory approval before the payment of
cash dividends or the appointment of any senior executive officers
or directors.  The Bank also is not allowed to accept brokered
deposits without a waiver from the FDIC and must comply with
certain deposit rate restrictions.


CONSTAR INT'L: Projects $16.3 Million Operating Cash Flow
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Constar International Inc. filed projections with the
bankruptcy court predicting cash receipts of $342.5 million in
calendar 2011.  The projection, required by bankruptcy court
rules, shows $16.3 million of net operating cash flow this year.
Capital expenditures of $13.9 million and $9.9 million in
professional fees are predicted to result in a $7.4 million
negative net cash flow.  The negative cash flow would be offset by
a net of $18.3 million in drawings on a credit 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.


CORUS ENTERTAINMENT: S&P Raises Corporate Rating to 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on Toronto-based Corus Entertainment Inc. to 'BB+'
from 'BB'.  The outlook is stable.

At the same time, S&P raised its issue-level rating on the
Company's C$500 million senior unsecured notes due 2017 one notch
to 'BB+' (the same as the corporate credit rating on Corus) from
'BB', and revised the recovery rating on the notes to '3' from
'4'.  The '3' recovery rating indicates an expectation of
meaningful (50%-70%) recovery in the event of a default, in
contrast to a '4' recovery rating, which indicates an expectation
of average (30%-50%) recovery.

"The upgrade reflects the continued improvement in Corus'
financial risk profile stemming from the Company's strengthened
operating performance, largely because of a better advertising
environment, higher subscription revenue, and management's focus
on improving cost efficiencies," said Standard & Poor's credit
analyst Lori Harris. Reported revenue and segment profit increased
8.2% and 10.9%, respectively, in the first quarter of fiscal 2011
ended Nov. 30, 2010, compared with the same period in fiscal 2010.
Despite elevated debt, credit measures are consistent with the
ratings because of higher EBITDA.

The ratings on Corus reflect what Standard & Poor's views as the
Company's fair business risk profile and significant financial
risk profile.  The business risk profile reflects the Company's
market position in specialty television and radio, positive
advertising growth dynamics for the specialty television industry,
and the favorable Canadian broadcasting regulatory regime, which
limits competition.  However, participation in the media industry
is also challenging because of its cyclical nature (particularly
for advertising and content) and competitive pressures from
alternative content and distribution channels, which could result
in lower profitability in the future.  Corus' financial risk
profile is supported by its improving operating performance and
credit protection measures consistent with the ratings, partially
offset by the Company's sizable annual dividend, which reduces
free cash flow.

Corus' business comprises two operating divisions:
Television (70% of total revenue for the first quarter ended
Nov. 30, 2010): The Company is a leading specialty and pay
television broadcaster with a controlling interest in 19 channels,
including four of Canada's top specialty networks (YTV, W,
Treehouse, and Teletoon); Canada's Western pay-TV business (Movie
Central, which includes HBO Canada for Western Canada); and three
conventional stations. Corus also owns content through its wholly
owned subsidiary, Nelvana Ltd., one of the world's largest
producers and distributors of children's animated programming and
related consumer products. Radio (30%): Corus is a leading
Canadian radio operator in terms of revenue and audience reach,
with 48 radio stations in nine of the 10 largest markets.  On
April 30, 2010, the Company announced that it was selling its
Quebec radio stations to Cogeco Inc. (parent Company of Cogeco
Cable Inc.; BB+/Stable/--) for about C$80 million.  After closing,
which S&P expect soon, Corus will operate in seven of the top 10
Canadian markets and seven of the largest eight English markets.

The stable outlook on Corus reflects Standard & Poor's expectation
that the Company will retain solid market positions in its core
businesses and will pursue a financial policy and growth strategy
in line with the ratings.  Upside to the ratings is limited by the
Company's fair business risk profile. However, S&P could raise the
ratings on Corus in the medium term if the Company improves its
market position, operating performance, and credit protection
measures.  Although unlikely in the near term, S&P would consider
lowering the ratings if the Company demonstrates a more aggressive
financial policy resulting in adjusted leverage trending toward
4x.  Further downward pressure on the ratings could also come from
the Company's failure to sustain its market position in specialty
television.


COYOTES HOCKEY: Hulsizer Deal Hangs on Sale of $100 Mil. Bonds
--------------------------------------------------------------
Mike Sunnucks, senior reporter at the Phoenix Business Journal,
reports that the city of Glendale is selling $100 million in
bonds, the proceeds of which will be transferred to Chicago
financier Matthew Hulsizer who has agreed to buy the Phoenix
Coyotes and keep the team in Glendale.  Glendale will also pay him
$97 million over six years to run the city-owned Jobing.com Arena.
Glendale hopes to recoup the $100 million in bonds by charging for
parking outside the arena.  Parking is currently free, according
to the Business Journal report.

The Business Journal, however, notes that a source familiar with
the Coyotes deal said a possible lawsuit from Goldwater Institute
over Glendale payments to Mr. Hulsizer could trip up the bond
sales.  Goldwater has said the $197 million deal violates the
Arizona Constitution's gift clause, which prohibits governments
from giving money to businesses.

The Business Journal notes that the National Hockey League has a
backup plan with an ownership group in Canada in case the Hulsizer
deal melts down.  That could result in the Coyotes moving back to
Winnipeg.

                        About Coyotes Hockey

Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes National Hockey League team -- filed for
Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009.  The Debtors are represented by Thomas J. Salerno,
Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate
their assets and liabilities are between $100 million and
$500 million.

In the third quarter of 2009, Judge Redfield T. Baum approved the
sale of the Phoenix Coyotes to the National Hockey League, which
had bought the team to quash a plan by bidder Jim Balsillie's to
move the team to Ontario, Canada.  Coyotes was sent to Chapter 11
to effectuate a sale by owner Jerry Moyes to Mr. Balsillie.


CPG INT'L: Moody's Rates $50-Mil. 2nd Lien Loan at 'Caa1'
---------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
CPG International Inc. to B2 from B3 acknowledging CPG's improved
credit metrics and the expectation for continued growth in sales
volumes.  Concurrently, Moody's assigned a B2 rating to the
proposed first lien term loan and a Caa1 to the proposed second
lien term loan.  The rating outlook is stable.

These ratings were assigned:

  -- B2 (LGD3, 48%) to the proposed $235 million first lien term
     loan due 2017; and

  -- Caa1 (LGD6, 91%) to the proposed $50 million second lien term
     loan due 2017.

The following ratings were upgraded:

  -- Corporate Family Rating to B2 from B3;

  -- Probability of Default Rating to B2 from B3,

  -- $150 million senior unsecured notes due July 2013 to B3
     (LGD4, 60%) from Caa1 (LGD4, 59%); and

  -- $128 million senior unsecured notes due July 2012 to B3
     (LGD4, 60%) from Caa1 (LGD4, 59%).

The Speculative Grade Liquidity rating has been affirmed at SGL-3.
Moody's expects to raise the rating to SGL-2 upon completion of
the proposed refinancing to reflect the extension of a series of
maturities set to begin in January 2012 and reduction in the
company's borrowing costs by close to a third.

The ratings on the proposed term loans are subject to review of
final documentation.  Upon repayment of the notes in full, the
ratings on the senior unsecured notes will be withdrawn.

The B2 corporate family rating reflects CPG's improving operating
performance, reduced financial leverage and good liquidity.
Increased demand for CPG's AZEK exterior residential products have
driven an improvement in margins since 2008 and resulted in a
reduction in leverage below 5.0x from a peak over 7.0x despite
continued weakness in its core North American residential
construction and remodeling end-markets.  Moody's anticipates
margins will remain strong in 2011 as price increases are
implemented to offset increased petrochemical resin input costs.
Further, Moody's anticipates that seasonal borrowings on the ABL
at the close of the transaction will be repaid over the next six
months.

The stable outlook contemplates the tolerance for modest
fluctuations in operating performance driven by the seasonality of
its operations or mild swings in resin prices.  Further, failure
to execute the proposed refinancing could pressure the outlook
given the maturities of the existing ABL, term loan and senior
unsecured notes over the next 18 months.

The proposed capital structure is expected to include an unrated
$65 million asset based lending facility maturing in 2016, a
$235 million first lien term loan maturing in 2017 and a
$50 million second lien term loan maturing in 2017.  The ABL will
have a first lien security interest in the receivables and
inventory of CPG and its guarantor subsidiaries.  The first lien
term loan will have a first lien interest in all other assets and
a second lien on the ABL collateral.  The second lien term loan
will have a second lien interest in all assets excluding the ABL
collateral.  The term loans are expected to be subject to both
total leverage and interest coverage covenants.

The ratings are unlikely to be upgraded prior to the permanent
reduction in debt that results in a reduction in leverage
sustainably below 4.0x given the cyclicality of CPG's key end-
markets.  Downward ratings pressure while not expected in the near
term could occur if liquidity were to weaken or if demand were to
deteriorate such that earnings declines result in leverage
approaching 5.5x.

The last rating action on CPG was the November 22, 2010 change in
outlook to positive from stable.

The principal methodologies used in this rating were Global
Manufacturing Industry 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.

CPG, headquartered in Scranton, Pennsylvania, is a manufacturer
and fabricator of engineered and branded synthetic products
designed to replace wood and metal in a variety of building
materials and industrial applications.  Sales for the twelve
months ended September 30, 2010, were approximately $325 million.


CPG INT'L: S&P Raises Rating to 'B' on Debt Refinancing
-------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Scranton, Pa.-based CPG International Inc. to 'B' from
'B-'.  The rating outlook is positive.

At the same time, S&P assigned a 'B' (the same as the corporate
credit rating) issue-level rating to CPG's proposed $235 million
senior secured first lien term loan due 2017.  The recovery rating
is '3', indicating S&P's expectation of meaningful (50% to 70%)
recovery for lenders in the event of a payment default.  At the
same time, S&P assigned a 'CCC+' (two notches lower than the
corporate credit rating) issue-level rating to CPG's proposed
$50 million senior secured second lien term loan due 2017.  The
recovery rating is '6', indicating S&P's expectation of negligible
(0% to 10%) recovery for lenders in the event of a payment
default.  These ratings are based on preliminary terms and
conditions.

Proceeds from the proposed transaction will be used to refinance
the Company's current debt.  In addition, the Company intends to
enter into a new five-year $65 million asset-based revolving
credit facility, which will not be rated.

"The upgrade reflects our view that Scranton, Pa.-based CPG
International Inc. should maintain credit measures over the next
several quarters that are in line with an aggressive financial
risk profile, along with adequate liquidity following its proposed
refinancing transaction," said Standard & Poor's credit analyst
Tobias Crabtree.  Specifically, S&P expects adjusted total debt to
EBITDA could be maintained below 5x during this period, which S&P
considers to be in line with the current rating given the
Company's weak business risk profile.  In addition, the proposed
transaction addresses the significant portion of the Company's
capital structure that matures in 2012.  The positive rating
outlook reflects S&P's view that adjusted leverage could improve
to 4x or below, a level S&P believes would be consistent with a
'B+' rating.  S&P's ratings also incorporate S&P's view of CPG's
weak business risk profile reflected in its significant exposure
to challenging residential and nonresidential construction markets
and volatile resin costs.

S& P expects that residential end markets, where CPG derives
approximately two-thirds of its sales, will continue to improve
over the next year because of a gradual recovery in housing
markets.  As a result, S&P thinks the improvement in sales of the
Company's AZEK building products will likely continue during this
period.  In addition, CPG should continue to benefit from
increased market penetration for its AZEK-branded products.
Specifically, sales of AZEK building products increased
approximately 34% for the first nine months of 2010, versus the
previous year's similar period.  Still, S&P expects sales of
plastic bathroom partitions and lockers from the Company's
Scranton Products segment, which represents nearly 20% of sales,
to remain weak given Standard & Poor's economists view that
nonresidential end markets are unlikely to begin recovering until
2012.  As a result, S&P believe 2011 revenue and adjusted EBITDA
for CPG could improve at least 10% from the trailing-12-months
ended Sept. 30, 2010, levels of about $320 million and about
$64 million, respectively.  S&P's forecast is highly sensitive to
raw material costs, especially resin.  Elevated raw material costs
were a primary driver of lower gross margin as a percent of sales
for the first nine months of 2010 compared with the same period in
2009.  Historically, the Company has been able to obtain price
increases to offset some of the effect of higher resin costs.
However, if resin prices were to remain elevated over the next 12
months, S&P thinks CPG could have difficulty raising prices to
maintain margins given the anticipated low demand environment.

The positive rating outlook reflects S&P's view that if operating
results continue to improve and prepayment of term loan debt from
projected free cash flow generation occurs, then adjusted leverage
could approach 4x or lower by the end of 2011.  Specifically, S&P
thinks a gradual recovery in U.S. housing markets coupled with
manageable raw material cost inflation will contribute to a modest
improvement in adjusted EBITDA from its trailing-12-month level as
of Sept. 30, 2010, of about $64 million.  S&P's ratings and
outlook also incorporate the expectation that the Company will
maintain adequate liquidity over the next two years.  S&P could
raise the rating if the Company's credit metrics continue to
strengthen such that S&P expects adjusted leverage could be
maintained at 4x or below.

S&P could take a negative rating action if sales and adjusted
EBITDA were to moderate from S&P's projected level of at least
$70 million in 2011 due to a double dip recession and reduced
construction activity or rapidly rising raw material costs.
Specifically, EBITDA would have to decline at least 30% from
S&P's projected 2011 level for leverage to likely exceed 6x. In
addition, a negative rating action could occur if the Company does
not complete the proposed transaction, given the significant
amount of its existing debt that is to mature in 2012.


CUMULUS MEDIA: Bank Debt Trades at 4% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Cumulus Media Inc.
is a borrower traded in the secondary market at 96.20 cents-on-
the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.70
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility.  The bank loan matures on June 11, 2014, and carries
Moody's Caa1 rating and Standard & Poor's B- rating.  The loan is
one of the biggest gainers and losers among 174 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                        About Cumulus Media

Based in Atlanta, Georgia, Cumulus Media Inc. (NASDAQ: CMLS) --
http://www.cumulus.com/-- is the second largest radio broadcaster
in the United States based on station count, controlling 350 radio
stations in 68 U.S. media markets.  In combination with its
affiliate, Cumulus Media Partners, LLC, the Company believes it is
the fourth largest radio broadcast company in the United States
when based on net revenues.

The Company's balance sheet at Sept. 30, 2010, showed
$324.06 million in total assets, $673.31 million in total
liabilities, and a stockholders' deficit of $349.25 million.

Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2'
probability-of-default rating, with 'stable' outlook, from Moody's
Investors Service.  It has 'B-' issuer credit ratings, with
'stable' outlook, from Standard & Poor's.


CUTESY SHOES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Cutesy Shoes, a California corporation
        3260 Pomona Boulevard
        Pomona, CA 91768

Bankruptcy Case No.: 11-13456

Chapter 11 Petition Date: January 26, 2011

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

Judge: Peter Carroll

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

Scheduled Assets: $208,595

Scheduled Debts: $4,010,368

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-13456.pdf

The petition was signed by Wen Hao Liu, president.


DB VANCOUVER: Case Summary & 5 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: DB Vancouver, LLC
          dba Days Inn Vancouver
        208 Sanford Street
        Encinitas, CA 92024

Bankruptcy Case No.: 11-40602

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Paul B. Snyder

Debtor's Counsel: Timothy J. Dack, Esq.
                  916 Main St., P.O. Box 61645
                  Vancouver, WA 98666
                  Tel: (360) 694-4227
                  E-mail: bkfile@dackoffice.com

Scheduled Assets: $2,311,900

Scheduled Debts: $2,589,724

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wawb11-40602.pdf

The petition was signed by Frank Eng, manager.


DBSI INC: Debtor-by-Debtor Insolvency Allegations Unnecessary
-------------------------------------------------------------
WestLaw reports that allegations in a Chapter 11 trustee's
complaint, regarding the alleged insolvency of the overall debtor
enterprise at the time of the challenged transfers, as
demonstrated by the fact that the debtors and related entities
with which they had been substantively consolidated never
generated a profit overall, that their liabilities exceeded their
assets, and that they depended on investment money being
distributed among entities as needed pursuant to an alleged Ponzi
scheme, sufficiently alleged, as badges of fraud supporting his
actual fraudulent transfer claims, both debtors' insolvency and
receipt of less than reasonably equivalent value for the equity
interests which they bought back from alleged insiders, and which
were the focus of the trustee's fraudulent transfer claims.
Inasmuch as debtors and their related entities had been
substantively consolidated, the trustee did not have to allege
insolvency on a debtor-by-debtor basis.  In re DBSI, Inc., ---
B.R. ----, 2011 WL 204522 (Bankr. D. Del.).

Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses.  On November 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for Chapter
11 protection (Bankr. D. Del. Case No. 08-12687).  Lawyers at
Young Conaway Stargatt & Taylor LLP represent the Debtors as
counsel.  The Official Committee of Unsecured Creditors tapped
Greenberg Traurig, LLP, as its bankruptcy counsel.  Kurtzman
Carson Consultants LLC is the Debtors' notice claims and balloting
agent.  When the Debtors sought protection from their creditors,
they estimated assets and debts between $100 million and
$500 million.  Joshua Hochberg, a former head of the Justice
Department fraud unit, served as an Examiner and called the seller
and servicer of fractional interests in commercial real estate an
"elaborate shell game" that "consistently operated at a loss" in
his report released in October 2009.  On September 11, 2009, the
Honorable Peter J. Walsh entered an Order appointing James R.
Zazzali as Chapter 11 trustee for the Debtors' estates.


DECANIO BUILDERS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: DeCanio Builders Supply Company, Inc.
        P.O. Box 12379
        Chicago, IL 60612

Bankruptcy Case No.: 11-02958

Chapter 11 Petition Date: January 26, 2011

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

Judge: Jacqueline P. Cox

Debtor's Counsel: Charles W. Dobra, Esq.
                  CHARLES WM. DOBRA, LTD.
                  675 E. Irving Park Road
                  Roselle, IL 60172
                  Tel: (630) 893-2494
                  Fax: (630) 893-2497
                  E-mail: cdobralaw@sbcglobal.net

Scheduled Assets: $1,799,878

Scheduled Debts: $1,085,527

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb11-02958.pdf

The petition was signed by Edward Schmidl, CFO.


DEEP DOWN: CFO G. Mayeux Resigns; E. Butler Named Replacement
-------------------------------------------------------------
On January 23, 2011, Gay Stanley Mayeux, vice president & chief
financial officer, submitted a letter terminating effective
immediately her employment under the Employment Agreement between
Deep Down, Inc., and its wholly-owned subsidiaries and Ms. Mayeux,
dated April 29, 2010.  On January 24, 2011, the Company accepted
the resignation of Ms. Mayeux effective as of such date.  That
resignation provides for the termination of the Employment
Agreement, excluding those provisions of the Employment Agreement
that by their terms survive termination.  Ms. Mayeux has asserted
that the Company is liable for certain severance and compensation
payments under the terms of the Employment Agreement.  The Company
disputes that those obligations are owed to Ms. Mayeux.

Ms. Mayeux was also awarded 1,000,000 shares of common stock on
May 31, 2010, and granted a 1,000,000-share stock option on April
29, 2010, both of which vested over 3 years.  Since Ms. Mayeux was
employed for less than one year, none of the shares or options had
vested and will be returned to the Company.

On January 24, 2011, the Company's board of directors appointed
Eugene L. Butler as Chief Financial Officer.  Mr. Butler has
served as Chairman of the Board with the Company since September
2009 and served as Chief Financial Officer and Director with the
Company from June 2007 to April 2010.  Mr. Butler was Managing
Director of CapSources, Inc., an investment banking firm
specializing in mergers, acquisitions and restructurings, from
2002 until 2007.  Prior to this, he has served in various
capacities as a director, president, chief executive officer,
chief financial officer and chief operating officer for
Weatherford International, Inc., a $2 billion multinational
service and equipment corporation serving the worldwide energy
market, from 1974 to 1991.  He was elected to Weatherford's Board
of Directors in May of 1978, elected president and chief operating
officer in 1979, and president and chief executive officer in
1984.  He successfully developed and implemented a turnaround
strategy eliminating debt and returning the company to
profitability during a severe energy recession.  Mr. Butler also
expanded operations into international markets allowing
Weatherford to become a major worldwide force with its offshore
petroleum products and services.  Mr. Butler graduated from Texas
A&M University in 1963, and served as an officer in the U.S. Navy
until 1969 when he joined Arthur Andersen & Co.  Mr. Butler is
distinguished by numerous medals and decorations, including the
Bronze Star with combat "V" and the Presidential Unit Citation for
his service with the river patrol force in Vietnam.  Mr. Butler
has been a Director on the Board of Powell Industries, Inc.
(NASDAQ: POWL) since 1991, where he is Chairman of the Audit
Committee and member of the Governance Committee.

                          About Deep Down

Deep Down, Inc. -- http://www.deepdowncorp.com/-- is an oilfield
services company serving the worldwide offshore exploration and
production industry.  Deep Down's services include distribution
system installation support and engineering services, umbilical
terminations, loose-tube steel flying leads, distributed and drill
riser buoyancy, ROVs and tooling, marine vessel automation,
control, and ballast systems.  The Company's primary focus is on
more complex deepwater and ultra-deepwater oil production
distribution system support services and technologies, used
between the platform and the wellhead.

The Company's balance sheet at Sept. 30, 2010, showed
$49.31 million in total assets, $14.72 million in total
liabilities, and stockholders' equity of $34.58 million.

The Company's working capital declined by $1.7 million to negative
$554,000, at September 30, 2010, from $1.2 million at December 31,
2009, primarily as a result of reclassifying $2.5 million of its
long-term debt to current liabilities.  All of the debt from one
of the Company's lenders in the amount of $3.2 million is due
April 15, 2011.  As of September 30, 2010, the Company was in
compliance with all financial covenants associated with this debt.
The Company is currently in discussions with several lenders who
have expressed interest in refinancing the Company's debt.

Deep Down reported a net loss of $3.36 million after a
$4.5 million non-cash impairment of goodwill, on revenues of
$11.4 million for three months ended Sept. 30, 2010, compared with
a net loss of $2.09 million on revenues of $8.4 million during the
same quarter last year.


DEWITT REHABILITATION: Case Summary & Creditors List
----------------------------------------------------
Debtor: DeWitt Rehabilitation and Nursing Center
        211 East 79th Street
        New York, NY 10075

Bankruptcy Case No.: 11-10253

Chapter 11 Petition Date: January 25, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Allan L. Gropper

About the Debtor: DeWitt Rehabilitation runs a 499-bed nursing
                  home on East 79th Street in Manhattan. The
                  nursing home is owned by Marilyn Lichtman, who
                  has been the operator since the facility opened
                  in 1967.

Debtor's Counsel: Marc A. Pergament, Esq.
                  WEINBERG, GROSS & PERGAMENT, LLP
                  400 Garden City Plaza, Suite 403
                  Garden City, NY 11530
                  Tel: (516) 877-2424
                  Fax: (516) 877-2460
                  E-mail: mpergament@wgplaw.com

Estimated Assets: $0 to $50,000

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/nysb11-10253.pdf

The petition was signed by Robert DeMarco, chief financial offier.


DEX MEDIA EAST: Bank Debt Trades at 20% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East,
LLC, is a borrower traded in the secondary market at 80.79 cents-
on-the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 0.63
percentage points from the previous week, The Journal relates.
The Company pays 250 basis points above LIBOR to borrow under the
facility, which matures on October 24, 2014.  The debt is not
rated.  The loan is one of the biggest gainers and losers among
174 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                       About Dex Media East

Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun &
Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the U.S.
It offers print directory advertising products, such as yellow
pages and white pages directories.  R.H. Donnelley Inc., Dex
Media, Inc., and Local Launch, Inc., are the company's only direct
wholly owned subsidiaries.

Dex Media East, LLC, is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media, Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15.  James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represented the Debtors in their
restructuring efforts.  Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, served as the Debtors' local counsel.  The
Debtors' financial advisor was Deloitte Financial Advisory
Services LLP while its investment banker was Lazard Freres & Co.
LLC.  The Garden City Group, Inc., was claims and noticing agent.
The Official Committee of Unsecured Creditors tapped Ropes & Gray
LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co-
counsel, J.H. Cohn LLP as its financial advisor and forensic
accountant, and The Blackstone Group, LP as its financial and
restructuring advisor.

The Debtors emerged from Chapter 11 bankruptcy proceedings at the
end of January 2010.


DEX MEDIA WEST: Bank Debt Trades at 7% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Dex Media West LLC
is a borrower traded in the secondary market at 92.70 cents-on-
the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.68
percentage points from the previous week, The Journal relates.
The Company pays 450 basis points above LIBOR to borrow under the
facility.  The bank loan matures on October 24, 2014, and is not
rated.  The loan is one of the biggest gainers and losers among
174 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                       About Dex Media West

Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an
indirect wholly owned subsidiary of Dex Media, Inc.  Dex Media is
a direct wholly owned subsidiary of R.H. Donnelley Corporation.
Dex Media West is the exclusive publisher of the official yellow
pages and white pages directories for Qwest Corporation, the local
exchange carrier of Qwest Communications International, Inc., in
Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media, Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15.  James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represented the Debtors in their
restructuring efforts.  Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, served as the Debtors' local counsel.  The
Debtors' financial advisor was Deloitte Financial Advisory
Services LLP while its investment banker was Lazard Freres & Co.
LLC.  The Garden City Group, Inc., was claims and noticing agent.
The Official Committee of Unsecured Creditors tapped Ropes & Gray
LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co-
counsel, J.H. Cohn LLP as its financial advisor and forensic
accountant, and The Blackstone Group, LP as its financial and
restructuring advisor.

The Debtors emerged from Chapter 11 bankruptcy proceedings at the
end of January 2010.


DIAMOND RANCH: Replaces M & K with Robison Hill as Indep. Auditors
------------------------------------------------------------------
On January 20, 2011, Diamond Ranch Foods, Ltd., dismissed M & K
CPAS, PLLC, as its independent auditors.  The decision to dismiss
M & K CPAS, PLLC and to seek new independent auditors was approved
by the Company's Board of Directors.

The review of M & K CPAS, PLLC on the Company's financial
statements for the three month period ended September 30, 2010,
did not contain an adverse opinion or a disclaimer of opinion and
were not qualified or modified as to uncertainty or accounting
principles.  In connection with the review of the Company's
financial statements for the three month period ended
September 30, 2010, (1) there were no disagreements with M & K
CPAS, PLLC on any matter of accounting principles or practices,
financial statement disclosure and procedure which, if not
resolved to the satisfaction of M & K CPAS, PLLC, would have
caused M & K CPAS, PLLC to make reference to the matter in the
filing and (2) there were no "reportable events" as that term is
defined in Item 304 of Regulation S-K promulgated under the
Securities Exchange Act of 1934.

On January 20, 2011, the Company engaged Robison, Hill & Company
as the Company's independent accountant to audit the Company's
financial statements and to perform reviews of interim financial
statements.  During the fiscal years ended March 31, 2010 and 2009
through January 20, 2011 neither the Company nor anyone acting on
its behalf consulted with Robison, Hill & Company regarding (i)
either the application of any accounting principles to a specific
completed or contemplated transaction of the Company, or the type
of audit opinion that might be rendered by Robison, Hill & Company
on the Company's financial statements; or (ii) any matter that was
either the subject of a disagreement with M & K CPAS, PLLC or a
reportable event with respect to M & K CPAS, PLLC.

                        About Diamond Ranch

Diamond Ranch Foods, Ltd. -- http://www.diamondranchfoods.com/--
is a meat processing and distribution company now located in the
Hunts Point Coop Market, Bronx, New York.  The Company's
operations consist of packing, processing, labeling, and
distributing products to a customer base, including, but not
limited to; in-home food service businesses, retailers, hotels,
restaurants, and institutions, deli and catering operators, and
industry suppliers.

As of June 30, 2010, the Company had $1,408,828 in total assets,
$6,274,635 in total liabilities and a $4,793,807 stockholders'
deficit.

                           Going Concern

On May 1, 2009, Gruber & Company, LLC, in Lake Saint Louis,
Missouri, raised substantial doubt on the ability of
Diamond Ranch Foods, Ltd., to continue as a going concern after it
audited the company's financial statements for the year ended
March 31, 2009, and 2008.  The auditor pointed to the company's
recurring losses from operations.

The Company noted that it has experienced recurring net operating
losses, had a net loss of $292,981 for the three months ended June
30, 2010, and has a working capital deficiency of $5,056,528 as of
June 30, 2010.  "These factors raise substantial doubt about its
ability to continue as a going concern," the Company said in its
Form 10-Q for the quarter ended June 30, 2010.  "Without
realization of additional working capital, either through the sale
of equity shares or increased revenues from operations, it would
be unlikely for it to continue as a going concern."


DYNEGY INC: Seneca Pre-Emptively Rejects $6 Per Share Offer
-----------------------------------------------------------
Seneca Capital on Wednesday said that -- following the
announcement that holders of more than 95% of non-affiliated
outstanding shares of Dynegy Inc. determined not to tender their
shares to Icahn Enterprises Holdings LP, an affiliate of Dynegy's
largest shareholder, for $5.50 per share -- it would be opposed to
selling Dynegy at $6.00 per share.  In addition, Seneca Capital
cautions the Dynegy board against the continued spending of
shareholder funds -- incremental yet to the $100 million in fees
and expenses, or 15% of equity value, that the Dynegy Board has
already been willing to spend -- in another attempt to sell the
Company at an inadequate price, let alone without performing
the "careful standalone review" promised to shareholders on
November 23.

Seneca Capital, the second largest shareholder of Dynegy with a
12% economic interest (including 9.3% voting common stock), said
it was pleased and not surprised that holders of more than 95% of
non-affiliated outstanding shares determined not to tender their
shares to Icahn for $5.50 per share.  Seneca Capital said it "has
more conviction than ever that it is the WRONG PRICE at the WRONG
TIME for the WRONG REASONS."  Seneca Capital believes that the
distraction of the low-priced tender unfortunately serves to limit
interest from fundamental shareholders that are attracted by the
Dynegy value opportunity.

As reported by the Troubled Company Reporter on January 27, 2011,
Icahn Enterprises L.P. extended the expiration date of its $5.50-
per-share tender offer for all outstanding shares of Dynegy's
common stock until 5:00 p.m., New York City time, on February 9,
2011.  The tender offer was previously scheduled to expire at
12:00 midnight, New York City time, January 25, 2011.  As of the
January 25 deadline, 5,398,317 shares had been validly tendered
and not withdrawn, representing 4.42% of the outstanding shares.
Mr. Icahn needed to obtain 50% of the outstanding shares for the
deal to move forward.

Seneca Capital urged the Special Committee of Dynegy's board to
cease the serial attempts to sell the company for cash at a low
point in the cycle.  Seneca Capital said it "is gravely concerned
that the Dynegy Board, as was the case with Blackstone and the
current IEP offer, will provide yet another multi-million dollar
break-up fee in return for a relatively meager increase in
purchase price (each $0.50 per share represents less than 2% of
enterprise value) -- in the face of resounding shareholder
opposition to a low-priced cash sale of the Company (as
demonstrated by today's announced tender results)."

Seneca Capital directed its comments to the Special Committee
given its concern that $36 million in change-of-control severance
raises a substantial misalignment of interest with regard to the
Chairman of the Dynegy Board.

On January 27, 2011, Seneca filed with the Securities and Exchange
Commission amended preliminary materials relating to its Consent
Solicitation.  The Consent Solicitation, once finalized, would
seek stockholder approval of various proposals by Seneca.  Copies
of Seneca's filings are available at:

          http://is.gd/PZBQrr
          http://is.gd/zbqFj5

On December 15, 2010, Dynegy entered into an Agreement and Plan of
Merger with affiliates of Icahn.  On December 22, 2010, an
affiliate of IEP commenced a tender offer to purchase all of the
outstanding shares of Dynegy common stock for $5.50 per share in
cash, or roughly $665 million.

                        About Dynegy Inc.

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

The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself.  In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion.  That offer was raised to $5.00 a share in
November.  Through Icahn and Seneca's efforts, shareholders
thumbed down both offers.  On December 22, 2010, an affiliate of
IEP commenced a tender offer to purchase all of the outstanding
shares of Dynegy common stock for $5.50 per share in cash, or
roughly $665 million in the aggregate.

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

                           *     *     *

As reported by the Troubled Company Reporter on November 26, 2010,
Fitch Ratings downgraded the ratings of Dynegy Inc. and its
subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from
'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank
credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior
unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I
preferred to 'C/RR6' from 'CCC/RR6'.  The downgrade reflects
Fitch's belief that the rejection of The Blackstone Group's bid to
acquire Dynegy for $5/share will likely lead to another
transaction and capital restructuring by Dynegy's management as
activist stockholders seek to maximize shareholder values.  The
downgrade also reflects the underperformance of Dynegy's merchant
generation operations.

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

In December 2010, Moody's said its ratings and negative rating
outlook for Dynegy, Inc., and its subsidiary, Dynegy Holdings
(Caa1 Corporate Family Rating) will remain unchanged following
announcement of the Icahn deal.


DYNEGY HOLDINGS: Rejects Seneca's Request to Waive Poison Pill
--------------------------------------------------------------
Dynegy Inc. announced that it will not grant Seneca Capital's
request to waive the Company's Stockholder Protection Rights Plan.

In a letter dated January 25, 2011, Dynegy Lead Director Patricia
A. Hammick, said the Board of Directors of Dynegy adopted the
short-term and narrowly tailored Rights Plan to protect all Dynegy
stockholders from any person obtaining control or de facto control
of Dynegy without offering a control premium to all Dynegy
stockholders.  She notes that if the waiver Seneca requested is
granted, Seneca and the unidentified persons it would work in
concert with would potentially be able to acquire control of
Dynegy without paying a control premium to all stockholders.

Ms. Hammick maintains that if Seneca believed that it could
provide a value proposition that would be superior to the one made
by affiliates of Icahn Enterprises Holdings L.P., it should have
participated in the process that was available to all interested
parties.

The Special Committee does not believe that Seneca is offering an
approach that is fair, advisable and in the best interests of all
Dynegy stockholders.

On December 15, 2010, the Company entered into an Agreement and
Plan of Merger with affiliates of Icahn Enterprises LP.  On
December 22, 2010, an affiliate of IEP commenced a tender offer to
purchase all of the outstanding shares of Dynegy common stock for
$5.50 per share in cash, or approximately $665 million.  The only
remaining regulatory approval necessary to satisfy the closing
conditions of the IEP tender offer relates to the approval of the
Federal Energy Regulatory Commission.  A joint application filed
by Dynegy and IEP is currently pending before FERC, and approval
is expected to be forthcoming.  The IEP tender offer is currently
set to expire at 5 p.m., New York City time, on February 9, 2011.

The Dynegy Board, in consultation with its independent financial
and legal advisors and based upon the unanimous recommendation of
the Special Committee comprised solely of non-management
independent directors, has unanimously determined that the tender
offer is in the best interests of all Dynegy stockholders. The
Dynegy Board unanimously recommends that Dynegy stockholders
accept the tender offer and tender their Dynegy shares into the
tender offer.

Dynegy has filed with the Securities and Exchange Commission a
Solicitation/Recommendation Statement on Schedule 14D-9 regarding
the tender offer.

                        About Dynegy Inc.

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

The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself.  In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion.  That offer was raised to $5.00 a share in
November.  Through Icahn and Seneca's efforts, shareholders
thumbed down both offers.  On December 22, 2010, an affiliate of
IEP commenced a tender offer to purchase all of the outstanding
shares of Dynegy common stock for $5.50 per share in cash, or
roughly $665 million in the aggregate.

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

                           *     *     *

As reported by the Troubled Company Reporter on November 26, 2010,
Fitch Ratings downgraded the ratings of Dynegy Inc. and its
subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from
'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank
credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior
unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I
preferred to 'C/RR6' from 'CCC/RR6'.  The downgrade reflects
Fitch's belief that the rejection of The Blackstone Group's bid to
acquire Dynegy for $5/share will likely lead to another
transaction and capital restructuring by Dynegy's management as
activist stockholders seek to maximize shareholder values.  The
downgrade also reflects the underperformance of Dynegy's merchant
generation operations.

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

In December 2010, Moody's said its ratings and negative rating
outlook for Dynegy, Inc., and its subsidiary, Dynegy Holdings
(Caa1 Corporate Family Rating) will remain unchanged following
announcement of the Icahn deal.


DYNEGY HOLDINGS: Receives No Alternative Acquisition Proposal
-------------------------------------------------------------
Dynegy Inc. announced that it did not receive any bona fide
acquisition proposals prior to the expiration of its open
strategic alternatives process on January 24, 2011.  Goldman,
Sachs & Co. and Greenhill & Co., LLC, which conducted the process
at the direction of the Special Committee of Dynegy's Board of
Directors, had contacted over 50 parties to determine whether they
would be interested in exploring a transaction with Dynegy.  After
working with several of these parties, Dynegy received no such
acquisition proposal.

                           Tender Offer

On December 15, 2010, the Company entered into an Agreement and
Plan of Merger with affiliates of Icahn Enterprises LP (NYSE:IEP).
On December 22, 2010, an affiliate of IEP commenced a tender offer
to purchase all of the outstanding shares of Dynegy common stock
for $5.50 per share in cash, or approximately $665 million.  The
only remaining regulatory approval necessary to satisfy the
closing conditions of the IEP tender offer relates to the Federal
Energy Regulatory Commission.  A joint application filed by Dynegy
and IEP is currently pending before FERC, and approval is expected
to be forthcoming.  The IEP tender offer is currently set to
expire at midnight (Eastern Time) on January 25, 2011.  The
parties have agreed in the merger agreement that the affiliate of
IEP will extend the tender offer if the conditions to the closing
of the tender offer are not satisfied by midnight (Eastern Time)
on January 25, 2011.

The Dynegy Board, in consultation with its independent financial
and legal advisors and based upon the unanimous recommendation of
the Special Committee comprised solely of non-management
independent directors, has unanimously determined that the tender
offer is in the best interests of all Dynegy stockholders.  The
Dynegy Board unanimously recommends that Dynegy stockholders
accept the tender offer and tender their Dynegy shares into the
tender offer.

Dynegy has filed with the Securities and Exchange Commission a
Solicitation/Recommendation Statement on Schedule 14D-9 regarding
the tender offer.

                        About Dynegy Inc.

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

The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself.  In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion.  That offer was raised to $5.00 a share in
November.  Through Icahn and Seneca's efforts, shareholders
thumbed down both offers.  On December 22, 2010, an affiliate of
IEP commenced a tender offer to purchase all of the outstanding
shares of Dynegy common stock for $5.50 per share in cash, or
roughly $665 million in the aggregate.

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

                           *     *     *

As reported by the Troubled Company Reporter on November 26, 2010,
Fitch Ratings downgraded the ratings of Dynegy Inc. and its
subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from
'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank
credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior
unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I
preferred to 'C/RR6' from 'CCC/RR6'.  The downgrade reflects
Fitch's belief that the rejection of The Blackstone Group's bid to
acquire Dynegy for $5/share will likely lead to another
transaction and capital restructuring by Dynegy's management as
activist stockholders seek to maximize shareholder values.  The
downgrade also reflects the underperformance of Dynegy's merchant
generation operations.

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

In December 2010, Moody's said its ratings and negative rating
outlook for Dynegy, Inc., and its subsidiary, Dynegy Holdings
(Caa1 Corporate Family Rating) will remain unchanged following
announcement of the Icahn deal.


DYNEGY INC: Seneca Amends Anti-Blackstone & Icahn Proposals
-----------------------------------------------------------
On January 27, 2011, Seneca Capital International Master Fund,
L.P., Seneca Capital, L.P., Seneca Capital Investments, L.P.,
Seneca Capital Investments, LLC, Seneca Capital International GP,
LLC, Seneca Capital Advisors, LLC, and Douglas A. Hirsch filed
with the Securities and Exchange Commission amended preliminary
materials relating to the Consent Solicitation.  The Consent
Solicitation, once finalized, would seek stockholder approval of
the following proposals:

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

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

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

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

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

Proposal 6: Direct the Dynegy Board to carefully and urgently
            evaluate all cost cutting opportunities available to
            the Company, including, without limitation, corporate
            costs.

Proposal 7: Direct the Dynegy Board to urgently conduct a review
            of senior management, such review to include specific
            consideration as to the removal of Bruce A. Williamson
            as chief executive officer.

Proposal 8. Direct the Dynegy Board to urgently undertake an in-
            depth review of company compensation policies to
            create policies for director and officer compensation
            that provide best-in-class economic alignment with
            stockholders through stock ownership, including, but
            not limited to, adjusting, where possible, change of
            control and severance arrangements such that they are
            more appropriately sized and are sensitive to the deal
            price at which any change of control is consummated.

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

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

Proposal 11: Direct the Dynegy Board to carry out any evaluations
             or other efforts which are consistent with those
             called for by Proposals 4 through 9 by creating one
             or more special independent board committees to make
             such evaluation or other effort.  The independent
             board committee is to (a) include any board members
             elected pursuant to Proposal 2 and (b) engage its own
             independent and new (i) legal counsel and (ii) one or
             more financial advisors or, as applicable,
             compensation consultants, which such counsel,
             advisors and consultants should be selected (x) to
             act separately and solely for such committee and (y)
             without direction from management.  The compensation
             of such independent financial advisors should have
             alignment to the creation of stockholder value.
             Additionally, the lead director of the Dynegy Board,
             the chairperson of the Dynegy Board and the
             chairperson of any special committee called for by
             this Proposal should each be a director that did not
             vote for the proposed merger with an affiliate of The
             Blackstone Group at $4.50 and then $5.00 per share
             or the Proposed IEP Merger.

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

Proposal 13: Direct the Dynegy Board to nominate any members
             elected pursuant to Proposal 2 to stand for re-
             election at Dynegy's next annual meeting of
             stockholders for a full term.

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

None of the Proposals is subject to, or is conditioned upon, the
adoption of the other Proposals; however, if none of the existing
members of the Dynegy Board are removed in Proposal 1, there will
be no vacancies to fill and none of the Nominees can be elected in
Proposal 2.  Accordingly, the Nominees will not be elected
pursuant to Proposal 2 unless the stockholders also approve the
removal, without cause, of one or more of the existing members of
the Dynegy Board.

Seneca Capital collectively owns what it believes is the second
largest equity stake in Dynegy as of January 26, 2011 with an
approximately 12.1% economic interest (based on 121,059,184 Shares
of Common Stock outstanding as of January 5, 2011 as reported in
Dynegy's Preliminary Proxy Statement on Schedule 14A filed with
the SEC on January 10, 2011), comprised of beneficial ownership of
an aggregate of 11,226,500 Shares and ownership of European-style
call options that provide the right to purchase an aggregate of
3,391,000 shares at an exercise price of $0.01 per share by
delivery of notice of exercise as of April 15, 2011.  Seneca
Capital holds no other economic interests in any Dynegy securities
or instruments.  Seneca Capital's sole interest in pursuing this
consent solicitation is maximization of stockholder value.  Upon
the filing of a Definitive Consent Statement as to the
solicitation of written consents, Seneca Capital will deliver a
consent in favor of each of the Proposals with respect to all of
its collectively owned 11,226,500 Shares.

A full-text copy of the Preliminary Consent Solicitation is
available for free at http://ResearchArchives.com/t/s?72a2

                        About Dynegy Inc.

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

The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself.  In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion.  That offer was raised to $5.00 a share in
November.  Through Icahn and Seneca's efforts, shareholders
thumbed down both offers.  On December 22, 2010, an affiliate of
IEP commenced a tender offer to purchase all of the outstanding
shares of Dynegy common stock for $5.50 per share in cash, or
roughly $665 million in the aggregate.

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

                           *     *     *

As reported by the Troubled Company Reporter on November 26, 2010,
Fitch Ratings downgraded the ratings of Dynegy Inc. and its
subsidiaries: Dynegy Inc. Issuer Default Rating to 'CCC' from
'B-'; Dynegy Holdings, Inc. IDR to 'CCC' from 'B-'; Secured bank
credit facilities and notes to 'B+/RR1' from BB-/RR1; Senior
unsecured to 'CCC/RR4' from 'B/RR3'; and Dynegy Capital Trust I
preferred to 'C/RR6' from 'CCC/RR6'.  The downgrade reflects
Fitch's belief that the rejection of The Blackstone Group's bid to
acquire Dynegy for $5/share will likely lead to another
transaction and capital restructuring by Dynegy's management as
activist stockholders seek to maximize shareholder values.  The
downgrade also reflects the underperformance of Dynegy's merchant
generation operations.

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

In December 2010, Moody's said its ratings and negative rating
outlook for Dynegy, Inc., and its subsidiary, Dynegy Holdings
(Caa1 Corporate Family Rating) will remain unchanged following
announcement of the Icahn deal.


EAST 167TH: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: East 167th Street Realty Corp.
        46-56 East 167th Street
        Bronx, NY 10452

Bankruptcy Case No.: 11-10272

Chapter 11 Petition Date: January 26, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Robert R. Leinwand, Esq.
                  ROBINSON BROG LEINWAND GREENE GENOVESE &
                   GLUCK P.C.
                  875 Third Avenue, 9th Floor
                  New York, NY 10022
                  Tel: (212) 603-6300
                  E-mail: rrl@robinsonbrog.com

Scheduled Assets: $4,685,000

Scheduled Debts: $4,838,798

A list of the Company's 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nysb11-10272.pdf

The petition was signed by Richard Anzarouth, vice president.


EASTERN LIVESTOCK: FBI Seizes $4.7 Million in Bank Accounts
-----------------------------------------------------------
Clarissa Kell-Holland, staff writer at Land Line Magazine, reports
that bankruptcy trustee James Knauer said the Federal Bureau of
Investigation has seized approximately $4.7 million in bank
accounts belonging to Tom Gibson and possibly Eastern Livestock.

Ms. Kell-Holland says, while the accounts were listed in Tom and
Patsy Gibson's personal bankruptcy schedule at Your Community Bank
in New Albany, Indiana, they listed the amount in those accounts
as "unknown."

Ms. Kell-Holland notes, besides Eastern, the Gibsons listed
ownership interest in approximately 17 other companies, including
East-West Trucking, which has also filed for Chapter 7 bankruptcy
protection.

Creditors of Thomas and Patsy Gibson (Bankr. S.D. Ind. Case No.
10-93867) have until April 25, 2011, to file proofs of claim.
East-West creditors have until April 12, 2011.

Eastern Livestock Co., LLC, is a cattle brokerage company in New
Albany, Indiana.  David L. Rings, Southeast Livestock Exchange,
LLC, and Moseley Cattle Auction, LLC, filed an involuntary Chapter
11 petition (Bankr. S.D. Ind. Case No. 10-93904) in New Albany,
Indiana, for the Company on December 6, 2010.  The Petitioning
Creditors claim they are owed a total of $1.45 million for "cattle
sold."


EASTMAN KODAK: Cash Balance Drops to $1.6 Billion at Dec. 31
------------------------------------------------------------
Eastman Kodak Company reported 2010 results which it said reflect
the success of the focused investments that Kodak is making in new
products and growth businesses; digital revenue growth in key
emerging markets around the world; intellectual property licensing
agreements; improved profit margins; and a lean cost structure.

Full-year 2010 sales were $7.187 billion, a 6% decrease from the
prior year.  Full-year revenue from digital businesses grew by 1%,
reflecting an 18% revenue increase in the company's core growth
businesses -- Consumer and Commercial inkjet, Packaging Solutions,
and Workflow Software and Services -- and an increase in non-
recurring intellectual property licensing agreements.  Full-year
2010 consumer inkjet printer and ink revenue grew by 35%.
Traditional revenue for 2010 decreased 22% from the prior year to
$1.767 billion.

On the basis of U.S. generally accepted accounting principles
(GAAP), the Company reported a full-year 2010 loss from continuing
operations of $58 million, or $0.22 per share, reflecting a $174
million improvement as compared with a loss of $232 million, or
$0.87 per share in the year-ago period.  The Company's digital
businesses delivered $301 million in earnings from operations for
the year, a $308 million improvement from 2009.

For the fourth quarter of 2010, the Company reported revenues of
$1.927 billion, a 25% decrease from the year-ago quarter.  Revenue
from the Company's core growth businesses increased by 23%, while
overall digital revenue totaled $1.488 billion, a 25% decrease
from $1.991 billion in the prior-year quarter.  This revenue
decline largely reflects the timing of intellectual property
licensing revenues as well as industry-related pricing pressures
in Prepress Solutions and Digital Capture & Devices, partially
offset by the revenue increase in the company's core growth
businesses.  Revenue from the Company's traditional business
decreased 25% to $439 million for the fourth quarter.

For the fourth quarter, the Company reported earnings from
continuing operations of $33 million, or $0.12 per share, compared
with earnings on the same basis of $430 million, or $1.36 per
share, in the year-ago period, primarily reflecting lower
intellectual property licensing revenues in the fourth quarter of
2010.  Items of net benefit that impacted comparability in the
fourth quarter of 2010 totaled $132 million after tax, or $0.49
per share, primarily due to tax-related items, partially offset by
restructuring charges.  Items of net benefit that impacted
comparability in the fourth quarter of 2009 totaled $90 million
after tax, or $0.28 per share, primarily related to benefits from
asset sales and tax-related items, partially offset by
restructuring charges.


"In a year with significant external headwinds affecting a number
of industries in which we participate, I am very encouraged by the
performance of our key digital growth businesses, which will form
the basis of Kodak's digital future," said Antonio M. Perez,
chairman and chief executive officer, Eastman Kodak Company.
"During 2010, these new businesses grew by a combined 18%, and all
of our digital businesses as a group delivered more than $300
million in earnings for the year.  This was our best digital
earnings performance ever, and in line with our segment earnings
forecast for the year.  We also delivered positive cash generation
in the fourth quarter and ended the year with more than $1.6
billion in cash on our balance sheet.  That said, there were
particular business challenges in 2010 that we are aggressively
addressing.  We enter the new year with a highly competitive
digital portfolio, a strong presence in key markets, a continued
commitment to effective cash management, and a significant amount
of positive momentum in our key growth initiatives.  All of this
positions us well to continue our progress as a profitable,
digital company."

                     Outlook/Investor Meeting

Kodak will provide a detailed outlook for 2011 at its annual
strategy meeting with the investment community on Thursday,
February 3, in New York City.

The meeting will be held at the New York Stock Exchange, located
at 2 Broad Street.  Registration will begin at 8:15 a.m. Eastern
Time.  The formal program will begin promptly at 9:00 a.m. and is
expected to conclude by 11:30 a.m.  Prior to admittance, guests
must check in at the external checkpoint, which is located at the
corner of Wall and Broad Streets.  Guests must have valid
government-issued photo ID and be included on the RSVP guest list
in order to gain access to the building.  In addition, please note
business attire is a requirement for all visitors to the New York
Stock Exchange.

The program will include presentations by Antonio M. Perez,
Chairman and Chief Executive Officer; Philip Faraci, President and
Chief Operating Officer; Pradeep Jotwani, President, Consumer
Digital Imaging Group and Chief Marketing Officer; Brad Kruchten,
President, Film, Photofinishing and Entertainment Group; and
Antoinette McCorvey, Chief Financial Officer, and will conclude
with a question-and-answer session.

If you wish to attend, please RSVP by Friday, January 28, 2011, by
contacting Alicia Zona at 585-724-5955, or by e-mail at
alicia.zona@kodak.com

For those unable to attend in person, the meeting will be
available via a live webcast.  To access the webcast please go to:
http://www.kodak.com/go/invest

                     Balance Sheet Upside Down

As of December 31, 2010, the Company's balance sheet showed
$6.84 billion in total assets, $7.34 billion in total liabilities
and a $498 million deficit.

                        About Eastman Kodak

Headquartered in Rochester, New York, Eastman Kodak Company
(NYSE:EK) -- http://www.kodak.com/-- provides imaging technology
products and services to the photographic and graphic
communications markets.

On February 19, 2010, Moody's revised its rating outlook on the
Company from negative to stable, and affirmed its B3 corporate
rating and Caa1 senior unsecured rating.

On February 11, 2010, S&P revised its 'B-' rating outlook on the
Company to stable from negative.  All ratings on the Company,
including the 'B-' Corporate Rating, were affirmed.


EASTMAN KODAK: S&P Puts 'B-' Rating on CreditWatch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' corporate
credit rating for Rochester, N.Y.-based Eastman Kodak Co., as well
as all related issue-level ratings on the Company's debt, on
CreditWatch with negative implications.

The CreditWatch placement follows Kodak's fourth-quarter earnings
announcement.  At Dec. 31, 2010, the Company's cash balance was
$1.6 billion -- a decline from $2 billion at Dec. 31, 2009.
Revenue declined 6% for the year.  Traditional revenue declined
22%, while digital revenue increased 1% for the year.  The
Company's revenue, earnings, and cash flow in 2010 benefited from
one-time intellectual property (IP) license transactions.  S&P
doesn't expect IP-related cash flow to recur at the same level in
2011.  Given the dwindling contribution of the traditional film
business, lack of traction in the non-IP-related digital business,
and the erosion of entertainment imaging, S&P is concerned that
Kodak's discretionary cash flow deficit will widen further in
2011.  The Company's sizable annual working capital needs
represent a further strain on liquidity.

"In resolving the CreditWatch listing, we will discuss with
management its business outlook and its liquidity needs," said
Standard & Poor's credit analyst Tulip Lim.  "We could lower the
rating if we believe that the Company may not have sufficient
liquidity for its needs in 2011 and 2012."


EASTMAN KODAK: ITC Finds Patent Claims vs. Apple and RIM Invalid
----------------------------------------------------------------
On January 24, 2011, Eastman Kodak Company announced that it has
received notice that the Administrative Law Judge in the U.S.
International Trade Commission action brought by Kodak against
Apple Inc. and Research In Motion Limited has issued an initial
determination recommending that the patent claim at issue is
invalid and not infringed.  The patent at issue relates to a
technology invented by Kodak for previewing images on a digital
camera-enabled device.  This particular Kodak patent was recently
confirmed as valid by the U.S. Patent and Trademark Office.

The final decision in this case, based on the deliberation of the
full ITC Commission, is expected by May 23.

"The ALJ's recommendation represents a preliminary step in a
process that we are extremely confident will conclude in Kodak's
favor," said Laura G. Quatela, General Counsel, Chief Intellectual
Property Officer and Senior Vice President, Eastman Kodak Company.
"This very same Kodak patent was upheld by a different ALJ at the
ITC in our case against LG and Samsung, whose products use the
very same Kodak technology to function in the very same manner as
similar products from Apple and RIM.  What's more, the attorneys
at the ITC's Office of Unfair Import Investigations, which
separately examined this case, agree with Kodak's interpretation
of the patent.  We fully expect the ITC Commission will ultimately
rule that the patent claim at issue is valid and infringed by
Apple and RIM.

"Kodak has a long history of digital imaging innovation," Quatela
said.  "We have created an industry-leading portfolio of more than
1,000 digital imaging patents.  We remain committed to protecting
our intellectual property and to defending ourselves against those
who would make erroneous claims to it."

Kodak initially filed an ITC complaint against Apple and RIM on
January 14, 2010, asserting that Apple's iPhones and RIM's camera-
enabled Blackberry devices infringe a Kodak patent covering
technology related to a method for previewing images.  Kodak also
has Federal Court actions pending against RIM and Apple in the
Northern District of Texas and in the Western District of New
York, where this same issue will be adjudicated.

Kodak has licensed its imaging patents, including the one at issue
in the case currently before the ITC, to numerous leading
technology companies including: LG, MEI/Panasonic, Motorola,
Nokia, Olympus, Samsung, Sanyo, Sharp, Sony, and Sony Ericsson.

                        About Eastman Kodak

Headquartered in Rochester, New York, Eastman Kodak Company
(NYSE:EK) -- http://www.kodak.com/-- provides imaging technology
products and services to the photographic and graphic
communications markets.

The Company's balance sheet at Sept. 30, 2010, showed
$6.92 billion in total assets, $7.14 billion in total liabilities,
and a stockholders' deficit of $213.0 million.

On February 19, 2010, Moody's revised its rating outlook on the
Company from negative to stable, and affirmed its 'B3' corporate
rating and Caa1 senior unsecured rating.

In January 2011, Standard & Poor's Ratings Services placed its 'B-
' corporate credit rating for Rochester, N.Y.-based Eastman Kodak
Co., as well as all related issue-level ratings on the Company's
debt, on CreditWatch with negative implications.

The CreditWatch placement follows Kodak's fourth-quarter earnings
announcement.  At Dec. 31, 2010, the Company's cash balance was
$1.6 billion -- a decline from $2 billion at Dec. 31, 2009.
Revenue declined 6% for the year.  Traditional revenue declined
22%, while digital revenue increased 1% for the year.  The
Company's revenue, earnings, and cash flow in 2010 benefited from
one-time intellectual property (IP) license transactions.  S&P
doesn't expect IP-related cash flow to recur at the same level in
2011.  Given the dwindling contribution of the traditional film
business, lack of traction in the non-IP-related digital business,
and the erosion of entertainment imaging, S&P is concerned that
Kodak's discretionary cash flow deficit will widen further in
2011.  The Company's sizable annual working capital needs
represent a further strain on liquidity.

"In resolving the CreditWatch listing, we will discuss with
management its business outlook and its liquidity needs," said
Standard & Poor's credit analyst Tulip Lim.  "We could lower the
rating if we believe that the Company may not have sufficient
liquidity for its needs in 2011 and 2012."


ENERGYCONNECT GROUP: Compensation Committee OKs Incentive Plan
--------------------------------------------------------------
On January 21, 2011, the Compensation Committee of the Board of
Directors of EnergyConnect Group, Inc., approved the EnergyConnect
Group, Inc. Incentive Plan.  The Plan is effective as of
January 20, 2011 and will continue in effect until modified or
terminated by the Compensation Committee.   The purposes of the
plan is to drive superior performance of the company, to align,
motivate and reward eligible employees by making a portion of
their cash compensation dependent on the achievement of certain
performance goals and to retain key executives.  Officers and
other key employee designated by the Compensation Committee are
eligible to participate in the plan.

Bonuses paid under the plan will be based on attainment of
corporate and strategic business objectives or the participant's
contribution to the company.  The plan administrator will
establish the performance period or periods for the plan, the
performance goals for each performance period and the target bonus
amount for each participant.  Performance goals and target bonus
amounts may be established, and once established, may be modified,
by the Compensation Committee at any time, as determined
appropriate in the Compensation Committee's sole discretion.
Performance goals may include one or more objective measurable
performance factors, including, but not limited to, the following:
(i) operating income; (ii) earnings before interest, taxes,
depreciation and amortization; (iii) earnings; (iv) cash flow; (v)
market share; (vi) sales or revenue; (vii) expenses; (viii) cost
of goods sold; (ix) profit/loss or profit margin; (x) working
capital; (xi) return on equity or assets; (xii) debt or debt-to-
equity; (xiii) accounts receivable; (xiv) writeoffs; (xv) cash;
(xvi) assets; (xvii) liquidity; (xviii) operations; (xvix) product
development; (xx) regulatory activity; (xxi) management; (xxii)
human resources; (xxiii) corporate governance; (xxiv) information
technology; (xxv) business development; (xxvi) strategic
alliances, licensing and partnering; (xxvii) mergers and
acquisitions or divestitures; or (xxviii) financings, each with
respect to the Company or one or more of its affiliates or
operating units.

The administrator has reserved the right, in its sole discretion,
to increase, reduce or eliminate the amount of a bonus otherwise
payable to a participant with respect to any performance period.
A participant must be on the company's payroll at the end of the
applicable performance period to be eligible to receive a bonus
under the plan.  Bonuses paid under the plan will be paid in cash
as soon as practicable following the end of the applicable
performance period and, in any event, by March 15th of the year
following the year in with the Performance Period ends.

                     About EnergyConnect Group

Campbell, Calif.-based EnergyConnect Group Inc. (OTC BB: ECNG)
-- http://www.energyconnectinc.com/-- is a provider of demand
response services to the electricity grid.  Demand response
programs provide grid operators with additional electricity
generation capacity by encouraging consumers to curtail their
electricity usage.

The Company's balance sheet at July 3, 2010, showed $13.95 million
in total assets, $8.40 million in total current liabilities,
$3.64 million in long-term liabilities, and $1.91 million in
stockholders' equity.

RBSM LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's results for the year ended Jan. 2, 2010.  The
independent auditors noted that the Company is experiencing
difficulty in generating sufficient cash flow to meet its
obligations and sustain its operations.


EVERGREEN STATE: Bank Closed; McFarland Assumes Deposits
--------------------------------------------------------
Evergreen State Bank of Stoughton, Wis., was closed on Friday,
January 28, 2011, by the Wisconsin Department of Financial
Institutions, which appointed the Federal Deposit Insurance
Corporation as receiver.  To protect the depositors, the FDIC
entered into a purchase and assumption agreement with McFarland
State Bank of McFarland, Wis., to assume all of the deposits of
Evergreen State Bank.

The four branches of Evergreen State Bank will reopen during
normal banking hours as branches of McFarland State Bank.
Depositors of Evergreen State Bank will automatically become
depositors of McFarland State Bank.  Deposits will continue to be
insured by the FDIC, so there is no need for customers to change
their banking relationship in order to retain their deposit
insurance coverage up to applicable limits.  Customers of
Evergreen State Bank should continue to use their existing branch
until they receive notice from McFarland State Bank that it has
completed systems changes to allow other McFarland State Bank
branches to process their accounts as well.

As of September 30, 2010, Evergreen State Bank had about $246.5
million in total assets and $195.2 million in total deposits.  In
addition to assuming all of the deposits of the failed bank,
McFarland State Bank agreed to purchase essentially all of the
assets.

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-517-1846.  Interested parties also can
visit the FDIC's Web site at:

http://www.fdic.gov/bank/individual/failed/evergreenstatewi.html

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $22.8 million.  Compared to other alternatives,
McFarland State Bank's acquisition was the least costly resolution
for the FDIC's DIF.  Evergreen State Bank is the ninth FDIC-
insured institution to fail in the nation this year, and the first
in Wisconsin.  The last FDIC-insured institution closed in the
state was First Banking Center, Burlington, on November 19, 2010.


ENERJEX RESOURCES: Board OKs Fiscal Year End Change to Dec. 31
--------------------------------------------------------------
On January 21, 2011, Enerjex Resources, Inc.'s Board of Directors
approved the change of the date of the the company's fiscal year
end from March 31st to December 31st, effective with the year
ended December 31, 2010.  A report covering the transition period
from April 1, 2010, through December 31, 2010, will be filed on
Form 10-K.

                    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.


FAIRPOINT COMMS: Bank Debt Trades at 28% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which FairPoint
Communications, Inc., is a borrower traded in the secondary market
at 71.75 cents-on-the-dollar during the week ended Friday, January
28, 2011, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents an increase
of 0.75 percentage points from the previous week, The Journal
relates.  The Company pays 275 basis points above LIBOR to borrow
under the facility, which matures on March 31, 2015.  Moody's has
withdrawn its rating, while Standard & Poor's does not rate the
bank debt.  The loan is one of the biggest gainers and losers
among 174 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                   About FairPoint Communications

FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- owns and operates local exchange
companies in 18 states offering advanced communications with a
personal touch, including local and long distance voice, data,
Internet, television and broadband services.  FairPoint is traded
on the New York Stock Exchange under the symbols FRP and FRP.BC.

FairPoint and its affiliates filed for Chapter 11 protection on
October 26, 2009 (Bankr. S.D.N.Y. Case No. 09-16335).  Rothschild
Inc. is acting as financial advisor for the Company; AlixPartners,
LLP as the restructuring advisor; and Paul, Hastings, Janofsky &
Walker LLP is the Company's counsel.  BMC Group is claims and
notice agent.  Prior to the filing, as of June 30, 2009, FairPoint
reported  $3.24 billion in total assets, $321.41 million in total
current liabilities, $2.91 billion in total long-term liabilities.

Andrews Kurth is counsel to the Official Committee of Unsecured
Creditors.  Altman Vilandrie is the operational consultant to the
Creditors' Committee.  Verrill Dana is the Creditors' Committee's
special regulatory counsel.  Jeffries serves as the Creditors'
Committee's financial advisor.

The U.S. Bankruptcy Court for the Southern District of New York
confirmed the Company's plan of reorganization on January 13,
2011.  On January 24, 2011, FairPoint emerged from Chapter 11
bankruptcy protection with a considerably deleveraged balance
sheet.  As of the emergence date, the Company had approximately
$1.0 billion of debt outstanding and approximately 26.3 million
shares outstanding (including shares held in reserve for certain
prepetition claims).


FANNIE MAE: Seeks to Lower Treasury Dividend on Preferred Stock
---------------------------------------------------------------
The Financial Times, citing people familiar with the situation,
said Fannie Mae and Freddie Mac have been asking the Treasury to
take a lower dividend on the preferred stock issued during the
government bail out.  Sources told the FT, a lower dividend would
allow Fannie and Freddie to start repaying $150 billion in bailout
loans, and pave the way for the firms' restructuring by cutting
the amount of outstanding preferred stock held by the Treasury.

Fannie and Freddie declined to comment to the paper.

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.

                     About Freddie Mac

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


FANNIE MAE: To Sell 3-Year Benchmark Notes Due Feb. 2014
--------------------------------------------------------
Reuters reports that Fannie Mae said on Thursday it plans to sell
new three-year benchmark notes, due Feb. 27, 2014.  The pricing
date and size of the issue have not been announced.

According to Reuters, Fannie Mae said it has hired Citigroup
Global Markets, Deutsche Bank Securities, and Goldman Sachs to
manage the sale.

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.


FENTURA FINANCIAL: Amends Sales Pact, Hikes ALLL to $2.2MM
----------------------------------------------------------
On January 20, 2011, Fentura Financial, Inc. amended it definitive
agreement to sell West Michigan Community Bank to a private
investor group that was entered into on April 28, 2010.  The
second amendment calls for an increase in the required ALLL
(allowance for loan and lease losses) from $2 million to
$2.2 million and contemplates a January 31, 2011 closing date.
The definitive agreement was previously amended in September 2010
to extend the closing date in order to permit additional time for
required regulatory approvals which have now been received.

On April 28, 2010, Fentura Financial announced that it had entered
into an agreement to sell West Michigan Community Bank, to a
private investor group.  The filed Definitive Agreement was
formally amended on January 20, 2011.  The amendment calls for an
increase in the required ALLL and allows for an exchange of
certain loans and other real estate as an alternative to the
original agreement.

All necessary regulatory approvals associated with the sale have
been obtained and the formal closing is expected to take place on
January 31, 2011.

The sale of the bank will substantially improve the capital ratios
of Fentura Financial, Inc.  Proceeds from the closing, as well as
proceeds from the future liquidation of non-performing assets
acquired by the corporation in connection with the sale, will be
utilized to strengthen the capital position of The State Bank, and
for other general corporate purposes.

                       About Fentura Financial

Based in Fenton, Michigan, Fentura Financial, Inc., is a
registered bank holding company, owns and controls The State Bank,
Fenton, Michigan, and West Michigan Community Bank, Hudsonville,
Michigan, both state nonmember banks, and two nonbank
subsidiaries.  Fentura Financial shares are traded over the
counter under the FETM trading symbol.

At September 30, 2010, the Company had total assets of
$449.38 million against total liabilities of $433.31 million, and
shareholders' equity of $16.07 million.

Fentura Financial reported a net loss of $2.34 million for the
three months ended September 30, 2010, from a net loss of $847,000
for the same period a year ago.  Fentura reported a net loss of
$5.60 million for the nine months ended September 30, 2010, from
$17.871 million for the same period a year ago.

As reported in the Troubled Company Reporter on March 22, 2010,
Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company incurred net losses in 2009 and 2008, primarily from
higher provisions for loan losses, and non-compliance with the
higher capital requirements of the Consent Orders.

Fentura Financial, Inc., entered into a Written Agreement with
the Federal Reserve Bank of Chicago on November 4, 2010.  Among
other things, the Written Agreement requires that the Company
obtain the approval of the FRB prior to paying a dividend;
requires that the Company obtain the approval of the FRB prior to
making any distribution of interest, principal, or other sums on
subordinated debentures or trust preferred securities; prohibits
the Company from purchasing or redeeming any shares of its stock
without the prior written approval of the FRB; requires the
submission of a written capital plan by January 3, 2011, and;
requires the Company to submit cash flow projections for the
Company to the FRB on a quarterly basis.


FGIC CORP: Plan Filing Exclusivity Extended Until April 1
---------------------------------------------------------
Bankruptcy Law360 reports that FGIC Corp. has convinced a
bankruptcy judge to postpone its deadline for filing a
reorganization plan so the insurance holding company can broker a
clear strategy for restructuring its subsidiary Financial Guaranty
Insurance Co.  Judge Stuart M. Bernstein of the U.S. Bankruptcy
Court for the Southern District of New York approved the extension
Tuesday, giving the company until April 1 to file its plan, Law360
says.

As published in the Jan. 18, 2011 edition of the Troubled Company
Reporter, Bill Rochelle, the bankruptcy columnist for Bloomberg
News, reported that FGIC Corp., in its exclusivity extension
request, said it is working on a new reorganization plan
with holders of policies issued by its bond insurance subsidiary,
Financial Guaranty Insurance Co.

Mr. Rochelle recounts that FGIC filed for reorganization in August
and immediately submitted a plan where creditors in effect would
become owners of the insurance subsidiary.  The reorganized
company would benefit from $4 billion in net tax-loss
carryforwards.  Hopes for implementing the plan were shot down
with the failure of an exchange offer.  As a result, FGIC was
concerned that New York insurance regulators would take over and
liquidate the insurance subsidiary.

                          About FGIC Corp

New York-based FGIC Corporation is a privately held insurance
holding company.  FGIC Corp's main business interest lies in the
holdings of the bond insurer Financial Guaranty Insurance Company
-- http://www.fgic.com/-- and it depends on dividend payments by
FGIC for sustaining its operations.  FGIC had stopped paying
dividends to parent FGIC Corp. since January 2008.

FGIC Corp. filed for Chapter 11 bankruptcy protection on August 3,
2010 (Bankr. S.D.N.Y. Case No. 10-14215).  The bond insurer
subsidiary did not file for bankruptcy.

Paul M. Basta, Esq., Brian S. Lennon, Esq., and Patrick J. Nash,
Jr., Esq., at Kirkland & Ellis LLP, serve as counsel to the
Debtor.  Garden City Group, Inc., is the Debtor's claims and
notice agent.   The Official Committee of Unsecured Creditors
tapped Morrison & Foerster LLP as its counsel.  The Company
disclosed $11,539,834 in assets and $391,555,568 in liabilities as
of the Petition Date.

In August 2010, FGIC filed a plan of reorganization and disclosure
statement.  The Plan negotiated between FGIC and its key creditors
and shareholders would allow the FGIC to cancel debt obligations
in the aggregate amount of $391.5 million.  Holders of general
unsecured claims against FGIC Corp. -- which include holders of
outstanding debt under FGIC Corp.'s prepetition revolving credit
facility and holders of FGIC Corp.'s 6% Senior Notes due 2034 --
would receive substantially all of its $11.5 million in cash and
the common stock in Reorganized FGIC Corp.  The three largest
common shareholders of FGIC Corp., representing over 90% of its
common stock, have agreed to the cancellation of their equity
interests pursuant to the Plan and waive general unsecured claims
against the estate in the aggregate amount of $7.2 million.  As
agreed upon with FGIC Corp.'s major creditors, Reorganized FGIC
Corp. would be capitalized with no more than $400,000 to fund its
business needs and continue to operate as an insurance holding
company after the Effective Date.


FIRST COMMUNITY BANK: Closed; U.S. Bank NA Assumes All Deposits
---------------------------------------------------------------
First Community Bank of Taos, N.M., was closed on Friday, January
28, 2011, by the New Mexico Financial Institutions Division, which
appointed the Federal Deposit Insurance Corporation as receiver.
To protect the depositors, the FDIC entered into a purchase and
assumption agreement with U.S. Bank, National Association of
Minneapolis, Minn., to assume all of the deposits of First
Community Bank.

The 38 branches of First Community Bank will reopen during their
normal business hours as branches of U.S. Bank, National
Association.  Depositors of First Community Bank will
automatically become depositors of U.S. Bank, National
Association.  Deposits will continue to be insured by the FDIC, so
there is no need for customers to change their banking
relationship in order to retain their deposit insurance coverage
up to applicable limits. Customers of First Community Bank should
continue to use their existing branch until they receive notice
from U.S. Bank, National Association that it has completed systems
changes to allow other U.S. Bank, National Association branches to
process their accounts as well.

As of September 30, 2010, First Community Bank had around $2.31
billion in total assets and $1.94 billion in total deposits.  In
addition to assuming all of the deposits of the failed bank, U.S.
Bank, National Association agreed to purchase essentially all of
the assets.

Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-450-5417.  Interested parties also can
visit the FDIC's Web site at:

   http://www.fdic.gov/bank/individual/failed/firstcomm_nm.html

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $260.0 million.  Compared to other alternatives, U.S.
Bank, National Association's acquisition was the least costly
resolution for the FDIC's DIF.  First Community Bank is the
eleventh FDIC-insured institution to fail in the nation this year,
and the first in New Mexico.  The last FDIC-insured institution
closed in the state was High Desert State Bank, Albuquerque, on
June 25, 2010.


FIRST SECURITY: Incurs $11.33 Million Net Loss in Q4 2010
---------------------------------------------------------
First Security Group, Inc., reported a net loss of $11.33 million
on $12.38 million of total interest income for the three months
ended December 31, 2010, compared with a net loss of $3.06 million
on $15.47 million of total interest income for the same period a
year ago.

The Company reported a net loss of $44.34 million on
$54.92 million of total interest income for twelve months ended
Dec. 31, 2010, compared with a net loss of $33.46 million on
$64.07 million of total interest income for twelve months ended
Dec. 31, 2009.

The Company's balance sheet as of December 31, 2010, showed
$1.17 billion in total assets, $1.07 billion in total liabilities
and $93.37 million in total stockholders' equity.

"All of us in senior management appreciate the support of
shareholders and customers and the dedication of our employees.
Knowing their level of commitment makes the most recent operating
results all the more disappointing," said Rodger B. Holley,
Chairman and Chief Executive Officer of First Security.
"Continued procedural improvements, led by our new President and
Chief Operating Officer Gene Coffman, are underway.  Mr. Coffman
is managing the bank on a day-to-day basis and will continue
spearheading our change initiatives."

A full-text copy of the press release announcing the fourth
quarter results is available for free at:

               http://ResearchArchives.com/t/s?72a0

                    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.

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.


FIRST STATE CAMARGO: Bank 7 to Assume All of Deposits
-----------------------------------------------------
The First State Bank, Camargo, Oklahoma, was closed January 28 by
the Oklahoma State Banking Department, which appointed the Federal
Deposit Insurance Corporation (FDIC) as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Bank 7, Oklahoma City, Oklahoma, to assume all of
the deposits of The First State Bank.

The sole branch of The First State Bank will reopen on Monday as a
branch of Bank 7. Depositors of The First State Bank will
automatically become depositors of Bank 7.  Deposits will continue
to be insured by the FDIC, so there is no need for customers to
change their banking relationship in order to retain their deposit
insurance coverage up to applicable limits.  Customers of The
First State Bank should continue to use their existing branch
until they receive notice from Bank 7 that it has completed
systems changes to allow other Bank 7 branches to process their
accounts as well.

This evening and over the weekend, depositors of The First State
Bank can access their money by writing checks or using ATM or
debit cards.  Checks drawn on the bank will continue to be
processed. Loan customers should continue to make their payments
as usual.

As of September 30, 2010, The First State Bank had approximately
$43.5 million in total assets and $40.3 million in total deposits.
In addition to assuming all of the deposits of the failed bank,
Bank 7 agreed to purchase essentially all of the assets.

Customers who have questions the transaction can call the FDIC
toll-free at 1-800-450-5668.  Interested parties also can visit
the FDIC's Web site at
http://www.fdic.gov/bank/individual/failed/firststatebank_ok.html

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $20.1 million.  Compared to other alternatives, Bank
7's acquisition was the least costly resolution for the FDIC's
DIF. The First State Bank is the eighth FDIC-insured institution
to fail in the nation this year, and the first in Oklahoma.  The
last FDIC-insured institution closed in the state was Home
National Bank, Blackwell, on July 9, 2010.


FIRSTIER BANK: Closed; FDIC Forms Deposit Insurance National Bank
-----------------------------------------------------------------
FirsTier Bank of Louisville, Colo., was closed on Friday, January
28, 2011, by the Colorado Division of Banking, which appointed
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC created the Deposit Insurance National Bank
of Louisville (DINB), which will remain open until February 28,
2011, to allow depositors access to their insured deposits and
time to open accounts at other insured institutions.

At the time of closing, the receiver immediately transferred to
the DINB all insured deposits of FirsTier Bank, except for
brokered deposits, certificates of deposit (CDs) and individual
retirement accounts (IRAs).  The receiver also transferred to the
DINB all secured deposits of public entities.

The FDIC will mail checks directly to customers with CDs and IRAs.
For the brokered deposit customers, the FDIC will pay the brokers
directly for the amount of their insured funds.  Customers with
brokered deposits should contact their brokers directly for
information concerning their money.

The main office and all branches of FirsTier Bank will re-open
during their normal business hours and will provide limited
services.  The DINB will maintain limited business hours.  Banking
activities, such as writing checks, ATM and debit card
withdrawals, can continue normally for former customers of
FirsTier Bank until February 11, 2011.  Official checks of
FirsTier Bank will continue to clear and will be issued to
customers who will be closing their accounts.  All government
direct deposits, including Social Security checks, will be
redirected to FirstBank of Lakewood, Colo., for 30 days after
February 22, 2011, which will process them at the same time as in
the past.

All insured depositors of FirsTier Bank are encouraged to transfer
their insured funds to other banks during this transitional
period.  They may do so by asking their new bank to electronically
transfer their deposits from the DINB or by writing checks for the
amount in their accounts.  For depositors who have not closed or
transferred their accounts on or before February 28, the FDIC will
mail checks to the address of record for the amount of the insured
funds.

As of September 30, 2010, FirsTier Bank had $781.5 million in
total assets and $722.8 million in total deposits.  At the time of
closing, the amount of deposits exceeding the insurance limits was
undetermined.  Uninsured deposits were not transferred to the
DINB.  The amount of uninsured deposits will be determined once
the FDIC obtains additional information from those customers.

Customers with accounts in excess of $250,000 should contact the
FDIC toll-free at 1-800-517-8236 to set up an appointment to
discuss their deposits.  Customers who would like more information
on today's transaction should visit the FDIC's Web site at:

     http://www.fdic.gov/bank/individual/failed/firstier.html

Depositors of FirsTier Bank with more than $250,000 at the bank
may visit the FDIC's Web page "Is My Account Fully Insured?" at
http://www2.fdic.gov/dip/Index.aspto determine their insurance
coverage.

The FDIC as receiver will retain all the assets from FirsTier Bank
for later disposition.  Loan customers should continue to make
their payments as usual.

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $242.6 million.  FirsTier Bank is the tenth FDIC-insured
institution to fail in the nation this year, and the second in
Colorado.  The last FDIC-insured institution closed in the state
was United Western Bank, Denver, on January 21, 2011.


FKF MADISON: Creditors Join Firm in Call for Bankruptcy Trustee
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that the creditors who tried to
push One Madison Park into bankruptcy are now joining the
embattled Manhattan condominium and its developer in their request
for a bankruptcy trustee to take control of the project's
restructuring.

According to the report, creditors Stephen Kraus, Mitchell Kraus,
Barbara Kraus, Kraus Hi-Tech Home Automation Inc. and Mad 52 LLC
say the appointment of a Chapter 11 trustee will serve as a
catalyst for a reorganization that's been bogged down in disputes
over who currently controls the unfinished condo and dueling
accusations of mismanagement and self-dealing.

Earlier this month, the report notes, one Madison and developer
Ira Shapiro filed their own motion for a Chapter 11 trustee.
Shapiro, who is locked in the control dispute and a restructuring-
plan competition with real-estate investor Cevdet Caner, said he'd
rather see rival bankruptcy-exit plans on the table than keep
control of a stalled restructuring, the report says.

FKF Madison Park Group Owner, LLC, filed for Chapter 11 bankruptcy
protection on June 8, 2010 (Bankr. D. Del. Case No. 10-11867).
FKF owns the One Madison Park condominium tower in New York City.
One Madison Park project came to halt in February 2010 when iStar
Financial Inc., the chief financier for the project, moved to
foreclose on it.  The high-profile condominium project, a 50-story
tower was developed by Ira Shapiro and Marc Jacobs.


FN BUILDING: Files for Chapter 11 in New York
---------------------------------------------
FN Building L.L.C., filed for Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 11-10266) in Manhattan on Jan. 26, 2011.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that FN Building is the owner of the First National
Building in Detroit.  The Company owes $25.7 million on a mortgage
to FNB Detroit 2010 LLC.  The building is said to be worth
$5.58 million.

According to the report, the property is located at 660 Woodward
Avenue, across Congress Street from One Detroit Center.  Revenue
declined to $5.39 million in 2010 from $5.46 million in 2009.

Mark A. Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, in
New York, serves as counsel to the Debtor.  In its schedules, the
Debtor disclosed assets of $8,083,598 and liabilities of
$28,789,063.


FN BUILDING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: FN Building L.L.C.
        c/o Sky Management Services, LLC
        575 Lexington Ave
        New York, NY 10022

Bankruptcy Case No.: 11-10266

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Burton R. Lifland

Debtor's Counsel: Mark A. Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY, LLP
                  489 Fifth Avenue
                  New York, NY 10017
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  E-mail: mfrankel@bfklaw.com

Scheduled Assets: $8,083,598

Scheduled Debts: $28,789,063

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nysb11-10266.pdf

The petition was signed by Lorenzo Cesare, Sklyloft LP's managing
member.


FOUNTAIN SQUARE: Court Confirms Tampa FS' Ch. 11 Plan for Debtor
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida has
confirmed Tampa FS II, LLC's First Amended Plan of Reorganization
for Fountain Square II, Ltd., dated as of November 19, 2010.
Tampa FS II is a secured creditor of Fountain Square II, Ltd.
Fountain Square's 120 day exclusive period within which only the
Debtor can file a plan after the petition date lapsed without the
Debtor filing a plan.

Under the Plan terms, the Debtor will be dissolved and cease to
exist after the Effective date of the Plan.  Except as otherwise
explicitly provided in the Plan or in the Confirmation Order, on
the Effective date, all Assets and Property comprising the
Debtor's estate will vest in Tampa FS.

Classes 2 (Secured Claim of Tampa FS II, LLC) and 5 (Tampa FS II,
LLC Deficiency Claim) voted to accept the Plan.  Classes 1 (Other
Priority Claims), 3 (Other Secured Claims) and 4 (General
Unsecured Claims) are unimpaired and did not vote.  Holders of the
Debtor's common stock interests in Class 6 are canceled under the
Plan and are deemed to have rejected the Plan.

Holders of Priority Claims in Class 1 will be paid in full in cash
on the Distribution Date.  Tampa FS II has separately classified
other Secured Claims in Class 3, although it does not believe
there are any such Claims.

The Secured Claim of Tampa FS and the BB&T Mortgage (now held by
Tampa FS) in Class 2 will be satisfied by conveying the Debtor's
assets and Assumed Contracts to Tampa FS, who will own and operate
the Property and Office Building, and be responsible for paying
Allowed Claims as provided by the Plan.

Allowed General Unsecured Claims in Class 4 will be paid in full
in Cash on the Distribution Date, plus interest at the rate of
5% p.a. from the Petition Date.

A copy of the Tampa FS II, LLC's First Amended Disclosure
Statement for Fountain Square II, Ltd., is available for free at:

      http://bankrupt.com/misc/FountainSquare.TampaFS.DS.pdf

                  About Fountain Square II, Ltd.

Tampa, Florida-based Fountain Square II, Ltd., is the owner of a
four-story, Class A office building complex of approximately
134,065 square feet located at 492 Independence Parkway, in Tampa
Florida.  The Debtor filed for Chapter 11 bankruptcy protection on
May 13, 2010 (Bankr. M.D. Fla. Case No. 10-11419).  Attorneys at
Stichter, Riedel, Blain & Prosser, P.A., represent the Debtor as
counsel.  In its schedules, the Debtor disclosed $14,250,970 in
assets and $23,962,176 in liabilities as of the petition date.


FRANK GOMES DAIRY: Motion to Dismiss Case Filed by Two Creditors
----------------------------------------------------------------
Deere & Company, a secured creditor, and FPC Financial, f.s.b., a
secured and unsecured creditor, have requested the U.S. Bankruptcy
Court for the Eastern District of California to dismiss Debtor
Frank J. Gomes Dairy's Chapter 11 bankruptcy case, citing that the
Debtor has failed to fulfill its duties pursuant to the Court's
order confirming the Debtor's Second Amended Chapter 11 Plan
entered on August 23, 201, which became effective on September 6,
2010.

Specifically, the motion says the Debtor failed to make payments
to Deere under Class 3H and to FPC under Class 5 in the Second
Amended Plan for Reorganization.  Deere has an allowed secured
claim in the amount of $29,153 and FPC has an allowed secured
claim of $51,557 and an allowed unsecured claim of $316,001.

The Court has set a hearing for February 16, 2011, at 1:30 p.m. to
consider the motion.

Objectors to the motion must file a written response not later
than February 2, 2011, and appear at the hearing.

A full-text copy of the Second Amended Plan is available for free
at http://bankrupt.com/misc/FrankJGomez_DS.pdf

The movants are represented by:

          Donald T. Dunning, Esq.
          James MacLeod, Esq.
          THE DUNNING LAW FIRM
          A Professional Corporation
          4545 Murphy Canyon Road, Suite 200
          San Diego, CA 92123
          Telephone: (858) 974-7600

                    About Frank J. Gomes Dairy

Headquartered in Stevenson, California, Frank J. Gomes Dairy dba F
and A Farms operates an agricultural and farming business.  The
Company filed for Chapter 11 protection on November 12, 2009
(Bankr. E.D. Calif. Case No. 09-61024).  Hilton A. Ryder, Esq., at
McCormick, Barstow, Sheppard, Wayte & Carruth LLP, represents the
Debtor in its restructuring effort.  In its schedules, the Debtor
disclosed $34,625,671 in assets and $30,931,395 in liabilities as
of the petition date.



FRASER PAPERS: Files Amended CCAA Restructuring Plan
----------------------------------------------------
Fraser Papers Inc. and its subsidiaries has filed an amended
consolidated plan of compromise and arrangement with the Ontario
Court overseeing its restructuring proceedings under the
Companies' Creditors Arrangement Act.  These materials will also
be filed with the U.S. Court in Delaware, which oversees the
Company's ancillary proceeding under Chapter 15 of the U.S.
Bankruptcy Code.

On February 1, 2011, Fraser Papers will seek an order authorizing
it to hold a meeting of creditors on February 8, 2010, at which
time the creditors of the Company will vote on the Amended Plan.
If the Amended Plan is approved by creditors, the Company intends
to appear before the Ontario Court on February 10, 2011 and the
U.S. Court on February 11, 2010 to seek the necessary court
approvals to implement the Amended Plan.

On January 10, 2011, the Company's creditors rejected a plan of
arrangement that had been proposed by the Company, despite 98.4%
of all creditors voting in support of the Original Plan.  After
the meeting on January 10, 2011, the Company commenced discussions
with various stakeholders in an effort to obtain support for an
Amended Plan.

The Amended Plan includes a commitment from Brookfield Asset
Management Inc. to serve as sponsor of the Amended Plan by
purchasing the Company's remaining operating assets through the
acquisition of Fraser Papers' U.S. subsidiaries for cash proceeds
of approximately $12.4 million, subject to an adjustment for
closing working capital.

Based on the Plan Sponsor's support, the Amended Plan contemplates
the following benefits for the Company's creditors:

  -- the repayment of all secured claims against the Company;

  -- continuing employment for substantially all active employees
     of the Company's remaining operations;

  -- the pro-rata distribution of all proceeds from the sale of
     the Company's assets (including the sale of the U.S.
     Companies) to trusts established for the benefit of unsecured
     creditors, in satisfaction of all outstanding unsecured
     creditor claims; and

  -- the U.S. Companies of Fraser Papers will continue to be
     responsible for certain specified liabilities.

All unsecured liabilities or claims that existed at the time the
Company filed for protection under the CCAA will be compromised
under the Amended Plan.

Subject to completion of the Transaction and sufficient cash being
available to make such payment, the Amended Plan provides for a
cash distribution for each unsecured claim that has been accepted
by the court-appointed Monitor, up to the lesser of: a) the amount
of each unsecured claim, and b) $500.00.

The Amended Plan contemplates the distribution of all proceeds of
the Transaction and all prior sale transactions to four trusts
that will be established for the benefit of unsecured creditors
with Pre-filing Claims, once all secured claims are paid in full.
The proceeds include:

  -- a 49% interest in the common equity of Twin Rivers Papers
     Company Inc. ("Twin Rivers"), the company that purchased the
     specialty papers business of Fraser Papers;

  -- unsecured promissory notes issued by Twin Rivers with a face
     amount of approximately $44 million; and

  -- any cash available after paying secured creditors in full and
     the costs of the CCAA proceedings.

                      About Fraser Papers

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

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


FREDERIKSEN DEVELOPMENT: Case Summary & 2 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Frederiksen Development, LLC
        1432 Amherst St.
        Buffalo, NY 14216

Bankruptcy Case No.: 11-10214

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Judge: Michael J. Kaplan

Debtor's Counsel: James M. Joyce, Esq.
                  4733 Transit Road
                  Lancaster, NY 14043
                  Tel: (716) 656-0600
                  Fax: (716) 656-0607
                  E-mail: jmjoyce@lawyer.com

Scheduled Assets: $651,900

Scheduled Debts: $1,201,103

A list of the Company's two largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nywb11-10214.pdf

The petition was signed by Charles Frederiksen, member.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Charles Frederiksen                    09-15093   10/29/09


FREDDIE MAC: Seeks to Lower Treasury Dividend on Preferred Stock
----------------------------------------------------------------
The Financial Times, citing people familiar with the situation,
said Fannie Mae and Freddie Mac have been asking the Treasury to
take a lower dividend on the preferred stock issued during the
government bail out.  Sources told the FT, a lower dividend would
allow Fannie and Freddie to start repaying $150 billion in bailout
loans, and pave the way for the firms' restructuring by cutting
the amount of outstanding preferred stock held by the Treasury.

Fannie and Freddie declined to comment to the paper.

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.

                     About Freddie Mac

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


FREDDIE MAC: Reports December 2010 Volume Summary
-------------------------------------------------
On January 26, 2011, Freddie Mac issued its December 2010 Monthly
Volume Summary.  The Monthly Volume Summary is available for free
at http://ResearchArchives.com/t/s?7295

December 2010 highlights are:

   -- The total mortgage portfolio decreased at an annualized rate
      of 4.0% in December.

   -- Single-family refinance-loan purchase and guarantee volume
      was $40.7 billion in December, reflecting 82% of total
      mortgage purchases and issuances.

   -- Total number of loan modifications were 11,793 in December
      2010 and 170,277 for the twelve months ended December 31,
      2010.

   -- The aggregate unpaid principal balance (UPB) of the
      Company's mortgage-related investments portfolio
      decreased by approximately $1.8 billion in December.

   -- Total guaranteed PCs and Structured Securities issued
      decreased at an annualized rate of 6.5% in December.

   -- The Company's single-family seriously delinquent rate
      decreased to 3.84% in December.  The Company's multifamily
      delinquency rate decreased to 0.31% in December.

   -- The measure of the Company's exposure to changes in
      portfolio market value (PMVS-L) averaged $420 million in
      December.  Duration gap averaged 0 months.

   -- Beginning in January 2011, Freddie Mac began publishing
      pool-level delinquency disclosures on its single-family PC
      and Giant PC securities on the company's Web site,
      http://www.FreddieMac.com/mbs

   -- On September 6, 2008, the Director of the Federal Housing
      Finance Agency (FHFA) appointed FHFA as Conservator of
      Freddie Mac.

                         About Freddie Mac

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


GARTEL CORP.: Involuntary Chapter 11 Case Summary
-------------------------------------------------
Alleged Debtor: Gartel Corp.
                1100 Daveric Drive
                Pasadena, CA 91107

Bankruptcy Case No.: 11-13618

Involuntary Chapter 11 Petition Date: January 27, 2011

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

Judge: Richard M. Neiter

Petitioners' Counsel: Joon M. Khang, Esq.
                      KHANG & KHANG LLP
                      1901 Avenue of the Stars, 2nd Floor
                      Los Angeles, CA 90067
                      Tel: (310) 461-1342
                      Fax: (310) 461-1343
                      E-mail: joon@khanglaw.com

Creditors who signed the Chapter 11 petition:

    Petitioners                    Nature of Claim    Claim Amount
    -----------                    ---------------    ------------
RRF Family Partnership, LP         Loan                   $256,000
1901 Avenue of the Stars, #200
Los Angeles, CA 90067

Annie Ekshian                      Loan                   $135,000
1901 Avenue of the Stars, #200
Los Angeles, CA 90067
Tel: (310) 461-1342

Ovsanna Ekshian                    Loan                    $40,000
1901 Avenue of the Stars, #200
Los Angeles, CA 90067
Tel: (310) 461-1342


GAS CITY: Unsecured Creditors Look to Probe Firm, Lenders
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that unsecured creditors want to
dig deeper into the claims against Gas City Ltd. and are seeking
court permission to investigate both the company and its lenders.

According to the report, the official committee of unsecured
creditors in the case Tuesday launched bids to conduct two probes,
against both the company itself and 17 of its prebankruptcy
lenders.

"The committee is investigating the validity and perfection of all
debtors' claims and potential avoidance actions against them," the
Creditors Committee said in court papers filed with the U.S.
Bankruptcy Court in Chicago, the report notes.  "The committee
wishes to examine the secured lenders regarding various issues
related to their claims," the creditors added.

DBR notes that the Committee is looking to get its hands on
documents related to Gas City's pre-bankruptcy loan, including
papers that mention potential or actual defaults, fees, and
collateral in connection with the financing agreements, plus any
other communication between the company and its lenders.

                        About Gas City

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

Paul V. Possinger, Esq., at Proskauer Rose LLP, and Daniel A.
Zazove, Esq., at Perkins Coie LLP, represent the Debtors.
A. Jeffrey Zappone at Conway Mackenzie is the Debtors' chief
restructuring officer.  Kurtzman Carson Consultants is the
Debtors' claims agent.  The Official Committee of Unsecured
Creditors has tapped Pachulski Stang Ziehl & Jones LLP and
Levenfeld Pearlstein, LLC, as co-counsel and Mesirow Financial
Consulting, LLC, as financial advisors.


GENERAL MOTORS: Treasury to Sell Remaining Stake in Two Years
-------------------------------------------------------------
The Associated Press reports that Timothy Massad, the senior
Treasury official managing the U.S. government bailout fund, said
Wednesday the Treasury hopes to sell its remaining shares of
General Motors stock over the next two years.  According to the
AP, Mr. Massad told a congressional hearing that there is now a
path forward for the department to sell its remaining shares in GM
over the next two years if market conditions permit.

The AP notes the Treasury trimmed its stake in GM to 26.5% of the
company from 61%, when it sold $23.1 billion of GM stock at an
initial public offering in November.

The AP says the Treasury will need to sell its remaining GM shares
at an average price of $53 to break even on the bailout.  The AP
notes GM stock closed at $37.89 on Jan. 26.  The shares sold for
$33 in the initial public offering in November.

                       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. was formed to acquire Old GM's operations
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 CROSSING: Iridian Asset No Longer Over-5% Owner
------------------------------------------------------
In an amended Schedule 13G filing with the Securities and Exchange
Commission on January 25, 2011, Iridian Asset Management LLC,
David L. Cohen, and Harold J. Levy, reported that they ceased to
be the beneficial owner of more than five percent of the class of
securities of Global Crossing Limited.

Iridian is majority owned by Arovid Associates LLC, a Delaware
limited liability company owned and controlled by the following --
12.5% by Cohen, 12.5% by Levy, 37.5% by LLMD LLC, a Delaware
limited liability company, and 37.5% by ALHERO LLC, a Delaware
limited liability company.  LLMD LLC is owned 1% by Cohen, and 99%
by a family trust controlled by Cohen.  ALHERO LLC is owned 1% by
Levy and 99% by a family trust controlled by Levy.

                       About Global Crossing

Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC)
is a global IP and Ethernet solutions provider with the world's
first integrated global IP-based network.  The company offers a
full range of data, voice and collaboration services with an
industry leading customer experience and delivers service to
approximately 40% of the Fortune 500, as well as to 700 carriers,
mobile operators and ISPs.  It delivers converged IP services to
more than 700 cities in more than 70 countries around the world.

The Company's balance sheet at Sept. 30, 2010, showed
$2.24 billion in total assets, $2.74 billion in total liabilities,
and a stockholder's deficit of $502.0 million.

                           *     *     *

In November 2010, Moody's Investors Service affirmed the Company's
'B3' corporate family and probability of default ratings.  Global
Crossing's B3 ratings are influenced primarily by the company's
participation in a highly competitive telecommunications
arena, its relatively poor EBITDA margins, limited free cash
generating capacity, and significant debt load.


GLOBAL CROSSING: 2011 Long-Term Incentive Plan Approved
-------------------------------------------------------
Effective January 21, 2011, the Board of Directors of Global
Crossing Limited and the Compensation Committee of the Board
approved the Company's 2011 long-term incentive program.  Under
the 2011 Long-Term Incentive Program, the executive officers named
in the Summary Compensation Table of the Company's proxy statement
for its 2010 Annual General Meeting of Shareholders each received
restricted stock units and performance shares under the 2003
Global Crossing Limited Stock Incentive Plan.  Effective the same
date, the Board and the Compensation Committee also approved a
reward program for certain employees of the Company.  Each Named
Executive Officer received RSUs under the Special Rewards Program.
The number of RSUs and the target number of performance shares
granted to the Named Executive Officers under the 2011 Long-Term
Incentive Program and the Special Rewards Program are:

                       2011 Long-Term           Special Rewards
                      Incentive Program             Program
                    -------------------------   ---------------
                              Target
                    RSUs   Performance Shares         RSUs
                    ----   ------------------         ----
John J. Legere     127,800          127,800           41,481
Hector R. Alonso    20,950           20,950           8,172
David R. Carey      22,950           22,950          10,417
Daniel J. Enright   22,950           22,950           9,805
John A. Kritzmacher 37,150           37,150           13,481

Each RSU, whether granted under the 2011 Long-Term Incentive
Program or under the Special Rewards Program, entitles a Named
Executive Officer to receive an unrestricted share of the
Company's common stock on January 21, 2014, subject to his
continued employment through that date and subject to earlier pro-
rata vesting in the event of death or long-term disability;
provided that all of Mr. Legere's unvested RSUs vest upon actual
or constructive termination without cause or due to death or long-
term disability.  Each RSU will also vest in full upon a Change in
Control.

Each performance share provides a Named Executive Officer with the
opportunity to receive an unrestricted share of the Company's
common stock on January 21, 2014, subject to his continued
employment through that date and subject to earlier pro-rata
payout in the event of death or long-term disability; provided
that all of Mr. Legere's unvested performance shares vest upon
actual or constructive termination without cause or due to death
or long-term disability.  In the event of a Change in Control, the
performance share opportunity payout will be determined on the
basis of the Company's relative total shareholder return against
those indices calculated through the relevant Change in Control
date.

Each Named Executive Officer's target performance share
opportunity is based on total shareholder return over a three year
period as compared to two peer groups.  Depending on how the
Company ranks in total shareholder return as compared to the two
peer groups, each grantee may earn 0% to 200% of the target number
of performance shares.  No payout will be made if the average of
the Company's total shareholder return results relative to the two
peer groups represents a ranking below the 30th percentile, and
the maximum payout of 200% will be made if such average ranking is
at or above the 80th percentile; provided that the portion of any
payout exceeding 100% of the target award and not resulting from a
Change in Control will be paid in the sole discretion of the
Compensation Committee and, unless the Committee determines
otherwise in its sole discretion, will be paid, if at all, in cash
rather than shares, with such cash being an amount equal to the
product of (i) the average closing price of the Company's common
shares for the month of December 2013 multiplied by (ii) the
number of shares constituting the target award multiplied by (iii)
the percentage payout in excess of 100%.

                       About Global Crossing

Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC)
is a global IP and Ethernet solutions provider with the world's
first integrated global IP-based network.  The company offers a
full range of data, voice and collaboration services with an
industry leading customer experience and delivers service to
approximately 40% of the Fortune 500, as well as to 700 carriers,
mobile operators and ISPs.  It delivers converged IP services to
more than 700 cities in more than 70 countries around the world.

                           *     *     *

As reported by the Troubled Company Reporter on March 31, 2010,
Standard & Poor's Ratings Services raised all its ratings on
Global Crossing, including the corporate credit rating to 'B' from
'B-'.  The outlook is stable.

Standard & Poor's Ratings Services said it assigned its 'CCC+'
issue-level rating and '6' recovery rating to Bermuda-based Global
Crossing Ltd.'s proposed $150 million of senior unsecured notes
due 2019.  The '6' recovery rating indicates S&P's expectation for
negligible (0%-10%) recovery in the event of a payment default.


GOLD STANDARD: Files Amended Form 10-Q for Sept. 30 Quarter
-----------------------------------------------------------
Gold Standard Mining Corp. filed on January 25, 2011, an amended
quarterly report for the quarterly period ended September 30,
2010.

The Company did not give details.  The amendment did not affect
the results of operations for the quarter ended September 30,
2010, or the Company's balance sheet statement as of September 30,
2010.

As with the original Form 10-Q, Gold Standard reported a net loss
of US$3.55 million on US$0 revenue for the three months ended
September 30, 2010, compared with net income of US$3.58 million on
US$8.40 million of revenue for the same period a year ago.

The Company's balance sheet at September 30, 2010, showed
US$10.46 million in total assets, US$3.37 million in total
liabilities, and stockholders equity of US$7.10 million.


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

               http://researcharchives.com/t/s?7292

Gruber & Company, LLC, in Lake St. Louis, Mo., expressed
substantial doubt about Gold Standard Mining's ability
to continue as a going concern, following the Company's 2009
results.  The independent auditors noted that the Company has not
generated any significant revenue during the period December 11,
2007, through December 31, 2009, and has funded its operations
primarily through the issuance of equity.

                    About Gold Standard Mining

Los Angeles, Calif.-based Gold Standard Mining Corp. (OTC BB:
GSTP) -- http://www.goldstandardmining.com/-- engages in
exploration, development, and production of gold from alluvial and
hard rock mineral deposits located in the Amur region in the far
east of the Russian Federation.


GREAT ATLANTIC: $260MM 2nd Lien Recovery Rating Revised to '2'
--------------------------------------------------------------
Standard & Poor's Ratings Services revised the recovery rating on
Great Atlantic & Pacific Tea Co. Inc.'s (A&P) $260 million second-
lien notes to '2' from '4'.  The debt issue rating remains 'D'
following A&P's voluntary petition filing under Chapter 11 of the
Bankruptcy Code on Dec. 12, 2010.

The change of the recovery rating is based S&P's review of the
post-petition capital structure and revised treatment of capital
leases in S&P's recovery analysis.

S&P had previously treated capital leases as priority obligations.
However, based on S&P's review of A&P's lease obligations, which
include capital and operating leases, S&P now views capital leases
as executory contracts and, if rejected during bankruptcy, would
be considered unsecured claims pursuant to Section 365 of the
Bankruptcy Code, rather than priority obligations.  This
contributed to improved recovery prospects for the second-lien
notes.

Ratings list

Great Atlantic & Pacific Tea Co. Inc. (The)
Corporate Credit Rating            D/--
Second-lien notes                  D

Great Atlantic & Pacific Tea Co. Inc. (The)

Recovery Rating Revised
                                    To            From
   Recovery Rating                  2             4


GREEN AGE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Green Age Construction Corp.
        MSC 865
        Winston Churchill 168
        San Juan, PR 00926

Bankruptcy Case No.: 11-00509

Chapter 11 Petition Date: January 26, 2011

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Alexis Fuentes Hernandez, Esq.
                  FUENTES LAW OFFICES
                  P.O. Box 9022726
                  San Juan, PR 00902-2726
                  Tel: (787) 722-5216
                  Fax: (787) 722-5206
                  E-mail: alex@fuentes-law.com

Scheduled Assets: $4,674,803

Scheduled Debts: $1,702,623

The petition was signed by Michael Redondo, president.

Debtor-affiliates filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Four Lions Corp.                      11-00419            01/25/11

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Tau Electric, Inc.                 Subcontractor          $161,550
P.O. Box 19117
San Juan, PR 00910

1 First Leasing & Rental Corp      Vehicle Lease          $122,685
P.O. Box 11852
San Juan, PR 00910-1852

Ranger American of P.R.            --                     $108,169
P.O. Box 29105
San Juan, PR 00920-0105

MAC Climber, Inc.                  Supplies               $102,983

Atlantis Group                     Subcontractor           $91,182

Metallica                          Subcontractor           $84,965

Lanco Manufacturing Corp.          Supplies                $77,555

Fondo Seguro Del Estado            --                      $70,411

Ready Cables, Inc.                 --                      $58,180

Easy Rental Equipment, Inc.        Rental Equipment        $56,000

Compresores & Equipos              --                      $48,462

Pedro R. Rivera                    --                      $48,166

MP Elevator                        Subcontractor           $45,800

Ferreteria Madera 3C               --                      $40,029

Volvo Rents                        --                      $39,715

United States Treasury             --                      $35,882

Santiago Roofing, Cont. Inc.       Subcontractor           $29,004

Nicolas Laracuente                 Subcontractor           $28,759

Gobierno Municipal Carolina        --                      $27,054

Master Concrete Corp.              Supplies                $23,032


GREENWOOD ESTATES: Can Continue Using Cash Collateral Until Feb. 8
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
has authorized, on an interim basis, Greenwood Estates MHC, LLC,
to use cash collateral securing its obligations to Capmark
Finance, Inc., during the period January 12, 2011, through
February 8, 2011, pursuant to a budget.

The Court will consider the Debtor's request for further access to
the cash collateral on February 8, 2011, at 10:30 a.m.

As adequate protection for the use of cash collateral, Capmark is
granted, retroactive to the Petition Date, replacement security
interests in and liens upon Post-Petition Rents and property of
the Debtor, without prejudice to Capmark's right to seek (i)
additional adequate protection of its interest in the Debtor's
property or (ii) to terminate or modify the automatic stay, and
the Debtor and all parties' right to oppose those requests.

The Debtor is also directed, inter alia, to provide Capmark with
the January rent roll for its property no later than February 4,
2011, and for each successive month on the 10th day of each month.

As reported in the Troubled Company Reporter on August 16, 2010,
the Debtor's manufactured home community in Greenwood, Indiana, is
subject to a purported first mortgage in favor of Capmark
purportedly securing a claim of $25 million.

A copy of the January Budget is available for free at:

       http://bankrupt.com/misc/Greenwood.JanuaryBudget.pdf

                     About Greenwood Estates

Chicago, Illinois-based Greenwood Estates MHC, LLC, is the owner
of a manufactured community, consisting of 594 sites, situated on
96.358 acres located at 1598 US 31 South, Greenwood, Indiana.  The
Company filed for Chapter 11 bankruptcy protection on July 30,
2010 (Bankr. N.D. Ill. Case No. 10-33988).  Eugene Crane, Esq.,
and Arthur G. Simon, Esq., an Scot R. Clar, at Crane, Heyman,
Simon, Welch & Clar, in Chicago, assist the Debtor in its
restructuring effort.  In its schedules, the Debtor disclosed
assets of $28,601,206 and liabilities of $25,456,180 as of the
petition date.


GREENWOOD ESTATES: Plan Outline Filed; Will Not Liquidate Assets
----------------------------------------------------------------
Greenwood Estates MHC, LLC, has filed with the U.S. Bankruptcy
Court for the Northern District of Illinois a disclosure statement
explaining its Plan of Reorganization.

The Debtor does not intend to liquidate any of its assets in order
to make the payments required under the Plan.

Distributions to the holders of allowed claims will be sourced
from funds realized from the continued operation of the
Debtor's business as well as from its existing cash deposits and
cash resources.  To the extent necessary, payments to Capmark
Finance, Inc., as well as other secured and unsecured creditors,
required under the Plan, may be made from the proceeds of the
refinancing or sale of the Debtor's manufactured home community,
consisting of 594 sites, situated on 96.358 acres located at 1598
US 31 South, Greenwood, Indiana.

Other than postpetition trade payables, all Administrative Claims,
to the extent allowed, will be paid in full in cash on the
Effective Date of the Plan or as soon as practicable thereafter or
as agreed to by the holder of each Allowed Administrative Claim.

To the extent any Tax Claim entitled to priority under Section
507(a)(8) of the Bankruptcy Code is allowed, said Tax Claims will
be paid in full, in cash inclusive of interest at the applicable
statutory interest rate on the Effective Date of the Plan, unless
the holder of a Tax Claim agrees to a different treatment.  The
Debtor believes that there are no Allowed Tax Claims.

The Plan has 5 Classes of creditors (Classes 1 through 5) and one
(1) Class of Interests (Class 6).

The Plan proposes the following treatment for the various claims
and interests in the Debtor:

Class 1. Allowed Secured Claim of Capmark.  Impaired.  Capmark
        will receive interest only on its Allowed Claim, at the
        initial rate of 2.127% for year one, increasing to 3.127%
        in year two, increasing to 4.127% in year three,
        increasing to 5.127% in year four, increasing to 6%, plus
        principal based upon an amortization of 30 years, in years
        five and six, payable in monthly installments on the 15th
        day of each month; and payment of the unpaid balance of
        the Allowed Class 1 Claim due it on the sixth (6th)
        anniversary of the Effective Date of the Plan.  Payments
        will commence on the 15th day of the month following
        the Effective Date.

Class 2. Real Estate Tax Claims of the Johnson County Treasurer.
        Unimpaired.  The Debtor believes that there are no Allowed
        Class 2 Claims.  To the extent any Allowed Class 2 Claim
        exists, the Plan provides that the holder will receive
        payment of the entire unpaid balance of the Allowed Class
        2 Claim, including any accrued statutory interest, on the
        Effective Date of the Plan.

Class 3. Security Deposit Claims.  Unimpaired.  Tenants will be
        paid 100% of the allowed amount of their Class 3 Claims in
        cash without interest as required by the terms of the
        lease between the Debtor and each respective Tenant.

Class 4. Other Secured Claims.  Impaired.  Holders of Allowed
        Class 4 Claims will be paid in full at the end of year 2.

Class 5. Unsecured Creditors.  Impaired.  Holders of Allowed
        Class 5 Claims, in the estimated amount of $428,394,
        will receive 100% of the allowed amount of their Class 5
        Claims paid at the initial rate of 2.127% for year one,
        increasing to 3.127% in year two, increasing to 4.127% in
        year three, increasing to 5.127% in year four, increasing
        to 6%, plus principal based upon an amortization of 30
        years, in years 5 and 6, payable in monthly installments
        on the 15th day of each month, with a balloon payment of
        the balance due on the sixth (6th) anniversary of the
        Effective Date of the Plan.

Class 6. Equity Interests.  The Debtor's sole member, Southwood
        Estates, LLC, is the holder of the Allowed Class 6
        Interests.  Under the Plan, Southwood Estates, LLC, will
        retain its equity interest in the Debtor after
        Confirmation of the Plan.

The Plan requires that the holders of Allowed Claims in Classes 1,
4 and 5 vote on Confirmation of the Plan.

A copy of the Disclosure Statement explaining the Debtor's Plan of
Reorganization is available for free at:

         http://bankrupt.com/misc/GreenwoodEstates.DS.pdf

                     About Greenwood Estates

Chicago, Illinois-based Greenwood Estates MHC, LLC, is the owner
of a manufactured community, consisting of 594 sites, situated on
96.358 acres located at 1598 US 31 South, Greenwood, Indiana.  The
Company filed for Chapter 11 bankruptcy protection on July 30,
2010 (Bankr. N.D. Ill. Case No. 10-33988).  Eugene Crane, Esq.,
and Arthur G. Simon, Esq., an Scot R. Clar, at Crane, Heyman,
Simon, Welch & Clar, in Chicago, assist the Debtor in its
restructuring effort.  In its schedules, the Debtor disclosed
assets of $28,601,206 and liabilities of $25,456,180 as of the
petition date.  No trustee, examiner or committee of unsecured
creditors has been appointed to serve in the chapter 11 case.


GUITAR CENTER: Bank Debt Trades at 4% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Guitar Center,
Inc., is a borrower traded in the secondary market at 95.52 cents-
on-the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.96
percentage points from the previous week, The Journal relates.
The Company pays 350 basis points above LIBOR to borrow under the
facility.  The bank loan matures on October 9, 2014, and carries
Moody's Caa1 rating and Standard & Poor's B1 rating.  The loan is
one of the biggest gainers and losers among 174 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                        About Guitar Center

Guitar Center, Inc., headquartered in Westlake Village, Calif., is
the largest musical instrument retailer with 312 stores and a
direct response segment, which operates its websites.  It operates
three distinct musical retail business - Guitar Center (about 70%
of revenue), Music & Arts (about 7% of revenue), and Musician's
Friend (its direct response subsidiary with 24% of revenue).
Total revenue is about $2 billion.

Guitar Center carries 'Caa1' corporate family and probability of
default ratings from Moody's Investors Service.  In December 2009,
Moody's said, "The Caa1 Corporate Family Rating reflects Guitar
Center's very weak credit metrics, particularly its interest
coverage, as a result of its very high level of debt."


GULF FLEET: Hearing on Adequacy of Disclosure Statement on Feb. 8
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Louisiana
will continue, at the behest of Gulf Fleet Holdings, Inc., et al.,
the hearings to February 8, 2011, at 10:00 a.m. on:

   (i) the consolidated disclosure statement, as amended,
       explaining the proposed plans of reorganization of the
       Debtors; and

  (ii) the Debtors' motion for increase of exclusive period in
       which their plans are to be accepted in order to maintain
       exclusivity.

The hearings were previously scheduled on January 25, 2011, at
10:00 a.m.

Presently, the period in which the Debtors have to obtain
acceptances of their plans in order to maintain the exclusive
period will expire on February 11, 2011.

The Debtors have sought the consent of all of the objecting
parties to the requested continuance.  Comerica Bank, HIG Capital,
L.L.C., and Force Power Systems have consented to the proposed
continuance.  The Debtors have also sought the consent of the
Official Committee of Unsecured Creditors and Michael and Darlene
Hillman, but these parties object to the requested relief.

                 Amended Disclosure Statement

On June 13, 2011, the Debtor filed an amended consolidated
disclosure statement with the Court.  Copies of the Plans and
amended disclosure statement are available for free at:

          http://bankrupt.com/misc/GULF_FLEET_plan.pdf
          http://bankrupt.com/misc/GULFFLEET_AmendedDS.pdf

The Amended Disclosure Statement says that the Plans provide for
the continuation of the operations of the Debtors' businesses.
The Plans generally provide for the New Equity Group, or other
qualified bidder, to pay cash consideration to Holdings in the
approximate amount of $6 million or more, if bidding for the new
shareholder interests occurs.  Additionally, all of the Debtors
may enter into an exit loan facility to provide additional funds
to the Debtors.  The cash consideration and proceeds of the exit
loan facility may be used to pay down the Comerica Secured Claim.

The Plans provide for payment of the Comerica Secured Claim
through four separate means.  First, with regard to the active
vessels which are collateral for the Comerica Secured Claim, the
active vessels will be retained by the Debtors.  The Debtors
believe that the value of the active vessels is $20 million.  The
Plans provide that Comerica will receive $20 million on account of
the collateral, or other amount as is agreed or determined by the
Court to be the value of the active vessels.  The Plans provide
for alternative sources for the payment of $20 million to Comerica
either (i) from the proceeds of the potential exit loan facility,
or alternatively (ii) through the execution and payment of a new
promissory note by the Debtors in favor of Comerica in an amount
up to $20 million to be paid quarterly in arrears over a period of
seven years with a 10-year amortization and interest at 5% per
annum.  Second, the Plans provide for payment of cash to Comerica
on the effective date in the approximate amount of $4 million or
other lesser or greater amount as may be determined by the Court
to be the amount of cash and accounts receivable held by the
Debtors on the filing date in which Comerica held first priority,
property perfected, enforceable security interests.  Third, the
Plans provides for the return and transfer of the retired vessels
to Comerica for a credit against the Comerica Secured Claim to the
extent of the value of the retired vessels, value to be determined
by agreement between the Debtor and Comerica or by the Court at
the Confirmation Hearing.  Fourth, any remaining unsatisfied
portion of the Comerica Secured Claim will be treated as a general
unsecured claim.

According to the Amended Disclosure Statement, the interests of
existing shareholders of Holdings and the membership interests in
affiliates Gulf Ocean Marine Services, LLC, Gulf Fleet Management,
LLC, and Gulf Fleet Offshore, LLC, will be cancelled and will
receive nothing under the Plans.  In consideration for payment of
the cash consideration, and upon occurrence of the effective date,
the New Shareholder Interests in Holdings will be issued to the
New Equity Group or other qualified bidder.  Similarly, in
consideration for the payment of New Membership Contributions by
Holdings to GOMS, Offshore, and Management, the New Membership
Interests will be issued to Holdings.  The New Shareholder
Interests consist of 100,000 shares of no par value common stock
of Holdings and the New Membership Interests consisting of 100%
membership interests in GOMS, Management, and Offshore.

The Amended Disclosure Statement says that the Plans provide for
the full payment of Administrative and Priority Claims, unless the
Holder of the claims agree to different treatment, on the later of
the effective date, 10 days after the date the claim is allowed,
or the time that the allowed claim is due in accordance with terms
and conditions of governing documents.  Allowed Priority Tax
Claims will be paid in full at the sole discretion of the Debtors
either (i) on the later of the Initial Distribution Date and the
date that the Priority Tax Claim becomes an Allowed Claim, or
(ii) over a five-year period (beginning May 14, 2010) by equal
quarterly Cash payments with interest at the rate(s) specified in
and in accordance with applicable federal and state law.

The value and amount of the Brightpoint Subordinated Claims will
either be agreed by the Debtors or determined by the Court.  In
the event that it is determined that the Brightpoint Subordinated
Claims are under-secured, the Debtors will bifurcate the
Brightpoint Subordinated Claims between secured and unsecured
amounts.  On account of any secured portion of its Claims,
Brightpoint will receive the proceeds from liquidation of any
collateral after satisfaction of the Comerica Secured Claim and
the unsecured portion of the Brightpoint Subordinated Claims will
be treated as General Unsecured Claims.

The Offshore Plan provides that unless LBC and Offshore agree to
different treatment, the Gulf Sun will be returned to LBC in
complete satisfaction of the LBC Secured Claim.  No portion
of the LBC Secured Claim will remain enforceable and LBC will not
hold any unsecured deficiency claim against the Debtors after
receipt of the Gulf Sun.  In the event that LBC is a member of the
New Equity Group, the Gulf Sun will be sold and the proceeds of
the LBC Secured Claim will be exchanged for the New Equity
Interests and thereby satisfied.

The Management Plan provides that if the Reel Cajun is not sold or
transferred prior to the Effective Date, the Reel Cajun will be
transferred to Bank of America in complete satisfaction of the
Bank of America Secured Claim. No portion of the Bank of America
Secured Claim will remain enforceable and Bank of America will not
hold any unsecured deficiency claim against the Debtors after
receipt of the Reel Cajun.

At the option of the Debtors, holders of any Other Secured Claims
will receive treatment by (i) reinstatement of the claim pursuant
to the existing terms of the relevant instrument or agreement with
the Debtor, (ii) payment in cash in the full amount of the claim
to the extent that payment of such interest is required;
(iii) transfer of the collateral to the holder of the claim for a
credit on the claim to the extent of the value of the collateral,
value to be determined by agreement between the Debtor and the
holder or by the Court, and any deficiency amount being treated as
a General Unsecured Claim; or (iv) such other treatment as may be
agreed upon in writing by the holder and the Debtors, or after the
effective date, the Reorganized Debtors.

The Holdings Plan provides that the HIG Subordinated Unsecured
Debt Claims will be treated as General Unsecured Claims unless the
New Equity Group is the contributor of the cash consideration, in
which case the HIG Subordinated Unsecured Debt Claims will be
satisfied in full and extinguished in exchange for receipt of
HIG's share of the New Shareholder Interests and New Membership
Interests.  In the event that the New Equity Group is not the
contributor of the cash consideration, the allowed amount of the
HIG Subordinated Unsecured Debt Claims will be treated as a
General Unsecured Claim.

The Plans provide that each holder of a General Unsecured Claim
will be provided an election (a) to receive cash payable pro rata
to each holder of the claim pursuant to a promissory note (the
terms and conditions of which will be subject to the terms of the
Exit Loan Facility) issued by the Debtors in the total amount of
$2 million and paid over a period of seven years in equal
quarterly installments and Cash payable pro rata in quarterly
installments to each holder from the net proceeds of litigation of
all Reserved Causes of Action until the claims are paid in full,
or (b) to be paid as a Convenience Claim.

The Plans provide for all Allowed Claims of existing equity
holders and membership interest holders to be voluntarily or
involuntarily subordinated to the claims of Unsecured
Creditors, and they will receive nothing under the Plan.
Shareholder Interests and Membership Interests as they existed on
the filing date will be canceled and receive and retain nothing if
the Plans are confirmed.

The Joint Plan of Gulf Ocean Marine Services, LLC, Gulf Fleet,
LLC, Hercules Marine, LLC, Gulf Worker, LLC, and Gulf Wind, LLC,
provides for, in the discretion of the Debtors, either (i) the
merger of Gulf Fleet, Hercules, Worker, and Wind into GOMS with
GOMS as the surviving entity, transfer of all of the vessels owned
by all of the Subsidiaries, and dismissal of all Chapter 11 Cases
of the Subsidiaries, or (ii) the substantive consolidation of
GOMS, Gulf Fleet, Hercules, Worker, and Wind.

                         About Gulf Fleet

Lafayette, Louisiana-based Gulf Fleet Holdings, Inc. -- along with
affiliates Star Marine, LLC; Gulf Wind, LLC; Gulf Service, LLC;
Gulf Worker, LLC; Hercules Marine, LLC; Gulf Fleet, LLC; Gulf
Fleet Marine, Inc.; Gulf Fleet Management, LLC; Gulf Fleet
Offshore, LLC; and Gulf Ocean Marine Services, LLC -- sought
Chapter 11 protection (Bankr. W.D. La. Case No. 10-50713) on
May 14, 2010.  Benjamin W. Kadden, Esq., Christopher T.
Caplinger, Esq., and Stewart F. Peck, Esq., at Lugenbuhl, Wheaton,
Peck, Rankin & Hubbard in New Orleans, La., represent the Debtors.
The Debtor is operating under the terms of cash collateral
agreements with lenders led by Comerica Bank and Brightpoint
Capital Partners Master Fund, L.P.

Gulf Fleet estimated $100 million to $500 million in assets and
$50 million to $100 million in debts in its Chapter 11 petition.
In their schedules, affiliate Gulf Fleet, LLC, disclosed
$2,088,277 in assets and $83,891,116 in liabilities; Gulf Fleet
Management, LLC, disclosed $943,256 in assets and $45,071,399 in
liabilities; and Gulf Ocean Marine Services, LLC, disclosed
$15,777,138 in assets and $79,513,230 in liabilities.

The official committee of unsecured creditors is represented by
Alan H. Goodman, Esq., who has an office in New Orleans, and
Christopher D. Johnson, Esq., and Hugh M. Ray, Jr., Esq., who have
offices in Houston, Texas.


HAMBONE DOG: Court Approves Settlement With Crescent State Bank
---------------------------------------------------------------
At the November 22, 2010 hearing on two separate motions filed by
Crescent State Bank: (1) September 30, 2010, Motion for Relief
from Automatic Stay or, in the alternative, for Adequate
Protection; and (2) October 5, 2010, Motion to Confirm that Stay
Is Not in Effect as to Actions against Ham's Lakeside Acquisition,
LLC, or, in the Alternative, for Relief from Automatic Stay;
Hambone Dog Properties, LLC, and Crescent State Bank informed the
U.S. Bankruptcy Court for the Eastern District of North Carolina
that they had agreed to a settlement of all issues related to the
two motions.  The Bankruptcy Administrator did not object.

On December 22, 2010, the Bankruptcy Court, finding that the terms
of the settlement are reasonable and appropriate, and are in the
best interest of the bankruptcy estate and the creditors, ordered:

(1) The Debtor will pay Crescent State Bank $28,718 per month as
    adequate protection payments until a plan of reorganization is
    confirmed.  The adequate protection payments will commence on
    December 15, 2010, and be payable on the 15th of each month
    thereafter until the first month after confirmation of
    Debtor's plan of reorganization;

(2) The Debtor is allowed to complete the merger of Ham's Lakeside
    Acquisition, LLC, unto Debtor;

(3) The total indebtedness of Debtor to Crescent State Bank is
    stipulated and agreed to be $4,325,101 combined on Note number
    88001367 dated May 4, 2005, and Note Number 88004080 dated
    October 25, 2007; the Notes will bear interest at the rate of
    5% p.a.; Debtor will pay Crescent State Bank $28,718 per month
    on or before the 15th day of each month commencing on the
    first month after confirmation of Debtors plan of
    reorganization;

(4) Failure to make the payments, or to pay the entire outstanding
    indebtedness on demand will constitute an event of default
    under the Notes and the Deeds of Trust related thereto.  In
    the event of a payment default, the Bank will give written
    notice of default and Debtor will have 10 days from the date
    the written notice is sent to cure said default;

(5) If the Debtor defaults and fails to cure such default within
    10 days from when written notice is sent, the automatic stay
    will be lifted as to Crescent State Bank without further
    additional hearing and the Bank will be permitted to exercise
    any and all available rights and remedies in the event of
    default provided under the Notes, and the Deeds of Trust that
    secure the Notes, including, without limitation, the right to
    foreclose on the properties of the Debtor in which the Bank
    State Bank holds a security interest;

(6) The Bank will have the right to demand payment in full of the
    entire indebtedness then outstanding on or after the day of
    the fifth anniversary of the confirmation of the Debtor's plan
    of reorganization;

(7) All other terms and conditions of the Notes, the Deeds of
    Trust that secure the Notes, and all attendant loan documents
    will remain in force and effect as they were as of the date of
    the Debtor's filing of its petition;

(8) The Bank will have no claim to any funds held in the DIP
    account except as set forth on the settlement payment agreed
    by the parties.

(9) The Debtor will assign to the Bank any and all administrative
    claims, and the right to pursue same, owed to the Debtor in
    the bankruptcy case captioned In re Ham's Restaurants, Inc.,
    Case No. 09-09233-8-RDD (Bankr. E.D.N.C.) to the extent that
    those claims arise from or relate to amounts owed pursuant to
    that certain Lease Agreement Dated October 10, 2007, between
    Hambone Dog Properties, LLC, and Ham's Restaurants, Inc., and
    any amendments and addenda thereto or otherwise arise from or
    relate to the property of the Debtor and/or Ham's Lakeside
    Acquisition, LLC, in which the Bank holds a security interest;
    notwithstanding the assignment, Debtor will be permitted to
    file any claims for the benefit of the Bank;

(10) The Debtor will not seek to recover costs and expenses
    pursuant to 11 U.S.C. Section 506(c) from property in which
    the Bank holds a security interest except to the extent that
    this Order, and/or the confirmed plan treatment for the
    Bank permits the Debtor to use rental proceeds that would
    otherwise constitute the Bank's cash collateral; and

(11) Debtor will amend its plan or reorganization to incorporate
    the terms of this order.

                About Hambone Dog Properties, LLC

Sanford, North Carolina-based Hambone Dog Properties, LLC, filed
for Chapter 11 bankruptcy protection on July 6, 2010 (Bankr.
E.D.N.C. Case No. 10-05375).  At the time the petition was
filed, Debtor owned eight restaurants and one ice cream shop.
Nigle B. Barrow, Jr., Esq., who has an office in Raleigh, North
Carolina, represents the Debtor.  The Company disclosed
$16,679,610 in assets and $12,159,710 in liabilities as of the
Petition Date.


HANMI FINANCIAL: Posts $88.01 Million Net Loss in 2010
------------------------------------------------------
On January 27, 2011, Hanmi Financial Corporation announced its
financial results for the three months and full year ended
December 31, 2010.

The Company reported net income of $5.31 million on $34.61 million
of total interest and dividend income for the three months ended
December 31, 2010, compared with a net loss of $14.57 million on
$35.67 million of total interest and dividend income for the same
period a year ago.

The Company also reported a net loss of $88.01 million on
$144.51 million of total interest and dividend income for the year
ended December 31, 2010, compared with a net loss of
$122.27 million on $184.14 million of total interest and dividend
income for the year ended December 31, 2009.

The Company's balance sheet at December 31, 2010 showed
$2.90 billion in total assets, $2.73 billion in total liabilities
and $173.25 million in stockholders' equity.

"The successful rights offering and best efforts stock offerings
in July 2010 have provided the necessary capital to return our
balance sheet to 'well capitalized' regulatory status and provided
us with the capital resources to assist us in achieving
profitability in this most recently completed quarter," Mr. Yoo
stated.  "We understand that Woori Finance continues to work
closely with regulators to achieve approval for the previously
announced transaction.  Since this transaction is no longer
exclusive, we are now considering alternative capital sources to
further enhance our capital position and fund balance sheet
growth."

A full-text copy of the press release announcing the fourth
quarter and full year 2010 financial results is available for free
at http://ResearchArchives.com/t/s?72a1

                       About Hanmi Financial

Headquartered in Los Angeles, Hanmi Financial Corp. (Nasdaq: HAFC)
-- http://www.hanmi.com/-- is the holding company for
Hanmi Bank, a state chartered bank with headquarters located at
3660 Wilshire Boulevard, Penthouse Suite A, in Los Angeles.
Hanmi Bank provides services to the multi-ethnic communities of
California, with 27 full-service offices in Los Angeles, Orange,
San Bernardino, San Francisco, Santa Clara and San Diego counties,
and a loan production office in Washington State.

As reported in the Troubled Company Reporter on March 17, 2010,
KPMG LLP, in Los Angeles, expressed substantial doubt about the
Company's ability to continue as a going concern, following its
2009 results.  The independent auditors noted the Company and its
wholly-owned subsidiary Hanmi Bank, are currently operating under
a formal supervisory agreement with the Federal Reserve Bank of
San Francisco and the California Department of Financial
Institutions, which restricts certain operations of the Company
and requires the Company to, among other things, increase
contributed equity capital at Hanmi Bank by $100 million by
July 31, 2010, and achieve specified capital ratios by July 31,
2010, and December 31, 2010.


HAWKER BEECHCRAFT: Bank Debt Trades at 11% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 89.07 cents-on-
the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents a drop of 0.85
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility.  The bank loan matures on March 26, 2014, and carries
Moody's Caa1 rating and Standard & Poor's CCC+ rating.  The loan
is one of the biggest gainers and losers among 174 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                        About Hawker Beechcraft

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.

The Company's balance sheet at Sept. 30, 2010, showed
$3.384 billion in assets, $3.482 billion in liabilities, and a
deficit of $97.3 million.

The Company reported a net loss of $238.6 million on
$1.802 billion of net sales for nine months ended Sept. 30, 2010,
compared with a net loss of $458.6 million on $2.112 billion of
net sales for nine months ended Sept. 27, 2009.

Hawker Beechcraft carries 'Caa2' corporate family and probability
of default ratings from Moody's Investors Service.


HAWKER BEECHCRAFT: Sidney Anderson Resigns as CFO
-------------------------------------------------
On January 25, 2011, Sidney E. Anderson notified Hawker Beechcraft
Corporation that he was resigning as Chief Financial Officer,
effective immediately.  Mr. Worth W. Boisture, Jr., the current
Chief Executive Officer, has assumed the role of Chief Financial
Officer on an interim basis, until a permanent Chief Financial
Officer is appointed.

                        About Hawker Beechcraft

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.

The Company's balance sheet at Sept. 30, 2010, showed
$3.384 billion in assets, $3.482 billion in liabilities, and a
deficit of $97.3 million.

The Company reported a net loss of $238.6 million on
$1.802 billion of net sales for nine months ended Sept. 30, 2010,
compared with a net loss of $458.6 million on $2.112 billion of
net sales for nine months ended Sept. 27, 2009.

Hawker Beechcraft carries 'Caa2' corporate family and probability
of default ratings from Moody's Investors Service.


HERBST GAMING: Moody's Assigns 'B2' Corporate on High Leverage
--------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating
and a B3 Probability of Default Rating to Herbst Gaming, LLC.  A
B2 rating was assigned to the company's $350 million senior
secured term loan due 2015.  The rating outlook is stable.

New Ratings Assigned:

  -- Corporate Family Rating at B2
  -- Probability of Default Rating at B3
  -- $350 million senior secured term loan due 2015, at B2 (LGD 3,
     35%)

Herbst's B2 CFR considers the company's significant exposure to
Nevada gaming markets and its high leverage.  This subjects the
company to greater risks than a gaming company that operates in a
more stable gaming market and is more geographically diverse.  The
ratings are supported by the solid performance of the company's
Midwest casino properties and the company's good liquidity
profile.  Although Herbst does not have a committed bank revolving
credit facility at this time, it does have about $100 million of
excess cash that should be sufficient to help fund short term
working capital or modest capital expenditure needs.

Approximately 65% of Herbst's consolidated net revenue and 35% of
its property-level EBITDA comes from the company's Nevada casinos
and route operations.  Nevada was hit extremely hard by the recent
recession, continues to have one the highest unemployment rates in
the U.S., and will likely be one of the slowest gaming markets to
recover.

Herbst's debt/EBITDA is high at approximately 5.0 times.  While
some leverage reduction is possible, it's not expected to be
material in the next two years.  The company has experienced some
recent improvement in its Nevada casino segment, but that was
largely due to cost cutting initiatives.  While effective in
mitigating some revenue risk, Moody's does not expect that these
cost cutting initiatives alone will improve consolidated EBITDA
enough to materially change the company's leverage profile in the
foreseeable future.

Herbst's Midwest casinos' revenue, EBITDA and EBITDA margin have
improved during the recession.  Moody's expects this trend to
continue in the foreseeable future as the gaming demand
environment in Iowa and Missouri improves further and the
competition in these markets remains limited.

Herbst's B2 CFR is one notch higher than its B3 PDR, reflecting
the utilization of a family recovery rate of 65%.  The higher than
average family recovery rate reflects Herbst's all bank capital
structure, which in Moody's view gives lenders a better ability to
take prompt action if the company's credit profile deteriorates,
thereby providing greater-than-average recovery values.

The stable rating outlook reflects Moody's anticipation that
earnings improvement at Herbst's Midwest casinos will offset
continued earnings pressure at its Nevada casinos and route
operations.  As a result, the company will be able to maintain
credit statistics adequate for the current rating.  The stable
outlook also incorporates Moody's opinion that Herbst has the
liquidity to absorb further and moderate decline in earnings.

Ratings could ultimately be considered for an upgrade if Herbst's
operating performance improves and EBIT/interest expense exceeds
2.0 times and debt/EBITDA drops below 4.0 times.  However, the
company's small scale and limited diversification would likely
limit the degree of any ratings improvement.  Ratings could be
downgraded if operating performance or liquidity deteriorates for
any reason.  Additionally, if debt/EBITDA is not maintained below
5.5 times and EBIT/interest expense drops below 1.25 times, there
could be negative pressure on the ratings or rating outlook.

This is a first time rating on Herbst Gaming, LLC.

The principal methodologies used in this rating were Global
Gaming published in December 2009, and Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Herbst Gaming, LLC, owns and operates casinos in Nevada and the
Midwest, and slot routes including approximately 6,100 machines
throughout Nevada.  Other revenue segment includes gasoline and
convenience store sales, lottery ticket sale fees, ATM fees,
payphone charges, rental income and other miscellaneous items.
Herbst Gaming, LLC, was formed in Nevada on March 29, 2010, to
acquire substantially all of the assets of Herbst Gaming Inc.
pursuant to the plan of reorganization under Chapter 11.  The
company generates annual net revenues of about $630 million.


HERCULES OFFSHORE: Bank Debt Trades at 3% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Hercules Offshore,
Inc., is a borrower traded in the secondary market at 97.45 cents-
on-the-dollar during the week ended Friday, January 28, 2011,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  This represents an increase of 0.88
percentage points from the previous week, The Journal relates.
The Company pays 650 basis points above LIBOR to borrow under the
facility.  The bank loan matures on July 11, 2013, and carries
Moody's Caa1 rating and Standard & Poor's B- rating.  The loan is
one of the biggest gainers and losers among 174 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                      About Hercules Offshore

Hercules Offshore, Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

The Troubled Company Reporter reported on November 17, 2010, that
Moody's Investors Service downgraded the Corporate Family Rating
of Hercules Offshore Inc. and the Probability of Default Rating to
Caa1 from B2.  Moody's also downgraded Hercules' 10.5% senior
secured notes due 2017, its senior secured revolving credit
facility due 2012, and its senior secured term loan B due 2013,
all to Caa1 with LGD3, 45%.  The outlook remains negative.

"The inability of Hercules to generate meaningful free cash flow
despite limited reinvestment in its aging fleet of rigs is cause
for concern," commented Stuart Miller, Moody's Senior Analyst.
"Without a significant de-leveraging of its balance sheet,
Hercules is following a path that could lead to financial hardship
at the first sign of a market softening."  Hercules' Caa1 CFR
rating reflects its highly leveraged balance sheet and limited
ability to generate free cash flow.  The Caa1 rating on the senior
secured notes reflects their pari passu secured position in
Hercules' capital structure relative to the senior secured credit
facilities.


HERCULES OFFSHORE: Invests $10 Million in Discovery Offshore
------------------------------------------------------------
Hercules Offshore, Inc., announces an investment of $10 million in
Discovery Offshore S.A., a newly formed Luxembourg-based company,
focused on ownership of ultra high-specification jackup rigs.
Discovery Offshore will construct two ultra high-specification
jackup rigs, with options for two additional jackup rigs, at
Keppel FELS in Singapore.  Hercules Offshore will also enter into
a Construction Management Agreement and Service Agreements with
Discovery Offshore for which the Company will receive compensation
to oversee the construction, marketing and operations of rigs
owned by Discovery Offshore, as well as perform other corporate
administrative functions required by Discovery Offshore.

"We are pleased to announce our investment in Discovery Offshore
and the Construction Management and Service Agreements for their
ultra high-specification jackup rigs," said John T. Rynd,
President and Chief Executive Officer of Hercules Offshore, Inc.
"This marks a new and exciting chapter in our Company's history,
and is an example of how we continue to seek creative and unique
opportunities to add value for our stakeholders.  These rigs will
be among the most capable jackups in the world, and have been
designed to meet the exacting requirements of our most demanding
customers.  Well beyond our equity investment, the value that we
bring to Discovery Offshore includes our in-house expertise in
engineering, rig management and operations, global marketing
presence, and strong customer relationships with key national and
international oil companies.  With the improving outlook for the
offshore drilling industry, we believe that the rig design chosen
by Discovery Offshore will be well positioned to take advantage of
these positive long-term fundamentals over an extended period of
time."

The two rigs to be constructed are based on Keppel FELS "Super A"
Class proprietary design, and are scheduled for delivery in the
second and third quarter of 2013, respectively.  These ultra high-
specification jackup rigs will be capable of operating in harsh
environments at water depths of up to 400 feet and drill to depths
of 35,000 feet.  The rigs will have two million pounds of static
hook load, 75 foot cantilever reach, off-line pipe handling
capability, high capacity mud circulating systems, 15,000 psi
blowout preventer systems, and accommodations capacity for up to
150 personnel.  Keppel FELS will build the initial two rigs at a
turnkey cost of approximately $208 million per rig.  Including
project management, spares, commissioning and other fees, total
delivery cost is currently estimated at $231 million per rig.
Payment terms to Keppel FELS are 20 percent of the turnkey
construction price at contract signing, and the remainder due at
rig delivery.  The two options have the same payment terms, with a
turnkey cost of $213 million and $215 million, respectively,
subject to standard market adjustments.

                      About Hercules Offshore

Hercules Offshore, Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

The Troubled Company Reporter said on November 17, 2010, Moody's
Investors Service downgraded the Corporate Family Rating of
Hercules Offshore Inc. and the Probability of Default Rating to
Caa1 from B2.  Moody's also downgraded Hercules' 10.5% senior
secured notes due 2017, its senior secured revolving credit
facility due 2012, and its senior secured term loan B due 2013,
all to Caa1 with LGD3, 45%.  The outlook remains negative.

"The inability of Hercules to generate meaningful free cash flow
despite limited reinvestment in its aging fleet of rigs is cause
for concern," commented Stuart Miller, Moody's Senior Analyst.
"Without a significant de-leveraging of its balance sheet,
Hercules is following a path that could lead to financial hardship
at the first sign of a market softening."  Hercules' Caa1 CFR
rating reflects its highly leveraged balance sheet and limited
ability to generate free cash flow.  The Caa1 rating on the senior
secured notes reflects their pari passu secured position in
Hercules' capital structure relative to the senior secured credit
facilities.


HERTZ CORP: Fitch Places 'BB-' Rating on $500 Million Sr. Notes
---------------------------------------------------------------
Consistent with actions taken in earlier press releases dated
Dec. 6, 2010 and Jan. 26, 2011, Fitch Ratings has assigned a
'BB-' rating to Hertz Corporation's two separate issuances of
$500 million senior unsecured notes.

Hertz's 'BB-' Issuer Default Rating and Stable Rating Outlook are
unaffected by the assignment of this rating.

All of the notes rank equally with existing Hertz's senior
unsecured indebtedness.  Together with cash proceeds from the
issuance of Hertz's 7.5% senior unsecured notes due 2018 on
Sept. 30, 2010, net proceeds from both issuances will be used or
have been used to redeem existing Hertz debt, including the 10.5%
senior subordinated notes due 2016 and a portion of the 2005
Acquisition Dollar Notes.

Fitch assigns these ratings:

The Hertz Corporation

  -- $500 million 7.375% senior unsecured notes due 2021 'BB-';
  -- $500 million 6.75% senior unsecured notes due 2019 'BB-'.


HOVNANIAN ENTERPRISES: Amends Annual Report to Reclassify Assets
----------------------------------------------------------------
On January 25, 2011, Hovnanian Enterprises, Inc. filed with the
Securities and Exchange Commission an amended annual report on
Form 10-K for the fiscal year ended October 31, 2010, to include
the information not included in the original filing in connection
with the company's registration statement on Form S-3.  The
Company's Annual Meeting of Shareholders remains scheduled for
March 15, 2011.

The Amendment also includes an adjustment to assets for the
Northeast and Mid-Atlantic segments as of October 31, 2010, to
correct a misclassification between those two segments.  The
Company believes the correction is not material to its previously
issued consolidated financial statements.  The Company says the
adjustment to assets for the Northeast and Mid-Atlantic segments
has no impact on its consolidated balance sheets as of October 31,
2010 and 2009, or consolidated statements of operations and
related income (loss) per common share amounts, consolidated
statements of cash flows or consolidated statements of equity for
the years ended October 31, 2010, 2009 and 2008.

No other changes have been made to the Original Filing.  The
Original Filing continues to speak as of the date of the Original
Filing, and the Company has not updated the disclosures contained
therein to reflect any events which occurred at a date subsequent
to the filing of the Original Filing.

As with the original 10-K, the Company's balance sheet at Oct. 31,
2010, showed $1.82 billion in total assets, $2.15 billion in total
liabilities, and a stockholders' deficit of $337.94 million.

As with the original 10-K, Hovnanian Enterprises reported net
income of $2.588 million on $1.37 billion of total revenues for
the year ended Oct. 31, 2010, compared with a net loss of $716.71
million on $1.59 billion of total revenues for the year ended Oct.
31, 2009.

A full-text copy of the Amended Annual Report is available for
free at http://ResearchArchives.com/t/s?728c

                    About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

                           *     *     *

Hovnanian has a 'CCC' issuer default rating from Fitch Ratings.
In April 2010, Fitch said, "While Fitch expects somewhat better
prospects for the housing industry this year, the Rating Outlook
for HOV remains Negative given the challenges still facing the
housing market, which are likely to meaningfully moderate the
early stages of this recovery, and the company's still substantial
debt position and high leverage."


HOVNANIAN ENTERPRISES: Amends Form S-3 for $500-Mil. Offering
-------------------------------------------------------------
On January 26, 2011, Hovnanian Enterprises, Inc. filed with the
Securities and Exchange Commission an amended Form S-3 regarding
its plan to issue an indeterminate amount of securities at an
aggregate offering price of $500,000,000.

The prospectus, as amended, reflects a registration fee expense of
$35,650.  The Company said other expenses in connection with the
securities being registered are not yet known.

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

             http://ResearchArchives.com/t/s?7296

                    About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

The Company's balance sheet at Oct. 31, 2010, showed $1.82 billion
in total assets, $2.15 billion in total liabilities, and a
stockholders' deficit of $337.94 million.

                           *     *     *

Hovnanian has a 'CCC' issuer default rating from Fitch Ratings.
In April 2010, Fitch said, "While Fitch expects somewhat better
prospects for the housing industry this year, the Rating Outlook
for HOV remains Negative given the challenges still facing the
housing market, which are likely to meaningfully moderate the
early stages of this recovery, and the company's still substantial
debt position and high leverage."


HUBBARD PROPERTIES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Hubbard Properties, LLC
        150 John's Pass Boardwalk West
        Madeira Beach, FL 33708

Bankruptcy Case No.: 11-01274

Chapter 11 Petition Date: January 27, 2011

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

Judge: K. Rodney May

Debtor's Counsel: David S. Jennis, Esq.
                  JENNIS & BOWEN, P.L.
                  400 N. Ashley Drive, Suite 2540
                  Tampa, FL 33602
                  Tel: (813) 229-1700
                  Fax: (813) 229-1707
                  E-mail: ecf@jennisbowen.com

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

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

The petition was signed by Patricia Hubbard, president.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                      Nature of Claim   Claim Amount
        ------                      ---------------   ------------
Investors Warranty of America, Inc. Real Property      &10,000,000
4333 Edgewood Road NE
Cedar Rapids, IA 52499

James M. Madden                     Loan                  $300,000
133 - 140th Avenue, Unit W
Madeira Beach, FL 33708

Progress Energy Florida             Utility                $45,841
P.O. Box 33199
Saint Petersburg, FL 33733

SSA Security, Inc.                  Judgment               $32,314

Southern Equipment Service          Goods/Services         $22,774
                                    Rendered

VanMiddlesworth & Co.               Accounting Services    $20,286

Bacon & Bacon, P.A.                 Services Rendered      $18,779

Florida Suncoast Tourism            Advertising            $13,825

Duncan Seawall                      Goods/Services         $12,598
                                    Rendered

McQuay International                Judgment               $10,885

Advanced Engineered Systems         Judgment                $8,331

Morris Visitor Publications         Advertising             $4,927

Highland Products Group LLC         Goods/Services          $4,658
                                    Rendered

Quality Building Controls           Goods/Services          $4,125
                                    Rendered

Jack Rice Insurance                 Insurance               $2,690

Commercial Florida Management, LLC  Commercial Property     $2,491
                                    Management Services

Florida Detroit Diesel              Goods/Services          $2,383
                                    Rendered

Digital Telecom & Technology        Goods/Services          $2,143
                                    Rendered

CJ Publishers, Inc.                 Goods/Services          $1,900
                                    Rendered

Florida Info Guide                  Advertising             $1,500


INFOLOGIX INC: Files Form 15 as Stanley Now Owns 100% of the Stock
------------------------------------------------------------------
In a Form 15 filing with the Securities and Exchange Commission on
January 25, 2011, InfoLogix, Inc. notified the Commission
regarding the termination of registration of its common stock, par
value $0.00001 per share, under Section 12(g) of the Securities
Exchange Act of 1934 or suspension of duty to file reports under
Sections 13 and 15(d) of the Securities Exchange Act of 1934.

InfoLogix filed the Form 15 as there is only one remaining
shareholder of the Company.

As reported in the Jan. 25, 2011 edition of the Troubled Company
Reporter, in an amended Schedule 13D filing with the Securities
and Exchange Commission on January 20, 2011, Stanley Black &
Decker, Inc., disclosed that it beneficially owns 100 shares of
common stock of InfoLogix, Inc. representing 100% of the shares
outstanding.  The merger of Iconic Merger Sub, Inc., a direct
wholly owned subsidiary of Stanley Black & Decker, with and into
InfoLogix with InfoLogix surviving the merger as a wholly owned
subsidiary of Stanley Black & Decker was completed on January 18,
2011.

                          About Infologix

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

Infologix'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: Plan Filing Exclusivity Extended Until March 29
---------------------------------------------------------------
Bankruptcy Law360 reports that the federal judge overseeing
Innkeepers USA Trust's Chapter 11 proceedings has extended the
company's exclusive right to file a restructuring plan, which
would have expired at the end of January.  Law360 says Judge
Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern
District of New York signed a bridge order Wednesday extending
Innkeepers' exclusive filing period through March 29, 2011.

                     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 91 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.
Attorneys at Morrison & Foerster, LLP, represent the Official
Committee of Unsecured Creditors.

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.


INOVA TECHNOLOGY: J. Mandelbaum Resigns from Board of Directors
---------------------------------------------------------------
Jeffrey Mandelbaum has resigned from the Board of Directors of
Inova Technology Inc. effective January 21, 2011.  The Company
thanks him for his valuable service to and wish him well with his
future endeavors.

                      About Inova Technology

Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA)
-- http://www.inovatechnology.com/-- through its subsidiaries,
provides information technology (IT) consulting services in the
United States.  It also manufactures radio frequency
identification (RFID) equipment; and provides computer network
solutions.  The company was formerly known as Edgetech Services
Inc. and changed its name to Inova Technology, Inc., in 2007.

The Company's balance sheet at Oct. 31, 2010, showed
$11.03 million in total assets, $16.21 million in total
liabilities, and a stockholders' deficit of $5.17 million.

As reported in the Troubled Company Reporter on August 26, 2010,
MaloneBailey, LLP, in Houston, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its results for the fiscal year ended April 30, 2010.  The
independent auditors noted that Inova incurred losses from
operations for fiscal 2010 and 2009 and has a working capital
deficit as of April 30, 2010.


INSIGHT HEALTH: Court Approves Prepack Reorganization Plan
----------------------------------------------------------
Bankruptcy Law360 reports that InSight Health Service Holding
Corp. has won bankruptcy court approval of a prepackaged
reorganization plan that will see it erasing more than $290
million in debt in exchange for giving lenders equity in the
reorganized company.  Chief Judge Arthur J. Gonzalez of the U.S.
Bankruptcy Court for the Southern District of New York signed off
on the company's disclosure statement and confirmed its plan
Friday, according to Law360.

The Honorable Arthur J. Gonzalez held a combined hearing on Jan.
25, 2011, to pass on the adequacy of the disclosure statement used
to solicit acceptances of InSight Health Services Holdings Corp.'s
prepackaged chapter 11 plan of reorganization, and to consider
whether that plan should be confirmed.

As reported in the Dec. 13, 2010 edition of the Troubled Company
Reporter, InSight Health Services, filed together with its
bankruptcy petition, a proposed prepackaged Chapter 11 plan of
reorganization.

Under the plan, the Debtors' senior secured notes -- the only
class of claims or interests entitled to vote on the plan -- will
be converted into equity.  The Debtors' general unsecured
creditors are unimpaired and will receive a full recovery on their
general unsecured claims.  Additionally, the Debtors' senior
secured noteholders agree to convey to the equityholders warrants
to acquire two percent of the fully diluted equity in the
reorganized Debtors, in recognition of the Debtors' existing
equityholders' efforts to achieve a successful, consensual
restructuring that preserves value for the Debtors' businesses and
creditors.

Upon the Petition Date, the Debtors have obtained votes accepting
the plan from the holders of over two thirds of the amount of the
senior secured notes.  The Debtors believe that they will obtain
further acceptance of the plan by the proposed December 27, 2010
voting deadline and be able to confirm the plan expeditiously.

The Debtors expect to emerge from the chapter 11 process as a
substantially deleveraged enterprise well positioned to compete
successfully in the competitive diagnostic medical imaging
industry going forward.

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

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

                        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.


INVACARE CORP: S&P Withdraws 'BB' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings, including
the 'BB' corporate credit rating, on Elyria, Ohio-based Invacare
Corp. at the Company's request.


INVENTIV HEALTH: Acquisitions Won't Change Moody's 'B2' Rating
--------------------------------------------------------------
Moody's said it does not expect the B2 Corporate Family Rating or
B2 Probability of Default rating to be affected by the
announcements late last week that inVentiv Health, Inc., will make
two acquisitions: the i3 clinical development businesses from
Ingenix as well as Campbell Alliance, a management consulting
firm.

The last rating action was July 8, 2010, when Moody's assigned a
B2 CFR in conjunction with the company's leveraged buyout.

The principal methodology used in rating inVentiv was Moody's
Global Business & Consumer Service Industry Methodology, published
in October 2010 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.

inVentiv, headquartered in Somerset, New Jersey, is a leading
provider of outsourced services to the pharmaceutical, life
sciences and healthcare industries.  inVentiv provides a broad
range of clinical development, communications and
commercialization services to clients to assist in the development
and commercialization of pharmaceutical products and medical
devices.  For the twelve months ended September 30, 2010, the
company reported approximately $980 million in net revenues.  In
August 2010, inVentiv was taken private by Thomas H. Lee Partners
and Liberty Lane Partners in a transaction valued at $1.1 billion.


JAMES SULLIVAN: Debtor's Residence Was Never Pledged to Lender
--------------------------------------------------------------
That the debtor, as a guarantor of a prepetition loan to his
corporation, WestLaw reports, had actual knowledge of the
residential mortgage in favor of the lender that he mistakenly
executed in his corporate capacity, as president of a company that
did not own the property, did not affect the debtor's ability, as
an individual Chapter 11 debtor-in-possession, to avoid the
mortgage in the exercise of his strong-arm powers as a
hypothetical bona fide purchaser.  Any actual knowledge possessed
by the debtor was immaterial to his strong-arm avoidance rights as
a debtor-in-possession.  Furthermore, the legal distinction that
existed between the prepetition debtor and the debtor-in-
possession precluded the lender from raising judicial estoppel as
a bar to the debtor's pursuit of a cause of action to avoid the
mortgage.  In re Sullivan, --- B.R. ----, 2010 WL 5628240 (Bankr.
N.D. Ga.) (Murphy, J.).

AFB&T nka Synovus Bank loaned $850,000 to Sullivan Stone, Inc., in
2010, to finance the purchase of commercial real property at 2740
Dogwood Drive, S.E., in Conyers, Ga.  The Lender expected Mr.
Sullivan to personally guarantee the loan and pledge his residence
in Buckhead, Ga., as additional collateral, and Mr. Sullivan
agreed to do that.  The documents Mr. Sullivan signed at the
closing reflected neither the Lender's expectation nor Mr.
Sullivan's intention.  Because Mr. Sullivan owns his Residence in
his individual capacity, by executing a deed in the name of the
corporation, Sullivan Stone granted the Lender a lien on real
property it did not own.

The Honorable Margaret H. Murphy issued her order on Nov. 26,
2010, in AFB&T v. Sullivan, Adv. Pro. No. 10-6242 (Bankr. N.D.
Ga.).

James E. Sullivan filed a chapter 11 petition (Bankr. N.D. Ga. 10-
62818) on Feb. 1, 2010.  Sullivan Stone, Inc., also filed a
Chapter 11 petition (Bankr. N.D. Ga. Case No. 10-62815) on Feb. 1,
2010.  Sullivan Stone's chapter 11 plan was confirmed on July 23,
2010.


JEFFERSON COUNTY: To Meet with PwC and A&M for Turnaround Firm
--------------------------------------------------------------
American Bankruptcy Institute reports that officials from debt-
laden Jefferson County, Ala., are scheduled to meet next week with
representatives from PricewaterhouseCoopers and Alvarez & Marsal,
the first step in a nationwide search for a financial turnaround
firm.

                       About Jefferson County

Jefferson County has its seat in Birmingham, Alabama.  It has a
population of 660,000.  It ended its 2006 fiscal year with a
$42.6 million general fund balance, according to Standard &
Poor's.

Jefferson County is trying to restructure $3.2 billion in sewer
debt.  A bankruptcy by Jefferson County stands to be the largest
municipal bankruptcy in U.S. history.  It could beat the record of
$1.7 billion set by Orange County, California in 1994.

In September 2010, Alabama Circuit Court Judge Albert Johnson
named John S. Young Jr. LLC as receiver for the sewer system.

                           *     *     *

In August 2010, Standard & Poor's Ratings Services withdrew its
underlying rating on Jefferson County, Ala.'s series 2001B general
obligation warrants.  S&P lowered the SPUR to 'D' from 'B' on
Sept. 24, 2008, due to the county's failure to make a principal
payment on the bank warrants due Sept. 15, 2008, in accordance
with the terms of the Standby Warrant Purchase Agreement.

The county and the banks entered into a forbearance agreement that
effectively delayed payments due under the SWPA.


JETBLUE AIRWAYS: Provides Financial Outlook for 2011
----------------------------------------------------
Jetblue Airways Corporation provided an update for investors
presenting information relating to the Company's financial outlook
for the first quarter ending March 31, 2011 and full year 2011,
and other information regarding the Company's business.

In January 2011, JetBlue revised its accounting treatment of
revenue associated with expired TrueBlue points resulting from the
migration to a new customer loyalty program.  $6 million of
passenger revenue related to the loyalty program was recorded in
2009.  Passenger unit revenues including the effects of this
change, were 8.91 cents, 8.78 cents, 9.12 cents and 9.23 cents for
the first, second, third and fourth quarters of 2009 respectively.

First quarter 2011 available seat miles are estimated to increase
1% to 3% year-over-year.  Full year 2011 ASMs are estimated to
increase 7% to 9% year-over-year.

A full-text copy of the Investor Relations Update is available for
free at http://ResearchArchives.com/t/s?729d

                       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.

In November 2010, Standard & Poor's Ratings Services 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.  S&P noted that while JetBlue has been profitable in six
of the last seven quarters, its financial profile remains highly
leveraged, with EBITDA interest coverage of 2.5x, funds flow to
debt of 15.7%, and debt to capital of 75.2%.


JETBLUE AIRWAYS: Reports $97 Million of Net Income for 2010
-----------------------------------------------------------
On January 27, 2011, JetBlue Airways Corporation announced fourth
quarter and full-year revenues for 2010.  The Company reported net
income of $9 million on $940 million of total operating revenue
for the three months ended December 31, 2010, compared with net
income of $11 million on $833 million of total operating revenue
for the same period a year ago.

The Company also reported net income of $97 million on
$3.78 billion of total operating revenue for the twelve months
ended December 31, 2010, compared with net income of $61 million
on $3.92 billion of revenue during the prior year.

"Clearly, 2010 was an excellent year for JetBlue," said Dave
Barger, JetBlue's CEO.  "Thanks to the hard work and dedication of
our outstanding crewmembers, we successfully transitioned to a new
customer service and reservations system, strengthened our network
in key markets such as Boston and the Caribbean, and created new
revenue opportunities through airline partnerships and other
product enhancements.  As we look ahead into 2011, we believe we
are taking the right steps to continue to strengthen our airline
and improve our competitive position."

"During 2010, we made several strategic investments in our
infrastructure and network while maintaining one of the best
liquidity positions in the U.S. airline industry relative to our
size," said Ed Barnes, JetBlue's CFO.  "We believe our strong
financial foundation coupled with a continued focus on improving
our balance sheet and managing costs position us for continued
success in 2011 and beyond."

A full-text copy of the press release announcing the Company's
Fourth Quarter and 2010 Financial Results is available at no
charge at http://ResearchArchives.com/t/s?729c

                       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.

In November 2010, Standard & Poor's Ratings Services 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.  S&P noted that while JetBlue has been profitable in six
of the last seven quarters, its financial profile remains highly
leveraged, with EBITDA interest coverage of 2.5x, funds flow to
debt of 15.7%, and debt to capital of 75.2%.


J.M. CAPITAL: Case Summary & Unsecured Creditor
-----------------------------------------------
Debtor: J.M. Capital, Ltd.
        P.O. Box 25126
        Cleveland, OH 44125

Bankruptcy Case No.: 11-10594

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       Northern District of Ohio (Cleveland)

Judge: Arthur I. Harris

Debtor's Counsel: Jonathan P. Blakely, Esq.
                  WESTON HURD, LLP
                  The Tower at Erieview
                  1301 East 9th Street, Suite 1900
                  Cleveland, OH 44114-1862
                  Tel: (216) 687-3311
                  Fax: (216) 621-8369
                  E-mail: jblakely@westonhurd.com

Estimated Assets: $0 to $50,000

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

In its list of 20 largest unsecured creditors, the Company
identified only one creditor:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Gerri Birch                                      Unknown
c/o Shondra C. Longino, Esq.
14055 Cedar Road, Suite 310
Cleveland, OH 44118

The petition was signed by John MacDonald, managing member.


KALISPEL TRIBAL: S&P Puts 'B+' Rating on $210MM Credit Facilities
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B+'
issuer credit rating to the Airway Heights, Wash.-based Kalispel
Tribal Economic Authority (KTEA).  KTEA is an instrumentality of
the Kalispel Tribe of Indians (the Tribe) to conduct and regulate
economic development for the Tribe.  KTEA's primary operation is
the Northern Quest Resort and Casino.

At the same time, S&P assigned KTEA's proposed $210 million senior
secured credit facilities S&P's preliminary issue-level rating of
'B+'.  The proposed facilities consist of a $5 million senior
secured revolving credit facility due 2015 and a $205 million
senior secured term loan due 2017.  S&P does not assign recovery
ratings to Native American debt issues as there are sufficient
uncertainties surrounding the exercise of creditor rights against
a sovereign nation.  These include (1) whether the Bankruptcy Code
would apply, (2) whether a U.S. court would ultimately be the
appropriate venue to settle such a matter, and (3) to what extent
a creditor would be able to enforce any judgment against the
sovereign nation.

KTEA plans to use the proceeds from the proposed term loan to
refinance its existing indebtedness and fund additional capital
spending.  All ratings are preliminary pending S&P's review of
final documentation.

"The 'B+' issuer credit rating reflects KTEA's reliance on a
single property for its cash flow, the potential for significantly
increased market competition, and historically large tribal
distributions relative to EBITDA," said Standard & Poor's credit
analyst Michael Halchak.  These factors are tempered by KTEA's
currently strong position within its market, evidenced by
its ability to consistently grow revenue and EBITDA during the
past decade, and its recent expansion which should continue to
propel growth in EBITDA in the near term.


KATTASH MEDICAL: Case Summary & 10 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Kattash Medical Corporation
        8710 Monroe Court Suite 250
        Rancho Cucamonga, CA 91730-4885

Bankruptcy Case No.: 10-12741

Chapter 11 Petition Date: January 26, 2011

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

Judge: Catherine E. Bauer

Debtor's Counsel: Bryan L. Ngo, Esq.
                  BLUE CAPITAL LAW FIRM, P.C.
                  14441 Brookhurst Street, Suite 8
                  Garden Grove, CA 92843
                  Tel: (714) 839-3800
                  Fax: (949) 271-5788
                  E-mail: bngo@bluecapitallaw.com

Scheduled Assets: $713,500

Scheduled Debts: $1,502,040

A list of the Company's 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-12741.pdf

The petition was signed by Maan M. Kattash, president.


KELLEY & FERRARO: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Kelley & Ferraro, LLP
        127 Public Square
        2200 Key Tower
        Cleveland, OH 44114

Bankruptcy Case No.: 11-11892

Chapter 11 Petition Date: January 26, 2011

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

Judge: Robert A Mark

Debtor's Counsel: Lane E. Roesch, Esq
                  WHITE & CASE LLP
                  200 S Biscayne Blvd. #4900
                  Miami, FL 33131
                  Tel: (305) 995-5238
                  E-mail: lroesch@whitecase.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/flsb11-11892.pdf

The petition was signed by James L. Ferraro, partner.


LAS VEGAS EQUITIES: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Las Vegas Equities, Llc
        915 S. Casino Center Blvd.
        Las Vegas, NV 89101

Bankruptcy Case No.: 11-11076

Chapter 11 Petition Date: January 26, 2011

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: David J. Winterton, Esq.
                  DAVID J. WINTERTON & ASSOC., LTD.
                  211 N. Buffalo Dr. #A
                  Las Vegas, NV 89145
                  Tel: (702) 363-0317
                  E-mail: david@davidwinterton.com

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb11-11076.pdf

The petition was signed by Farkhondeh Anderson, manager.


LIBBEY INC: All $400-Mil. Sr. Sec. Notes Tendered for Exchange
--------------------------------------------------------------
Libbey Inc. announced the expiration of the previously announced
exchange offer by its wholly owned subsidiary, Libbey Glass Inc.
Pursuant to the exchange offer, Libbey Glass Inc. offered to
exchange any and all of its outstanding $400,000,000 aggregate
principal amount of 10.0% Senior Secured Notes due 2015 for an
equal principal amount of a new issue of 10.0% Senior Secured
Notes due 2015, which have been registered under the Securities
Act of 1933, as amended pursuant to an effective registration
statement on Form S-4 filed with the Securities and Exchange
Commission.  The Original Notes were issued on February 8, 2010,
in a private placement pursuant to Rule 144A and Regulation S
under the Securities Act.

In the exchange offer, $400,000,000 aggregate principal amount of
Original Notes were validly tendered and not validly withdrawn
prior to the expiration, which represents 100% of the aggregate
principal amount of Original Notes outstanding upon commencement
of the exchange offer.  Libbey Glass Inc. has accepted for
exchange all of the Original Notes validly tendered and not
validly withdrawn and settlement will occur promptly.

                         About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass
tableware manufacturing plants in the United States in Louisiana
and Ohio, as well as in Mexico, China, Portugal and the
Netherlands.  Libbey supplies tabletop products to foodservice,
retail, industrial and business-to-business customers in over 100
countries.

The Company's balance sheet at Sept. 30, 2010, showed
$814.78 million in total assets, $806.43 million in total
liabilities, and stockholders' equity of $8.35 million.  Libbey
had a stockholders' deficit of $11.6 million at June 30, 2010.

                           *     *     *

Libbey carries 'B' issuer credit ratings, with stable outlook,
from Standard & Poor's Ratings Services.

On October 28, 2009, Libbey restructured a portion of its debt
by exchanging the old 16% Senior Subordinated Secured Payment-in-
Kind Notes due December 2011 of subsidiary Libbey Glass Inc.,
having an outstanding principal amount as of October 28, 2009, of
$160.9 million for (i) $80.4 million principal amount of new
Senior Subordinated Secured Payment-in-Kind Notes due 2021 of
Libbey Glass, and (ii) 933,145 shares of common stock and warrants
exercisable for 3,466,856 shares of common stock of Libbey Inc.

On February 8, 2010, Libbey used the proceeds of a $400.0 million
debt offering of 10.0% Senior Secured Notes due 2015 of Libbey
Glass Inc., as well as cash on hand, to (i) repurchase the
$306.0 million then outstanding Floating Rate Senior Secured Notes
due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK
Notes and (iii) pay related fees and expenses.  Concurrent with
the closing of the offering of the Senior Secured Notes, Libbey
entered into an amended and restated $110 million Asset Based Loan
facility which, among other terms, extended the maturity date to
2014.


LINCOLN HOLDINGS: S&P Ups Rating From 'B' on Acquisition by SKF
---------------------------------------------------------------
Standard & Poor's Rating Services raised its corporate credit
rating on St. Louis, Mo.-based Lincoln Holdings Enterprises Inc.
(Lincoln) to 'A-' from 'B' following its acquisition by Sweden-
based SKF AB.  S&P removed the rating from CreditWatch, where it
was placed with positive implications on Oct. 20, 2010, after
SKF's announced its plan to acquire Lincoln.  Following this
rating action, S&P withdrew its corporate credit and issue-level
ratings on Lincoln.

The rating action follows the completion of SKF's acquisition of
Lincoln for $1 billion, including the repayment and assumption of
all outstanding debt.


LIONS GATE: S&P Removes 'B-' Corporate Rating From CreditWatch
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B-' corporate credit rating, on British Columbia, Canada-
domiciled and Santa Monica, Calif.-headquartered Lions Gate
Entertainment Corp. and its subsidiary, Lions Gate Entertainment
Inc.  S&P also removed the ratings from CreditWatch, where they
were placed with developing implications on Oct. 15, 2010.  The
rating outlook is stable.

S&P also affirmed the 'B' issue-level rating and '2' recovery
rating on the subsidiary's second-lien notes.

"The rating affirmation reflects the election of all of Lions
Gate's proposed candidates to its board of directors, the
withdrawal of investor Carl Icahn's unsolicited tender offer to
acquire all outstanding shares of the entertainment Company's
common stock, and Metro-Goldwyn-Mayer Inc.'s rebuff of Lions
Gate's merger proposal," said Standard & Poor's credit analyst
Deborah Kinzer.  "The stable rating outlook reflects our view that
Lions Gate's film business EBITDA and cash flow are likely to turn
around in the near-to-intermediate term, and that overall earnings
performance and credit measures should recover to modest levels."

S&P's 'B-' rating on Lions Gate reflects the entertainment
Company's high debt leverage, negative discretionary cash flow,
and the earnings volatility of its film business.  In S&P's view,
the Company's business risk profile is vulnerable because of its
position as a mid-tier film studio, a track record of minimal
profitability from the film business for the past several years,
and a small, but growing, TV production business.  S&P regards its
financial risk profile as highly leveraged because of its very
high debt to EBITDA, negative discretionary cash flow, and
management's aggressive financial policy.  S&P views the debt vs.
equity proportion of the Company's capital structure as creating
high risk in relation to the volatility of the business and its
cash flow.

Lions Gate ranked eighth among U.S. motion picture producers and
distributors in 2010, with a 4.9% box office market share.  The
Company releases 12 to 16 widely distributed theatrical films each
year, focusing its relatively low-budget films on niche
categories, such as horror, urban, comedy, and prestige films.
These genres cater to specific audiences instead of the mass
market, and do not require the high marketing expenses that
action/adventure event films do.  This strategy has not assured
profitability, as the EBITDA margin of the Company's motion
picture segment is typically significantly below peers' because of
high print and advertising expenses and film write-downs.
Separate from its production activities, Lions Gate distributes an
extensive film library of about 12,000 feature film and TV titles,
accumulated through a series of acquisitions.  Library cash flow
offers an element of stability to revenue and cash flow, but has
not ensured continuous
profitability.

The Company is the largest independent supplier and distributor of
cable TV programming.  S&P views the TV production business as
complementary to feature film production, with the potential for
recurring profitability when the Company produces hit shows that
move into syndication.


LOEHMANN'S HOLDINGS: Michigan Objects to Chapter 11 Plan
--------------------------------------------------------
Michigan tax authorities objected Thursday to Loehmann's Holdings
Inc.'s reorganization plan, saying that it shuts the state out of
money it is owed, Bankruptcy Law360 reports.   The Company's
second amended Chapter 11 plan, filed in November, threatens to
deny the state nearly $330,000 in unpaid taxes, the Michigan
Department of Treasury claims, according to Law360.

As reported in the Jan. 7, 2011 edition of the Troubled Company
Reporter, Loehmann's Holdings Inc. has won approval for
disclosures to its Chapter 11 reorganization plan, allowing it to
move forward in soliciting creditor votes on the proposal.

Voting on the acceptance of the Plan by eligible creditors will
close on February 2, 2011 at 12:00 p.m.  A Court hearing to
approve the Plan has also been scheduled for February 7, 2011.

As part of the Joint Plan of Reorganization, the Company will
receive a $25 million capital infusion upon emergence from chapter
11 through a rights offering to the Company's senior secured Class
A Noteholders, which is being backstopped by Istithmar World and
Whippoorwill Associates, Inc.  Under the terms of the global
settlement agreement between the parties, general unsecured
creditors will receive a pro rata distribution consisting of cash
in the aggregate amount of $2 million.

                      About Loehmann's Holdings

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

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

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

Frank A. Oswald, Esq., at Togut, Segal & Segal LLP, assists the
Debtors in their restructuring efforts.   Perella Weinberg
Partners LP is the Debtors' investment banker and financial
advisor.  Clear Thinking Group LLC is the Debtors' restructuring
adviser.  Troutman Sanders LLP is the Debtor's special corporate
counsel.  Kurtzman Carson Consultants LLC is the Debtors' claims
and notice agent.  The Official Committee of Unsecured Creditors
has tapped Mark S. Indelicato, Esq., Mark T. Power, Esq., and
Janine M. Cerbone, Esq., at Hahn & Hessen LLP, in New York, as
counsel.


MAGIC BRANDS: Luby's Cut Off Franchisee's Access to Supplies
------------------------------------------------------------
Rachel Feintzeig, writing for Dow Jones' Daily Bankruptcy Review,
reports that former Fuddruckers executive Ralph Flannery has
accused Luby's Inc. of cutting off three of his restaurants'
access to food.  He told the Bankruptcy Court last week that when
his restaurants in New York and Pennsylvania went to place their
Sunday order for last Monday's delivery, they were surprised to
find that North Star Food Service's Web site wouldn't accept the
request.  DBR relates Mr. Flannery said that upon contacting the
vendor, he found that "the owner" -- which he assumed to mean
Luby's -- had issued a strict order forbidding North Star from
providing the company its weekly order of food or engaging in
business with the franchisee at all.

According to DBR, Mr. Flannery said they have been buying from
Costco and Sam's club as a result of the no-deliveries order.
"This is killing us financially and threatening the continued
viability of our business because we have to pay cash up front for
all items," Mr. Flannery told the Court.  "The consequences of
Luby's surreptitiously cutting off our food supply are having a
calamitous effect on our restaurants."

DBR says an attorney for Luby's Fuddruckers Inc. wasn't available
for comment Wednesday, but the company has vigorously defended
itself against Mr. Flannery's previous contentions in the case and
pushed for sanctions from the Court.  DBR notes both sides were
due in Bankruptcy Court Wednesday to make their arguments about
the sanctions and the use of the Fuddruckers name.

                        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.

The Official Committee of Unsecured Creditors has tapped Kelley
Drye & Warren LLP as counsel and Klehr Harrison Harvey Branzburg
LLP as co-counsel.

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.

Magic Brands, which has changed its name to Deel LLC following the
Luby's sale, filed a liquidating Chapter 11 plan on Jan. 18.  Bill
Rochelle, the bankruptcy columnist for Bloomberg News, said the
Disclosure Statement explaining the Plan indicated that unsecured
creditors should have a "meaningful recovery."  Mr. Rochelle said
there are blanks in the disclosure statement where creditors later
will be told the expected percentage of their recovery.


MASSEY ENERGY: Agrees to $8.5 Billion Merger With Alpha Natural
---------------------------------------------------------------
Alpha Natural Resources, Inc., and Massey Energy Company said over
the weekend they signed a definitive agreement under which Alpha
will acquire all outstanding shares of Massey common stock,
subject to customary closing conditions including stockholder
approval of both companies.

Under the terms of the agreement, Massey stockholders will
receive, at the closing, 1.025 shares of Alpha common stock and
$10.00 in cash for each share of Massey common stock.  Based  on
the closing share price of Alpha common stock as of January 28,
2011, the agreement placed a value of $69.33 per share of Massey
common stock -- implying $8.5 billion enterprise value for Massey
-- and represents a 21% premium to Massey's current share price.
Upon completion of the transaction, Alpha and Massey stockholders
will own approximately 54% and 46% of the combined company,
respectively.

The companies' statement said the merger will bring together
Alpha's and Massey's highly complementary assets, which include
more than 110 mines and combined coal reserves of about 5 billion
tons, including one of the world's largest and highest-quality
metallurgical coal reserve bases.  Alpha and Massey believe the
new entity will be well positioned to capitalize on strong global
demand trends for coal including the metallurgical coal used in
the steel manufacturing process.  Further, the combination is
expected to permit Alpha and Massey to benefit from geographical
and asset diversification, including operations and reserves in
Central and Northern Appalachia, the Illinois Basin and the Powder
River Basin in Wyoming.

The resulting company will have an attractive financial profile
with expected pro forma 2010 revenues of roughly $6.9 billion and
the highest free cash flow generation of any pure-play U.S. coal
company, a responsible balance sheet, and significantly enhanced
scale with a combined enterprise value of roughly $15 billion.
Stockholders and customers of both companies will also benefit
from synergies which are expected to exceed an annual run-rate of
$150 million within the second year of operations, as well as
anticipated cash flow accretion in the first full year of combined
operations.

"We're very pleased that Massey has chosen to join forces with
Alpha and commit to this truly transformational deal," said Kevin
Crutchfield, Alpha's chief executive officer.  "Together we will
be America's largest supplier of metallurgical coal for the
world's steel industry and a highly diversified supplier of
thermal coal to electric utilities in the U.S. and overseas. The
strategic and operational fit of our two companies is clear and
compelling.  Both companies' stockholders will gain an opportunity
to participate in the upside potential of a global industry leader
with a robust production portfolio, attractive growth profile and
substantial reserve base.  Together, we are committed to creating
a stronger company that has the scale to capitalize on further
growth opportunities, succeed in a changing regulatory landscape
and maintain the absolute highest standards in safety and
environmental excellence."

Baxter F. Phillips, Jr., Massey's chief executive officer and
president, stated, "This transaction represents a tremendous
opportunity for Massey to partner with our Central Appalachian
neighbor, Alpha, to create a new industry leader. After a careful
review of a wide range of strategic opportunities, our board
unanimously determined that this is the right course for our
company. The merger with Alpha offers Massey stockholders an
immediate and substantial premium, as well as the opportunity to
participate in the significant value creation opportunities our
combination presents. We have always respected Alpha's passion for
this business and we believe this is a natural and logical
combination that has great upside for our members, communities,
customers and other important constituents."

Mr. Crutchfield added, "As we demonstrated in the Foundation
transaction, we have a proven history of successful integrations
since our inception in 2002, and we've built a strong track record
of creating value through thoughtful strategic growth. We're
already prepared to launch a seamless integration process, which
includes implementing our employee-driven Running Right philosophy
of safety and environmental stewardship across the business. This
is not just a combination of strong asset portfolios, but a
transaction that will empower a combined group of almost 14,000
people and with a focus on continued investment in safety, the
environment and our communities."

Alpha's chairman, Mike Quillen, commented, "We've always believed
that the combination of Alpha and Massey makes for a great
partnership, and we're thrilled about the opportunities this will
create for the employees of both organizations. Their talents,
skills and ambition will be the foundation of a dynamic industry
leader."

The boards of directors of Alpha and Massey have each approved the
terms of the definitive merger agreement and have recommended that
their respective stockholders approve the transaction.  The
transaction is expected to close in mid-2011 and is subject to
approval by each company's stockholders and customary regulatory
approvals and closing conditions.

Alpha has obtained $3.3 billion in committed financing from Morgan
Stanley and Citi which, in addition to existing cash balances,
will be sufficient to finance cash consideration to Massey
stockholders and to refinance certain existing Alpha and Massey
debt.

Morgan Stanley is acting as lead financial advisor to Alpha. Citi
also provided financial advice and Cleary Gottlieb Steen &
Hamilton LLP is advising Alpha on legal matters in connection with
the transaction. Perella Weinberg Partners LP and UBS Securities
LLC are acting as financial advisors to Massey and Cravath, Swaine
& Moore LLP and Troutman Sanders LLP are acting as Massey's legal
counsel.

There will be a conference call and webcast for the investment
community on Monday, January 31, 2011 at 8:00 a.m. ET. The call
can be accessed by dialing: 877-407-8037 or 201-689-8037.

The conference call will also be webcast live and will be
available for replay on both companies' Web sites at
http://www.alphanr.com/and http://www.masseyenergyco.com/
Accompanying slides will be available on the Alpha and Massey Web
sites.  In addition, a telephonic replay will be available through
February 14, 2011 by calling 877-660-6853 or 201-612-7415 and
entering account number 328, then replay ID 366500.

                           *     *     *

The Wall Street Journal's Kris Maher, Joann S. Lublin and Gina
Chon report that Alpha Natural Resources Inc. report that the
cash-and-stock deal is valued at $7.1 billion.  The Journal also
relates Alpha is now poised to become the world's third-biggest
producer of metallurgical coal used by steelmakers just when
global demand for the resource is growing and supplies are
increasingly scarce.

According to the Journal, someone familiar with the situation said
St. Louis-based Arch Coal Inc. made a higher bid last fall, which
included more cash, than Alpha's final one.  That source said Arch
lowered that initial offer after its due diligence, though "not
hugely."  According to the source, at that point, Massey already
was in fairly advanced talks with Alpha.

The Journal relates that in choosing Alpha, Massey Chairman Bobby
R. Inman said other bidders didn't offer the same strong fit in
terms of the type of coal produced.

As reported by the Troubled Company Reporter on November 24, 2010,
Massey's board directed the Company to engage in a formal review
of strategic alternatives to enhance shareholder value.  The
Company retained Perella Weinberg Partners LP and Cravath, Swaine
& Moore LLP as financial and legal advisors, respectively.

The Wall Street Journal's Kris Maher reported at that time several
expressions of interest from coal and steel miners were received
by the board, including the offer from Alpha Natural Resources
Inc.; Luxembourg-based ArcelorMittal, the world's biggest
steelmaker; Arch Coal Inc. of St. Louis; and Pittsburgh-based
Consol Energy Inc.  The board also discussed a potential joint
venture with Coal India Ltd., which was in talks to buy stakes in
Massey coal mines.

                   About Alpha Natural Resources

Based in Abingdon, Virginia, Alpha Natural Resources (NYSE: ANR)
-- http//www.alphanr.com/ -- is one of America's premier coal
suppliers with coal production capacity of greater than 90 million
tons a year.  Among U.S. producers, Alpha is the leading supplier
and exporter of metallurgical coal used in the steel-making
process and is a major supplier of thermal coal to electric
utilities and manufacturing industries across the country.  The
Company, through its affiliates, employs roughly 6,400 people and
operates roughly 60 mines and 14 coal preparation facilities in
Appalachia and the Powder River Basin.

                    About Massey Energy Company

Headquartered in Richmond, with operations in West Virginia,
Kentucky and Virginia, Virginia, Massey Energy Company (NYSE: MEE)
-- http://www.masseyenergyco.com/-- is the largest coal producer
in Central Appalachia and is included in the S&P500 Index.  Massey
produces, processes and sells various steam and metallurgical
grade coals through its 26 processing plants, docks and shipping
centers and employs through its various subsidiaries more than
7,300 employees.

                        About Massey Energy

Richmond, Virginia-based based Massey Energy Co. (NYSE: MEE) --
http://www.masseyenergyco.com/-- is the sixth-biggest coal
producer in the U.S.  Massey has operations in West Virginia,
Kentucky and Virginia, and is the largest coal company in Central
Appalachia.  Total assets were $4.703 billion and total
liabilities were $2.812 billion as of September 30, 2010.

As reported by the Troubled Company Reporter on November 4, 2010,
The Wall Street Journal's Kris Maher said the U.S. Labor
Department filed a preliminary injunction case in U.S. District
Court for the Eastern District of Kentucky to close the Freedom
Mine in Pike County, Kentucky, until safety hazards are addressed.
According to the Journal, federal officials say they issued nearly
2,000 citations between July 2008 and June 2010 for safety
violations at the mine.  They also noted that six major roof falls
had occurred since August 2010 at the mine, which employs about
130 miners.

The other two mines listed by MSHA as having a pattern of safety
violations are Upper Big Branch and Ruby Energy, also in West
Virginia.

The TCR on December 2, 2010, reported that Massey idled the
Freedom Energy Mine No. 1 amid increased regulatory scrutiny.

Massey has reported a net loss of $41.4 million for the quarter
ended September 30, 2010.  For the first nine months of 2010,
Massey recorded a net loss of $96.5 million.

As reported by the TCR on November 9, 2010, Massey amended its
asset-based revolving credit agreement, which provides for
available borrowings, including letters of credit, of up to
$200 million.  At any time prior to maturity, Massey may elect to
increase the size of the facility up to $250 million.  The
previous credit limit was $175 million, including letters of
credit.  The facility's maturity has been extended to May 2015.
Currently under this facility there are $76.4 million of letters
of credit issued and there are no outstanding borrowings.

As reported by the TCR on October 22, 2010, Standard & Poor's
Ratings Services placed its ratings on Massey, including its 'BB-'
corporate credit rating, on CreditWatch with developing
implications.  The CreditWatch listing followed press reports
suggesting that Massey is exploring strategic options, including a
sale to another coal producer or a private-equity firm, an
acquisition of another company, or remaining independent.

"The outcome of the strategic alternatives could have a negative
effect on S&P's assessment of the company's overall business and
financial risk profiles, given the potential for a debt financed
acquisition of another coal company or leveraged buyout by a
private equity firm or strategic buyer," said S&P credit analyst
Marie Shmaruk.

Alternatively, S&P said, the company's business and financial risk
profiles could improve if it makes an acquisition that expands the
company's geographic and product diversity or it is acquired by a
stronger entity and any potential transaction is funded in such a
way that results in improved credit measures.


MCCABE'S GRANT: Case Summary & 2 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: McCabe's Grant, LLC
        4402 West Broad Street
        Richmond, VA 23230

Bankruptcy Case No.: 11-30487

Chapter 11 Petition Date: January 25, 2011

Court: United States Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Douglas O. Tice Jr.

Debtor's Counsel: Roy M. Terry, Jr., Esq.
                  DURRETTEBRADSHAW PLC
                  1111 East Main Street, 16th Floor
                  Richmond, VA 23219
                  Tel: (804) 775-6948
                  E-mail: rterry@durrettebradshaw.com

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

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

A list of the Company's two largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/vaeb11-30487.pdf

The petition was signed by Mark T. Motley, member.


MEDIMPACT HOLDINGS: Moody's Assigns 'Caa2' to Sr. Sec. Notes
------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
and B3 Probability of Default rating to MedImpact Holdings, Inc.,
the borrowing entity for MedImpact Healthcare Systems, Inc.  At
the same time, Moody's assigned a Caa2 to the company's senior
secured notes and assigned the company an SGL-2 Speculative Grade
Liquidity Rating.  The outlook is stable.  Proceeds from this
offering are expected to be used to repay vendor payables and
provide a cash infusion to the company, the majority of which can
be taken as a dividend by the majority shareholder.

Ratings assigned:

  -- MedImpact Holdings, Inc.
  -- Corporate Family Rating at B3
  -- PDR at B3
  -- Senior secured notes at Caa2, LGD5, 89%

The B3 CFR reflects MedImpact's very high leverage, small revenue
base, recent decline in profitability, and aggressive financial
practices and weak governance stemming from a highly concentrated
ownership structure.  Further, Moody's believes that leverage is
potentially understated due to the presence of substantial
payables.  The ratings also reflect MedImpact's position as a
niche pharmacy benefit manager that serves mid-sized customers,
including hospital systems, regional managed care organizations
and state Medicaid health plans.  Because MedImpact acts solely as
an agent and does not purchase drugs or own mail order fulfillment
or specialty services, its revenue base is very small compared to
the three rated, full-service PBMs: CVS/Caremark (Baa2), Express
Scripts (Baa3) and Medco (Baa3).

"High leverage and expectations of lower cash flows as MedImpact
addresses its vendor working capital requirements, as well as
pressure from recent rate renewals provide key risks," said Diana
Lee, a Senior Credit Officer at Moody's.  "MedImpact has had
limited checks and balances in place that restrict loans and
dividends to the majority shareholder," continued Lee.  Although
the bond indenture is expected to introduce restrictions to
protect bondholders, certain carve outs remain.

The company's SGL-2 reflects its good liquidity profile,
characterized by sufficient cash flow to support operating needs,
a modest sized ABL revolver and the absence of financial covenants
unless the revolver is substantially drawn.  While the ABL is
backed by allowable receivables, other assets -- including real
estate and those related to aviation -- secure notes payable and
therefore are not available as an alternate liquidity source.

The senior secured notes are secured by equity, providing limited
protection for bondholders.  In addition, the presence of sizeable
trade payables and a $20 million ABL revolver at the operating
company, and notes payable at various restricted subsidiaries,
which are secured by real estate and aviation related assets,
result in the senior notes being rated two notches below the CFR.

The principal methodology used in this rating was Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.

MedImpact Healthcare Systems, Inc., a wholly-owned operating
subsidiary of MedImpact Holdings, Inc., is a pharmacy benefit
management company (PBM) headquartered in San Diego, California.


MERUELO MADDUX: Chairman's Mom Bought Bank Loan, Shareholders Say
-----------------------------------------------------------------
Eric Morath, writing for Dow Jones' Daily Bankruptcy Review,
reports that a group of Meruelo Maddux Properties Inc.
stockholders said in court papers last week that CEO Richard
Meruelo's own mother stepped in to purchase a bank loan that was
secured by the executive's shares in company stock.

"The equity committee believes that Mr. Meruelo's mother purchased
this loan from the financial institution that made the loan in
order to address the risk that such institution could exercise its
remedies as a secured creditor against those shares," the
shareholders said in papers filed with the U.S. Bankruptcy Court
in Woodland Hills, Calif., according to Mr. Morath.

Mr. Morath says the accusation came as part of a laundry list of
charges from minority shareholders intending to show that Meruelo
Maddux's bankruptcy and the company's reorganization plan is
really a ploy to protect the wealth and position of Mr. Meruelo,
the company's largest shareholder.  The company and its leaders
are "doing everything in their power to address Meruelo's personal
financial condition -- which should not even be a concern for the
debtors as fiduciaries -- and to keep him in power," the
shareholders said.

Meruelo Maddux returned to the Bankruptcy Court on January 27 for
the hearing to consider confirmation of its chapter 11 plan.  The
plan leave the Company's stock untouched and keep Mr. Meruelo at
the helm of the company.  Creditors would be repaid through debt
refinancing or the sale of the land that secures their loans.

A rival plan from Charlestown Capital Advisors LLC and Hartland
Asset Management proposes to pump $30 million into Meruelo Maddux,
including $23 million for the purchase of 55% of the existing
shares.

DBR earlier reported that Meruelo Maddux struck a deal with
Legendary Investors Group to settle the group's challenge to the
Company's plan.  According to DBR, under the deal:

     -- Legendary will swap its $67.8 million in Meruelo Maddux
        mortgage debt for ownership of seven properties;

     -- Legendary and fellow lender East West Bancorp Inc. will
        drop their rival takeover plan, which proposes to remove
        the Company's senior management, including Chief Executive
        Richard Meruelo; and

     -- Legendary will drop its liens on three other Meruelo
        Maddux properties.  The lender received interest in those
        properties as additional collateral for its loans.

Legendary had earlier acquired all of East West's interest in
Meruelo Maddux loans.

Eric Richardson, writing for Blogdowntown, reported that the court
approved the settlement on Jan. 24.

DBR said the unsecured creditors committee is backing Meruelo
Maddux's plan and its proposal to settle with Legendary.

                       About Meruelo Maddux

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

FTI Consulting, Inc., serves as the Debtors' financial advisors,
Ernst & Young as independent auditors and tax advisors, DLA Piper
LLP (US) as special securities and litigation counsel, and Waldron
& Associates, Inc. as real estate appraiser.

The U.S. Trustee has appointed an official committee of unsecured
creditors and a separate official shareholders' committee in the
case.  SulmeyerKupetz, APC, serves as the Creditors Committee's
counsel and Kibel Green, Inc., as its financial advisor.  The
equity committee has sought to retain Ron Orr & Professionals,
Inc., Rodiger Law Office, and Jenner & Block as counsel, and Kibel
Green, Inc. as its financial advisor.

The Debtors; Legendary Investors Group No. 1, LLC, and East West
Bank; and Charlestown Capital Advisors, LLC and Hartland Asset
Management Corporation have proposed rival reorganization plans in
the case. In mid-January 2011, the Debtors struck a deal with the
Legendary Group to drop the group's competing plan.

The Debtors have hired Kurtzman Carson Consultants as solicitation
and balloting agent.

Legendary Investors Group No. 1, LLC, is represented in the case
by Jeremy V. Richards, Esq., and Jeffrey W. Dulberg, Esq., at
Pachulski Stang Ziehl & Jones LLP; and Surjit P. Soni, Esq., at
The Soni Law Firm.  East West Bank is represented by Curtis C.
Jung, Esq., and Monica H. Lin, Esq., at Jung & Yuen, LLP, and
Elmer Dean Martin III, Esq.

Charlestown Capital Advisors, LLC and Hartland Asset Management
Corporation are represented in the case by Christopher E. Prince,
Esq., Matthew A. Lesnick, Esq., and Andrew R. Cahill, Esq., at
Lesnick Prince LLP.


METRO-GOLDWYN-MAYER: Debt Trades at 57% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Metro-Goldwyn-
Mayer, Inc., is a borrower traded in the secondary market at 42.80
cents-on-the-dollar during the week ended Friday, January 28,
2011, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  This represents a drop of
0.79 percentage points from the previous week, The Journal
relates.  The Company pays 275 basis points above LIBOR to borrow
under the facility, which matures on April 8, 2012.  The debt is
not rated by Moody's and Standard & Poor's.  The loan is one of
the biggest gainers and losers among 174 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.

                 About Metro-Goldwyn-Mayer Studios

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

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

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

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

In mid-December 2011, Metro-Goldwyn-Mayer Inc. restructuring
became effective, with exit financing of $500 million in place.
The Company's "pre-packaged" plan of reorganization was confirmed
on December 2, 2010, by the Bankruptcy Court.


MOHEGAN TRIBAL: Reports $12.48 Net Income in Q1 Ended Dec. 31
-------------------------------------------------------------
The Mohegan Tribal Gaming Authority announced its operating
results for the first fiscal quarter ended December 31, 2010.  The
Company reported net income of $12.48 million on $335.60 million
of revenue for the three months ended December 31, 2010, compared
with net income of $3.89 million on $341.81 million of revenue for
the same period a year ago.

Consolidated operating results for the first quarter ended
December 31, 2010:

     * Adjusted EBITDA, a non-GAAP measure, of $68.5 million, a
       7.3% increase over the first quarter of fiscal 2010

     * Adjusted EBITDA margin of 20.4% compared to 18.7% in the
       first quarter of fiscal 2010

     * Net income attributable to the Authority of $12.9 million,
       a 193.6% increase over the first quarter of fiscal 2010

     * Income from operations of $44.3 million, a 17.1% increase
       over the first quarter of fiscal 2010

     * Net revenues of $335.6 million, a 1.8% decrease from the
       first quarter of fiscal 2010

     * Gaming revenues of $307.7 million, a 0.7% decrease from the
       first quarter of fiscal 2010

     * Gross slot revenues of $223.0 million, a 3.9% decrease from
       the first quarter of fiscal 2010

     * Table games revenues of $80.7 million, a 7.5% increase over
       the first quarter of fiscal 2010

     * Non-gaming revenues of $53.4 million, an 11.4% decrease
       from the first quarter of fiscal 2010

The Company said the growth in consolidated Adjusted EBITDA for
the quarter ended December 31, 2010 was primarily attributable to
higher Adjusted EBITDA at Mohegan Sun at Pocono Downs reflecting
the addition of table game and poker revenues from the July 2010
opening of table game and poker operations.  Consolidated Adjusted
EBITDA for the quarter ended December 31, 2010 also reflects
increased Adjusted EBITDA at Mohegan Sun resulting from lower
operating costs and expenses reflecting, in part, staffing
reductions and other cost containment initiatives implemented in
September 2010.  Adjusted EBITDA at Mohegan Sun was negatively
impacted by lower gaming and non-gaming revenues due to the
continued weakness in consumer spending, aggressive promotional
programs by competitors and reduced shows held at the Mohegan Sun
Arena.

"We are pleased with our results for the quarter," said, Mitchell
Grossinger Etess, chief executive officer of the Authority.
"Despite lower revenues at Mohegan Sun, our employees and
management teams did an excellent job in managing costs.  These
efforts combined with the addition of table games at Mohegan Sun
at Pocono Downs contributed to the increases in Adjusted EBITDA
and margins at our Connecticut and Pennsylvania properties.  I
would like to personally thank each and every one of our employees
for their continued hard work and dedication to our company."

A full-text copy of the press release announcing the Company's
Quarter Results is available for free at:

              http://ResearchArchives.com/t/s?729e

                        About Mohegan Tribal

Headquartered in Uncasville, Conn., Mohegan Tribal Gaming
Authority conducts and regulates gaming activities on Tribal
lands, which are federally recognized Indian tribe reservations in
southeastern Connecticut.

At the end of November 2010, Moody's Investors Service downgraded
Mohegan Tribal Gaming Authority's Corporate Family and Probability
of Default ratings to Caa2 from B3.  All of MTGA's rated long-term
debt was also lowered.  The rating outlook is negative.

The ratings downgrade reflects Moody's view that MTGA could
find it difficult to refinance significant upcoming debt
maturities without some impairment to bondholders given its high
leverage -- debt/EBITDA is over 7 times -- limited near-term
growth prospects for Mohegan Sun Casino, the likely continuation
of weak consumer gaming demand trends in the Northeastern U.S.,
and the strong possibility of gaming in Massachusetts.  The
company's $675 million revolver ($527 million outstanding at
September 30, 2010) expires in March 2012 and its $250 million 8%
senior subordinated notes mature in April 2012.  Combined, these
debt items account for about 50% of MTGA's total debt outstanding.

MTGA has announced that it hired Blackstone Group to help deal
with its capital structure issues, although no details have been
made available regarding MTGA's options.  Given the company's
recently announced weak fiscal fourth quarter results along with
the significant near- and long-term challenges previously
mentioned, Moody's believes a restructuring that involves some
impairment to bondholders will be considered.

The negative ratings outlook reflects the relatively short time
frame in which MTGA has to address what Moody's believes to be a
significant capital structure issue.  If MTGA is not able to
refinance by March 2011 its $675 million revolver will be become
current.  The same holds true for the company's $250 million 8%
senior subordinated notes to the extent these notes are not
refinanced by April 1, 2011.


MONARCH PHILADELPHIA: Case Summary & 9 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Monarch Philadelphia LLC
        12031 Philadelphia Street
        Whittier, CA 90601

Bankruptcy Case No.: 11-13377

Chapter 11 Petition Date: January 26, 2011

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

Judge: Peter Carroll

Debtor's Counsel: Michael S. Kogan, Esq.
                  ERVIN COHEN & JESSUP LLP
                  9401 Wilshire Boulevard, 9th Floor
                  Beverly Hills, CA 90212-2974
                  Tel: (310) 273-6333
                  Fax: (310) 859-2325
                  E-mail: mkogan@ecjlaw.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 nine largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-13377.pdf

The petition was signed by Ronald A. Brown, managing member.


NAVISTAR INTERNATIONAL: Expects $388MM to $466MM Profit in 2011
---------------------------------------------------------------
Navistar International Corporation announced it expects
substantial gains in fiscal 2011 earnings as the result of the
successful implementation of its three-pillar growth strategy and
improving economic conditions.

Navistar said it believes that net income attributable to Navistar
International Corporation for fiscal year ending Oct. 31, 2011, is
expected to be between $388 million and $466 million, equal to $5
to $6 diluted earnings per share, excluding transition costs
associated with the integration of the truck and engine
engineering operation and the potential positive impact of income
tax valuation adjustments.

"As evidenced by our guidance, our strategy continues to drive
value for our shareholders," said Daniel C. Ustian, Navistar
chairman, president and chief executive officer.  "Coming out of
the recession, we have developed today's earning guidance around a
stronger economy, further expansion of our after-market service
parts business and continued benefit from great products, a
competitive cost structure and profitable growth."

The company raised its guidance for industry volume and now
anticipates that total truck industry retail sales volume for
Class 6-8 trucks and school buses in the United States and Canada
for its fiscal year ending Oct. 31, 2011, will be in the range of
240,000 to 260,000 units.  Truck industry volume in fiscal 2010
was 191,300 units.

Growth strategy transition costs associated with the integration
of the truck and engine engineering operation into a single
facility could be between $75 million and $80 million.  Including
the integration costs net income attributable to Navistar
International Corporation for fiscal year ending Oct. 31, 2011 is
expected to be between $311 million and $388 million, equal to $4
to $5 diluted earnings per share.  Navistar earned $223 million,
equal to $3.05 diluted earnings per share in fiscal 2010.

Additionally, Navistar continues to evaluate its ability to
realize certain U.S. deferred tax assets which have previously
been fully reserved.  Once the company concludes that it is more
likely than not that these assets will be realized, it expects to
release the valuation allowance and restore these deferred tax
assets on the balance sheet.  As of Oct. 31, 2010, the company had
about $1.5 billion of U.S. federal and state valuation allowances,
out of a total of $1.8 billion, which it is evaluating for release
and its impact on diluted earnings per share.

                    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.


NEOMEDIA TECHNOLOGIES: David Gonzalez Has 7.2% Equity Stake
-----------------------------------------------------------
In a Schedule 13D filing with the Securities and Exchange
Commission on January 25, 2011, David Gonzalez disclosed that he
beneficially owns 2,577,319 shares of common stock of of NeoMedia
Technologies, Inc., representing 7.2% of the shares outstanding,
based on 35,660,877 shares of common stock outstanding of the
company on January 17, 2011.

As of December 31, 2010, Mr. Gonzalez submitted a withdraw request
from YA Global Investments (U.S.), LP, a hedge fund, for funds
previously invested by Mr. Gonzalez with YA Global.  On January 3,
2011, Mr. Gonzalez received a letter from YA Global informing him
that the withdraw request would be satisfied through an in-kind
distribution of securities held by YA Global.  Securities received
by Mr. Gonzalez pursuant to the In-Kind Distribution were valued
by YA Global as of the close of business on December 31, 2010 at
$150,000.  Mr. Gonzalez received 150 shares of Series C
Convertible Preferred Stock, par value $0.01 per share of the
Company valued by YA Global at $150,000.  As a result of the In-
Kind Distribution, Mr. Gonzalez may be deemed to have acquired
beneficial ownership of 150 shares of Preferred Stock.

Mr. Gonzalez owns 150 Preferred Shares, which is convertible into
Common Stock of the Company at the request of the hold of the
Preferred Shares pursuant to the Certificate of Designation of
Series C Convertible Preferred Stock.

The Certificate of Designation provides that each share of the
Preferred Share is convertible into Common Stock of the Company
equal to the quotient of the liquidation amount divided by the
conversion price.  The liquidation amount is equal to $1,000 per
share of Preferred Share.  The conversion price is equal to, at
the option of the holder of the Preferred Share, the lesser of (i)
$.50 or (ii) 97% of the lowest closing bid price of the Common
Stock for the 125 trading days immediately preceding the date of
conversion, as quoted by Bloomberg LP.  The Certificate of
Designation further provides that no holder of the Preferred
Shares will be entitled to convert the Preferred Shares to the
extent that such conversion would cause the aggregate number of
shares of Common Stock beneficially owned by such holder to exceed
9.99% of the outstanding shares of Common Stock following such
conversion.

Assuming a conversion price of $0.0582, if the Preferred Shares
were converted as of January 25, 2011, Mr. Gonzalez would own
2,577,319 shares of Common Stock of the Company which would
represent approximately 7.2% of the total shares of Common Stock
outstanding at such time.  However, the Certificate of Designation
prohibits Mr. Gonzalez from converting the Preferred Shares to the
extent such conversion would result in Mr. Gonzalez, beneficially
owning in excess of 9.99% of the ten and outstanding shares of
Common Stock.

The Preferred Shares has voting rights on an as converted basis
together with the Common Stock shareholders and as otherwise
provided under the laws of the State of Delaware.

                    About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile
barcode scanning solutions.  The Company's technology allows
mobile devices with cameras to read 1D and 2D barcodes and provide
"one click" access to mobile content.

The Company's balance sheet at September 30, 2010, showed
$9.04 million in total assets, $83.31 million in total
liabilities, $8.37 million in Series C convertible preferred
stock, $2.50 million in Series D convertible preferred stock, and
a stockholders' deficit of $85.14 million.

At September 30, 2010, the Company has an accumulated deficit of
$237.99 million.  The Company also has a working capital deficit
of $82.05 million, of which of which $68.51 million is related to
the Company's financing instruments, including $30.71 million
related to the fair value of warrants and those debentures that
are recorded as hybrid financial instruments, and $37.80 million
related to the amortized cost carrying value of certain of the
Company's debentures and the fair value of the associated
derivative liabilities.

As reported in the Troubled Company Reporter on April 1, 2010,
Kingery & Crous, P.A., in Tampa, Fla., expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's 2009 results.  The independent auditors
noted that the Company has suffered recurring losses from
operations and has ongoing requirements for additional capital
investment.


NEOMEDIA TECHNOLOGIES: Gerald Eicke Holds 10.8% Equity Stake
------------------------------------------------------------
In a Schedule 13D filing with the Securities and Exchange
Commission on January 25, 2011, Gerald Eicke disclosed that he
beneficially owns 3,865,979 shares of common stock of NeoMedia
Technologies, Inc. representing 10.8% of the shares outstanding,
based on 35,660,877 shares of common stock outstanding of the
company on January 17, 2011.

As of December 31, 2010, Mr. Eicke submitted a withdraw request
from YA Global Investments (U.S.), LP, a hedge fund, for funds
previously invested by him with YA Global.  On January 3, 2011,
Mr. Eicke received a letter from YA Global informing him that the
withdraw request would be satisfied through an in-kind
distribution of securities held by YA Global.  Securities received
by Mr. Eicke pursuant to the In-Kind Distribution were valued by
YA Global as of the close of business on December 31, 2010 at
$225,000.  Mr. Eicke received 225 shares of Series C Convertible
Preferred Stock, par value $0.01 per share of the Company valued
by YA Global at $225,000.  As a result of the In-Kind
Distribution, Mr. Eicke may be deemed to have acquired beneficial
ownership of 225 shares of Preferred Stock.

Mr. Eicke owns 225 Preferred Shares, which is convertible into
Common Stock of the Company at the request of the hold of the
Preferred Shares pursuant to the Certificate of Designation of
Series C Convertible Preferred Stock.

The Certificate of Designation provides that each share of the
Preferred Share is convertible into Common Stock of the Company
equal to the quotient of the liquidation amount divided by the
conversion price.  The liquidation amount is equal to $1,000 per
share of Preferred Share.  The conversion price is equal to, at
the option of the holder of the Preferred Share, the lesser of (i)
$.50 or (ii) 97% of the lowest closing bid price of the Common
Stock for the 125 trading days immediately preceding the date of
conversion, as quoted by Bloomberg LP.  The Certificate of
Designation further provides that no holder of the Preferred
Shares will be entitled to convert the Preferred Shares to the
extent that such conversion would cause the aggregate number of
shares of Common Stock beneficially owned by such holder to exceed
9.99% of the outstanding shares of Common Stock following such
conversion.

Assuming a conversion price of $0.0582, if the Preferred Shares
were converted as of January 25, 2011, Mr. Eicke would own
3,865,979 shares of Common Stock of the Company which would
represent approximately 10.8% of the total shares of Common Stock
outstanding at that time.  However, the Certificate of Designation
prohibits Mr. Eicke Person from converting the Preferred Shares to
the extent that conversion would result in Mr. Eicke, beneficially
owning in excess of 9.99% of the ten and outstanding shares of
Common Stock.

                     About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile
barcode scanning solutions.  The Company's technology allows
mobile devices with cameras to read 1D and 2D barcodes and provide
"one click" access to mobile content.

The Company's balance sheet at September 30, 2010, showed
$9.04 million in total assets, $83.31 million in total
liabilities, $8.37 million in Series C convertible preferred
stock, $2.50 million in Series D convertible preferred stock, and
a stockholders' deficit of $85.14 million.

At September 30, 2010, the Company has an accumulated deficit of
$237.99 million.  The Company also has a working capital deficit
of $82.05 million, of which of which $68.51 million is related to
the Company's financing instruments, including $30.71 million
related to the fair value of warrants and those debentures that
are recorded as hybrid financial instruments, and $37.80 million
related to the amortized cost carrying value of certain of the
Company's debentures and the fair value of the associated
derivative liabilities.

As reported in the Troubled Company Reporter on April 1, 2010,
Kingery & Crous, P.A., in Tampa, Fla., expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's 2009 results.  The independent auditors
noted that the Company has suffered recurring losses from
operations and has ongoing requirements for additional capital
investment.


NEW LEAF: Inks Pact to Sell $1.21MM in Pref. Stock and Warrants
---------------------------------------------------------------
New Leaf Brands, Inc., announced that it has entered into a
definitive agreement with certain accredited investors for the
sale of 48.6 units of preferred stock and warrants in a private
placement at a price of $25,000 per unit.  New Leaf expects gross
proceeds from the private placement to be $1,215,000, before
deducting placement agent fees and other offering expenses.  The
closing of the private placement is subject to certain conditions
and is expected to occur on or before January 21, 2011.

Hudson Securities, Inc., a subsidiary of Hudson Holding
Corporation (OTCBB: HDHL), acted as the exclusive placement agent
for the private placement.

In connection with the private placement, all of New Leaf's
outstanding senior secured, original issue discount and
substantially all demand note obligations are being converted into
equity securities of New Leaf.

Each unit to be sold in the private placement will consist of one
share of Series K 10% Convertible Preferred Stock, a Series X
Warrant to purchase 83,333 shares of Common Stock, a Series Y
Warrant to purchase 83,333 shares of Common Stock and a Series Z
Warrant to purchase 166,667 shares of Common Stock.  The Series K
preferred stock will earn a dividend of 10% per annum, payable in
cash or in kind, and is convertible into Common Stock at a price
of $0.15 per share, subject to adjustment.  All of the warrants
are exercisable at $0.15 per share, subject to adjustment.  The
Series X warrants are exercisable upon issuance and expire five
years from the date of issuance.  The Series Y warrants are
exercisable upon issuance and expire 45 days after a registration
statement covering the underlying shares becomes effective.  The
Series Z warrants are exercisable only after the Series Y warrants
have been exercised in full and expire five years after the date
of issuance.

Eric Skae, New Leaf's chief executive officer, stated, "The
private placement and related debt conversions effects a complete
restructuring of the company's balance sheet and strongly
positions the company for the continued growth of our business."

The net proceeds from the private placement will be used for
business development, working capital and general corporate
purposes.

The securities offered in the private placement have not been
registered under the Securities Act of 1933, as amended, and may
not be offered or sold in the United States absent registration or
an applicable exemption from such registration requirements.

                       About New Leaf Brands

Scottsdale, Ariz.-based New Leaf Brands, Inc. develops, markets
and distributes healthy and functional ready-to-drink teas under
the New Leaf(R) brand.

The Company's balance sheet at Sept. 30, 2010, showed
$5.31 million in total assets, $8.34 million in total liabilities,
and a stockholders' deficit of $3.03 million.

According to the Troubled Company Reporter on April 8, 2010, Mayer
Hoffman McCann P.C., in Phoenix, Ariz., following the Company's
2009 results, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses from
operations, has a working capital deficiency, was not in
compliance with certain financial covenants related to debt
agreements, and has a significant amount of debt maturing in 2010.


NNN 2003: Completes Sale of Four Resource Square for $21.97-Mil.
----------------------------------------------------------------
NNN 2003 Value Fund, LLC, through NNN VF Four Resource Square,
LLC, entered into a purchase and sale agreement with Four Resource
Square, LLC, or the Buyer, an entity affiliated with RAIT
Partnership, L.P., or the lender, on January 10, 2011 for the sale
of Four Resource Square, located in Charlotte, North Carolina, or
the Four Resource property, for a sale price equal to the
outstanding principal balance of the loan, plus accrued interest
and any other amounts due as of the closing date, January 20,
2011, under a loan agreement together with other loan documents we
entered into with the lender on March 7, 2007, as amended, or the
loan documents.

On January 20, 2011, the Company sold the Four Resource Square
property to the Buyer for a sale price equal to the outstanding
principal balance of the loan of $21,976,000.  The sale of the
Four Resource Square property was documented by a loan assumption
and substitution agreement and amendment to deed of trust,
security agreement and fixture filing, general warranty deed, bill
of sale, and assignment of leases, service contracts and
intangibles, transfer of deposits and assumption agreement, or the
Sale Documents.  Upon the sale of the Four Resource Square
property, pursuant to the material terms of the Sale Documents,
the Company:

   (i) cancelled its liabilities and obligations under the loan
       documents and the Buyer assumed the Company's obligations
       under the loan documents;

  (ii) transferred and the Buyer assumed all service contracts,
       intangibles, leases and security and other deposits for the
       leases for the Four Resource Square property;

(iii) conveyed the Company's title to the Four Resource Square
       property in fee simple to the Buyer; and

  (iv) sold, delivered and assigned all equipment, fixtures,
       appliances, inventory and other tangible personal property
       that is attached to, used on or located or installed on the
       Four Resource Square property to the Buyer.

The Sale Documents also contain additional covenants,
representations and warranties that are customary of such sale
documents.

The Company did not receive any cash proceeds from the sale of the
property.  The Company did not pay its manager, Grubb & Ellis
Realty Investors, LLC, a disposition fee in connection with the
sale of the property.

                          About NNN 2003

Santa Ana, Calif.-based NNN 2003 Value Fund, LLC, was formed as a
Delaware limited liability company on June 19, 2003.  The Company
was organized to acquire, own, operate and subsequently sell its
ownership interests in a number of unspecified properties believed
to have higher than average potential for capital appreciation, or
value-added properties.  As of September 30, 2010, the Company
held interests in three commercial office properties, including
two consolidated properties and one unconsolidated property.  The
Company currently intends to sell, or otherwise dispose of, all of
its remaining properties and pay distributions to its unit holders
from available funds.  The Company does not anticipate acquiring
any additional real estate properties at this time.

The Company's balance sheet at September 30, 2010, showed
$33.7 million in total assets, $45.1 million in total liabilities,
and a stockholders' deficit of $11.4 million.

Ernst & Young LLP, in Irvine, Calif., expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred recurring losses, continued
deficit cash flows from operating activities and will not have
sufficient cash flow to repay mortgage loans that are past due or
will become due in 2010.


NORD RESOURCES: Uploads CFO Employment Agreement
------------------------------------------------
Nord Resources Corporation amends the Current Report on Form 8-K
dated and filed on November 30, 2010, relating to the disclosure
of the material terms and conditions of an amended and restated
executive employment agreement entered into between the company
and Wayne Morrison dated January 19, 2011.  The Form 8-K/A now
contains a copy of the Employment Agreement, which is available
for free at:

                http://ResearchArchives.com/t/s?728d

As previously reported, the Board of Directors of Nord Resources
Corporation has appointed Wayne M. Morrison, the Company's Vice-
President, Finance, Chief Financial Officer, Secretary and
Treasurer, as Chief Executive Officer effective as of November 30,
2010.  Mr. Morrison succeeds Randy Davenport, who resigned as
Chief Executive Officer, Chief Operating Officer and a Director of
the Company effective November 30, 2010, following his acceptance
of a position with another company.  Mr. Davenport agreed to
provide consulting services to the Company through the end of
2010.

The Company and Mr. Morrison have entered into the Employment
Agreement in connection with the appointment of Mr. Morrison as
the Chief Executive Officer of the Company effective November 30,
2010, in addition to his existing role as the Chief Financial
Officer of the Company.  The Employment Agreement supersedes all
prior written or verbal agreements between Mr. Morrison and the
Company including, but not limited to, an Executive Employment
Agreement entered into between the Company and Mr. Morrison dated
September 9, 2008 and amended on September 9, 2009, in connection
with Mr. Morison's position as the Chief Financial Officer of the
Company.

Pursuant to the terms of the Employment Agreement, Mr. Morrison is
entitled to a Base Salary of $250,000 per annum.  In addition, Mr.
Morrison was previously granted 200,000 stock options pursuant to
the Company's 2006 Stock Incentive Plan.  These Options vest as to
66,667 on March 2, 2008, 66,667 on December 3, 2008 and 66,666 on
December 3, 2009.  The Options have an exercise price calculated
in accordance with the Plan and the policies of the Toronto Stock
Exchange.  Mr. Morrison is also entitled to participate in the
Company's 2010/2011 Bonus Program subject to approval by the Board
of Directors and by regulatory authorities, if any.

The Employment Agreement also provides that Mr. Morrison will
receive all customary benefits from the Company and that he will
also be eligible for participation in bonus plans as implemented
by the Board of Directors at a target level of 50% of his Base
Salary.

The Employment Agreement provides that, among other provisions,
Mr. Morrison will be entitled to continuation of his Base Salary
for 24 months in the event that his employment is terminated by
the Company without cause.

The Employment Agreement also includes certain non-solicitation,
non-compete and confidentiality provisions.  Mr. Morrison is
required to enter into a Confidentiality and Nonsolicitation
Agreement.

                        About Nord Resources

Based in Tuczon, Arizona, Nord Resources Corporation
(TSX:NRD/OTCBB:NRDS.OB) -- http://www.nordresources.com/-- is a
copper mining company whose primary asset is the Johnson Camp
Mine, located approximately 65 miles east of Tucson, Arizona.
Nord commenced mining new ore on February 1, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$70.61 million in total assets, $57.46 million in total
liabilities, and stockholder's equity of $13.14 million.

Nedbank, the Company's senior lender, has declined to extend the
forbearance agreement with respect to the scheduled principal and
interest payment in the approximate amount of $2,150,000 that was
due on March 31, 2010 under the Company's $25,000,000 secured
term-loan credit facility with Nedbank.  Nedbank Capital has also
declined to extend the forbearance agreement regarding the
Company's failure to make the payment of $697,869 due on April 6,
2010 under the Copper Hedge Agreement between the parties.  Both
forbearance agreements expired at midnight on May 13, 2010.

The Company is now in default of its obligations under the Credit
Agreement and the Copper Hedge Agreement with Nedbank.

On June 2, 2010, Nord Resources appointed FTI Consulting to advise
on refinancing structures and strategic alternatives.


NORTHERN 120: Initial Hearing on Plan Confirmation Set for Feb. 1
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona has set for
February 1, 2011, at 9:30 a.m. the initial hearing to consider
confirmation of Northern 120, LLC's Second Amended Plan of
Reorganization dated August 31, 2010.

As reported in the Troubled Company Reporter on February 22, 2010,
the Plan proposes to give secured creditors the opportunity to be
paid in full on their allowed secured claims immediately, or to
remain as investors under new notes, and with an opportunity to
share in the potential upside of the development.  In addition,
the Plan will result in the unsecured creditors receiving a
substantial payout.  General unsecured claims will share pro rata
from the sum of $200,000.  The interest holders will arrange for
the infusion of the $200,000 into the reserve account for the
payment of this class.

The Plan will be implemented by the retention of its existing
management.  This implementation will also include the management
and disbursement of the funds infused by the interest holders.
The interest holders, through a payment from their funding source
made for their benefit, will place $200,000 in escrow in the trust
account of the Debtor's bankruptcy counsel within 15 days prior
to the final hearing on confirmation of the Debtor's Plan.  These
funds will become a part of the estate and fund the obligations,
including the Reserve Account, at confirmation.  These funds will
only be available to, and become a part of, the estate as of
confirmation.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/NORTHERN120_AmendedDS.pdf

                       About Northern 120

Phoenix, Arizona-based Northern 120, LLC, is a limited liability
company engaged in the business of owning and developing real
property in the State of Arizona.  The Company filed for Chapter
11 bankruptcy protection on November 5, 2009 (Bankr. D. Ariz. Case
No. 09-28417).  Mark W. Roth, Esq., and Wesley D. Ray, Esq., at
Polsinelli Shughart P.C., in Phoenix, Ariz., assist the Debtor in
its restructuring efforts.  The Debtors estimated $10 million to
$50 million in assets and debts in its Chapter 11 petition.


NORVERGENCE INC: Target Defendant's Defamation Claim Fails
----------------------------------------------------------
Denying certiorari, WestLaw reports, the United States Supreme
Court has let stand a decision of the Supreme Court of New Jersey
that the fair-report privilege for defamatory matters that appear
in a report of an official action or proceeding applies to initial
court pleadings.

The issue arose after the Chapter 7 trustee for the bankruptcy
estate of a telecommunications company filed an adversary
complaint against the son of the company's former chief managing
officer, alleging that he had unlawfully diverted, converted, and
misappropriated the company's funds for his own personal benefit.
A newspaper subsequently published a report detailing the
trustee's allegations, with the headline, "Man accused of stealing
$500,000 for high living," and the subheading "[Company] funds
were taken." The son filed a pro se complaint against the
newspaper, its publisher, and others, alleging defamation and
associated torts.

Recognizing that the courts below were divided on the issue, but
aligning itself with what it called the weight of modern
authority, the New Jersey Supreme Court, with three justices
concurring and three concurring in the result, ruled that the
fair-report privilege extends to defamatory statements contained
in filed pleadings that have not yet come before a judicial
officer.  The public policy underpinning of the fair-report
privilege, namely, advancement of the public's interest in the
free flow of information about official actions, would be thwarted
by recognition of the initial pleadings exception to the
privilege, the court reasoned.  A full, fair, and accurate report
regarding a public document that marks the commencement of a
judicial proceeding deserves the protection of the privilege.

The Supreme Court also held that the fair-report privilege is
neither purely absolute nor purely conditional but, rather, is a
hybrid: it is conditional insofar as it cannot attach unless the
report is full, fair, and accurate, but once that condition is
met, the privilege becomes absolute and cannot be defeated by a
claim of malice.

Three justices concurred in part and dissented in part, agreeing
that the initial pleadings exception to the fair-report privilege
should be rejected and that, once it has been determined that the
privilege applies, it becomes an absolute, rather than a
qualified, one, but disagreeing with the majority's conclusion
that the news articles that were the focus of this litigation met
the test of "full, fair and accurate." In these justices' view,
the inaccuracy that took the news accounts outside of the
privilege lay in the use of variations of the verb "steal" both in
the headlines and in the body of the reports.  Each of the
definitions of the word "steal" used by the majority carried with
it the clear connotation of a crime, together with its attendant
evil-minded mens rea, the justices opined, and none of that was
faithful to the actual allegations made in the bankruptcy court by
the trustee.

In his pro se petition for a writ of certiorari, the son asked,
inter alia, whether, even if the articles complained of are deemed
fair and accurate, a private individual's clear and convincing
showing of actual or common law malice against media defendants
may be sufficient to defeat the media defendants' invocation of
the fair-report privilege.  The petition also argued that fair-
report protection should not have been extended to the media when
reporting on the trustee's electronically filed adversary
complaint against a private citizen who was not served with the
complaint until three days after the publication of the articles.
Salzano v. North Jersey Media Group, Inc., --- S.Ct. ---- (Mem),
2011 WL 197662 (U.S.N.J.), 79 USLW 3301.  The case below is
Salzano v. North Jersey Media Group Inc., 201 N.J. 500, 993 A.2d
778, slip op. http://lawlibrary.rutgers.edu/courts/supreme/a-78-
08.opn.html (N.J. 2010).

Headquartered in Newark, N.J., NorVergence, Inc., was a reseller
of wireless telecommunications services.  Popular Leasing USA,
Inc., OFC Capital, a division of ALFA Financial Corp., and
Partners Equity Capital Company, LLC, asserting claims totalling
$1.3 million and represented by Inez M. Markovich, Esq., and Peter
J. Deeb, Esq., at Frey, Petrakis, Deeb, Blum, Briggs, et al.,
filed an incoluntary chapter 7 petition (Bankr. D. N.J. 04-32079)
against the Company on June 30, 2004.  On July 14, 2004,
NorVergence consented to the entry of an order for relief under
Chapter 11 of the Bankruptcy Code and the immediate conversion of
the case to a Chapter 7 liquidation proceeding.  The Court
converted the Debtor's chapter 11 case to a chapter 7 liquidation
proceeding at the behest of the Company's creditors.


NY STATE DORMITORY: Fitch Ups Rating on $130.5MM Bonds to 'BB+'
---------------------------------------------------------------
Fitch Ratings has upgraded the rating on approximately
$130.5 million New York State Dormitory Authority rev bonds ser
2001 to 'BB+' from 'BB'.

The Rating Outlook is Positive.

Rating Rationale

  -- The upgrade reflects Lenox Hill's (LH) acquisition by North
     Shore Long Island Jewish Health System (NSLIJ; revenue bonds
     rated 'A-' by Fitch) in May 2010.  Even though it does not
     include a guarantee of LH's outstanding debt, this is a
     significant credit positive given NSLIJ's management's strong
     history of successfully integrating hospitals into its
     system, and the improvements and savings that LH should
     realize in efficiency, throughput, managed care contracting,
     and supply chain management as a part of NSLIJ, as well as
     other clinical and service area synergies that should be
     accretive to both LH and NSLIJ over time.

  -- Nine-month interim 2010 results show a narrowing of losses
     at LH, increased utilization year over year, and physician
     recruitment gains.

  -- Balance sheet metrics and debt service coverage remain solid
     for LH's current rating level.

  -- LH's unrestricted investment allocation, a historical concern
     as it was weighted heavily toward alternative investments, is
     being reallocated to match NSLIJ's more conservative
     allocation for its unrestricted investments, which is 60%
     fixed income.

  -- LH still faces challenges as it has yet to post a positive
     yearly operating margin, operates in a very competitive
     market, has a large pension obligation, and has been
     deferring capital spending.

What Would Trigger an Upgrade?

  -- LH continues to progress toward its plan to achieve breakeven
     operations in 2012, coupled with continued growth in
     liquidity and improvement in debt service coverage.

Security

Bonds are secured by a pledge of gross revenues and a mortgage
pledge on the main hospital.

The 'BB+' rating reflects Lenox's Hill joining the NSLIJ system in
May 2010, which is a significant credit positive as LH will derive
numerous benefits from this affiliation.  LH has not posted a
positive year-end operating margin since 2003 and in recent years
has suffered declines in utilization, both on the inpatient and
outpatient side.  As part of NSLIJ, LH is now managed by NSLIJ and
has access to the resources of one of the largest healthcare
systems in the New York City region, including being a part of
NSLIJ's negotiations with commercial payors.  It is expected that
over the next three years LH's rates for its major commercial
payor contracts will be brought up to par with NSLIJ's rates,
which should help narrow the ongoing operating losses at LH.

Year over year, LH has shown operational improvement, reducing an
$18 million loss to $15.4 million through the first nine months of
2010.  LH is budgeting for a $9 million loss in 2011 and for
breakeven operations in 2012.  Equally important, through
September 2010, year-over-year utilization has shown improvement,
with inpatient admissions up 336 and ambulatory surgery up 535.
Cardiac Catheterization volumes have grown as well.  All these
reverse a decline in utilization at LH that dates back three to
four years.  Indications are that the current LH physicians
support the affiliation and that it is helping LH in its physician
recruitment efforts.

A key component of the recruitment efforts has been operating room
space available at an offsite medical office building, which LH
acquired as part of its merger with MEETH.  Management reports
that MEETH's 17 operating rooms are currently significantly
underutilized and will need little capital improvement to be fully
functional.  LH is currently in the process of recruiting
physicians for the space, which would provide another boost in
revenue and operating income.  Over the near term, LH should
benefit in areas of quality, purchasing, and efficiency as it
becomes integrated into the NSLIJ system.  Over the medium term,
LH should become an important part of NSLIJ's strategy to grow its
presence in Queens. Both LH and NSLIJ have a strong presence in
Queens.  Approximately 15% of LH's admissions come from Queens.
NSLIJ's Forest Hills Hospital and Long Island Jewish Medical
Center -- Queens' largest hospital -- are major providers to
central and eastern Queens communities, with patients from Queens
also going to NSLIJ's flagship North Shore University Hospital
Manhasset, located just over the border in Nassau County.

Currently, there is not much overlap between LH's service area and
NSLIJ's service area in Queens, which should provide opportunities
to grow and tighten referral patterns in the borough.

LH's liquidity remains solid for the rating level, with 91.4 days
cash on hand, a cushion ration of 9.0 times (x), and cash to debt
of 109.3%.  Another positive credit factor is the reallocation of
LH's unrestricted investments to NSLIJ's more conservative
allocation. Approximately, 35% of LH's unrestricted investments
were invested in alternatives.  Given LH's weak operations, the
nature of and access to these alternative investments were a
concern, even though they performed relatively well throughout
the recession.  The shifting of these alternatives to a more
conservative allocation coupled with all of FH's debt being fixed,
further secures LH's stabilizing profile.

Credit concerns remain LH's negative operating margins, as well as
the competitive New York City market and LH's pension obligation.
LH is not anticipating breakeven operations until 2012, and a year
of positive operations would be a major milestone for LH.  At
year-end 2009, LH's pension plan, which was frozen at the end of
2006, was 66% funded.  LH will make payments of $15 million in
2010 and 2011.  After the 2010 payment, the funded percentage for
the pension will improve to 80%. However, the need to continue to
fund the pension given LH's weak operations is a credit concern.
New York remains a very competitive and fragmented health care
market; being part of NSLIJ should make LH more competitive in the
Manhattan market, but the competitive pressures remain.

The Positive Outlook reflects Fitch's belief that the NSLIJ
affiliation will lead to improved operations at LH.  While
breakeven operations are not expected until 2012, should LH meet
its budget next year, strengthening both liquidity and debt
service coverage, further positive rating action may be warranted.
Maximum annual debt service coverage was weak in 2009 and through
the nine-month interim period at 1.6x and 1.5x, respectively.  A
narrowing of losses in 2011 should translate to stronger coverage.
Finally, management reports that there are no major capital needs
at LH over the near term.  In 2011, the biggest capital expense
will be $7 million to upgrade LH's older Eclipsys system to a
newer version that NSLIJ uses.

Located in New York City, Lenox Hill operates 652 beds on two
campuses.  Lenox Hill had total revenue of $665.2 million in 2009.
Lenox Hill covenants to provide only annual audited information to
bondholders but voluntarily provides quarterly financial
disclosure as well as operating statistics.  Current financial
disclosure is excellent and includes a balance sheet, income
statement, utilization statistics, cash flow statement and
management discussion and analysis.


ORGANICA BIOTECH: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Organica Biotech, Inc.
        5002 US 41 North
        Palmetto, FL 34221

Bankruptcy Case No.: 11-01164

Chapter 11 Petition Date: January 25, 2011

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

Judge: Michael G. Williamson

Debtor's Counsel: David S. Jennis, Esq.
                  JENNIS & BOWEN, P.L.
                  400 N Ashley Drive, Suite 2540
                  Tampa, FL 33602
                  Tel: (813) 229-1700
                  Fax: (813) 229-1707
                  E-mail: ecf@jennisbowen.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-01164.pdf

The petition was signed by Stephen C. Gans, CEO.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Pathway Holdings, LLC                  11-01162   01/25/11
Techno-Org, LLC                        11-01163   01/25/11


ORLEANS HOMEBUILDERS: Files Suit Against Westampton
---------------------------------------------------
BankruptcyData.com reports that Orleans Homebuilders filed with
the U.S. Bankruptcy Court a lawsuit against Westampton 70 Group,
LLC, citing breach of contract and seeking the turnover of a
$650,000 cash deposit.

Orleans Homebuilders said it agreed to purchase certain tracts of
land from Westampton for a housing development to be built.  The
sale agreement was contingent on the occurrence of certain
conditions including, but not limited to, the grant to Orleans
Homebuilders of final governmental consents and approvals for the
development.  In July of 2008 Nortel notified Westampton by letter
that certain conditions precedent had not occurred, and
accordingly exercised its right to terminate the contract and
requested immediate return of the deposit.  As of the date of the
filing, Westampton has not returned the deposit despite Orleans
Homebuilders' due demand.

                     About Orleans Homebuilders

Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker &
Lancaster, Masterpiece Homes, Realen Homes and Orleans --
develops, builds and markets high-quality single-family homes,
townhouses and condominiums.  From its headquarters in suburban
Philadelphia, the Company serves a broad customer base including
first-time, move-up, luxury, empty-nester and active adult
homebuyers.  The Company currently operates in these 11 distinct
markets: Southeastern Pennsylvania; Central and Southern New
Jersey; Orange County, New York; Charlotte, Raleigh and
Greensboro, North Carolina; Richmond and Tidewater, Virginia;
Chicago, Illinois; and Orlando, Florida.  The Company's Charlotte,
North Carolina operations also include adjacent counties in South
Carolina.  Orleans Homebuilders employs approximately 300 people.

The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. D. Del. Case No. 10-10684).  Cahill Gordon & Reindell
LLP is the Debtor's bankruptcy and restructuring counsel.  Curtis
S. Miller, Esq., and Robert J. Dehney, Esq., at Morris, Nichols,
Arsht & Tunnell, are the Debtor's Delaware and restructuring
counsel.  Blank Rome LLP is the Debtor's special corporate
counsel.  Garden City Group Inc. is the Debtor's claims and notice
agent.  Gerard S. Catalanello, Esq., and James J. Vincequerra,
Esq., at Duane Morris LLP, in New York; Lawrence J. Kotler, at
Duane Morris LLP, in Philadelphia, Pennsylvania; and Richard W.
Riley, Esq., and Sommer L. Ross, Esq., at Duane Morris LLP, in
Wilmington, Delaware, serve as counsel to the Official Committee
of Unsecured Creditors.

The Company estimated assets and debts at $100 million to
$500 million as of the Petition Date.


OSAGE EXPLORATION: Issues $500,000 Secured Note Due May 2011
------------------------------------------------------------
On January 26, 2011, Osage Exploration and Development, Inc.,
filed a Form 8-K with the Securities and Exchange Commission,
disclosing placement of a $500,000 Senior Secured Note with an
Institutional Investor.

The proceeds of the Note will be used for leasehold acquisition in
Logan County, Oklahoma, and working capital.

The Secured Promissory Note matures May 24, 2011, has a loan fee
of $100,000, payable at the time of repayment, and is secured by
an assignment of the Company's current and future leases in Logan
County, OK and the Company's 100% ownership in Cimarrona LLC, an
Oklahoma limited liability company.  Ran Furman, a former officer
and director of the Company, is the owner and an executive officer
of the investor, Blackrock Management, Inc.

"Osage has been acquiring leasehold interests in Logan County and
the proceeds from this placement will allow us to continue to
build out our portfolio of drilling prospects in one of the
hottest development plays onshore, the horizontal Mississippian in
Oklahoma," stated Kim Bradford, president and CEO.

"Many mid-sized petroleum companies have too great a percentage of
their reserves in gas, which is fueling a small frenzy to acquire
good economic oil plays onshore.  With the horizontal drilling and
multi-stage fracturing technologies available, shale and carbonate
rock development is in the forefront of exploration efforts today.
With that said, the focus going forward will be economics, and we
believe that the horizontal Mississippian compares favorably to
most of the onshore resource plays currently being drilled,"
stated Greg Franklin, VP Exploration.

                       About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

As of June 30, 2010, the Company had $2,753,097 in total assets,
$1,161,843 in total liabilities, and $1,591,254 in stockholders'
equity.

                           *     *     *

GPKM LLP of Encino, California, expressed substantial doubt about
Osage Exploration's ability to continue as a going concern
following the Company's 2009 results.  The firm reported that the
Company has suffered recurring losses from operations and has an
accumulated deficit as of December 31, 2009.


PAN AM LAND: Involuntary Chapter 11 Case Summary
------------------------------------------------
Alleged Debtor: Pan Am Land LLC
                3650 North 40th Avenue
                Phoenix, AZ 85019

Bankruptcy Case No.: 11-02234

Involuntary Chapter 11 Petition Date: January 27, 2011

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

Judge: Redfield T. Baum, Sr.

Creditors who signed the Chapter 11 petition:

    Petitioners                    Nature of Claim    Claim Amount
    -----------                    ---------------    ------------
Sherri S. Parkin                   Accounting Fees          $2,350
530 East Utopia Road
Phoenix, AZ 85024

Michael P. Potekhen                Consulting Fees          $1,700
3302 N. 67 STREET, #1
Scottsdale, AZ 85251

Aaron C. Valenzuela                Contract                 $1,150
P.O. BOX 44841
PHOENIX, AZ 85064


PENINSULA GAMING: Cut by Moody's to 'B2' on Debt for Project
------------------------------------------------------------
Moody's Investors Service downgraded Peninsula Gaming, LLC's
Corporate Family Rating and Probability of Default Rating to B2
from B1, its existing $240 million senior secured notes rating to
Ba3 from Ba2 and existing $305 million senior unsecured notes
rating to Caa1 from B3.  The rating outlook is stable.  The rating
actions concluded the review for possible downgrade which was
initiated on December 21, 2010.

In a separate rating action, Moody's assigned a Caa1 rating to the
proposed add-on issuance of $50 million senior unsecured notes due
2017.  Proceeds from proposed offering plus additional $80 million
senior secured debt to be issued, planned slot vendor and
equipment financing of $42 million and cash flow from existing
and future operations will be used to fund the first phase of a
$295 million casino project named Kansas Star in Mulvane, Kansas,
approximately 14 miles south of Wichita, KS.  Construction is
expected to begin in the first quarter of 2011 with an initial
opening in January 2012 to operate 1,310 slot machines and 32
table games in a temporary facility.  According to the offering
circular, PGL will need to obtain consents from both the
bondholders of the existing senior secured notes and the lenders
of the senior secured revolving credit facility for permission of
issuance of additional senior secured notes up to $80 million.
The Caa1 rating of the add-on senior unsecured notes is subject to
completion of a series of transactions and final review of the
terms and documentations.

Today's rating actions are as follows:

Ratings downgraded:

  -- Corporate Family Rating -- to B2 from B1
  -- Probability of Default Rating -- to B2 from B1
  -- $240 million senior secured notes due 2015 -- to Ba3(LGD2,
     29%) from Ba2 (LGD2, 26%)
  -- $305 million senior unsecured notes due 2017 -- to Caa1(LGD5,
     79%) from B3 (LGD5, 78%)

Rating assigned:

  -- $50 million senior unsecured notes add-on due 2017 --
     Caa1(LGD5, 79%)

"The downgrade of Peninsula's CFR to B2 primarily reflects PGL's
high financial leverage due to weaker than our expected operating
performance from existing casinos, particularly the two properties
located in Louisiana," explained Moody's lead analyst, John Zhao.
The rating action also incorporates the increased business risks
associated with a ground-up casino development.  The B2 rating has
taken into account the expected significant increase in
debt/EBITDA to well above 7.0x throughout 2011 during the
construction period and the gradual decrease of the leverage ratio
after the planned opening of the casino in a temporary facility
starting in January 2012.  The B2 CFR gains support from the
company's expected good liquidity and relative stability of PGL's
regional-focused markets throughout the recession.

Like other ground-up casino developments, PGL's Kansas casino will
be exposed to potential project delay and cost overrun during
construction, uncertain demand and possibly higher than expected
opening and operating costs after it opens.  Also, the new casino
will face competitions from existing casinos and would likely be
negatively impacted if the Wyandotte Nation of Oklahoma Indian
tribe will be able to open a casino in the same Wichita metro
area.  The lack of significant equity support of project costs in
the initial phase of the construction will also increase risk
profile for creditors should the project fail.  However, positive
consideration is given to the regulated nature of gaming in Kansas
that limits potential new entrants in the market, the casino
site's proximity to Wichita which is the largest city in Kansas
and PGL's demonstrated gaming development and operating experience
in regional casinos.

The stable ratings outlook reflects Moody's expectation that
property level EBITDA generation from the existing four casinos in
Iowa and Louisiana will remain relatively steady and the company
will maintain a sound liquidity position.  The stable outlook also
assumes that PGL is able to obtain project financings on a timely
basis, the Kansas casino will open on time and on budget, and that
the primary market area will provide enough guest traffic and
spending for the casino to generate sufficient cash flow to reduce
the company-wide debt/EBITDA to below 5.5x one year after its
opening.  Given the significant expected EBITDA contribution from
the new casino and amount of the debt thereon incurred, any
material deviation from our expectations would result in downward
pressure on PGL's rating or outlook.  Additionally, an unfavorable
outcome from on-going legal proceedings, including the pending
charges against the company's CEO and COO in Iowa, that will
result in material adverse effect on business and operation, would
also exert negative pressure on ratings.

PGL is a holding company whose primary assets are equity interests
in its wholly owned subsidiaries, which own and operate the
Diamond Jo casino in Dubuque, Iowa, the Evangeline Downs Racetrack
and Casino in St. Landry Parish, Louisiana, the Amelia Belle
Casino located in Amelia, Louisiana, and the Diamond Jo Worth
casino in Worth County, Iowa.  Consolidated net revenues for the
fiscal year ended December 31, 2009, were approximately
$308 million.

The principal methodology used in this rating was Global
Gaming published in December 2009, and Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.


PRM SMITH: Files List of 20 Largest Unsecured Creditors
-------------------------------------------------------
PRM Smith Bay, LLC, has filed with U.S. Bankruptcy Court for the
Northern District of Texas its list of 20 largest unsecured
creditors, disclosing:

  Entity                         Nature of Claim      Claim Amount
  ------                         ---------------      ------------
Bank of New York Mellon Trust
Company
Ttee of 12% Collateralized Profit
Participation Debt/Attn: Richard
Tarnas                            Private
2 North LaSalle St., Suite 1020   Placement Note       $2,435,000

The deJongh Group                 Architectural
                                  Services                $93,734

Paschal Investment Co.
1769 Wasatch Drive                Private
Salt Lake City, UT 84108          Placement Note          $50,000

Pang Trust 4/1/2002 Ulander       Private
                                  Placement Note          $50,000

Legent Clearing BO Gerhard        Private
                                  Placement Note          $50,000

Berta M. McKay                    Private
                                  Placement Note           $50,000

Yesawich, Pepperdine, Brown       Professional Services    $26,081

Thomas and Joan Truman            Private
                                  Placement Note           $25,000

John and Virginia Tricarico       Private
                                  Placement Note           $25,000

Denis S. Moss                     Private
                                  Placement Note           $25,000

Cohen, Seglias, Pallas, Greenhall Attorney Fees            $13,609

Group 70 International            Architectural
                                  Services                 $13,582

Vaccarino Associates              Marketing Services       $10,300

Stryker, Duensing, Casner         Attorney Fees             $7,249

OBM International                 Design Services           $6,312

Zieman, Speegle, Jackson          Attorney Fees             $3,890

Kraus-Manning, Inc.               Professional Services     $2,155

Hawaii Construction
Management                        Professional Services     $1,927

Nicole Bollentini                 Professional Services     $1,813

URS Corporation                   Engineering Services      $1,385

Chicago, Illinois-based PRM Smith Bay, LLC, aka PRM Smith Bay,
LLP, filed for Chapter 11 bankruptcy protection on January 20,
2011 (Bankr. N.D. Tex. Case No. 11-30444).  Gerrit M. Pronske,
Esq., at Pronske & Patel, P.C., serves as the Debtor's bankruptcy
counsel.  The Debtor estimated its assets at $10 million to
$50 million and debts at $1 million to $10 million.

Affiliates Bon Secour Partners, LLC (Bankr. N.D. Tex. Case No. 09-
37580), PRS II, LLC (Bankr. N.D. Tex. Case No. 09-31436), PRM
Realty Group, LLC (Bankr. N.D. Tex. Case No. 10-30241), PMP II,
LLC (Bankr. N.D. Tex. Case No. 10-30252), Maluhia Development
Group, LLC (Bankr. N.D. Tex. Case No. 10-30475), Maluhia One, LLC
(Bankr. N.D. Tex. Case No. 10-30987), Maluhia Eight, LLC (Bankr.
N.D. Tex. Case No. 10-30986), Maluhia Nine, LLC (Bankr. N.D. Tex.
Case No. 10-30988), Long Bay Partners, LLC (Bankr. N.D. Tex. Case
No. 10-35124), PRM Development, LLC (Bankr. N.D. Tex. Case No. 10-
35547), Little Hans Lollik Holdings, LLP (Bankr. N.D. Tex. Case
No. 10-36159), and Hans Lollick Land Company, Limited (Bankr. N.D.
Tex. Case No. 10-36161) filed separate Chapter 11 petitions.


PRM SMITH: Section 341(a) Meeting Scheduled for Feb. 22
-------------------------------------------------------
The U.S. Trustee for Region __ will convene a meeting of PRM Smith
Bay, LLC's creditors on February 22, 2011, at 1:30 p.m.  The
meeting will be held at the Office of the U.S. Trustee, 1100
Commerce Street, Room 976, Dallas, TX 75242.

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.

Chicago, Illinois-based PRM Smith Bay, LLC, aka PRM Smith Bay,
LLP, filed for Chapter 11 bankruptcy protection on January 20,
2011 (Bankr. N.D. Tex. Case No. 11-30444).  Gerrit M. Pronske,
Esq., at Pronske & Patel, P.C., serves as the Debtor's bankruptcy
counsel.  The Debtor estimated its assets at $10 million to
$50 million and debts at $1 million to $10 million.

Affiliates Bon Secour Partners, LLC (Bankr. N.D. Tex. Case No. 09-
37580), PRS II, LLC (Bankr. N.D. Tex. Case No. 09-31436), PRM
Realty Group, LLC (Bankr. N.D. Tex. Case No. 10-30241), PMP II,
LLC (Bankr. N.D. Tex. Case No. 10-30252), Maluhia Development
Group, LLC (Bankr. N.D. Tex. Case No. 10-30475), Maluhia One, LLC
(Bankr. N.D. Tex. Case No. 10-30987), Maluhia Eight, LLC (Bankr.
N.D. Tex. Case No. 10-30986), Maluhia Nine, LLC (Bankr. N.D. Tex.
Case No. 10-30988), Long Bay Partners, LLC (Bankr. N.D. Tex. Case
No. 10-35124), PRM Development, LLC (Bankr. N.D. Tex. Case No. 10-
35547), Little Hans Lollik Holdings, LLP (Bankr. N.D. Tex. Case
No. 10-36159), and Hans Lollick Land Company, Limited (Bankr. N.D.
Tex. Case No. 10-36161) filed separate Chapter 11 petitions.


RADIENT PHARMACEUTICALS: Set to Disclose Spin-Off Transactions
--------------------------------------------------------------
Shares of Radient Pharmaceuticals continue to rebound after seeing
a drop on news that officials at the NYSE Amex had issued the
company a delisting notice, Radient said.

The CEO of the Radient Pharmaceuticals, Douglas MacLellan,
responded publicly on Thursday.  He stated that his company will
attempt to convince officials at the Exchange to dismiss any
negative compliance issues now that his frim is close to
completing a substantial debt-to-equity swap and appears close to
spinning-off two subsidiaries.

"We didn't have adequate cash levels and were looking at creating
a financing when they contacted us originally," MacLellan
explained.  "At that point they said, we think you've got some
issues."

Since that time, MacLellan has been working with debtors,
financial advisors and shareholders to turn the company around.
Earlier this month, Exchange officials approved plans to put the
company on more secure footing, but listing compliance personnel
apparently did to account for the execution of those plans when
they contacted the company this week.

"For whatever reason, the Amex decided to be inflexible in their
procedures to determine whether we were in compliance or working
valiantly towards it.  They were only looking at our most recent
quarterly filings, dated back in the 3rd Quarter of last year, to
see if we were compliant; which we were not.  MacLellan said.
"Since that time we began converting a significant amount of debt
to equity. At this point, we are seeking an in-person hearing to
sort it all out."

Major announcements pertaining to the completion of those two
spin-off transactions are expected early next week and are likely
to impact the fundamental value of company shares.

MacLellan explained on Thursday afternoon that Radient's spin-offs
will distribute shares in two subsidiaries to the public while
retaining partial ownership.  This will allows investors to
capture the unrealized value of subsidiaries NuVax Therapeutics
and Jade Pharmaceuticals in order to isolate the implied value of
the parent company's core business.

"After we convert the debt, we'll have approximately $21 million
in net worth. With the re-valuation of those two assets it will
take us up to somewhere near $75 million in shareholder equity
alone."

The extinction of debt and re-balancing of shareholder equity
coupled with conservative projected revenues and existing sales
orders for the Company's early cancer detection kits should
resolve any outstanding solvency issues.  In fact, from a
valuation standpoint, shares of the company appear undervalued,
when compared to peers whose stocks trade at significant
multiples. The discrepancy is understandable, however, given the
recent uncertainty and lack of accurate guidance about the
Company's total number of shares outstanding.

Officials now estimate and publicly disclose that 95 million
shares should be converted and outstanding.  That number is close
to half of the 180 million shares that had been anticipated by
observers and analysts when the debt conversion process began over
three weeks ago.

                    About Radient Pharmaceuticals

Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is engaged in the
research, development, manufacturing, sale and marketing of its
ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States,
Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and
other markets throughout the world.

Radient said in October 2010 it incurred a trigger event on the
12% Convertible Notes issued in first and second quarter of 2010
due to its failure to have the related registration statement
declared effective by June 1, 2010.  The Company filed on Sept. 7,
2010, an Event of Default under those same notes occurred since it
did not hold the related shareholder meeting by August 31, 2010.

As reported in the Troubled Company Reporter on April 19, 2010,
KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company incurred a significant operating
loss and negative cash flows from operations in 2009 and had a
working capital deficit of $4.2 million at December 31, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$23.56 million in total assets, $34.22 million in total
liabilities, and a stockholders' deficit of $10.66 million.


REVEL ATLANTIC: S&P Assigns Preliminary 'B-' Corporate Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned Revel Atlantic City
LLC its preliminary corporate credit rating of 'B-'.  The rating
outlook is negative.

At the same time, S&P assigned Revel's proposed $700 million
first-lien term loan due 2017 S&P's preliminary issue-level rating
of 'B+' (two notches higher than the preliminary 'B-' corporate
credit rating).  S&P also assigned this debt a preliminary
recovery rating of '1', indicating S&P's expectation of very high
(90% to 100%) recovery for lenders in the event of a payment
default.  The proposed credit agreement also provides for a
$50 million revolving credit facility, which S&P believes will be
committed closer to the opening of the property.  The proposed
capital structure will also include an unrated $150 million senior
secured second-lien term loan due 2017 and an unrated $295 million
mezzanine loan due 2018.

The Company plans to use proceeds from the debt issuance to fund
approximately $1 billion of remaining development and construction
costs for Revel AC, establish an interest reserve account to fund
first-lien debt service during the remaining construction period
and the first six months following opening, and to fund
transaction fees and expenses.  Funded debt balances will total
about $1.1 billion upon the closing of the proposed financing.

"The preliminary 'B-' corporate credit rating reflects our belief
that the Company will be challenged to ramp up cash flow
generation to a level sufficient to satisfy debt service
obligations under the proposed capital structure," said Standard &
Poor's credit analyst Michael Listner, "as well as our expectation
for relatively weak credit measures."  The rating also reflects
Revel's reliance on a single property for cash flow generation in
a challenged gaming market and a business model that relies
heavily on spurring nascent demand from a distinct customer base -
- namely cash paying guests seeking a resort-type experience, as
well as convention and group visitors.


SAVE OUR SPRINGS: 5th Circuit Still Strict on Class Classification
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Court of Appeals in New Orleans used a small
case to make big law on classifying similarly situated creditors
into separate classes under a Chapter 11 plan.  According to Mr.
Rochelle, the opinion on Jan. 26 could make life difficult for
some companies reorganizing in the three states covered by the 5th
U.S. Court of Appeals for the Fifth Circuit: Louisiana,
Mississippi and Texas.

Mr. Rochelle relates that the issue arises when a bankrupt company
has one creditor whose claim is large enough to block approval of
the plan.  To overcome opposition, a bankrupt company will often
put the objecting creditor into a separate class, knowing that the
remaining creditors, as a different class, will vote "yes."
With one class voting for the plan, it's possible for the
bankruptcy judge to use the so-called cramdown process and confirm
the plan, even when the other class votes "no."

According to Mr. Rochelle, writing for the appeals court, U.S.
Circuit Judge Jerry E. Smith cited a 1991 5th Circuit case, called
Greystone, as holding that "debtors cannot place claims into
separate classes to gerrymander the vote -- that is, to create an
impaired class that will approve the plan."  Judge Smith said that
all unsecured creditors should have been in one class absent a
"legitimate reason," given that they were all to share the same
recovery.

Mr. Rochelle relates that Judge Smith said the bankrupt company
failed to convince the bankruptcy judge that the opposing creditor
had a sufficient "non-creditor interest" to justify separate
classification.  He said that a desire to avoid litigation in the
future is a noncreditor interest when the potential lawsuit in the
future is not related to the creditor's claim.  Judge Smith also
said the bankrupt company failed to convince the bankruptcy judge
that there was sufficient animosity to justify separate
classification.

The case involved Save Our Springs Alliance Inc., an Austin,
Texas-based environmental group.  The bankruptcy court dismissed
the Chapter 11 case at the behest of Sweetwater Austin Properties
LLC, an Austin housing developer.  Save Our Springs lost a lawsuit
to stop a Sweetwater development.  Upholding a Sweetwater
counterclaim to recover attorneys' fees in defending the suit, the
state court gave judgment in favor of Sweetwater that was filed as
a $295,000 claim when Save Our Springs later sought Chapter 11
protection to stop collection of the judgment.

The case is Save Our Springs Alliance Inc. v. WSI (II) Cos.
LLC, 09-50990 (5th Cir.).  A copy of the Jan. 26 decision is
available at http://is.gd/jxHQ4xfrom Leagle.com.

                           About SOS

Save Our Springs Alliance -- http://www.sosalliance.org/-- is a
non-profit organization whose aim is to protect the Edwards
Aquifer in Texas, its springs and contributing streams, and the
natural and cultural heritage of its Hill Country watersheds, with
special emphasis on the Barton Springs Edwards Aquifer.  The
Alliance filed for chapter 11 bankruptcy on April 10, 2007 (Bankr.
W.D. Texas Case No. 07-10642).  Weldon Ponder, Esq., represents
the Debtor in its restructuring efforts.

SOS Alliance filed for bankruptcy after the Texas Supreme Court
upheld the Court of Appeals ruling and declined to review the case
Save Our Springs Alliance v. Lazy Nine Municipal Utility District.
In addition, SOS Alliance was directed to pay $500,000 in
attorneys' fees.


SAVVIDIS REALTY: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Savvidis Realty
        210 Connecticut Avenue
        P.O. Box 736
        Norwalk, CT 06854

Bankruptcy Case No.: 11-30153

Chapter 11 Petition Date: January 26, 2011

Court: U.S. Bankruptcy Court
       District of Connecticut (New Haven)

Debtor's Counsel: Barbara H. Katz, Esq.
                  LAW OFFICE OF BARBARA H. KATZ
                  57 Trumbull Street
                  New Haven, CT 06510
                  Tel: (203) 772-4828
                  E-mail: barbarakatz@snet.net

Scheduled Assets: $4,695,000

Scheduled Debts: $2,062,222

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ctb11-30153.pdf

The petition was signed by Andreas Savvidis, general partner.


SINCLAIR BROADCAST: Time Warner Talks Continue
----------------------------------------------
The Associated Press reports that Sinclair Broadcast Group and
Time Warner Cable agreed to another extension in their
negotiations over programming fees.  The AP says the parties'
previous contract, which expired at the end of 2010, has now been
extended until February 2.

Sinclair and Time Warner Cable are wrangling over how much Time
Warner Cable will pay Sinclair for the rights to include
Sinclair's broadcast stations in Time Warner channel lineups.
The AP relates Sinclair has said that the two sides have an
agreement in principle.  Sinclair is no longer threatening to pull
its channels, which include local affiliates of Fox, ABC and CBS.

                     About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

                           *     *     *

Sinclair Broadcast has a 'B1' corporate family rating from
Moody's.  It has a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.

"The CFR continues to reflect still high financial risk,
nonetheless, and the inherent cyclicality of the broadcast
television business, among other factors," Moody's said in August
2010.

"The 'B+' rating reflects S&P's expectation that Sinclair will be
able to reduce its leverage further by the end of 2010 through
revenue and EBITDA growth and lower debt balances," explained
Standard & Poor's credit analyst Deborah Kinzer in August.

Moody's Investors Service raised its ratings for Sinclair
Broadcast Group, Inc., and subsidiary Sinclair Television Group,
Inc., including the Corporate Family Rating and Probability-of-
Default Rating, each to Ba3 from B1, and the ratings for
individual debt instruments, concluding its review for possible
upgrade as initiated on August 5, 2010.  Moody's also assigned a
B2 (LGD 5, 87%) rating to the proposed $250 million issuance of
Senior Unsecured Notes due 2018 by STG.  The Speculative Grade
Liquidity Rating remains unchanged at SGL-2.  The rating outlook
is now stable.


SINCLAIR BROADCAST: Has Multi-Year Deal With Bright House
---------------------------------------------------------
Sinclair Broadcast Group, Inc., last week entered into a multi-
year agreement with Bright House Networks, LLC for the carriage of
six of the television stations it owns and/or operates in four
markets.  The granting of retransmission rights to Bright House
had previously been covered by the Time Warner Cable
retransmission agreement.  Sinclair and Time Warner have reached
an agreement in principle but not yet fully documented the terms.

The stations and markets covered under Bright House agreement are:
WTTA (Tampa, FL), WEAR and WFGX (Mobile, AL/Pensacola, FL), WTWC
(Tallahassee, FL), and WABM and WTTO (Birmingham, AL).

                     About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

                           *     *     *

Sinclair Broadcast has a 'B1' corporate family rating from
Moody's.  It has a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.

"The CFR continues to reflect still high financial risk,
nonetheless, and the inherent cyclicality of the broadcast
television business, among other factors," Moody's said in August
2010.

"The 'B+' rating reflects S&P's expectation that Sinclair will be
able to reduce its leverage further by the end of 2010 through
revenue and EBITDA growth and lower debt balances," explained
Standard & Poor's credit analyst Deborah Kinzer in August.

Moody's Investors Service raised its ratings for Sinclair
Broadcast Group, Inc., and subsidiary Sinclair Television Group,
Inc., including the Corporate Family Rating and Probability-of-
Default Rating, each to Ba3 from B1, and the ratings for
individual debt instruments, concluding its review for possible
upgrade as initiated on August 5, 2010.  Moody's also assigned a
B2 (LGD 5, 87%) rating to the proposed $250 million issuance of
Senior Unsecured Notes due 2018 by STG.  The Speculative Grade
Liquidity Rating remains unchanged at SGL-2.  The rating outlook
is now stable.


SINCLAIR BROADCAST: To Report Q4 2010 Results on February 9
-----------------------------------------------------------
Sinclair Broadcast Group, Inc., will report its fourth quarter
2010 earnings results at 7:30 a.m. ET on Wednesday, February 9,
2011, followed by a conference call to discuss the results at 8:30
a.m. ET.

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

                           *     *     *

Sinclair Broadcast has a 'B1' corporate family rating from
Moody's.  It has a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.

"The CFR continues to reflect still high financial risk,
nonetheless, and the inherent cyclicality of the broadcast
television business, among other factors," Moody's said in August
2010.

"The 'B+' rating reflects S&P's expectation that Sinclair will be
able to reduce its leverage further by the end of 2010 through
revenue and EBITDA growth and lower debt balances," explained
Standard & Poor's credit analyst Deborah Kinzer in August.

Moody's Investors Service raised its ratings for Sinclair
Broadcast Group, Inc., and subsidiary Sinclair Television Group,
Inc., including the Corporate Family Rating and Probability-of-
Default Rating, each to Ba3 from B1, and the ratings for
individual debt instruments, concluding its review for possible
upgrade as initiated on August 5, 2010.  Moody's also assigned a
B2 (LGD 5, 87%) rating to the proposed $250 million issuance of
Senior Unsecured Notes due 2018 by STG.  The Speculative Grade
Liquidity Rating remains unchanged at SGL-2.  The rating outlook
is now stable.


TCS SYSTEMS: Case Summary & 12 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: TCS Systems, Inc.
        P.O. Box 23433
        Knoxville, TN 37933

Bankruptcy Case No.: 11-30248

Chapter 11 Petition Date: January 26, 2011

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

Judge: Richard Stair Jr.

Debtor's Counsel: C. Dan Scott, Esq.
                  SCOTT LAW GROUP, PC
                  209 Chilhowee School Rd., Suite 16
                  Seymour, TN 37865
                  Tel: (865) 246-1050
                  Fax: (865) 246-1054
                  E-mail: dan@scottlawgroup.com

Scheduled Assets: $1,680,342

Scheduled Debts: $1,908,740

A list of the Company's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/tneb11-30248.pdf

The petition was signed by Michael F. Thomas, president.


TWCC HOLDING: Moody's Puts Ba3 Rating on Proposed $1.6BB Term Loan
------------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to TWCC Holding
Corp.'s proposed $1.6 billion senior secured first lien term loan
and $120 million revolving credit facility.  The new term loan
facility and revolver are expected to mature in 2017 and 2016,
respectively.  They are expected to be guaranteed by TWCC and all
its subsidiaries and secured by substantially all of the assets of
TWCC and the subsidiaries.  Net proceeds from the offering and
balance sheet cash will be used to repay TWCC's existing Ba2 rated
term loan and the $385 million remaining outstanding balance of
the company's unrated senior subordinated notes.  Moody's will
withdraw the existing term loan B Ba2 rating upon repayment.
Given the new debt structure includes only bank debt, the
company's Probability of Default Rating was changed from Ba3 to
B1.  The refinancing is roughly leverage neutral, but extends the
company's debt maturities and meaningfully improves the company's
free cash flow generation due to the interest cost savings.  The
rating outlook is stable.

Assignments:

Issuer: TWCC Holding Corp.

  -- Senior Secured Bank First Lien Term Loan, Assigned Ba3 (LGD3-
     35%)

  -- Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD-
     3, 35%)

TWCC is owned by NBC Universal and private equity funds including
Bain Capital Partners, LLC and Blackstone Management Partners LLC.
As a result of this new refinancing, Moody's estimates that TWCC's
run rate of cash interest expense will be reduced by about
$26 million per year.  Most of the interest cost savings is driven
by the refinancing of the remaining senior subordinated notes
which are yielding 13.5%.  When taking into consideration the
refinancing that occurred in March 2009, and this new all-bank
debt structure, the company will save approximately $70 million
per year as compared to the original LBO structure.  The stable
rating outlook assumes that advertising market conditions will
continue to improve and the company will benefit from healthy
contractual carriage fee increases.  As a result, Moody's expects
that TWCC will achieve low double digit EBITDA growth and will
generate improved free cash flow of nearly $100 million for 2011.
Moody's expects that TWCC will reduce debt via mandatory debt
amortization as well as the 50% excess cash flow sweep provision
expected in the new term loan facility agreement.

The Ba3 rating on the proposed facilities reflects the first
priority claim on the cash flow and assets, including the assets
and capital stock of TWCC's subsidiaries.  The change from the one
notch rating gap to parity with TWCC's Ba3 Corporate Family Rating
for the new bank debt ratings as compared to the former ratings
is driven by the elimination of the $385 million of senior
subordinated notes which provided loss absorption cushion in the
event of default.

The stable rating outlook reflects our expectation that leverage
will improve to comfortably under 6.0x by the end of 2011 through
EBITDA growth and a debt reduction.  Moody's anticipates the
company will continue to leverage the NBCU relationship to further
grow its brand, enhance its appeal to advertisers and expand
margins through cost savings.

The ratings could be downgraded if top line growth were to decline
materially because of an unanticipated secular revenue downturn or
increased competition, or if the company pursued expansions into
other content verticals or businesses, or made debt-financed
acquisitions, which negatively impacted margins and cash flow
generation, thereby preventing the company from making steady
progress towards reducing debt within the rating horizon such that
debt-to-EBITDA is sustained over 6.0x.

Debt reduction from cash flow or asset sales leading to debt-to-
EBITDA sustained below 4.5x would place upward pressure on the
rating.  An increase in the ownership stake by NBC Universal could
also have positive implications.

Moody's last rating action was on March 10, 2010, when it assigned
a Ba2 rating to the company's new term loan.

TWCC's ratings were assigned by evaluating factors Moody's
believes are relevant to the credit profile of the issuer,
like i) the business risk and competitive position of the
company versus others within its industry, ii) the capital
structure and financial risk of the company, iii) the projected
performance of the company over the near to intermediate term,
and iv) management's track record and tolerance for risk. These
attributes were compared against other issuers both within and
outside of TWCC's core industry and TWCC's ratings are believed to
be comparable to those of other issuers of similar credit risk.

TWCC Holding Corp. (d/b/a as The Weather Channel Companies),
headquartered in Atlanta, GA is a multi-platform media and
information company focused on providing weather information via a
variety of distribution platforms.  Content is delivered to
individuals most notably through its national U.S. cable network
"The Weather Channel", the Internet, and mobile.  TWCC also builds
radar systems and provides weather data and forecasting services
to a variety of industries.  TWCC is comprised of three operating
segments: The Weather Channel Networks, The Weather Channel
Interactive and Weather Services International Corporation.


URANUS DEVELOPMENT: Case Summary & 13 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Uranus Development LLC
        MCS 865, Winston Churchill 168
        San Juan, PR 00926

Bankruptcy Case No.: 11-00510

Chapter 11 Petition Date: January 26, 2011

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

Debtor's Counsel: Alexis Fuentes Hernandez, Esq.
                  FUENTES LAW OFFICES
                  P.O. Box 9022726
                  San Juan, PR 00902-2726
                  Tel: (787) 722-5216
                  Fax: (787) 722-5206
                  E-mail: alex@fuentes-law.com

Scheduled Assets: $5,100,000

Scheduled Debts: $51,005,926

A list of the Company's 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb11-00510.pdf

The petition was signed by Michael Redondo, president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Four Lions Corp.                       11-00419   01/25/11


YMCA OF MCHENRY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: YMCA of McHenry County
        fka YMCA Camp Algonquin
        fka Camp Algonquin
        fka Triple R Fel Pro
        701 Manor Road
        Crystal Lake, IL 60014

Bankruptcy Case No.: 11-80295

Chapter 11 Petition Date: January 26, 2011

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

Judge: Manuel Barbosa

Debtor's Counsel: Rosanne Ciambrone, Esq.
                  DUANE MORRIS LLP
                  190 South LaSalle Street Suite 3700
                  Chicago, IL 60603
                  Tel: (312) 499-6700
                  Fax: (312) 499-6701
                  E-mail: rciambrone@duanemorris.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/ilnb11-80295.pdf

The petition was signed by Robert L. Klein, president and CEO.


ZAMIR EQUITIES: HFZ Capital Acquires Defaulted Setai Condo Loan
---------------------------------------------------------------
The Wall Street Journal's Craig Karmin reports that Ziel Feldman,
head of HFZ Capital Group, won the bidding for the $147 million
loan used for the conversion of the Setai Wall Street condominium
and spa, people familiar with the matter said.  His bid of about
$80 million beat out more than a dozen other investors.

Mr. Karmin reports that Mr. Feldman declined to comment on his
plans for the Setai.  But other property developers and lawyers
say he will likely reach a deal with the developer, Zamir
Equities, to take control of the building.

Mr. Karmin says Asher Zamir, a principal at Zamir Equities, didn't
respond to a request for comment on Wednesday.  The report says
the loan, which is in default, was sold by Anglo Irish Bank Corp.,
the troubled bank that was nationalized last year after suffering
losses on property loans abroad when the market collapsed.
Holliday Fenoglio Fowler ran the sale.

The Setai already has tenants, including a spa and an Asian fusion
restaurant.

The report relates the 34-story former office building initially
had sales contracts for more than half of its 162 condo units. But
the New York attorney general released buyers from those
obligations in 2009 after the project ran aground with
construction delays and cost overruns, according to condo
documents.

The report also says Mr. Zamir said in November that buyers have
closed on about 40% of the units, and another 10% are in contract.

The Journal notes the New York attorney general's office has
halted any additional closings because of questions about the
project's financing.  The developer also ran into problems with
the Setai Group, a hotel and development company that alleged in
state court that some of the building's features are below Setai
standards.

According to the Journal, the Setai, seeking unspecified damages,
alleges breach of contract.  Mr. Zamir has declined to comment on
the suit.

The Journal says the sale of the Setai loan was part of Anglo
Irish's plan to raise cash by dumping real-estate assets.


* Professional Services Most Profitable in 2010
-----------------------------------------------
Professional service companies of various types occupied all of
the 10 top spots in the list of nonpublic companies with the
highest net profit margins in 2010, Bill Rochelle, the bankruptcy
columnist for Bloomberg News, reported, citing a study by
Sageworks Inc.

According to Sageworks, health-care providers occupied four of the
top 10 spots.  With the exception of printers, the 10 least
profitable categories, as measured by net profit margin, were all
in industries related to construction, said Sageworks, a provider
of financial information about nonpublic businesses.

Mr. Rochelle notes that all categories of professional service
companies had increased revenue in 2010.  All except two of the
least profitable categories of companies had revenue declines in
2010.


* William Hill Retiring From North Dakota Bankruptcy Court
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. Bankruptcy Judge William A. Hill in Fargo, North
Dakota, is retiring after 36 years in federal service.  Judge
Hill, 64, is the only U.S. bankruptcy judge in North Dakota.  He
handles cases in four different courthouses in the state.

According to Mr. Rochelle's report, while bankruptcies have been
rising to near records elsewhere, Judge Hill said in an interview
that favorable commodity and oil prices have minimized filings in
his state.

When asked if he intends to work after retirement, Judge Hill
said, "I don't want to be pinned down to anything."

Judge Hill's retirement will be effective Aug. 21, according to
bankruptcy court clerk Dianne Schmitz.  Announcing his retirement
in advance provides time for designating a successor, she said.

Judge Hill received his undergraduate and law degrees from the
University of North Dakota.  He became a U.S. magistrate judge in
1975 before his appointment to the bankruptcy bench in 1983.
Before serving as a magistrate, Hill was deputy secretary of state
in North Dakota.


* S&P: 2010 U.S. Corp. Default Rate Falls Below Forecast
--------------------------------------------------------
In an article published January 28 titled, "2010 U.S. Corporate
Default Rate: Actual Better Than Forecast," Standard & Poor's
Ratings Services noted that it expected the trailing 12-month U.S.
corporate speculative-grade default rate to fall from 11.1% at
year-end 2009 to a baseline forecast of 5% by the end of 2010,
equivalent to 70 defaults in the year.  The actual number of
speculative-grade defaulters in 2010 was 45 entities, which
translates to a default rate of 3.27%.

"The 2010 default rate of 3.27% is even lower than our optimistic
expectation of 4.3% (60 defaulters), owing to a stronger and
faster-than-expected economic recovery and a significant infusion
of liquidity that we did not anticipate at the beginning of the
year," said Diane Vazza, head of Standard & Poor's Global Fixed
Income Research.

"The rise and fall of the U.S. default rate in the current cycle
is unprecedented, both in its steepness and magnitude," noted Ms.
Vazza.  "From a 25-year low of 1% in December 2007, the default
rate rose for 23 consecutive months and peaked in November 2009 at
11.42% -- a level exceeded only four times in the 30-year history
of the time series."

This record 10.42% increase in the default rate from trough to
peak over 23 months yields an average increase of nearly half a
percentage point per month.  By comparison, the next-steepest
increase in the default rate occurred in 1991, when the default
rate increased by an average of 0.38% per month, rising from 2.64%
in May 1989 to an all-time high of 12.54% in July 1991.

Standard & Poor's most recent forecast anticipates that the
default rate will continue declining in 2011 to 2.4% in September
2011.

The report is available to RatingsDirect subscribers on the Global
Credit Portal at http://www.globalcreditportal.com/and
RatingsDirect subscribers at http://www.ratingsdirect.com/


* 4 More Banks Shuttered; Year's Failures Now 11
------------------------------------------------
Regulators seized, and the Federal Deposit Insurance Corp. was
appointed receiver for, four U.S. banks with combined assets of
$3.38 billion on Friday.  The year's failures have now reached 11.

U.S. Bancorp, the fifth-biggest U.S. commercial bank by deposits,
acquired First Community Bank in Taos, New Mexico, with
$1.8 billion in deposits and about $2.1 billion in assets.

Bank 7 took over the deposits at The First State Bank, in Camargo,
Oklahoma, and McFarland State Bank took over Evergreen State Bank,
at Stoughton, Wisconsin.

The FDIC failed to find a buyer for the assets or deposits of
FirsTier Bank, in Louisville, Colorado.  To protect the
depositors, the FDIC created the Deposit Insurance National Bank
of Louisville, which will remain open until February 28, 2011, to
allow depositors access to their insured deposits and time to open
accounts at other insured institutions.

"This acquisition is an extension of U.S. Bank's banking franchise
into its 25th contiguous state, and it immediately establishes us
as one of the top three banks in terms of market share in the
attractive New Mexico market," John Elmore, executive vice
president of community banking, said in a statement.

According to Bloomberg News, banks continue to shut under the
weight of bad loans tied to commercial real estate even as debt
investors return to mortgage bonds, wagering that the worst is
over.  Sales of commercial-mortgage backed securities are poised
to climb to $45 billion this year, according to data compiled by
JPMorgan Chase & Co. Banks arranged $11.5 billion of the debt in
2010.

                    2011 Failed Banks List

The FDIC was appointed as receiver for the closed banks.  To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with various banks that agreed to assume the
deposits of most of the closed banks.  The FDIC also entered into
loss-share transactions on assets bought by the banks.

For this year, the failed banks are:

                                 Loss-Share
                                 Transaction Party   FDIC Cost
                     Assets of   Bank That Assumed   to Insurance
                     Closed Bank Deposits & Bought   Fund
   Closed Bank       (millions)  Certain Assets      (millions)
   -----------       ----------- --------------      -----------
The First State Bank      $43.5  Bank 7                    $20.1
First Community Bank   $2,310.0  U.S. Bank, N.A.          $260.0
FirsTier Bank            $781.5  No Acquirer              $242.6
Evergreen State          $246.5  McFarland State           $22.8

The Bank of Asheville    $195.1  First Bank                $56.2
CommunitySouth Bank      $440.6  Certus Bank               $46.3
Enterprise Banking       $100.9  [No Acquirer]             $39.6
United Western Bank    $2,050.0  First-Citizens Bank      $312.8
Oglethorpe Bank          $230.6  Bank of the Ozarks        $80.4
Legacy Bank, Arizona     $150.6  Enterprise Bank & Trust   $27.9
First Commercial Bank    $598.5  First Southern Bank       $78.0

In 2010, there were 157 failed banks, compared with 140 in 2009
and just 25 for 2008.

A complete list of banks that failed since 2000 is available at:

  http://www.fdic.gov/bank/individual/failed/banklist.html

              860 Banks Now in FDIC's Problem List

The FDIC said in is latest quarterly banking profile that the
number of institutions on its "Problem List" rose to 860 as of
Sept. 30, 2010 from 829 at June 30, 2010.  There were 775 banks on
the list at the end of the first quarter.

The FDIC, however, pointed out that the total assets of "problem"
institutions declined from $403 billion to $379 billion.  The
number of "problem" institutions is the highest since March 31,
1993, when there were 928.

The Deposit Insurance Fund balance -- the net worth of the fund --
was negative $8 billion at the end of the third quarter of 2010
from negative $15.2 billion from June 30, 2010.

Chairman Bair said, "The industry has come a long way in cleaning
up balance sheets, building capital, and adjusting to changes in
financial markets and the economy.  But the adjustments are not
over, and this is no time for complacency."

                Problem Institutions      Failed Institutions
                --------------------      -------------------
Year           Number  Assets (Mil)      Number  Assets (Mil)
----           ------  ------------      ------  ------------
2009              702      $402,800         140      $169,700
2008              252      $159,405          25      $371,945
2007               76       $22,189           3        $2,615
2006               50        $8,265           0            $0
2005               52        $6,607           0            $0
2004               80       $28,250           4          $170


* Weiland Golden Names Kyra Andrassy & Reem Bello as Partners
-------------------------------------------------------------
Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP, a Costa Mesa,
California-based insolvency and restructuring law firm, today
announced that Kyra E. Andrassy and Reem J. Bello were named
partners of the firm. Hutchison B. Meltzer and Autumn D. Spaeth
were named senior counsel of the firm.

"We're pleased to recognize these talented and committed members
of our firm as partners and senior counsel," said Jeffrey I.
Golden, a founding partner of Weiland, Golden, Smiley, Wang Ekvall
& Strok, LLP.

Andrassy, Bello and Meltzer concentrate their practice in
insolvency matters representing debtors, creditors and trustees.
Spaeth concentrates her practice on bankruptcy related litigation,
the representation of trustees and receivers, and business
litigation.  She is experienced in a wide range of matters
including intellectual property litigation and partnership
disputes.

"These appointments exhibit the confidence we have in their
abilities as outstanding bankruptcy counsel, as well as their
track record in resolving clients' bankruptcy issues, their
valuable contributions to the bankruptcy courts and inroads to the
community at large," stated Lei Lei Wang Ekvall, partner.

Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP has established
a tradition of hiring associates who have received practical
training in the bankruptcy courts as judicial law clerks and
encouraging them to remain active in the professional legal
bankruptcy community.  All associates attended highly ranked law
schools or joined the firm with experience from highly respected
law firms.

Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP is uniquely
qualified to represent debtors, creditors, creditors' committees,
trustees, asset purchasers and other parties in bankruptcy cases,
receiverships, private workouts and settlement negotiations.  The
firm's bankruptcy attorneys serve as bankruptcy trustees and
receivers.  The firm's transactional attorneys are skilled in
business acquisitions and mergers, secured lending transactions,
the acquisition, financing, development, subdivision, leasing and
sale of real property, and general corporate and business matters.
Martindale-Hubbell Law Directory awarded the firm an "AV" rating,
the highest possible ranking (http://calbf.org/journal.htm).
Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP has been
recognized in U.S. News & World Report - "Best Lawyers" and "Best
Law Firms 2010."


* BOND PRICING -- For Week From Jan. 24 to 28, 2011
---------------------------------------------------

  Company           Coupon    Maturity   Bid Price
  -------           ------    --------   ---------
155 E TROPICANA       8.750%     4/1/2012     4.659
ABITIBI-CONS FIN      7.875%     8/1/2009    15.125
ADVANTA CAP TR        8.990%   12/17/2026    13.000
AMBAC INC             5.950%    12/5/2035    13.750
AMBAC INC             6.150%     2/7/2087     2.500
AMBAC INC             7.500%     5/1/2023    13.625
AMBAC INC             9.375%     8/1/2011    22.125
AMBAC INC             9.500%    2/15/2021    13.625
AMBASSADORS INTL      3.750%    4/15/2027    38.250
BANK NEW ENGLAND      8.750%     4/1/1999    11.250
BANK NEW ENGLAND      9.875%    9/15/1999    13.000
BANKUNITED FINL       6.370%    5/17/2012     7.750
BLOCKBUSTER INC       9.000%     9/1/2012     1.875
BOWATER INC           6.500%    6/15/2013    31.000
CAPMARK FINL GRP      5.875%    5/10/2012    46.000
COLONIAL BANK         6.375%    12/1/2015     0.200
COMCAST CABLE         6.750%    1/30/2011   100.250
CS FINANCING CO      10.000%    3/15/2012     3.000
CURAGEN CORP          4.000%    2/15/2011    90.300
DUNE ENERGY INC      10.500%     6/1/2012    74.500
EDDIE BAUER HLDG      5.250%     4/1/2014     5.000
EVERGREEN SOLAR       4.000%    7/15/2013    29.000
EVERGREEN SOLAR      13.000%    4/15/2015    63.345
FAIRPOINT COMMUN     13.125%     4/1/2018    10.375
FAIRPOINT COMMUN     13.125%     4/2/2018    11.075
FRIEDE GOLDMAN        4.500%    9/15/2004     0.950
GENERAL MOTORS        7.125%    7/15/2013    34.000
GENERAL MOTORS        9.450%    11/1/2011    32.000
GREAT ATLA & PAC      5.125%    6/15/2011    34.798
GREAT ATLA & PAC      6.750%   12/15/2012    31.000
GREAT ATLANTIC        9.125%   12/15/2011    27.425
HARRY & DAVID OP      9.000%     3/1/2013    38.000
INDALEX HOLD         11.500%     2/1/2014     0.750
LEHMAN BROS HLDG      1.500%    3/23/2012    22.875
LEHMAN BROS HLDG      1.985%    6/29/2012    10.000
LEHMAN BROS HLDG      4.500%     8/3/2011    22.000
LEHMAN BROS HLDG      4.700%     3/6/2013    22.500
LEHMAN BROS HLDG      4.800%    2/27/2013    22.750
LEHMAN BROS HLDG      4.800%    3/13/2014    23.500
LEHMAN BROS HLDG      5.000%    1/22/2013    22.750
LEHMAN BROS HLDG      5.000%    2/11/2013    22.000
LEHMAN BROS HLDG      5.000%    3/27/2013    22.271
LEHMAN BROS HLDG      5.000%     8/3/2014    21.250
LEHMAN BROS HLDG      5.000%     8/5/2015    23.000
LEHMAN BROS HLDG      5.100%    1/28/2013    22.000
LEHMAN BROS HLDG      5.150%     2/4/2015    20.500
LEHMAN BROS HLDG      5.250%     2/6/2012    23.150
LEHMAN BROS HLDG      5.250%    2/11/2015    22.510
LEHMAN BROS HLDG      5.500%     4/4/2016    24.000
LEHMAN BROS HLDG      5.625%    1/24/2013    24.875
LEHMAN BROS HLDG      5.750%    7/18/2011    24.129
LEHMAN BROS HLDG      5.750%    5/17/2013    22.625
LEHMAN BROS HLDG      5.750%     1/3/2017     0.010
LEHMAN BROS HLDG      6.000%    7/19/2012    22.625
LEHMAN BROS HLDG      6.000%    6/26/2015    22.750
LEHMAN BROS HLDG      6.000%   12/18/2015    22.500
LEHMAN BROS HLDG      6.000%    2/12/2018    22.750
LEHMAN BROS HLDG      6.200%    9/26/2014    22.500
LEHMAN BROS HLDG      6.625%    1/18/2012    23.500
LEHMAN BROS HLDG      7.000%    4/16/2019    20.500
LEHMAN BROS HLDG      8.000%     3/5/2022    21.750
LEHMAN BROS HLDG      8.050%    1/15/2019    21.750
LEHMAN BROS HLDG      8.500%     8/1/2015    21.500
LEHMAN BROS HLDG      8.500%    6/15/2022    21.750
LEHMAN BROS HLDG      8.750%   12/21/2021    22.500
LEHMAN BROS HLDG      8.800%     3/1/2015    22.750
LEHMAN BROS HLDG      9.000%     3/7/2023    21.750
LEHMAN BROS HLDG      9.500%   12/28/2022    22.500
LEHMAN BROS HLDG      9.500%    1/30/2023    22.500
LEHMAN BROS HLDG      9.500%    2/27/2023    20.000
LEHMAN BROS HLDG     10.000%    3/13/2023    21.425
LEHMAN BROS HLDG     10.375%    5/24/2024    22.061
LEHMAN BROS HLDG     11.000%    6/22/2022    22.510
LEHMAN BROS HLDG     11.000%    3/17/2028    20.000
LEHMAN BROS HLDG     18.000%    7/14/2023    22.500
LEHMAN BROS INC       7.500%     8/1/2026    12.000
LOCAL INSIGHT        11.000%    12/1/2017    13.000
MAGNA ENTERTAINM      7.250%   12/15/2009     3.000
MAJESTIC STAR         9.750%    1/15/2011    16.000
MOHEGAN TRIBAL        8.375%     7/1/2011    59.000
NETWORK COMMUNIC     10.750%    12/1/2013    18.500
NEWPAGE CORP         10.000%     5/1/2012    65.000
NEWPAGE CORP         12.000%     5/1/2013    29.250
PALM HARBOR           3.250%    5/15/2024    44.000
RASER TECH INC        8.000%     4/1/2013    35.250
RDEN-CALL02/11        7.750%    1/15/2014   101.100
RESTAURANT CO        10.000%    10/1/2013    35.000
RESTAURANT CO        10.000%    10/1/2013    30.375
RJ TOWER CORP        12.000%     6/1/2013     1.000
RYERSON TULL INC      8.250%   12/15/2011    65.020
SBARRO INC           10.375%     2/1/2015    34.050
SPHERIS INC          11.000%   12/15/2012     1.500
THORNBURG MTG         8.000%    5/15/2013     4.000
TIMES MIRROR CO       7.250%     3/1/2013    37.550
TRANS-LUX CORP        8.250%     3/1/2012    14.750
TRICO MARINE          3.000%    1/15/2027     7.000
TRICO MARINE SER      8.125%     2/1/2013    11.000
VERTIS INC           18.500%    10/1/2012    23.875
VESTA INSUR GRP       8.750%    7/15/2025     0.500
VIRGIN RIVER CAS      9.000%    1/15/2012    50.000
WASH MUT BANK NV      5.500%    1/15/2013     0.010
WCI COMMUNITIES       4.000%     8/5/2023     1.302
WOLVERINE TUBE       15.000%    3/31/2012    36.000



                           *********

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.

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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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