TCR_Public/110208.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, February 8, 2011, Vol. 15, No. 38

                            Headlines

3-B'S LAND: Case Summary & 19 Largest Unsecured Creditors
AASHIK ASSOCIATES: In Talks with U.S. Trustee Over Burns Hiring
ACCESS HOME: Case Summary & 8 Largest Unsecured Creditors
ACCUITY INC: S&P Raises Corporate Credit Rating to 'B'
AFFINION GROUP: Moody's Assigns 'Ba3' Rating to $250 Mil. Loan

AG ENERGY: Court Dismisses Chapter 11 Bankruptcy Case
AGRI-BEST: Hilco Completes Sale of Protein Solutions Assets
AIRTRAN HOLDINGS: Reported Annual Loss Once in Past 6 Years
ALERIS INT'L: Court Rejects Holt's Bid to Repossess Equipment
AMBAC FINANCIAL: AAC Reaches Settlement With Monorail Bondholders

AMBAC FINANCIAL: Removal Period Extended Until June 7
AMBAC FINANCIAL: Wants Plan Filing Exclusivity Until Sept. 6
AMBAC FINANCIAL: Wants Until June 6 to Decide on Leases
AMERICAN DIAGNOSTIC: Files Schedules of Assets & Liabilities
AMERICAN DIAGNOSTIC: Section 341(a) Meeting Scheduled for March 3

AMERICAN DIAGNOSTIC: Taps Springer Brown as Bankruptcy Counsel
ARVINMERITOR INC: Reports $2-Mil. Net Income in Dec. 31 Quarter
ARYX THERAPEUTICS: BioSurplus Selected to Liquidate Firm
ASARCO LLC: Plan Admin. Proposes to Distribute Unclaimed Funds
ASARCO LLC: Plan Admin. Wants Until March 22 to Object to Claims

ASARCO LLC: Plan Payments Total $16 Mil. in 2010 4th Quarter
ATLAS PIPELINE: S&P Raises Corporate Credit Rating to 'B+'
AXCAN INTERMEDIATE: Financing Terms Won't Affect Moody's Ratings
B-SCT1 LLC: Voluntary Chapter 11 Case Summary
BURGER KING: Loan Re-Price Won't Affect Moody's 'B2' Ratings

CAPITAL CARGO: Case Summary & 20 Largest Unsecured Creditors
CAPITOL BANCORP: Completes Trust-Preferred Securities Exchange
CATHOLIC CHURCH: Milwaukee Wins Nod for Whyte as Counsel
CATHOLIC CHURCH: Milwaukee Wins OK for O'Neil as Special Counsel
CATHOLIC CHURCH: San Antonio Diocese Settles Suits vs. Fiala

CATHOLIC CHURCH: Wilm. Settles With Abuse Survivors for $77.4MM
CINRAM INT'L: Bank Debt Trades at 16% Off in Secondary Market
CITIZENS REPUBLIC: Fitch Junks Issuer Default Ratings From 'B-/B'
CLAIRE'S STORES: Bank Debt Trades at 3% Off in Secondary Market
CLAIRE'S STORES: Reports $422-Mil. of Net Sales in 4th Quarter

CLEAR CHANNEL: Bank Debt Trades at 10% Off in Secondary Market
CLEARWATER SEAFOODS: Moody's Assigns 'B3' Corporate Family Rating
CLUB DEAL: Case Summary & 4 Largest Unsecured Creditors
C.M.B., III: Union Fidelity Wants Chapter 11 Trustee
COLONIAL BANCGROUP: Wants Plan Outline Hearing Moved to March 16

COMMERCIAL BARGE: Moody's Downgrades Corp. Family Rating to 'B2'
CONTESSA PREMIUM: Asks for Court's Nod to Reject Aircraft Lease
CORNERSTONE BANCSHARES: Registers Series A Preferred Stock
CRUSADER ENERGY: Double C Has $401,957 Secured Claim
DAVITA INC: DSI Renal Deal Won't Affect Moody's 'Ba3' Rating

DBSD N.A.: LightSquared May Bid for DBSD & TerreStar
DEWITT REHABILITATION: 7 Members Appointed to Creditors Panel
DISH NETWORK: To Provide $87.5MM Financing to DBSD North America
EDWARDS FIBERGLASS: Case Summary & 20 Largest Unsecured Creditors
EVANS OIL: Section 341(a) Meeting Scheduled for March 17

EVANS OIL: Taps Hahn Loeser as Bankruptcy Counsel
EVANS OIL: Wants Garden City as Claims, Noticing & Balloting Agent
FALLON LUMINOUS: Bankr. Ct. Rejects iLight's Infringement Claim
FORD MOTOR: Retail Sales Hiked 27% in January
GAMETECH INT'L: Forbearance Expired Jan. 31; Lender Talks Continue

GAMETECH INT'L: Shares Now Trade at NASDAQ Capital Market
GRANDE VISTA: Hearing Tomorrow on Case Dismissal
GREAT ATLANTIC & PACIFIC: Harrison Wants Prompt Decision on Lease
GREAT ATLANTIC & PACIFIC: OfficeMax Insists Suit Should Go Forward
GREAT ATLANTIC & PACIFIC: Suppa Wants to Prosecute Insurance Claim

GUITAR CENTER: Bank Debt Trades at 4% Off in Secondary Market
HARMAN INTERNATIONAL: Moody's Affirms 'Ba2' Corp. Family Rating
HOTEL MANAGEMENT: Case Summary & 15 Largest Unsecured Creditors
HOUR CONSTRUCTION: Voluntary Chapter 11 Case Summary
HUBBARD PROPERTIES: Asks for Court's Nod to Use Cash Collateral

IMAGE METRICS: To Restate March and June Quarterly Reports
JAFFE-WEBSTER: Case Summary & 12 Largest Unsecured Creditors
JAMES HOWARD WINSLOW: Can Tap Country Boy's as Auctioneer
J.H. INVESTMENT: 11th Cir. Says Condo Buyer Keeps Unsecured Claim
KENMORE REALTY: Gets OK to Tap Crane Heyman as Bankr. Counsel

KRATON POLYMERS: S&P Downgrades Senior Unsec. Debt Rating to 'B+'
KRYSTAL KOACH: Claims Bar Date Set for March 15
LAS VEGAS MONORAIL: Bondholders Get $111-Mil. Cash From Ambac
LECG CORP: Obtains Limited Waiver from Lenders
LESLIE CONTROLS: Court Affirms Chapter 11 Reorganization Plan

MAUI LAND: To Fire Employees at Kapalua as Troon Takes Over
MCCLATCHY CO: UBS AG Discloses 5.49% Equity Stake
MARKET STREET: U.S. Trustee Drops Case Dismissal Request
MCCLATCHY COMPANY: Fitch Upgrades Issuer Default Rating to 'B-'
METAMORPHIX INC: To Sell Assets at March 8 Auction

METAMORPHIX INC: Wants Until April 1 to Propose Chapter 11 Plan
METAMORPHIX INC: Seeks Up to $115,000 in Postpetition Financing
METAMORPHIX INC: Unsecureds to Get 7.5% of Series B Common Stock
MOLECULAR INSIGHT: Savitr to Retain Control Under Mgmt. Plan
MRH ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors

NET TALK.COM: Issues 750,000 Shares Under Midtown Settlement
OM PROPERTIES: Case Summary & 4 Largest Unsecured Creditors
OPTIMUMBANK HOLDINGS: Commences 7.5MM Common Stock Offering
OVERLAND STORAGE: Jon Grober Discloses 7.3% Equity Stake
PRINCETON OFFICE: Not Bound by Goetz Baier-Success Treuhand Deal

PROSPECT MEDICAL: Moody's Affirms 'B3' Corporate Family Rating
QUALITY PROPERTIES: May Assume Lease From Bruno's Supermarkets
RALPH M DAY: Court Upholds Ch. 7 Trustee's Avoidance Power
REALOGY CORP: Bank Debt Trades at 3% Off in Secondary Market
REALOGY CORP: S&P Raises Corporate Credit Rating to 'CCC'

REYNOLDS GROUP: S&P Assigns 'BB' Rating to Senior Secured Debt
RILEY JOHN BEARD: In Talks With U.S. Trustee Over Burns Hiring
RMC2 PACIFIC: Case Summary & 11 Largest Unsecured Creditors
ROBERT N LUPO: Jacobs Can't Be Ch. 7 Trustee and Creditor
ROSA'S BETTER: Voluntary Chapter 11 Case Summary

ROTHSTEIN ROSENFELDT: Fla. Ct. Forfeits Stake in Various Assets
RUBEN HINOJOSA: U.S. Rep. in Ch. 11; Statement and Schedules Filed
S&G ASSOCIATES: Voluntary Chapter 11 Case Summary
SENSATA TECHNOLOGIES: Posts $131.38 Million Net Income in 2010
SERVICEMASTER COMPANY: Moody's Puts 'B1' Rating on $229 Mil. Loan

SEVERN BANCORP: Alan Hyatt Discloses 16.3% Equity Stake
SEVERN BANCORP: Melvin Meekins Has 5.6% Equity Stake
SITEBRAND.COM INC: Files for Bankruptcy Under BIA in Canada
SLM CORPORATION: Fitch Affirms 'BB' Preferred Stock Rating
SOURCEMEDIA INC: S&P Raises Corporate Credit Rating to 'B'

SOUTH EDGE: Inspirada Project to Have Chapter 11 Trustee
STARWOOD HOTELS: Fitch Affirms Issuer Default Rating at 'BB+'
STATION CASINOS: GVRG Admin. Claims Deadline Extended to Feb. 27
STATION CASINOS: Wants to Extend Letters of Credit Expiry Date
STATION CASINOS: Wins Nod to Solicit Bids for Rights Offering

SW GEORGIA ETHANOL: Receives Interim Loan Approval
TALON THERAPEUTICS: License Agreement Treated Confidential
TANGLEWOOD FARMS: Can Tap Country Boy's as Auctioneer
TBS INTERNATIONAL: Restructures Debt Obligations
TERRESTAR NETWORKS: LightSquared May Bid for DBSD & TerreStar

THERMOENERGY CORP: Xavier Dorai Appointed as BTCC President
TIB FINANCIAL: Shares Transferred to The NASDAQ Capital Market
TIGRENT INC: Russell Whitney Asserts Defense Costs
TODD NELSON: In Chapter 7; Owes $60,000 to Marysville
TOPE HOLDING: Case Summary & 4 Largest Unsecured Creditors

TRIBUNE CO: Bank Debt Trades at 27% Off in Secondary Market
TSG INC: Unsecureds to be Paid 70% Under Proposed Plan
TWIN EAGLES: Fla. Supreme Court Split in Krause Suit vs. Textron
UNISYS CORP: Reports $99MM Profit in Dec. 31 Quarter
UNITED WESTERN: Thomson Horstmann Does Not Own Any Securities

UNIVERSAL SOLAR: Amends 2009 Report to Add Material Weakness Note
US FIDELIS: Has Exclusivity Stretched to March 31
VIKAS & AMKO: Case Summary & 10 Largest Unsecured Creditors
VISUALANT INC: To Acquire Eagle Technologies USA
VISUALANT INC: Board Amends Governance Committee Charters

WALTER ENERGY: S&P Affirms 'BB-' Corporate Credit Rating
WILMINGTON PRINTING: Case Summary & 5 Largest Unsecured Creditors
WSK LLC: Voluntary Chapter 11 Case Summary
XODTEC LED: Amends Fiscal 2010 Report; Posts $3.55MM Net Loss
XODTEC LED: Amends May 31 Form 10-Q; Posts $207,900 Loss

YANKEE CANDLE: Moody's Affirms 'B2' Corporate Family Rating
YANKEE CANDLE: S&P Affirms 'B' Corporate Credit Rating
YRC WORLDWIDE: Issues 2.57MM Shares Under 6% Sr. Notes Offering
ZBB ENERGY: NYSE AMEX Accepts Firm's Compliance Plan

* Breckinridge Capital Advisors Challenges State-Level Bankruptcy

* Hennigan Bennett Lawyers Join Dewey & LeBoeuf Bankruptcy Team
* Pryor Cashman Welcomes Three Prominent Bankruptcy Attorneys

* Large Companies With Insolvent Balance Sheets

                            *********

3-B'S LAND: Case Summary & 19 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 3-B's Land & Gravel, LLC
        c/o 201 West Main
        Grangeville, ID 83530

Bankruptcy Case No.: 11-40864

Chapter 11 Petition Date: February 3, 2011

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

Judge: Paul B. Snyder

Debtor's Counsel: John D. Nellor, Esq.
                  NELLOR RETSINAS CRAWFORD PLLC
                  1201 Main St., P.O. Box 61918
                  Vancouver, WA 98666
                  Tel: (360) 695-8181
                  E-mail: jd@nellorlaw.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 19 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wawb11-40864.pdf

The petition was signed by Bob Blewett, member.


AASHIK ASSOCIATES: In Talks with U.S. Trustee Over Burns Hiring
---------------------------------------------------------------
John D. Burns and The Burns Law Firm and W. Clarkson McDow, Jr.,
the United States Trustee for Region 4, have agreed to extend the
time within which the United States Trustee may file any comment,
objection or other responsive pleading that he may have to Aashik
Associates, Inc.'s application to employ John D. Burns as attorney
to allow additional time to continue discussions to attempt to
resolve amicably certain concerns that have been expressed by the
United States Trustee.  Burns and the United States Trustee have
stipulated and agreed that the United States Trustee may have up
to and including February 9, 2011, to file a comment, objection or
other responsive pleading to the Application to Employ.

A copy of the Stipulation and Consent Order signed off by
Bankruptcy Judge Paul Mannes on February 1, 2011, is available
at http://is.gd/qPNfKjfrom Leagle.com.

The case is In re Aashik Associates, Inc., (Bankr. D. Md. Case No.
10-37401).  The Debtor is represented by:

          John D. Burns, Esq.
          THE BURNS LAW FIRM
          6303 Ivy Lane, Suite 102
          Greenbelt, MD 20770
          Telephone: (301) 441-8780
          E-mail: burnslaw@burnslaw.algxmail.com


ACCESS HOME: Case Summary & 8 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Access Home Care, Inc.
        6621 Richmond Highway
        Alexandria, VA 22306

Bankruptcy Case No.: 11-10843

Chapter 11 Petition Date: February 4, 2011

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Robert G. Mayer

Debtor's Counsel: Kevin M. O'Donnell, Esq.
                  HENRY & O'DONNELL, P.C.
                  300 N. Washington Street, Suite 204
                  Alexandria, VA 22314
                  Tel: (703) 548-2100
                  Fax: (703) 548-2105
                  E-mail: kmo@henrylaw.com

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

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

A list of the Company's eight largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/vaeb11-10843.pdf

The petition was signed by Anna Mensah-Nti, president.


ACCUITY INC: S&P Raises Corporate Credit Rating to 'B'
------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on SourceMedia Inc. and Accuity Inc. which
are analyzed on a consolidated basis because they are owned by the
same parent company, Investcorp, and because both companies cross-
guarantee each other's borrowings to 'B' from 'CCC+'.  S&P removed
the rating from CreditWatch, where S&P placed it with positive
implications on Jan. 6, 2011.  The rating outlook is stable.

S&P also withdrew all ratings on the company's previous debt
following its completion of the refinancing transaction.

"The rating upgrade reflects the improvement in SourceMedia and
Accuity's consolidated liquidity after the refinancing was
completed, and S&P's view that liquidity will be adequate to meet
the company's operating and debt service needs," said Standard &
Poor's credit analyst Chris Valentine.  The company used proceeds
from the new term loan to refinance its entire capital structure.
The transaction relieved pressure from the company's current near-
term maturities.  The 'B' corporate credit rating reflects
SourceMedia's significant cash flow concentration in a small
number of financial publications, S&P's expectation that leverage
will remain high, an aggressive financial policy, and exposure to
the volatile financial and technology industries.

S&P characterizes SourceMedia's business risk profile as
vulnerable because of its high degree of business concentration
and risks arising from the migration of advertising revenues
to the Internet, which is highly fragmented and extremely
competitive.  S&P regards the company's financial risk profile
as highly leveraged because of its debt burden relative to a
variable EBITDA base.

SourceMedia publishes several well-established print financial
titles.  It derives more than 50% of its consolidated EBITDA from
its three largest publications, American Banker, The Bond Buyer,
and Financial Planning.  These businesses are exposed to
advertising volatility and keen competition in their industry
niche.  Traditional print financial publications face a
significant risk of continued secular declines in advertising.
While SourceMedia has increased the proportion of revenues it
derives from online businesses, the combination of secular
declines in print and the intense competition online makes for an
unfavorable intermediate-term outlook.


AFFINION GROUP: Moody's Assigns 'Ba3' Rating to $250 Mil. Loan
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to the
proposed $250 million senior secured credit facility add-on of
Affinion Group Holdings, Inc.  In addition, Moody's has lowered
the company's existing senior secured credit facilities rating to
Ba3 from Ba2, reflecting the incremental increase in senior debt
and lower collateral coverage in a distress scenario.  Proceeds
from the issuance are expected to be used to pay a $134.5 million
special dividend and the remaining funds to be used at a later
date for either debt repayment, the redemption of the remaining
preferred stock at holdings, acquisitions and general corporate
purposes.  These ratings have been assigned subject to Moody's
review of final documentation following completion of the
offering.  Moody's has also affirmed the B2 corporate family and
probability of default rating and, the SGL-2 speculative grade
liquidity rating.  The rating outlook is stable.

These instrument ratings and LGD assessments have been affected:

Affinion Group, Inc.

Rating assigned:

* $250 million senior secured credit facility due 2016 at Ba3
  (LGD2, 23%);

Ratings Lowered:

* $165 million senior secured revolver to Ba3 (LGD2, 23%) from Ba2
  (LGD2, 20%);

* $875 million senior secured term loan B to Ba3 (to LGD2, 23%)
  from Ba2 (LGD2, 20%);

Ratings Affirmed:

* Corporate Family Rating at B2;

* Probability of Default Rating at B2;

* $475 million senior notes due 2018 at B3 (LGD4, 66% from LGD4,
  60%)

* $356 million senior subordinated notes due 2015 at Caa1 (LGD5,
  84% from LGD5, 81%);

* Speculative Grade Liquidity Rating at SGL-2;

Affinion Group Holdings, Inc.

* $325M senior unsecured notes due 2015, Caa1 (LGD6, 93%);

                        Ratings Rationale

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

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

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

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

Affinion is a leading provider of marketing services and loyalty
programs to many of the largest financial service companies
globally.  The company provides credit monitoring and identity-
theft resolution, accidental death and dismemberment insurance,
discount travel services, loyalty programs, various checking
account and credit card enhancement services.  Affinion is 70%
owned by private equity sponsor Apollo Management V, L.P.'s.  For
the twelve months ended September 30, 2010, the company reported
revenue of approximately $1.4 billion.


AG ENERGY: Court Dismisses Chapter 11 Bankruptcy Case
-----------------------------------------------------
The Hon. Laura K. Grandy of the U.S. Bankruptcy Court for the
Southern District of Illinois has dismissed Ag Energy Resources
Inc.'s Chapter 11 bankruptcy case for failing to set up separate
accounts, file reports, and file a disclosure statement and a plan
of reorganization.  The Court had given the Debtor until
January 21, 2011, to file a Chapter 11 plan.

Benton, Illinois-based Ag Energy Resources, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Ill. Case No. 10-
41440) on September 23, 2010.  Keith D. Price, Esq., at Sanberg
Phoenix and Goutard, in St Louis, Missouri, serves as counsel to
the Debtor.  In its schedules, the Debtor disclosed $14,133,914 in
total assets and $9,651,006 in total liabilities as of the
Petition Date.


AGRI-BEST: Hilco Completes Sale of Protein Solutions Assets
-----------------------------------------------------------
Hilco Industrial, LLC disclosed the successful auction sale of
machinery and equipment from the bankruptcy estate of Chicago-
based Protein Solutions, Inc., a custom, portion controlled meat
processor of beef and pork, serving the national restaurant
industry.  The combined on-site and online auction, which
attracted nearly 300 bidders, generated revenues in excess of
expectations.

Bidders from 33 states and three countries outside the U.S.
participated in the sale of over 600 lots of machinery and
equipment located within the company's 165,000 square foot
processing plant, located at 4430 S. Tripp Avenue in Chicago.
Included among the items were stainless steel bank saws, injectors
and vacuum packaging machinery.

Commenting on the sale results, Robert Levy, a managing partner
with Hilco Industrial, said, "Participation in the sale was strong
and results exceeded expectations. The excellent collection of
assets in this world-class facility attracted significant
interest."

Stephan Wolf, also a managing partner of Hilco Industrial, said,
"We employed advanced webcast auction technology for this sale in
order to maximize the number of bidder participants and provide
all bidders with full and equal access to the sale process."

                      About Hilco Industrial

Hilco Industrial provides industrial asset disposition services,
specializing in machinery, equipment and inventory auctions and
negotiated sales.  It sells the broad range of industrial assets
found in manufacturing, wholesale and distribution companies.
Hilco Industrial performs dispositions through on-site, online and
combination "webcast" auction sale events as well as negotiated
(private treaty) sales.  Hilco Industrial has capital to put at
risk and often acquires assets or provides guarantees.  It also
provides asset disposition services on a fee or commission basis.
Hilco Industrial began operations in its current form in 2000.  It
is headquartered in Farmington Hills, Michigan, and maintains
offices in key cities in North America and the United Kingdom.

                          About Agri-Best

Chicago, Illinois-based Agri-Best Holdings LLC, dba Protein
Solutions and Agri-Best Properties, LLC, processes and distributes
portion control meat products to national restaurant chains, food
distributors, and consumers.

Agri-Best filed for Chapter 11 bankruptcy protection on October 5,
2010 (Bankr. N.D. Ill. Lead Case No. 10-44595).  Agri-Best
estimated its assets and debts at $10 million to $50 million as of
the Petition Date.

Chicago, Illinois-based Agri-Best Properties LLC filed for
Chapter 11 bankruptcy protection on October 5, 2010 (Bankr. N.D.
Ill. Case No. 10-44600).  Steven B. Towbin, Esq., at Shaw Gussis,
Fishman Glantz, Wolfson & Towbin, LLC, represented Agri-Best
Properties in the Chapter 11 case.  Agri-Best Properties
estimated its assets and debts at $1 million to $10 million.

Judge Eugene R. Wedoff converted the Debtor's Chapter 11 case to
Chapter 7, effective as of December 1, 2010.  Ronald Peterson,
Esq., at Jenner & Block, was appointed Chapter 7 trustee.


AIRTRAN HOLDINGS: Reported Annual Loss Once in Past 6 Years
-----------------------------------------------------------
AirTran Holdings, Inc., had net income of $39 million on
$2.62 billion of operating revenue for the year ended December 31,
2010, compared with net income of $135 million on $2.34 billion of
operating revenue during the previous year.  The Company had net
income of $135 million in 2009, a net loss of $266 million in
2008, net income of $51 million in 2007, net income of $14 million
in 2006, and net income of $9 million in 2005.

AirTran said it had cash and short term investments of
$454 million, total assets of $2.179 billion, long-term debt of
$877 million, and stockholders' equity of $539 million as of Dec.
31, 2010.  Stockholders equity was $502 million at Dec. 31, 2009,
$281 million at the end of 2008, and $474 million at the end of
2007.

AirTran provided the information a Form 8-K containing a summary
of consolidated financial data for the years 2005 to 2010.  The
statement of operations data and the balance sheet data for 2010
are unaudited and preliminary.

A copy of the Form 8-K is available for free at
http://ResearchArchives.com/t/s?72da

                       About AirTran Holdings

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:
AAI) -- http://www.airtran.com/-- through its wholly owned
subsidiary, AirTran Airways, Inc., operates scheduled airline
service throughout the United States and to selected international
locations.

The Company's balance sheet at Sept. 30, 2010, showed
$2.18 billion in total assets, $601.77 million in total current
liabilities, $16.21 million in long-term capital lease
obligations, $885.89 million in long-term debt, $109.09 million in
other liabilities, $19.38 million in deferred income taxes,
$29.61 million in derivative financial instruments, and
stockholders' equity of $515.18 million.

                           *     *     *

AirTran carries 'Caa1' corporate family and probability of default
ratings from Moody's Investors Service.  It has 'B-' issuer credit
ratings from Standard & Poor's.

At the end of September 2010, Moody's said it has placed AirTran's
corporate family rating under review for possible upgrade, after
the announcement that Southwest Airlines, Inc., has entered into
a definitive agreement to acquire 100% of the outstanding common
stock of AirTran for cash and common stock aggregating
$1.4 billion.  The companies indicated that a closing would not
occur until sometime in the first half of 2011.


ALERIS INT'L: Court Rejects Holt's Bid to Repossess Equipment
-------------------------------------------------------------
Bankruptcy Judge Brendan Linehan Shannon denied Holt Equipment
Company, LLC's request for relief from the automatic stay to
repossess a 2007 Deere 644J 4WD Loader sold to Aleris
International, Inc.  The Motion requires the Court to determine
whether a seller of goods has any rights to the goods against a
debtor who has retained possession of the goods pursuant to a
sales contract but has not paid for them.  Specifically, is a
seller entitled to relief from the automatic stay to gain
immediate possession of goods for which the debtor has not paid if
the seller has neither possession of the goods nor a perfected
security interest in them?  Based on an analysis of the relevant
provisions of the Bankruptcy Code and the Uniform Commercial Code,
the Court concludes that under these circumstances the seller is
not entitled to relief from stay for the purpose of gaining
immediate possession of such goods because the seller's
unperfected security interest is subject to avoidance.

On January 12, 2009, Aleris executed a customer purchase order
form in Kentucky pursuant to which Holt sold the Equipment to
Aleris for $141,173.98.  Due to a prior rental arrangement between
the parties, Aleris was already in possession of the Equipment
since September 2008.

In June 2009, Holt filed the Motion for Relief From Stay to permit
it to take immediate possession of the Equipment.  In April 2010,
Holt filed a limited objection to the Debtors' First Amended Joint
Plan of Reorganization, pursuant to which it objected to any
impairment of its rights in and to the Equipment under the Plan,
thereby preserving its rights, if any, to the Equipment.  On
May 10, 2010, the Debtor stated in its omnibus reply to filed
objections to Plan confirmation that it had communicated to Holt's
counsel that the Debtor would honor whatever rights the Court
determines Holt has in the Equipment.  In reliance upon this
communication, Holt withdrew its objection to Plan confirmation.

Counsel for Holt Equipment Company, LLC, is:

          Jeffrey R. Waxman, Esq.
          MORRIS JAMES LLP
          500 Delaware Avenue, Suite 1500
          Wilmington, DE 19801-1494
          Telephone: 302-888-5842
          Facsimile: 302-571-1750
          E-mail: jwaxman@morrisjames.com

A copy of Judge Shannon's January 31, 2011 opinion is available
at http://is.gd/ECs76Lfrom Leagle.com.

                     About Aleris International

Beachwood, Ohio-based Aleris International, Inc., is a global
manufacturer of aluminum products, serving primarily the
aerospace, building and construction, containers and packaging,
metal distribution, and transportation industries.  Through its 42
production facilities located across North America, Europe, and
China, the company specializes in the manufacture and sale of
aluminum rolled and extruded products; aluminum recycling; and
specification alloy manufacturing.  Its operations are split into
three reporting segments: Rolled Products North America (30% of
fiscal 2009 revenues), Recycling and Specification Alloys Americas
(19%), and Europe (51%).  During the 12 months ended September 30,
2010, Aleris generated approximately $3.9 billion of revenues.

Aleris and various affiliates filed for bankruptcy on February 12,
2009 (Bankr. D. Del. Case No. 09-10478).  The Hon. Brendan Linehan
Shannon presided over the cases.  Stephen Karotkin, Esq., and
Debra A. Dandeneau, Esq., at Weil, Gotshal & Manges LLP in New
York, served as lead counsel for the Debtors.  L. Katherine Good,
Esq., and Paul Noble Heath, Esq., at Richards, Layton & Finger,
P.A., in Wilmington, Delaware, served as local counsel.  Moelis &
Company LLC, acted as financial advisors; Alvarez & Marsal LLC as
restructuring advisors, and Kurtzman Carson Consultants LLC as
claims and noticing agent for the Debtors.  As of December 31,
2008, the Debtors had total assets of US$4,168,700,000; and total
debts of US$3,978,699,000.

Judge Shannon confirmed Aleris' First Amended Plan of
Reorganization on May 13, 2010.  Aleris emerged from Chapter 11
protection on June 1, 2010.


AMBAC FINANCIAL: AAC Reaches Settlement With Monorail Bondholders
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that holders of 73% of the $451 million in bonds issued by
Las Vegas Monorail Co. agreed to accept $111 million cash and the
remainder in notes to be issued by the part of Ambac Assurance
Corp. in rehabilitation with the Wisconsin insurance commissioner,
Bond Buyer reported.

Mr. Rochelle relates the trustee for Monorail bondholders supports
the settlement.  The "commutation" would be made without awaiting
implementation of the Ambac rehabilitation.  The settlement is
similar to the rehabilitation scheme for the $50 billion in
policies that were put into a so-called segregated account by the
commissioner.

The rehabilitation, according to Mr. Rochelle, was approved in
January by a Wisconsin state court.  It entails the payment of 25%
in cash with the remainder in interest-bearing notes.  The
bondholders will retain whatever they collect from the Monorail
Chapter 11 reorganization, where they are being offered notes
totaling $18.5 million for their secured and deficiency claims.

                     About Las Vegas Monorail

Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail.  The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip.  LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail.  Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising.  LVMC says it
receives no governmental financial support or subsidies.

The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464).  Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort.  Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor.  Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel.  Jones Vargas is the Debtor's
special corporate counsel.  The Company disclosed $395,959,764 in
assets and $769,515,450 in liabilities as of the Petition Date.

In May 2010, Ambac Assurance Corp. lost its bid to stay the
bankruptcy case while a district court considers whether the
bankruptcy court wrongly rejected Ambac's argument that Monorail
was a municipality and thus ineligible to be a Chapter 11 debtor.

                       About Ambac Financial

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.  Lazard Freres &
Co. LLC is the Committee's financial advisor.

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


AMBAC FINANCIAL: Removal Period Extended Until June 7
-----------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York entered a final order, extending the
time by which Ambac Financial Group, Inc. must file notices of
removal of related civil actions to which it is or may become a
party to, through the later of:

  (i) June 7, 2011; or

(ii) 30 days after the entry of an order terminating the
      automatic stay with respect to a particular civil action
      sought to be removed.

Judge Chapman ruled that the Final Action Removal Period
Extension Order is without prejudice to the Debtor's right to
request a further extension of time to file notices of removal of
the Civil Actions.  The Order is also without prejudice to any
position the Debtor may take regarding whether Section 362 of the
Bankruptcy Code applies to any Civil Action, the Court held.

                       About Ambac Financial

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.  Lazard Freres &
Co. LLC is the Committee's financial advisor.

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


AMBAC FINANCIAL: Wants Plan Filing Exclusivity Until Sept. 6
------------------------------------------------------------
Pursuant to Section 1121(d) of the Bankruptcy Code, Ambac
Financial Group, Inc., asks Judge Shelley C. Chapman of the U.S.
Bankruptcy Court for the Southern District of New York to extend:

  (i) its exclusive deadline to file a Chapter 11 plan in its
      bankruptcy case through September 6, 2011; and

(ii) its exclusive deadline to solicit acceptances for that plan
      through November 3, 2011.

Section 1121(b) of the Bankruptcy Code provides for an initial
period of 120 days after the commencement of a Chapter 11 case
during which a debtor has the exclusive right to propose and file
a Chapter 11 plan.  Section 1121(c)(3) provides that if a debtor
files a plan within the 120-day Plan Period, it has a period of
180 days after the Petition Date to obtain acceptance of that
plan, during which time competing plans may not be filed.
Section 1121(d)(1) allows a bankruptcy court to extend the
exclusive periods upon showing of a cause.

The Debtor's current exclusive plan filing period will expire on
March 8, 2011, and its exclusive solicitation period will expire
on May 7, 2011.

Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York,
tells Judge Chapman that the Debtor has made good faith progress
towards reorganization.  He specifies these developments in the
Debtor's case:

  (A) The Debtor has primarily concentrated on stabilizing its
      businesses and ensuring a smooth transition into Chapter
      11, while at the same time, focusing on other time
      sensitive and complex aspects of this case.  The Debtor
      has been  working diligently to (i) maintain relationships
      with its vendors; (ii) prepare its Statement of Financial
      Affairs and Schedules of Assets and Liabilities; (iii)
      establish a bar date for filing proofs of claim; and (iv)
      complete other day-to-day Chapter 11 tasks.  The Debtor
      has also spent a considerable amount of time preparing
      motions, attending omnibus hearings, and preparing
      monthly operating reports.  Among other significant tasks,
      the Debtor has had to expend significant time and effort
      responding to the motion for relief from the automatic
      stay filed by Karthikeyan V. Veera.

  (B) On January 24, 2011, the U.S. District Court of Dane
      County, Wisconsin, confirmed Ambac Assurance Corporation's
      Plan of Rehabilitation filed by the Wisconsin Office of
      the Commissioner of Insurance.  Before entry of the
      confirmation order, the U.S. Internal Revenue Service
      filed on December 8, 2010, a notice of removal to the U.S.
      District Court for the Western District of Wisconsin.  On
      January 14, 2011, the Wisconsin District Court granted the
      Rehabilitator's motion for remand.  On January 18, 2011,
      the IRS filed a notice of appeal from the Wisconsin Remand
      Order.  The IRS Appeal is pending before the U.S. Court of
      Appeals for the Seventh Circuit.  Entry of the
      Rehabilitation Plan Confirmation Order is a significant
      step and will serve as the backdrop for further
      negotiations towards resolution of the issues between the
      Debtor, the Official Committee of Unsecured Creditors and
      the OCI in connection with the formulation of a consensual
      Plan.  Nevertheless, significant work is required to
      effectuate the Rehabilitation Plan and resolve the IRS
      Appeal.

  (C) The Debtor is moving forward with an adversary proceeding
      it commenced against the IRS, notwithstanding the
      potential delays caused by the agency's motion to withdraw
      reference from the Bankruptcy Court to the U.S. District
      for the Southern District of New York.  The determination
      of the Debtor's tax liability is a pivotal issue in the
      Debtor's Chapter 11 case.  Because of the profound impact
      the resolution of the IRS Adversary Proceeding will have
      on the structure of a Plan, whether proposed by the Debtor
      or another party, and the availability of recoveries
      pursuant to it, the management of the IRS Adversary
      Proceeding, including the Motion to Withdraw, has been a
      significant focus of the Debtor's officers, employees and
      professionals and has required a great deal of their time
      and effort.

  (D) The Debtor continues to participate in extensive
      negotiations with OCI and the Creditors Committee towards
      reaching an agreement on a balance-sheet restructuring to
      be accomplished through a consensual bankruptcy plan of
      reorganization.  Although December 31, 2010, was the
      deadline to reach a binding term sheet with respect to a
      Plan, that deadline has been extended by agreement of the
      parties until February 28, 2011.  The Debtor has responded
      to ongoing requests for documents from the Committee and
      expects to begin a large-scale document production in
      response to those requests.  Meanwhile, the Debtor, the
      OCI and the Committee continue to negotiate the terms of a
      Plan, meeting regularly to expeditiously reach a
      resolution of open issues.  The Debtor also continues to
      make significant progress toward resolution of matters
      that will have a significant impact on a Plan.

The Debtor is confident that, with the continued cooperation of
the Committee and other stakeholders, the proposed exclusivity
extension will enable the parties to continue to make significant
progress towards the development of a Plan in the upcoming
months, Mr. Ivanick says.  "However, the initial 120-day period
to develop a Plan would be insufficient in light of the size and
complexity of this case," he stresses.  Indeed, the Debtor has
about $1.6 billion in outstanding unsecured indebtedness to its
bondholders and related obligations that need to be reorganized,
he points out.

"Termination of the Exclusive Periods at this critical juncture
could give rise to the threat of litigation, the filing of
multiple plans, and a contentious confirmation process resulting
in increased administrative expenses and, consequently,
diminishing returns to the Debtor's creditors," Mr. Ivanick
asserts.

Mr. Ivanick assures Judge Chapman that providing the Debtor a
meaningful opportunity to develop a Plan through the proposed
exclusivity extension will not harm or prejudice the Debtor's
creditors or other parties-in-interest.  He further states that
the Debtor has been paying, and will continue to pay, its
postpetition debts as they become due.  The Debtor has sufficient
liquidity to carry on the normal course of its business during
the proposed extension of the Exclusive Periods, he maintains.

The Bankruptcy Court is set to consider the Debtor's request on
February 16, 2011.  Objections are due no later than February 9.

                       About Ambac Financial

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.  Lazard Freres &
Co. LLC is the Committee's financial advisor.

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


AMBAC FINANCIAL: Wants Until June 6 to Decide on Leases
-------------------------------------------------------
Pursuant to Section 365(d)(4) of the Bankruptcy Code, Ambac
Financial Group, Inc., asks Judge Shelley C. Chapman of the U.S.
Bankruptcy Court for the Southern District of New York to extend
the period by which it may assume or reject its unexpired non-
residential real property leases, through and including June 6,
2011.

The Debtor specifies two unexpired leases to which it is a party
to:

  1. A lease for a property located at One Street Plaza, New
     York 10004 between the Debtor and One State Street LLC; and

  2. A lease for a property located at 701 Grant Avenue, Lake
     Katrine, New York 12449 between the Debtor and Newmark
     Knight Frank.

The term of both Unexpired Leases will end on September 30, 2019.

Section 365(d)(4)(A) of the Bankruptcy Code provides for an
initial period of 120 days after the Petition Date during which a
debtor may assume or reject unexpired leases of nonresidential
real property under which the debtor is the lessee.  By virtue of
its bankruptcy filing, the Debtor's initial period to assume or
reject the Unexpired Leases will expire on March 8, 2011.

Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York,
emphasizes that cause exists to extend the Debtor's Lease
Decision Period.  She asserts that a number of significant tasks
have required the attention of the Debtor's employees, officers
and advisors.  Among other important tasks, the Debtor, the
Wisconsin Office of the Commissioner of Insurance and the
Official Committee of Unsecured Creditors continue to negotiate
the terms of a Plan.  "Against this backdrop, it would not be
prudent for the Debtor to make hasty determinations concerning
the assumption or rejection of the Unexpired Leases," she points
out.

The Debtor should not be forced at this early stage of its
Chapter 11 case to incur administrative claims or reject what may
prove to be valuable or necessary assets before the Debtor has
had a full opportunity to explore its options with respect to the
Unexpired Leases in the context of the overall plan process, Ms.
Weiss maintains.

Accordingly, the Debtor needs additional time to evaluate and
assess the value of the Unexpired Leases so that it may assume or
reject the Unexpired Leases in a manner that maximizes value for
its estates, Ms. Weiss relates.  Should the Debtor elect to
reject the Unexpired Leases it will need adequate time to
relocate its operations to adequate space, she stresses.

Ms. Weiss further states that the Debtor is timely paying for the
use of the property subject to the Unexpired Leases at the
applicable lease rates and is continuing to perform its other
obligations under the Unexpired Leases in a timely fashion, to
the extent required by Section 365(d)(3).  Pending the Debtor's
election to assume or reject the Unexpired Leases, the Debtor
expects to continue performance of all of its undisputed
obligations arising from and after the Petition Date, including
the payment of postpetition rent, she assures the Court.

Ms. Weiss adds that the Debtor was a party to a lease for office
space located at 7545 Irvine Center Drive, in Irvine, California.
The Irvine Lease expired on December 31, 2010 pursuant to its
terms.  As the Debtor does not seek to extend the term of the
Irvine Lease and vacated the premises before the expiration of
the lease, the Debtor seeks that, to the extent the lease did not
expire according to the terms on December 31, 2010, the Irvine
Lease be deemed rejected as of February 2, 2011.  The rejection
is out of an abundance of caution and will not be construed as an
admission by the Debtor that the lease did not expire pursuant to
its terms, Ms. Weiss asserts.

The Court will consider the Debtor's Lease Decision Extension
Motion on February 16, 2011.  Objections are due no later than
February 9.

                       About Ambac Financial

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.  Lazard Freres &
Co. LLC is the Committee's financial advisor.

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


AMERICAN DIAGNOSTIC: Files Schedules of Assets & Liabilities
------------------------------------------------------------
American Diagnostic Medicine Inc. has filed with the U.S.
Bankruptcy Court for the Northern District of Illinois its
schedules of assets and liabilities, disclosing:

  Name of Schedule                       Assets        Liabilities
  ----------------                       ------        -----------
A. Real Property                               $0
B. Personal Property                  $11,298,157
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                       $9,412,518
E. Creditors Holding
   Unsecured Priority
   Claims                                                       $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                               $1,704,444
                                      -----------      -----------
      TOTAL                           $11,298,157      $11,116,962

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 11-03368) on Jan. 28, 2011.
Joshua D. Greene, Esq., and Michael J. Davis, Esq., at Springer,
Brown, Covey, Gaetner & Davis, serves as the Debtor's bankruptcy
counsel.


AMERICAN DIAGNOSTIC: Section 341(a) Meeting Scheduled for March 3
-----------------------------------------------------------------
The U.S. Trustee for Region 11 will convene a meeting of American
Diagnostic Medicine Inc.'s creditors on March 3, 2011, at 3:00
p.m.  The meeting will be held at 219 South Dearborn, Office of
the U.S. Trustee, 8th Floor, Room 802, Chicago, Illinois 60604.

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.

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection on January 28, 2011 (Bankr. N.D. Ill. Case No. 11-
03368).  Joshua D. Greene, Esq., and Michael J. Davis, Esq., at
Springer, Brown, Covey, Gaetner & Davis, serves as the Debtor's
bankruptcy counsel.  According to its schedules, the Debtor
disclosed $11,298,157 in total assets and $11,116,962 in total
debts.


AMERICAN DIAGNOSTIC: Taps Springer Brown as Bankruptcy Counsel
--------------------------------------------------------------
American Diagnostic Medicine, Inc., asks for authorization from
the U.S. Bankruptcy Court for the Northern District of Illinois to
employ Springer, Brown, Covey, Gaertner & Davis, LLC, as
bankruptcy counsel.

Springer Brown will, among other things:

     (a) prepare motions, answers, orders, reports, and other
         legal papers in connection with the administration of the
         Debtor's estate;

     (b) attend meetings and negotiate with representation of
         creditors and other parties in interest, attend court
         hearings, and advise the Debtor on the conduct of its
         Chapter 11 case;

     (c) perform any and all other legal services for the Debtor
         in connection with Chapter 11 cases and with
         implementation of the Debtor's plan of reorganization;
         and

     (d) advise and assist the Debtor regarding all aspects of the
         plan confirmation process, including, but not limited to,
         negotiating and drafting a plan of reorganization and
         accompanying disclosure statement, securing the approval
         of a disclosure statement, soliciting votes in support of
         plan confirmation, and securing confirmation of the plan.

Springer Brown will be paid based on the hourly rates of its
professionals:

         Partners                       $395
         Associates                   $275-$310
         Paraprofessionals              $125

Michael J. Davis, Esq., a partner at Springer Brown, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Batavia, Illinois-based American Diagnostic Medicine Inc. provides
imaging technologies to hospitals, clinics, cardiologists,
internal medicine groups and other health care providers
throughout the United States.  It filed for Chapter 11 bankruptcy
protection on January 28, 2011 (Bankr. N.D. Ill. Case No. 11-
03368).  According to its schedules, the Debtor disclosed
$11,298,157 in total assets and $11,116,962 in total debts.


ARVINMERITOR INC: Reports $2-Mil. Net Income in Dec. 31 Quarter
---------------------------------------------------------------
ArvinMeritor, Inc., announced financial results for its first
fiscal quarter ended December 31, 2010.  The Company reported net
income of $2 million on $971 million of sales for the quarter
ended December 31, 2010, compared with net income of $3 million on
$800 million of sales for the same period in the prior year.

Adjusted EBITDA was $62 million, up $11 million or 22% from the
same period last year.

Cash flow from operations was negative $49 million in the first
quarter of fiscal year 2011, compared to positive $27 million in
the same period last year.

"Recovering commercial truck sales in all regions helped us to
deliver a 22-% increase in EBITDA year-over-year," said Chairman,
CEO and President Chip McClure.

The Company's balance sheet at December 31, 2010 showed
$2.814 billion in total assets, $3.804 billion in total
liabilities and $990 million in total deficit.  Stockholders'
deficiency was $1.023 billion at Sept. 30, 2010.

A press release announcing the Company's First Quarter Fiscal 2010
Results is available for free at:

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

                         About ArvinMeritor

Based in Troy, Michigan, ArvinMeritor, Inc.  --
http://www.arvinmeritor.com/-- supplies integrated systems,
modules and components to the motor vehicle industry.  The Company
celebrated its centennial anniversary in 2009.  The Company serves
commercial truck, trailer and specialty original equipment
manufacturers and certain aftermarkets, and light vehicle
manufacturers.

ArvinMeritor has 'B3' corporate family and probability of default
ratings from Moody's Investors Service.  In July 2010, when
Moody's raised the ratings to 'B3' from 'Caa1', it noted that
about 52% of the company's fiscal 2010 revenues to date are from
North America, where demand is expected to strengthen in the
second half of the year.  But with 21% of the Company's revenue
from Europe, a slower pace of economic recovery is expected to
constrain overall growth.  Tight credit markets also may limit
near-term growth in commercial vehicle purchases, Moody's said.


ARYX THERAPEUTICS: BioSurplus Selected to Liquidate Firm
--------------------------------------------------------
BioSurplus disclosed a public auction for the purpose of selling
the laboratory assets of a fully functional life science discovery
laboratory in Fremont, California.  The online auction starts
Feb. 23, 2011.  The equipment being auctioned is biochemistry and
drug discovery related, including analytical systems like HPLCs,
Mass Spectrometers and MTP readers, as well as a broad range of
standard benchtop equipment such as centrifuges, pipettors and
ovens.  All items come from a working lab and are in great
condition.  To view the items prior to the auction, please visit
the ARYx headquarters, located at 6300 Dumbarton Circle, Fremont,
CA 94555, on February 16, 17 or 18 between the hours of 9 a.m. and
5 p.m.

The online auction will commence February 23, 2011 on the
BioSurplus auction Web site at http://www.biosurplusbid.com/
A list of the auction items will be available on the Web site by
February 7, 2011.

                         About BioSurplus

Since 2002, BioSurplus has assembled a team of scientific experts
to pioneer leading edge solutions for every stage of the lab
equipment lifecycle. From providing a website of dynamic
inventory, as well as live and online auctions, to developing
software solutions that allows clients to manage their own
equipment, to offering turnkey solutions for selling surplus
assets, BioSurplus is dedicated to maximizing the value and use of
laboratory equipment for its customers.

                      About ARYx Therapeutics

Fremont, Calif.-based ARYx Therapeutics, Inc. (NASDAQ: ARYX)
-- http://www.aryx.com/-- is a biopharmaceutical company.  ARYx
currently has four products in clinical development: a prokinetic
agent for the treatment of various gastrointestinal disorders,
naronapride (ATI-7505); an oral anticoagulant agent for patients
at risk for the formation of dangerous blood clots, tecarfarin
(ATI-5923); an oral anti-arrhythmic agent for the treatment of
atrial fibrillation, budiodarone (ATI-2042); and, an agent for the
treatment of schizophrenia and other psychiatric disorders, ATI-
9242.

The Company's balance sheet as of September 3, 2010, showed
$6.0 million in total assets, $13.7 million in total liabilities,
and a stockholders' deficit of $7.7 million.

As reported in the Troubled Company Reporter on April 9, 2010,
Ernst & Young LLP, in Palo Alto, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following review of the Company's 2009 results, citing the
Company's recurring losses from operations and stockholders'
deficit.


ASARCO LLC: Plan Admin. Proposes to Distribute Unclaimed Funds
--------------------------------------------------------------
Plan Administrator Mark A. Roberts asks Judge Richard Schmidt
to (i) approve subsequent distribution to Reorganized ASARCO
LLC of funds in the Undeliverable and Unclaimed Distribution
Reserve pursuant to the Reorganized Debtors' Confirmed Plan of
Reorganization and the Confirmation Order, and (ii) authorize him
to distribute certain forfeited distributions to ASARCO as a
subsequent distribution.

A detailed list of Forfeited Distributions arising from certain
Claimants' failure to negotiate the check distributed on account
of their Claims by the Plan Administrator on the Effective Date
can be obtained for free at:

     http://bankrupt.com/misc/ASARCO_Forfeited_01122011.pdf

The total amount of Forfeited Distributions in the list is
$275,500.  Accordingly, the Plan Administrator seeks authority to
make a Subsequent Distribution for $275,500 to ASARCO from the
Reserve.

Dion W. Hayes, Esq., at McGuirewoods LLP, in Richmond, Virginia,
reminds the Court that the Plan provides that a Claimant, who
fails to negotiate a check within one year after the Plan
Administrator first attempted to make a distribution to the
Claimant, forfeits its right to, and waives any entitlement to a
distribution on account of, that Claim.  He contends that none of
the listed Claimants has negotiated the check distributed by the
Plan Administrator, and over a year has passed since the Plan
Administrator first attempted to make a distribution on account
of the Claims.

                          Objections

A. J. Armstrong Duffield

J. Armstrong Duffield of American Property Locators informs the
Court that his firm located certain claimants at the specified
addresses, and received from each a Limited Power of Attorney to
act on its behalf in its name and place to recover cash or cash
equivalents specifically arising from the ASARCO LLC, et al.,
bankruptcy matter.  The Creditors are:

Creditor              Claim No.    Amount    Correct Address
--------              ---------    ------    ---------------
Swift Transportation   10004885   $32,681    2200 S. 75th Avenue
Co., Inc.                                    Phoenix, AZ 85043

Industrial Radiator    10005452    24,401    5501 Pearl St.
Service Co.                                  Denver, CO 80216

Staver Foundry         10004853    14,609    8801 Riverfront Ter
                                             Jupiter, FL 33469

Outokumpu Wenmec Inc.      8356     7,089    425 N. Martingale
                                             Road, Suite 1600,
                                             Schaumburg IL 60173

Roy Wahl               10006526     6,100    3 Spring Medow Lane
                                             Clancy, MT 59634

Estate of Roy H.          10394     5,000    c/o Roy E. Grimes,
Grimes                                       149 Bedford Avenue,
                                             Issgin, NJ 08830

StoneRiver Pharmacy    10004810     4,131    2600 Thousand Oaks,
Solutions, Inc.,                             Suite 4000,
successor to Third                           Memphis, TN 38118
Party Solutions

Employment Solutions   10004847     4,106    320 N Cedar Bluff
Management Inc.,                             Rd., Ste. 300,
dba Staffing Solutions                       Knoxville, TN 37923

StoneRiver Pharmacy    10004676     2,557    2600 Thousand Oaks,
Solutions, Inc.,                             Suite 4000,
successor to Working                         Memphis, TN 38118
RX, Inc.

Canyon State Oil Co.   10006163     2,277    2640 N 31st Ave.
                                             Phoenix, AZ 85009

Amarillo Landscape     10005979     1,960    1009 S. Alabama St.
Inc.                                         Amarillo, TX 79102

Gary Hughes            10006245     1,933    1806 Southgage Ct.
                                             Festus, MO 63028

Anthony Hooks,         10005966     1,820    9215 W Salter Dr.
dba Alloys and Act                           Peoria, AZ 85382

Industrial Radiator    10005451     1,010    5501 Pearl St.
Service Co.                                  Denver, CO 80216

Quarles & Clearly      10005073     1,765    118 Jefferson Dr.
                                             Hendersonville, TN

John Mayer, Esq., at Ross, Banks, May, Cron & Cavin, P.C., in
Houston, Texas -- jmayer@rossbanks.com -- asserts that APL had no
difficulty locating the Creditors by means of a Google search and
directory search and other generally available Internet
resources.  He discloses that the Plan Administrator had been
informed of the correct mailing address of one of the Creditors
and furnished a copy of the Limited Power of Attorney.  APL also
asked payment of the distributions to which the Creditors are
entitled.

The attorney for the Plan Administrator, however, refused to
disburse the funds, Mr. Mayer alleges.  He, therefore, argues
that the Unclaimed Funds Distribution Motion should be denied
with respect to the distributions, which are due to the
Creditors.

The one-year period of Section 13.4(b) of the Plan do not control
over the five year provisions of Section 347(b) of the Bankruptcy
code, Mr. Mayer further argues.  He contends that the Plan
Administrator did not make reasonable efforts to locate creditors
whose distribution checks were not negotiated.  More than four
years passed from the filing of the Debtors' Chapter 11 petitions
to the date on which the Plan Administrator made his distribution
and hence, many creditors moved or changed their mailing
addresses, Mr. Mayer points out.

B. Service Pump

Service Pump & Supply Co., Inc., informs Judge Schmidt that it is
a creditor of ASARCO LLC holding an allowed prepetition claim for
$15,456.  In December 2009, Service Pump received a check from
the Plan Administrator for $15,456 plus $2,730 interest.

Through the mistake of an employee the check was misfiled before
it could be negotiated, Charles I. Jones, Jr., Esq., at Campbell
Woods, PLLC, in Charleston, West Virginia --
cjones@campbellwoods.com -- tells the Court.  He contends that
Service Pump's claim remains unpaid.

Hence, Service Pump asks the Court to direct the Plan
Administrator to reissue the check in the amount due to Service
Pump.

                          About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter
11 plan that it sponsored for Asarco LLC.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.

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


ASARCO LLC: Plan Admin. Wants Until March 22 to Object to Claims
----------------------------------------------------------------
Mark A. Roberts of Alvarez and Marsal North America LLC, the
Reorganized Debtors' Plan Administrator, asks Bankruptcy Judge
Richard Schmidt to extend the time by which he can file objections
to claims pursuant to Section 14.2 of the Confirmed Plan of
Reorganization and Rule 9006(b)(1)(1) of the Federal Rules of
Bankruptcy Procedure, through and including March 22, 2011.

The last Court-approved Claims Objection Deadline was January 21,
2011.

The Plan Administrator is concerned that unmeritorious claims
might be allowed merely by the passage of time, Dion W. Hayes,
Esq., at McGuirewoods LLP, in Richmond, Virginia, tells the
Court.  He avers that the requested extension will not prejudice
the holders of Disputed Claims because Postpetition Interest
continues to accrue and will be paid on the Allowed Amount, if
any, of a Disputed Class 3 Claim, if and when it becomes an
Allowed Claim.

Mr. Hayes assures the Court that the Plan Administrator and
Reorganized ASARCO LLC will not use the sought extension to delay
payment to claimants, who are appropriately entitled to
distributions under the Confirmed Plan.

A hearing will be held on February 4, 2011, to consider the
request.

                Colorado School of Mines Object

The Colorado School of Mines relates that on August 27, 2010, the
Plan Administrator filed an objection to Colorado's Claim No.
18309.  Since filing the objection, the Plan Administrator has
filed two motions to extend the deadline to object to claims
without excepting Colorado's claim, James B. Holden, Esq., Senior
Assistant Attorney General, in Denver, Colorado, tells the Court.

The Plan Administrator's counsel interprets the Plan as giving
both the Plan Administrator and Reorganized ASARCO LLC separate
and independent rights to object to a claim, Mr. Holden contends.
He notes that the Plan Administrator's position is that even if
it files an objection to a claim, ASARCO can subsequently file an
objection to the same claim, and vice versa.  Under this
interpretation, Mr. Holden points out, the Plan Administrator and
ASARCO would both be able to independently elect the court in
which to litigate its claim objection.

Mr. Holden reveals that the Plan Administrator's counsel has been
contacted after the filing of the request to ask the Plan
Administrator to clarify in the request and the proposed order
that the extension of time does not apply to Colorado School of
Mines' Claim, since that claim is already subject to objection.
However, the Plan Administrator has not responded to date,
according to Mr. Holden.

The Colorado School of Mines asserts that there is no need to
extend the Claims Objection Deadline with respect to the claims
that have already been objected to by either the Plan
Administrator or ASARCO.  It also argues that the Plan
Administrator's interpretation of the Plan is unreasonable
because it would permit duplicative, vexatious litigation in
separate courts with potentially inconsistent outcomes with
respect to any claim in the bankruptcy case.

The Colorado School of Mines thus asks Judge Schmidt to deny the
Plan Administrator's request with respect to claims to which
there is already a pending objection for these reasons:

  1. An extension of the Claims Objection Deadline is not
     necessary with respect to those claims because there is no
     chance the claims will be inadvertently allowed due to the
     passage of time; and

  2. The reasonable interpretation of the Plan is that only one
     objection to a claim can be filed, and that objection is
     made either by the Plan Administrator or ASARCO.  This is
     to prevent duplicative litigation in the same or differing
     forums.

                          About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter
11 plan that it sponsored for Asarco LLC.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.

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


ASARCO LLC: Plan Payments Total $16 Mil. in 2010 4th Quarter
------------------------------------------------------------
Mark A. Roberts of Alvarez and Marsal North America, LLC, as Plan
Administrator, prepared a post-confirmation report covering the
period from October 1 to December 31, 2010, for ASARCO LLC and its
affiliates.

The Chapter 11 Plan for the ASARCO LLC Debtors was declared
effective on December 9, 2009.  On that date, the Plan
Administrator received funds, totaling $3,633,127,834, which were
intended to pay for allowed claim amounts and reserved for
unresolved claims.

The Plan Administrator prepared tables on a summary of plan
distributions and administrative expenses incurred by the Debtors
within the reporting period.

On behalf of the Reorganized Debtors, the Plan Administrator made
Plan-related payments totaling $16,062,054 in the last quarter of
2010.  It also paid $160,764 in professional fees in the same
reporting period.

                      ASARCO LLC, et al.
                   Post-Confirmation Report
             For Quarter Ended December 31, 2010

                              Current                   Balance
                              Quarter    Paid to Date     Due
                            -----------  -------------  -------
Plan Admin. Fees & Expenses
---------------------------
Plan Admin. Compensation       $154,949     $1,412,490        -
Legal Fees                      897,055      4,493,116        -
Other Professional Fees       6,188,543     17,165,119        -
All Other Expenses               44,846        143,820        -

Distributions
-------------
Admin. Expenses:
  Debtor Prof. Fees             160,764     12,473,564        -
Non-Professional Fees            1,440    302,933,308        -
Secured Creditors                    -      3,238,416        -
Priority Creditors           3,335,740      4,383,105        -
Unsecured Creditors          5,278,716  3,077,546,405        -
Equity Security Holders              -              -        -
Other Payments/Transfers             -    133,295,535        -
                           ------------  -------------  -------
Total Plan Payments         $16,062,054 $3,557,084,878        -
                           ============  =============  =======

                       ASARCO LLC, et al.
                       Professional Fees
              For Quarter Ended December 31, 2010

                               Current                   Balance
Debtor Professional Fees       Quarter    Paid to Date     Due
------------------------     -----------  ------------   -------
AlixPartners LLP                       -      $585,531         -
Anderson Kill & Olick, PC Op Acct      -       770,434         -
Baker Botts LLP                        -     1,097,117         -
Ballared Spahr, LLP                    -         1,205         -
Barclays Capital Inc.           $148,065     5,565,473         -
Bates White, LLC                       -        85,458         -
Casecentral, Inc.                      -        17,178         -
Charter Oak Financial Consultants      -       140,597         -
Colvin Chaney Saenz & Rodriguez LLP    -            85         -
Creta Law Firm                         -        23,397         -
Elias, Meginnes, Riffle & Seghetti     -         1,125         -
Encore                                 -         3,181         -
Equivalent Data                        -         1,474         -
Eric L. Hiser, PLC                     -         1,687         -
Exponent, Inc.                         -         9,979         -
Fennemore Craig                        -       239,882         -
Friday, Eldredge & Clark, LLP          -           727         -
FTI Consulting, Inc.                   -     1,570,045         -
Fulbright & Jaworski L.L.P.            -        14,525         -
George A. Tsiolis                      -        29,114         -
Gibson, Dunn & Crutcher LLP            -       106,870         -
Gnarus Advisors                        -        10,073         -
Goodstein Law Group PLLC               -         2,202         -
Grant Thornton LLP                     -       256,830         -
Hamilton, Rabinovitz & Alschuler   4,486         4,486         -
Hanna Brophy MacLean McAleer           -           767         -
Hawley Troxell                     1,274         2,257         -
Herold Law Operating Account         100        51,243         -
Intralinks Operating Account           -        12,089         -
Jennings, Strouss & Salmon, PLC        -        26,235         -
Jordan, Hyden, Womble & Culbreth       -       247,610         -
Keegan Linscott & Kenon                -       137,666         -
Kramer Rayson LLP                      -        12,623         -
Law Office Of Robert C. Pate           -        26,202         -
Legal Analysis Systems Inc.            -        11,706         -
Little Pedersen Fankhauser             -            36         -
Merrill Communications                 -        26,836         -
Mooney, Wright & Moore, PLLC           -         9,997         -
Oppenheimer, Blend, Harrison & Tate    -       130,180         -
Patton Boggs LLP                       -        43,041         -
Poore, Roth & Robinson, P.C.           -           170         -
Porter & Hedges, L.L.P.                -        43,849         -
Porzio Bromberg & Newman PC        6,442        71,295         -
Quarles & Brady Streich Lang           -       103,446         -
Reed Smith LLP                         -       269,948         -
Sitrick and Company Inc.               -         5,160         -
Stone Pigmann Regular Checking         -         1,081         -
Stutzman, Bromberg, Esserman & Plif    -       673,916         -
The Claro Group, LLC                   -         7,087         -
The Rangel Law Firm, PC                -         6,903         -
W D Hilton Jr.                         -        13,150         -
Woods LLP                            398           398         -
                            -----------   -----------   -------
    Total                      $160,764   $12,473,564         -
                            ===========   ===========   =======

The Post-Confirmation Report was delivered to the Court on
January 26, 2011.

           Plan Administrator Has Change of Address

Mark A. Roberts of Alvarez and Marsal North America, LLC, the
Plan Administrator pursuant to the Confirmed Plan of
Reorganization, notifies the Court and parties-in-interest that,
effective immediately, all notices given or required to be given
and all papers served or required to be served in the bankruptcy
case must be served upon him on his new address:

    Mark A. Roberts
    Managing Director
    Alvarez & Marsal North America, LLC
    Columbia Square
    555 13th Street, NW
    5th Floor
    Washington, D.C. 20004
    Tel: (434) 978-1639
    Fax: (877) 333-2204
    E-mail: mroberts@alvarezandmarsal.com

Mr. Roberts adds that a copy of the filings must also be served
to his counsel at:

    Dion W. Hayes
    K. Elizabeth Sieg
    McGuirewoods LLP
    One James Center
    901 East Cary Street
    Richmond, VA 23219
    Tel: (804) 775-1000
    Fax: (804) 775-1061
    E-mail: dhayes@mcguirewoods.com
            bsieg@mcguirewoods.com

                          About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On December 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter
11 plan that it sponsored for Asarco LLC.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.

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


ATLAS PIPELINE: S&P Raises Corporate Credit Rating to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Atlas Pipeline Partners L.P. to 'B+' from 'B' and
removed the ratings from CreditWatch with positive implications,
where S&P placed them on Nov. 10, 2010.  At the same time, S&P
raised the secured issue rating to 'BB' from 'BB-' and the
unsecured issue rating to 'B' from 'B-'.  The outlook is stable.
As of Sept. 30, 2010, Atlas had total debt of $508 million.

The rating on Atlas reflects the partnership's weak business risk
profile and significant financial risk profile.  Atlas's financial
leverage has markedly improved as a result of the Elk City asset
sale thatclosed in September 2010.  Atlas used net proceeds to
repay its $422 million senior secured term loan and $250 million
of revolver outstandings, bringing its debt to EBITDA ratio to
3.3x as of Sept. 30, 2010, compared with 6.8x for year-end 2009.
In addition, Atlas's announced sale of its Laurel Mountain
Midstream joint venture (49% owned by Atlas, 51% by The Williams
Companies Inc.) to Atlas Energy Inc., will considerably enhance
liquidity and allow the partnership to fund growth projects in the
Mid-Continent region.  Atlas Energy is currently an affiliated
entity, but Chevron Corp. is acquiring it later this year.

Atlas's significant financial risk profile reflects S&P's
expectation for debt to EBITDA between 3x and 4x in 2011, the MLP
structure that gives management incentive to distribute a large
portion of its free cash flow to unitholders each quarter, and a
contract mix that is highly sensitive to changes in the price of
natural gas and natural gas liquids.  While financial leverage,
particularly on a net debt basis, will be modest following the
Laurel Mountain sale, S&P expects management will use cash on hand
and debt capacity to grow the partnership via organic projects or
acquisitions.  In terms of other financial measures, debt service
coverage is strong for the rating and S&P expects distribution
coverage of around 1.3x in 2011.

"The stable outlook reflects S&P's view that Atlas will have ample
liquidity to fund its 2011 expansion plans while maintaining total
debt to EBITDA in the 4x area," said Standard & Poor's credit
analyst Nora Pickens.

A higher rating is unlikely at this time because of Atlas's
limited scale and high exposure to commodity price fluctuations.
S&P could lower the rating if a leveraging acquisition or weak
commodity prices cause debt to EBITDA to remain above 4.75x for a
sustained period or liquidity becomes constrained.


AXCAN INTERMEDIATE: Financing Terms Won't Affect Moody's Ratings
----------------------------------------------------------------
Moody's Investors Service commented that there is no impact on the
ratings of Axcan Intermediate Holdings Inc., the parent of Axcan
Pharma Inc. and Axcan Pharma US, Inc., due to changes in the
proposed financing terms.  Axcan's Corporate Family Rating is B2
with a stable rating outlook.

Headquartered in Delaware, Axcan Intermediate Holdings Inc. is the
parent of Axcan Pharma Inc., based in Mont St-Hilaire, Quebec, and
Axcan Pharma US, Inc., based in Bridgewater, NJ.  Axcan is a
specialty pharmaceutical company concentrating in the field of
gastroenterology with operations in North America and Europe.
Axcan had revenue of approximately US$355 million for the twelve
months ended September 30, 2010.


B-SCT1 LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: B-SCT1, LLC
        3455 Cliff Shadows Parkway, Suite 220
        Las Vegas, NV 89129

Bankruptcy Case No.: 11-11560

Chapter 11 Petition Date: February 3, 2011

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

Judge: Mike K. Nakagawa

Debtor's Counsel: I Scott Bogatz, Esq.
                  BOGATZ & ASSOCIATES, P.C.
                  3455 Cliff Shadows Pkwy, Suite 110
                  Las Vegas, NV 89129
                  Tel: (702) 776-7000
                  Fax: (702) 776-7900
                  E-mail: rpoll@isbnv.com

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

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

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

The petition was signed by Thomas J. Devore, chief operating
officer, LEHN, LLC, manager.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
B-SWDE3, LLC                           09-29051   10/09/09
B-PVL1, LLC                            09-29147   10/12/09
A-SWDE1, LLC                           09-34216   12/29/09
A-JVP1, LLC                            09-34236   12/29/09
B-SWDE2, LLC                           09-33470   12/15/09
B-NWI1, LLC                            10-15774   04/02/10
B-JVP1, LLC                            10-16641   04/16/10
B-VLP2, LLC                            10-16660   04/16/10
B-PVL2, LLC                            10-16648   04/16/10
B-VLP1, LLC                            10-16655   04/16/10
B-VV1, LLC                             10-18284   05/05/10
A-NGAE1, LLC                           10-18719   05/12/10
B-SWDE6, LLC                           10-30194   10/27/10
B-SWDE7, LLC                           10-30199   10/27/10
B-SCT2, LLC                            10-31307   11/10/10


BURGER KING: Loan Re-Price Won't Affect Moody's 'B2' Ratings
------------------------------------------------------------
Moody's Investors Service stated that the ratings and rating
outlook for Burger King Corporation will not be affected by the
company's announcement that it will re-price its existing bank
term loan.  This includes the company's B2 Corporate Family and
Probability of default ratings, Ba3 senior secured bank rating,
and Caa1 senior unsecured bond rating.  The outlook is stable.

The last rating action for Burger King occurred on September 28,
2010, when Moody's assigned first time ratings to Burger King,
with a Corporate family and Probability of Default ratings of B2
and a stable outlook.

Burger King Corporation, with headquarters in Miami, Florida,
operates 1,387 and franchises 10,787 Burger King hamburger quick
service restaurants.  Annual revenues are about $2.5 billion.


CAPITAL CARGO: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Capital Cargo, Inc.
        175 Brampton Rd.
        Savannah, GA 31408

Bankruptcy Case No.: 11-40255

Chapter 11 Petition Date: February 3, 2011

Court: United States Bankruptcy Court
       Southern District of Georgia (Savannah)

Debtor's Counsel: Mark Bulovic, Esq.
                  BULOVIC LAW FIRM, LLC
                  1020 Bryan Woods Loop, Suite 5
                  Savannah, GA 31410
                  Tel: (912) 898-5661
                  Fax: (912) 898-5651
                  E-mail: mark@buloviclaw.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/gasb11-40255.pdf

The petition was signed by Kenneth J. Meyer, CEO.


CAPITOL BANCORP: Completes Trust-Preferred Securities Exchange
--------------------------------------------------------------
Capitol Bancorp Limited announced that it has completed its offer
to exchange shares of its common stock for any and all of its
outstanding trust-preferred securities issued by Capitol Trust I,
Capitol Trust II, Capitol Statutory Trust III, Capitol Trust 4,
Capitol Trust VI, Capitol Trust VII, Capitol Statutory Trust VIII,
Capitol Trust IX, Capitol Trust X, Capitol Trust XI and Capitol
Trust XII.  The Exchange Offer expired at 11:59 p.m., Michigan
time, on January 31, 2011, and Capitol accepted for exchange all
trust-preferred securities that were validly tendered in the
Exchange Offer.

Capitol's Chairman and CEO Joseph D. Reid stated, "We are pleased
with the results of the exchange, which will create an additional
$19.2 million of equity for Capitol and eliminate approximately $2
million of annual interest expense in the future, enabling us to
continue executing on dual critical operating objectives tied to
building tangible equity and harvesting cash resources.
Completion of this transaction is an important first step in the
successful execution of our comprehensive capital strategy."

As of the close of business on January 31, 2011, of the 2,530,000
outstanding trust-preferred securities of Capitol Trust I,
1,180,602 (approximately 47%) were tendered, and of the 1,454,100
outstanding trust-preferred securities of Capitol Trust XII,
737,234 (approximately 51%) had been tendered.  No trust-preferred
securities of Capitol Trust II, Capitol Statutory Trust III,
Capitol Trust 4, Capitol Trust VI, Capitol Trust VII, Capitol
Statutory Trust VIII, Capitol Trust IX, Capitol Trust X or Capitol
Trust XI were tendered in the Exchange Offer.

Capitol also announced the results of the consent solicitation
relating to amendments to certain provisions of the Indenture,
dated as of December 18, 1997, as supplemented by the First
Supplemental Indenture, dated as of July 31, 2009, by and between
Capitol and The Bank of New York Mellon Trust Company, N.A., as
trustee, and to the Guarantee Agreement dated as of December 17,
1997 by and between Capitol and the trustee, as amended on July
31, 2009, of Capitol Trust I, and the separate consent
solicitation relating to amendments to certain provisions of the
Indenture, dated as of July 7, 2008, by and between Capitol and
Wells Fargo Bank, N.A., as trustee, and to the Guarantee Agreement
dated as of July 7, 2008 by and between Capitol and Wells Fargo,
of Capitol Trust XII, upon the terms and subject to the conditions
set forth in the Consent Solicitation Statement for each of the
aforementioned trust-preferred securities.  Those consent
solicitations expired at 5:00 p.m., Michigan time on January 31,
2011.  As of the close of business on January 31, 2011, more than
50% of the outstanding shares of both the 2,530,000 outstanding
trust-preferred securities of Capitol Trust I, and the 1,454,100
outstanding trust-preferred securities of Capitol Trust XII had
consented for the proposed amendment to the Indenture and the
proposed amendment to the Guarantee Agreement.

The Exchange Offer will result in the retirement of $11.8 million
aggregate liquidation amount of the trust-preferred securities of
Capitol Trust I and the retirement of approximately $7.4 million
aggregate liquidation amount of the trust-preferred securities of
Capitol Trust XII, and the resulting issuance of approximately
19.2 million previously-unissued shares of Capitol's common stock.
Capitol intends to commence the process of amending the documents
governing Capitol Trust I and Capitol Trust XII, and settling and
issuing shares pursuant to the Exchange Offer as soon as
practicable.

Shares of common stock to be delivered upon settlement of the
Exchange Offer were offered and will be issued in reliance upon an
exemption from the registration requirements of the Securities Act
of 1933, as amended, provided by Section 3(a)(9).

                    About Capitol Bancorp Limited

Capitol Bancorp Limited (NYSE: CBC) is a national community
banking company, with a network of bank operations in 14 states.
Founded in 1988, Capitol Bancorp Limited has executive offices in
Lansing, Mich., and Phoenix, Ariz.

The Company's balance sheet at Sept. 30, 2010, shows $4.23 billion
in total assets, $4.16 billion in total liabilities, and equity of
$77.68 million.

In September 2009, Capitol and its second-tier bank holding
companies entered into a written agreement with the Federal
Reserve Bank of Chicago under which Capitol has agreed, among
other things, to submit to the Reserve Bank a written plan to
maintain sufficient capital at Capitol on a consolidated basis and
at Michigan Commerce Bank (as a separate legal entity on a stand-
alone basis); and a written plan to enhance the consolidated
organization's risk management practices, a strategic plan to
improve the consolidated organization's operating results and
overall condition and a cash flow projection.

Certain of Capitol's bank subsidiaries have entered into formal
agreements with their applicable regulatory agencies.  Those
agreements provide for certain restrictions and other guidelines
and/or limitations to be followed by the banks.

In 2009, Capitol commenced the deferral of interest payments on
its various trust-preferred securities, as is permitted under the
terms of the securities, to conserve cash and capital resources.
The payment of interest may be deferred for periods up to five
years.  During such deferral periods, Capitol is prohibited from
paying dividends on its common stock (subject to certain
exceptions) and is further restricted by Capitol's written
agreement with the Federal Reserve Bank of Chicago.  Accrued
interest payable on such securities approximated $18.1 million at
June 30, 2010.


CATHOLIC CHURCH: Milwaukee Wins Nod for Whyte as Counsel
--------------------------------------------------------
The Archdiocese of Milwaukee sought and obtained authority from
the United States Bankruptcy Court for the Eastern District of
Wisconsin to employ Whyte Hirschboeck Dudek S.C. as its counsel,
nunc pro tunc to the Petition Date, under a general renewing
retainer.

As counsel, Whyte Hirschboeck will:

  -- advise the Archdiocese with respect to its powers and
     duties as a debtor-in- possession in the continued
     operation of its business and management of its properties;

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

  -- take all necessary action to protect and preserve the
     Archdiocese's bankruptcy estate, including prosecuting
     actions on the Archdiocese's behalf and defending any
     action commenced against the Archdiocese;

  -- provide legal advice with respect to the Archdiocese's
     powers and duties as trustee where real, personal or mixed
     property was received by grant, gift, devise or bequest, in
     trust, to be used for religious, educational or charitable
     purposes in accordance with the terms and conditions of the
     donor's intent;

  -- prepare all motions, applications, answers, orders, reports
     and papers necessary to the administration of the estate;

  -- take any necessary action, on the Archdiocese's behalf, to
     obtain confirmation of the Archdiocese's plan of
     reorganization;

  -- advise the Archdiocese in connection with any potential
     sale of assets;

  -- appear before the Court, any appellate courts and the
     Office of the United States Trustee, and protect the
     estate's interests before them;

  -- continue to provide legal services with respect to general
     corporate, tax, employee benefit, insurance and other
     general non-bankruptcy matters; and

  -- perform all other necessary legal services for the
     Archdiocese's business operations and other necessary legal
     advice to the Archdiocese in connection with its Chapter 11
     case.

The estimated amounts of costs, exclusive of disbursements, that
Whyte Hirschboeck will incur in connection with its retention,
are:

                                                   Estimate
  Category                                          of Fees
  --------                                         --------
  Formation, negotiation and drafting of a plan    $250,000
  of reorganization and disclosure statement

  Sale of Assets                                    100,000

  Preservation of donor restrictions, property      100,000
  of the estate and unique issues

  Discounted on-site corporate services, 12 months   90,000

  Responding to creditor inquiries and               75,000
  negotiating with creditors

  Company operating issues                           60,000

  Case administration                                60,000

  Claims analysis and objections, and prosecution    60,000
  of adversary proceedings

  Employee and retiree benefits                      45,000

  Analysis and treatment of executory contracts      35,000
  and unexpired leases

  Fee applications                                   35,000

  Employment of professionals                        25,000

  Preparation of schedules and reports               20,000

  Postpetition financing and negotiations with       20,000
  secured lenders, if necessary                     -------
                                                   $975,000

The Archdiocese will pay Whyte Hirschboeck based on the firm's
customary hourly rates in effect on the date the services are
rendered.  Whyte Hirschboeck's hourly rates for the 2010-2011
fiscal year for professionals and paraprofessionals are:

  Billing Category          Range
  ----------------          -----
  Shareholders           $275 - $495
  Associates             $165 - $275
  Paralegals             $105 - $175

Whyte Hirschboeck will also be reimbursed for its necessary
expenses.  The professionals and paraprofessionals, who are
expected to have primary responsibility for providing services to
the Archdiocese, and their hourly rates are:

   Professional                          Rate
   ------------                          ----
   Daryl L. Diesing, shareholder         $475
   Bruce G. Arnold, shareholder          $475
   Michael W. Taibleson, shareholder     $450
   Philip J. Halley, shareholder         $380
   Dennis J. Purtell, shareholder        $375
   Arthur T. Phillips, shareholder       $320
   Michael E. Gosman, associate          $190
   Michael L. Bohn, associate            $190
   Pamela C. Bartoli, paralegal          $150
   Andrew D. Robinson, paralegal         $145

John J. Marek, the Archdiocese's treasurer and chief financial
officer, informs the Court that from time to time, it is expected
for other Whyte Hirschboeck professionals to provide services to
the Archdiocese.  He adds that the firm provides continuing
general corporate advice on site at the Archdiocese's offices on a
discounted fee basis of $7,500 per month.

The Archdiocese asks the Court to approve the continuation of that
arrangement.

Daryl L. Diesing, Esq., a shareholder at Whyte Hirschboeck,
assures the Court that his firm is a "disinterested person" as
that term is defined in Section 101(14) of the Bankruptcy Code.

Deadline to object to the approval of the application is on
January 19, 2011.

              About the Archdiocese of Milwaukee

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

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

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

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

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

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


CATHOLIC CHURCH: Milwaukee Wins OK for O'Neil as Special Counsel
----------------------------------------------------------------
The Archdiocese of Milwaukee seeks permission from the United
States Bankruptcy Court for the Eastern District Wisconsin to
employ O'Neil, Cannon, Hollman, DeJong & Laing S.C. as its special
counsel under a general retainer in connection with certain real
estate matters, which O'Neil Cannon historically handles for the
Archdiocese.

The Archdiocese's proposed lead counsel, Whyte Hirschboeck Dudek
S.C., will determine and assign discrete matters to O'Neil Cannon
in a manner that will avoid duplication of legal services, John J.
Marek, treasurer and chief financial officer of the Archdiocese,
tells the Court.  He adds that to the extent any matter will
necessarily involve both O'Neil Cannon and Whyte Hirschboeck, the
services that O'Neil Cannon will provide will be complementary to
rather than duplicative of the services to be performed by Whyte
Hirschboeck.

The O'Neil Cannon professionals, who will be handling the
Archdiocese's case and their current standard hourly rates, are:

                                Hourly
   Professional               Rate/Range
   ------------               ----------
   John G. Gehringer             $325
   Seth E. Dizard                $295
   William A. Wiseman            $320
   J. Miles Goodwin              $295
   Robert J. Tess                $240
   John R. Schreiber             $240
   Madonna L. Ravet              $135
   Shareholders              $230 - $380
   Senior Attorney           $295 - $320
   Associates                $165 - $260
   Paralegals                       $135

O'Neil Cannon will also be reimbursed for its necessary expenses
incurred in connection with the retention.  The firm received a
$25,000 prepetition advance, which remains to be applied to its
services for the Archdiocese, discloses Mr. Marek.  The estimated
fee for the services to be provided by O'Neil Cannon to the
Archdiocese will be $100,000, barring currently unforeseen
circumstances, he adds.

John G. Gehringer, Esq., a shareholder at O'Neil Cannon, assures
Judge Kelley that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.

              About the Archdiocese of Milwaukee

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

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

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

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

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

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


CATHOLIC CHURCH: San Antonio Diocese Settles Suits vs. Fiala
------------------------------------------------------------
The Archdiocese of San Antonio reached a settlement of almost
$1 million in a sex-abuse lawsuit filed against former Catholic
priest, Rev. John Fiala, United Press International, citing The
Kansas City (Mo.) Star, reports.

According to UPI, Rev. Fiala is jailed in Dallas on $800,000 bond
on charges of solicitation to commit capital murder.  Authorities
say Rev. Fiala tried to hire a hit man to kill a boy who filed a
suit accusing him of repeatedly molesting him in 2007 and 2008 --
twice at gunpoint -- while Rev. Fiala was a pastoral administrator
at Sacred Heart of Mary Parish in Rocksprings,
Texas.  The boy was 16 at the time, notes the report.

Following the San Antonio Archdiocese Settlement, The Archdiocese
of Omaha, The Diocese of Corpus Christi, and The Society of Our
Lady of the Most Holy Trinity (SOLT) also settled for undisclosed
amounts a similar lawsuit stemming from allegations of sex abuse
filed by the same plaintiff, reports the Omaha World-Herald.

Deacon Tim McNeil, chancellor of the Omaha Archdiocese,
said that after participating in court-ordered mediation in Texas,
the Omaha Archdiocese and the Diocese of Corpus Christi
agreed to share in a settlement amount that will be paid by
their insurance carrier.  Mr. McNeil said the terms of the
settlement are not being disclosed at the request of the
plaintiff, relates the Omaha World-Herald.

"The Archdiocese of Omaha was a willing participant in the
settlement because it was not clear that all appropriate
information was shared when Fiala left the archdiocese in 1996 to
join SOLT," Omaha World-Herald quoted Mr. McNeil as saying.

Corpus Christi Diocese Spokesman Marty Wind said Rev. Fiala never
was a priest for the Corpus Christi Diocese and pointed out that
the teen never said anything happened to him locally, reports Mary
Ann Cavazos of caller.com.  Mr. Wind added that the local diocese
settled because of the uncertainty of litigation, not because of
any wrongdoing and prays for the teen's healing, the report notes.

The teen's Dallas-based attorney, Tahira Khan Merritt, Esq., said
the Diocese of Corpus Christi is trying to avoid responsibility
for allowing Rev. Fiala to work as a priest in the area, reports
caller.com.  "I think they're playing with words there . . .
[t]hey can say they're not responsible but they're really missing
the point," the report quoted the lawyer as saying.

Rev. Fiala was ordained in Omaha in 1984 and ministered in the
Omaha Archdiocese until 1996.


CATHOLIC CHURCH: Wilm. Settles With Abuse Survivors for $77.4MM
---------------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., reached a $77.4 million
settlement with 146 state court survivors of childhood sexual
abuse, reports Kelli Steele of WGMD News.

In return, notes The Associated Press, the Diocese, its parishes
and affiliated entities would be released from all legal claims
related to the church sex abuse scandal.

Reports note that the Settlement provides for the establishment of
a trust, with funds from Wilmington Diocese and contributions from
non-debtor Catholic entities, for the payment of Abuse Survivors
and other creditors.  The Trust will be initially funded by the
Diocese in the amount of $77,425,000 and all survivor claimants
will receive awards from the Trust in about 30 days after final
Court approval in the Diocese's Chapter 11 case.  Later, the Trust
again will be funded by all judgments or settlements obtained
against religious order defendants in the remaining 50 state court
cases.  The Settlement also provides for several non-monetary
undertakings by the Diocese, including the posting of non-
privileged abuse-related documents on its Web site.

AP says attorneys for Wilmington Diocese and the survivor
claimants notified Judge Christopher S. Sontchi of the tentative
settlement on Thursday.

Retired Pennsylvania Judge Thomas Rutter of ADR Options would
serve as the arbitrator to make individual awards to each claimant
based on a set of factors set by the Official Committee of
Unsecured Creditors, delawareonline.com reports.  Judge Rutter was
previously appointed by the Court to serve as co-mediators in the
bankruptcy case together with Judge Kevin Gross.

Anthony Flynn, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, said Church officials were pleased with the
Settlement.  "It's been a long struggle, but we've finally reached
agreement," AP quoted Mr. Flynn as saying.

"After a seven year fight we are on our way to fair compensation
for survivors.  This is an average payment of $530,000 for each
survivor.  So we now turn our guns to the three remaining
religious orders, Oblates, Capucians and Norbertines, from whom we
expect to obtain in total about $80 million since they have vastly
more insurance coverage than the DOW, which only had less than
$25 million in insurance coverage," Thomas S. Neuberger, Esq., at
The Neuberger Firm, P.A., in Wilmington, Delaware, said in a
statement.  Mr. Neuberger represents a majority of the Abuse
Survivors.

"Due to our long court battle there has now been more public
exposure of church child abuse, misdeeds and evil practices here
in Delaware than in any other state.  Due to the public release of
secret church archives which the Official Committee demanded,
these records now will permanently see the light of day," Mr.
Neuberger concluded.

"We were seeking some measure of monetary justice, but that was
secondary to the concrete child protection measures and the
transparency," said Matt Conaty, co-chair of the Creditors
Committee, according to a report by The New York Times.

John Vai, who won a punitive damage award of $30 million against
former priest, Francis DeLuca, in December 2010, believes that the
verdict in his case pushed the Diocese to settle with the Abuse
Survivors, AP says.

"They will part with some of their gold, but I believe their heart
is not in it," AP quoted Mr. Vai as saying.  He added that he
believes what the Diocese's officials care most about is "their
wallet."

Robert Brady, Esq., an attorney for the diocese, told Judge
Sontchi it will take a couple of weeks to revise the Diocese's
proposed reorganization plan to reflect the settlement, which
resulted from mediation that began in June, says the report.
"This has been a very long and difficult road for everyone
involved," Mr. Brady said, adding that the settlement allows the
diocese to fairly compensate abuse victims while preserving the
ministries of the church.

As previously reported, the Diocese filed with the U.S. Bankruptcy
Court for the District of Delaware its Third Amended Chapter 11
Plan of Reorganization and Disclosure Statement on January 10,
2011.  The Plan offers two choices for the Abuse Survivors to
choose from: Settlement Plan and CDOW-Only Plan.  The Diocese
strongly recommended the Settlement Plan, which provides for an
immediate, estimated $74 million global settlement of abuse claims
against the Diocese, the Parish Corporations and the related
Catholic Entities.  On January 28, 2010, the Diocese filed with
the Court a proposed revised order approving its Disclosure
Statement, a copy of which is available for free at:

    http://bankrupt.com/misc/Church_W_Prop_DSOrder_012811.pdf

                        Diocese's Statement

The Catholic Diocese of Wilmington, Inc. has reached a settlement
of $77.4 million through mediation of its Chapter 11 bankruptcy,
it was announced last night.  The settlement agreement was reached
between the Diocese and its insurance carriers, the Official
Committee of Unsecured Creditors, clerical sex abuse claimants,
and other claimants.  This settlement ends all sexual abuse claims
against the diocese and parishes pending in State court, and must
be approved by the U.S. Bankruptcy Court for the State of
Delaware.

"Since the beginning of the bankruptcy, our goals have been to
fairly compensate all survivors of clergy sexual abuse, to honor
our obligations to our creditors and lay employees to the best of
our ability and to continue the charitable, educational and
spiritual works of the Catholic community in Delaware and
Maryland's Eastern Shore," the Most. Rev. W. Francis Malooly,
Bishop of the Diocese of Wilmington said.  "We feel that these
goals have been reached by this settlement.  While this settlement
will have a great impact on the diocesan organization; it protects
our parishes where the majority of our educational, charitable and
spiritual ministry is done."

According to the settlement, funds from the Catholic Diocese of
Wilmington, Inc., and contributions from non-debtor Catholic
entities including the Catholic Diocese Foundation, Catholic
Cemeteries, Siena Hall, Seton Villa, Children's Home, insurance
carriers and the parishes themselves, will be placed in a trust to
pay survivors of clergy sexual abuse and other creditors.

In addition to the monetary settlement, the Diocese has also
agreed to a number of non-monetary terms of settlement including:

    -- The Bishop will continue to meet with any sexual abuse
       survivor who wishes to meet with him. He will also send a
       letter of apology to survivors and their families.

    -- The Diocese will provide to the Official Committee of
       Unsecured Creditors for public disclosure all
       non-privileged documents in its files related to sexual
       abuse by, and/or supervision of, abusive clergy,
       religious, or lay employees.

    -- The Diocese will continue to review and enforce policies
       related to its For the Sake of God's Children program
       that provides a safe environment in its schools and
       religious education program and screening of volunteers
       and employees.

    -- The Diocese will continue its zero-tolerance policy
       regarding sexual abuse.

    -- The Diocese will display a plaque in each of its
       institutions that states that sexual abuse of any kind
       will not be tolerated.

    -- The Diocese will continue the current policy of
       terminating confidentiality agreements that survivors may
       have signed as part of past legal settlements.

    -- The Diocese will continue to annually post on its Web
       site the results of the annual audit by the United States
       Conference of Catholic Bishops of the Diocese's
       compliance with the Charter for the Protection of
       Children and Young People.

             Bishop Malooly's Letter to the People

My Dear People:

In my homily given on September 8, 2008 when I was installed as
the ninth Bishop of Wilmington, I apologized to survivors of
clergy sexual abuse for the crimes that were committed against
them and the innocence that was stolen from them by the despicable
and sinful acts of some Catholic priests and others representing
our Church.  I vowed to continue the good work begun by Bishop
Michael Saltarelli to bring healing to survivors and their
families.  It was with this goal in mind - along with the desire
to continue the pastoral, educational and charitable work of our
parishes -- that I made the decision to re-organize under Chapter
11 of the U.S. Bankruptcy Code in October of 2009.

We are happy to announce that we have reached a settlement with
the survivors of clergy sexual abuse and other creditors including
our faithful lay employees.  It is our hope and prayer that the
settlement's monetary and non-monetary terms will begin the
healing process for clergy sexual abuse survivors.  The settlement
will bring to an end all the pending state court lawsuits against
the Diocese of Wilmington and, most importantly, end all suits
against our parishes.  Additionally, the $3 million judgment
against St. Elizabeth Parish that was awarded last December will
be paid out of this settlement sparing the people of St.
Elizabeth's this tremendous financial burden.

You have my personal pledge that our efforts to protect our
precious children will continue in the Diocese of Wilmington.
There is no greater priority, no greater responsibility than the
safety of those entrusted to our care.

There are many people that I wish to thank for helping make this
settlement possible including our legal team and diocesan staff.
Most importantly, I thank God for giving us this opportunity to
reach this settlement.

I ask you to join me in prayer for the continued healing of
survivors of sexual abuse and their families here in our Diocese
and around the world, and pray that the Holy Spirit will continue
to guide us in the months and years ahead so that we, as Church,
will emerge purified and renewed.

God bless you,

+Most Rev. W. Francis Malooly
Bishop of Wilmington

                 About the Diocese of Wilmington

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

The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del.
Case No. 09-13560).  Attorneys at Young Conaway Stargatt & Taylor,
LLP, serve as counsel to the Diocese.  The Ramaekers Group, LLC,
is the financial advisor.  The petition says assets range
$50,000,001 to $100,000,000 while debts are between $100,000,001
to $500,000,000.

The bankruptcy filing automatically stayed eight consecutive abuse
trials scheduled in Delaware scheduled to begin October 19, 2009.
There were 131 cases filed against the Diocese, with 30 scheduled
for trial, as of the bankruptcy filing.

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


CINRAM INT'L: Bank Debt Trades at 16% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Cinram
International Inc. is a borrower traded in the secondary market at
84.25 cents-on-the-dollar during the week ended Friday,
February 4, 2011, an increase of 6.00 percentage points from the
previous week according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  The Company pays 175 basis
points above LIBOR to borrow under the facility.  The bank loan
matures on April 26, 2011, and carries Moody's Caa1 rating and
Standard & Poor's CC rating.  The loan is one of the biggest
gainers and losers among 172 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

                    About Cinram International

With headquarters in Toronto, Ontario, Canada, Cinram
International Inc. is one of the world's largest independent
manufacturers, replicators and distributors of DVDs and audio CDs.

In December 2010, Moody's downgraded Cinram International's
Corporate Family Rating and Probability of Default Rating to
'Caa2' and 'Caa3' from 'Caa1' to 'Caa2', respectively.  The rating
action was prompted by the entirely of the company's bank credit
facility coming due in May, 2011, and by the likelihood that the
ongoing acceleration of Internet access to digital libraries also
implies an accelerating decline of the company's core DVD/CD
replication activities.  Further, while lack of forward visibility
of Cinram's revenue stream and its related uncertain
sustainability have been concerns for some time, recent
developments with respect to on-line library access have
heightened perceived risks.  As well, in addition to downgrading
Cinram's CFR and PDR, given the very near term maturity of the
company's credit facility, Moody's continues to maintain an SGL-4
speculative grade liquidity rating (indicating poor liquidity) and
a negative ratings outlook.

In January 2011, Standard & Poor's lowered its long-term corporate
credit rating on 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.


CITIZENS REPUBLIC: Fitch Junks Issuer Default Ratings From 'B-/B'
-----------------------------------------------------------------
Fitch Ratings has downgraded the long-term and short-term Issuer
Default Ratings for Citizens Republic Bancorp, Inc., and its
principal banking subsidiaries to 'CCC/C' from 'B-/B',
respectively.

Fitch's downgrade of CRBC's ratings reflects the continued erosion
of the company's capital levels and its still high level of non-
performing assets, despite the company's reasonably good progress
in executing its problem asset resolution strategy.  NPAs as a
percentage of loans plus other real estate owned declined to a
still elevated 4.55% as of Dec. 31, 2010, from 7.50% at Sept. 30,
2010, due to a mix of working out individual loans as well as bulk
sales of problem loans.  These actions served to increase net
charge-offs during the fourth quarter of 2010 to $159.3 million or
9.46% of average loans.  The company also boosted its provision
during the quarter by $131.3 million, thereby pushing the
allowance for loan losses up to 4.76% as of Dec. 31, 2010.
However, this higher provisioning also caused CRBC to incur a
$106 million net loss in the fourth quarter, which served to
continue the erosion of the company's capital levels.

With these actions, CRBC's tangible common equity ratio declined
to a low 4.20% at Dec. 31, 2010, from 5.34% at Sept. 30, 2010,
which Fitch views as a concern on both an absolute and relative
basis.  Fitch estimates that if CRBC reported a loss in the first
quarter of 2011 equal to its loss in the fourth quarter of 2010,
its pro forma TCE ratio could decline to what Fitch would view as
a critically low 3.09%, further increasing the risk of default to
creditors of the company.  In addition, CRBC's regulatory capital
ratios, while higher, also declined during the last quarter with
the Tier 1 capital ratio and total capital ratio declining to
12.11% and 13.50%, respectively, as of Dec. 31, 2010.  The decline
in regulatory capital ratios was not as severe as tangible capital
levels, since the company's problem asset remediation efforts have
helped reduce the amount of risk-weighted assets on the balance
sheet.

Given the continued weak economic environment in CRBC's core
markets, Fitch anticipates the company could experience additional
credit stress, particularly within the company's large commercial
real estate and residential mortgage portfolios.  CRBC is
concentrated in the Michigan and Ohio markets, which continue to
experience declines in housing and CRE values, and persistently
high unemployment rates.  To wit, while CRBC's overall delinquency
rates have declined, the company still had $110.9 million of
commercial inflows to NPAs during the fourth quarter, $20 million
of which was due to disposition activity.  Fitch expects that CRBC
will continue to operate at a loss over the near term.  Fitch
believes that these losses, combined with the company's continued
execution of its problem asset resolution program, will continue
to erode capital levels and prevent the company from becoming
current on its preferred dividend payments over the near term.

Given Fitch's concerns regarding CRBC's low and declining capital
ratios, CRBC may need to take more aggressive strategic actions to
bolster its balance sheet in the near to intermediate term.  The
company's options include raising equity capital, though Fitch
notes this could be both difficult and highly dilutive given
CRBC's low share price, or pursuing strategic alternatives.
Should the company be successful in executing either of these
options, ratings could be positively affected.  However, if CRBC
is unable address its capital issues, Fitch anticipates that both
the company's tangible and regulatory capital ratios will continue
to decline, and therefore ratings could be further downgraded.

CRBC is a $9.9 billion bank holding company headquartered in
Flint, MI, with operating offices primarily throughout Michigan,
Indiana, Ohio, and Wisconsin.  The company offers a full range of
banking products and services to individuals and businesses.  CB
Wealth Management, NA is a limited-purpose trust charter.

Fitch has downgraded these ratings:

Citizens Republic Bancorp, Inc.

  -- Long-term Issuer Default Rating to 'CCC' from 'B-';
  -- Subordinated debt to 'C/RR6' from 'CC/RR6';
  -- Short-term IDR to 'C' from 'B';
  -- Individual to 'E' from 'D/E'.

Citizens Bank

  -- Long-term IDR to 'CCC' from 'B-';
  -- Long-term deposits to 'B-/RR3' from 'B/RR3';
  -- Short-term IDR to 'C' from 'B';
  -- Individual to 'E' from 'D/E'.

CB Wealth Management, National Association

  -- Long-term IDR to 'CCC' from 'B-';
  -- Short-term IDR to 'C' from 'B';
  -- Individual to 'E' from 'D/E'.

Fitch has affirmed these ratings:

Citizens Republic Bancorp, Inc.

  -- Preferred stock at 'C/RR6';
  -- Support at 'NF';
  -- Support Floor at '5'.

Citizens Bank

  -- Short-term deposits at 'B';
  -- Support at 'NF';
  -- Support Floor at '5'.

CB Wealth Management, National Association

  -- Support at 'NF';
  -- Support Floor at '5'.

Citizens Funding Trust I

  -- Preferred stock at 'C/RR6'.


CLAIRE'S STORES: Bank Debt Trades at 3% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 96.84 cents-
on-the-dollar during the week ended Friday, February 4, 2011, an
increase of 1.64 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  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 172 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.


CLAIRE'S STORES: Reports $422-Mil. of Net Sales in 4th Quarter
--------------------------------------------------------------
Claire's Stores, Inc., announced preliminary unaudited sales
results for the 2010 fourth quarter and the fiscal year, which
ended January 29, 2011.

The Company reported net sales of $422 million for the 2010 fourth
quarter, an increase of $11 million, or 2.7%, compared to the 2009
fourth quarter.  Consolidated same store sales increased 3.2% in
the 2010 fourth quarter.  In North America, same store sales
increased 4.7% and European same store sales increased 0.6%.
Sales would have increased 4.5% excluding the impact from foreign
currency rate changes.

The Company reported net sales of $1.426 billion for the 2010
fiscal year, an increase of $84 million, or 6.3%, compared to the
2009 fiscal year.  Consolidated same store sales increased 6.5% in
fiscal 2010.  In North America, same store sales increased 7.8%
and European same store sales increased 4.3%.  Sales would have
increased 7.4% excluding the impact from foreign currency rate
changes.

The Company believes its fourth quarter sales results were a
strong performance relative to publicly-reported competitive sales
information, and given general market conditions.  However,
weather had a significant impact on the Company's European sales,
with the UK experiencing the worst December weather conditions in
recent history.

                       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 90.48 cents-on-the-dollar during the week ended Friday,
February 4, 2011, an increase of 1.05 percentage points from the
previous week according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal.  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 172 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.

Clear Channel said in December it is exploring a diverse array of
alternatives in an effort to optimize its overall capital
structure.  It said the alternatives include a debt-for-debt
exchange with existing holders.


CLEARWATER SEAFOODS: Moody's Assigns 'B3' Corporate Family Rating
-----------------------------------------------------------------
Moody's assigned a first time corporate family rating of B3 to
Clearwater Seafoods Limited Partnership and rated its proposed
CN$70 million senior secured first-lien term loan at B1.  The
rating outlook is stable.  The ratings are subject to review of
final documentation.

The proposed recapitalization transaction includes refinancing of
the company's existing bank facilities and IKS bonds with proceeds
from the CN$70 million bank term loan, new $50 million ABL
facility (not rated) and a $45 million second lien term loan that
is also not rated.  The transaction will simplify Clearwater's
debt structure, extend its maturity schedule, and improve its
liquidity profile.

                        Ratings Rationale

Moody's said that the newly assigned CFR of B3 reflects the
company's position as the largest integrated shellfish company in
North America, with solid quota ownership that creates significant
barriers to entry, good product diversity within its narrow sector
of shellfish, and a customer base that is diverse both by name and
type of customer as well as by geography.  These positives are
significantly offset by historic volatility in operating profits
and cash flow driven in part by numerous one-time events and a
very high exposure to foreign currency fluctuations, high
financial leverage, limited free cash flow available for debt
repayment as well as small scale relative to its larger and more
diversified peers in the consumer product and protein industries,
said Linda Montag, Moody's Senior Vice President.

The B1 on the proposed CN$70 million senior secured first lien
term loan reflects the fact that the second lien term loan and
existing unsecured convertible debentures which now mature in 2013
and 2014, provide a meaningful cushion below the senior tranche to
absorb loss.  The security package is attractive; comprised of a
first lien on all assets that are not pledged to the ABL (on which
the term loan has a second lien), including the company's fishing
licenses and quotas as well as property, plant and equipment
including its vessel fleet.

Any upward rating momentum is dependent on Clearwater's ability to
manage its earnings and cash flow volatility, as well as improve
and then sustain its operating margins.  It would also require
that the company is able to maintain sustained improvement in its
liquidity and covenant cushion.  While the qualitative
considerations are paramount in any ratings momentum, Moody's
would also look for meaningful improvements in profitability such
that EBITA margin is sustained above 10%, EBITA to interest
approaches 1.5 times and leverage is improved such that
Debt/EBITDA is sustained below 5x, all based on Moody's standard
analytic adjustments.

Ratings could experience downward pressure if volatility
continues, or if operating performance softens or fails to improve
above historic levels.  A downgrade could be considered if
EBITA/Interest remains under 1.0x, free cash flow remains negative
or Debt/EBITDA rises above 6.5 times (based on Moody's analytical
adjustments).  Significant deterioration in cash flows could also
lead to a downgrade.

These ratings were assigned

* Corporate Family Rating at B3;

* Probability of Default Rating at B3; and

* CN$70 million senior secured First Lien term loan due 2015 at B1
  (LGD2, 26%)

This is a first time rating assignment.

Clearwater, based in Nova Scotia, Canada, is a vertically-
integrated harvester, processor, and distributor of premium
shellfish and the largest holder of shellfish licenses and quotas
in Canada.  The company harvests shellfish in offshore fisheries
off the coast of Atlantic Canada and Argentina with majority of
processing done at sea onboard factory vessels.  Clearwater's
revenues in 2009 were CN$284 million.  The company is majority
owned by Clearwater Seafoods Income Fund.


CLUB DEAL: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Club Deal 108 Jax North Florida Venture, Ltd.
        610 N. Wymore Road, Suite 200
        Maitland, FL 32751

Bankruptcy Case No.: 11-00720

Chapter 11 Petition Date: February 4, 2011

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

Debtor's Counsel: Jason A. Burgess, Esq.
                  THE LAW OFFICES OF JASON A. BURGESS, LLC
                  2350 Park Street
                  Jacksonville, FL 32204
                  Tel: (904) 521-9868
                  E-mail: jason@jasonaburgess.com

Scheduled Assets: $3,470,884

Scheduled Debts: $3,400,000

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-00720.pdf

The petition was signed by Jeff K. McFadden, manager of Jax North
Florida Venture, LLC, Debtor's general partner.


C.M.B., III: Union Fidelity Wants Chapter 11 Trustee
----------------------------------------------------
Union Fidelity Life Insurance Company asks the U.S. Bankruptcy
Court for the District of Arizona to appoint a Chapter 11 trustee
for C.M.B., III.

Union Fidelity claims that the Debtor has substantial conflicts of
interest that prevent the Debtor from performing its fiduciary
obligations owing to its creditors.  Union Fidelity says that
because the Debtor's single asset -- its real property -- is
valued well below the Debtor's aggregate liabilities in this case,
recovery of other assets is essential to maximize the return to
creditors.

"During the six weeks prior to the Petition Date, the Debtor
undertook a concerted effort to transfer nearly all of the
Debtor's cash reserves from accrued rents (in the amount of
$1.4 million) to the Debtor's principal, CMB II, LLC," Union
Fidelity states.

CMB II, LLC, and the Debtor are both controlled by the same
individual, Jerry Tokoph.  According to Union Fidelity, Mr. Tokoph
has refused to pursue the transfer of $1.4 million as an avoidable
preference or fraudulent transfer despite demand by Union
Fidelity.

The Debtor is managed by Dimension Financial Realty Investments,
Inc., an entity also 100% owned and controlled by Mr. Tokoph.
Union Fidelity says that DFRI received substantial payments of
approximately $268,000 in the legitimate management fees.  Union
Fidelity states that the Debtor has not pursued any payments as
fraudulent transfers or preferences.

According to Union Fidelity, the Debtor's books and records show
substantial accounts receivables owing from affiliates or insiders
of the Debtor, none of which were disclosed on the Debtor's
schedules of assets filed in this case.  "The Debtor's books and
records show that CMB II, LLC -- the same entity that received the
$1.4 million transfers on the eve of bankruptcy -- actually owes
the Debtor $1,348,835.  Similarly, DFRI, the recipient of numerous
questionable transfers and the entity that continues to manage the
Debtor (and be paid management fees) owes the Debtor more than
$337,000.  Other entities owned or controlled by Mr. Tokoph also
owe accounts receivable to the Debtor.  The Debtor has not listed
or pursued any of these amounts owing," Union Fidelity says.

Union Fidelity states that the Debtor has orchestrated the
transfers and non-collection of receivables with the full
knowledge that the Property needs significant cash investments to
build out existing "shell" space and to repair and maintain the
Property.

Union Fidelity alleges that instead of pursuing the accounts and
fraudulent transfers, the Debtor has sat in bankruptcy for over
four months and done nothing, despite demand by Union Fidelity and
despite the fact that Mr. Tokoph could direct the return of monies
to this estate without any litigation, since he controls all of
the relevant entities.

Union Fidelity is represented by Quarles & Brady LLP.

Phoenix, Arizona-based C.M.B. III, L.L.C., owns a mixed-use
commercial complex located at 13450-13610 N. Black Canyon Freeway,
Phoenix, Arizona.  It filed for Chapter 11 bankruptcy protection
(Bankr. D. Ariz. Case No. 10-30496) on September 23, 2010.
Richard M. Lorenzen, Esq., Perkins Coie Brown & Bain P.A., serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets and debts at $10 million to $50 million as of the Chapter
11 filing.


COLONIAL BANCGROUP: Wants Plan Outline Hearing Moved to March 16
----------------------------------------------------------------
The Colonial BancGroup, Inc., asks the U.S. Bankruptcy Court for
the Middle District of Alabama to establish these dates with
respect to the confirmation of the disclosure statement to its
proposed Chapter 11 Plan of Liquidation, as amended.

   a) March 16, 2011 -- Deadline for holders of claims in Class F
      (Indenture Claims) based upon either the 2003 Preferred
      Securities Offering or the 2008 Debentures Offering and for
      Holders of Equity Interests in Class H (Preferred Stock) to
      submit their ballots to Broadridge or an Intermediary Record
      Holder.

   b) March 18 -- Deadline for objections to confirmation of
      the Amended Plan, and for all ballots to be submitted to the
      Voting Agent.

   c) March 24-25 -- Confirmation hearing.

The Debtor filed the Amended Plan on February 3, when the Court
was scheduled to convene a hearing on the Disclosure Statement.
The Amended Plan provides generally for the liquidation of all of
the Debtor's assets and the distribution of the liquidation
proceeds to the Debtor's creditors.

The Debtor wants a hearing on the Disclosure Statement on
March 16.

As reported in the yesterday's Troubled Company Reporter,
BankruptcyData.com relates that Amended Plan provides, among other
things, is that holders of convenience claims will recover only
75%, preferred stockholders who will be paid only after all
allowed unsecured claims and all statutorily subordinated claims
are paid in full will receive an amount that is equal to the
largest of the allowed amount of any fixed liquidation preference
or any fixed redemption price to which holders are entitled, or
the value of the interests.  Additionally, under the proposed plan
common stockholders will receive no distribution.

                    About The Colonial BancGroup

Headquartered in Montgomery, Alabama, The Colonial BancGroup,
Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking
subsidiary.  Colonial Bank -- http://www.colonialbank.com/--
operated 354 branches in Florida, Alabama, Georgia, Nevada and
Texas with over $26 billion in assets.  On August 14, 2009,
Colonial Bank was seized by regulators and the Federal Deposit
Insurance Corporation was named receiver.  The FDIC sold most of
the assets to Branch Banking and Trust, Winston-Salem, North
Carolina.  BB&T acquired $22 billion in assets and assumed
$20 billion in deposits of the Bank.

The Colonial BancGroup filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Ala. Case No. 09-32303) on August 25, 2009.  W. Clark
Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Debtor.  The
Debtor disclosed $45 million in total assets and $380 million in
total liabilities as of the Petition Date.

In September 2009, an Official Committee of Unsecured Creditors
was formed consisting of three members, Fine Geddie & Associates,
The Bank of New York Trust Company, N.A., and U.S. Bank National
Association.  Burr & Forman LLP and Schulte Roth & Zabel LLP serve
as co-counsel for the Committee.

Colonial Brokerage, a wholly owned subsidiary of Colonial
BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy
Court in the Middle District of Alabama in June 2010.  Susan S.
DePaola serves as Chapter 7 trustee.


COMMERCIAL BARGE: Moody's Downgrades Corp. Family Rating to 'B2'
----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
of Commercial Barge Line Company to B2 from B1 and confirmed its
other existing ratings assigned to CBLC: B2 Probability of
Default, SGL-2 Speculative Grade Liquidity Rating and the B2
rating on the $200 million senior secured second lien notes due
2017.  The outlook is stable.  These actions resolve the review
for downgrade initiated upon the announcement on October 18, 2010,
that its publicly-traded parent, American Commercial Lines Inc.
agreed to be acquired by affiliates of Platinum Equity LLC.  The
acquisition by Platinum was completed on December 21, 2010.  On
February 3, 2011, ACL's new parent, ACL I Corporation (formerly
Finn Intermediate Holding Corporation) announced its intent to
issue $225 million of senior unsecured PIK toggle notes due 2016.
Moody's assigned a Caa1 rating to these Holdco Notes, the proceeds
of which will be distributed as a special dividend to the
stockholders of ACL I Corporation, which is ultimately owned by
certain private investment funds controlled by Platinum.

Downgrades:

Issuer: Commercial Barge Line Company

  -- Corporate Family Rating, Downgraded to B2 from B1

Assignments:

Issuer: ACL I Corporation

  -- Senior Unsecured Regular Bond/Debenture - Caa1, LGD5 - 89%

Outlook Actions:

Issuer: Commercial Barge Line Company

  -- Outlook, Changed To Stable From Rating Under Review

Affirmations:

Issuer: Commercial Barge Line Company

  -- Probability of Default Rating - B2

  -- Senior Secured Regular Bond/Debenture - B2 with LGD
     assessment changed to LGD4, 57% from LGD4 - 53%

                        Ratings Rationale

The confirmation of the B2 PDR reflects CBLC's favorable position
as the second largest independent inland barge transportation
company and the second largest manufacturer of U.S. Jones Act
qualified barges.  Improving market fundamentals, management's
focus on controlling costs and the application of free cash flow
to repayments on the revolving credit had led to stronger credit
metrics since June 30, 2010.  Notwithstanding the increase in the
family's debt from the addition of the Holdco Notes, Moody's
anticipates stronger demand for barge freight in 2011, which
should allow CBLC to continue the improving operating margin trend
it realized in 2010.  Lower investment in the barge fleet,
continuing focus on enhancing operational efficiency and
increasing asset utilization should also support profit margin
expansion in upcoming periods.  The downgrade of the CFR by one
notch reflects the reversion by Moody's to a 50% Expected Family
Recovery Rate because of the significant increase in debt that the
Holdco Notes add to the capital structure.  The confirmation of
the B2 rating on the 2nd Lien Notes results from the application
of Moody's Loss Given Default Rating Methodology.

The SGL-2 Speculative Grade Liquidity Rating, which applies to the
liquidity profile of the operating company, CBLC, but not that of
ACL I Corporation reflects good liquidity and supports the B2
family rating assigned to CBLC.  The expectation of positive free
cash flow and at least $225 million of availability on the
$475 million revolving credit of CBLC due in 2015 (not rated)
anchor the liquidity assessment.

Moody's used its LGD methodology to assign the rating to the
Holdco Notes.  The Caa1 rating reflects this instrument's lack of
upstream guarantees from the operating units.  The dependence on
cash flows from the operating subsidiaries, such cash flows being
restricted by the revolving credit agreement and 2nd Lien Notes
indenture, significantly increases the credit risk of the Holdco
Notes and results in the Caa1 rating outcome.

The stable outlook reflects Moody's expectation that improving
industry fundamentals will allow CBLC to expand its earnings and
cash flow to offset potential pressure on the credit profile from
the higher debt balance.  The outlook could be changed to positive
if ACL is able to replace cyclical earnings from the grain trade
with less cyclical, higher margin cargoes, such that it sustains a
more predictable, higher level of funds from operations from its
barge business.  Funds from Operations + Interest to Interest that
is sustained above 3.0 times or Retained Cash Flow to Net Debt
that approaches 17.5% or Debt to EBITDA that is sustained below
4.5 times could positively pressure the ratings.  The outlook
could be changed to negative or the ratings downgraded if CBLC
pursues an acquisitive growth strategy that is primarily financed
with debt.  FFO + Interest to Interest approaches 2.0 times,
Retained Cash Flow to Net Debt of below 11% or Debt to EBITDA that
is sustained above 5.5 times.

The last rating action on CBLC was the initiation of the review
for possible downgrade on October 19, 2010.

Commercial Barge Line Company, headquartered in Jeffersonville,
Indiana, is the sole first tier subsidiary of ACL also
headquartered in Jeffersonville, Indiana.  ACL is one of the
largest integrated marine transportation and services companies in
the United States, providing barge transportation and related
services, and construction of barges, towboats and other vessels.

ACL I Corporation, headquartered in Beverly Hills, California, is
the direct parent of ACL and is ultimately controlled by certain
private investment funds controlled by Platinum.


CONTESSA PREMIUM: Asks for Court's Nod to Reject Aircraft Lease
---------------------------------------------------------------
Contessa Premium Foods, Inc., asks for authorization from the U.S.
Bankruptcy Court for the Central District of California to reject
an aircraft lease, nunc pro tunc to the Petition Date.

For more than a decade, the Debtor's executives have traveled by
private jet to service the Debtor's geographically diverse vendor
and customer base.  In 2004, the Debtor decided to upgrade its
aircraft to a larger model to enable travel to Southeast Asia,
where the majority of the Debtor's suppliers are located.  On
July 1, 2004, the Debtor and Learjet, Inc., entered into an
Aircraft Purchase Agreement for the purchase by the Debtor of one
new Bombardier Challenger 300 Model BD100-1A10 aircraft, bearing
Manufacturer's Serial Number 20045, together with all engines,
equipment, avionics and accessories attached thereto or
incorporated therein, and all logs, records and manuals therewith.
To finance the aircraft, the Debtor entered into a leasing
arrangement with Wells Fargo Bank Northwest, National Association.

The term of the Lease Agreement is 120 months and it terminates on
May 15, 2015.  The monthly rent due under the Lease is $106,655.09
subject to an adjustment amount.  In addition to the monthly
payments it receives, Wells Fargo Northwest holds a $1.8 million
security deposit as required by the lease agreement.

As part of its ongoing restructuring efforts, the Debtor has
reviewed the aircraft lease and determined that because of the
Debtor's downsizing of its operations and debt structure, the
Debtor's the continued use of the aircraft at its present cost
structure is no longer supportable.  Prior to commencing this
case, the Debtor marketed the aircraft in consultation with Wells
Fargo Northwest to third parties.  Given the current state of the
economy, the Debtor was unable to locate a third party willing to
assume the aircraft lease or purchase the aircraft outright.  The
Debtor has then determined to reject the aircraft lease.

San Pedro, California-based Contessa Premium Foods, Inc., fka ZB
Industries, Inc., and Contessa Food Products, Inc., provides farm
raised shrimp, convenience meals, stir-fry vegetables, and other
frozen food products that are marketed and sold primarily in the
United States and to a lesser extent in Canada, Europe, Asia, and
Mexico.  It divides its business into two internal groups:
Contessa Seafood, which includes its seafood items, and Contessa
"Green Cuisine," which includes all other fruit, vegetable and
complete meal blends.

Contessa Premium filed for Chapter 11 bankruptcy protection on
January 26, 2011 (Bankr. C.D. Calif. Case No. 11-13454).  Craig A.
Wolfe, Esq., at Kelley Drye & Warren LLP, and Jeffrey W. Dulberg,
Esq., and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl &
Jones LLP, serve as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $50 million to $100 million.


CORNERSTONE BANCSHARES: Registers Series A Preferred Stock
----------------------------------------------------------
On January 31, 2011, Cornerstone Bancshares, Inc., registered with
the U.S. Securities and Exchange Commission Series A Convertible
Preferred Stock, no par value.

                   About Cornerstone Bancshares

Chattanooga, Tenn.-based Cornerstone Bancshares, Inc. is a bank
holding company.  Its wholly-owned subsidiary, Cornerstone
Community Bank, is a Tennessee-chartered commercial bank with five
full-service banking offices located in Hamilton County,
Tennessee.

The Company's balance sheet as of June 30, 2010, showed
$523.4 million in total assets, $494.0 million in total
liabilities, and stockholders' equity of $29.4 million.

As reported in the Troubled Company Reporter on April 6, 2010,
Hazlett, Lewis & Bieter, PLLC, in Chattanooga, Tenn., expressed
substantial doubt about the Company's ability to continue as a
going concern after auditing the Company's financial statements
for the year ended December 31, 2009.  The independent auditors
noted that the Company was not in compliance with certain of its
debt covenants at December 31, 2009.  In addition, as of
December 31, 2009, Cornerstone Community Bank was restricted from
paying dividends to the Company due to the Bank's recent operating
losses and the Bank's reduced capital levels.

                          Consent Order

The Company disclosed in 10-Q for the quarter ended June 30, 2010,
that following the issuance of a written report by the Federal
Deposit Insurance Corporation and the Tennessee Department of
Financial Institutions concerning their joint examination of
Cornerstone Community Bank in October 2009, the Bank entered a
consent order with the FDIC on April 2, 2010, and a written
agreement with the TDFI on April 8, 2010, each concerning areas of
the Bank's operations identified in the report as warranting
improvement and presenting substantially similar plans for making
those improvements.

The consent order and written agreement, which the Company
collectively refers to as the "Action Plans", convey specific
actions needed to address certain findings from the joint
examination and to address the Company's current financial
condition.  The Action Plans contain a list of strict requirements
ranging from a capital directive, which requires the Company to
achieve and maintain minimum regulatory capital levels in excess
of the statutory minimums to be well-capitalized, to developing a
liquidity risk management and contingency funding plan, in
connection with which the Company will be subject to limitations
on the maximum interest rates it  can pay on deposit accounts.
The Action Plans also contain restrictions on future extensions of
credit and requires the development of various programs and
procedures to improve the Company's asset quality as well as
routine reporting on its  progress toward compliance with the
Action Plans to the Board of Directors, the FDIC and the TDFI.

As of April 2, 2010, the date of the Action Plans, the Bank was
deemed to be "adequately capitalized."


CRUSADER ENERGY: Double C Has $401,957 Secured Claim
----------------------------------------------------
Bankruptcy Judge Barbara J. Houser ruled on the objection filed by
Jeffrey A. Compton -- as trustee of the KRU Liquidating Trust,
which was established under Crusader Energy Group, Inc.'s
confirmed Second Amended Joint Plan of Reorganization -- to the
claim of Double C Contracting, Inc.  In November 2006, Double C
was hired by Westside Energy, the Debtor's predecessor, to
construct a platform or foundation for a drilling rig at a jobsite
in Hill County, Texas.  At the conclusion of its work, Double C
delivered an invoice to Westside for $625,000, which Westside did
not pay.  Double C timely filed its Notice of Secured Claim with
the Liquidating Trustee, asserting a right to payment for
$625,000, together with prejudgment interest and attorney's fees.

Judge Houser held that there is an enforceable contract between
Westside and Double C.  While there was a substantial dispute
about the reasonable value of the services and materials Double C
provided to Westside, the Court held that the reasonable value of
those services and materials was $459,379.52.  The Court also
noted that subsequent to the completion of Double C's work,
Westside paid certain suppliers of materials for the job in the
total amount of $57,422.44.  Accordingly, Westside owes Double C
$401,957.08 -- which will be an allowed M&M Secured claim to be
paid in full by the Liquidating Trustee pursuant to the terms of
the Plan.  Double C is also entitled to recover prejudgment
interest and its reasonable attorney's fees pursuant to Sections
53.156 and 56.041(a) of the Texas Property Code.  Double C is
entitled to an allowed unsecured claim for both prejudgment
interest and its reasonable attorney's fees, which unsecured claim
will be paid by the Liquidating Trustee pursuant to the terms of
the Plan.

A copy of the Court's Findings of Fact and Conclusions of Law,
dated February 3, 2011, is available at http://is.gd/MPIjeifrom
Leagle.com.

                    About Crusader Energy Group

Based in Oklahoma City, Oklahoma, Crusader Energy Group Inc. (Pink
Sheets: CKGRQ) -- http://www.ir.crusaderenergy.com/-- explores,
develops and acquires oil and gas properties, primarily in the
Anadarko Basin, Williston Basin, Permian Basin, and Fort Worth
Basin in the United States.  It has working interests in more than
1,000 wells.

Crusader Energy and its affiliates filed for Chapter 11
protection on March 30, 2009 (Bankr. N.D. Tex. Lead Case No.
09-31797).  The Debtors' financial condition as of
September 30, 2008, showed total assets of $749,978,331 and
total debts of $325,839,980.

Beth Lloyd, Esq., Richard H. London, Esq., and William Louis
Wallander, Esq., at Vinson & Elkins, L.L.P., represent the
Debtors as counsel.  Jefferies & Company, Inc. acts as financial
adviser to Crusader in its Chapter 11 reorganization.  BMC Group
Inc. is claims and notice agent.  Holland N. Oneil, Esq., Michael
S. Haynes, Esq., and Richard McCoy Roberson, Esq., at Gardere,
Wynne & Sewell, represent the official committee of unsecured
creditors as counsel.

On December 16, 2009, the Court entered its Order Confirming
Second Amended Joint Plan of Reorganization for the Debtor and
certain of its affiliates.

As reported by the Troubled Company Reporter on January 6, 2010,
Crusader Energy consummated a sales transaction with J/M Crusader
Acquisition Sub LLC, a subsidiary of Jones Energy Ltd.  Jones
Energy was the successful bidder at an auction conducted on
November 13, 2009.  The Jones Energy transaction was approved as
part of the confirmation of Crusader's Plan.  Under the Plan, upon
consummation of the Jones Energy transaction, all of the
outstanding equity interests in Crusader were cancelled and
Crusader and its wholly owned subsidiaries became subsidiaries of
Jones.

Jones Energy paid a combination of cash and a contractual
contingent payment right to receive 22% of the net cash flow from
certain of Crusader's properties after the closing.  The
transaction was valued in the aggregate at $289 million, of which
$240.5 million was in cash.  After giving effect to certain
adjustments, the cash consideration Jones Energy paid was roughly
$238 million.  Crusader's equity holders were wiped out in the
deal.


DAVITA INC: DSI Renal Deal Won't Affect Moody's 'Ba3' Rating
------------------------------------------------------------
Moody's Investors Service commented that DaVita Inc.'s
announcement that it has entered into a definitive agreement to
acquire DSI Renal, Inc., for approximately $690 million has no
immediate impact on DaVita's ratings, including the Ba3 Corporate
Family and Probability of Default Ratings.  The outlook for the
ratings is stable.

Moody's last rating action on DaVita was on December 1, 2010, when
Moody's assigned a (P)B2 rating to the company's senior unsecured
shelf used in the refinancing.  Other ratings related to the
company's refinancing transaction were assigned in Moody's rating
action on October 1, 2010.

DaVita's ratings were assigned by evaluating factors Moody's
believe are relevant to the credit profile of the issuer, such as
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 of tolerance for risk.  These attributes
were compared against other issuers both within and outside of
DaVita's core industry and DaVita's ratings are believed to be
comparable to those other issuers of similar credit risk.

DaVita, headquartered in Denver, CO, is an independent provider of
dialysis services in the US for patients suffering from end-stage
renal disease (chronic kidney failure).  DaVita's services are
predominantly provided in the company's outpatient dialysis
centers.  However, the company also provides home dialysis
services, inpatient dialysis services through contractual
arrangements with hospitals, laboratory services and other
ancillary services.  The company recognized approximately
$6.4 billion of revenue for the twelve months ended September 30,
2010.


DBSD N.A.: LightSquared May Bid for DBSD & TerreStar
----------------------------------------------------
LightSquared Inc., acquired in March 2010 by Harbinger
Capital Partners LLC, may make competing offers to acquire both
DBSD North America Inc. and TerreStar Networks Inc., Bloomberg
News reported, citing two people with knowledge of the company's
plans.  DBSD and TerreStar are both in the final phases of their
Chapter 11 reorganizations.

As reported in the Feb. 2, 2011 edition of the Troubled Company
Reporter, DISH Network said it has entered into an agreement to
acquire 100% of the equity of the reorganized DBSD N.A. for
roughly $1 billion subject to certain adjustments, including
interest accruing on DBSD North America's existing debt.  The
Bankruptcy Court will consider approval of the deal on
February 15.

                      About DBSD North America

Headquartered in Reston, Virginia, DBSD North America Inc., aka
ICO Member Services Inc., offers satellite communications
services.  It has launched a satellite, but is in the
developmental stages of creating a satellite system with
components in space and on earth.  It presently has no revenues.

The Company and nine of its affiliates filed for Chapter 11
protection on May 15, 2009 (Bankr. S.D.N.Y. Lead Case No.
09-13061).  James H.M. Sprayregen, Esq., and Christopher J.
Marcus, Esq., at Kirkland & Ellis LLP, in New York; and Marc J.
Carmel, Esq., and Sienna R. Singer, Esq., at Kirkland & Ellis LLP,
in Chicago, serve as the Debtors' counsel.  Jefferies & Company is
the financial advisors to the Debtors.  The Garden City Group Inc.
is the claims agent for the Debtors.  DBSD estimated assets and
debts of $500 million to $1 billion in its Chapter 11 petition.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq., at
Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis,
Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer &
Feld LLP, serve as bankruptcy counsel to the Debtors.  Blackstone
Advisory Partners LP is the financial advisor.  The Garden City
Group, Inc., is the claims and noticing agent in the Chapter 11
cases.  Otterbourg Steindler Houston & Rosen P.C. is the counsel
to the Official Committee of Unsecured Creditors.  FTI Consulting,
Inc., is the Committee's financial advisor

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


DEWITT REHABILITATION: 7 Members Appointed to Creditors Panel
-------------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 2, appoints seven
members to the Official Committee of Unsecured Creditors in DeWitt
Rehabilitation and Nursing Center's Chapter 11 cases.

The Committee members include:

1) Duso Food Distributors, Inc.
   P.O. Box 326
   6055 Route 52 West
   Ellenville, NewYork 12428
   Attention: Sondra Richmond, Vice President
   Telephone: (845) 647-4600
   Fax: (845) 647-4665

2) PatientCare Associates, Inc.
   141 Halstead Avenue - Suite 302
   Mamaroneck, New York 10543
   Attention: Leonard Tanzer, President
   Telephone: (914) 438-7600
   Fax; (914) 777-3333

3) Medline Industries
   One Medline Place
   Mundelein, Illinois 60060
   Attention: Shane Reed
   Telephone: (847) 643-4103
   Fax: (866) 914-2729

4) Cardinal Health 411, Inc.
   11 Centennial Drive
   Peabody, Massachusetts 01960
   Attention: Casey Wilkins, Director of Credit Underwriting
   Telephone: (978) 977-2318
   Fax: (614) 652-4356

5) 1199/SEIU Greater New York Pension, Benefit & Related Funds
   330 West 42nd Street - 27th Floor
   New York, New York 10036
   Attention: Anthony Petrella, Manager
   Telephone: (646) 473-6460
   Fax: (646) 473-6475

6) HR Healthcare Staffing Remedies
   350 5th Avenue - Suite 4307
   New York, New York 10118
   Attention: Rey N. Bello, President
   Telephone: (212) 967-0880
   Fax: (212) 967-0882

7) United Staffing Registry
   d/b/a United Home Care
   77-04 Broadway
   Queens, New York 11373
   Attention: Benjamin Santos, President
   Telephone: (718) 639-5475

The U.S. Trustee held an organizational meeting on February 3,
2011, at 11:00 a.m. in the Debtor's bankruptcy case.  The meeting
was held at the United States Trustee Meeting Room 80 Broad
Street, 4th Floor New York, NY 10004.  The sole purpose of the
meeting was to form a committee or committees of unsecured
creditors in the Debtors' cases.

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

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

New York-based DeWitt Rehabilitation and Nursing Center 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.

DeWitt Rehabilitation filed for Chapter 11 bankruptcy protection
on January 25, 2011 (Bankr. S.D.N.Y. Case No. 11-10253).  Marc A.
Pergament, Esq., at Weinberg, Gross & Pergament, LLP, serves as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
at up to $50,000 and debts at $10 million to $50 million.


DISH NETWORK: To Provide $87.5MM Financing to DBSD North America
----------------------------------------------------------------
On February 1, 2011, Dish Network Corporation entered into a
commitment to provide a debtor-in-possession credit facility to
DBSD North America, Inc. and certain of its affiliates in
connection with filings by DBSD North America and those affiliates
for protection under Chapter 11 of the U.S. Bankruptcy Code.  The
Credit Facility, which remains subject to approval by the
Bankruptcy Court, will consist of a non-revolving, multiple draw
term loan in the aggregate principal amount of $87.5 million, with
drawings subject to the terms and conditions set forth in the
Credit Facility.

On February 1, 2011, the Company also entered into an investment
agreement pursuant to which it has committed to acquire 100% of
the equity of reorganized DBSD North America for approximately $1
billion subject to certain adjustments, including interest
accruing on DBSD North America's existing debt.  This transaction
is to be completed upon satisfaction of certain conditions,
including approval by the Federal Communications Commission and
DBSD North America's emergence from bankruptcy.  Under the
investment agreement, which remains subject to approval by the
Bankruptcy Court, the Company has also committed to support DBSD
North America's plan of reorganization under which: (i) all claims
under their 7.5% Convertible Senior Secured Notes due 2009, issued
under that certain indenture dated August 15, 2005, as
supplemented and amended, among DBSD North America, the guarantors
named therein, and The Bank of New York Mellon, as trustee, will
be paid in full; (ii) all of DBSD North America's obligations
under the Credit Facility will be paid in full; (iii) the holders
of general unsecured claims of DBSD North America will receive
partial payment; and (iv) certain additional claims in bankruptcy
will also be paid in full.

                        About DISH Network

DISH Network Corporation is the third largest pay television
provider in the United States with 14.1 million subscribers as of
Dec. 31, 2009.  Annual revenues approximate $11.6 billion.

The Company's balance sheet at June 30, 2010, showed $9.03 billion
in total assets and $10.61 billion in total liabilities, and a
stockholders' deficit of $1.58 billion.

                           *     *     *

At the end of January 2011, Fitch Ratings affirmed the 'BB-'
Issuer Default Rating assigned to DISH Network and its wholly
owned subsidiary DISH DBS Corporation.  Fitch has also affirmed
the 'BB-' rating assigned to the senior unsecured notes issued by
DDBS Corporation.  Additionally, Fitch has revised DISH's Rating
Outlook to Stable from Negative.  As of Sept. 30, 2010, DISH had
approximately $6.5 billion of debt outstanding.  The Stable
Outlook recognizes the operational rebound DISH has experienced
during 2010.  Overall, Fitch's ratings reflect the operating
leverage derived from DISH's size and scale as the third largest
multi-channel video programming distributor in the U.S. and
Fitch's expectation for continued, albeit pressured free cash flow
generation.

Dish Network carries a 'Ba3' corporate family rating, with "stable
outlook", from Moody's.  Moody's said that Dish Network's Ba3
Corporate Family Rating and stable outlook are not affected by the
company's announcement that it has entered into an agreement to
acquire 100% of the equity of the reorganized DBSD North
America, Inc., a hybrid satellite and terrestrial communications
company, for approximately $1 billion including interest accruing
on DBSD North America's existing debt.


EDWARDS FIBERGLASS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Edwards Fiberglass, Inc.
        1415 E. Boonville
        Sedalia, MO 65301

Bankruptcy Case No.: 11-20140

Chapter 11 Petition Date: February 4, 2011

Court: United States Bankruptcy Court
       Western District of Missouri (Jefferson City)

Judge: Dennis R. Dow

Debtor's Counsel: Erlene W. Krigel, Esq.
                  KRIGEL & KRIGEL, P.C.
                  4550 Belleview Ave.
                  Kansas City, MO 64111
                  Tel: (816) 756-5800
                  Fax: (816) 756-1999
                  E-mail: ekrigel@krigelandkrigel.com

Scheduled Assets: $3,808,937

Scheduled Debts: $3,347,786

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mowb11-20140.pdf

The petition was signed by Shaun Edwards, vice president.


EVANS OIL: Section 341(a) Meeting Scheduled for March 17
--------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of Evans Oil
Company LLC, et al.'s creditors on March 17, 2011, at 2:30 p.m.
The meeting will be held at United States Courthouse Federal
Building, 2110 First Street 2-101, Fort Myers, FL 33901.

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.

Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC,
distributes bulk oil, gas, diesel and lubricant products.  It
filed for Chapter 11 bankruptcy protection on January 30, 2011
(Bankr. M.D. Fla. Case No. 11-01515).  John S. Sarrett, Esq.,
Lawrence E. Oscar, Esq., Daniel A. DeMarco, Esq., Christopher B.
Wick, Esq., and Emily W. Ladky, Esq., at Hahn Loeser & Parks LLP,
servers as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Affiliates KCWL, LLC (Bankr. M.D. Fla. Case No. 11-01519), Long
Equipment Finance, LLC (Bankr. M.D. Fla. Case No. 11-01520), Long
Petroleum Products (Bankr. M.D. Fla. Case No. 11-01521), Long Run,
LLC (Bankr. M.D. Fla. Case No. 11-01522), Octane, LLC (Bankr. M.D.
Fla. Case No. 11-01523), and RML, LLC (Bankr. M.D. Fla. Case No.
11-01524) filed separate Chapter 11 petitions on January 30, 2011.

The cases are jointly administered.  Evans Oil is the lead case.

The Debtors hired The Garden City Group, Inc., as claims, noticing
and balloting agent.


EVANS OIL: Taps Hahn Loeser as Bankruptcy Counsel
-------------------------------------------------
Evans Oil Company LLC, et al., ask for authorization from the Hon.
David H. Adams of the U.S. Bankruptcy Court for the Middle
District of Florida to employ Hahn Loeser & Parks LLP as
bankruptcy counsel, nunc pro tunc to the Petition Date.

Hahn Loeser will, among other things:

     a. assist, advise and represent the Debtors in their
        consultations with creditors regarding the administration
        of their bankruptcy cases;

     b. provide assistance, advice and representation concerning
        the preparation and negotiation of a plan of
        reorganization and disclosure statement and any asset
        sales or other transactions proposed in connection with
        the Debtors' bankruptcy cases;

     c. provide assistance, advice and representation concerning
        any investigation of assets, liabilities and financial
        condition of the Debtors that may be required; and

     d. represent the Debtors in the negotiation and acquisition
        of postpetition lending.

Hahn Loeser will be paid based on the hourly rates of its
professionals:

        Lawrence E. Oscar                $600
        Daniel A. DeMarco                $510
        Christopher B. Wick              $345
        John S. Sarrett                  $260
        Emily W. Ladky                   $195
        Colleen M. Beitel, Paralegal     $210

Daniel A. DeMarco, Esq., a partner at Hahn Loeser, assures the
Court that the firm is a "disinterested person" as that term
defined in Section 101(14) of the Bankruptcy Code.

Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC,
distributes bulk oil, gas, diesel and lubricant products.  It
filed for Chapter 11 bankruptcy protection on January 30, 2011
(Bankr. M.D. Fla. Case No. 11-01515).  The Debtor estimated its
assets and debts at $10 million to $50 million.

Affiliates KCWL, LLC (Bankr. M.D. Fla. Case No. 11-01519), Long
Equipment Finance, LLC (Bankr. M.D. Fla. Case No. 11-01520), Long
Petroleum Products (Bankr. M.D. Fla. Case No. 11-01521), Long Run,
LLC (Bankr. M.D. Fla. Case No. 11-01522), Octane, LLC (Bankr. M.D.
Fla. Case No. 11-01523), and RML, LLC (Bankr. M.D. Fla. Case No.
11-01524) filed separate Chapter 11 petitions on January 30, 2011.

The cases are jointly administered.  Evans Oil is the lead case.

The Debtors hired The Garden City Group, Inc., as claims, noticing
and balloting agent.


EVANS OIL: Wants Garden City as Claims, Noticing & Balloting Agent
------------------------------------------------------------------
Evans Oil Company LLC, et al., ask for authorization from the U.S.
Bankruptcy Court for the Middle District of Florida to employ The
Garden City Group, Inc., as claims, noticing and balloting agent,
nunc pro tunc as of the Petition Date.

GCG will, among other things:

     a. prepare and serve notices required in the Debtors'
        bankruptcy cases;

     b. receive, record and maintain copies of proofs of claim and
        proofs of interest filed in the cases;

     c. mail and tabulate ballots for purposes of plan voting; and

     d. assist with the production of reports, exhibits and
        schedules of information for use by the Debtors, the
        Debtors' counsel, the Debtors' other professionals or to
        be delivered to the Court, the Clerk's Office, the U.S.
        Trustee or third parties.

GCG will be paid based on the hourly rates of its professionals:

        Administrative & Data Entry                $45-$55
        Mailroom & Claims Control                    $55
        Customer Service Representatives             $57
        Project Administrators                     $70-$85
        Quality Assurance Staff                    $80-$125
        Project Supervisors                        $95-$110
        Systems & Technology Staff                $100-$200
        Graphic Support for Web site                $125
        Project Managers                          $125-$175
        Directors, Sr. Consultants & Asst. VP     $200-$295
        Vice President & Above                      $295

A copy of GCG's administration agreement with the Debtors is
available for free at:

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

Emily S. Gottlieb, Assistant Vice President, Midwest Operations of
The Garden City Group, Inc., assures the Court that the firm  is a
"disinterested person" as that term defined in Section 101(14) of
the Bankruptcy Code.

Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC,
distributes bulk oil, gas, diesel and lubricant products.  It
filed for Chapter 11 bankruptcy protection on January 30, 2011
(Bankr. M.D. Fla. Case No. 11-01515).  John S. Sarrett, Esq.,
Lawrence E. Oscar, Esq., Daniel A. DeMarco, Esq., Christopher B.
Wick, Esq., and Emily W. Ladky, Esq., at Hahn Loeser & Parks LLP,
servers as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Affiliates KCWL, LLC (Bankr. M.D. Fla. Case No. 11-01519), Long
Equipment Finance, LLC (Bankr. M.D. Fla. Case No. 11-01520), Long
Petroleum Products (Bankr. M.D. Fla. Case No. 11-01521), Long Run,
LLC (Bankr. M.D. Fla. Case No. 11-01522), Octane, LLC (Bankr. M.D.
Fla. Case No. 11-01523), and RML, LLC (Bankr. M.D. Fla. Case No.
11-01524) filed separate Chapter 11 petitions on January 30, 2011.

The cases are jointly administered.  Evans Oil is the lead case.


FALLON LUMINOUS: Bankr. Ct. Rejects iLight's Infringement Claim
---------------------------------------------------------------
Bankruptcy Judge Richard Stair, Jr., ruled that the waveguides in
the accused Fallon Luminous Products Corporation products have a
"hollow" structure, and because the structure is "hollow," the
accused products do not infringe iLight Technologies, Inc.'s
patents.  Accordingly, Judge Stair dismissed iLight's patent
infringement suit against Fallon and sustained the Fallon Chapter
11 Trustee's Objection to iLight's claim.

iLight Technologies, Inc., v. Fallon Luminous Products
Corporation, Adv. Pro. No. 10-3050 (Bankr. E.D. Tenn.), originates
from an order entered by the United States District Court for the
Middle District of Tennessee on June 10, 2010, transferring the
action to the United States Bankruptcy Court for the Eastern
District of Tennessee.  Also before the court is the Objection by
Chapter 11 trustee Richard F. Ray to the allowance of iLight's
unsecured claim for $5,072,180.16.  The adversary proceeding and
Objection to iLight Claim were consolidated for a bench trial.

A copy of the Bankruptcy Court's February 3, 2011 Memorandum is
available at http://is.gd/L8iLe3from Leagle.com.

Attorneys for iLight are:

          Martin T. LeFevour, Esq.
          Timothy J. Vezeau, Esq.
          KATTEN MUCHIN ROSENMAN LLP
          525 West Monroe Street
          Chicago, IL 60661-3693
          Telephone: 312-902-5542
          Facsimile: 312-577-8762
          E-mail: martin.lefevour@kattenlaw.com
                  timothy.vezeau@kattenlaw.com

               - and -

          David N. Burn, Esq.
          DRESCHER & SHARP, P.C.
          1720 West End Avenue, Suite 300
          Nashville, TN 37203
          Telephone: 615-425-7111
          E-mail: dburn@dsattorneys.com

Attorneys for the Chapter 11 Trustee are:

          Joseph S. Presta, Esq.
          Michael D. Gaffney, Esq.
          NIXON & VANDERHYE, P.C.
          Telephone: 703-816-4042
          Facsimile: 703-816-4100
          E-mail: jsp@nixonvan.com
                  mdg@nixonvan.com
          901 North Glebe Road, 11th Floor
          Arlington, VA 22203

               - and -

          Maurice K. Guinn, Esq.
          GENTRY, TIPTON & MCLEMORE, P.C.
          900 South Gay Street, Suite 2300
          Knoxville, TN 37902
          Telephone: 865-525-5300
          E-mail: mkg@tennlaw.com

Attorneys for Fallon is:

          BRADLEY ARANT BOULT CUMMINGS, LLP
          William L. Norton, III, Esq.
          1600 Division Street, Suite 700
          Nashville, TN 37203
          Telephone: 615-252-2397
          Facsimile: 615-252-6397
          E-mail: bnorton@babc.com

On October 8, 2009, iLight and three other petitioning creditors
filed an Involuntary Petition under Chapter 7 (Bankr. E.D. Tenn.
Case No. 09-35581) against Fallon Luminous Products Corporation,

          aka Fallon Customer Service
          aka Glass Bending Corporation
          aka Adverneon
          aka E-Glas
          aka Electriglas
          aka Artneon
          aka Deconeon
          aka Logoneon
          aka Spellneon
          aka Embedded
          aka Bringing Neon to Life

The Involuntary Petition was contested and the court, after a
trial, entered an order for relief against Fallon under Chapter 7
on January 20, 2010.  The case was subsequently converted to
Chapter 11 on February 5, 2010, and Richard F. Ray was appointed
Chapter 11 Trustee on February 8, 2010.


FORD MOTOR: Retail Sales Hiked 27% in January
---------------------------------------------
Consumer demand for Ford Motor Company's full family of cars,
utilities and trucks continued to grow in January, as retail sales
climbed 27% versus a year ago.  Retail sales for cars grew 35
percent, 22% for utilities and 24% for trucks.

Ford's total sales in January (including sales to fleet customers)
were 127,317, up 13%.  Total sales comparisons included a planned
27% decline in sales to daily rental companies and the
discontinuation of the Mercury brand.

"We begin 2011 in a strong position - ready to meet the needs of a
wide range of customers with a full portfolio of high-quality,
fuel-efficient vehicles," said Ken Czubay, Ford vice president,
U.S. Marketing, Sales and Service.  "We're off to a great start in
2011 with the largest January retail sales increase in more than a
decade."

                               Cars

Fiesta posted January sales of 4,270.  In 2010, Fiesta played a
key role in helping Ford to achieve its highest retail share in
California since 2006.  The Los Angeles region continues to be the
top-selling region for Ford's smallest new car.

Focus retail sales increased 41 percent.  The Focus and Fiesta
combined to boost the company's small car retail sales to a level
almost double a year ago (up 99%).  The all-new Focus arrives in
dealerships this spring.

"Higher gasoline prices are factoring into vehicle purchase
decisions," said Czubay.  "Ford Motor Company is leading the way
for consumers with the best or among the best fuel economy with
every new vehicle we introduce.  We also have four vehicles with
40 mpg or higher fuel economy - Fiesta, Focus, Fusion Hybrid and
Lincoln MKZ Hybrid - more than any other automaker."

Fusion - Ford's popular midsize sedan - set a January sales record
of 14,346, up 18 percent.  Fusion retail sales were up 39 percent.
In 2010, Fusion set a full year sales record of 219,219 - the
first time since 2004 a Ford car has eclipsed the 200,000
milestone.

Ford Mustang retail sales were up 17%, and Lincoln MKZ retail
sales increased 42%.  In January, the new MKZ Hybrid accounted for
24% of MKZ retail sales -- the highest since it was introduced in
October.

                             Utilities

In January, the all-new 2011 Explorer was the fastest-turning Ford
vehicle on the showroom floor.  Recently named North American
Truck of the Year, the 2011 Explorer offers customers full SUV
capability with superior ride and handling, plus class-leading
fuel economy. Explorer sales totaled 7,351, up 73%.  Retail sales
were more than triple year-ago levels (up 244%).

Ford Escape set a January record with total sales of 13,973, up
30% versus a year ago.  In 2010, Escape set a full-year sales
record of 191,026.

The redesigned 2011 Ford Edge posted a 36% increase in retail
sales.

                               Trucks

Ford F-Series checked in with January sales of 35,806, up 30
percent.  In 2010, F-Series sales totaled 528,349, up 28% versus
2009.  In the commercial fleet market, where Ford's 'Built Tough'
reputation is put to the test every day, F-Series outsells its
nearest competitor by almost 2-to-1 based on 2010 November
calendar-year-to-date registrations. F-Series has been the best-
selling truck in America for 34 years in a row and the best-
selling vehicle, car or truck, for 29 straight years.

Ford's Econoline and Transit Connect vans captured more than 60%
of the commercial van market in 2010.  In January, Econoline sales
totaled 7,979, up 29% versus a year ago.  Transit Connect sales
totaled 2,072, up 78 percent.

Ford had six of the top eight vehicles registered to commercial
fleet customers in 2010 and an industry-leading 38% share of the
commercial fleet market, based on November calendar-year-to-date
registrations.

"In addition to industry-leading quality and fuel efficiency, our
broad range of products offer fleet customers strong resale
values," said Czubay.  "Resale value is a key factor in reducing
vehicle operating costs, which puts Ford in a strong position as
businesses continue to replace or add to their vehicle fleets."

                         About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
across six continents.  With about 200,000 employees and about 90
plants worldwide, the company's automotive brands include Ford,
Lincoln, Mercury and Volvo.  The Company provides financial
services through Ford Motor Credit Company.

Ford Motor's balance sheet at Sept. 30, 2010, showed
$177.07 billion in total assets, $178.81 billion in total
liabilities, and a stockholders' deficit of $1.77 billion.

                           *     *     *

At the end of January 2011, Fitch Ratings upgraded the Issuer
Default Ratings for Ford Motor Company and its Ford Motor Credit
Company LLC captive finance subsidiary to 'BB' from 'BB-'.  The
Rating Outlook for both Ford and Ford Credit is Positive.  Fitch
said Ford's ratings reflect its continued strong financial
performance and the substantial debt reduction accomplished in the
fourth quarter of 2010, both of which outperformed Fitch's
previous expectations.

Moody's Investors Service affirmed the ratings of Ford Motor
Company and Ford Motor Credit Company and changed the rating
outlook to positive from stable.  These ratings include for Ford:
Corporate Family Rating and Probability of Default Rating (PDR) --
Ba2; senior unsecured -- Ba3; secured credit facility -- Baa3; and
Speculative Grade Liquidity rating -- SGL-2; and for Ford Credit:
CFR and senior unsecured -- Ba2.


GAMETECH INT'L: Forbearance Expired Jan. 31; Lender Talks Continue
------------------------------------------------------------------
GameTech International, Inc., on February 1, 2011, received
written notice from U.S. Bank National Association, as agent for
the lenders, stating that the forbearance period under the
Company's credit facility expired on January 31, 2011.  The letter
further states that the Lenders and the Agent have the immediate
right to commence action against the Company, enforce the payment
of the notes under the credit facility, commence foreclosure
proceedings under certain loan documents, and otherwise enforce
their rights and remedies against the Company.

The Company and Bank of the West and U.S. Bank entered into a
Third Amendment to Forbearance Agreement and Sixth Modification to
Loan Agreement on November 23, 2010, pursuant to which the Lenders
agreed to forbear from exercising certain rights available to them
under the senior secured credit facility until January 31, 2011,
or earlier upon the occurrence of certain events, as a result of
certain events of default existing under the credit facility.

While the Company continues to actively engage in discussions with
the Agent and the Lenders and is optimistic a resolution can be
reached, there can be no assurance that the Company will be able
to further extend the forbearance period, obtain waivers or reach
a satisfactory agreement with the Agent and the Lenders in a
timely manner.

The outstanding balance under the term loan is $24.79 million and
the outstanding balance under the revolver is $732,000.  The
outstanding balance under the Company's term loan continues to be
subject to the default rate of 9.79%, and the outstanding balance
under the Company's revolver continues to be subject to a default
rate of 5.82%.

GameTech International, Inc. (Nasdaq: GMTC) is in the business of
designing, developing, manufacturing, and marketing interactive
computerized bingo equipment and systems, video lottery terminals,
slot machine gaming devices, and related software.  GameTech
International, Inc. is an innovator in advanced wireless gaming
applications and devices as well as software and content for
traditional slot machine games.  GameTech International, Inc.
serves customers in 40 U. S. states, Canada, Japan, and the United
Kingdom.  The company was incorporated in 1994 and is
headquartered in Reno, Nevada.


GAMETECH INT'L: Shares Now Trade at NASDAQ Capital Market
---------------------------------------------------------
GameTech International, Inc., on January 28, 2011, received notice
that the NASDAQ Stock Market, LLC, had approved the Company's
application to transfer its common stock from the Nasdaq Global
Market to the Nasdaq Capital Market.

The Company's common stock began trading on the Capital Market,
and ceased trading on the Global Market, at the opening of
business, February 1, 2011.  The trading symbol for the Company's
common stock remains "GMTC."

According to Nasdaq, the Capital Market operates in substantially
the same manner as the Global Market.  Securities listed on the
Capital Market satisfy all applicable qualification requirements
for Nasdaq securities and all companies listed on the Capital
Market must meet certain financial requirements and adhere to
Nasdaq 's corporate governance standards.

The Company received a notification from Nasdaq on August 3, 2010
stating that the Company was not in compliance with the minimum
bid price for continued listing set forth in Nasdaq Listing Rule
5450(a)(1), which requires listed companies to maintain a minimum
bid price of $1.00.   At that time, the Company was provided 180
calendar days, or until January 31, 2011, to regain compliance
with the minimum bid price requirement by meeting the $1.00 per
share minimum closing bid price for ten consecutive business days
during the 180-day grace period.

The bid price of the Company's common stock did not close at or
above $1.00 per share for ten consecutive trading days within the
initial 180-day grace period.  To avoid delisting, the Company, at
the recommendation of Nasdaq, filed an application to transfer the
listing of its common stock from the Global Market to the Capital
Market, which was approved by Nasdaq on January 28, 2011.  In
connection with the transfer to the Capital Market, on February 1,
2011, Nasdaq notified the Company that it had granted the Company
an additional 180 calendar days, or until August 1, 2011, to
regain compliance with the $1.00 per share minimum closing bid
price requirement.  There can be no assurance that the Company
will achieve compliance with this continued listing requirement.
If compliance with this rule cannot be demonstrated by August 1,
2011, the Nasdaq staff will provide written notification that the
Company's securities are subject to delisting. At that time, the
Company may appeal the staff's determination to a Nasdaq Listing
Qualifications Panel.

GameTech International, Inc. (Nasdaq: GMTC) is in the business of
designing, developing, manufacturing, and marketing interactive
computerized bingo equipment and systems, video lottery terminals,
slot machine gaming devices, and related software.  GameTech
International, Inc. is an innovator in advanced wireless gaming
applications and devices as well as software and content for
traditional slot machine games.  GameTech International, Inc.
serves customers in 40 U. S. states, Canada, Japan, and the United
Kingdom.  The company was incorporated in 1994 and is
headquartered in Reno, Nevada.


GRANDE VISTA: Hearing Tomorrow on Case Dismissal
------------------------------------------------
Grande Vista, LLC, has requested the Hon. Wendelin I. Lipp of the
U.S. Bankruptcy Court for the District of Maryland to dismiss its
Chapter 11 bankruptcy case.  The Court has set a hearing for
February 9, 2011, at 2:00 p.m. on the Debtor's request for case
dismissal.

Creditors Jim Jeffery, Kevin P. Furnary, and Paul Lutov initiated
a involuntary Chapter 11 petition against Grande Vista, LLC, on
December 3, 2010 (Bankr. D. Md. Case No. 10-37387).


GREAT ATLANTIC & PACIFIC: Harrison Wants Prompt Decision on Lease
-----------------------------------------------------------------
Harrison Shopping Center LLC seeks a court ruling denying the
Debtors' motion to extend the time within which they may assume
or reject their nonresidential real property leases.

As reported in the February 1, 2011 edition of the Troubled
Company Reporter, the Great Atlantic & Pacific Tea Company Inc.
and its affiliated debtors are seeking additional time to decide
whether to assume or reject 768 unexpired nonresidential real
property leases.  The Debtors want the deadline moved from
April 11 to July 10, 2011.

Harrison Shopping owns a shopping center in New York where
Shopwell Inc., one of the Debtors, operates its store.

In a court filing, Harrison Shopping says the Debtors did not
give it or any landlords enough time to consider and respond to
the motion.  Harrison Shopping also objects to having all leases
treated en masse, without considering the effect that an
extension will have on individual landlords or whether there is
any need for the extension of time sought with respect to a
specific lease.

Another landlord, Riverdale Holding Co., has also expressed
disapproval over the proposed extension, saying the Debtors have
not yet paid their postpetition rent under their lease contract.

The Debtors owe as much as $22,916 in postpetition rent for the
use of Riverdale Holding's property in New York.

"Having failed to pay any post-petition rent, the Debtors' time
to assume or reject their lease with Riverdale Holding should be
denied," Wayne Greenwald, Esq., at Cuevas & Greenwald P.C., in
New York, says.

                        Debtors Respond

The Debtors ask the Court to overrule the objections, saying they
do not have factual or legal merit.

The Debtors' lawyer, Paul Basta, Esq., at Kirkland & Ellis LLP,
in New York, says the objections raise "parochial issues that
fail to refute the cause for an extension."

"Given the extensive, multi-faceted operational restructuring
that the Debtors are now focused on executing, locking in an
extension now to allow the Debtors the full statutory
opportunity, absent further landlord consent, to determine where
each lease fits in their overall restructuring plan makes
complete business sense," Mr. Basta says.

                            About A&P

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

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

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

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

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.  Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and
Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represent the Official Committee of Unsecured Creditors.

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


GREAT ATLANTIC & PACIFIC: OfficeMax Insists Suit Should Go Forward
------------------------------------------------------------------
OfficeMax Incorporated asks the U.S. Bankruptcy Court for the
Southern District of New York to deny approval of a motion to
halt its pending lawsuit against The Great Atlantic & Pacific Tea
Company Inc. and three senior executives.

A&P earlier asked the Court to evoke the "automatic stay"
provision of the Bankruptcy Code to halt the lawsuit.  OfficeMax
filed the lawsuit after Sam Martin, chief executive of A&P,
allegedly improperly solicited Carter Knox and Paul Hertz to
leave their employment with OfficeMax and join A&P.

OfficeMax's attorney, Alan Halperin, Esq., at Halperin Battaglia
Raicht LLP, in New York -- ahalperin@halperinlaw.net -- says
there is no basis to extend the automatic stay to cover the
Martin complaint.  He points out that OfficeMax will not
prosecute its state court claims against A&P until the stay is
lifted.

Mr. Halperin says the lawsuit won't derail the restructuring of
A&P since it only seeks to enjoin any further poaching of
OfficeMax employees and to enforce OfficeMax's rights with
respect to the senior executives' breach of their duties.

"The scope of that suit is so limited that it strains credulity
to assert that it will overwhelm the individual defendants' time
or drive them to such distraction that maintenance of the lawsuit
will materially impact A&P's reorganization efforts," he says in
court papers.

Mr. Halperin further says that there is no legal or factual
support for the imposition of injunction.  "A broad preliminary
injunction would weigh heavily on OfficeMax's rights and ability
to prevent further poaching of its employees," he says.

                    A&P, Committee Responds

In a response filed in Court, A&P reiterated its earlier stance
that the Martin complaint would distract its senior executives,
harm the company's restructuring, and embolden OfficeMax to
harass its former employees.

"While delaying the litigation may limit OfficeMax's ability to
spite three senior executives with whom OfficeMax is angry for
leaving the company, it will cause OfficeMax no harm," A&P's
lawyer, Michael Slade, Esq., at Kirkland & Ellis LLP, in New
York, asserts.

Mr. Slade points out that OfficeMax fails to identify any harm
and concedes that no harm has occurred in the six months since
the three senior executives left OfficeMax.

The Official Committee of Unsecured Creditors has expressed
support to A&P, saying the automatic stay applies to the senior
executives.

The Creditors Committee likewise argues that the prosecution of
the Martin complaint would derail A&P's restructuring efforts
because the senior executives share an "identity of interest"
with A&P, and the company is contractually obligated to indemnify
the executives pursuant to their employment contracts.

                            About A&P

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

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

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

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

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.  Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and
Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represent the Official Committee of Unsecured Creditors.

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


GREAT ATLANTIC & PACIFIC: Suppa Wants to Prosecute Insurance Claim
------------------------------------------------------------------
Donna Suppa asks Judge Robert Drain to lift the automatic stay to
allow her to prosecute a lawsuit against The Great Atlantic &
Pacific Tea Company Inc.

Ms. Suppa filed a personal injury action to recover her insurance
claim before the Superior Court for the Judicial District of New
Haven.  She sued A&P after figuring in an accident due to the
company's alleged negligence.

Giacomo Tolomeo, Esq., at Wambolt & Tolomeo LLC, in North Haven,
Connecticut, -- gtolomeo@w-tlaw.com -- says the lawsuit won't
have an effect on A&P's estate since it was insured by National
Union Fire Insurance Company at the time of the accident.

"By virtue of the stay of proceedings imposed automatically upon
the Debtor's petition for relief, [Ms. Suppa] does not have
adequate protection for her interest in the personal injury
action that she has brought," Mr. Tolomeo says in court papers.

"If [Ms. Suppa] is not permitted to proceed with her personal
injury action against the Debtor, she will suffer irreparable
damages, loss and injury," he further says.

                            About A&P

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

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

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

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

Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C.
Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J.
Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
serve as counsel to the Debtors.  Kurtzman Carson Consultants LLC
is the claims and notice agent.  Lazard Freres & Co. LLC is the
financial advisor.  Huron Consulting Group is the management
consultant.  Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and
Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represent the Official Committee of Unsecured Creditors.

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


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 96.46 cents-
on-the-dollar during the week ended Friday, February 4, 2011, an
increase of 0.98 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  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 172 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."


HARMAN INTERNATIONAL: Moody's Affirms 'Ba2' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned a Baa2 rating to the senior
secured multi-currency revolving credit facility of Harman
International Industries, Incorporated.  In a related action,
Moody's affirmed Harman's Corporate Family and Probability of
Default Ratings at Ba2.  The rating outlook is stable.  The
Speculative Grade Liquidity Rating also was affirmed at SGL-2.

Ratings assigned:

* $550 million senior secured multi-currency revolving credit due
  December 2015, Baa2 (LGD2, 10%)

Ratings affirmed:

* Corporate Family Rating, Ba2;
* Probability of Default Rating, Ba2;
* Speculative Grade Liquidity Rating, at SGL-2

                         Rating Rationale

The $550 million senior secured multi-currency revolving credit
facility replaces the company's previous $232 million senior
secured multi-currency revolving credit, and among other items,
extends the maturity to December 2015 from December 2011.

Harman's Ba2 Corporate Family Rating and stable rating outlook
continue to incorporate the company's improved operating
performance as global automotive markets recover, combined with
modest debt levels.  Harman is expected to continue to generate
credit metrics consistent with the assigned rating.  The assigned
ratings are supported by the company's strong second quarter
performance balanced with the cyclical nature of its business
segments.  Harman's LTM EBIT/Interest (including Moody's standard
adjustments) as of December 31, 2010 approximated 2.9x.

Harman's SGL-2 Speculative Grade Liquidity Rating indicates the
expectation of a good liquidity profile over the near-term
supported by cash balances and expected free cash flow generation.
As of December 31, 2010, the company maintained $484 million of
cash and cash equivalents and $247 million of short-term
investments.  Harman is expected to be free cash flow positive
over the near term as cash generated through continued growth in
the company's end-markets outpaces working capital needs and
capital reinvestment requirements.  Yet, a portion of the cash and
short-term investments generated over the intermediate-term may
used to satisfy the maturity of the $400 million of convertible
notes coming due in October 2012.  As of December 31, 2010, the
company's $550 million multi-currency revolving credit facility
was undrawn with about $6.7 million of letters of credit
outstanding.  Moody's expects Harman to operate with ample
headroom under the revolver's financial covenants over the near-
term.  Harman's capacity for additional borrowings outside of the
multi-currency revolving credit facility is limited by lien
limitations under this facility and a debt incurrence test under
its convertible notes.

The last rating action for Harman was on October 1, 2010, when the
Corporate Family Rating was raised to Ba2.

Harman International Industries, Incorporated, headquartered in
Stamford, Conn., is a leading manufacturer of high quality, high
fidelity audio products and electronic systems for the consumer,
automotive, and professional markets.  Revenues for fiscal year
2010 were approximately $3.4 billion.


HOTEL MANAGEMENT: Case Summary & 15 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Hotel Management Group, LLC
        dba Holiday Inn Express Hotel & Suites
        1726 S.W. 27 Street
        Ocala, FL 34471-7787

Bankruptcy Case No.: 11-00678

Chapter 11 Petition Date: February 2, 2011

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

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

Scheduled Assets: $3,886,110

Scheduled Debts: $6,655,089

A list of the Company's 15 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-00678.pdf

The petition was signed by Anilkumar D. Patel, managing member.


HOUR CONSTRUCTION: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Hour Construction, Management & Development, Inc.
        175 Olde Canal Drive
        Lowell, MA 01851

Bankruptcy Case No.: 11-40413

Chapter 11 Petition Date: February 4, 2011

Court: United States Bankruptcy Court
       District of Massachusetts (Worcester)

Judge: Melvin S. Hoffman

Debtor's Counsel: George J. Nader, Esq.
                  RILEY & DEVER, P.C.
                  Lynnfield Woods Office Park
                  210 Broadway, Suite 101
                  Lynnfield, MA 01940-2351
                  Tel: (781) 581-9880
                  Fax: (781) 581-7301
                  E-mail: nader@rileydever.com

Estimated Assets: $0 to $50,000

Estimated Debts: $0 to $50,000

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

The petition was signed by Richard Garofano, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
RGC Millwork Incorporated              10-45510   11/03/10
Richard Garofano                       10-23621   12/16/10


HUBBARD PROPERTIES: Asks for Court's Nod to Use Cash Collateral
---------------------------------------------------------------
Hubbard Properties, LLC, seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to use the cash
collateral, nunc pro tunc to January 27, 2011.

The Debtor believes that only Investors Warranty of America claims
a security interest and lien in the Debtor's personal property
that may constitute cash collateral.  The Debtor estimates that
the amount IWA claims it is currently owed is approximately $22
million in principal.  The debt is secured by a mortgage on the
retail and entertainment complex in Madeira Beach, Florida,
commonly known as the John's Pass Boardwalk, and an assignment of
rents and related security interests.  The rents and other income
derived from the Property are to be deposited into a lockbox
account.

David S. Jennis, Esq., at Jennis & Bowen, P.L., explains that the
Debtor needs the money to fund its Chapter 11 case, pay suppliers
and other parties.  The Debtors will use the collateral pursuant
to a budget, a copy of which is available for free at:

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

In order to adequately protect any interest of IWA in the cash
collateral, the Debtor proposes that:

     (a) all rents and income derived from the Property will be
         paid directly by the tenants or other payors to
         Commercial Florida Management, LLC -- hired by the Debtor
         as manage the Property -- to be deposited into a
         segregated interest bearing account or accounts, which
         will not be commingled with any other funds or accounts
         of or controlled by CFM;

     (b) CFM will disburse funds from the Rents Account to pay the
         reasonable and customary expenses associated with the
         management and operation of the Property in accordance
         with the budget;

     (c) CFM will provide periodic reports to the Debtor and IWA
         with respect to all expenses, receipts, and disbursements
         from the Rents Account in the same form and manner as
         provided between the Debtor, CFM, and IWA prior to the
         Petition Date.

The Debtor proposes to provide IWA with written reporting as to
the status of their operations, collections, generation of
accounts receivable, and disbursements.

To provide further adequate protection of the interests of IWA,
the Debtor proposes to grant replacement liens in the Debtor's
post-petition cash collateral.

Hubbard Properties owns tourist and entertainment center John's
Pass Village in Madeira Beach, Florida.  Hubbard Properties said
it owes $22 million to Investors Warranty of America.

Hubbard Properties, LLC, filed for Chapter 11 protection (Bankr.
M.D. Fla. Case No. 11-01274) in Tampa on January 27, 2011.  David
S. Jennis, Esq., at Jennis & Bowen, P.L., serves as bankruptcy
counsel.  The Debtor estimated its assets and debts at $10 million
to $50 million as of the Petition Date.


IMAGE METRICS: To Restate March and June Quarterly Reports
----------------------------------------------------------
On January 25, 2011, Image Metrics, Inc.'s Board of Directors
concluded that its previously issued financial statements as of
and for the three and six-month periods ended March 31, 2010, and
the three and nine-month periods ended June 30, 2010, should no
longer be relied upon as a result of the Company undervaluing the
liability associated with warrants outstanding to purchase the
Company's common stock.  The Company issued warrants to investors
who participated in its private offerings in March 2010, to the
brokers who assisted in raising funds for the Company in the
private offerings, and to lenders who provided the Company bridge
financing during the three months ended June 30, 2010 and March
31, 2010.  The warrants allow the holders to purchase shares of
the Company's common stock at prices that range between $1.20 and
$1.50.  The warrants contained anti-dilution provisions that in
the event the Company issued shares of its common stock at a price
below the then current adjustment trigger price, which as of
March 31 and June 30, 2010 was $1.00, the warrant exercise price
would be adjusted downward.

The Company determines the value of the liability associated with
its warrants by utilizing the Black-Scholes-Merton option pricing
model.  One of the inputs of the Black-Scholes-Merton model is the
price of the Company's common stock.  Previously, the Company
determined the fair value of its common stock by first determining
the enterprise value of Image Metrics.  The Company then used a
third party valuation firm to allocate the enterprise value
between its common and preferred stock.  Previously, the Company
did not use the market price of its common stock as quoted on the
OTC Bulletin Board, as the Company concluded the quoted price was
not a fair representation of its unregistered common shares.

On January 25, 2011, the Company concluded that it incorrectly
applied the provisions of FASB Accounting Standards Codification
No. 820, "Fair Value Measurements and Disclosures".  ASC 820
requires the Company to use the quoted market price of its common
stock on the OTC Bulletin Board as the input for the fair value of
its common stock in the Black-Scholes-Merton model.  Additionally,
the Company is evaluating whether the use of a Monte Carlo
simulation is more appropriate in determining the fair value of
the warrant liability.  As a result of this correction, the
Company will need to make a material adjustment to the the value
of its warrant liability and materially increase the Company's net
loss for the periods ended March 31, 2010 and June 30, 2010.

In accordance with Section 404 of the Sarbanes-Oxley Act of 2002,
the Company's management has been assessing the effectiveness of
the Company's internal controls over financial reporting and
disclosure controls.  Based on this assessment, the Company
expects to report a material weakness in the Company's internal
controls over financial reporting, and, therefore, conclude that
internal controls over financial reporting as of March 31, 2010
and June 30, 2010 are not effective.

Accordingly, the Company will restate its financial statements as
of and for the three and six months ended March 31, 2010, and as
of and for three and nine months ended June 30, 2010, by
disclosing the effect of these adjustments in an amended Form 10-Q
for the quarterly periods ended March 31, 2010 and June 30, 2010.
The Company anticipates finalizing these impacts and to file the
amended reports within the next two business days.  Although the
Company does not foresee any issue, it cannot issue a guarantee
that it will file the amended reports within two business days.

The Audit Committee of the Company's Board of Directors authorized
the Company's Chief Financial Officer to discuss the foregoing
items with the Company's independent registered public accounting
firm, which agreed that the Company's quarterly financial
statements could not be relied upon and needed to be restated as
described above.

                        About Image Metrics

Santa Monica, Calif.-based Image Metrics Inc., formerly
International Cellular Accessories, Inc., is a global provider of
technology-based facial animation services to the interactive
entertainment and film industries.

On March 10, 2010, the Company acquired through an exchange offer
all of the outstanding ordinary shares and preferred shares of
Image Metrics Limited, a private company incorporated in England
and Wales, in exchange for 11,851,637 shares of its common stock,
par value $.001 per share.  The historical consolidated financial
statements of the Company do not include the operations of
International Cellular Accessories prior to March 10, 2010, but
only reflect the operations of Image Metrics Limited and its
subsidiary.

The Company's balance sheet as of June 30, 2010, showed
$1.2 million in total assets, $10.0 million in total liabilities,
and a stockholders' deficit of $8.8 million.

The Company has incurred significant operating losses and has
accumulated a $32.7 million deficit as of June 30, 2010.  The
Company said in its Form 10-Q for the quarter ended June 30, 2010
that its ability to continue as a going concern is dependent upon
it being able to successfully raise further capital through equity
or debt financing and continued improvement of its results of
operations.


JAFFE-WEBSTER: Case Summary & 12 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Jaffe-Webster Properties, Inc.
        P.O. Box 516
        Tarrytown, NY 10591

Bankruptcy Case No.: 11-10287

Chapter 11 Petition Date: February 4, 2011

Court: United States Bankruptcy Court
       Northern District of New York (Albany)

Judge: Robert E. Littlefield Jr.

Debtor's Counsel: Richard L. Weisz, Esq.
                  HODGSON RUSS LLP
                  677 Broadway
                  Albany, NY 12207
                  Tel: (518) 465-2333
                  E-mail: Rweisz@hodgsonruss.com

Scheduled Assets: $6,606,254

Scheduled Debts: $4,231,728

A list of the Company's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nynb11-10287.pdf

The petition was signed by Howard Jaffe, vice president.


JAMES HOWARD WINSLOW: Can Tap Country Boy's as Auctioneer
---------------------------------------------------------
Bankruptcy Judge J. Rich Leonard granted the applications of
Tanglewood Farms, Inc. of Elizabeth City and of James Howard
Winslow and Billie Reid Winslow to employ and compensate Country
Boy's Auction & Realty, Inc., as auctioneer.

The Court employed Douglas M. Gurkins as CRO of James and Billie
Winslow's Chapter 11 case on August 30, 2010.  Mr. Gurkins is
experienced in the field of farm management and is familiar with
the rules and responsibilities required of professionals appointed
in bankruptcy cases based on past appointments as an auctioneer
and CRO.  Mr. Gurkins was formerly a shareholder of Country Boys
Auction & Realty and transferred his ownership interest five years
ago.  His son, Michael Gurkins, holds an ownership interest and
manages the company on a day-to-day basis.  The Debtors moved to
employ Country Boys as auctioneer in a public sale of certain
assets of both the Winslows' and Tanglewood Farms' estates.

The Bankruptcy Administrator objected because of the potential
conflict of interest between Doug Gurkins as CRO and his
relationship to Country Boys.  The court order employing Doug
Gurkins as CRO states that the CRO has all of the rights and
powers of the debtor-in-possession pursuant to 11 U.S.C. Sec.
1107(a).  The Bankruptcy Administrator argues that the CRO stands
in the shoes of the debtor-in-possession, who has the rights and
powers of a trustee pursuant to Sec. 1107(a), who, in turn, cannot
employ a professional who is an insider of the debtor.  According
to the Bankruptcy Administrator's argument, Michael Gurkins, as a
relative of Doug Gurkins, who is given the powers of a debtor-in-
possession, should be considered an insider of the debtor, and
thus ineligible to be employed as an auctioneer for the debtor.

Judge Leonard revisited the definition of an "insider."  An
insider is defined in terms of that entity's relationship with the
debtor.  See 11 U.S.C. Sec. 101(31).  Where the debtor is an
individual, an insider is defined as a relative of the debtor,
partnership in which the debtor is a general partner, general
partner of the debtor or corporation of which the debtor is a
director, officer, or person in control.  Country Boys does not
fit any of these descriptions with respect to the Winslows, so no
conflict of interest arises in employing Country Boys as
auctioneer in their case, Judge Leonard said.  For corporate
debtors -- Tanglewood Farms -- the Bankruptcy Code states that an
insider is a director or officer of the debtor, person in control
of the debtor, partnership in which the debtor is a general
partner, general partner of the debtor, or "relative of a . . .
person in control of the debtor."  Sec. 101(31)(B).

According to Judge Leonard, the latter category is the closest
connection Country Boys and Michael Gurkins could have to
Tanglewood Farms; however, Doug Gurkins is not a person in control
of Tanglewood Farms.  He was appointed CRO in the Winslows' case
and denied the appointment in Tanglewood Farms. Therefore Country
Boys is not an insider of Tanglewood Farms.

Judge Leonard also noted that in light of a pending motion for
substantive consolidation, Doug Gurkins stands to be a "person in
control of" Tanglewood Farms if the motion is granted.  If Doug
Gurkins were to become CRO of Tanglewood Farms, the court still
does not find that Country Boys is an insider of Tanglewood Farms.

A copy of Judge Leonard's February 3, 2011 Order is available at
http://is.gd/3muOBZfrom Leagle.com.

Based in Elizabeth City, North Carolina, Tanglewood Farms, Inc.
of Elizabeth City filed for Chapter 11 bankruptcy protection on
August 20, 2010 (Bankr. E.D.N.C. Case No.10-06719).  Trawick H.
Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., represents the
Debtor.  The Debtor estimated assets between $1 million and
$10 million, and debts between $10 million and $50 million.

James Howard Winslow and Billie Reid Winslow filed for Chapter 11
(Bankr. E.D.N.C. Case No. 10-06745) on August 23, 2010.


J.H. INVESTMENT: 11th Cir. Says Condo Buyer Keeps Unsecured Claim
-----------------------------------------------------------------
Michael Zuppardo took an appeal from the district court's order
affirming rulings by the bankruptcy court, which avoided his
interest in a commercial condominium unit, from which he had
operated a hair salon, as well as the proceeds from the sale of
that condominium.  Although Mr. Zuppardo had purchased this unit
in full from J.H. Investment Services, Inc., f/k/a Jackson Hewitt
Investment Services, Inc., the Debtor later sold the unit to BC
Properties Limited.  After creditors filed involuntary Chapter 11
petitions against JHIS, the proceeds from the latter sale became
part of the estate.  The bankruptcy court granted summary judgment
to Steven S. Oscher, the Chapter 11 Trustee, allowing him,
pursuant to the Trustee's "strong arm" powers under 11 U.S.C. Sec.
544(a), to extinguish Mr. Zuppardo's interest in the condominium
unit.

The United States Court of Appeals for the Eleventh Circuit held
that the bankruptcy court's and district court's orders denying
Mr. Zuppardo's interest in the interpleaded sale proceeds are
affirmed, recognizing that Mr. Zuppardo retains his position as an
unsecured creditor.  However, as the bankruptcy court lacked
jurisdiction over the disposition of Unit 19, the orders avoiding
Mr. Zuppardo's interest in Unit 19, quieting title to Unit 19 in
BC Properties, and requiring Mr. Zuppardo to vacate Unit 19 are
reversed.  Finally, Mr. Zuppardo's motion to certify questions to
the Florida Supreme Court, which questions all relate to notice in
relation to a real estate conveyance, is denied as moot.

The case is Michael Zuppardo, v. BC Properties Limited, LLC,
Steven S. Oscher, Chapter 11 Trustee, No. 09-15732 (11th Cir.).

A copy of the Eleventh Circuit's February 3, 2011 decision is
available at http://is.gd/kNiMTnfrom Leagle.com.  The panel
consists of Circuit Judges Rosemary Barkett and Beverly B. Martin,
and the Hon. Willis B. Hunt, Jr., Senior United States District
Judge for the Northern District of Georgia, sitting by
designation.

On May 25, 2007, several creditors initiated involuntary Chapter
11 bankruptcy petitions against J.H. Investment Services, Inc.,
f/k/a Jackson Hewitt Investment Services, Inc., and its Vice
President Daniel L. Prewett.  The bankruptcy court appointed
Steven S. Oscher as the Chapter 11 Trustee.


KENMORE REALTY: Gets OK to Tap Crane Heyman as Bankr. Counsel
-------------------------------------------------------------
Kenmore Realty Group, LLC, sought and obtained authorization from
the U.S. Bankruptcy Court for the Northern District of Illinois to
employ Crane, Heyman, Simon, Welch & Clar as bankruptcy counsel.

CHSWC will:

    a. prepare necessary applications, motions, answers, orders,
       adversary proceedings, reports and other legal papers;

    b. provide the Debtor with legal advice with respect to its
       rights and duties involving its property as well as its
       reorganization efforts herein;

    c. appear in Court and litigate whenever necessary; and

    D. perform any and all other legal services that may be
       required from time to time in the ordinary course of the
       Debtor's business during the administration of the
       Debtor's bankruptcy case.

CHSWC was paid $30,000 by the Debtor prior to the filing of the
Debtor's Chapter 11 case as an advance payment retainer for its
representation of the Debtor.

David K. Welch, Esq., a partner at CHSWC, assures the Court that
the firm is a "disinterested person" as that term defined in
Section 101(14) of the Bankruptcy Code.

Chicago, Illinois-based Kenmore Realty Group LLC filed for Chapter
11 bankruptcy protection on December 20, 2010 (Bankr. N.D. Ill.
Case No. 10-55868).  David K. Welch, Esq., at Crane Heyman Simon
Welch & Clar, serves as the Debtor's bankruptcy counsel.
According to
its schedules, the Debtor disclosed $6,001,000 in total assets and
$8,470,079 in total debts.


KRATON POLYMERS: S&P Downgrades Senior Unsec. Debt Rating to 'B+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it is lowering its
senior unsecured debt rating on U.S.-based specialty chemicals
company Kraton Polymers LLC, Kraton Performance Polymers Inc., and
all of its subsidiaries to 'B+' from 'BB-' and revising the
recovery rating to '5' from '4'.  The '5' recovery rating
indicates S&P's expectation of modest (10% to 30%) recovery in the
event of a payment default.

All S&P's other ratings on Kraton, including the 'BB-' corporate
credit rating, remain unchanged.  The outlook is stable.

The downgrade results from S&P's updated recovery analysis
following changes to Kraton's proposed capital structure.  The
company expects to upsize its revolving credit facility to
$200 million from $150 million, downsize the term loan A facility
to $150 million from $200 million, and upsize the senior unsecured
notes to $250 million from $200 million.

The ratings on Kraton reflect its significant financial risk
profile and weak business risk profile.  The latter stems from the
company's narrow focus on the styrenic block copolymers market;
vulnerability to raw material price fluctuations; and exposure to
cyclical demand cycles related to its roofing and paving and
adhesives, sealants, and coatings end markets.  These negative
factors are balanced by the company's ongoing efforts to maintain
favorable pricing relative to raw material market fluctuations,
good geographic and end market diversification, improved operating
efficiencies through various cost reductions, improved financial
profile, and favorable debt maturity profile following the
proposed refinancing.

Pro forma for the proposed refinancing, as of Sept. 30, 2010, the
company would have approximately $454 million of debt outstanding,
including a modest amount of capitalized operating leases and
unfunded postretirement obligations.  The company's credit
measures are strong for its current ratings, with total adjusted
debt to EBITDA of 2.1x and funds from operations to total adjusted
debt of about 40% as of Sept. 30, 2010.  Despite improvement in
these ratios in recent quarters, S&P expects the FFO-to-total-
adjusted-debt ratio will likely decrease below 30% because of some
deterioration in operating results in the next few years relative
to the elevated levels experienced in 2010.  Based on S&P's
scenario forecasts, S&P expects leverage to be in the 2.5x to 3x
area and FFO to total adjusted debt to be within the 20% to 30%
area in the next few years, which is appropriate for the ratings.

Kraton is a leading producer of SBCs, with approximately
$1.2 billion in annual sales.  The company produces unhydrogenated
SBCs, hydrogenated SBCs, polyisoprene rubber, polyisoprene latex,
and SBC-based compounded materials.  SBCs offer flexibility,
resilience, strength, and durability to a wide range of products
in a number of end-use markets, including adhesives, sealants, and
coatings; paving and roofing; compounding channels; packaging and
films; and personal care.

                           Ratings List

                        Kraton Polymers LLC

         Corporate credit rating            BB-/Stable/--

                          Revised Ratings

                        Kraton Polymers LLC
                 Kraton Performance Polymers Inc.

                                             To     From
                                             --     ----
          Senior unsecured debt              B+     BB-
           Recovery rating                   5      4


KRYSTAL KOACH: Claims Bar Date Set for March 15
-----------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has established March 15, 2011, as the last day for any individual
or entity to file proofs of claim against Krystal Koach, Inc.

Orange, California-based Krystal Koach, Inc., dba Krystal
Enterprises, manufactures stretch limousines and customer shuttle
buses in the U.S.  It filed for Chapter 11 bankruptcy protection
on November 19, 2010 (Bankr. C.D. Calif. Case No. 10-26547).  Ron
Bender, Esq., who has an office in Los Angeles, California,
assists the Debtor in its restructuring effort.  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliate Krystal Air, LLC (Bankr. C.D. Calif. Case No. 10-23983)
filed a separate Chapter 11 petition on November 3, 2010.

Ron Bender, Esq., who has an office in Los Angeles, California,
assists the Debtors in their restructuring effort.

The Creditors Committee is represented by Nathan A. Schultz, Esq.,
and Kevin P. Garland, Esq., at Greenberg Traurig, LLP.


LAS VEGAS MONORAIL: Bondholders Get $111-Mil. Cash From Ambac
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that holders of 73% of the $451 million in bonds issued by
Las Vegas Monorail Co. agreed to accept $111 million cash and the
remainder in notes to be issued by the part of Ambac Assurance
Corp. in rehabilitation with the Wisconsin insurance commissioner,
Bond Buyer reported.

Mr. Rochelle relates the trustee for Monorail bondholders supports
the settlement.  The "commutation" would be made without awaiting
implementation of the Ambac rehabilitation.  The settlement is
similar to the rehabilitation scheme for the $50 billion in
policies that were put into a so-called segregated account by the
commissioner.

The rehabilitation, according to Mr. Rochelle, was approved in
January by a Wisconsin state court.  It entails the payment of 25%
in cash with the remainder in interest-bearing notes.  The
bondholders will retain whatever they collect from the Monorail
Chapter 11 reorganization, where they are being offered notes
totaling $18.5 million for their secured and deficiency claims.

                     About Las Vegas Monorail

Las Vegas, Nevada-based Las Vegas Monorail Company, organized by
the State of Nevada in 2000 as a nonprofit corporation, owns and
manages the Las Vegas Monorail.  The Monorail is a seven-stop,
elevated train system that travels along a 3.9-mile route near the
Las Vegas Strip.  LVMC has contracted with Bombardier Transit
Corporation to operate the Monorail.  Though it benefits from its
tax-exempt status due to being a nonprofit entity, LVMC claims to
be the first privately-owned public transportation system in the
nation to be funded solely by fares and advertising.  LVMC says it
receives no governmental financial support or subsidies.

The Company filed for Chapter 11 bankruptcy protection on
January 13, 2010 (Bankr. D. Nev. Case No. 10-10464).  Gerald M.
Gordon, Esq., at Gordon Silver, assists the Company in its
restructuring effort.  Alvarez & Marsal North America, LLC, is the
Debtor's financial advisor.  Stradling Yocca Carlson & Rauth is
the Debtor's special bond counsel.  Jones Vargas is the Debtor's
special corporate counsel.  The Company disclosed $395,959,764 in
assets and $769,515,450 in liabilities as of the Petition Date.

In May 2010, Ambac Assurance Corp. lost its bid to stay the
bankruptcy case while a district court considers whether the
bankruptcy court wrongly rejected Ambac's argument that Monorail
was a municipality and thus ineligible to be a Chapter 11 debtor.

                       About Ambac Financial

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

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

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

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

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

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

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

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel to
the Official Committee of Unsecured Creditors.  Lazard Freres &
Co. LLC is the Committee's financial advisor.

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


LECG CORP: Obtains Limited Waiver from Lenders
----------------------------------------------
Global business advisory services leader LECG Corporation has
obtained a limited duration waiver from its current lenders
relating to LECG's compliance with certain financial covenants
under its term credit facility.  LECG also announced the receipt
of an indication of interest to acquire the firm.

On February 1, 2011, the Company entered into a Ninth Amendment
and Limited Duration Waiver to the Company's Credit Agreement with
the Bank of Montreal and the syndicate bank members under that
facility.  The Limited Duration Waiver waives LECG's compliance
with certain financial covenants under the Term Credit Facility
and is effective through February 28, 2011.

The Limited Duration Waiver is the third the Company has received
since November 15, 2010.  The Term Credit Facility matures on
March 31, 2011 and approximately $27.8 million is outstanding
under the facility.  The Company does not have sufficient
resources to repay amounts outstanding under the facility at this
time.

As previously disclosed, the Company began to evaluate
alternatives to refinance the Term Credit Facility in June 2010.
On November 8, 2010, the Company received a commitment letter from
a commercial bank.  The commitment letter provided for a multi-
year, senior secured revolving credit facility of up to $35
million.  The amount the Company would have been able to borrow
under the Proposed Revolving Credit Facility was subject to
ongoing sufficiency of the defined borrowing base and, among other
things, required a limited guarantee of future financial
performance by Great Hill Equity Partners III, L.P., which owns
approximately 28 percent of the Company's outstanding common stock
and all of its outstanding Series A Convertible Redeemable
Preferred Stock.

Following extensive evaluation, the Company determined that
amounts available for borrowing under the Proposed Revolving
Credit Facility would not be sufficient to repay amounts
outstanding under the Term Credit Facility and to provide adequate
additional operating capital required by the Proposed Revolving
Credit Facility.  Furthermore, to date, the Company has not
secured adequate supplemental funding, in the form of subordinated
debt or other sources, required to meet the conditions imposed
under the Proposed Revolving Credit Facility and provide adequate
additional operating capital.

The Company, in conjunction with William Blair & Company, the
Company's financial advisor, continues to evaluate a variety of
possible senior and subordinated debt and equity financing
alternatives.  The process is ongoing.

Separately, the Company received a non-binding indication of
interest with a view toward entering into a definitive acquisition
transaction for the entire firm.

The non-binding indication of interest sets the enterprise value
of LECG at $104 million, on a cash free, debt free basis.  This
implies a value of up to $1 for each outstanding share of common
stock after repayment of the Company's existing debt and
redemption of the Company's Series A Convertible Redeemable
Preferred Stock.  Under the terms of the transaction contemplated
by the indication of interest, any additional indebtedness
incurred by the Company before the closing of the transaction will
reduce the implied value of common stock in the transaction.  The
Company may incur such additional indebtedness to fund operations
in the coming periods.

The Company's board of directors has evaluated the indication of
interest and has authorized the Company to negotiate definitive
documentation with the party on the terms currently reflected in
the indication of interest.

There is no assurance that the Company will enter into a binding
acquisition agreement with the party or that the terms of such
agreement will reflect the terms in the indication of interest.

                            About LECG

LECG is a global litigation; economics; consulting and business
advisory; and governance, assurance, and tax expert services firm
with approximately 1100 employees in offices around the world.


LESLIE CONTROLS: Court Affirms Chapter 11 Reorganization Plan
-------------------------------------------------------------
CIRCOR International, Inc. disclosed that the U.S. District Court
for the District of Delaware has affirmed the U.S. Bankruptcy
Court's confirmation of the amended pre-negotiated Chapter 11
reorganization plan filed by its wholly owned subsidiary, Leslie
Controls, Inc.  CIRCOR also announced that, in connection with the
Bankruptcy and District Court review and approval, all appeals
previously lodged by certain of Leslie's insurers have been
resolved, and the amended plan was unopposed.

"This is a great day for Leslie Controls and CIRCOR," said CIRCOR
Chairman, President and Chief Executive Officer Bill Higgins.
"With District Court affirmation of Leslie's reorganization plan
and resolution of all pending appeals, we have now achieved the
last major milestones in our effort to permanently resolve
Leslie's asbestos liability.  We are now completing the
formalities necessary for Leslie to legally emerge from
bankruptcy.  Leslie is a strong business, key to our strategy in
the global power markets and a critical supplier to the U.S.
Navy."

Leslie and CIRCOR will fund the Section 524(g) asbestos trust
established under the reorganization plan once various closing
mechanics are satisfied and the plan becomes effective, whereupon
Leslie will emerge from Chapter 11 protection.  Leslie and CIRCOR
expect these steps to be completed within the next 60 days.

                About CIRCOR International, Inc.

CIRCOR International, Inc. designs, manufactures and markets
valves and other highly engineered products and subsystems that
control the flow of fluids safely and efficiently in the
aerospace, energy and industrial markets.  With more than 7,000
customers in over 100 countries, CIRCOR has a diversified product
portfolio with recognized, market-leading brands.  CIRCOR's
culture, built on the CIRCOR Business System, is defined by the
Company's commitment to attracting, developing and retaining the
best talent and pursuing continuous improvement in all aspects of
its business and operations.  The Company's strategy includes
growing organically by investing in new, differentiated products;
adding value to component products; and increasing the development
of mission-critical subsystems and solutions.  CIRCOR also plans
to leverage its strong balance sheet to acquire strategically
complementary businesses.

                      About Leslie Controls

Based in Tampa, Florida, Leslie Controls manufacturers process
control valves, severe service control valves, on-off valves,
regulators, steam water heaters, actuators and controls.
Leslie is a unit of CIRCOR International, Inc.

Leslie Controls sought Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 10-12199) on July 12, 2010.  Marion M. Quirk,
Esq., and Norman L. Pernick, Esq., at Cole, Schotz, Meisel,
Forman & Leonard, assist the Company in its restructuring
effort.  Natalie Ramsey, Esq., at Montgomery, McCracken,
Walker & Rhodes, LLP, represents the Asbestos Claimants
Committee, and Edwin J. Heron, Esq., at Young, Conaway,
Stargatt & Taylor, LLP, represents the Future Claimants'
Representative.  William R. Hanlon, Esq., at Goodwin Procter
LLP advises CIRCOR International, Inc.  The Company estimated
its assets at $10 million to $50 million and its debts at
$50 million to $100 million at that the time of the filing.


MAUI LAND: To Fire Employees at Kapalua as Troon Takes Over
-----------------------------------------------------------
Maui Land & Pineapple Company, Inc., said in a regulatory filing
that on April 1, 2011, Troon Golf of Scottsdale, Arizona will
assume the management of the Kapalua Plantation and Bay Golf
Courses.  As a result of Troon's assumption of the management of
the Golf Courses, Maui Land anticipates that, as of March 31,
2011, it will terminate the employment of a number of its
employees affected by the management change.  The impact of the
change in management of the Golf Courses is currently being
evaluated by the Company and the total number of employees that
will be affected is uncertain.

Under the provisions of the U.S. Department of Labor Worker
Adjustment and Retraining Notification Act, on January 25, 2011,
the Company notified each of its employees of the upcoming change
in management of the Golf Courses and its potential impact on
their employment status.

At this time, the Company is unable to reasonably estimate the
charges or cash expenditures associated with the change in
management of the Golf Courses.

                About Maui Land & Pineapple Company

Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- is a landholding, real estate development
and asset management company headquartered in Maui, Hawaii.  The
Company owns approximately 24,000 acres of land on Maui, including
its principal development, the Kapalua Resort, a 1,650 acre
master-planned, destination resort community.

The Company's balance sheet at Sept. 30, 2010, showed
$99.39 million total assets, $92.10 million in total current
liabilities, $30.84 million in total long-term liabilities, and
a stockholders' deficit of $23.54 million.

                          *     *     *

As reported in the Troubled Company Reporter on April 5, 2010,
Deloitte & Touche LLP, in Honolulu, Hawaii, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted of the Company's recurring losses and negative cash flows
from operations and deficiency in stockholders' equity at
December 31, 2009.


MCCLATCHY CO: UBS AG Discloses 5.49% Equity Stake
-------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission on January 31, 2011, UBS AG disclosed that it
beneficially owns 3,304,872 shares of Class A common stock of The
McClatchy Company representing 5.49% of the shares outstanding.
As of October 29, 2010, there were 60,155,042 shares of Class A
Common Stock and 24,800,962 shares of Class B Common Stock
outstanding.

                    About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet as of June 27, 2010, showed
$3.201 billion in total assets, $3.020 billion in total
liabilities, and stockholders' equity of $181.53 million.

                          *     *     *

In February 2010, Moody's Investors Service upgraded The McClatchy
Company's Corporate Family Rating to Caa1 from Caa2, Probability
of Default Rating to Caa1 from Caa2, and senior unsecured and
unguaranteed note ratings to Caa2 from Caa3, concluding the review
for upgrade initiated on January 27, 2010.  The upgrades reflect
McClatchy's improved liquidity position and reduced near-term
default risk following completion of the company's refinancing,
and its ability to stabilize EBITDA performance through
significant cost reductions.  The rating outlook is stable.

Standard & Poor's Ratings Services also raised its corporate
credit on Sacramento, California-based The McClatchy Co. to 'B'
from 'B-'.  The upgrade reflects the significant current and
expected moderation in the pace of ad revenue declines in 2010 and
2011 and improving debt leverage and discretionary cash flow.



MARKET STREET: U.S. Trustee Drops Case Dismissal Request
--------------------------------------------------------
The Office of the U.S. Trustee notified the U.S. Bankruptcy Court
for the Eastern District of Louisiana that it has withdrawn the
motion to dismiss the Chapter 11 case of Market Street
Properties LLC.

The U.S. Trustee explained that the matter was resolved and the
Debtor complied with the Office of the U.S. Trustee.

As reported in the Troubled Company Reporter on January 6, 2011,
R. Michael Bolen, the U.S. Trustee for Region 5, filed a motion
asking for the dismissal of the case because the Debtor has not
filed monthly operating reports for September, October, and
November.  The U.S. Trustee estimated that Debtor owes $4,875 in
quarterly fees.

Oceanside, New York-based Market Street Properties, LLC, filed for
Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D.
La. Case No. 09-14172).  Christopher T. Caplinger, Esq., who has
an office in New Orleans, Louisiana, represents the Debtor.  The
Company disclosed $52,404,026 in assets and $26,848,596 in
liabilities as of the Chapter 11 filing.


MCCLATCHY COMPANY: Fitch Upgrades Issuer Default Rating to 'B-'
---------------------------------------------------------------
Fitch Ratings has upgraded the Issuer Default Rating of the
McClatchy Company to 'B-'.  The Rating Outlook is Stable.

The upgrade and Stable Outlook reflects these:

  -- The revenue declines endured by McClatchy in 2010 were
     materially lower than Fitch's expectation.  Fitch had modeled
     declines in the mid-teens versus actual declines in the mid-
     single digits.

  -- While Fitch expected the company to focus on cost
     containment, the company's success exceeded Fitch
     expectations.  Fitch had expected EBITDA to decline more than
     10% versus actual EBITDA growth in the mid-single digits.  As
     a result absolute debt and leverage were better than Fitch
     expectations.  Fitch estimates 2010 year end gross unadjusted
     leverage of approximately 4.7 times.

  -- Fitch expects the company will be able to meet its pension
     funding obligations and satisfy all of its maturities up to
     and including its senior unsecured notes due in 2014 ($169
     million balance as of Sept. 30, 2010).

  -- Also, Fitch does not expect McClatchy will have any issues
     meeting its credit agreement financial covenants (under both
     Fitch's base and stress cases).

The ratings and outlook also reflect these:

  -- McClatchy and the newspaper industry have suffered
     significant declines in nearly all print advertising
     categories.  While Fitch believes the worst of the
     advertising downturn has passed, Fitch expects the evolution
     of advertiser behavior and consumer media consumption habits
     will provide an overhang to operations for the foreseeable
     future.

  -- McClatchy has repaid approximately $3 billion in debt since
     the close of the Knight-Ridder transaction in mid-2006 and
     has demonstrated impressive cost discipline in the face of
     relentless revenue declines.  While the company does not
     expect further declining cash flows, Fitch expects revenue,
     EBITDA, and free cash flow to remain under pressure.

  -- Given Fitch's expectations for continued pressure on EBITDA
     and FCF, Fitch expects gross unadjusted leverage will remain
     in the range of 4.75x to 5x and interest coverage above 2x.

  -- There is material refinancing risk in 2017, as a total of
     $1.2 billion in senior secured ($875 million) and unsecured
     notes ($350 million) come due.  Fitch does not expect
     McClatchy to generate enough FCF to cover these maturities in
     their entirety and the company will have to rely on capital
     markets to extend these maturities.  Secular risk for the
     industry weighs heavily on McClatchy's ratings.

Key Rating Drivers

  -- Based on Fitch's projections, Fitch does not expect an
     upgrade in the near term.

  -- An upgrade to the ratings could come from positive revenue
     growth in the low- to mid-single digits, which may be driven
     by online/mobile revenue growth outpacing print revenue
     declines (exceeding Fitch's near-term expectations).

  -- A transaction that refinanced the 2017 maturities could
     provide some uplift to the ratings.

  -- Revenue declines in the mid-to-high single digits in 2011,
     either due to cyclical or secular issues, could result in
     rating downgrades.

  -- A significant increase in the unfunded qualified pension
     plans, whether due to a reduction in the discount rate or due
     to poor plan asset performance could lead to rating pressure.

In 2011, Fitch expects revenue and EBITDA declines in the low
single digits, with EBITDA margins around 27%.  FCF is expected to
be positive in the range of $125 million to $150 million.  Fitch
expects FCF to decline significantly in 2012 due to pension
funding requirements, which Fitch estimates could be as high as
$100 million starting in 2012.  Fitch notes that the company
elected to use the 15-Year Schedule option under the Pension
Relief Act of 2010 for its 2009 plan year contributions and that
it may choose one more additional year (either 2010 or 2011).
Fitch's model assumes no additional election.

Liquidity is sufficient as McClatchy had revolver availability of
$96.5 million as of Dec. 17, 2010, the date the credit agreement
was amended, which reduced the revolver from $236 million to
$151 million.  On June 27, 2011, the revolver will decline to
$125 million and mature on July 1, 2013.  As of Sept. 31, 2010,
McClatchy had $2.4 million in cash balances.

The company announced that the contract to sell land in Miami has
been cancelled.  This does not have any impact on the ratings.
Given the uncertainty regarding the sale, Fitch had not modeled
any cash inflows associated with this sale.

The Recovery Ratings and notching reflect Fitch recovery
expectations under a distressed scenario.  In computing recovery,
Fitch continues to assume a 2.5x EBITDA multiple to calculate the
distressed enterprise value for McClatchy.  This low multiple
reflects Fitch's belief that distress would be caused by some
degree of obsolescence in the company's core business.  Fitch
estimates a level of sustainable EBITDA in the $250 million range
in computing recovery estimates.  Currently, Fitch's distressed
enterprise valuation is approximately $640 million (this is before
a 10% administrative claim discount).  The 'RR3' rating for
McClatchy's secured bank credit facility and senior secured notes
reflects Fitch's expectation of 51%-70% recovery given that they
benefit from the same security interest in certain assets and a
guarantee from materially all operating subsidiaries (providing
priority over unsecured claims under a default scenario).  Fitch
does not distinguish between the bank debt and secured bond debt
although it is recognized that the bank debt matures several years
before the bonds.  Given that the secured debt is not fully
recovered, under Fitch recovery analysis, all unsecured debt is
rated 'RR6', reflecting the 0% recovery.

Fitch has upgraded these ratings:

McClatchy

  -- IDR to 'B-' from 'CCC';
  -- Senior secured credit agreement to 'B'/RR3 from 'CCC'/RR4;
  -- Senior secured notes to 'B'/RR3 from 'CCC'/RR4;
  -- Senior unsecured notes/debentures to 'CC'/RR6 from 'C'/RR6.

The Rating Outlook is Stable.


METAMORPHIX INC: To Sell Assets at March 8 Auction
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Metamorphix Inc. and subsidiary MMI Genomics Inc.
will sell their assets at an auction March 8.  Bids are initially
due March 3.  The hearing for approval of the sale will take place
March 9.

                     About Metamorphix Inc.

Beltsville, Maryland-based Metamorphix, Inc. --
http://www.metamorphixinc.com-- a life sciences company, along
with its subsidiary MMI Genomics, Inc., develops tools,
technologies, and products for livestock and companion animal
health and productivity.  The Company offers systems for DNA-based
parent verification and diagnostic testing in livestock and
companion animals.

Metamorphix had been forced into Chapter 7 bankruptcy by 14
creditors who are owed $1.69 million.  The original case was filed
on January 28, 2010, in the U.S. Bankruptcy Court for the District
of Delaware.  Martin T. Fletcher, Esq., at Whiteford, Taylor &
Preston LLP, who represents MetaMorphix, said that the Court
agreed to convert the case from an involuntary Chapter 7 to a
voluntary Chapter 11 case (Bankr. D. Del. Case No. 10-10273).

Its subsidiary, MMI Genomics Inc., filed under Chapter 11 on
November 18, 2010 (Bankr. D. Del. Case No. 10-13775).

Adam Hiller, Esq., at Pinckney, Harris & Weidinger, LLC, assists
the Debtors in their restructuring effort.  Attorneys at Klehr
Harrison Harvey Branzburg LLP represent the Official Committee of
Unsecured Creditors.

Metamorphix listed assets of $314,000 and debt totaling
$79.5 million in its Schedules of Assets and Liabilities.  MMI
Genomics listed assets of $1.28 million and debt of $10.9 million.

The cases are jointly administered under Case No. 10-10273.


METAMORPHIX INC: Wants Until April 1 to Propose Chapter 11 Plan
---------------------------------------------------------------
MetaMorphix, Inc., and MMI Genomics Inc. ask the U.S. Bankruptcy
Court for the District of Delaware to extend their exclusive right
to file and solicit acceptances for the proposed chapter 11 plan
until April 1, 2011, and June 1, respectively.

The Debtors say they need more time to await for the approval of a
settlement agreement with Branhaven, LLC, which purports to act as
the collateral agent for the holders of the 12.5% Notes.  The
approval would result in the appointment of a secured creditor's
receiver over the Debtors' assets and a cessation of the Debtors'
operations.  If the agreement is not approved, however, the
Debtors believe that their financial distress will be resolved
either by a sale under 11 U.S.C. Sec. 363 or by confirmation of a
Chapter 11 plan.

The Debtors issued a series of convertible debt notes, some of
which have been converted into equity and others of which have
been re-issued as newer series notes.  Specifically, there remain
a series of 12.5% convertible secured notes and a series of 10%
secured convertible notes.  The 12.5% Notes are secured by a
senior lien on certain of the Debtors' assets, and the 10% Notes
secured by a junior lien.  The Debtors' outstanding indebtedness
under the 10% Notes and 12.5% Notes total approximately
$56 million in principal and interest.

The Debtors propose a hearing on their requested exclusivity
extension on March 9, 2011, 10:30 a.m.  Objections, if any, are
due by February 18, 4:00 p.m.

                     About Metamorphix Inc.

Beltsville, Maryland-based Metamorphix, Inc. --
http://www.metamorphixinc.com-- a life sciences company, along
with its subsidiary MMI Genomics, Inc., develops tools,
technologies, and products for livestock and companion animal
health and productivity.  The Company offers systems for DNA-based
parent verification and diagnostic testing in livestock and
companion animals.

Metamorphix had been forced into Chapter 7 bankruptcy by 14
creditors who are owed $1.69 million.  The original case was filed
on January 28, 2010, in the U.S. Bankruptcy Court for the District
of Delaware.  Martin T. Fletcher, Esq., at Whiteford, Taylor &
Preston LLP, who represents MetaMorphix, said that the Court
agreed to convert the case from an involuntary Chapter 7 to a
voluntary Chapter 11 case (Bankr. D. Del. Case No. 10-10273).

Its subsidiary, MMI Genomics Inc., filed under Chapter 11 on
November 18, 2010 (Bankr. D. Del. Case No. 10-13775).

Adam Hiller, Esq., at Pinckney, Harris & Weidinger, LLC, assists
the Debtors in their restructuring effort.  Attorneys at Klehr
Harrison Harvey Branzburg LLP represent the Official Committee of
Unsecured Creditors.

Metamorphix listed assets of $314,000 and debt totaling
$79.5 million in its Schedules of Assets and Liabilities.  MMI
Genomics listed assets of $1.28 million and debt of $10.9 million.

The cases are jointly administered under Case No. 10-10273.


METAMORPHIX INC: Seeks Up to $115,000 in Postpetition Financing
---------------------------------------------------------------
Metamorphix, Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware for permission to: (a) incur postpetition
financing of up to $115,000 on a super-priority basis from
Branhaven, LLC, the DIP Lender, which also purports to act as the
collateral agent for the holders of the 12.5% Notes, and (b) to
continue using cash collateral, in order to obtain necessary goods
and services, to pay employees, to pay rent and other lease-
related expenses, and to finance the orderly sale of their
business for the benefit of all parties-in-interest.

The Lender will also be granted a lien on the Debtors' assets
having priority over any and all preexisting liens, subject to a
carve-out for the professional fees and costs of both the Debtors
and any official committee of unsecured creditors appointed in
the Debtors' cases.  The carve-out for Debtors' counsel and
Committee's counsel fees for services (but not expenses) will
notexceed $40,000.00 each

The final hearing date is set for March 9, 2011, at 10:30 a.m.

The following is a summary of the essential terms of the requested
financing and use of cash collateral:

(A) Financing will be extended by the DIP Lender to the Debtors
    upon the Debtors' submission of requests for payment
    specifying the specific expenses sought to be paid.

(B) Loans will be made in accordance with a budget, subject to a
    10% variance from the budgeted amounts and so long as an Event
    of Default has not occurred.

(C) Interest will accrue upon the unpaid balance at the rate of 5%
    per annum.

(D) The entire balance of the loans will come due and payable on
    the "Maturity Date," which is defined as the first to occur of
    (i) the closing of a sale of substantially all of the Debtors'
    assets, (ii) the conversion of the above-captioned cases to
    cases under Chapter 7 of the Bankruptcy Code, and (iii) the
    dismissal of the above-captioned cases.

(E) Cash collateral, if any, may be used by the Debtors to the
    extent of any expenses set forth in the budget, subject to a
    10% variance.

                     About Metamorphix Inc.

Beltsville, Maryland-based Metamorphix, Inc. --
http://www.metamorphixinc.com-- a life sciences company, along
with its subsidiary MMI Genomics, Inc., develops tools,
technologies, and products for livestock and companion animal
health and productivity.  The Company offers systems for DNA-based
parent verification and diagnostic testing in livestock and
companion animals.

Metamorphix had been forced into Chapter 7 bankruptcy by 14
creditors who are owed $1.69 million.  The original case was filed
on January 28, 2010, in the U.S. Bankruptcy Court for the District
of Delaware.  Martin T. Fletcher, Esq., at Whiteford, Taylor &
Preston LLP, who represents MetaMorphix, said that the Court
agreed to convert the case from an involuntary Chapter 7 to a
voluntary Chapter 11 case (Bankr. D. Del. Case No. 10-10273).

Its subsidiary, MMI Genomics Inc., filed under Chapter 11 on
November 18, 2010 (Bankr. D. Del. Case No. 10-13775).

Adam Hiller, Esq., at Pinckney, Harris & Weidinger, LLC, assists
the Debtors in their restructuring effort.  Attorneys at Klehr
Harrison Harvey Branzburg LLP represent the Official Committee of
Unsecured Creditors.

Metamorphix listed assets of $314,000 and debt totaling
$79.5 million in its Schedules of Assets and Liabilities.  MMI
Genomics listed assets of $1.28 million and debt of $10.9 million.

The cases are jointly administered under Case No. 10-10273.


METAMORPHIX INC: Unsecureds to Get 7.5% of Series B Common Stock
----------------------------------------------------------------
Metamorphix, Inc., and MMI Genomics, Inc., filed with the U.S.
Bankruptcy Court for the District of Delaware a proposed plan of
reorganization and explanatory disclosure statement.

The Plan provides for the disposition of all of the Debtors'
assets through the creation of a new entity, a reorganization of
the Debtors' debts, and the elimination of existing equity.  The
Debtors have also sought approval of one or more sales of their
assets as a going concern, which sales would take place shortly
after a hearing on confirmation in the event that the Plan (or
another plan) is not confirmed.

Pursuant to the Plan terms, general unsecured creditors will
receive on account of their claims 7.5% of the Series B Common
Stock in the Reorganized Debtor, to be shared pro rata.  The
estimated recovery is unknown.

Interests in the Debtors will not receive or retain any property
or interest in property on account of their interests.

Secured Claims, other than Secured Note Claims, will receive on
account of their claims (i) the property of the Estates that
constitute collateral; (ii) Cash in a dollar amount equal to the
value of the collateral as of the Petition Date or the Effective
Date (whichever is less).  Estimated recovery is 100%.

Senior Note Claims will receive on account of their claims (i) the
Series A Preferred Stock in the Reorganized Debtor, to be shared
pro rata; and (ii) a Cash distribution, not to exceed $100,000 in
the aggregate less amounts previously reimbursed, for
reimbursement of professional fees.  The estimated recovery is
unknown.

Junior Note Claims will receive on account of their claims (i) 10%
of the Series A Common Stock in the Reorganized Debtor, to be
shared pro rata; and (ii) a Cash distribution, not to exceed
$100,000 in the aggregate less amounts previously reimbursed, for
reimbursement of professional fees.  The estimated recovery is
unknown.

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

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

                     About Metamorphix Inc.

Beltsville, Maryland-based Metamorphix, Inc. --
http://www.metamorphixinc.com-- a life sciences company, along
with its subsidiary MMI Genomics, Inc., develops tools,
technologies, and products for livestock and companion animal
health and productivity.  The Company offers systems for DNA-based
parent verification and diagnostic testing in livestock and
companion animals.

Metamorphix had been forced into Chapter 7 bankruptcy by 14
creditors who are owed $1.69 million.  The original case was filed
on January 28, 2010, in the U.S. Bankruptcy Court for the District
of Delaware.  Martin T. Fletcher, Esq., at Whiteford, Taylor &
Preston LLP, who represents MetaMorphix, said that the Court
agreed to convert the case from an involuntary Chapter 7 to a
voluntary Chapter 11 case (Bankr. D. Del. Case No. 10-10273).

Its subsidiary, MMI Genomics Inc., filed under Chapter 11 on
November 18, 2010 (Bankr. D. Del. Case No. 10-13775).

Adam Hiller, Esq., at Pinckney, Harris & Weidinger, LLC, assists
the Debtors in their restructuring effort.  Attorneys at Klehr
Harrison Harvey Branzburg LLP represent the Official Committee of
Unsecured Creditors.

Metamorphix listed assets of $314,000 and debt totaling
$79.5 million in its Schedules of Assets and Liabilities.  MMI
Genomics listed assets of $1.28 million and debt of $10.9 million.

The cases are jointly administered under Case No. 10-10273.


MOLECULAR INSIGHT: Savitr to Retain Control Under Mgmt. Plan
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Molecular Insight Pharmaceuticals Inc. filed a
Chapter 11 plan last week where the current owner, private equity
firm Savitr Capital LLC, will retain all the new stock in return
for a $45 million capital investment.  The hearing to approve the
explanatory disclosure statement is set for Feb. 25.

According to the report, the Management Plan provides for these
terms:

   * The holders of $202.9 million in secured bonds are to receive
     $45 million in new secured bonds in return for the secured
     portion of their claims.  Bondholders' collateral is worth
     $27.9 million.

   * The bondholders' deficiency claim will be in the class of
     general unsecured creditors slated to receive $55 million in
     new secured notes plus another $10 million in new notes if
     conditions are met.  Unsecured claims together will total
     less than $175 million, including the bondholders' deficiency
     claim.  Trade and other general unsecured creditors are about
     $2.75 million.

As published in yesterday's Troubled Company Reporter, Ryan
McBride at XCONOMY Boston reported that Molecular Insight
Pharmaceuticals' bondholders said in court documents that they
disagree with the proposed financing deal from Savitr.  The
bondholders submitted an alternative plan that includes a
$40 million cash infusion into Molecular Insight, among other
terms.

                     About Molecular Insight

Cambridge, Massachusetts-based Molecular Insight Pharmaceuticals,
Inc., is a clinical-stage biopharmaceutical company that provides
services on the detection and treatment of various forms of cancer
and other life-threatening diseases.  The Debtor disclosed
$36,453,000 in total assets and $198,829,000 in total debts as of
September 30, 2010.

Molecular Insight filed for Chapter 11 bankruptcy protection on
December 9, 2010 (Bankr. D. Mass. Case No. 10-23355).  Kramer
Levin Naftalis & Franklin LLP serves as the Debtor's lead
bankruptcy counsel.  Alan L. Braunstein, Esq., at Riemer &
Braunstein, LLP, serves as the Debtor's local Massachusetts
counsel.  Foley & Lardner LLP is the Debtor's special counsel.
Tatum LLC, a division of SFN Professional Services LLC, is the
Debtor's financial consultant.  Omni Management Group, LLC, is the
claims, and balloting agent.


MRH ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: MRH Enterprises, Inc.
        8137 Malachite, Suite G
        Rancho Cucamonga, CA 91730

Bankruptcy Case No.: 11-13477

Chapter 11 Petition Date: February 2, 2011

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

Judge: Catherine E. Bauer

Debtor's Counsel: Robert P. Goe, Esq.
                  GOE & FORSYTHE, LLP
                  18101 Von Karman, Suite 510
                  Irvine, CA 92612
                  Tel: (949) 798-2460
                  Fax: (949) 955-9437
                  E-mail: kmurphy@goeforlaw.com

Scheduled Assets: $6,141,785

Scheduled Debts: $2,332,194

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-13477.pdf

The petition was signed by Miles Holland, president.


NET TALK.COM: Issues 750,000 Shares Under Midtown Settlement
------------------------------------------------------------
Net Talk.com, Inc. issued 750,000 shares of common stock in
connection with the settlement of litigation between the Company
and Midtown Partners and Co., LLC in the Circuit Court of
Hillsborough County, Florida (Case No. 101981).  The settlement
further provides that certain cash-less warrants previously issued
to Midtown Partners be modified, reducing from 2,251,800 to
1,102,921 the number of shares of the Company's common stock to be
issued thereunder.

                        About Net Talk.com

Based in Miami, Fla., Net Talk.com, Inc., is a telephone company,
who provides, sells and supplies commercial and residential
telecommunication services, including services utilizing voice
over internet protocol ("VoIP") technology, session initiation
protocol ("SIP") technology, wireless fidelity technology,
wireless maximum technology, marine satellite services technology
and other similar type technologies.

The Company's balance sheet at September 30, 2010, showed
$4.81 million in total assets, $11.68 million in total
liabilities, $224,968 in redeemable preferred stock, and a
stockholders' deficit of $7.09 million.  The Company has an
accumulated deficit of $12.42 million as of September 30, 2010.


OM PROPERTIES: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: OM Properties Group, Inc
        12555 Biscayne Boulevard #782
        North Miami, FL 33181

Bankruptcy Case No.: 11-12974

Chapter 11 Petition Date: February 3, 2011

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

Judge: A. Jay Cristol

Debtor's Counsel: Scott Alan Orth, Esq.
                  LAW OFFICES OF SCOTT ALAN ORTH, P.A.
                  3880 Sheridan St.
                  Hollywood, FL 33021
                  Tel: (305) 757-3300
                  Fax: (305) 757-0071
                  E-mail: orthlaw@bellsouth.net

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

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

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flsb11-12974.pdf

The petition was signed by Ofer Mizrahi, member.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Q2 Properties, LLC                     11-12129   01/27/11


OPTIMUMBANK HOLDINGS: Commences 7.5MM Common Stock Offering
-----------------------------------------------------------
OptimumBank Holdings, Inc., has commenced a private placement of
7,500,000 shares of the Company's common stock at a price of $2.00
per share.  The completion of the offering is contingent upon the
sale of a minimum of 5,000,000 shares, as well as shareholder
approval of the terms of the offering and an amendment to the
Company's articles of incorporation to increase the number of
authorized shares from 1,500,000 shares to 20,000,000.  If the
offering is consummated, the gross proceeds of offering, before
payment of placement fees and offering expenses, will be a minimum
of $10,000,000 and a maximum of $15,000,000.

The net proceeds of the offering will be used to fund the new
business strategy for the Company's subsidiary, OptimumBank, and
to increase the regulatory capital of OptimumBank.  The new
business plan is intended to convert Optimum Bank from a wholesale
banking model into a full-service community bank providing a high
level of personal service and a variety of products to retail
customers.

Sam Borek, Chairman of the Board, stated, "We believe that the
offering will allow us to significantly increase our capital and
implement our new business plan.  The new capital will allow us to
continue to service our current customer base and will provide us
with the resources to establish new relationships and expand our
offerings within the communities we serve."

The Company expects to complete the offering on or before May 31,
2011.

The shares to be offered by the Company will not be registered
under the United States Securities Act of 1933, as amended, or
applicable state securities law, and may not be offered or sold in
the United States absent registration under the Securities Act and
applicable securities laws or available exemptions from the
registration requirements.

                    About OptimumBank Holdings

Fort Lauderdale, Fla.-based OptimumBank Holdings, Inc. is a
is a one-bank holding company and owns 100% of OptimumBank, a
state (Florida)-chartered commercial bank.  The Bank offers a
variety of community banking services to individual and corporate
customers through its three banking offices located in Broward
County, Florida.  The Bank's wholly-owned subsidiaries are OB Real
Estate Management, LLC, OB Real Estate Holdings, LLC, OB Real
Estate Holdings 1503, LLC, and OB Real Estate Holdings 1695, LLC,
all of which were formed in 2009.  OB Real Estate Management, LLC,
is primarily engaged in managing foreclosed real estate.  OB Real
Estate Holdings, LLC, OB Real Estate Holdings 1503, LLC, and OB
Real Estate Holdings 1695, LLC, hold and dispose of foreclosed
real estate.

The Company's balance sheet at September 30, 2010, showed
$202.74 million in total assets, $198.22 million in total
liabilities, and stockholders' equity of $4.52 million.

OptimumBank is currently operating under a Consent Order issued by
the Federal Deposit Insurance Corporation ("FDIC") and the State
of Florida Office of Financial ("OFR"), effective as of April 16,
2010.  As of September 30, 2010, the Bank was considered
"undercapitalized" under these FDIC requirements.  As an
"undercapitalized" institution, the Bank is subject to
restrictions on capital distributions, payment of management fees,
asset growth and the acceptance, renewal or rollover of brokered
and high-rate deposits.  In addition, the Bank must obtain prior
approval of the FDIC prior to acquiring any interest in any
company or insured depository institution, establishing or
acquiring any additional branch office, or engaging in any new
line of business.

"The Bank [OptimumBank] has experienced recent and continuing
increases in nonperforming assets, declining net interest margin,
increases in provisions for loan losses, continuing high levels of
noninterest expenses related to the credit problems, and eroding
regulatory capital which raise substantial doubt about the Bank's
ability to continue as a going concern," the Company said in its
Form 10-Q for the quarter ended Sept. 30, 2010.


OVERLAND STORAGE: Jon Grober Discloses 7.3% Equity Stake
--------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission on January 31, 2011, Jon D. Gruber disclosed that he
beneficially owns 800,000 shares of common stock of Overland
Storage, Inc. representing 7.3% of the shares outstanding.  As of
November 2, 2010, there were 10,952,312 shares of the Company's
common stock, no par value, issued and outstanding.

Each of Gruber and McBaine Capital Management, LLC, Patterson J.
McBaine and Eric B. Swergold beneficially owns 480,000 shares of
common stock representing 4.4% equity stake.

                       About Overland Storage

San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of data
management and data protection solutions across the data
lifecycle.  By providing an integrated range of technologies and
services for primary, nearline, offline, archival and cloud data
storage, Overland makes it easy and cost effective to manage
different tiers of information over time.

The Company's balance sheet at September 30, 2010, showed
$39.27 million in total assets, $41.74 million in total
liabilities, and a stockholders' deficit of $2.47 million.

As reported in the Troubled Company Reporter on September 28,
2010, Moss Adams LLP, in San Diego, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's results for the fiscal year ended June 30,
2010.  The independent auditors noted of the Company's recurring
losses and negative operating cash flows.


PRINCETON OFFICE: Not Bound by Goetz Baier-Success Treuhand Deal
----------------------------------------------------------------
District Judge Anne E. Thompson affirmed the bankruptcy court's
ruling expunging Goetz Baier's claim against Princeton Office
Park, L.P.  Judge Thompson held that the Debtor was not bound by
any obligation to Mr. Baier.

Goetz Baier invested $750,000 with Success Treuhand GmbH in return
for a share of the financial benefits Success would be receiving
as a limited partner of the Debtor.  In 2005, Mr. Baier decided to
terminate his investment.  Mr. Baier accordingly sought an
agreement with Lawrence R. Berger, on behalf of United States Land
Resources, L.P., managing member of Princeton Office Park, GP,
L.L.C., which is the general partner of the Debtor.  Under the
deal, Mr. Baier would be repaid 100% of his investment upon his
execution of a General Release, payment being due no later than
December 31, 2005.  Payment was never made.

On October 28, 2008, Mr. Baier filed a Complaint in the New Jersey
district Court, Baier v. Berger et al., Civ. No. 08-5296, suing
defendants G.E.W. Building Associates, L.P., United States Realty
Resources, Inc., USLR, Mr. Berger, and the Debtor, to enforce the
purchase of his investment with interest.  Mr. Baier was not aware
of the Debtor's Chapter 11 filing.

The case before the District Court is Goetz Baier, v. Princeton
Office Park, LP, Case No. 10-cv-3314 (D. N.J.).  A copy of the
District Court's February 2, 2011 Opinion and Order is available
at http://is.gd/R3m4Srfrom Leagle.com.

Headquartered in Morristown, New Jersey, Princeton Office Park,
LP, is a real estate development company.  The assets of the
Company consist of approximately 170,000 square feet of building
on 37 acres located at 4100 Quakerbridge Road, Township of
Lawrence, Mercer County, New Jersey.  The property has been
re-zoned for multi-family residental use at 10 units per acre or
370 units.

Princeton Office Park GP, L.P. holds a 50% equity interest in the
Debtor.  Princeton GP's general partner is United States Land
Resources, L.P., a New Jersey limited partnership, whose general
partner is United States Realty Resources, Inc., a New Jersey
corporation.  Lawrence S. Berger is the president of USRR.  The
Debtor's limited partners is Success Truehand GmbH, which holds a
31.67% equity interest in the Debtor.

The Company filed for Chapter 11 protection on September 9, 2008
(Bankr. D. N.J. Case No. 08-27149).  Melissa A. Pena, Esq., at
Norris, McLauglin & Marcus, in New York, and Morris S. Bauer,
Esq., at Norris McLaughlin & Marcus PA, in Bridgewater, New
Jersey, represent the Debtor as counsel.  In its schedules, the
Debtor disclosed total assets of $25,000,000 and total debts of
$2,517,370.


PROSPECT MEDICAL: Moody's Affirms 'B3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed Prospect Medical Holdings,
Inc.'s B3 Corporate Family.  Moody's also affirmed the B3 rating
on the company's senior secured notes due 2014, which remain
outstanding following the acquisition of the company by Leonard
Green & Partners, L.P., and members of management in December
2010.  Concurrently, Moody's assigned a Probability of Default
Rating of B3.  The outlook for the ratings is stable.

This is a summary of Moody's actions.

Ratings affirmed:

* $160 million senior secured notes due 2014, B3 (LGD3, 44%)
* Corporate Family Rating, B3

Ratings assigned:

* Probability of Default Rating, B3

                        Ratings Rationale

Prospect's B3 Corporate Family Rating reflects the company's
relatively small scale and significant geographic concentration in
the Southern California market.  The ratings also reflect the near
term maturities of the company's revolving credit facility in 2012
and a revolving credit facility and term loan at Brotman Medical
Center.  Although Prospect is not a guarantor on any of the debt
of Brotman Medical Center, its operations are reflected in the
consolidated results of Prospect.  However, the ratings also
reflect the recent improvement in operating results and relatively
modest leverage for the rating category.  Further, Moody's
believes that the recent acquisition of a majority stake in the
company by Leonard Green & Partners could add stability.

Given the significant concentration risk, any adverse development
in the local market that is expected to materially impact volumes
or pricing could result in negative pressure on the ratings.
Additionally, any deterioration in the liquidity profile of the
company, for example the inability to refinance debt that is
maturing over the near term, could also result in a change in the
outlook to negative or a downgrade of the ratings.

If the company can further stabilize the operating results and
address near term maturity issues, Moody's could consider positive
pressure on the ratings.

Moody's last rating action on Prospect was July 29, 2009, when the
Corporate Family Rating was upgraded to B3 from Caa1 and a B3
rating was assigned to the company's senior secured notes.

Prospect owns and operates five hospitals in the greater Los
Angeles area and manages the provision of healthcare services of
HMO enrollees in Southern California through its network of
specialist and primary care physicians.  The company recognized
revenue of approximately $469 million in the twelve months ended
September 30, 2010.


QUALITY PROPERTIES: May Assume Lease From Bruno's Supermarkets
--------------------------------------------------------------
Quality Properties, LLC, filed a Motion to Assume Lease and
Related Assignments and Obligations, etc., with respect to a Lease
Agreement dated February 5, 1979, and the assignments under which
Quality claims to have succeeded to the lessee's interest under
the Lease.  Quality also filed related Motions to Assume three
subleases under which it claims to be the sublessors.  John
Hilsman Investments, LLC, Denny Family Properties, LLC, Mike
McCollum, and Tracy Honea filed an Opposition to the Debtor's
Motions, in which they stated they were the successors to the
lessor's interest under the Lease, and as such objected to the
assumptions of the Lease and Subleases as proposed by Quality.
The Landlords also filed a Motion For Relief From Stay.

The Lease was originally made by W. C. and Chloris A. Portwood as
lessors, and Bruno's, Inc. as lessee, and covered an unimproved
tract of real property located in Marwill County, Alabama, on
which the Original Lessee later constructed a retail shopping
center.  The term of the Lease was for 50 years, and provided for
an annual rental of $15,000.  The Lease is what is commonly
referred to as a "ground lease" and granted the lessee a virtually
unfettered right to construct a shopping center and other retail
shops on the Leased Premises; all improvements were to remain the
lessee's property until termination of the Lease.

In October 2005, the Original Lessee as assignor, and Bruno's
Supermarkets, Inc., as assignee, entered into a Lease Assignment
pursuant to which Bruno's Supermarkets was assigned all the
Original Lessee's right, title and interest as the lessee under
the Lease, and Bruno's Supermarkets assumed all the obligations of
the lessee under the Lease arising from and after the date of the
assignment.  In addition, Bruno's Supermarkets as assignor and
Quality as assignee, entered into an Assignment and Assumption of
Ground Lease.  The Second Assignment stated that the Original
Lessee's interest under the Lease had been assigned to Bruno's
Supermarkets, and that interest was being further assigned by
Bruno's Supermarkets to Quality.  It further provided for
Quality's assumption of the lessee's obligations under the Lease.
The Subleases each cover a portion of the Leased Premises, and as
the assignee of the prime lessee's interest under the Lease,
Quality also claims to be the sublessor under the Subleases.

On February 5, 2009, Bruno's Supermarkets filed for Chapter 11
bankruptcy (Bankr. S.D. Ala. Case No. 09-00634) before Judge
Benjamin G. Cohen.  The Landlords filed a motion in the Bruno's
Supermarkets Case in which they sought, among other relief, the
entry of an order deeming the Lease terminated.  Quality was not a
party to that contested matter.

On March 26, 2010, Judge Cohen entered an Order on the Landlords'
Motion, in which he held, inter alia, that: "In regard to [Bruno's
Supermarkets'] interest in the [L]ease, while the [Landlords' SM
Motion] is not a specific motion to require [Bruno's Supermarkets]
to assume or reject the [Lease], it is due to be granted to the
extent that this Court finds that [Bruno's Supermarkets] and the
[L]andords had an unexpired lease that was rejected by operation
of law and pursuant to [Bruno's Supermarkets'] confirmed plan."

The March 26, 2010 Order continued, and Judge Cohen specifically
withheld any decision regarding Quality's interest in the Lease:
"In regard to the underlying state law issues, this Court has not,
should not, and will not decide those issues. Included in that
conclusion is any decision on the impact of this order on the
interests of Quality Properties."

In their Stay Relief Motion, the Landlords have asked the
Bankruptcy Court overseeing Quality's case to lift the stay to
allow them to seek an adjudication from Judge Cohen in the Bruno's
Supermarkets Case regarding the status of the Lease vis-a-vis
Quality as successor lessee.

Bankruptcy Judge James J. Robinson, who oversees Quality's case,
noted that the crux of the Landlords' argument is rejection of the
Lease by Supermarkets in the SM Case caused Quality to lose the
leasehold estate it obtained through the Assignments, thereby
leaving Quality with no remaining rights or interest to assume
under 11 U.S.C. Sec. 365(a).  According to Judge Robinson, this
argument fails to take into account exactly what Bruno's
Supermarkets rejected; after all, it could reject no more than
what it had retained after the Second Assignment.  Judge Robinson
held that because the leasehold estate had been assigned before
its purported rejection, only the assignor/debtor's residual
obligations as former lessee were rejected, and the assigned
leasehold estate was left untouched by the rejection and may be
assumed by Quality in its case.  Accordingly, Quality's Motions
seeking to assume the Lease, the Assignments and Subleases are
granted, and the Landlord's Opposition and Stay Relief Motion are
denied.

A copy of Judge Robinson's January 31, 2011 Memorandum Opinion is
available at http://is.gd/m9LuLQfrom Leagle.com.

Albertville, Alabama-based Quality Properties, LLC, filed for
Chapter 11 bankruptcy (Bankr. N.D. Ala. Case No. 10-42783) on
October 1, 2010.  Harry P. Long, Esq., in Anniston, Alabama,
serves as bankruptcy counsel.  It scheduled assets of $6,255,000
and debts of $6,932,388.


RALPH M DAY: Court Upholds Ch. 7 Trustee's Avoidance Power
----------------------------------------------------------
In Robert B. Wasserman, Chapter 7 Trustee, v. Louis A. Capazzi,
Jr., Esq., Ann Capazzi, Jessica Gallo and HSBC Bank USA, National
Association as Trustee for the Holders of the Certificates Issued
by Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-1,
Adv. Pro. No. 10-1479 (Bankr. D. N.J.), Bankruptcy Judge Morris
Stern ruled that HSBC Bank USA, asserting its equitable lien
position and related subrogation to the rights of a prior
mortgagee whose loan was paid off with HSBC funds, cannot overcome
the trustee's avoidance power as a bona fide purchaser of a real
estate pursuant to 11 U.S.C. Sec. 544(a)(3).  HSBC took a mortgage
which was defective in that it was from a would-be owner who, in
fact, never obtained title.  The bank's intent was to take a
recordable instrument, and indeed it took an instrument of a type
which would be recordable under N.J.S.A. 46:16-1.  Since the
mortgage was not recorded, a BFP (for value and without notice of
the mortgage -- characteristics of the Sec. 544(a)(3) hypothetical
purchaser) would prevail per N.J.S.A. 46:22-1, which voids the
unrecorded mortgage and resolves HSBC's equitable lien-based claim
in favor of the trustee.  In re Bridge, 18 F.3d 195 (3d Cir.
1994), is the controlling precedent.

As a parallel matter, the historic common law emanating from the
1883 Gaskill v. Wales decision supports the trustee as a BFP,
independent of the recording act.

HSBC's effort to promote Capazzi's oral constructive trust
argument is a nonstarter, given the New Jersey Statute of Frauds
clear avoidance of such parol.  See N.J.S.A. 25:1-14.  Likewise,
as with HSBC's direct argument, the common law of New Jersey
favors the BFP over the alleged constructive trust beneficiary
under the facts of the case.

In light of these conclusions of law based upon facts viewed most
favorably to the defendants, the Court held that there is no
material issue of fact or law for trial, and summary judgment is
granted to the trustee.

A copy of the Court's February 2, 2011 opinion is available at
http://is.gd/viLWnrfrom Leagle.com.

Robert B. Wasserman, Esq., serves as Chapter 7 trustee for the
estate of Ralph M. Day, Sr.  The trustee moves against defendants
Louis A. Capazzi, Jr., Esq., Ann Capazzi (his wife), and HSBC Bank
USA, N.A., on all relevant counts of the trustee's adversary
proceeding complaint brought to determine the validity, priority
and extent of the defendants' liens on and interests in a parcel
of land in Closter, New Jersey.  In particular the trustee moves
to avoid pursuant to Sec. 544(a)(3) any interests of Capazzi and
the Bank in the property.

Counsel for Robert B. Wasserman, Chapter 7 Trustee, is

          Scott S. Rever, Esq.
          WASSERMAN, JURISTA & STOLTZ, PC
          225 Millburn Avenue, Suite 207
          Millburn, NJ 07041
          Telephone: 973-467-2700
          Facsimile: 973-467-8126
          E-mail: srever@wjslaw.com

Counsel for HSBC Bank USA is:

          Michael D. Malloy, Esq.
          FINESTEIN & MALLOY, LLC
          70 South Orange Avenue, Suite 115
          Livingston, NJ 07039
          Telephone: (973) 635-4500
          Facsimile: (973) 635-4543
          E-mail: mmalloy@fmnjlaw.com

Mr. Day filed a petition in bankruptcy under Chapter 11 (Bankr. D.
N.J. Case No. 08-18384) on May 6, 2008.  After months of efforts
at reorganization, first with Mr. Day as debtor-in-possession
and then with a Chapter 11 trustee, the case was converted to
Chapter 7 on February 9, 2010.


REALOGY CORP: Bank Debt Trades at 3% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Realogy Corp. is a
borrower traded in the secondary market at 97.00 cents-on-the-
dollar during the week ended Friday, February 4, 2011, an increase
of 0.45 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on September 30, 2013,
and carries Moody's B1 rating and Standard & Poor's CCC- rating.
The loan is one of the biggest gainers and losers among 172 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                         About Realogy Corp.

Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services.  Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

The Company's balance sheet at Sept. 30, 2010, showed $2.67
billion in total assets, $9.14 billion in  total liabilities, and
a stockholders' deficit of $981.0 million.

It has 'Caa2' corporate family rating and 'Caa3' probability of
default rating, with positive outlook, from Moody's.  The rating
outlook is positive.  Moody's said in January 2011 that the 'Caa2'
CFR and 'Caa3' PDR reflects very high leverage, negative free cash
flow and uncertainty regarding the timing and strength of a
recovery of the residential housing market in the US.  Moody's
expects Debt to EBITDA of about 14 times for the 2010 calendar
year.  Despite the recently completed and proposed improvements to
the debt maturity profile, the Caa2 CFR continues to reflect
Moody's view that current debt levels are unsustainable and that a
substantial reduction in debt levels will be required to stabilize
the capital structure.


REALOGY CORP: S&P Raises Corporate Credit Rating to 'CCC'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Realogy Corp. to 'CCC' from 'CC'.  S&P removed the
rating from CreditWatch, where it was placed with positive
implications Jan. 18, 2011.  The rating outlook is positive.

In addition, S&P revised its recovery rating on the company's non-
extended senior secured credit facilities to '1', indicating its
expectation of very high (90% to 100%) recovery for lenders in the
event of a payment default.  S&P raised its issue-level rating on
this debt to 'B-' -- two notches higher than the 'CCC' corporate
credit rating -- in accordance with its notching criteria for a
recovery rating of '1'.

S&P also raised its issue-level rating on the company's existing
second-lien term loan, senior unsecured notes, and subordinated
notes to 'CC' from 'C'.  The recovery rating remains at '6',
indicating S&P's expectation of negligible (0% to 10%) recovery
for debtholders in the event of a payment default.

These issue-level ratings were also removed from CreditWatch.

At the same time, S&P assigned Realogy's extending senior secured
credit facilities its issue-level rating of 'B-' with a recovery
rating of '1'.  The extending facilities consist of:

* A$363 million revolving credit facility due April 10, 2016;
* A$1.819 billion term loan due Oct. 10, 2016, and
* A$173 million synthetic letter of credit due Oct. 10, 2016.

In addition, S&P assigned the company's $700 million senior
secured notes due 2019 S&P's issue-level rating of 'CC' with a
recovery rating of '6'.  While the notes will be secured by the
same collateral as Realogy's existing and extended first-lien
credit facilities, the priority of the lien on the new notes will
be junior to that of the first-lien facilities.  The company used
note proceeds to prepay extended term loan balances under the
first-lien credit facility.

"The upgrade reflects Realogy's improved liquidity profile
following the closing of the transactions, which decreased the
level of senior secured first-lien debt in the company's capital
structure," explained Standard & Poor's credit analyst Emile
Courtney.

S&P believes the transactions will provide the company a
sufficient cushion under its first-lien senior secured net
leverage covenant (the covenant steps down to 4.75x in March 2011)
over the intermediate term.  This improvement to Realogy's
liquidity profile is only partly offset by S&P's expectation that
the transactions will add about $55 million to annual interest
expense in 2011 (for a total of about $600 million), which the
company will need to absorb.


REYNOLDS GROUP: S&P Assigns 'BB' Rating to Senior Secured Debt
--------------------------------------------------------------
Standard & Poor's Ratings Services said that, based on preliminary
terms and conditions, it assigned its 'BB' senior secured debt
rating (two notches higher than the corporate credit rating) and
'1' recovery rating to Reynolds Group Holdings Ltd.'s proposed
$2.325 billion U.S. term loan and eur250 million European term
loan, both due 2018.  These ratings indicate S&P's expectation of
very high (90% to 100%) recovery in the event of a payment
default.

All S&P's other ratings on Reynolds, including the B+/Negative/--
corporate credit rating, remain unchanged.

Reynolds plans to use the loan proceeds to repay certain existing
senior secured term loans and transaction fees and expenses.  This
transaction, together with a recently rated offering of $2 billion
of senior secured and unsecured notes, lengthens debt maturities.

The ratings on Reynolds reflect its strong business risk profile
as one of the world's premier packaging companies, a highly
leveraged financial risk profile, and very aggressive financial
policies.  Reynolds is one of the world's leading and most
diversified consumer and foodservice packaging providers, with
more than $9 billion in annual revenues and about a quarter of
total sales coming from Reynolds and Hefty brand products.
Reynolds is based in New Zealand, with the majority of its
operations in the U.S. The company's offerings include aseptic and
fresh carton packaging, consumer foil, food bags and wraps, waste
bags, disposable tableware and cookware, beverage closures, and
food service packaging.

Following the November 2010 mostly debt-financed acquisition of
Pactiv Corp., Reynolds' debt leverage is high.  Total adjusted
debt is more than $13 billion.  S&P adjusts debt to include tax-
effected unfunded postretirement obligations, capitalized
operating leases, and off-balance-sheet receivables financing and
guarantees.  Adjusted total debt exceeds 7x EBITDA before
acquisition synergies that management expects to total about
$200 million and programs underway at both companies that should
produce another approximately $100 million in cost savings.

To support the ratings, Reynolds needs to continue to produce
strong operating results, integrate Pactiv well, and reduce debt
somewhat so that adjusted debt leverage declines to about 6x and
funds from operations to total adjusted debt approaches 10%.
There is not much room at the ratings for any operating missteps
or unforeseen challenges.  In addition, liquidity or covenant
concerns or further sizable debt-financed acquisitions in the near
term could prompt a downgrade.

                           Ratings List

                   Reynolds Group Holdings Ltd.

    Corporate credit rating                      B+/Negative/--

                            New Rating

                          Senior secured

          Proposed $2.325 bil U.S. term loan due 2018 BB
           Recovery rating                            1
          Proposed eur250 mil European term loan      BB
           Recovery rating                            1


RILEY JOHN BEARD: In Talks With U.S. Trustee Over Burns Hiring
--------------------------------------------------------------
John D. Burns and The Burns Law Firm and W. Clarkson McDow, Jr.,
the United States Trustee for Region 4, have agreed to extend the
time within which the U.S. Trustee may file any comment, objection
or other responsive pleading that he may have to Riley John Beard
and Regina Lorraine Beard's Application to Employ John D. Burns as
Attorney to allow additional time to continue discussions to
attempt to resolve amicably certain concerns that have been
expressed by the U.S. Trustee.  The U.S. Trustee may have up to
and including February 9, 2011, to file a comment, objection or
other responsive pleading to the Application.

A copy of the Stipulation and Consent Order, signed off by
Bankruptcy Judge Thomas J. Catliota on February 3, 2011, is
available at http://is.gd/mnDz3Wfrom Leagle.com.

Riley John Beard and Reginia Lorraine Beard, in Aquasco, Maryland,
filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 10-38621)
on December 21, 2010.  John Douglas Burns, Esq., at The Burns Law
Firm, LLC, serves as bankruptcy counsel.  In their petition, the
Beards listed $1 million to $10 million in both assets and debts.


RMC2 PACIFIC: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: RMC2 Pacific Place, LLC
        1215-104 Pacific Oaks Place
        Escondido, CA 92029

Bankruptcy Case No.: 11-01793

Chapter 11 Petition Date: February 2, 2011

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

Judge: Margaret M. Mann

Debtor's Counsel: Lisa Torres, Esq.
                  LAW OFFICES OF WILLIAM P. FENNELL, APLC
                  1111 Sixth Avenue, Suite 404
                  San Diego, CA 92101
                  Tel: (619) 325-1560
                  Fax: (619) 325-1558
                  E-mail: lisa.torres@fennelllaw.com

Scheduled Assets: $2,620,460

Scheduled Debts: $2,877,011

A list of the Company's 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/casb11-01793.pdf

The petition was signed by John Randall Kure, managing member.


ROBERT N LUPO: Jacobs Can't Be Ch. 7 Trustee and Creditor
---------------------------------------------------------
Bankruptcy Judge Joan N. Feeney denied the request of Lisa Jacobs
to remove Joseph B. Collins as Chapter 7 Trustee in the bankruptcy
case of Robert N. Lupo, and install herself as Trustee.  Based on
the report of the U.S. Trustee, as amended, Ms. Jacobs did not
have sufficient eligible votes to be elected Chapter 7 Trustee.

Judge Feeney noted that Ms. Jacobs has both asserted claims
against the estate and unsuccessfully attempted to purchase
property of the estate, namely a Cadillac automobile at an auction
conducted by an auctioneer employed by the Chapter 7 Trustee with
Court authority.   At the time Ms. Jacobs was asserting that she
was the successful bidder for a Cadillac automobile, she also was
seeking a determination that she had been elected trustee.  The
Court finds that Ms. Jacobs has an interest materially adverse to
the estate and could not properly serve as trustee even if she had
been elected, which she was not.

A copy of Judge Feeney's February 3, 2011 Memorandum is available
at http://is.gd/gSwpTgfrom Leagle.com.

Weston, Massachusetts-based Robert N. Lupo filed for Chapter 11
bankruptcy protection on December 10, 2009 (Bankr. D. Mass. Case
No. 09-21945).  Andrew G. Lizotte, Esq., at Hanify & King, P. C.,
assists the Debtor in his restructuring effort.  The Debtor listed
$10 million to $50 million in assets and $1 million to $10 million
in liabilities.

The Bankruptcy Court on November 15, 2010, denied Mr. Lupo's
emergency motion to reconsider a prior order converting his case
to Chapter 7 effective September 18, 2010.  This was the Debtor's
third attempt to vacate the Court's conversion of the case to
Chapter 7.


ROSA'S BETTER: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Rosa's Better Batter Realty Corp.
        1992 N. Jerusalem Road
        North Bellmore, NY 11710

Bankruptcy Case No.: 11-70599

Chapter 11 Petition Date: February 3, 2011

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

Judge: Alan S. Trust

Debtor's Counsel: Tracy L. Klestadt, Esq.
                  KLESTADT & WINTERS LLP
                  570 Seventh Avenue, 17th Floor
                  New York, NY 10018
                  Tel: (212) 972-3000
                  E-mail: tklestadt@klestadt.com

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

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

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

The petition was signed by Monica Tarantino, secretary/treasurer.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Rosa's Better Batter Inc.              11-70598   02/03/2011


ROTHSTEIN ROSENFELDT: Fla. Ct. Forfeits Stake in Various Assets
---------------------------------------------------------------
At the behest of the U.S. Government, District Judge James Cohn
signed off on a First Final Order Of Forfeiture, dated February 1,
2011, pursuant to which all of Scott Rothstein's right, title and
interest in various assets or the proceeds from the sale of the
assets is forfeited to and title vested in the United States of
America pursuant to to 18 U.S.C. Sections 1963, 982(a)(1), and
981(a)(1)(C).  A copy of Judge Cohn's Order is available at
http://is.gd/pWDJJ1from Leagle.com.

The case is United States of America, v. Scott W. Rothstein, Case
No. 09-60331 (S.D. Fla.).

                   About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- has been suspected of running a
$1.2 billion Ponzi scheme.  U.S. authorities claimed in a civil
forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements.  Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on January 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the Chapter
11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.


RUBEN HINOJOSA: U.S. Rep. in Ch. 11; Statement and Schedules Filed
------------------------------------------------------------------
Jared James at The Monitor reports that U.S. Rep. Ruben Hinojosa
listed his 2009 gross income at $285,119 and his 2010 income to
the date of filing as $174,720 in a statement of financial affairs
submitted with the U.S. Bankruptcy Court for the Southern District
of Texas.  The current salary for rank-and-file members of the
U.S. House is $174,000, according to the report.

According to the Monitor, Rep. Hinojosa listed a debt of
$2,637,426 to Wells Fargo Bank with another $200,000 owed on a
partnership debt to Hinojosa Development Company.  Another six
creditors, including two McAllen attorneys for services rendered
and a Southlake man owed money for purchases for H&H equipment,
claim an additional $61,700.

Rep. Hinojosa said h?? scarcely $1.5 million ?n assets in a court
filing.

                    About U.S. Rep. Hinojosa

Congressman Ruben Hinojosa (D-TX) was elected to Congress in 1996
and is currently serving his eighth term as the representative of
the 15th District of Texas.

Rep. Hinojosa spent 20 years as president HH Meat Products Co. ?f
Mercedes, his family's shuttered beef business, before being
elected to Congress.  He was forced to file for personal Chapter
11 bankruptcy in December 2010 after Wells Fargo Bank sued him to
recover $2.6 million related to a loan the bank gave to the
company.
Based on Mclean, Virginia, Ruben E. Hinojosa filed for Chapter 11
bankruptcy protection (Bankr. S.D. Tex Case No. 10-70900) on Dec.
18, 2010.  Judge Richard S. Schmidt presides over the case.
Eduardo V. Rodriguez, Esq., at Malaise Law Firm represents the
Debtor.  The Debtor estimated both assets and debts of between $1
million and $10 million in its petition.


S&G ASSOCIATES: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: S&G Associates LLC
        80 Railroad Avenue
        Duxbury, MA 02332

Bankruptcy Case No.: 11-10868

Chapter 11 Petition Date: February 4, 2011

Court: United States Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Frank J. Bailey

Debtor's Counsel: Gary W. Cruickshank, Esq.
                  LAW OFFICE OF GARY W. CRUICKSHANK
                  21 Custom House Street, Suite 920
                  Boston, MA 02110
                  Tel: (617) 330-1960
                  Fax: (617) 330-1970
                  E-mail: gwc@cruickshank-law.com

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

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

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

The petition was signed by Floyd J. Silvia, manager.


SENSATA TECHNOLOGIES: Posts $131.38 Million Net Income in 2010
--------------------------------------------------------------
On February 1, 2011, Sensata Technologies B.V. filed its annual
report on Form 10-K, disclosing net income of $131.38 million on
$1.54 billion of net revenue for the year ended December 31, 2010,
compared with a net loss of $26.99 million on $1.13 billion of net
revenue during the prior year.

The Company's balance sheet at December 31, 2010, showed
$3.28 billion in total assets, $2.38 billion in total liabilities
and $900.18 million in total shareholders' equity.

A copy of the annual report on Form 10-K is available for free at
http://is.gd/jm9QmZ

                           About Sensata

Almelo, Netherlands-based Sensata Technologies B.V. --
http://www.sensata.com/-- Sensata Technologies B.V. is a global
designer, manufacturer, and marketer of customized and highly-
engineered sensors and control products.  Sensata is a wholly-
owned subsidiary of Sensata Technologies Holding, N.V.  Its
sensors segment accounts for approximately 60% of the company's
2009 revenues, and supplies sensors and transducers to the
commercial, industrial and automotive markets.  Revenue for the
LTM period ended 9/30/10 approximated $1.5 billion.

In October 2010, Moody's Investors Service said that Sensata
Technologies' 'B2' Corporate Family Rating and positive outlook
remain unchanged following the announcement of its public holding
company, Sensata Technologies Holding N.V., that it has reached a
definitive agreement to acquire the "Automotive on Board" sensors
business of Honeywell International for $140 million in cash.

Moody's last rating action on Sensata was August 26, 2010, when
the company's Corporate Family and Probability of Default ratings
were upgraded to B2 from B3 and the ratings outlook was changed to
positive.

In August 2010, Standard & Poor's Ratings Services raised its
ratings on sensors and controls manufacturer Sensata Technologies
B.V., including the corporate credit rating, to 'B+' from 'B'.
The outlook is positive.  "The rating action reflects continued
improvements in Sensata's operating performance, which have
resulted in better credit measures," said Standard & Poor's credit
analyst Dan Picciotto.  "The upgrade also reflects the company's
public statements regarding lower targeted net leverage, implying
there may be further improvement in its credit measures.  S&P
believes business trends remain favorable, but are likely to
moderate from the firm's recent high growth levels."


SERVICEMASTER COMPANY: Moody's Puts 'B1' Rating on $229 Mil. Loan
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the $229 million
amended revolving credit facility of The ServiceMaster Company and
affirmed the B2 Corporate Family Rating.  The rating outlook is
stable.

In February 2011, ServiceMaster amended its revolving credit
facility to extend the maturity of approximately $229 million of
the revolving facility from July 2013 to July 2014.  In connection
with the amendment, the total revolving commitment was reduced
from $500 million to approximately $442 million.

Moody's assigned these ratings (LGD assessments):

* $229 million tranche B revolving credit facility due 2014, B1
  (LGD 3, 34%)

These ratings were affirmed (LGD assessments revised):

* $213 million tranche A revolving credit facility due 2013, B1
  (LGD 3, 34%)

* $2.6 billion senior secured term loan B due 2014, B1 (LGD 3,
  34%)

* $150 million senior secured synthetic letter of credit facility
  due 2014, B1 (LGD 3, 34%)

* $1.1 billion 10.75%/11.50% Senior Toggle Notes due 2015, B3 (LGD
  5, 73%)

* $79 million senior unsecured notes due 2018, Caa1 (LGD 6, 94%)

* $195 million senior unsecured notes due 2027, Caa1 (LGD 6, 94%)

* $83 million senior unsecured notes due 2038, Caa1 (LGD 6, 94%)

* Corporate Family Rating, B2

* Probability of Default Rating, B2

* Speculative Grade Liquidity Rating, SGL-2

                        Ratings Rationale

ServiceMaster's B2 Corporate Family Rating is principally
constrained by high financial leverage and modest free cash flow,
relatively flat profitability, and concern that new account growth
could weaken in 2011 due to continued high unemployment and a weak
housing market.  The ratings are supported by solid improvements
in customer retention rates in key service lines, moderate new
account and revenue growth (excluding LandCare) during the first
nine months of 2010, a broad geographic footprint in the US and a
good liquidity profile.

The stable rating outlook anticipates modest revenue growth and
moderately improving financial strength metrics in 2011.  Adjusted
EBITDA should benefit from improving customer retention and
further cost savings and efficiency initiatives.

The ratings could be pressured if the company fails to materially
reduce financial leverage either through profit growth or debt
repayments over the next year.

Positive rating momentum could develop if the company grows
profitability or improves credit metrics such that Debt to EBITDA
and free cash flow to debt are sustained at under 5.5 times and
above 5%, respectively.


SEVERN BANCORP: Alan Hyatt Discloses 16.3% Equity Stake
-------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission on January 31, 2011, Alan J. Hyatt disclosed that he
beneficially owns 1,637,661 shares of common stock of Severn
Bancorp, Inc., representing 16.3% of the shares outstanding.
Sharon G. Hyatt also owns 1,355,302 shares or 13.5% equity stake.
The percentages are based upon 10,066,679 shares outstanding as of
December 31, 2010.

                     About Severn Savings Bank

Founded in 1946, Severn Savings Bank, FSB --
http://www.severnbank.com/-- is a full-service community bank
offering a wide array of personal and commercial banking products
as well as residential and commercial mortgage lending.  It has
assets of nearly $1 billion and four branches located in
Annapolis, Edgewater and Glen Burnie.  The bank specializes in
exceptional customer service and holds itself and its employees to
a high standard of community contribution.  Severn Bancorp, Inc.,
(Nasdaq: SVBI) is the parent company of Severn Savings Bank.

As reported by the TCR on November 25, 2009, Annapolis, Maryland-
based Severn Bancorp along with its Bank unit, has entered into
supervisory agreements with the Office of Thrift Supervision, the
Bank's primary federal regulator.  The agreements set forth steps
being taken in response to regulatory concerns with its operating
results and effects of the current economic environment facing the
financial services industry.

The Company's balance sheet at Sept. 30, 2010, shows
$975.89 million in total assets, $870.08 million in total
liabilities and $105.81 million in stockholders' equity.

At September 30, 2010, Severn's regulatory capital ratios
continued to exceed the levels required to be considered "well
capitalized" under applicable federal banking regulations,
including its core ratio of approximately 12.1% compared to the
regulatory requirement of 5% for "well capitalized" status.


SEVERN BANCORP: Melvin Meekins Has 5.6% Equity Stake
----------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission on January 31, 2011, Melvin E. Meekins, Jr., disclosed
that he beneficially owns 564,334 shares of Severn Bancorp., Inc.
common stock representing 5.6% of the shares outstanding, based on
10,066,679 shares outstanding as of December 31, 2010 and shares
that would be outstanding upon exercise of options and conversion
of Series A Preferred Stock owned by Mr. Meekins.

                     About Severn Savings Bank

Founded in 1946, Severn Savings Bank, FSB --
http://www.severnbank.com/-- is a full-service community bank
offering a wide array of personal and commercial banking products
as well as residential and commercial mortgage lending.  It has
assets of nearly $1 billion and four branches located in
Annapolis, Edgewater and Glen Burnie.  The bank specializes in
exceptional customer service and holds itself and its employees to
a high standard of community contribution.  Severn Bancorp, Inc.,
(Nasdaq: SVBI) is the parent company of Severn Savings Bank.

As reported by the TCR on November 25, 2009, Annapolis, Maryland-
based Severn Bancorp along with its Bank unit, has entered into
supervisory agreements with the Office of Thrift Supervision, the
Bank's primary federal regulator.  The agreements set forth steps
being taken in response to regulatory concerns with its operating
results and effects of the current economic environment facing the
financial services industry.

The Company's balance sheet at Sept. 30, 2010, shows
$975.89 million in total assets, $870.08 million in total
liabilities and $105.81 million in stockholders' equity.

At September 30, 2010, Severn's regulatory capital ratios
continued to exceed the levels required to be considered "well
capitalized" under applicable federal banking regulations,
including its core ratio of approximately 12.1% compared to the
regulatory requirement of 5% for "well capitalized" status.


SITEBRAND.COM INC: Files for Bankruptcy Under BIA in Canada
-----------------------------------------------------------
Sitebrand Inc.'s wholly owned subsidiary, Sitebrand.com Inc., has
made an assignment in bankruptcy under the provisions of the
Bankruptcy and Insolvency Act.

The assignment in bankruptcy follows the previous announcement
that Sitebrand.com Inc. filed a Notice of Intention to make a
proposal to its creditors.  Sitebrand.com Inc.'s efforts to
restructure its business and to make a proposal that would be
acceptable to creditors were not successful.  Doyle Salewski Inc.,
a licensed trustee, is the trustee in bankruptcy for SiteBrand.com
Inc.

The Board of Directors of SiteBrand Inc. intends to seek new
opportunities for the Company and is evaluating its strategic
alternatives.

                         About Sitebrand

Sitebrand personalizes the customer experience for leading online
websites across North America with relevant messaging to boost
conversion rates, build visitor loyalty, brand, and grow revenues.


SLM CORPORATION: Fitch Affirms 'BB' Preferred Stock Rating
----------------------------------------------------------
Fitch Ratings has affirmed the ratings of SLM Corporation:

SLM Corporation:

  -- Long-term Issuer Default Rating at 'BBB-';
  -- Short-term IDR at 'F3';
  -- Senior unsecured debt at 'BBB-';
  -- Short-term debt at 'F3';
  -- Preferred stock at 'BB'.

The Rating Outlook is Stable.  Approximately $20.7 billion of debt
and preferred stock is affected by these actions.

The ratings affirmation reflects the company's position as one of
the largest servicers of government-guaranteed student loans and
one of the largest originators and servicers of private education
loans, in addition to its low consolidated credit risk, matched
funding profile, stable liquidity, and growing capitalization.
Ratings are constrained by legislative risk inherent in the
industry, uncertain term funding availability for the private
education loan product, and limited revenue diversity, given its
concentration in educational products and services.

The Stable Rating Outlook reflects the expectation for growth in
third-party servicing assets, consistent operating performance in
the continuing businesses, positive credit trends in the private
education loan portfolio, improved operating efficiencies, growing
capitalization, and the continued ability to repay maturing debt
obligations with operating cash flow and liquidity on hand.

At the end of 2010, SLM was servicing approximately $46 billion of
government guaranteed loans under the Department of Education's
servicing contract, which it was awarded in the second quarter of
2009.  Servicing assets are allocated by ED on an annual basis
based on scoring in five categories, including school, borrower,
and Federal Student Aid surveys and actual default prevention
performance.  In initial survey results, SLM has been adversely
affected by the calculation of default prevention performance
given a difference in the seasoning of accounts on which the
calculation is based.  This issue will correct over time, at which
point SLM believes it will be a top performer in default
prevention and could receive an outsized share of third-party
servicing.  Fitch believes SLM will be a meaningful participant in
the servicing contract going forward, obtaining at least a 25%
share, which will yield a reliable fee income stream.

In 2010, SLM's core earnings benefited from non-recurring gains on
debt repurchases and from gains on the sale of Federal Family
Education Loan Program loans to ED; however, Fitch believes
certain fundamental trends also improved.  Credit losses on
private education loans in repayment fell 100 basis points in 2010
to 5.0%, despite a $3.9 billion increase in average loans in
repayment.  Credit trends benefited from increased portfolio
seasoning, a reduction in non-traditional loans entering
repayment, and a better borrower credit profile, including a
higher proportion of loans in the portfolio with a co-borrower.
Fitch believes these portfolio dynamics will continue into 2011,
which should benefit credit metrics further.

Additionally, SLM's cost of funds declined, yielding an increase
in the net interest margin on FFELP loans, as the dislocation
between commercial paper, on which FFELP interest payments are
based, and LIBOR, on which funding costs are based, stabilized
within a normal range during 2010.  Margins are expected to
improve in 2011 with the addition of the Student Loan Corporation
assets from Citibank and the removal of the lower margin FFELP
loans sold to ED in October.

From a funding perspective, SLM has made significant progress
match-funding its legacy assets.  At Dec. 31, 2010, 89% of the
student loan portfolio had been funded to term, including loans
funded in the ED's Straight-A conduit facility, which compares to
70% at the end of 2008.  Of the remaining portfolio, 8% has been
funded with fixed spread liabilities with an average life of 4.9
years and 3% have been funded through the recently upsized and
extended ABCP facility, which has $3.9 billion of additional
borrowing capacity.

SLM has also done well managing its debt maturity profile.  Since
the beginning of 2008, the company has repurchased $10.2 billion
of its unsecured debt, netting $917 million of gains, while
significantly reducing lumpy maturities in 2011 and 2014, from
$6.4 billion and $5.1 billion, respectively, at the end of 2009 to
$4.4 billion and $3.8 billion at the end of 2010.  SLM effectively
refinanced a portion of its 2011 maturities with a $2 billion,
five-year unsecured debt issuance in January 2011, with a coupon
of 6.25%.  Absent further debt issuance, Fitch believes remaining
debt maturities will be retired as they come due with liquidity on
hand and cash flow generated from the legacy portfolio.

Negative rating momentum could result from free cash flow
generation below Fitch's expectations, which impairs the company's
ability to meet its debt service obligations, deterioration in
private education loan asset quality metrics, reduced operating
consistency, legislative change which removes the private sector
from the servicing and collection of government guaranteed student
loans, and/or an inability to arrange economically attractive term
funding for private education loans.  Conversely, positive rating
momentum could result from improved operating consistency, the
maintenance of at least a 25% allocation under the ED servicing
contract, credit stability in private education loans, improved
term liquidity for private education loans, and/or further
leverage reductions.

Based in Reston, Virginia, SLM had $184.3 billion of managed
student loans at Dec. 31, 2010 and is listed on the NYSE under the
ticker SLM.


SOURCEMEDIA INC: S&P Raises Corporate Credit Rating to 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on SourceMedia Inc. and Accuity Inc. which
are analyzed on a consolidated basis because they are owned by the
same parent company, Investcorp, and because both companies cross-
guarantee each other's borrowings to 'B' from 'CCC+'.  S&P removed
the rating from CreditWatch, where S&P placed it with positive
implications on Jan. 6, 2011.  The rating outlook is stable.

S&P also withdrew all ratings on the company's previous debt
following its completion of the refinancing transaction.

"The rating upgrade reflects the improvement in SourceMedia and
Accuity's consolidated liquidity after the refinancing was
completed, and S&P's view that liquidity will be adequate to meet
the company's operating and debt service needs," said Standard &
Poor's credit analyst Chris Valentine.  The company used proceeds
from the new term loan to refinance its entire capital structure.
The transaction relieved pressure from the company's current near-
term maturities.  The 'B' corporate credit rating reflects
SourceMedia's significant cash flow concentration in a small
number of financial publications, S&P's expectation that leverage
will remain high, an aggressive financial policy, and exposure to
the volatile financial and technology industries.

S&P characterizes SourceMedia's business risk profile as
vulnerable because of its high degree of business concentration
and risks arising from the migration of advertising revenues to
the Internet, which is highly fragmented and extremely
competitive.  S&P regards the company's financial risk profile as
highly leveraged because of its debt burden relative to a variable
EBITDA base.

SourceMedia publishes several well-established print financial
titles.  It derives more than 50% of its consolidated EBITDA from
its three largest publications, American Banker, The Bond Buyer,
and Financial Planning.  These businesses are exposed to
advertising volatility and keen competition in their industry
niche.  Traditional print financial publications face a
significant risk of continued secular declines in advertising.
While SourceMedia has increased the proportion of revenues it
derives from online businesses, the combination of secular
declines in print and the intense competition online makes for an
unfavorable intermediate-term outlook.


SOUTH EDGE: Inspirada Project to Have Chapter 11 Trustee
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that following a four-day trial, JPMorgan Chase Bank NA
and two other lenders won a ruling on Feb. 3 approving their
involuntary Chapter 11 petition for South Edge LLC.

According to the report, the evidence at trial also convinced U.S.
Bankruptcy Judge Bruce A. Markell that management should be ousted
and a trustee appointed to run the Chapter 11 case for South Edge.

Las Vegas, Nevada-based South Edge LLC owns the Inspirada project,
an uncompleted 2,000-acre residential development in Henderson,
Nevada, about 16 miles (26 kilometers) southeast of Las Vegas.
The eight owners of the project include an affiliate of KB Home, a
49% owner.  Other owners are Coleman Toll LP with 10.5%, Pardee
Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer
Homes USA Inc. with 2.6%.

Mr. Rochelle recounts that the lenders alleged that the owners
repudiated their obligations to the project in a quest for greater
profit, at the expense of 39 lenders "to whom the insiders seek to
shift their losses."

According to Mr. Rochelle, in seeking a trustee for the project,
the lenders contended that the owners shut down the project in
early 2008 and refused to make good on their so-called takedown
obligations.  The owners were obligated, according to the banks,
to purchase specified portions of the project at specified times.
The lenders said a trustee was necessary because management
couldn't sue the owners on their takedown obligations.  The
lenders alleged that the owners didn't make required capital
contributions on top of failing to honor takedown obligations.

JPMorgan Chase Bank N.A. and two other lenders filed an
involuntary petition on December 9, 2010, in Las Vegas against
South Edge LLC (Bankr. D. Nev. Case No. 10-32968).  The lenders
who filed the involuntary petition are part of a group that
provided a $595 million credit.  New York-based JPMorgan is a
lender and agent for the lenders.  Other lenders filing the
involuntary petition were Credit Agricole Corporate and Investment
Bank and Wells Fargo Bank NA.


STARWOOD HOTELS: Fitch Affirms Issuer Default Rating at 'BB+'
-------------------------------------------------------------
Fitch Ratings has affirmed Starwood Hotels & Resorts Worldwide
Inc.'s ratings:

  -- Issuer Default Rating at 'BB+';
  -- $1.5 billion senior unsecured credit facility at 'BB+';
  -- $2.7 billion of senior unsecured notes at 'BB+'.

The Rating Outlook is revised to Positive from Stable.

The affirmation and Outlook revision reflect the strong recovery
in lodging demand trends, which continues to gain traction and has
exceeded the expectations of Fitch and most industry observers
heading into 2010.  Further, given the highly cyclical nature of
the industry, the ratings incorporate Fitch's macro-economic
outlook, which calls for annual U.S. GDP growth of 3.2%-3.3% from
2011-2012, with world economic growth at 3.0%-3.3% over the same
time frame.  Finally, the ratings reflect management's continued
efforts to support its balance sheet, the repositioning of its
timeshare business, and the company's financial flexibility and
publicly-stated commitment to return to investment-grade over the
next 12-24 months.

The Positive Outlook incorporates Fitch's expectation of a multi-
year lodging upcycle, Starwood's continued focus on debt
reduction, and the longer-term transition to a more 'asset-light'
business model.  Given Fitch's current outlook and Starwood's
business risks, a return to investment grade is predicated on
sustaining core lease-adjusted leverage under 3.25 times
(excluding financing profit and debt) and consolidated lease-
adjusted leverage under 3.75x (including financing profit and
debt), which is achievable by 2012.  As of the end of 2010, Fitch
calculates core lease-adjusted leverage of 3.8x (excluding
financing profit and debt) and consolidated lease-adjusted
leverage of 4.2x (including financing profit and debt).  Although
not expected, ratings could be pressured and/or Outlook stabilized
if economic trends deteriorate meaningfully, or management shifts
its stated financial policy.

Fitch's base case continues to incorporate an improving macro-
economic recovery characterized with elevated unemployment levels
through 2012.  However, lodging companies are more heavily
weighted to the corporate sector and Fitch expects continued
positive trends relating to corporate profitability and corporate
liquidity, providing support to business travel demands.

                    Positive Industry Outlook

Following the trough revenue per available room decline of 17% in
2009, U.S. industrywide RevPAR grew 5.4% in 2010, but remains 14%
below the 2007 peak.  Fitch's base case currently assumes further
RevPAR growth of 5%-7% in 2011 and similar growth in 2012.  U.S.
supply growth decelerated to roughly 2% in 2010 and is expected to
slow further to below 1% in 2011-2012, substantially below the
recent peak of roughly 3% in 2009 and the long-term historical
average annual pace of about 2%.  As a result of the favorable
supply-demand outlook, hotel property-level operating performance
should improve significantly in 2011-2012.  Timeshare contract
sales declines have subsided, development pipelines have been
downsized, and the ABS market has been accessible resulting in a
more favorable free cash flow outlook for that segment.

Importantly, pricing power has returned earlier than expected, as
the industrywide average daily rate has been consistently positive
since mid-June of 2010.  Initial demand stabilization in late 2009
was driven by leisure travelers who were attracted by lower
prices, leading to flattening occupancy.  Beginning in early 2010,
more profitable business transient demand has improved and drove
the better than expected demand recovery.  Although the outlook
for U.S. consumer spending remains constrained, the financial
health of the corporate sector has improved significantly, which
relaxed the pressure on business travel demand.  More recently,
group business (typically about 35%-40% of the customer mix for
full-service hotels) has shown encouraging improvement in the
latest quarters, as booking windows are beginning to extend and
pricing is strengthening, providing more sustainability,
visibility, and traction to the demand recovery.

                   Starwood's Operating Outlook

Domestically, Starwood has the greatest exposure to the luxury,
upper upscale, and urban market segments.  Through 2010,
industrywide RevPAR performance in these segments has outperformed
the broader hotel market.  Fitch believes that the outperformance
of these segments is likely to continue in 2011.  Hotel demand
internationally, in which Starwood has the greatest exposure
relative to its peers, has been stronger than the U.S., with the
sharpest pace of recovery in Asia.  Fitch expects Starwood to
continue to focus its growth initiative internationally.  The
majority of Starwood's development pipeline is targeted outside
the U.S., with the largest focus in China and India.

As a result, Fitch believes Starwood's 2011 RevPAR performance is
likely to outperform the broader U.S. market.  Starwood's same-
store company-operated worldwide RevPAR outlook indicates a 7%-9%
increase in 2011 (relative to Marriott, whose systemwide worldwide
RevPAR outlook indicates a 6%-8% increase in 2011), as well as, a
three-year CAGR of 7%-9% through 2013 for its worldwide systemwide
hotels on a constant dollar basis.  The three-year outlook
outlined by Starwood in December of last year represents the first
time the company has offered such a long-term outlook since 2006,
reinforcing management's confidence in the outlook and visibility
of the business.

As occupancy continues to improve and reach pre-recession levels,
Fitch expects Starwood and the industry to benefit from positive
operating leverage as future RevPAR growth will be more driven by
price increases, leading to property-level margin expansion,
particularly with respect to Starwood's portfolio of owned hotels,
and strong increases in incentive management fees.  Since the end
of the second quarter of 2010, industrywide ADR has been
consistently positive, with the luxury, upper upscale and urban
segments outperforming the broader market.

                Liquidity And Balance Sheet Profile

Starwood significantly reduced its debt load over the past two
years, resulting in a 2010 year-end recourse debt balance of
$2.9 billion, compared with $4 billion in 2008.  Including
$494 million of non-recourse securitized debt, which came on
balance sheet at the beginning of 2010, total debt was
approximately $3.4 billion at end of 2010.

Starwood's liquidity profile is solid, with over $750 million
of unrestricted cash at the end of 2010 and approximately
$1.3 billion of availability under its $1.5 billion credit
facility due 2013.  The company's maturity profile is manageable,
with roughly $600 million in notes due 2012 and annual maturities
of $450 million-$550 million thereafter through 2015.

As asset prices recover more meaningfully, Fitch expects the
company to continue to execute its asset light business strategy
by continuing to divest its portfolio of owned hotels, which may
generate additional liquidity, but is not explicitly incorporated
into Fitch's forecasts.

                      Free Cash Flow Outlook

Excluding the impact of the $245 million in tax refund, Fitch
estimates that Starwood generated over $250 million in FCF for
2010.  While Fitch expects Starwood's future FCF profile to be
bolstered by the continued execution of the company's asset light
strategy, completion of its Bal Harbour development, and a less
capital intensive timeshare business, Fitch also expects Starwood
to be more offensive with its capital allocation, with focus
returning towards capital investments, potential acquisitions and
shareholder friendly initiatives.  In the near term, FCF will also
be impacted by the remaining development at Bal Harbour, in which
the company expects to spend another $200 million to complete the
project, with $150 million occurring this year.  In addition,
Fitch is cautious in its FCF outlook when considering potential
cash proceeds from the Bal Harbour development, in which closings
on the two condominiums are expected to begin in the fourth
quarter of 2011, with the opening of the St. Regis Hotel in 2012.


STATION CASINOS: GVRG Admin. Claims Deadline Extended to Feb. 27
----------------------------------------------------------------
Green Valley Ranch Gaming, LLC, has renewed its request for
additional time to file administrative claims against the Debtors
and the Debtors have agreed to extend the deadline further, to
February 27, 2011, on these conditions:

  (a) the extension of time applies only to GVRG; and

  (b) the extension of time is not an admission of any fact by
      the Debtors and is without prejudice to all of the
      Debtors' legal and equitable defenses to any
      Administrative Claim, including, without limitation, the
      defenses of waiver and release.

GVRG has agreed to each and every one of the conditions.  The
Court approved the Stipulation.

                        About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STATION CASINOS: Wants to Extend Letters of Credit Expiry Date
--------------------------------------------------------------
Station Casinos Inc. and its debtor affiliates sought and obtained
authority from the U.S. Bankruptcy Court for the District of
Nevada to enter into a Second Consent to Credit Agreement.

On June 23, 2010, the Court authorized certain Debtors to enter
into amendments to Prepetition Loan Agreement and related cash
collateral agreement to effectuate (A) renewal of certain letters
of credit issued thereunder and (B) reimbursement of issuing bank
for drawn amounts.  Pursuant to the L/C Order, the Court approved
and authorized the Debtors to enter into the Consent to Credit
Agreement and Second Amendment to Cash Collateral Agreement.

The L/C Beneficiaries and the amounts of the Existing Auto-Renewal
Letters of Credit are:

  State of Nevada, Department of
    Business and Industry, Division
    of Insurance, Self-Insured
    Workers Compensation Section           $1.3 million

  County of Washoe, Nevada                      $25,000

  National Union Fire Insurance
    Co. of Pittsburgh, PA, et al.          $2.2 million

  National Union Fire Insurance Co. of
    Pittsburgh, PA, et al.                     $624,804

Pursuant to the L/C Order, the expiry date of the L/Cs was
extended from July 28, 2010 to February 11, 2011.

The Debtors sought to enter into the Second Consent, so as to
further extend the expiry date for each Existing Auto-Renewal
Letter of Credit from February 11, 2011 to August 11, 2011.
Each of the L/Cs provides that they automatically renew unless
the L/C Issuer sends a notice of non-renewal by thirty days
before the expiration date, which would be by February 11, 2011.
Without Court approval of the instant Motion, the L/C Issuer will
send the notices of non-renewal, which will incentivize the L/C
Beneficiaries to draw down on the L/Cs before the February 11,
2011 expiry date.

The Debtors averred that expiration of the L/Cs for failure to
renew will be disruptive of their business operations.

                        About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STATION CASINOS: Wins Nod to Solicit Bids for Rights Offering
-------------------------------------------------------------
Judge Gregg W. Zive of the U.S. Bankruptcy Court for the District
of Nevada authorized Station Casinos Inc. and its debtor
affiliates to solicit binding commitments to participate in the
NPH Rights Offering from holders of claims in Classes S.4 and S.5,
using the Rights Offering Disclosure Memorandum and the other
materials, and the Rights Offering Disclosure Memorandum is
approved as containing adequate information for the purposes of
soliciting binding commitments to participate in the NPH Rights
Offering.

The Debtors are also authorized to make revisions to the Rights
Offering Disclosure Memorandum and the other materials as long as
those revisions:

  (i) are approved by the Mortgage Lenders, Fertitta
      Entertainment LLC, the Official Creditors Committee and
      the Put Parties, and are noticed in subsequent filings
      with the Court;

(ii) represent updates for the passage of time or changed
      circumstances; or

(iii) constitute revisions that (x) do not adversely affect the
      interests of Eligible Opco Unsecured Creditors in a manner
      that is material, and (y) are consistent in all material
      respects with the NPH Term Sheet.

The Plan is modified so that, on the Effective Date, all Class S.4
and S.5 Claims that are less than $5 million in allowed amount
will receive their pro rata share of 405,000 in cash instead of
receiving NPH Warrants.

In connection therewith, the Plan is modified so that, on the
Effective Date, the Debtors will make a charitable contribution to
the Boys and Girls Clubs of Las Vegas for $5,000 instead of
distributing NPH Warrants to each of the approximate 22,400
members of the Allowed Claim Subclass.  The Court finds that the
$5,000 cy pres charitable contribution to the Boys and Girls Clubs
of Las Vegas, in lieu of making a distribution of NPH Warrants to
the members of the Allowed Claim Subclass, is appropriate because
it provides a benefit of equal or greater value to the members of
the Allowed Claim Subclass than the value, if any, associated with
attempting to distribute NPH Warrants to the members of such
Allowed Claim Subclass.

The Distribution Record Date under the Plan will be the Effective
Date of the Plan.  Accordingly, the determination of a whether a
Class S.4 or Class S.5 Claim is less than $5 million for the
purposes of the Plan modification will be made on the Distribution
Record Date.

                 Commonwealth Advisors Objects

Before the entry of the Court's order, Commonwealth Advisors,
Inc., opposed approval of the Motion on the grounds that the
motion constitutes a significant and material improper
modification of a confirmed plan of reorganization, which proposed
modification requires resolicitation, notice and hearing.

In response, the Debtors asserted that Commonwealth Advisors is
not their creditor, is not receiving a distribution under the
Plan, and has no standing to bring any objection.  However, the
Debtors tell the Court, even if Commonwealth Advisors did have
standing to bring its objection, the relief it seeks is not
consistent with the Plan, the NPH Term Sheet or applicable
bankruptcy law, because they cannot aggregate the claims of
unrelated holders of the Class S.5 Senior Notes to enable those
holders to meet the requirements to participate in the rights
offering for the NPH Equity.

According to the Debtors, there is no legal or equitable reason to
cause a revote on the Plan.  Even if all Commonwealth Advisors'
clients previously voted to accept the Plan and now want to change
their vote to reject the Plan, the Plan would still pass the two-
thirds in dollar amount and more than one-half in number tests of
Section 1126(c) of the Bankruptcy Code, by very substantial
amounts, the Debtors note.

The Debtors clarified that the Motion makes not a single revision
to the Plan or NPH Term Sheet with respect to the NPH Investment
Rights and the rights offering in respect thereof.  The Motion
proposes to modify the Plan so that the smallest holders of
unsecured claims will receive cash instead of NPH Warrants, the
Debtors added.

          Debtors & Commonwealth Advisors Stipulate

The Debtors and Commonwealth Advisors engaged in preliminary
informal discovery that enabled them to substantially narrow the
scope of the facts at issue with respect to the relief sought in
the Motion and Commonwealth Advisors' opposition.  However a
number of legal issues related to the right of CA Recovery Master
Fund, LLC, an affiliate of Commonwealth Advisors, and individual
note holders whose interests are managed and controlled by
Commonwealth Advisors, to participate in the Propco Rights
Offering remain unresolved.  The parties thus seek additional time
to work on resolving those issues.

Accordingly, the parties agreed that:

  (a) A hearing on the right of CRMF, Commonwealth Advisors
      and individual note holders whose interests are managed
      and controlled by Commonwealth Advisors to participate
      in the Propco Rights Offering, and the extent of that
      participation, will be held on February 23, 2011, at
      11:00 a.m.

  (b) With the exception of the NPH Term Sheet, none of the
      documents attached as exhibits to the Motion will
      prejudice in any way the arguments made and relief
      sought by CRMF in connection with the Hearing.

  (c) Any relief granted by the Court in connection with the
      Hearing will be limited to CAI, CRMF and the holdings of
      individual note holders controlled or managed by
      CAI.

The Court approved the parties' stipulation.  A hearing on the
right of CRMF, Commonwealth Advisors and individual note holders
whose interests are managed and controlled by Commonwealth
Advisors to participate in the Propco Rights Offering, and the
extent of that participation, will be held on February 17, 2011,
not February 23 as the Debtors requested.

In connection with the February 17 hearing, Judge Zive ordered
that any briefs and other papers that the Debtors, CAI or CRMF
plan to file relating to the hearing must be filed by
February 10, 2011.

                        About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


SW GEORGIA ETHANOL: Receives Interim Loan Approval
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Southwest Georgia Ethanol LLC was given interim
authority two days later for a $5 million loan.  At a final
financing hearing on Feb. 23, the company will be looking for
approval of a $10 million financing.

As reported in the Feb. 4, 2011 edition of the Troubled Company
Reporter, Southwest Georgia Ethanol seeks authority from the U.S.
Bankruptcy Court for the Middle District of Georgia to obtain
postpetition secured financing from a syndicate of lenders led by
WestLB AG, New York Branch, as administrative agent.

The DIP lenders have committed to provide up to $10 million.  A
copy of the Debtor's DIP financing term sheet is available for
free at http://ResearchArchives.com/t/s?72c6

The Debtor is also asking for permission to use cash collateral
for additional liquidity.

The Debtor owes $92 million under a loan provided by eight secured
lenders that include AgCounty Farm Credit Services and Bank of
Camilla and led by WestLB AG, New York Branch, as administrative
agent and collateral agent.  Pursuant to the credit agreement
dated November 20, 2007, the Debtor's obligations are secured by a
first-priority security interest in all of the Debtor's assets,
including First United Ethanol Co.'s equity interest in the
Debtor.  Substantially all cash of the Debtor is required to be
deposited into a "projects account" subject to security interests
to secure obligations in connection with the Credit Agreement.

The prepetition lenders have consented to the Debtor's use of the
cash collateral.

As adequate protection, the Debtor proposes that prepetition
lenders be granted liens to secure their claim for any diminution
of the value in the prepetition collateral or its interests in the
prepetition collateral.  In addition to the adequate protection
liens, the Debtor proposes to grant the prepetition lenders a
Section 507(b) claim.

                About Southwest Georgia Ethanol

Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co.,
owns and operates an ethanol production facility located on 267
acres in Mitchell County, Georgia, producing 100 million gallons
of ethanol annually.  Ethanol production operations commenced in
October 2008.  Revenue was $168.9 million for fiscal year ended
Sept. 30, 2010.  The Debtor said profitability and liquidity have
been materially reduced by unfavorable fluctuations in commodity
prices for ethanol and corn.

Southwest Georgia Ethanol sought bankruptcy protection (Bankr.
M.D. Ga. 11-10145) in Albany, Georgia, on February 1, 2011.  John
Michael Levengood, Esq., at McKenna Long & Aldridge LLP, in
Atlanta, Georgia, serves as counsel to the Debtor.  Morgan Keegan
& Company, Inc., is the investment banker and financial advisor.
Epiq Bankruptcy Solutions, LLC, is the claims and notice agent.

The Debtor's balance sheet showed $164.7 million in assets and
$134.1 million in debt as of Dec. 31, 2010.

Bloomberg News notes that since 2008, at least 11 ethanol-related
companies have sought court protection, including VeraSun Energy
Corp., once the second-largest U.S. ethanol maker; units of
Pacific Ethanol Inc.; and White Energy Holding Co.


TALON THERAPEUTICS: License Agreement Treated Confidential
----------------------------------------------------------
Talon Therapeutics, Inc. submitted an application under Rule 24b-2
requesting confidential treatment for information it excluded from
the exhibits to a Form 10-Q filed on November 12, 2010.  Based on
representations by Talon Therapeutics, Inc. that this information
qualifies as confidential commercial or financial information
under the Freedom of Information Act, 5 U.S.C. 552(b)(4), the
Division of Corporation Finance has determined not to publicly
disclose it.

Accordingly, excluded information from the Amendment No. 2 to the
Amended and Restated License Agreement will not be released to the
public until September 20, 2015.

                      About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline
opportunities some of which, like Marqibo, improve delivery and
enhance the therapeutic benefits of well characterized, proven
chemotherapies and enable high potency dosing without increased
toxicity.

Effective December 1, 2010, Hana Biosciences Inc. changed its name
to Talon Therapeutics Inc.  The name change was effected by
merging Talon Therapeutics, Inc., a wholly-owned subsidiary of the
Company, with and into the Company, with the Company as the
surviving corporation in the merger.

Hana Biosciences' balance sheet as of June 30, 2010, showed
$39.3 million in total assets, $36.6 million in total liabilities,
$29.9 million in redeemable convertible preferred stock, and a
stockholders' deficit of $27.2 million.

As reported in the Troubled Company Reporter on March 29, 2010,
BDO Seidman, LLP, in San Francisco, expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company has suffered recurring losses from operations and has
a net capital deficiency.


TANGLEWOOD FARMS: Can Tap Country Boy's as Auctioneer
-----------------------------------------------------
Bankruptcy Judge J. Rich Leonard granted the applications of
Tanglewood Farms, Inc. of Elizabeth City and of James Howard
Winslow and Billie Reid Winslow to employ and compensate Country
Boy's Auction & Realty, Inc., as auctioneer.

The Court employed Douglas M. Gurkins as CRO of James and Billie
Winslow's Chapter 11 case on August 30, 2010.  Mr. Gurkins is
experienced in the field of farm management and is familiar with
the rules and responsibilities required of professionals appointed
in bankruptcy cases based on past appointments as an auctioneer
and CRO.  Mr. Gurkins was formerly a shareholder of Country Boys
Auction & Realty and transferred his ownership interest five years
ago.  His son, Michael Gurkins, holds an ownership interest and
manages the company on a day-to-day basis.  The Debtors moved to
employ Country Boys as auctioneer in a public sale of certain
assets of both the Winslows' and Tanglewood Farms' estates.

The Bankruptcy Administrator objected because of the potential
conflict of interest between Doug Gurkins as CRO and his
relationship to Country Boys.  The court order employing Doug
Gurkins as CRO states that the CRO has all of the rights and
powers of the debtor-in-possession pursuant to 11 U.S.C. Sec.
1107(a).  The Bankruptcy Administrator argues that the CRO stands
in the shoes of the debtor-in-possession, who has the rights and
powers of a trustee pursuant to Sec. 1107(a), who, in turn, cannot
employ a professional who is an insider of the debtor.  According
to the Bankruptcy Administrator's argument, Michael Gurkins, as a
relative of Doug Gurkins, who is given the powers of a debtor-in-
possession, should be considered an insider of the debtor, and
thus ineligible to be employed as an auctioneer for the debtor.

Judge Leonard revisited the definition of an "insider."  An
insider is defined in terms of that entity's relationship with the
debtor.  See 11 U.S.C. Sec. 101(31).  Where the debtor is an
individual, an insider is defined as a relative of the debtor,
partnership in which the debtor is a general partner, general
partner of the debtor or corporation of which the debtor is a
director, officer, or person in control.  Country Boys does not
fit any of these descriptions with respect to the Winslows, so no
conflict of interest arises in employing Country Boys as
auctioneer in their case, Judge Leonard said.  For corporate
debtors -- Tanglewood Farms -- the Bankruptcy Code states that an
insider is a director or officer of the debtor, person in control
of the debtor, partnership in which the debtor is a general
partner, general partner of the debtor, or "relative of a . . .
person in control of the debtor."  Sec. 101(31)(B).

According to Judge Leonard, the latter category is the closest
connection Country Boys and Michael Gurkins could have to
Tanglewood Farms; however, Doug Gurkins is not a person in control
of Tanglewood Farms.  He was appointed CRO in the Winslows' case
and denied the appointment in Tanglewood Farms. Therefore Country
Boys is not an insider of Tanglewood Farms.

Judge Leonard also noted that in light of a pending motion for
substantive consolidation, Doug Gurkins stands to be a "person in
control of" Tanglewood Farms if the motion is granted.  If Doug
Gurkins were to become CRO of Tanglewood Farms, the court still
does not find that Country Boys is an insider of Tanglewood Farms.

A copy of Judge Leonard's February 3, 2011 Order is available at
http://is.gd/3muOBZfrom Leagle.com.

Based in Elizabeth City, North Carolina, Tanglewood Farms, Inc.
of Elizabeth City filed for Chapter 11 bankruptcy protection on
August 20, 2010 (Bankr. E.D.N.C. Case No.10-06719).  Trawick H.
Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., represents the
Debtor.  The Debtor estimated assets between $1 million and
$10 million, and debts between $10 million and $50 million.

James Howard Winslow and Billie Reid Winslow filed for Chapter 11
(Bankr. E.D.N.C. Case No. 10-06745) on August 23, 2010.


TBS INTERNATIONAL: Restructures Debt Obligations
------------------------------------------------
On January 31, 2011, TBS International plc announced that it had
entered into amendments of its credit facilities with all of its
lenders.  The Amendments restructure the Company's debt
obligations by revising the principal repayment schedules under
the credit facilities, waiving any existing defaults, revising the
financial covenants, including covenants related to the Company's
consolidated leverage ratio, consolidated interest coverage ratio
and minimum cash liquidity, and modifying other terms of the
Credit Facilities.

The Amendments, which became effective January 28, 2011, are as
follows:

     * Second Amended and Restated Credit Agreement, dated as of
       January 27, 2011, by and among Albemarle Maritime Corp.,
       Arden Maritime Corp., Avon Maritime Corp., Birnam Maritime
       Corp., Bristol Maritime Corp., Chester Shipping Corp.,
       Cumberland Navigation Corp., Darby Navigation Corp., Dover
       Maritime Corp., Elrod Shipping Corp., Exeter Shipping
       Corp., Frankfort Maritime Corp., Glenwood Maritime Corp.,
       Hansen Shipping Corp., Hartley Navigation Corp., Henley
       Maritime Corp., Hudson Maritime Corp., Jessup Maritime
       Corp., Montrose Maritime Corp., Oldcastle Shipping Corp.,
       Quentin Navigation Corp., Rector Shipping Corp., Remsen
       Navigation Corp., Sheffield Maritime Corp., Sherman
       Maritime Corp., Sterling Shipping Corp., Stratford Shipping
       Corp., Vedado Maritime Corp., Vernon Maritime Corp. Windsor
       Maritime Corp., TBS International plc, TBS International
       Limited, TBS Shipping Services Inc., Bank of America, N.A.,
       Citibank, N.A., DVB Bank SE, TD Bank, N.A., Keybank
       National Association, Capital One Leverage Finance Corp.,
       Compass Bank (as successor in interest to Guaranty Bank),
       Merrill Lynch Commercial Finance Corp., Webster Bank
       National Association, Comerica Bank and Tristate Capital
       Bank.

     * Amending and Restating Agreement, dated January 27, 2011,
       among Argyle Maritime Corp., Caton Maritime Corp.,
       Dorchester Maritime Corp., Longwoods Maritime Corp.,
       McHenry Maritime Corp., Sunswyck Maritime Corp., The Royal
       Bank of Scotland plc., Citibank, N.A., Landesbank Hessen-
       Thringen Girozentrale, Norddeutsche Landesbank
       Girozentrale, Santander UK PLC, and Bank of America, N.A.

     * Fifth Amendatory Agreement, dated as of January 27, 2011,
       among Bedford Maritime Corp., Brighton Maritime Corp., Hari
       Maritime Corp., Prospect Navigation Corp., Hancock
       Navigation Corp., Columbus Maritime Corp., Whitehall Marine
       Transport Corp., TBS International Limited, TBS Holdings
       Limited, TBS International Public Limited Company, DVB
       Group Merchant Bank (Asia) Ltd., DVB Bank SE, The Governor
       and Company of the Bank of Ireland and Natixis.

     * Fourth Amendment to Loan Agreement, dated January 27, 2011,
       by and among Amoros Maritime Corp., Lancaster Maritime
       Corp., Chatham Maritime Corp., Sherwood Shipping Corp., TBS
       International Limited, TBS Holdings Limited, TBS
       International Public Limited Company and AIG Commercial
       Equipment Finance, Inc.

     * Supplemental Agreement No. 2, dated January 27, 2011, among
       Grainger Maritime Corp., TBS International Limited, TBS
       Worldwide Services, Inc., TBS Holdings Limited, TBS
       International Public Limited Company and Joh. Berenberg,
       Gossler & Co. KG.

      * Supplemental Agreement, dated January 27, 2011, among
       Dyker Maritime Corp., TBS International Limited, TBS
       Shipping Services Inc., TBS International plc and
       Commerzbank AG.

     * Supplemental Agreement, dated January 27, 2011, among
       Claremont Shipping Corp., Yorkshire Shipping Corp., TBS
       International Limited, TBS International Public Limited
       Company and Credit Suisse AG.

     * Letter Agreement, dated January 26, 2011, with respect to
       Bareboat Charter Party dated as of January 24, 2007 among
       Adirondack Shipping LLC, as Owner, Fairfax Shipping Corp.,
       as Charterer, and the Guarantors named therein.

     * Letter Agreement, dated January 26, 2011, with respect to
       Bareboat Charter Party dated as of January 24, 2007 among
       Rushmore Shipping LLC, as Owner, Beekman Shipping Corp., as
       Charterer, and the Guarantors named therein.

     * Agreement, dated January 27, 2011, with respect to: (a)
       the Second Amended and Restated Credit Agreement, dated as
       of January 28, 2011, among Albemarle Maritime Corp. and
       each of the other borrowers named therein, TBS
       International plc, TBS International Limited, TBS Shipping
       Services Inc., each of the lenders party thereto, Bank of
       America, N.A., Citibank, N.A., DVB Bank SE, TD Bank, N.A.,
       and Banc of America Securities LLC and (b) certain interest
       rate swap transactions entered into in connection with and
       pursuant to that certain Master Agreement dated as of
       June 28, 2005 among the Borrowers, TBS International
       Limited and Bank of America, N.A.

                    About TBS International plc

Dublin, Ireland-based TBS International plc (NASDAQ: TBSI)
-- http://www.tbsship.com/-- is a fully-integrated transportation
service company that provides worldwide shipping solutions to a
diverse client base of industrial shippers.

At September 30, 2010, TBS had total assets of US$906.794 million,
total debt, including current portion, of US$328.259 million, and
shareholders' equity of US$513.154 million.  TBS had working
capital deficit of US$297.663 million at September 30, 2010.

As reported in the Troubled Company Reporter on March 19, 2010,
PricewaterhouseCoopers LLP, in New York, expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company believes it will not be in compliance with the
financial covenants under its credit facilities during 2010, which
under the agreements would make the debt callable.  "This has
created uncertainty regarding the Company's ability to fulfill its
financial commitments as they become due."

TBS International in December 2010 disclosed that its various
lender groups have agreed to extend the current forbearance period
until January 31, 2011.  During such period, the lender groups
will continue to forbear from exercising their rights and remedies
which arise from the Company's failure to make principal payments
when due.  The Company will not make principal payments due on its
financing facilities during the extended forbearance period, but
it will continue to pay interest on those facilities at the
default interest rate.


TERRESTAR NETWORKS: LightSquared May Bid for DBSD & TerreStar
-------------------------------------------------------------
LightSquared Inc., acquired in March 2010 by Harbinger
Capital Partners LLC, may make competing offers to acquire both
DBSD North America Inc. and TerreStar Networks Inc., Bloomberg
News reported, citing two people with knowledge of the company's
plans.  DBSD and TerreStar are both in the final phases of their
Chapter 11 reorganizations.

As reported in the Feb. 2, 2011 edition of the Troubled Company
Reporter, DISH Network said it has entered into an agreement to
acquire 100% of the equity of the reorganized DBSD N.A. for
roughly $1 billion subject to certain adjustments, including
interest accruing on DBSD North America's existing debt.  The
Bankruptcy Court will consider approval of the deal on
February 15.

                      About DBSD North America

Headquartered in Reston, Virginia, DBSD North America Inc., aka
ICO Member Services Inc., offers satellite communications
services.  It has launched a satellite, but is in the
developmental stages of creating a satellite system with
components in space and on earth.  It presently has no revenues.

The Company and nine of its affiliates filed for Chapter 11
protection on May 15, 2009 (Bankr. S.D.N.Y. Lead Case No.
09-13061).  James H.M. Sprayregen, Esq., and Christopher J.
Marcus, Esq., at Kirkland & Ellis LLP, in New York; and Marc J.
Carmel, Esq., and Sienna R. Singer, Esq., at Kirkland & Ellis LLP,
in Chicago, serve as the Debtors' counsel.  Jefferies & Company is
the financial advisors to the Debtors.  The Garden City Group Inc.
is the claims agent for the Debtors.  DBSD estimated assets and
debts of $500 million to $1 billion in its Chapter 11 petition.

                     About TerreStar Networks

Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR)
-- http://www.terrestar.com/-- is in the mobile communications
business through its ownership of TerreStar Networks, its
principal operating subsidiary, and TerreStar Global.

TerreStar Networks, in cooperation with its Canadian partners,
TerreStar Canada and TerreStar Solutions, majority-owned
subsidiaries of Trio 1 and 2 General Partnerships, plans to launch
an innovative wireless communications system to provide mobile
coverage throughout the United States and Canada using integrated
satellite-terrestrial smartphones and other devices.  This system
build out will be based on an integrated satellite and ground-
based technology intended to provide communication service in most
hard-to-reach areas and will provide a nationwide interoperable,
survivable and critical communications infrastructure.  The
Company intends to provide multiple communications applications,
including voice, data and video services.

As of June 30, 2010, the Company had four wholly owned
subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar
Holdings Inc., and TerreStar New York Inc.  Motient Ventures
Holding Inc., a wholly owned subsidiary of MVH Holdings Inc.,
directly holds approximately 89.3% and 86.5% interest in TerreStar
Networks and TerreStar Global, respectively.

TerreStar Networks Inc. and Its affiliates filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No.
10-15446).

The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not
among the Chapter 11 filers.

Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq., at
Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis,
Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer &
Feld LLP, serve as bankruptcy counsel to the Debtors.  Blackstone
Advisory Partners LP is the financial advisor.  The Garden City
Group, Inc., is the claims and noticing agent in the Chapter 11
cases.  Otterbourg Steindler Houston & Rosen P.C. is the counsel
to the Official Committee of Unsecured Creditors.  FTI Consulting,
Inc., is the Committee's financial advisor

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


THERMOENERGY CORP: Xavier Dorai Appointed as BTCC President
-----------------------------------------------------------
Effective January 24, 2011, Xavier Dorai was appointed as
President of Babcock-Thermo Carbon Capture LLC.  BTCC is the
Company's joint venture with Babcock Power, Inc., organized to
develop and commercialize an advanced carbon capture and
emissions-free power plant design that utilizes the Company's
patented, high-pressure oxy-combustion process.  Mr. Dorai, an
employee of Babcock, was appointed by the Board of Managers of
BTCC.

                  About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

The Company's balance sheet as of September 30, 2010, showed
$7 million in total assets, $18.8 million in total current
liabilities, and a stockholders' deficit of $11.8 million.

As reported in the Troubled Company Reporter on May 4, 2010,
Kemp & Company, a Professional Association, in Little Rock, Ark.,
expressed substantial doubt about the Company's ability to
continue as a going concern, following its 2009 results.  The
independent auditors noted that the Company has incurred net
losses since inception and will require substantial capital to
continue commercialization of the Company's technologies and to
fund the Company's liabilities.


TIB FINANCIAL: Shares Transferred to The NASDAQ Capital Market
--------------------------------------------------------------
TIB Financial Corp. announced that its request that the NASDAQ
transfer the Company's shares to The NASDAQ Capital Market has
been granted and is effective upon the open of trading on
Thursday, January 27, 2011.  The Company was notified by NASDAQ
that continued listing on the NASDAQ Capital Market is conditioned
upon the approval of a listing application and agreement that the
Company meets all applicable continued listing requirements.  As
previously discussed, the Company believes it meets those
requirements.

                     About TIB Financial Corp.

Headquartered in Naples, Florida, TIB Financial Corp.
-- http://www.tibfinancialcorp.com/-- is a financial services
company with approximately $1.7 billion in total assets and 28
full-service banking offices throughout the Florida Keys,
Homestead, Naples, Bonita Springs, Fort Myers, Cape Coral and
Venice.  TIB Financial Corp. is also the parent company of Naples
Capital Advisors, Inc., a registered investment advisor with
approximately $169 million of assets under advisement.  TIB
Financial Corp., through its wholly owned subsidiaries, TIB Bank
and Naples Capital Advisors, Inc., serves the personal and
commercial banking and investment management needs of local
residents and businesses in its market areas.

The Company's balance sheet as of September 30, 2010, showed
$1,740,891,000 in total assets, $1,563,826,000 in total
liabilities, and $177,065,000 in stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
Crowe Horwath LLP, in Fort Lauderdale, Fla., 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, 2008 and 2007, primarily
from loan and investment impairments.  In addition, the Company's
bank subsidiary is operating under an informal agreement with bank
regulatory agencies that requires, among other provisions, higher
regulatory capital requirements.  The Bank did not meet the higher
capital requirement as of December 31, 2009, and therefore is not
in compliance with the regulatory agreement.  Failure to comply
with the regulatory agreement may result in additional regulatory
enforcement actions.


TIGRENT INC: Russell Whitney Asserts Defense Costs
--------------------------------------------------
On January 20, 2011, Tigrent Inc. announced that it and its
subsidiaries, Tigrent Group Inc. and Tigrent Learning Inc., had
entered into a Mediation Settlement Agreement that settled all
claims against the Company and the Tigrent Subsidiaries arising in
the two litigation cases pending in the United States District
Court for the Middle District of Florida captioned Glenn Acciard,
et al. versus Russell Whitney, et al. and Thomas L. Altimas, et
al. versus Russell Whitney, et al.  The Mediation Settlement
Agreement also settled the claims arising in those cases against
Russell A. Whitney for which the Company could have had continuing
obligations to advance defense costs and indemnify Mr. Whitney.
Other claims against Mr. Whitney and the other defendants who are
unrelated to the Company, including Gulfstream Development Group
and other companies affiliated with Mr. Whitney, remain unsettled
and pending.

On January 25, 2011, Mr. Whitney notified the Company that he
believes that the Company has a continuing obligation to advance
defense costs and provide indemnification to him with respect to
claims still pending against him in the Gulfstream Litigation,
notwithstanding the Mediation Settlement Agreement, and that
Mr. Whitney may choose to assert a claim against the Company with
respect to those defense costs and indemnification.  The Company
believes that Mr. Whitney's position is without merit.

                         About Tigrent Inc.

Cape Coral, Fla.-based Tigrent Inc. (OTC BB: TIGE)
-- http://www.tigrent.com/-- is a provider of practical, high-
quality and value-based training, conferences, publications,
technology-based tools and mentoring to help customers become
financially literate.  The Company provides customers with
comprehensive instruction and mentoring in the topics of real
estate and financial instruments investing and entrepreneurship in
the United States, the United Kingdom, and Canada.

The Company's balance sheet as of June 30, 2010, showed
$43.8 million in total assets, $80.7 million in total liabilities,
and a stockholders' deficit of $36.9 million.

In its Form 10-Q report for the quarter ended June 30, 2010, the
Company said it continues to incur a negative cash flow --
totaling $5.9 million for the period ending June 30, 2010 -- due
to the on-going challenges with sales of products.  "We have
insufficient working capital to meet operating needs, raising
substantial doubt about the ability of the Company to continue as
a going concern," the Company said.

In addition to the shift in strategic emphasis from live course
offerings to digitally-delivered programs, the Company said it
continues to implement reductions in staff to align with
anticipated sales level, decreased occupancy costs, and reduced
operating costs in all areas.  The Company is also in current
discussions with some of larger creditors to negotiate amounts
owed.

The Company said it if cannot generate the required revenues to
sustain operations or obtain additional capital on acceptable
terms, it will need to substantially revise its business plan,
file for bankruptcy, sell assets or cease operations and investors
could suffer the loss of a significant portion or all of their
investment in the Company.


TODD NELSON: In Chapter 7; Owes $60,000 to Marysville
-----------------------------------------------------
Nancy Pasternack at the Appeal-Democrat.com reports that Todd H.
Nelson of Loomis, the new operator of a motocross track in
Marysville, is $60,000 in arrears to Marysville, California, just
four months into his contract.

According to Appeal-Democrat, Mr. Nelson had plans for a
$109 million motocross complex in Placer County that never came to
fruition.  Mr. Nelson is in Chapter 7 bankruptcy proceedings for
debts totaling more than $11 million.

The report relates that Mr. Nelson's California Motocross LLC
filed for Chapter 11 bankruptcy reorganization in September 2008
and for Chapter 7 liquidation last year.  Among his long list of
creditors is Blue Lake Rancheria, a tribe-owned economic
development corporation in Humboldt County, which he owes nearly
$7 million.


TOPE HOLDING: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tope Holding Company X LLC
        14442 W. Mauna Loa Lane
        Surprise, AZ 85379

Bankruptcy Case No.: 11-02793

Chapter 11 Petition Date: February 2, 2011

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

Judge: Redfield T. Baum Sr.

Debtor's Counsel: James Portman Webster, Esq.
                  JAMES PORTMAN WEBSTER, PLLC
                  935 E Main St, Suite 204
                  Mesa, AZ 85203
                  Tel: (480) 464-4667
                  Fax: (888) 214-8293
                  E-mail: jim@jpwlegal.com

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

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

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb11-02793.pdf

The petition was signed by Sonia Alvarez, member.

Debtor-affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Sonia & Jerson Alvarez                 10-44259   10/22/10
Sonia & Jerson Alvarez                 10-37863   11/23/10


TRIBUNE CO: Bank Debt Trades at 27% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 73.46 cents-on-the-
dollar during the week ended Friday, February 4, 2011, an increase
of 1.43 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 17, 2014.
Moody's has withdrawn its rating on the bank debt.  The loan is
one of the biggest gainers and losers among 172 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                        About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.  Chadbourne & Parke LLP
and Landis Rath LLP serve as co-counsel to the Official Committee
of Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

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


TSG INC: Unsecureds to be Paid 70% Under Proposed Plan
------------------------------------------------------
TSG Incorporated has filed with the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania a proposed plan of reorgainzation
and an explanatory disclosure statement.

The confirmation hearing has been scheduled for March 30, 2011, at
11:00 a.m.  Any objection to confirmation of the Plan must be made
in writing and filed with the Bankruptcy Court no later than
March 25, 2011, at 5:00 p.m.

The Plan is a reorganizing plan for the Debtor.  On and after the
Effective Date, the Reorganized Debtor will sell certain of its
real estate holdings, including the Lake House Property and the
321 Property (and under certain circumstances the Combeau
Property), and certain personal property and equipment, including
one or more of its wide width processing lines used in connection
with the Combeau Division.  The sales will be subject to
Bankruptcy Court approval.

In addition, the Reorganized Debtor intends to prosecute and
enforce the Estate Actions and Avoidance Actions, including
avoidance of fraudulent and preferential transfers.  Any
recoveries of the Estate Actions and Avoidance Actions will be
distributed in accordance with the Plan.

Pursuant to the Plan terms, the PNC Secured Claim will be paid
over time.  On the fifth anniversary of the Effective Date, the
Debtor will pay to PNC Bank all remaining principal then due,
together with any interest accrued and outstanding.

General unsecured creditors will be paid seventy percent (70%) of
their allowed claims, without interest, over a period of 4 years.
The initial payment of 20% will be made on the Effective Date of
the Plan.

Holders of equity interests won't get anything.  Equity interests
will be canceled, annulled and voided.

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

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

                      About TSG Incorporated

TSG Incorporated was founded in 1901 under the name of Levy's
International Water Shrinking and Drying Company.

Locally headquartered in North Wales, Pennsylvania, the Company is
in the business of fabric finishing, coating and embossing.  TSG -
- which is an acronym for "The Synthetics Group" -- is one of the
largest commission finishers in the United States.  While the
Company does not manufacture or market any of its own fabrics, it
supplies fabric finishing services that enhance the fabrics of
others for uses in a variety of industries.

Through its four operating divisions -- Synfin Industries,
Synthetics Finishing, Combeau Industries, and Longview Machinery
Company -- the Company enhances and manufactures equipment to
enhance fabrics by applying unique chemicals, colors, coatings,
laminations, and mechanical processes that make fabrics perform
specific job functions.

The Company filed for Chapter 11 bankruptcy protection on
November 29, 2009 (Bankr. E.D. Pa. Case No. 09-19124).  Michael
J. Barrie, Esq., Raymond H. Lemisch, Esq., and Jennifer R. Hoover,
Esq. at Benesch Friedlander Coplan & Aronoff LLP, in Philadelphia,
Pa., assist the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed $19,046,129 in assets and
$8,936,074 in liabilities as of the petition date.

Attorneys at Duane Morris LLP serve as the Debtor's special
intellectual property counsel.  Prudential Hickory Metro Real
Estate Brokers is the Debtor's realtor in connection with the sale
of certain of its real estate holdings.

No official committee of unsecured creditors has been appointed by
the United States Trustee for the Eastern District of Pennsylvania
in this Bankruptcy Case.


TWIN EAGLES: Fla. Supreme Court Split in Krause Suit vs. Textron
----------------------------------------------------------------
In Andrew Krause, et al., v. Textron Financial Corporation, No.
SC09-881 (Fla. Sup. Ct.), Andrew Krause and David Bautsch seek
review of the decision of the Second District Court of Appeal in
Krause v. Textron Financial Corp., 10 So.3d 208 (Fla. 2d DCA
2009), on the ground that it expressly and directly conflicts with
the decision of the Fourth District Court of Appeal in Scarfo v.
Ginsberg, 817 So.2d 919 (Fla. 4th DCA 2002).  The issue presented
for the Supreme Court of Florida's determination is whether the
federal supplemental jurisdiction statute, 28 U.S.C. Sec. 1367(d)
(2006), tolls a state statute of limitations after a state law
claim is dismissed on the basis that the bankruptcy court lacked
subject matter jurisdiction.

In a 6-1 decision, the Florida Supreme Court held that the
applicable state statute of limitations in the case was tolled
pursuant to section 1367(d) of the federal supplemental
jurisdiction statute.  The Supreme Court quashed the decision of
the Second District in Krause to the extent that it is
inconsistent with the Supreme Court's opinion, and approved the
Fourth District's decision in Scarfo to the extent that it is
consistent with the Supreme Court's analysis and holding.  The
case is remanded to the Second District for further proceedings
consistent with the Supreme Court's opinion.

                            Background

Krause et al. purchased separate memberships in the Twin Eagles
Golf and Country Club in 1997.  The terms of the Twin Eagles'
membership agreement provided that if a member resigned his or her
membership, Twin Eagles would sell that membership to a third
party and the resigning member would be entitled to 90% of the
resale price.

In July 1998, Textron provided financing to Twin Eagles and its
affiliates.  As collateral for the loan, Textron received a
security interest in Twin Eagles' assets, including the club's
previously unsold new memberships.  Pursuant to the financing
agreement, only one out of every three memberships sold by Twin
Eagles could be a resale of a resigned membership.

In the spring of 1999, Krause et al. resigned as members of Twin
Eagles and returned their memberships for resale.  However, upon
resale of the memberships, Twin Eagles paid all of the proceeds to
Textron in partial satisfaction of its loan obligation, thereby
denying Krause et al. the payments to which they were entitled.

Twin Eagles later filed for Chapter 11 bankruptcy before the
United States Bankruptcy Court for the Middle District of Florida.
Krause et al. filed an adversary proceeding, alleging that Twin
Eagles had improperly paid all of the proceeds from the resale of
their resigned memberships to Textron prior to its bankruptcy
filing.  Krause et al. sought (count 1) declaratory relief against
Twin Eagles, and (count 2) for the imposition of a constructive
trust against any of the remaining proceeds realized from the
resale of golf memberships or, in the alternative, "in Textron's
secured claim to the extent the membership sale proceeds [were]
used by [Twin Eagles] or encumbered with [Twin Eagles'] permission
by Textron's secured claim."

On August 15, 2000, the bankruptcy court entered an order
confirming the Chapter 11 plan filed by Twin Eagles.  The
bankruptcy court also determined that Textron had a valid claim
against Twin Eagles for an amount in excess of $17 million and
that the claim had been fully satisfied by the proceeds of the
sale of Twin Eagles' assets pursuant to the bankruptcy plan.  The
order further concluded that Textron did not have any further
claims against Twin Eagles or its affiliates.

In 2002, Textron moved for summary judgment as to count two of
Krause et al.'s complaint.  The bankruptcy court granted the
motion, and Krause et al. attempted to appeal; however, since
count one remained pending, the appeal was dismissed.  On May 16,
2005, Krause et al. voluntarily dismissed with prejudice the
remaining count of their complaint against Twin Eagles and pursued
their appeal of the summary judgment of count two against Textron.

The United States District Court for the Middle District of
Florida, in its appellate capacity, directed the bankruptcy court
to vacate its summary judgment entered in favor of Textron and
dismiss the adversary proceeding as to Textron after determining
that the bankruptcy court should have dismissed the constructive
trust claim for lack of subject matter jurisdiction.

Less than one month later, Krause et al. filed suit against
Textron in the Circuit Court for the Twentieth Judicial Circuit in
and for Collier County, Florida, seeking declaratory relief and
the imposition of a constructive trust on the funds that Textron
allegedly received from Twin Eagles.  Krause et al.'s amended
complaint contained two counts.  In count one, Petitioners sought
the imposition of a constructive trust, and in count two, they
sought a judgment against Textron on the theory of unjust
enrichment.  Textron moved to dismiss the amended complaint,
arguing that claims were time barred by the limitations period set
forth in section 95.11(2)(b), Florida Statutes (2005).  Krause et
al. contended in the trial court that the statute of limitations
was tolled by the federal tolling provision contained in section
1367(d) and that their claims were therefore timely.

The trial court concluded, however, that the claims were filed
outside of the state statute of limitations and that the federal
tolling provision did not apply.  The Second District affirmed the
lower court's decision on appeal, holding that section 1367(d) did
not apply to toll Petitioners' constructive trust claim in state
court because the federal district court had previously determined
that the bankruptcy court lacked subject matter jurisdiction over
the constructive trust claim.

Krause et al. then sought review in the Supreme Court, alleging
express and direct conflict with the Fourth District's decision in
Scarfo v. Ginsberg, 817 So.2d 919 (Fla. 4th DCA 2002).

A copy of the Florida Supreme Court's decision dated February 3,
2011, is available at http://is.gd/Kf8B9Wfrom Leagle.com.
Justice Jorge Labarga wrote the opinion.  Justices Barbara J.
Pariente, R. Fred Lewis, Peggy A. Quince, Ricky Polston, and James
E.C. Perry concurred.

Chief Justice Charles T. Canady dissented, saying there is no
basis for the Supreme Court's exercise of jurisdiction.  The case
should be dismissed.

Krause et al. were represented in the case by:

          William A. Donovan, Esq.
          2671 Airport Rd. S Ste. 304
          Naples, FL 34112-4810
          Telephone: (239) 793-0013
          Facsimile: (239) 775-8581

Textron was represented by:

          Paul A. Avron, Esq.
          Jordi Guso, Esq.
          BERGER SINGERMAN, P.A.
          2650 North Military Trail
          Boca Raton, FL 33431
          Telephone: (561) 893-8703
          Facsimile: (561) 998-0028
          E-mail: pavron@bergersingerman.com
                  JGuso@bergersingerman.com


UNISYS CORP: Reports $99MM Profit in Dec. 31 Quarter
----------------------------------------------------
On February 1, 2011, Unisys Corporation announced fourth quarter
and full-year financial results for 2010.  The Company reported
net income of $99.20 million on $1.04 billion of revenue for the
three months ended December 31, 2010, compared with net income of
$114.50 million on $1.16 billion of revenue for the same period a
year ago.

The Company also reported net income of $236.10 million on
$4.02 billion of revenue for the year ended December 31, 2010,
compared with net income of $189.30 million on $4.39 billion of
revenue during the prior year.

The Company's balance sheet at December 31, 2010, showed
$3.02 billion in total assets, $3.95 billion in total liabilities
and $933.80 million in total stockholders' deficit.

Highlights during the fourth quarter and full year 2010 also
include:

  * Reported pre-tax income from continuing operations of
    $103 million in 4Q10 and $223 million for the full year on
    lower revenue;

  * Increased operating profit margin to 12.9% in 4Q10 and
    9.3% for the full year;

  * Achieved 4Q10 services operating profit margin of 8.0% --
    second consecutive quarter within targeted range of 8% - 10%;

  * Generated free cash flow of $146 million in 4Q10; year-end
    2010 cash balance of $828 million exceeds year-end debt of
    $824 million;

  * Technology revenue flat at $562 million for the full year
    compared to declines in prior years; 5% growth in ClearPath
    sales for the full year; and

  * Grew IT outsourcing revenue outside the US federal business by
    4% in 4Q10 and 6% for the full year.

"I am pleased with the improvements we have made and the
achievement of key milestones," said Unisys Chairman and CEO Ed
Coleman.  "We reported a fourth-quarter operating margin of 12.9
percent, our highest of the year.  For the second consecutive
quarter, we achieved a services operating profit margin within our
targeted business model range of 8 to 10 percent.  Our technology
business also had a good quarter.  For the full year, we grew
overall operating profit by 14 percent.  Our continued focus on
generating free cash flow resulted in a major accomplishment as we
ended the year with a cash balance that exceeded our outstanding
debt.

"While total revenue declined as we reshape our business model, we
made progress towards our previously announced longer-term revenue
goals. Outside of the U.S. federal market, our IT outsourcing
revenue grew each quarter in 2010 and 6 percent for the full year.
We grew sales of ClearPath servers by 5 percent in 2010 while our
overall technology revenue was flat.

"With a growing reputation for service excellence, new
technological innovations like secure partitioning for the Intel
Xeon platform, and the work we have done to focus, strengthen and
differentiate our solutions, we believe Unisys is well
positioned to help clients deal with the disruptive trends
associated with cloud computing, cybersecurity, mobile computing,
social computing, smart computing and IT appliance offerings,"
Mr. Coleman said.

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

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

                         About Unisys Corp.

Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS)
-- http://www.unisys.com/-- provides a portfolio of IT services,
software, and technology that solves critical problems for
clients.  With more than 26,000 employees, Unisys serves
commercial organizations and government agencies throughout the
world.

The Company's balance sheet for Sept. 30, 2010, showed
$2.840 billion in total assets; total current liabilities of
$1.256 billion, long-term debt of $836.7 million, long-term
postretirement liabilities of $1.498 billion, long-term deferred
revenue of $143.5 million, and other long-term liabilities of
$139.2 million; and a stockholders' deficit of $1.0345 billion.


UNITED WESTERN: Thomson Horstmann Does Not Own Any Securities
-------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission on January 31, 2011, Thomson Horstmann & Bryant, Inc.
disclosed that it does not beneficially owns any shares of United
Western Bancorp Inc.

                    About United Western Bancorp

Denver, Colorado-based United Western Bancorp, Inc. (NASDAQ: UWBK)
-- http://www.uwbancorp.com/-- is a holding company whose
principal subsidiary, United Western Bank, is a community bank
focused on Colorado's Front Range market and selected mountain
communities.

United Western Bancorp, Inc., and Equi-Mor Holdings, Inc., its
direct subsidiary, entered into a Fifth Forbearance and Amendment
Agreement with JPMorgan Chase Bank, N.A., on October 29, 2010.

The terms of the Fifth Forbearance Agreement provide, among other
things, that (i) JPMorgan agrees to forbear from exercising its
rights and remedies under the Loan Documents on account of the
Fifth Forbearance Disclosed Defaults provided the Company and the
Pledgor satisfy all obligations set forth in the Fifth Forbearance
Agreement from the Effective Date as defined in the Agreement
until the earlier of: (i) the end of business on January 14, 2011;
or (ii) the occurrence of a default, other than the Fifth
Forbearance Disclosed Defaults, under any of the Loan Documents,
the Fifth Forbearance Agreement or any other agreement required to
be entered into by the Fifth Forbearance Agreement.

The forbearance by JPMorgan is conditioned upon, among other
things, the Company entering into an investment agreement with at
least two anchor investors on or before October 31, 2010, with the
investment agreement providing for the investment by the anchor
investors of no less than $91 million and collectively, an
investment of approximately $200 million of new money capital in
the Company.


UNIVERSAL SOLAR: Amends 2009 Report to Add Material Weakness Note
-----------------------------------------------------------------
On January 31, 2011, Universal Solar Technology, Inc., filed with
the U.S. Securities and Exchange Commission an amended annual
report on Form 10-K for the fiscal year ended December 31, 2009,
originally filed on March 31, 2010.  The purpose of the amendment
is to revise (1) Part II, Item 7. Management's Discussion and
Analysis of Financial Condition and Results of Operations to
provide more details in the disclosures under the "Liquidity and
Capital Resources" section, and (2) Part II, Item 9A(T). Controls
and Procedures to identify additional weaknesses in the Company's
internal control over financial reporting.

"Our management has conducted, with the participation of our CEO
and CFO, an assessment, including testing of the effectiveness, of
our internal control over financial reporting as of December 31,
2009.  Management's assessment of internal control over financial
reporting was conducted using the criteria in Internal Control
over Financial Reporting - Guidance for Smaller Public Companies
issued by the Committee of Sponsoring Organizations of the
Treadway Commission.  Based on such evaluation, management
identified deficiencies that were determined to be a material
weakness," the Company said in the Form 10-K/A.

"A material weakness is a deficiency, or a combination of
deficiencies, in internal control over financial reporting, such
that there is a reasonable possibility that a material
misstatement of the company's annual or interim financial
statements will not be prevented or detected on a timely basis.
Because of the material weakness described below, management
concluded that our internal control over financial reporting was
ineffective as of December 31, 2009."

"The specific material weakness identified by the Company's
management as of December 31, 2009 is described as follows:

    * The current staff in the accounting department are
      inexperienced in U.S. GAAP and they were primarily engaged
      in ensuring compliance with PRC accounting and reporting
      requirements for our operating subsidiaries are not required
      to meet or apply U.S. GAAP requirements.  They need
      substantial training to meet the higher demands of a U.S.
      public company.  The accounting skills and understanding
      necessary to fulfill the requirements of U.S. GAAP-based
      reporting, including the preparation of financial statements
      and consolidation, are inadequate.  The Company did not have
      sufficient and skilled accounting personnel with an
      appropriate level of technical accounting knowledge and
      experience in the application of U.S. GAAP commensurate with
      the Company's financial reporting requirements, which was
      determined to be a material weakness.

    * The Company is lacking qualified resources to perform the
      internal audit functions properly.  In addition, the scope
      and effectiveness of the Company's internal audit function
      are yet to be developed.

    * We currently do not have an audit committee."

The Company reported a net loss of $421,562 on $691,713 of sales
for the year ended December 31, 2009, compared with a net loss of
$346,993 on $11,454 of sales during the prior year.

The Company's balance sheet at December 31, 2009 showed
$5.49 million in total assets, $5.85 million in total liabilities
and $357,001 in total stockholders' deficiency.

A full-text copy of the amended Form 10-K is available at no
charge at http://ResearchArchives.com/t/s?72cf

                       About Universal Solar

Based in Guangdong Province, in the People's Republic of China,
Universal Solar Technology, Inc. was incorporated in the State of
Nevada on July 24, 2007.  It operates through its wholly owned
subsidiary, Kuong U Science & Technology (Group) Ltd., a company
incorporated in Macau, P.R.C. on May 10, 2007.

The Company provides silicon ingots, wafers, high efficiency solar
photovoltaic ("PV") cells modules and other PV application
products in the EU, North America, Asia and Africa.

Paritz & Company, P.A., in Hackensack, N.J., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company's current
liabilities exceeded its current assets by $4,353,215 and the
Company has incurred net loss of $925,466 since inception.


US FIDELIS: Has Exclusivity Stretched to March 31
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that was given an extension of the exclusive right to
propose a Chapter 11 plan until March 31.  Under a prior
agreement, the creditors' committee can file a plan despite
exclusivity.  No single creditor, however, can propose a plan.

Wentzville, Missouri-based US Fidelis, Inc., was a marketer of
vehicle service contracts developed by independent and unrelated
companies.  It stopped writing new business in December 2009.

The Company filed for Chapter 11 bankruptcy protection on March 1,
2010 (Bankr. E.D. Mo. Case No. 10-41902).  Robert E. Eggmann,
Esq., at Lathrop & Gage, assists the Company in its restructuring
effort.  According to the schedules, the Company had assets of
$74,386,836, and total debts of $25,770,655 as of the petition
date.


VIKAS & AMKO: Case Summary & 10 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Vikas & Amko LLC
        29410 1st Ave South
        Federal Way, WA 98003

Bankruptcy Case No.: 11-11166

Chapter 11 Petition Date: February 3, 2011

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

Judge: Marc Barreca

Debtor's Counsel: Jeffrey B. Wells, Esq.
                  500 Union St Ste 502
                  Seattle, WA 98101
                  Tel: (206) 624-0088
                  E-mail: eajbwellaw@aol.com

Scheduled Assets: $218,754

Scheduled Debts: $3,047,000

A list of the Company's 10 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wawb11-11166.pdf

The petition was signed by Vikas Sachar, managing member.


VISUALANT INC: To Acquire Eagle Technologies USA
------------------------------------------------
Visualant, Inc. announced that it has signed a letter of intent to
acquire Eagle Technologies USA of Brea, California.

Eagle, founded by card industry leaders Greg and Ryan Hawkins and
Jeff Fulmer in 2008 has rapidly emerged as the premier provider of
blank PVC and polyester composite cards to the identification
market.  Eagle will provide an immediate additional $1 million in
annual revenue to Visualant and is projected to grow to $3 to $4
million in revenues over the next two years as Eagle increases the
range and technical sophistication of its product line.

With this acquisition, Visualant will continue with its strategic
initiative to consolidate relevant security and authentication
assets.  At the same time, Visualant will provide Eagle and its
management the human and capital resources necessary to rapidly
accelerate its growth.  Upon the closing of this acquisition, the
Eagle team will continue to manage Eagle with full profit and loss
responsibility.

Greg Hawkins, Eagle Co-founder and President said, "We are excited
to become a part of the Visualant family of companies and work
with them to accelerate our penetration of the marketplace with
the Eagle product line."

Jim Gingo, security industry leader and Visualant board member
stated, "We have worked with Eagle and its management team for
several years.  They are first class professionals.  We are very
pleased to have them join with us as we provide an even broader
range of security and authentication products to our dealers and
customers."

Ron Erickson, Visualant CEO said, "We are thrilled to be able to
bring Eagle and its wonderful entrepreneurs into Visualant.  With
this acquisition, Visualant continues to execute on its
acquisition strategy and build its power in the security and
authentication marketplace."

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

The Company's balance sheet at September 30, 2010, showed
$4,144,156 in total assets, $5,995,974 in total liabilities, and
stockholders' deficit of $1,851,818.

Madsen & Associates CPA's, Inc., Salt Lake City, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
will need additional working capital for its planned activity and
to service its debt.

The Company reported a net loss of $1,146,685 on $2,542,627 of
revenue for fiscal 2010, compared with a net loss of $950,609 on
$0 revenue for fiscal 2009.


VISUALANT INC: Board Amends Governance Committee Charters
---------------------------------------------------------
On January 27, 2011, the Board of Directors of Visualant, Inc.
amended the Company's Audit, Compensation and Nominations and
Governance Committee Charters.  Copies of these Charters are
available for free at:

                http://ResearchArchives.com/t/s?72d7
                http://ResearchArchives.com/t/s?72d8
                http://ResearchArchives.com/t/s?72d9

In addition, on January 27, 2011, the Company's Board of Directors
amended the Company's Code of Conduct & Ethics Policy.  A copy of
the Code of Ethics is available for free at:

                http://ResearchArchives.com/t/s?72d6

                        About Visualant Inc

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

The Company's balance sheet at September 30, 2010, showed
$4,144,156 in total assets, $5,995,974 in total liabilities, and
stockholders' deficit of $1,851,818.

Madsen & Associates CPA's, Inc., Salt Lake City, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
will need additional working capital for its planned activity and
to service its debt.

The Company reported a net loss of $1,146,685 on $2,542,627 of
revenue for fiscal 2010, compared with a net loss of $950,609 on
$0 revenue for fiscal 2009.


WALTER ENERGY: S&P Affirms 'BB-' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Rating Services said it affirmed its ratings on
Tampa, Fla.-based Walter Energy Inc. including its 'BB-' corporate
credit rating.  All ratings were removed from CreditWatch, where
they were placed with developing implications on Nov. 18, 2010.
The outlook is positive.

At the same time, S&P assigned a 'BB-' (same as the corporate
credit rating) issue-level rating and '3' recovery rating to
Walter's proposed $2.725 billion senior secured bank credit
facility.  The recovery rating reflects S&P's expectation of
meaningful (50% to 70%) recovery in the event of a payment
default.

S&P expects the proposed facility to consist of a $375 million
five-year revolving credit facility, a $600 million five-year
term loan A, and a $1.75 billion seven-year term loan B.  The
credit facility is expected to benefit from a first lien on
substantially all assets of Walter and its material subsidiaries.
The proceeds from the proposed facility are expected to be used to
partially fund the previously announced acquisition of Canadian
metallurgical (met) coal miner, Western Coal.  The issue-level
ratings are based on preliminary terms and conditions.

"The rating affirmation reflects S&P's view that strong met coal
prices will support improving credit metrics in the near term, but
significant debt levels, integration of the pending acquisition,
and completion of expansion plans could delay expected
improvements," said Standard & Poor's credit analyst Marie
Shmaruk.

S&P's rating and outlook incorporate its belief that Walter will
generate significant cash flow during the next several quarters
because of strong met coal demand and prices driven by the
improvement in global steel operating rates and, currently, from
supply disruptions in Australia.  The rating also reflects what
Standard & Poor's considers to be the combination of the company's
weak business risk profile and significant financial risk profile.
Although the acquisition of Western provides some end market and
operational diversity, the bulk of the company's earnings and cash
flow will still be reliant on met coal sales, which are highly
cyclical and the price of which has historically been very
volatile.  The ratings also reflect the difficult coal mining
conditions at its Southern Appalachian operations, the need to
invest to replace and expand reserves, permitting, safety and
operational challenges inherent in coal mining and high post-
acquisition debt levels.  Still, the company possesses high-
quality met coal reserves, which the Western acquisition will
enhance and is benefitting from currently favorable met coal
prices.  The positive rating outlook reflects S&P's view that,
although the company is adding significant leverage to acquire
Western, continued strong met coal prices could enable the company
to reduce debt and strengthen credit measures to levels more
consistent with a higher rating in the near term.

The positive rating outlook reflects S&P's expectation that
Walter's credit measures will likely improve significantly from
pro forma levels in 2011 given the current strong met coal pricing
environment driven by improving global demand from steel companies
and weather disruptions in Australia.  Given expectations for met
coal prices above $200 per ton and the company's relatively
moderate cost structure, S&P expects 2011 pro forma EBITDA in the
$1.3 billion to $1.5 billion range.  Although S&P considers the
company's business risk profile as weak due to its dependence on a
single commodity, met coal, S&P expects that the company could
repay a significant portion of the acquisition debt during the
next several quarters, resulting in adjusted leverage improving to
below 2x and adjusted FFO to total debt above 30%, which would be
consistent with a higher rating.  S&P could raise the rating if
the company brought leverage down to these levels and S&P expected
them to stay in that area.

An outlook revision to stable could occur if weaker market
conditions resulted in slower-than-expected debt repayment and
credit measures to remain around pro forma levels, with adjusted
EBITDA in the 2.5x to 3.0x range and adjusted FFO to total debt of
about 25%.  In addition, a negative rating action could occur if
adjusted leverage increases to more than 3.0x and remains at this
level on a sustained basis, a scenario that could occur if there
is an unexpected material decline in met coal volumes, pricing, or
a significant operating disruption at one of the company's met
coal mines.


WILMINGTON PRINTING: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Wilmington Printing Company
        c/o Robert Little
        401 Colonial Drive
        Wilmington, NC 28403

Bankruptcy Case No.: 11-00786

Chapter 11 Petition Date: February 3, 2011

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Randy D. Doub

Debtor's Counsel: Algernon L. Butler, III, Esq.
                  BUTLER & BUTLER, LLP
                  P.O. Box 38
                  Wilmington, NC 28402
                  Tel: (910) 762-1908
                  Fax: (910) 762-9441
                  E-mail: albutleriii@butlerbutler.com

Scheduled Assets: $978,206

Scheduled Debts: $1,699,462

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb11-00786.pdf

The petition was signed by Robert A. Little, Jr., president.


WSK LLC: Voluntary Chapter 11 Case Summary
------------------------------------------
Debtor: WSK, LLC
        11720 Pindell Chase Drive
        Fulton, MD 20759

Bankruptcy Case No.: 11-10791

Chapter 11 Petition Date: February 3, 2011

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Robert G. Mayer

Debtor's Counsel: Richard G. Hall, Esq.
                  7369 McWhorter Place, Suite 412
                  Annandale, VA 22003
                  Tel: (703) 256-7159
                  Fax: (703) 941-0262
                  E-mail: richard@rghalllaw.us

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

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

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

The petition was signed by Hi Sung Kang, managing member.


XODTEC LED: Amends Fiscal 2010 Report; Posts $3.55MM Net Loss
-------------------------------------------------------------
On January 31, 2010, Xodtec LED, Inc. filed with the U.S.
Securities and Exchange Commission an amended annual report on
Form 10-K for the year ended February 28, 2010.  The amendment
reflects changes in the financial statements and the Management's
Discussion and Analysis of Financial Conditions and Results of
Operations and Item 9A "Controls and Procedures" only to the
extent that they relate to (i) the restated nature of the
Company's financial statements for February 28, 2010 and (ii) the
treatment of certain securities as derivative securities.

The restated statement of operations reflects a net loss of
$3.55 million on 991,645 of revenue for the year ended
February 28, 2010, compared with a net loss of $394,777 on
$1.21 million of revenue during the previous year.

The restated balance sheet at Feb. 28, 2010, showed $1.84 million
in total assets, $3.99 million in total liabilities and a $2.16
million stockholders' deficit.

In the original Form 10-K, the Company reported a net loss of
$2.58 million on $991,000 of revenue for fiscal 2010.  The Company
also disclosed $1.84 million in assets and $2.76 million of
liabilities, for a stockholders' deficit of $917,000 as of
Feb. 28, 2010.

Simon & Edward, LLP, in City of Industry, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred significant operating losses, has serious liquidity
concerns and may require additional financing in the foreseeable
future.

A full-text copy of the Amended 2010 Annual Report is available
for free at http://ResearchArchives.com/t/s?72cd

                         About Xodtec LED

Headquartered in Jhonghe City, Taiwan, Xodtec LED, Inc. is a
Nevada corporation incorporated on November 29, 2006, under the
name Sparking Events, Inc.  On June 28, 2009, the Company's
corporate name was changed to "Xodtec Group USA, Inc." and on
May 17, 2010, the Company's corporate name was changed to "Xodtec
LED, Inc."

The Company, through its subsidiaries, is engaged in the design,
marketing and selling of advanced lighting solutions which are
designed to use less energy and have a longer life than
traditional incandescent, halogen, fluorescent light sources.  The
Company's wholly-owned subsidiaries, Xodtec Technology Co., Ltd.;
Targetek Technology Co., Ltd.; UP Technology Co., Ltd., are
organized under the laws of the Republic of China (Taiwan).  The
Company also owns a 35% interest in Radiant Sun Development S.A.,
a company organized under the laws of the Independent State of
Samoa.

The Company's balance sheet at November 30, 2010, showed
US$2.05 million in total assets, US$3.44 million in total
liabilities, and a US$1.38 million stockholders' deficit.


XODTEC LED: Amends May 31 Form 10-Q; Posts $207,900 Loss
--------------------------------------------------------
On January 31, 2011, Xodtec LED, Inc., filed with the U.S.
Securities and Exchange Commission an amended quarterly report on
Form 10-Q for the quarterly period ended May 31, 2010, which was
filed with the SEC on July 20, 2010 and was amended by a Form 10-
Q/A, which was filed on December 10, 2010.  The amendment reflects
changes in the financial statements, Item 2 "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" and Item 4 "Controls and Procedures" only to the
extent that they relate to (i) the restated nature of the
Company's balance sheet at February 28, 2010, and (ii) the
treatment of certain securities that were issued during the year
ended February 28, 2010 as derivative securities .

The restated statement of operations reflects a net loss of
$207,900 on $244,000 of revenue for the three months ended May 31,
2010, compared with a net loss of $897,000 on 230,000 of revenue
for the same period a year ago.

The restated balance sheet showed $1.78 million in total assets,
$3.35 million in total liabilities and $1.57 million in total
stockholders' deficit.

In the original Form 10-Q, Xodtec LED reported a net loss of
$614,000 on $244,000 of revenue for the three months ended May 31,
2010.  The balance sheet showed $1.79 million in assets,
$2.55 million of liabilities, and a stockholders' deficit of
$736,000 at May 31, 2010.

A full-text copy of the Form 10-Q/A is available for free at
http://ResearchArchives.com/t/s?72ce

                         About Xodtec LED

Headquartered in Jhonghe City, Taiwan, Xodtec LED, Inc. is a
Nevada corporation incorporated on November 29, 2006, under the
name Sparking Events, Inc.  On June 28, 2009, the Company's
corporate name was changed to "Xodtec Group USA, Inc." and on
May 17, 2010, the Company's corporate name was changed to "Xodtec
LED, Inc."

The Company, through its subsidiaries, is engaged in the design,
marketing and selling of advanced lighting solutions which are
designed to use less energy and have a longer life than
traditional incandescent, halogen, fluorescent light sources.  The
Company's wholly-owned subsidiaries, Xodtec Technology Co., Ltd.;
Targetek Technology Co., Ltd.; UP Technology Co., Ltd., are
organized under the laws of the Republic of China (Taiwan).  The
Company also owns a 35% interest in Radiant Sun Development S.A.,
a company organized under the laws of the Independent State of
Samoa.

The Company's balance sheet at November 30, 2010, showed
US$2.05 million in total assets, US$3.44 million in total
liabilities, and a US$1.38 million stockholders' deficit.

Simon & Edward, LLP, in City of Industry, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has incurred significant operating losses, has serious liquidity
concerns and may require additional financing in the foreseeable
future.


YANKEE CANDLE: Moody's Affirms 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed Yankee Candle Company, Inc.'s
B2 Corporate Family Rating, and assigned a Caa1 rating to the
proposed $315 million notes due 2016 to be co-issued by YCC
Holdings, LLC and its finance subsidiary, YCC Finance, Inc.
Moody's also upgraded Yankee Candle's existing debt, but its
Speculative Grade Liquidity Rating was lowered to SGL-3 from SGL-
2.  The rating outlook is stable.

The Corporate Family, Probability of Default and Speculative Grade
Liquidity Ratings were moved to YCC Holdings from Yankee Candle
Company, Inc.

Proceeds from the Notes will be used to fund a distribution to the
equity sponsor, Madison Dearborn Partners LLC.  The Notes will not
be guaranteed by any entity in the corporate group.  The company
is required to pay interest in cash.  However, under certain
circumstances, it will have the option to pay certain percentages
of interest in kind.

                        Ratings Rationale

YCC Holdings' B2 Corporate Family Rating reflects its high
financial leverage, with pro forma debt/EBITDA estimated to exceed
6.5 times for the year ended January 1, 2011.  There is no cushion
for incremental term debt increases at this time.  The rating also
reflects the company's limited overall scale in the retail
industry and its narrow product focus on the premium scented
candle category.  The company benefits from its market leading
position in its chosen markets and its breadth of distribution
across its own retail business and sizable wholesale business.
The company has demonstrable brand strength evident in its very
high operating margins which compare favorably to best-in-class
consumer product companies, and has shown some resiliency during
recent weak economic conditions.

The upgrade of the senior secured credit facility, senior notes
and subordinated notes reflect the increase in debt cushion in the
capital structure as a result of the proposed issuance of
structurally subordinated holdco debt.

The downgrade to SGL-3 reflects the expectation for lower excess
revolver availability due to increased borrowing for working
capital growth and higher cash interest payments as a result of
the proposed debt offering.  Nevertheless, liquidity is expected
to remain adequate over the next twelve months.  Yankee Candle's
free cash flow is positive, yet highly seasonal, with
substantially all free cash flow typically generated in the fourth
quarter.  When combined with availability under its $125 million
revolving credit facility, the company is expected to adequately
cover seasonal working capital requirements and cash interest
payments over the next twelve months.  The company is also
expected to comfortably comply with the maximum leverage covenant
in its credit facilities over this timeframe.

The stable rating outlook reflects Moody's expectation that the
company will be able to maintain top-line and operating margin
stability, while at the same time maintaining its focus on cash
generation and debt repayment.

Factors that could result in an upgrade include sustained growth
in revenues and operating earnings, significant debt reduction and
maintenance of financial policies that sustainably support lower
leverage.  Quantitatively, ratings could be upgraded if
debt/EBITDA was sustained near 5.5 times and EBITA/interest
maintained above 1.75 times.  An upgrade would also require good
liquidity, with an extension of its maturity profile along with
expanded excess revolver availability.

The company's ratings could be downgraded if it experiences
negative trends in sales and operating margins that caused credit
metrics or liquidity to erode.  Specific metrics include
debt/EBITDA sustained above 6.5 times or EBITA/interest below 1.3
times.

Moody's took these rating actions for YCC Holdings, LLC:

  -- Corporate Family Rating assigned at B2;

  -- Probability of Default Rating assigned at B2;

  -- Speculative Grade Liquidity Ratings assigned at SGL-3;

  -- $315 million senior subordinated notes due 2016 assigned at
     Caa1 (LGD6, 90%).

The ratings outlook is stable

Moody's took these rating actions for Yankee Candle Company, Inc.:

  -- Secured revolving credit facility due 2013 upgraded to Ba2
     (LGD2, 15%) from Ba3 (LGD2, 23%);

  -- Senior secured term loan due 2014 upgraded to Ba2 (LGD2, 15%)
     from Ba3 (LGD2, 23%);

  -- Senior notes due 2015 upgraded to B2 (LGD4, 54%) from B3
     (LGD5, 72%);

  -- Senior subordinated notes due 2017 upgraded to B3 (LGD5, 76%)
     from Caa1 (LGD6, 92%)

  -- Corporate Family Rating withdrawn at B2;

  -- Probability of Default Rating withdrawn at B2;

  -- Speculative Grade Liquidity Ratings withdrawn at SGL-2;

Headquartered in South Deerfield, Massachusetts, Yankee Candle
Company is the largest designer, manufacturer, and distributor
of premium scented candles in the U.S. Revenues for the company's
revenue for last twelve months ended October 2, 2010, were
$716 million.


YANKEE CANDLE: S&P Affirms 'B' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
corporate credit rating on South Deerfield, Mass.-based The Yankee
Candle Co. Inc.  The outlook is stable.

At the same time, S&P assigned a 'CCC+' issue-level rating (two
notches lower than the corporate credit rating) to Yankee Candle's
proposed $315 million senior PIK toggle notes due 2016.  The
recovery rating is '6', indicating S&P's expectation for
negligible (0 to 10%) recovery in the event of a payment default.
The notes will be issued by Yankee Candle's indirect parent, YCC
Holdings LLC, and co-issued by YCC Finance Inc., a wholly owned
subsidiary of YCC Holdings.  The net proceeds of this offering are
intended to fund a distribution to shareholders.

S&P raised the issue level rating on the company's 8.5% senior
unsecured notes due 2015 to 'B' from 'B-', reflecting the
company's accelerated payments to its term loan which has reduced
debt claims senior to the notes.  S&P revised the recovery rating
to '3' from '5', indicating its expectation for meaningful (50% to
70%) recovery in the event of a payment default.  The ratings on
Yankee Candle's senior secured credit facilities and existing
senior subordinated notes remain unchanged.

"The speculative-grade ratings on The Yankee Candle Co. Inc.
reflect S&P's opinion that the company has a weak business risk
profile and a highly leveraged financial risk profile," said
Standard & Poor's credit analyst Rick Joy.  Yankee Candle's narrow
product focus, significant earnings seasonality and the
discretionary nature of its products contribute to the company's
weak business risk profile, despite its strong market position and
leading brand in the premium scented candles market.

Yankee Candle is the largest designer, manufacturer, and
distributor of premium scented candles, with the leading premium
brand in the U.S. The company's business is narrowly focused,
primarily on the sale of premium scented candles and related
products, and is subject to a high degree of seasonality, with
sales and EBITDA significantly higher in the second half of the
year.  The company's products are of a discretionary nature,
depend on consumer tastes and incomes, and face intense
competition in the giftware industry.  Yankee Candle has a multi-
channel distribution network for its products, which includes
company-owned specialty retail stores, a large variety of
wholesale locations, consumer direct-mail catalogs and proprietary
websites.  Yankee Candle is vertically integrated, which Standard
& Poor's Ratings Services considers a competitive advantage.  S&P
also views the company's operational and manufacturing flexibility
as a positive, as it allows for the management of inventory to
accommodate changing sales trends.  The company's operating
performance has been generally good.  S&P forecasts its adjusted
EBITDA margin will remain above 26% in 2011 and 2012.


YRC WORLDWIDE: Issues 2.57MM Shares Under 6% Sr. Notes Offering
---------------------------------------------------------------
YRC Worldwide Inc. previously issued $70 million in aggregate
principal amount of its 6% Convertible Senior Notes due 2014 in a
private placement, of which approximately $69.4 million of the
Notes are currently outstanding.  The Notes are subject to semi-
annual interest and, pursuant to certain terms contained in the
Notes, the Company intends to pay the Interest due on February 15,
2011 in shares of its common stock.  The amount of Interest
payable on the Interest Payment Date will be $30.00 per $1,000 in
principal amount of the Notes.

The number of shares of the Company's common stock that will be
issued in respect of the Interest will be calculated as set forth
in the Notes.  The Shares will be issued in reliance on certain
exemptions from the registration requirements of the Securities
Act of 1933, as amended, and the rules and regulations promulgated
thereunder.

The indenture governing the Notes provides for certain limitations
on the number of Shares that may be issued in respect of the
Notes.  As of February 1, 2011, 2,571,228 Shares have been issued
on account of the Notes and a maximum of 5,503,972 additional
Shares may be issued in respect of the Notes.  Such limitation on
the number of Shares issuable in respect of the Notes applies on a
pro rata basis to all outstanding Notes, which in effect limits
the number of Shares issuable in respect of the Notes to
approximately 79 shares per $1,000 in principal amount of the
Notes, or an effective conversion price of approximately $12.61
per share, after the adjustment for the reverse stock split.

Based on the closing prices of the Company's Shares on and prior
to February 1, 2011, the Company would expect to issue
approximately 219,191 Shares on February 15, 2011 in respect of
the Interest with the result that a maximum of 5,284,781 Shares
would be available for future issuances in respect of the Notes.
This would result in the effective limit on the number of Shares
issuable in respect of the Notes being reduced to approximately 76
shares per $1,000 in principal amount of the Notes, or an
effective conversion price of approximately $13.11 per share,
after the adjustment for the reverse stock split.

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

The company's balance sheet for June 30, 2010, showed $2.8 billion
in total assets, $1.1 billion in total current liabilities,
$913.4 million in long term debt, $146.2 million deferred income
taxes, $352.6 million pension and post retirement, $359.2 million
claims and other liabilities, $37,000 noncurrent liabilities, and
a $77.2 million stockholders' deficit.

As reported in the Troubled Company Reporter on March 18, 2010,
KPMG LLP, in Kansas City, Missouri, expressed substantial doubt
about YRC Worldwide's ability to continue as a going concern in
its report on the Company's consolidated financial statements as
of and for the year ended December 31, 2009.  The independent
auditors noted that the Company has experienced significant
declines in operations, cash flows, and liquidity.

                           *     *     *

In January 2011, Standard & Poor's Ratings Services placed its
'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on
CreditWatch developing.  At the same time, S&P is withdrawing the
existing issue level ratings on Yellow Corp.'s senior unsecured
debt, given the negligible amounts outstanding.

"The ratings on Overland Park, Kan.-based YRCW reflect its near-
term liquidity challenges, meaningful off-balance-sheet contingent
obligations related to multiemployer pension plans, as well as its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Standard & Poor's credit analyst Anita
Ogbara.  "YRCW's substantial (albeit deteriorating) market
position in the less-than-truckload (LTL) sector, which has high
barriers to entry, partially offsets these characteristics.  We
characterize YRCW's business profile as weak, financial profile as
highly leveraged, and liquidity as weak."


ZBB ENERGY: NYSE AMEX Accepts Firm's Compliance Plan
----------------------------------------------------
ZBB Energy Corporation disclosed that the NYSE Amex has accepted
its compliance plan for continued listing.

As previously reported, on December 2, 2010, the Company received
notice from the Exchange staff indicating that the Company was
considered to be noncompliant with the requirements of Section
1003(a)(i) of the Exchange's Company Guide with respect to minimum
stockholders' equity based on its annual report for the period
ended June 30, 2010, and its quarterly report for the period ended
September 30, 2010.  The notice provided that the Company should
submit a plan that would reestablish compliance with the listing
requirements. On January 7, 2011, the Company announced that it
had submitted a plan designed to reestablish compliance with the
Exchange's continued listing standards.

On February 4, 2011, the Exchange staff notified the Company that
it had accepted the Company's compliance plan and granted the
Company an extension until June 12, 2012, to regain compliance
with the continued listing standards.  Failure to make progress
consistent with the plan or to regain compliance with the
continued listing standards by the end of the applicable extension
periods could result in the Company's shares being delisted from
the Exchange.  The Company will be able to continue its listing
during the plan period pursuant to the extension and will be
subject to periodic review by the Exchange staff.

Eric C. Apfelbach, the Company's President and Chief Executive
Officer, stated, "We are executing on our plan and believe the
successful execution of this plan will enable us to regain
compliance with the Exchange's listing standards."

                   About ZBB Energy Corporation

ZBB Energy Corporation provides advanced electrical power
management platforms targeted at the growing global need for
distributed renewable energy, energy efficiency, power quality,
and grid modernization. ZBB Energy was founded in 1998 and is
headquartered in Wisconsin, USA with offices also located in
Perth, Western Australia.


* Breckinridge Capital Advisors Challenges State-Level Bankruptcy
-----------------------------------------------------------------
Breckinridge Capital Advisors, Inc., a Boston-based fixed income
manager, called for a focus on local government insolvency, in
sharp contrast to Congressional interest in creating a state
bankruptcy chapter.  It also offered the top five reasons why
states do not require bankruptcy protection and the top three
insolvency law reforms that would most benefit the municipal bond
market.

"A federal bankruptcy chapter for states really isn't necessary,"
said Adam Stern, municipal bond analyst for Breckinridge Capital.
"A more effective approach would engage state lawmakers who
largely control the insolvency rules for their local governments.
A few straightforward changes could help improve liquidity, reduce
uncertainty, and ensure that low-cost capital is directed to the
most creditworthy local governments."

This month, Congress will hold hearings to discuss how to
alleviate state and local fiscal burdens.  Among other things,
lawmakers will explore whether states should have access to the
bankruptcy courts. Breckinridge Capital thinks that reforms to
existing municipal insolvency rules can help, but state reforms
are unnecessary for the following five reasons:

1.) States' debts are manageable. State and local borrowing
    comprises 16 percent of gross domestic product, well within
    the post-1978 range of 12-18 percent.  Principal and interest
    costs consume less than 10 percent of budget in most states,
    and states rarely rollover their debt with new bonds.

2.) States' unfunded pension and retiree healthcare obligations
    are growing, but they remain a manageable medium- or long-term
    problem.  In 2009, pension fund contributions comprised less
    than five percent of state revenues and pension plans held
    assets sufficient to finance 13 years of benefits.

3.) The threat of a bankruptcy filing is not required to spur
    renegotiation of employee-related obligations. Nearly every
    state enacted pension reforms in 2010.

4.) Labor unions are agreeing to pension reforms in the absence of
    state bankruptcy legislation because it is in their best
    interest.  Unions are very unlikely to threaten a bond default
    or continued balance sheet deterioration.  Access to the
    capital markets ensures fewer layoffs and givebacks for union
    members.

5.) Legal protections for pension and retiree healthcare
    obligations are more ambiguous than commonly thought.  Some
    states construe pension benefits as mere property interests or
    gratuities, providing limited protection for public employees.
    Collective bargaining agreements and doctrines like state
    sovereign immunity complicate rules.  In a fiscal emergency,
    states may have the ability to scale back benefits.

"States are in adequate financial condition, and the political
process and existing laws are sufficient to resolve the pension
and retiree healthcare obligations," noted Stern.  "But at the
local level, in some instances, we see more severe financial
stress, and local politics and laws are not always conducive to
settling employee-related debts.  It is at the local level that
reforms could prove beneficial.  A few reforms could strengthen
the municipal bond market and reward responsible local
governments."

Municipal insolvency is a state-by-state process that sometimes
involves the federal courts.  Twenty-seven states authorize their
local governments to file for federal bankruptcy protection,
allowing local governments to restructure their debts through
state distress laws or file for Chapter 9 of the federal
bankruptcy code.  In the remaining 23 states, municipal insolvency
is governed by state law, often relying on control boards,
receivers and low-cost loans to assist struggling municipalities.

Breckinridge Capital suggests three reforms that would immediately
benefit municipalities, investors, and taxpayers:

1.) States should classify local general obligation bond
    obligations as "statutory liens" for the purposes of the
    federal bankruptcy code.  This change would strongly insulate
    bondholders from impairment where pension or retiree
    healthcare obligations overwhelm local government.  Under
    current rules, some states' local general obligation bonds are
    treated as unsecured creditors in a bankruptcy proceeding.

2.) States should reiterate that "intercept" clauses will be
    enforced if a local government seeks state or federal
    insolvency protection.  Many states employ "intercepts" to
    ensure that weaker municipalities can access the bond markets,
    but investors are uncertain how these clauses will be treated
    if there is an uptick in default rates.

3.) States should bolster their municipal oversight procedures to
    ensure intervention before financial distress metastasizes.
    Sound monitoring of local governments' finances has been
    linked to lower borrowing costs.

"The current municipal insolvency rules lack clarity and inject
uncertainty into the bond market," added Stern.  "These reforms
could help stabilize municipal finances immediately by reducing
uncertainty, improving liquidity and ensuring that capital
continues to flow to financially sound municipal borrowers.
Better yet, they are all are achievable by state legislative
action, alone."

                  About Breckinridge Capital

Breckinridge Capital Advisors, Inc. is a Boston-based Registered
Investment Advisor specializing in the management of customized
fixed income portfolios.  With over $13 billion under management,
the firm works to help individuals and institutions invest in
communities with taxable and tax-free municipal bonds.


* Hennigan Bennett Lawyers Join Dewey & LeBoeuf Bankruptcy Team
---------------------------------------------------------------
Dewey & LeBoeuf LLP said bankruptcy and reorganization lawyer
Bruce Bennett has joined the firm.  He will be accompanied by
Partners James Johnston, Sidney Levinson, Bennett Murphy, Joshua
Mester, Counsel Joshua Morse, Monika Weiner and three associates.
All were previously with Hennigan, Bennett and Dorman LLP. The
group will join Dewey & LeBoeuf's Los Angeles office, with the
exception of Mr. Morse, who will be in San Francisco.

"Bruce is one of the premier restructuring attorneys in the
country, with unparalleled experience in Chapter 11 corporate
reorganizations and Chapter 9 municipal reorganizations," said
Dewey & LeBoeuf Chairman Steven H. Davis. "We are delighted to
have Bruce and his team join us. Their interdisciplinary
restructuring experience further cements our reputation as a go-to
firm for complex matters in this area and provides exciting
opportunities for growth."

Mr. Bennett has been involved in many of the largest corporate
reorganization cases in the United States, including in the fields
of retail, telecommunications, heavy industry, aviation,
manufacturing, real estate, insurance, energy, banking, and
computer technology. He served as lead debtor's counsel in the
country's largest municipal bankruptcy, In re County of Orange,
California, which commenced following a $1.7 billion loss in
County investment pools. As counsel to the debtor, Mr. Bennett was
the architect of the Plan of Adjustment that comprehensively
resolved the County's financial problems. That Plan was confirmed
and successfully implemented in approximately 18 months. In
related litigation the County recovered over $870 million.

Prior to joining the firm, Mr. Bennett was a founding partner of
Hennigan, Bennett & Dorman LLP and head of that firm's Business
Reorganization and Restructuring Department.

Mr. Bennett commented, "Dewey & LeBoeuf is a world-class law firm
with an extensive global presence. The breadth of expertise it
provides in such areas as corporate and tax have become an
important factor in creditor and debtor representations and will
greatly enhance the value we offer clients."

The arrival of Mr. Bennett and his team follows that of Martin
Bienenstock who joined the firm in December 2007 from Weil,
Gotshal & Manges LLP, where he was co-head of that firm's Business
Finance and Restructuring Department.  Upon his arrival Mr.
Bienenstock established the Business Solutions & Governance
Department, which was instantly active and has been engaged in
such high-profile restructurings as:

    * Ambac Financial Corp. and Capmark Financial Group
     (debtors counsel).
    * Lehman, CalGen and Innkeepers USA Trust (counsel to
      creditors or shareholder including banks and hedge funds).
    * General Motors (formulated its 363 sale strategy ultimately
      used by the US Auto Task Force for the Chapter 11 cases of
      Chrysler and GM).
    * The firm also represented companies in successful
      out-of-court restructurings including Value City, Finish
      Line, Chrysler Financial and LNR Property LLC.
    * Mass tort cases including successfully reorganizing G-I
      Holdings, Inc., and representing creditors and shareholders
      in WR Grace and other cases.

Mr. Bennett's team is Dewey & LeBoeuf's latest high-profile
addition in California. In January, the firm announced the arrival
in its San Francisco office of a preeminent group of intellectual
property litigation lawyers led by Partner Henry Bunsow.

In July 2009, the firm brought in a group of transactional lawyers
led by Richard Climan to its Silicon Valley office. Since their
arrival, this group has built a leading technology M&A and
licensing practice and counts among its clients Alibaba.com,
Applied Materials, Dell, eBay, Hewlett-Packard, Merz
Pharmaceuticals, Onyx Pharmaceuticals, Qualcomm, Riverbed, SANYO
Electric, Sony, Synopsys and Zynga.

Biographies for the partners and counsel accompanying Mr. Bennett
are as follows:

          -- James O. Johnston, Partner

Mr. Johnston specializes in corporate reorganization and
commercial bankruptcy matters, including both debtor and creditor
representation. Mr. Johnston was a lead attorney in the group that
represented Orange County in its chapter 9 municipal bankruptcy
case, and subsequently has represented a number of debtors in
chapter 11 proceedings, including Barry's Jewelers, Inc., Kenetech
Windpower, Inc., Komag, Inc., SmarTalk TeleServices, Inc., Solidus
Networks, Inc., and WestStar Cinemas, Inc. Mr. Johnston also
served as reorganization counsel to the City of Desert Hot
Springs, California, the first California city to reorganize under
chapter 9 of the Bankruptcy Code, and as counsel to the chapter 7
trustee for Brobeck, Phleger & Harrison LLP in one of the largest
law firm insolvency proceedings.

Mr. Johnston regularly represents creditors, creditor groups,
indenture trustees, and other parties in interest in chapter 11
cases and out-of-court workouts across the country, including
Official Committees of Unsecured Creditors in chapter 11
proceedings involving RBX Corporation and SpectraSite Holdings,
Inc., members of the Official Committee of Unsecured Creditors of
Calpine Corporation and Hawaiian TelCom, Inc., ad hoc committees
and creditor groups of Tribune Company, Adelphia Communications,
Ashanti Goldfields, and the City of Klamath Falls, indenture
trustees (at the request of majority bondholder groups) in the
United Air Lines, Delta Airlines, and Northwest Airlines
bankruptcy cases, and the largest creditors in chapter 11
proceedings involving the Tropicana Las Vegas Resort and Casino
and R.H. Donnelley Corporation and affiliates. Mr. Johnston also
recently represented special committees formed by the Board of
Directors of SemGroup Energy Partners, L.P., in connection with
investigations relating to the bankruptcy of its ultimate parent,
SemGroup L.P.

          -- Sidney P. Levinson, Partner

Mr. Levinson specializes in bankruptcy. His clients include
debtors, trustees, bondholders and creditors' committees in a
variety of large, complex proceedings, including Hawaiian
Airlines, Inc. (Chapter 11 Trustee), Fontainebleau Las Vegas (Term
Lender Steering Group), WestPoint Stevens, Inc. (Steering
Committee of First Lien Lenders), Azabu Buildings Company Ltd.
(Petitioning Creditors), Premier Entertainment Biloxi (Majority
Noteholders), NorthPoint Communications Group, Inc. (Chapter 7
Trustee), Peregrine Systems, Inc. (Official Committee of Unsecured
Creditors), Liberty House, Inc. (Debtor-in-Possession), and Aureal
Inc. (Debtor-in-Possession).

Mr. Levinson's practice also includes bankruptcy-related
commercial litigation. In 2007, he represented Hawaiian Airlines
in obtaining an $80 million judgment, plus an award of $3.9
million in attorneys fees, against Mesa Air Group, arising from
Mesa's breach of a confidentiality agreement. Hawaiian ultimately
recovered from Mesa a cash settlement payment of $52.5 million. In
2010, he obtained a $9.5 million judgment in Mississippi
bankruptcy court against a solvent debtor for violation of a no-
call provision. Formerly, Mr. Levinson was a trial attorney at the
Department of Justice, Civil Division, where he specialized in
bankruptcy and commercial litigation.


          -- Joshua M. Mester, Partner

Mr. Mester's practice focuses primarily on bankruptcies, corporate
reorganizations and bankruptcy-related litigation. Mr. Mester has
represented debtors, trustees, creditors' committees, and
individual creditors in a variety of large, complex proceedings.
His recent representations include Westpoint Stevens, Inc.
(Secured Lenders), Hawaiian Airlines, Inc. (Chapter 11 Trustee),
Brobeck, Phleger & Harrison, L.L.P. (Chapter 7 Trustee), Factory
2-U Stores, Inc. (Debtor-in-Possession), United Airlines, Inc.
(Indenture Trustee), Peregrine Systems, Inc. (Official Committee
of Unsecured Creditors), SpectraSite Holdings, Inc. (Prepetition
Ad Hoc Committee of Bondholders), LTV Steel Company, Inc. (Debtor-
in-Possession), Aureal Inc. (Debtor-in-Possession), and WestStar
Cinemas, Inc. (Debtor-in-
Possession).

          -- Bennett J. Murphy, Partner

Mr. Murphy was previously co-head of the Business Reorganization &
Bankruptcy department at Hennigan, Bennett and Dorman.

Mr. Murphy has spent his entire career as a bankruptcy lawyer.
Among other matters, he has represented creditors' committees in
the cases of Continental Airlines, Orange County, Sizzler
Restaurants, Wilshire Financial Services Group, Dade-Behring,
WorldCom, and Solutia. He has been counsel to the Chapter 7
trustee for Brobeck, Phleger & Harrison, and was special
litigation counsel to the LTV Steel Company in its widely followed
litigation over securitization issues.

          -- Joshua Morse, Counsel

Mr. Morse's practice focuses primarily on bankruptcy and
bankruptcy-related litigation and transactions representing
debtors, creditors' committees and individual creditors.

Mr. Morse was the lead associate in the representation of Factory
2-U Stores, Inc., Komag, Incorporated and Opal Concepts, Inc., et
al., in their respective Chapter 11 cases, and has represented a
number of debtors in successful Chapter 11 proceedings, including
Liberty House, Inc., Strouds, Inc., Aureal, Inc., and SmarTalk
TeleServices, Inc. Mr. Morse also served as counsel to the Chapter
11 trustee for Hawaiian Airlines, Inc., and the Chapter 7 trustee
for Brobeck, Phleger & Harrison LLP.

Mr. Morse also has represented creditors and creditor groups in a
number of Chapter 11 cases and out-of-court workouts, including ad
hoc committees of bondholders of Solutia Inc., Adelphia
Communications Corporation, the City of Klamath Falls, and Dade
Behring Holdings, Inc., as well as the senior bondholders of
SONICblue Incorporated.

          -- Monika Weiner, Counsel

Ms. Wiener specializes in bankruptcy and bankruptcy-related
litigation. She has represented a variety of significant
stakeholders-including debtors, trustees, and creditors'
committees, as well as individual creditors, both secured and
unsecured-in various Chapter 11 proceedings on issues including
the use of cash collateral, relief from the automatic stay,
assumption and rejection of executory contracts, and plan
solicitation and confirmation. She has had extensive involvement
in complex cases such as In re Adelphia Communications Corp., In
re USA Commercial Mortgage Co., In re Covanta Energy Corp., In re
California Power Exchange, and In re Global Health Sciences, Inc.
In addition, she has represented plaintiffs and defendants in
litigation involving claims for preferences and fraudulent
transfers, equitable subordination, and aiding and abetting
breaches of fiduciary duty.


* Pryor Cashman Welcomes Three Prominent Bankruptcy Attorneys
-------------------------------------------------------------
Ronald S. Beacher, one of the nation's pre-eminent bankruptcy
attorneys specializing in creditors' rights, litigation, and
commercial and real estate transactional matters, has joined Pryor
Cashman, bolstering the firm's Bankruptcy, Reorganization and
Creditors' Rights Group. Beacher, who will co-chair the group,
brings with him Michael H. Levison and Conrad K. Chiu, who join
the firm as partners.

Messrs. Beacher, Levison and Chiu came to Pryor Cashman from the
New York City office of Day Pitney.  They join partners Richard
Levy, Jr., Mark R. Jacobs, Tina N. Moss and a host of other
attorneys who provide legal representation to diverse clients
confronted with the ever-growing range of issues arising under
bankruptcy and insolvency law.  These additions follow a recent
influx of fourteen talented attorneys across multiple practice
areas in the last year from leading New York firms.

"We are thrilled to have Ronald, Michael and Conrad on board as
they bring a high level of expertise in bankruptcy and creditors
rights, and are a perfect complement to our already well-
established group,"  said Ronald H. Shechtman, Pryor Cashman's
Managing Partner.  "The addition of these three legal stars also
builds upon the arrival last month of copyright partner Jacqueline
Charlesworth from Morrison & Foerster, and labor and employment
partner Alice Stock from Lowenstein Sandler.  These new partners
demonstrate that Pryor Cashman is a strong platform for
entrepreneurial lawyers to grow and sustain their practices."

"Joining this elite team of bankruptcy veterans is a true honor
and we look forward to expanding Pryor Cashman's already strong
foothold in this space," said Beacher.  "As a mid-size, general
practice firm, Pryor Cashman provides a full complement of legal
disciplines -- the perfect platform for one-stop, cost efficient
legal services that our clients are now demanding.  We are looking
forward to leveraging these capabilities to continue to provide
outstanding service to our clients."

Ronald S. Beacher focuses his practice on bankruptcy, creditors'
rights, litigation, and commercial and real estate transactional
matters.  He has extensive experience representing equipment
lessors, banks, and asset-based lenders in all aspects of
transactions, commercial litigation, and insolvency.  Beacher
earned his J.D. from Rutgers University School of Law - Newark in
1987 and his B.A. from Allegheny College in 1984.

Michael H. Levison represents creditors in connection with a wide
array of commercial disputes, including default-based litigation,
foreclosure, workout documentation and loan modification.  He also
has experience representing collateral managers, institutional
lenders, franchise lenders, equipment lessors and other asset
based lenders in matters pending throughout the United States.
Before joining Day Pitney, Mr. Levison worked as an Assistant
Corporation Counsel with the Office of the Corporation Counsel for
the City of New York.  He earned his J.D. in 1998 from Georgetown
University Law Center, and his B.A. from Brandeis University in
1995.

Conrad K. Chiu practices in the areas of bankruptcy, equipment
leasing, and commercial litigation.  He represents creditors in
all aspects of bankruptcy practice, including litigation, work-
outs, restructurings, and secured lending.  Mr. Chiu frequently
practices in both state and federal courts across the United
States and is admitted to the bar in New York and New Jersey.  He
received his J.D. from Brooklyn Law School in 1998, and his B.A.
from Johns Hopkins University in 1995.  Mr. Chiu is also a member
of the American Bankruptcy Institute and is fluent in Mandarin.

                      About Pryor Cashman

Pryor Cashman LLP -- http://www.pryorcashman.com-- is an
independent full-service law firm with over 120 attorneys in its
main office at 7 Times Square in New York City and an office in
Los Angeles.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                                          Total
                                               Total     Share-
                                   Total     Working   Holders'
                                  Assets     Capital     Equity
   Company          Ticker         ($MM)       ($MM)      ($MM)
   -------          ------        ------     -------   --------
ABRAXAS PETRO       AXAS US        178.1        (5.2)      (1.7)
ABSOLUTE SOFTWRE    ABT CN         117.9       (12.8)     (11.9)
ACCO BRANDS CORP    ABD US       1,097.3       261.9      (97.3)
AEGERION PHARMAC    AEGR US          2.9       (29.5)     (27.3)
ALASKA COMM SYS     ALSK US        624.8         2.6      (15.3)
AMER AXLE & MFG     AXL US       2,071.4        61.9     (469.1)
AMR CORP            AMR US      25,357.0    (2,102.0)  (3,643.0)
ANACOR PHARMACEU    ANAC US         20.4        (1.6)      (8.2)
ARKSON NUTRACEUT    AKSN US          -          (0.0)      (0.0)
ARQULE INC          ARQL US         94.1        45.1       (9.7)
ARVINMERITOR INC    ARM US       2,814.0       357.0     (990.0)
AUTOZONE INC        AZO US       5,640.5      (584.3)    (817.2)
BLUEKNIGHT ENERG    BKEP US        296.0      (427.8)    (152.8)
BOARDWALK REAL E    BOWFF US     2,343.6         -       (100.8)
BOARDWALK REAL E    BEI-U CN     2,343.6         -       (100.8)
BOSTON PIZZA R-U    BPF-U CN       111.3         5.0     (116.3)
BRAVO BRIO RESTA    BBRG US        162.8       (28.9)     (61.5)
CABLEVISION SY-A    CVC US       7,501.6      (157.7)  (6,222.8)
CAMPUS CREST COM    CCG US         327.5         -        (60.7)
CC MEDIA-A          CCMO US     17,393.5     1,410.4   (7,219.6)
CENTENNIAL COMM     CYCL US      1,480.9       (52.1)    (925.9)
CENVEO INC          CVO US       1,393.6       220.0     (332.5)
CHENIERE ENERGY     CQP US       1,797.0        30.3     (521.9)
CHENIERE ENERGY     LNG US       2,616.5      (137.1)    (431.0)
CHOICE HOTELS       CHH US         403.3       (11.5)     (75.5)
CINCINNATI BELL     CBB US       2,593.0         9.1     (611.4)
CLEVELAND BIOLAB    CBLI US         11.9        (9.7)     (10.0)
COMMERCIAL VEHIC    CVGI US        289.3       114.0       (5.7)
CUMULUS MEDIA-A     CMLS US        324.1        (2.5)    (349.3)
DENNY'S CORP        DENN US        312.7       (10.7)    (102.4)
DISH NETWORK-A      DISH US      9,292.9       733.1   (1,416.5)
DISH NETWORK-A      EOT GR       9,292.9       733.1   (1,416.5)
DOMINO'S PIZZA      DPZ US         425.7       104.1   (1,241.9)
DUN & BRADSTREET    DNB US       1,727.3      (612.4)    (717.4)
EASTMAN KODAK       EK US        6,844.0       960.0     (498.0)
ENDOCYTE INC        ECYT US         11.4         4.7       (2.6)
EPICEPT CORP        EPCT SS          6.7        (1.1)     (14.2)
EXELIXIS INC        EXEL US        372.9       (11.8)    (217.6)
FORD MOTOR CO       F US       180,330.0   (18,558.0)  (1,740.0)
FORD MOTOR CO       F BB       180,330.0   (18,558.0)  (1,740.0)
GENCORP INC         GY US          991.5        71.4     (195.1)
GLG PARTNERS INC    GLG US         400.0       156.9     (285.6)
GLG PARTNERS-UTS    GLG/U US       400.0       156.9     (285.6)
GRAHAM PACKAGING    GRM US       2,840.3       259.1     (580.3)
HANDY & HARMAN L    HNH US         374.2        62.1       (8.9)
HEALTHSOUTH CORP    HLS US       1,796.9       124.3     (394.9)
HICKS ACQUISITIO    HKACU US         0.8        (0.8)      (0.1)
HOVNANIAN ENT-A     HOV US       1,817.6     1,101.9     (337.9)
HOVNANIAN ENT-B     HOVVB US     1,817.6     1,101.9     (337.9)
HUGHES TELEMATIC    HUTC US        111.4         1.9      (42.1)
IBIO INC            IBIO US          4.6        (4.7)      (0.8)
IDENIX PHARM        IDIX US         63.1        24.0      (21.3)
INCYTE CORP         INCY US        464.6       305.0     (128.9)
INTERMUNE INC       ITMN US        143.9        10.2      (67.7)
IPCS INC            IPCS US        559.2        72.1      (33.0)
ISTA PHARMACEUTI    ISTA US        112.2         8.8      (71.8)
JAZZ PHARMACEUTI    JAZZ US        108.0       (13.3)      (0.8)
JUST ENERGY GROU    JE CN        1,834.1      (578.0)    (497.2)
KNOLOGY INC         KNOL US        658.7        53.5       (5.3)
LIGAND PHARM-B      LGND US        112.6        (1.4)      (1.1)
LIGHTING SCIENCE    LSCG US         60.0        28.3     (122.4)
LIN TV CORP-CL A    TVL US         782.4        21.2     (146.9)
LORILLARD INC       LO US        3,504.0     1,665.0      (38.0)
MAINSTREET EQUIT    MEQ CN         399.4         -         (8.5)
MANNKIND CORP       MNKD US        305.1        76.5     (181.4)
MEAD JOHNSON        MJN US       2,293.1       472.9     (358.3)
MOODY'S CORP        MCO US       2,540.3       409.2     (309.7)
MORGANS HOTEL GR    MHGC US        759.1        47.0      (42.1)
MPG OFFICE TRUST    MPG US       3,267.4         -       (897.2)
NATIONAL CINEMED    NCMI US        836.1        40.5     (340.8)
NAVISTAR INTL       NAV US       9,730.0     2,246.0     (924.0)
NEWCASTLE INVT C    NCT US       3,760.1         -       (591.2)
NORTH AMERICAN G    NMGL US          0.0        (0.1)      (0.1)
NPS PHARM INC       NPSP US        228.8       147.8     (149.8)
NYMOX PHARMACEUT    NYMX US          0.9        (1.0)      (1.8)
OTELCO INC-IDS      OTT-U CN       331.6        27.5       (3.5)
OTELCO INC-IDS      OTT US         331.6        27.5       (3.5)
PALM INC            PALM US      1,007.2       141.7       (6.2)
PDL BIOPHARMA IN    PDLI US        257.5        26.1     (304.5)
PETROALGAE INC      PALG US          5.9        (8.2)     (51.6)
PLAYBOY ENTERP-A    PLA/A US       165.8       (16.9)     (54.4)
PLAYBOY ENTERP-B    PLA US         165.8       (16.9)     (54.4)
PRIMEDIA INC        PRM US         215.5        (5.8)     (97.8)
PRIMO WATER CORP    PRMW US         29.0       (29.4)      (9.6)
PROTECTION ONE      PONE US        562.9        (7.6)     (61.8)
QUALITY DISTRIBU    QLTY US        284.3        26.9     (132.9)
QUEPASA CORP        QPSA US          3.4         2.0       (3.3)
QWEST COMMUNICAT    Q US        18,959.0    (1,163.0)  (1,425.0)
REGAL ENTERTAI-A    RGC US       2,670.3       114.1     (267.3)
RENAISSANCE LEA     RLRN US         53.8       (38.5)     (35.1)
REVLON INC-A        REV US         794.8        86.9     (991.8)
RIGNET INC          RNET US         93.2         9.5      (11.6)
RSC HOLDINGS INC    RRR US       2,736.4      (175.7)     (37.5)
RURAL/METRO CORP    RURL US        293.7        46.4      (95.1)
SALLY BEAUTY HOL    SBH US       1,670.4       371.1     (406.1)
SINCLAIR BROAD-A    SBGI US      1,536.2        37.8     (156.0)
SINCLAIR BROAD-A    SBTA GR      1,536.2        37.8     (156.0)
SMART TECHNOL-A     SMT US         559.1       201.9      (63.2)
SMART TECHNOL-A     SMA CN         559.1       201.9      (63.2)
STEREOTAXIS INC     STXS US         47.5        (6.2)      (5.3)
SUN COMMUNITIES     SUI US       1,164.1         -       (131.0)
SWIFT TRANSPORTA    SWFT US      2,577.9       237.4      (83.2)
SYNERGY PHARMACE    SGYP US          2.7        (2.3)      (1.8)
TAUBMAN CENTERS     TCO US       2,529.7         -       (541.1)
TEAM HEALTH HOLD    TMH US         886.9         4.7      (18.2)
THERAVANCE          THRX US        212.6       161.1     (141.1)
UAN CULTURAL & C    GHBAU US         1.0        (0.4)      (0.2)
UNISYS CORP         UIS US       3,020.9       538.7     (933.8)
UNITED CONTINENT    UAL US           -      (1,186.0)  (2,206.0)
UNITED RENTALS      URI US       3,693.0       156.0      (20.0)
VECTOR GROUP LTD    VGR US         859.0       245.3      (37.7)
VENOCO INC          VQ US          766.2        20.4      (94.8)
VIRGIN MOBILE-A     VM US          307.4      (138.3)    (244.2)
VONAGE HOLDINGS     VG US          362.4        (0.1)    (111.4)
WARNER MUSIC GRO    WMG US       3,779.0      (592.0)    (211.0)
WEIGHT WATCHERS     WTW US       1,103.1      (377.9)    (708.2)
WESTMORELAND COA    WLB US         765.0       (51.3)    (133.7)
WORLD COLOR PRES    WC CN        2,641.5       479.2   (1,735.9)
WORLD COLOR PRES    WCPSF US     2,641.5       479.2   (1,735.9)
WORLD COLOR PRES    WC/U CN      2,641.5       479.2   (1,735.9)
WR GRACE & CO       GRA US       4,209.6     1,333.7     (175.1)
YRC WORLDWIDE IN    YRCW US      2,673.1      (288.2)    (121.7)
ZOGENIX INC         ZGNX US         55.0        (0.9)     (34.5)



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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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