TCR_Public/110301.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, March 1, 2011, Vol. 15, No. 59

                            Headlines

534 HOLLAND: Case Summary & Largest Unsecured Creditor
A+HC HOLDING: Case Summary & 20 Largest Unsecured Creditors
ADANAC MOLYBDENUM: Emerges From Creditor Protection Under CCAA
AEI SERVICES: Moody's Withdraws 'B1' Corporate Family Rating
AEOLUS PHARMA: Signs Research & Manufacturing Pact with JMPS

AIRTRAN HOLDINGS: CEO Testifies Before Senate Panel on SWA Merger
ALLEGHENY ENERGY: Moody's Upgrades Bank Facility Rating From 'Ba1'
ALLY FINANCIAL: Files Form 10-K; Reports $1.075-Bil. Net Income
ALYSSA REALTY: Voluntary Chapter 11 Case Summary
ALPINE SECURITIZATION: DBRS Holds 'B' Rating on $23MM Tranche

AMERICAN TREE: Voluntary Chapter 11 Case Summary
AMTRUST FINANCIAL: FDIC Sues to Claim $194-Mil. Tax Refund
ANGIOTECH PHARMACEUTICALS: Ch. 15 Approved, Senior Notes Settle
AVIS BUDGET: DBRS Confirms 'B' Issuer & Sr. Unsecured Debt Ratings
AWAL BANK: Administrator Sues HSBC, Objects to Dismissal Bid

AWAL BANK: Exclusive Plan Periods Extended Sine Die
BANKATLANTIC BANCORP: Hit With Cease and Desist Order from OTS
BANKATLANTIC BANCORP: Fitch Keeps 'CC'/'C' Issuer Default Ratings
BERNARD L MADOFF: Seeking Therapy at Prison Facility
BRECKENRIDGE EDISON: Noteholder Files New Foreclosure Notice

BRIARWOOD CAPITAL: Lennar Can Pursue Florida Suit vs. Minkow, FDI
BRIARWOOD CAPITAL: Trustee Seeks $500T to Fund Lennar Suit, Estate
BRIARWOOD CAPITAL: Trustee Settles Objection to Colony Plan
BROCK HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating
BROCK HOLDINGS: S&P Assigns Corporate Credit Rating at 'B+'

CAESARS ENTERTAINMENT: Incurs $823.30 Million Net Loss in 2010
CAMP COOLEY: Beckham Seeks $290T in Fees for March-Nov. Work
CAMP COOLEY: Can Use Amegy, Lone Star Collateral Until May 31
CAMP COOLEY: Hires Broker, Advisors for Sale of Ranch
CARGO TRANSPORTATION: Files Schedules of Assets & Liabilities

CARROLS CORPORATION: Moody's Affirms 'B2' Corporate Family Rating
CARROLS CORP: S&P Gives Negative Outlook, Affirms 'B' Rating
CONNECTICARE INC: S&P Gives Stable Outlook, Affirms 'BB+' Rating
CASE ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
CB HOLDING: Bugaboo Creek Auction Scheduled for March 7

CENTURION PROPERTIES: Carlson Withdraws as Equity Funding's Attys.
CENTURION PROPERTIES: Kuffel Withdraws as Centrum et al.'s Counsel
CENTURION PROPERTIES: Disclosure Statement Hearing on March 15
CLAIM JUMPER: Landry's Moves Headquarters to Houston
COAST CRANE: Wants Case Dismissal as Most Assets Already Sold

COLLECTORS TRAINING: Case Summary & 20 Largest Unsecured Creditors
COMPTON PETROLEUM: VP for Exploration and CFO Resign from Posts
COMPTON PETROLEUM: Widens Net Loss to $330.85 in 2010
COMPTON PETROLEUM: Proved Reserves at Dec. 31 Decline by 40%
CONEX INT'L: Judge Approves Chapter 7 Liquidation

CONFORCE INTERNATIONAL: Raises $6.23 Million for Sale of Shares
CONSOLIDATED HORTICULTURE: Lender Group Lone Bidder for Assets
CRUCIBLE MATERIALS: Settles Honeywell, EPA Claims for $21 Million
DAVE & BUSTER'S: Moody's Cuts Corporate Credit Rating to 'B3'
DELTA AIR: S&P Assigns 'BB-' Rating to $250 Mil. Senior Notes

DISH NETWORK: To Buy Claims vs. DBSD for Up to $1-Billion
DIVERSIFIED INDUSTRIES: Alberta Cease Trade Order Lifted
DOT VN INC: Hi-Tek Inks Pact to Develop Vietnam Language IDNs
DYNAVAX TECHNOLOGIES: Planned Safety Assessments Complete
DYNAVAX TECHNOLOGIES: Reports Immunogenicity Data for Hepa B

DYNAVAX TECHNOLOGIES: Reports Phase 1A & 1B Immunogenicity Data
EASTMAN KODAK: Incurs $687 Million Net Loss in 2010
EL PASO: Case Summary & 11 Largest Unsecured Creditors
EVEREST HEIGHTS: Files for Bankruptcy Protection in Dallas
EVEREST HEIGHTS: Voluntary Chapter 11 Case Summary

EXTENDED STAY: Litig. Trustee Wants More Time to Object to Claims
EXTENDED STAY: ESA Debtors Begin Omnibus Claims Objections
FAIRMOUNT MINERALS: Moody's Affirms 'B1' Corporate Family Rating
FIRST NATIONAL: Fitch Maintains Ratings on Negative Watch
FORUM HEALTH: PBGC to Pay Pension Benefits

FRE REAL ESTATE: Stipulation Relating to Motions to Dismiss Filed
FRE REAL ESTATE: Regions Asks Court to Annul Automatic Stay
FRED & STEVE: Case Summary & 20 Largest Unsecured Creditors
FT SILFIES: U.S. Trustee Gets More Time to Respond to Final Report
GARDNER APARTMENTS: Case Summary & 15 Largest Unsecured Creditors

GENERAL MOTORS: Creditors Overwhelmingly Vote to Accept Plan
GENERAL MOTORS: Old GM Addresses Objections to Ch. 11 Plan
GENERAL MOTORS: Panel Says Plan Gives Best Recovery for Unsecureds
GENERAL MOTORS: FCR Supports Confirmation of Amended Ch. 11 Plan
GERARD TROOIEN: Trustee Wants Chapter 7 Liquidation

GISCO INC: Case Summary & 20 Largest Unsecured Creditors
GLOBAL CROSSING: $700,000 Cash Bonus to 5 Executives Approved
GRAND PARKWAY: US Trustee Wants Chapter 11 Case Dismissed
GREAT EAST: Case Summary & 20 Largest Unsecured Creditors
GSC GROUP: Court Okays Shearmann & Sterling as Trustee's Counsel

GRUMMAN OLSON: Bankr. Court Won't Hear Successor Liability Suit
HARTFORD FINANCIAL: Fitch Holds BB Ratings on Jr. Sub. Debentures
HORIZON LINES: S&P 'BB-' Rating on CreditWatch Negative
HORSEHEAD INDUSTRIES: Plan Confirmation Hearing on March 15
HUNTINGTON INGALLS: Northrop Spin-Off Won't Affect Moody's Ratings

INTELLIGRATED INC: S&P Assigns 'B' Corporate Credit Rating
JETBLUE AIRWAYS: Reports $97 Million Net Income in 2010
JMC STEEL: Moody's Assigns 'B1' Rating to $400 Mil. Secured Loan
JMC STEEL: S&P Assigns 'B' Rating to $725 Mil. Senior Notes
KEVEN MCKENNA: Supreme Court Holds Plea to Operate Law Firm

KWIATOWSKI LAND: Voluntary Chapter 11 Case Summary
LAKE GROVE: Voluntary Chapter 11 Case Summary
LEE WILLIAM: Voluntary Chapter 11 Case Summary
LEHMAN BROTHERS: Assets Sale to Barclays "Fair", Judge Peck Rules
LEHMAN BROTHERS: 3 Creditors Oppose Paulson & Co. Plan

LEHMAN BROTHERS: JPM Asserts Right to "Unjustly Obtained" Amounts
LEHMAN BROTHERS: LBCS Sues Sempra Entities for $104.7 Million
LEHMAN BROTHERS: Wants June 30 Svc. Deadline for Avoidance Actions
LEVEL 3 COMMS: Net Loss Slightly Up to $622 Million in 2010
LIONS GATE: Considering Spin Off of Digital Assets

LUCE & AUFDENKAMPE: Voluntary Chapter 11 Case Summary
MACATAWA BANK: Cuts Net Loss to $17.85 Million in 2010
MACCO PROPERTIES: Aims to Sell Large Portfolio for $86 Million
MAIETTA ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
MAUI LAND: Extends Maturity of $30MM Wells Fargo Debt to 2013

MEDIA GENERAL: S&P Downgrades Corporate Credit Rating to 'B-'
MIDWEST DIVERSIFIED: Case Summary & 20 Largest Unsecured Creditors
MOLECULAR INSIGHT: Savitr Capital Owns 10.5% of Common Stock
MOMENTIVE PERFORMANCE: Incurs $62.96 Million Net Loss in 2010
MOMENTIVE SPECIALTY: Reports $214-Mil. Net Income in 2010

MSR RESORT: Ashner Calls Singapore 'Aggressive' on Offer
MT ZION: Court Continues Plan Confirmation Hearing to March 8
MSR RESORT: La Quinta Vendors Await Payment
NASSAU EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors
NC DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors

NEC HOLDINGS: Settles Remainder of $14-Mil. Dispute with Gores
NEW LEAF: Neil Russell Resigns as Member of the Board
NO FEAR RETAIL: Stores to Remain Open While in Chapter 11
NORTH TEXAS: Case Summary & 20 Largest Unsecured Creditors
NUTRACEA: Going Concern Doubt Still Exists Despite Emergence

O'CHARLEY'S INC: S&P Downgrades Corporate Credit Rating to 'B'
ONTARIO FARM: Back Pay Available for Caribbean Guest Workers
PACIFICA MESA: Albuquerque Studios Foreclosure Delayed
PAIR-A-DICE MOBILE: Case Summary & 4 Largest Unsecured Creditors
PEACE HILLS: AM Best Upgrades Financial Strength Rating to 'B+'

PETALUMA GREENBRIAR: Case Summary & 20 Largest Unsecured Creditors
PIONEER VILLAGE: Falk Family Plans to Acquire Assets for $12 Mil.
POINT BLANK: Settles SEC Charges; Suit vs. Execs. to Continue
PRES-LAHAINA: U.S. Trustee Wants Case Converted to Chapter 7
R&G FINANCIAL: Exclusive Plan Filing Period Extended to June 30

RANCHER ENERGY: Linc Expects to Close Purchase by March
REDDY ICE: Annual Meeting of Stockholders Scheduled for May 19
REFCO INC: RGL Seeks Partial Summary Judgement vs., Cantor, et al.
REGAL ENTERTAINMENT: Consummates $1-Bil. Secured Refinancing
ROBB & STUCKY: Can Hire AlixPartners as Communication Consultant

ROBB & STUCKY: Gets Court's Nod to Reject Executory Contracts
ROBB & STUCKY: Has Interim OK to Hire Berger as Bankr. Counsel
ROBERT PRINTZ: Parties Await Plan Ruling
ROTHSTEIN ROSENFELDT: Court Approves Adler Accord With Trustee
RUGGED BEAR: Auction for Substantially All Assets Set for March 2

RYLAND GROUP: Incurs $85.14 Million Net Loss in 2010
SENSATA TECHNOLOGIES: S&P Raises Corporate Credit Rating to 'BB-'
SHOPPES AT LAKESIDE: Hearing on Cash Use Reset to March 17
SOMERSET PROPERTIES: Wants March 9 Extension to Plan Deadline
SONRISA PROPERTIES: Hearing on Amended Plan Outline Set for Today

SOUTHSHORE DEVELOPMENT: Case Summary & Creditors List
STANLEY FREIGHT: Voluntary Chapter 11 Case Summary
STATEWIDE INC: Case Summary & 20 Largest Unsecured Creditors
STIRLING INTERNATIONAL: Case Summary & Creditors List
STONY POINT LAND: Hubbard Contract Remains Fully Enforceable

SURF CITY: Case Summary & 13 Largest Unsecured Creditors
SW GEORGIA ETHANOL: Gets Final OK for $10-Mil. of Financing
SW GEORGIA ETHANOL: US Trustee Forms 3-Member Creditors' Panel
TENET HEALTHCARE: Reports $1.15 Billion Net Income in 2010
TERRESTAR NETWORKS: Sheppard, Committee's FCC Counsel, Hikes Rates

TERRESTAR NETWORKS: First Interim Fee App. Deadline on March 18
TERRESTAR NETWORKS: Kirkland Represents PIK Notes' Holders
TP INC: Bankruptcy Administrator Wants Case Converted to Ch. 7
TRANSDIGM INC: Fitch Puts 'BB/RR1' Rating on New $1.55 Bil. Loan
TRANT MANOR: Files Plan; City National Paid from Sale Proceeds

TRICO MARINE: To Auction Off Additional Towing and Supply Vessels
TRONOX INC: Inks $125MM Asset Based Revolver with Wells Fargo
ULTIMATE ACQUISITION: Court Approves Jaffe Rait as Bankr. Counsel
ULTIMATE ACQUISITION: Wants Court to Approve Rejection Protocol
ULTIMATE ACQUISITION: Wants to Until March 27 to File Schedules

UNIFI INC: Appoints W. Jasper as Chairman, R. Berrier as COO
UNIFI INC: Chairman S. Wener Passes Away; No Replacement So Far
UNITED REFINING: S&P Downgrades Ratings on $365 Mil. Notes to 'B'
UNIVERSAL STEEPLEJACK: Case Summary & Creditors List
USEC INC: Reports $7.50 Million Net Income in 2010

USEC INC: Revised Long-Term Incentive Program for 2011 Okayed
VALCOM INC: Posts $166,700 Net Loss in Dec. 31 Quarter
VIA VENTURE: Case Summary & 3 Largest Unsecured Creditors
VILLA BELLAGIO: Voluntary Chapter 11 Case Summary
VILLAGE AT STONECASTLE: Voluntary Chapter 11 Case Summary

WENTWORTH HILLS: Voluntary Chapter 11 Case Summary
WEST CORP: Reports $60.30 Million Net Income in 2010
WESTMORELAND COAL: John O'Laughlin Accepts New VP Position
WILLOWBROOK VILLAGE: Case Summary & 13 Largest Unsecured Creditors
WORKFLOW MANAGEMENT: Plan Approved, Owner Perseus Keeps Stock

WSF REALTY: Voluntary Chapter 11 Case Summary
YMCA OF MCHENRY: YMCA Camp Algonquin Will Close on March 17
ZALE CORP: Reports $27.21-Mil. Net Earnings in Jan. 31 Quarter

* Circuit Court to Rehear Decision Halting Trustee Suit

* 2010 Bank Failures at 18-Year High; Problem Banks Reach 884
* Financial Institutions Earned $21.7 Billion in 4th Quarter

* Justice Dept. Sues New Mexico Man in Alleged $76MM Ponzi Scheme

* U.S. House Republicans Move to End Foreclosure Aid Programs
* Utah Governor Says State Bankruptcies Should Be 'Last Resort'

* Duane Morris Looking to Buy or Merge With U.K. Firm

* Large Companies With Insolvent Balance Sheets

                            *********

534 HOLLAND: Case Summary & Largest Unsecured Creditor
------------------------------------------------------
Debtor: 534 Holland Holdings LLC
        P.O. Box 1675
        Highland Park, IL 60035

Bankruptcy Case No.: 11-07468

Chapter 11 Petition Date: February 25, 2011

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

Judge: Jack B. Schmetterer

Debtor's Counsel: Thomas W. Drexler, Esq.
                  LAW OFFICE OF THOMAS W. DREXLER
                  77 W Washington, Suite 1910
                  Chicago, IL 60602
                  Tel: (312) 726-7335
                  Fax: (312) 263-0430
                  E-mail: drexler321@aol.com

Scheduled Assets: $3,300,000

Scheduled Debts: $2,285,000

The list of 20 largest unsecured creditors contains only one
entry:

  Entity                 Nature of Claim        Claim Amount
  ------                 ---------------        ------------
Qualitor, Inc.           Trade debt             $85,000
24800 Denso Dr #255
Southfield, MI 48033

The petition was signed by Norman S. Lynn.


A+HC HOLDING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: A+HC Holding, Inc.
          aka Farmacias El Amal
        P.O. Box 29166
        San Juan, PR 00927

Bankruptcy Case No.: 11-01428

Chapter 11 Petition Date: February 24, 2011

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

Debtor's Counsel: Charles Alfred Cuprill, Esq.
                  CHARLES A. CURPILL, PSC LAW OFFICE
                  356 Calle Fortaleza, Second Floor
                  San Juan, PR 00901
                  Tel: (787) 977-0515
                  E-mail: cacuprill@cuprill.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/prb11-01428.pdf

The petition was signed by Mohammad Yassin, president.


ADANAC MOLYBDENUM: Emerges From Creditor Protection Under CCAA
--------------------------------------------------------------
Adanac Molybdenum Corporation has successfully implemented its
plan of compromise and arrangement and has emerged from creditor
protection under the Companies' Creditors Arrangement Act.

Adanac emerges from creditor protection with limited current
liabilities, no legacy liabilities, and with cash for reasonable
working capital purposes.  On implementation of the Plan, Adanac's
outstanding common shares were consolidated on a 150 to 1 basis,
with 24,698,688 post-consolidation common shares issued to
creditors. Following its emergence, Adanac will have 25,462,544
issued and outstanding common shares.  Adanac's common shares are
listed on the Toronto Stock Exchange and are expected to start
trading on a consolidated basis on March 3, 2011.

In connection with the Plan, Adanac has received conditional
approval to list its common shares on the TSX Venture Exchange
("TSXV").  The Company expects to satisfy the listing conditions
and have its common shares listed on the TSXV in the near future.
The transition from trading on the TSX to the TSXV will be
coordinated so that there is no gap in trading.  There are no
issued or outstanding options or warrants.

Adanac's primary focus is on partnering with an entity interested
in developing Adanac's 100% - owned and substantially permitted
Ruby Creek Property.

The following sets out the name and background of the Adanac's new
directors and officers:

Leonard J. Sojka

Mr. Sojka will serve as President and director and as a member of
Adanac's audit committee.

Mr. Sojka has served as the Chief Restructuring Officer of Adanac
since July 2010. In that capacity, he has orchestrated Adanac's
emergence from creditor protection under the CCAA, including
bringing Adanac into compliance with its financial filings and
negotiating with equipment vendors to dispose of mining equipment
and related liabilities.

Mr. Sojka also serves as the Chief Financial Officer of a TSX-V
listed natural resource company. Mr. Sojka has served as a
director of TSX-V listed and NYSE Amex listed natural resource
companies.  In both instances, Mr. Sojka served on the audit
committee and was intimately involved with the mergers and
acquisitions function.  Mr. Sojka has more than 25 years
experience in the investment management and securities industries,
with more recent focus on the global metals and mining sector.

Mr. Sojka received an MBA in Finance from the University of
Chicago Graduate School of Business in 1986, and a BSB in
Accounting from the University of Minnesota in 1979.  Mr. Sojka
was also a practicing Certified Public Accountant in Minnesota.

John W. Cutler

Mr. Cutler will serve as an independent director and as a member
of Adanac's audit committee.

Mr. Cutler is a director, President and CEO of a TSX-V listed
natural resource company.  Mr. Cutler is also an independent
director of an NYSE Amex listed natural resource company.  In both
instances, he serves on the audit committee and is intimately
involved with the mergers and acquisitions function.  Previously,
Mr. Cutler was an investment strategist with a multi fund manager
specializing in energy and natural resource investments.  Mr.
Cutler has compiled more than 30 years experience in the
investment management and securities industries.

Mr. Cutler received a BS in Finance from the University of
Virginia - McIntire School of Commerce in 1974.  He also pursued
further studies at The New York Institute of Finance and The New
School, NYC.

Robert H. Pinsent

Mr. Pinsent will serve as an independent director and as a member
of Adanac's audit committee.

Mr. Pinsent has worked as a consulting geologist for the previous
10 years. Mr. Pinsent's experience includes serving as the chief
geologist for Adanac during its most recent series of drilling
campaigns at Adanac's flagship Ruby Creek Project.  In the
capacity of chief geologist, Mr. Pinsent was instrumental in
shepherding Ruby Creek through its feasibility process and the
British Columbia Environmental Assessment Review process.  Mr.
Pinsent's familiarity with Adanac began with initial field work in
1981. Mr. Pinsent has over 35 years experience working in the
natural resource field, both for private industry and provincial
agencies.

Mr. Pinsent received a B.Sc., (Honours), Geology from the
University of Aberdeen, Scotland in 1968, a M.Sc., Geology from
the University of Alberta, Edmonton in 1971, and a Ph.D., Geology
from the University of Durham, England in 1976.

Maria L. Tejada

Ms. Tejada will serve as Adanac's Chief Financial Officer.

Ms. Tejada has served as a Senior Accountant and then as Adanac's
Controller since May 2007. In that capacity, Ms. Tejada has been
heavily involved in all aspects of Adanac's financial and
operational history leading up to and through the CCAA process.
Ms. Tejada was instrumental in helping Adanac to regain compliance
with its financial filings.  Previously, Ms. Tejada held
accounting positions in the Philippines and in British Columbia.

Ms. Tejada received a BS in accounting from St. Louis University
in Baguio City, Philippines in 1985.

Alicia D. Marshall

Ms. Marshall will serve as Adanac's Vice President -
Administration.

Ms. Marshall has served in a wide variety of capacities since
February 2007. Most recently, she has been instrumental in
facilitating due diligence for the pending sales transaction of
Adanac's major equipment items.  Ms. Marshall's contributions have
also been crucial in furthering Adanac's effort to emerge from
CCAA protection.  Ms. Marshall will continue in her multifaceted
administrative role in Adanac's forthcoming effort to find
partners to develop the Ruby Creek Project.

Information and documents relating to Adanac's financial filings
are available on www.sedar.com. Information and documents relating
to Adanac's CCAA proceedings, including the Plan, are available on
the website of Adanac's Court-appointed Monitor, KPMG Inc.:
http://www.kpmg.ca/adanac/

                   About Adanac Molybdenum

Adanac Molybdenum Corporation is listed on the TSX and Frankfurt
exchanges and owns the Ruby Creek Project in northern British
Columbia.  The Company has advanced the project through
feasibility studies, a production decision and has previously
ordered long-lead equipment, completed permitting for
construction, constructed a road to the site and secured US$80
million in bridge financing.


AEI SERVICES: Moody's Withdraws 'B1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service has withdrawn AEI's B1 Corporate Family
Rating as well as the Ba3/LGD3 senior secured rating on AEI's term
loan and revolving credit facilities aggregating US$1.5 billion
following the repayment of outstanding amounts under the
facilities and their subsequent cancellation on February 18, 2011.

This action follows AEI's announcement on January 20, 2011, that
it would repay its financial debt and PIK notes following the
disposal of its interests in ten of its operating companies for
US$4.8 billion.

Outlook Actions:

Issuer: AEI

  -- Outlook, Changed To Rating Withdrawn From Stable

Withdrawals:

Issuer: AEI

  -- Probability of Default Rating, Withdrawn, previously rated B1

  -- Corporate Family Rating, Withdrawn, previously rated B1

  -- Senior Secured Bank Credit Facility, Withdrawn, previously
     rated Ba3

  -- Senior Secured Bank Credit Facility, Withdrawn, previously
     rated Ba3

Headquartered in Houston, AEI Services LLC is a privately-held
holding company that currently holds investment interests in
power and natural gas related companies operating worldwide.  As
of June 30, 2010, AEI reported consolidated assets of around
US$9.2 billion.


AEOLUS PHARMA: Signs Research & Manufacturing Pact with JMPS
------------------------------------------------------------
On Feb. 18, 2011, Aeolus Pharmaceuticals, Inc., entered into a
Research and Manufacturing Agreement with Johnson Matthey
Pharmaceutical Materials, Inc. d/b/a Johnson Matthey Pharma
Services, pursuant to which the Company has engaged JMPS to, among
other things, analyze, assess and develop a reliable separations
or manufacturing process for certain chemical compounds as
required by the Company and to perform such additional work as may
be required or agreed upon by the parties and to manufacture
compounds for the Company.  The Company entered into the JMPS
Agreement in furtherance of the Company's efforts under the
development agreement with the Office of Biomedical Research and
Development Authority for the development of AEOL 10150, the
Company's lead compound, as a medical countermeasure against the
pulmonary sub-syndrome of acute radiation syndrome that the
Company announced on Feb. 15, 2011.  JMPS will provide services to
the Company under the JMPS Agreement through one or more project
engagements.  Each project will have a detailed project
description and separate fee agreement based on the nature and
duration of the project and the specific services to be performed
by JMPS.  Under the initial project, JMPS has agreed to, among
other things, analyze, research and develop methods for improving
the manufacturing process and prepare a good manufacturing process
stability program for AEOL 10150.  The Company has engaged JMPS to
perform services under the Initial Project through Feb. 10, 2012,
which is the first year base period of performance under the BARDA
Contract.

The term of the JMPS Agreement will continue until the later of
Feb. 16, 2016 or the date on which all projects under the
agreement have been completed or terminated.  In addition, the
Company has agreed to indemnify JMPS for liability incurred in
connection with matters directly related to compounds or other
materials or processes supplied or disclosed to the Company by
JMPS, and JMPS has agreed to indemnify the Company for liability
incurred in connection with third party claims directly related to
JMPS' nonfeasance, misfeasance or malfeasance with respect to the
services provided and the products supplied by JMPS under the JMPS
Agreement.

On Feb. 23, 2011, the Company entered into a General Management
Consulting Assignment with Booz Allen Hamilton Inc., pursuant to
which the Company engaged Booz Allen to provide consulting and
operational support to the Company's development efforts under the
BARDA Contract.  Under the BAH Agreement, Booz Allen will, among
other things, provide the Company with evaluation, operational and
transitional support during the establishment and enhancement of
the Company's quality assurance, document management, earned value
management and program management systems.  The Company has agreed
to pay Booz Allen on a time-and-material basis.  The estimated fee
for the services to be provided by Booz Allen during the first
year of the BAH Agreement is approximately $1.9 million, plus
reimbursement of travel and incidental support expenses.

The BAH Agreement has an unlimited term, provided that either
party may terminate it if the other party becomes or is declared
insolvent or bankrupt or under similar circumstances and the
Company may also terminate the agreement upon 30 days advance
written notice to Booz Allen.  In addition, the Company has agreed
to indemnify Booz Allen for liability incurred in connection with
matters covered by the BAH Agreement except in the event of Booz
Allen's gross negligence or willful misconduct, and Booz Allen has
agreed to indemnify the Company for liability incurred as a result
of Booz Allen's gross negligence or willful misconduct under the
BAH Agreement.

                      Aeolus Pharmaceuticals

Aeolus Pharmaceuticals, Inc. (OTC Bulletin Board: AOLS)
-- http://www.aeoluspharma.com/-- is a Southern California-based
biopharmaceutical company.  The Company is developing a new class
of broad spectrum catalytic antioxidant compounds based on
technology discovered at Duke University and National Jewish
Health.  Its lead compound, AEOL 10150, is entering human clinical
trials in oncology, where it will be used in combination with
radiation therapy.

The Company's balance sheet at Sept. 30, 2010, showed $2.4 million
in total assets, $29.1 million in total liabilities, and a
stockholders' deficit of $26.7 million.

Haskell & White LLP, in Irvine, California, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring losses, negative cash flows from operations and
management believes the Company does not currently possess
sufficient working capital to fund its operations past the second
quarter of fiscal 2012.


AIRTRAN HOLDINGS: CEO Testifies Before Senate Panel on SWA Merger
-----------------------------------------------------------------
On Feb. 25, 2011, Robert L. Fornaro, Chairman, President and Chief
Executive Officer of AirTran Holdings, Inc. testified before the
United States Senate Committee on the Judiciary Subcommittee on
Antitrust, Competition Policy and Consumer Rights in connection
with the proposed merger between AirTran and Southwest Airlines
Co.  Mr. Fornaro also provided a written statement to the
Subcommittee.  In both his written statement and during his
testimony, Mr. Fornaro discussed certain forward-looking
information, including certain information regarding the potential
for growth of Southwest Airlines and AirTran as a combined
company.  A full-text copy of Mr. Fornaro's written statement is
available for free at http://ResearchArchives.com/t/s?740d

                    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.

At Dec. 31, 2010, the Company's balance sheet showed $2.18 billion
in total assets, $1.64 billion in total liabilities, and
$539.36 million in total stockholders' equity.

                          *     *     *

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 totaling $1.4 billion.

On Sept. 27, 2010, AirTran announced that it reached an agreement
to sell itself to higher-rated Southwest Airlines for cash and
Southwest stock.  Southwest values the transaction at $3.2 billion
including assumed AirTran debt and aircraft leases.  Southwest
forecasts annual revenue and cost synergies exceeding $400 million
once the airlines' operations are combined by 2013.  Southwest
also sees one-time transaction costs of $300 million to $500
million.  The companies indicated that a closing would not occur
until sometime in the first half of 2011.

"In its view, the combination would weaken Southwest's financial
profile, which S&P characterize as intermediate -- the strongest
among rated U.S. airlines," said Standard & Poor's credit analyst
Philip Baggaley, in September 2010.  "Southwest's operating and
financial performance has improved in 2010, with EBITDA interest
coverage increasing to 4.6x for the 12 months ended June 30, 2010,
from 3.6x a year earlier and funds from operations to debt
increasing to 20% from 12%.  While these are still below
appropriate levels for the rating category, S&P expects the
improving operating trend to result in increasing levels over the
next several quarters.  AirTran has substantial operating lease
commitments (around $2 billion), since, unlike Southwest, it does
not own many of its aircraft.  These commitments would be assumed
by Southwest, significantly increasing its lease-adjusted debt
obligations."


ALLEGHENY ENERGY: Moody's Upgrades Bank Facility Rating From 'Ba1'
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings and stable rating
outlooks of FirstEnergy Corp. (Baa3 senior unsecured rating) and
its regulated utilities and placed the ratings for FirstEnergy
Solutions Corp. (Baa2 senior unsecured), FE's unregulated
generating subsidiary, under review for possible downgrade.

Separately, Moody's upgraded the bank facility rating at Allegheny
Energy, Inc., to Baa3 from Ba1 and affirmed the ratings and stable
rating outlooks for its operating subsidiaries.

                        Ratings Rationale

The rating action reflects Moody's expectation that the merger
between FE and AYE will be consummated shortly.  The merger, which
was announced on February 11, 2010, has received all needed
regulatory approvals.

"The affirmation of FE's and AYE's ratings considers the increased
scale and scope of the merged entity and the potential to achieve
significant synergies" said Moody's Vice President Scott Solomon.
"The rating affirmation also reflects an expectation for near-term
improvement in the company's consolidated balance sheet through
debt reduction" added Solomon.

Upon closing of the merger, FE will own twelve regulated utility
subsidiaries (including two transmission-only entities) that
operate in seven states and that have an aggregate rate base of
approximately $10 billion.  Generally speaking, the utility
subsidiaries operate in jurisdictions that provide adequate
regulatory supportiveness in the form of allowed rates of returns
and cost recovery mechanisms.  It is Moody's expectation that FE's
regulated utility subsidiaries will provide FE parent with an
aggregate dividend that exceeds FE's annual dividend to
shareholders, estimated at $920 million, through at least 2011.
Combined, the twelve utility subsidiaries provided approximately
$1,100 million in distributions to their respective parents during
the twelve month period ended December 31, 2010.

The rating action also considers management's commitment to
strengthen FE's consolidated balance sheet through a debt
reduction initiative.  Moody's expect debt to be reduced by a
minimum of $1,000-$1,500 million over the next 15 months.  The
debt reduction will be funded through cash (combined, AYE and FE
had approximately $1,500 million of cash at 12/31/2010),
internally generated cash flows, and possibly proceeds from asset
sales.  Internal cash flow will be positively impacted in 2011-
2013 by reduced cash taxes resulting from the utilization of bonus
depreciation.  The potential asset sales most discussed by FE's
management is Fremont Energy Center and the company's stake in
Signal Peak, a coal mine in Montana.

Pro forma consolidated financial metrics for the trailing twelve
months ended September 30, 2010 included cash from operations pre-
working capital (CFO pre-W/C) to debt and interest coverage of
approximately 16% and 3.8 times, respectively.  Moody's believe
that the combination of reduced debt balances and improved near-
term consolidated cash flows, driven in large part by the impact
of bonus depreciation and system wide synergies, could help
improve 2011 financial metrics to approximately 19% and 4.0 times,
respectively.  Given FE's mix of regulated and unregulated
businesses, Moody's view consolidated metrics that include CFO
pre-WC to debt in the range of 16-20% as appropriate for the Baa3
rating category for a parent holding company that has significant
merchant generation.

The rating affirmation for AYE's regulated utilities reflect
financial metrics which are expected to remain in line with
existing ratings along with the benefits of being a part of a
larger and more diverse organization.  Similarly, the rating
affirmation of AYE Supply reflects the maintenance of financial
metrics that are in-line with a low investment grade rated
unregulated power company and factor in management's plan to de-
leverage which should help to mitigate the impact of weaker
commodity prices.

The rating upgrade of AYE's bank credit facility to Baa3 from Ba1
reflects the lack of any funded debt at the holding company level,
the diversification benefits that will come to AYE as being a part
of larger and more diverse organization, and the expectation that
AYE's modest holding company working capital needs will be
satisfied in the future at the FE level.

The review for possible downgrade for FES has been triggered by a
reduction in the price for electricity that has impacted the
company's financial performance.  Specifically, FES' ratio of CFO
pre-WC to debt and interest coverage declined to approximately 18%
and 5 times for the twelve month period ended September 30, 2010
from 22% and 7 times, respectively, during the twelve months ended
December 31, 2009.

FES' cash flow in 2011, however, is expected to be in line with
2010 levels due in part to the impact of bonus depreciation.
Internal cash flow, combined with a reduction in capital
expenditure requirements and no near-term dividend requirement
from FE, should provide FES an opportunity to meaningfully reduce
its debt load.  While this may be the case, the outlook for power
prices and the impact on FES' future financial performance is such
that the company's current rating may no longer be warranted.

The review for possible downgrade will focus on FES' debt
reduction targets, its expected financial performance beyond 2011
and FE's dividend requirement for the business.  Furthermore,
Moody's plan to assess the likelihood post-2011 for FES and AYE
Supply to legally merge and the impact such action may have on the
combined operational and financial performance.

The rating affirmation for FE takes into consideration the
possibility that FES' ratings could be downgraded.  In reaching
this determination, Moody's concluded that any downward movement
in FES' rating would be limited to one notch and that such rating
action would not trigger additional rating actions at FE or within
the combined FE family.

All ratings at these listed subsidiaries are affirmed with a
stable outlook:

FirstEnergy Corp

  -- Cleveland Electric Illuminating Company (Baa3 senior
     unsecured)

  -- Jersey Central Power & Light Company (Baa2 senior unsecured)

  -- Metropolitan Edison Company (Baa2 senior unsecured)

  -- Ohio Edison Company (Baa2 senior unsecured)

  -- Pennsylvania Electric Company (Baa2 senior unsecured)

  -- Pennsylvania Power Company (Baa2 senior unsecured)

  -- Toledo Edison Company (Baa3 senior unsecured)

  -- American Transmissions Systems, Inc. (Baa1 senior unsecured)

Allegheny Energy, Inc.

  -- Allegheny Energy Supply, LLC.  (Baa3 senior unsecured)

  -- Allegheny Generating Company (Baa3 senior unsecured)

  -- Monongahela Power Company (Baa3 senior unsecured)

  -- Potomac Edison Company (Baa3 senior unsecured)

  -- West Penn Power Company (Baa2 senior unsecured)

  -- Trans-Allegheny Interstate Line Company (TrAILCo: Baa2 senior
    unsecured)

Upgrades:

Issuer: Allegheny Energy, Inc.

  -- Multiple Seniority Shelf, Upgraded to (P)Baa3, (P)Ba1 from
     (P)Ba1, (P)Ba2

  -- Multiple Seniority Shelf, Upgraded to (P)Baa3, (P)Ba1 from
     (P)Ba1, (P)Ba2

  -- Senior Unsecured Bank Credit Facility, Upgraded to Baa3 from
     Ba1

On Review for Possible Downgrade:

Issuer: Beaver County Ind. Dev. Auth, PA

  -- Senior Unsecured Revenue Bonds, Placed on Review for Possible
     Downgrade, currently Baa2

Issuer: Bruce Mansfield Unit 1

  -- Senior Secured Pass-Through, Placed on Review for Possible
     Downgrade, currently Baa2

Issuer: FirstEnergy Solutions Corp.

  -- Issuer Rating, Placed on Review for Possible Downgrade,
     currently Baa2

  -- Senior Unsecured Regular Bond/Debenture, Placed on Review for
     Possible Downgrade, currently Baa2

Issuer: Ohio Air Quality Development Authority

  -- Senior Secured Revenue Bonds, Placed on Review for Possible
     Downgrade, currently Baa1

  -- Senior Unsecured Revenue Bonds, Placed on Review for Possible
     Downgrade, currently Baa2

Issuer: Ohio Water Development Authority

  -- Senior Secured Revenue Bonds, Placed on Review for Possible
     Downgrade, currently Baa1

  -- Senior Unsecured Revenue Bonds, Placed on Review for Possible
     Downgrade, currently Baa2

Issuer: Pennsylvania Economic Dev. Fin. Auth.

  -- Senior Unsecured Revenue Bonds, Placed on Review for Possible
     Downgrade, currently Baa2

Outlook Actions:

Issuer: Bruce Mansfield Unit 1

  -- Outlook, Changed To Rating Under Review From Stable

Issuer: FirstEnergy Solutions Corp.

  -- Outlook, Changed To Rating Under Review From Stable

Headquartered in Akron, Ohio, FE is a utility holding company.


ALLY FINANCIAL: Files Form 10-K; Reports $1.075-Bil. Net Income
---------------------------------------------------------------
Ally Financial Inc. filed on Feb. 25, 2011, its annual report on
Form 10-K for the fiscal year ended Dec. 31, 2010, reporting net
income of net income of $1.075 billion on $7.902 billion of total
net revenue for 2010, compared with a net loss of $10.298 billion
on $6.495 billion of total net revenue for 2009.

The Company's balance sheet at Dec. 31, 2010, showed
$172.008 billion in total assets, $151.519 billion in total
liabilities, and total equity of $20.489 billion.

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

               http://researcharchives.com/t/s?741c

                        About Ally Financial

Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/
-- is one of the world's largest automotive financial services
companies.  The company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3% stake.  Private equity firm Cerberus Capital
Management LP keeps 14.9%, while General Motors Co. owns 6.7%.

The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc.
to advise on a range of issues, including strategic alternatives
for the mortgage business and repayment of taxpayer funds.

In January 2011, Standard & Poor's Ratings Services raised its
rating on the preferred stock of Ally Financial Inc. (Ally;
B/Stable/C) to 'CC' from 'C'.  The ratings firm noted that Ally
improved its liquidity position and alleviated some funding
pressure at its holding Company in recent months, making it easier
to meet obligations on its preferred stock.  Nevertheless, the
Company faces significant debt maturities at its holding Company
in 2011 and 2012, which is reflected in the 'CC' rating.

In February 2011, Moody's Investors Service upgraded the issuer
and senior unsecured ratings of Ally Financial Inc. and its
supported subsidiaries to B1 from B3.  Concurrently, Moody's
upgraded the senior secured (second lien) and senior unsecured
ratings of mortgage finance subsidiary Residential Capital LLC to
Caa3 and Ca, respectively, from C.  The rating outlook for both
Ally and ResCap is stable.

Moody's said the Ally and ResCap upgrades reflect a decline in
ResCap's exposure to portfolio under-performance and mortgage
repurchase risks and an associated decrease in contingent risks to
Ally relating to its support of ResCap.  Additional factors
supporting Ally's upgrade include its strengthened liquidity and
capital positions and prospects for continued profitability in its
core auto finance and mortgage businesses based upon positive
asset quality performance trends.


ALYSSA REALTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Alyssa Realty, LLC
        76-95 Park Street
        Lynn, MA 01905

Bankruptcy Case No.: 11-11445

Chapter 11 Petition Date: February 24, 2011

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

Judge: William C. Hillman

Debtor's Counsel: Gail M. Lareau, Esq.
                  LAW OFFICE OF GAIL M. LAREAU
                  583 Chestnut Street, Suite 7A
                  Lynn, MA 01904
                  Tel: (781) 595-3535
                  E-mail: gail@gaillareaulawoffice.com

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

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

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


ALPINE SECURITIZATION: DBRS Holds 'B' Rating on $23MM Tranche
-------------------------------------------------------------
DBRS has confirmed the rating of R-1 (high) (sf) for the
Commercial Paper (CP) issued by Alpine Securitization Corp.
(Alpine), an asset-backed commercial paper (ABCP) vehicle
administered by Credit Suisse, New York branch.  In addition, DBRS
has confirmed the ratings and revised the tranche sizes of the
aggregate liquidity facilities (the Liquidity) provided to Alpine
by Credit Suisse.

The $ 7,687,253,588 aggregate liquidity facilities are tranched
as:

  -- $7,346,566,040 rated AAA (sf)
  -- $73,370,992 rated AA (sf)
  -- $46,281,110 rated A (sf)
  -- $64,714,376 rated BBB (sf)
  -- $57,461,452 rated BB (sf)
  -- $23,655,063 rated B (sf)
  -- $75,204,555 unrated (sf)

The ratings are based on Oct. 31, 2010 data.

The CP rating reflects the AAA credit quality of Alpine's asset
portfolio.  The updated credit quality aspect of the CP rating is
based on both the portfolio of assets and the available program-
wide credit enhancement (PWCE).  The rationale for the CP rating
is based on the updated AAA credit quality assessment as well as
DBRS' prior and ongoing review of legal, operational and liquidity
risks associated with Alpine's overall risk profile.

The ratings assigned to the Liquidity reflect the credit quality
of Alpine's asset portfolio based on an analysis that assesses
each transaction to a term standard.  The tranching of the
Liquidity reflects the credit risk of the portfolio at each rating
level.  The tranche sizes are expected to vary each month based on
changes in portfolio composition.

For Alpine, both the CP and the Liquidity ratings use DBRS'
simulation methodology, which was developed to analyze diverse
ABCP conduit portfolios.  This analysis uses the DBRS CDO Toolbox
simulation model, with adjustments to reflect the unique structure
of an ABCP conduit and its underlying assets.  DBRS determines
attachment points for risk based on an analysis of the portfolio
and models the portfolio based on key inputs such as asset
ratings, asset tenors and recovery rates.  The attachment points
determine the portion of the exposure rated AAA, AA, A through B
as well as unrated.

DBRS models the portfolio on an ongoing basis to reflect changes
in Alpine's portfolio composition and credit quality.  The rating
results are updated and posted on the DBRS website.

The principal public methodology is the Asset-Backed Commercial
Paper Criteria Report: U.S. & European ABCP Conduits, which can be
found on DBRS website under Methodologies.


AMERICAN TREE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: American Tree Co., Inc.
        663 St. Rt. 149
        P.O. Box 786
        Lake George, NY 12845

Bankruptcy Case No.: 11-10488

Chapter 11 Petition Date: February 25, 2011

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

Judge: Robert E. Littlefield Jr.

Debtor's Counsel: Robert J. Rock, Esq.
                  LAW OFFICE OF ROBERT J. ROCK
                  60 South Swan St.
                  Albany, NY 12210
                  Tel: (518) 463-5700
                  E-mail: attyrjrock@juno.com

Scheduled Assets: $2,499,975

Scheduled Debts: $1,323,241

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

The petition was signed by Daniel Stranahan, president.


AMTRUST FINANCIAL: FDIC Sues to Claim $194-Mil. Tax Refund
----------------------------------------------------------
BankruptcyData.com reports that the Federal Deposit Insurance
Corporation, as receiver of AmTrust Bank, filed with the U.S.
Bankruptcy Court a complaint against AmTrust Financial Corporation
and its wholly owned subsidiaries.

According to the complaint, the FDIC believes that the Debtors
will be entitled to receive a cash refund in the amount of
approximately $194,831,445, plus interest, as a result of the
carryback of the net operating losses and the utilization of tax
credits of the Consolidated Group for the 2008 Tax Year.

The FDIC is seeking a declaratory judgment that the AmTrust Bank
Group 2008 Tax Refund is property of the FDIC-R and is not
property of the Debtors' bankruptcy estates under federal law.

                     About AmTrust Financial

AmTrust Financial Corp (PINK: AFNL) was the owner of the AmTrust
Bank.  AmTrust was the seventh-largest holder of deposits in South
Florida, with $4.7 billion in deposits and 21 branches.

In November 2008, the Office of Thrift Supervision issued a cease
and desist order requiring AmTrust to improve its capital ratios.

AmTrust Financial, together with affiliates that include AmTrust
Management Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ohio Lead Case No. 09-21323) on Nov. 30, 2009.  G.
Christopher Meyer, Esq., Christine M. Piepont, Esq., and Sherri L.
Dahl, Esq., at Squire Sanders & Dempsey (US) LLP, in Cleveland,
Ohio; and Stephen D. Lerner, Esq., at Squire Sanders & Dempsey
(US) LLP, in Cincinnati, Ohio, assist the Debtors in their
restructuring effort.  Kurtzman Carson Consultants serves as
claims and notice agent.  Attorneys at Hahn Loeser & Parks LLP
serve as counsel to the Official Committee of Unsecured Creditors.

AmTrust Management estimated $100 million to $500 million in
assets and liabilities in its Chapter 11 petition.

AmTrust Bank was not part of the Chapter 11 filings.  On Dec. 4,
2009, AmTrust Bank was closed by regulators and the Federal
Deposit Insurance Corporation was named receiver.  New York
Community Bank, in Westbury, New York, assumed all of the deposits
of AmTrust Bank pursuant to a deal with the FDIC.


ANGIOTECH PHARMACEUTICALS: Ch. 15 Approved, Senior Notes Settle
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Angiotech Pharmaceuticals Inc. won final protection
in the U.S. under Chapter 15 of the Bankruptcy Code when the
bankruptcy judge in Delaware ruled that the Supreme Court of
British Columbia is home to the "foreign main" bankruptcy
proceeding.

Mr. Rochelle recounts that Angiotech filed the Chapter 15 petition
to implement an agreement in principle with holders of 84% of the
$250 million in 7.75% senior subordinated notes.  Subordinated
noteholders were to receive 96% of the new stock while existing
stock was to be extinguished.  Holders of 36% of the $325 million
in senior floating-rate notes objected to approval of the Chapter
15 case.  They were opposing a separate exchange offer where the
senior notes were to be swapped for new second-lien notes on
substantially the same terms.

According to Mr. Rochelle, the subordinated noteholders and the
minority senior noteholders settled their disputes to be
effectuated through a modification of the exchange offer being
conducted separately from the reorganization in the Canadian
court.  The settlement allowed the senior noteholders to withdraw
opposition to the Chapter 15 case.

                   About Angiotech Pharmaceuticals

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

Alvarez & Marsal Canada Inc., as monitor and foreign
representative, filed Chapter 15 petitions for Angiotech
Pharmaceuticals Inc. and its units (Bankr. D. Del. Lead Case No.
11-10269) on Jan. 30, 2011, to seek recognition of their
insolvency proceedings under the Companies' Creditors Arrangement
Act in Canada as a "foreign main proceeding" under 11 U.S.C.
Sec. 1517.

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

The foreign representative has tapped Mary Caloway, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, and
Ken Coleman, Esq., at Allen & Overly LLP, in New York, as counsel
in the Chapter 15 case.  John Grieve, Esq., at Fasken Martineau
DuMoulin LLP, in Vancouver, B.C., represents A&M in the CCAA case.

As reported by the Troubled Company Reporter on Feb. 21, 2011, the
Supreme Court of British Columbia has accepted for filing a plan
of compromise or arrangement, with terms and conditions materially
consistent with Angiotech's recapitalization transaction.  The
Canadian Court granted an order authorizing the holding of a
meeting of the affected creditors of the Angiotech Entities on
April 4.  The purpose of the meeting is for the Affected
Creditors to consider and vote on the Plan.  If the Plan is
approved by the required majority of Affected Creditors, the
Angiotech Entities intend to bring a further motion on or about
April 6 seeking a sanctioning of the Plan by the Court.  The
Canadian Court also granted an order establishing a procedure for
the adjudication, resolution and determination of claims of
Affected Creditors for voting and distribution purposes under the
Plan and fixing a claims bar date of March 17, 2011.


AVIS BUDGET: DBRS Confirms 'B' Issuer & Sr. Unsecured Debt Ratings
------------------------------------------------------------------
DBRS Inc. (DBRS) has confirmed the ratings of Avis Budget Group,
Inc. (Avis Budget or the Company), including its Issuer Rating of
B (high) and Senior Unsecured Debt rating of B.  Concurrently, to
better reflect the corporate structure of Avis Budget, DBRS has
assigned additional ratings, including an Issuer Rating of B
(high) and Senior Unsecured Debt rating of B to Avis Budget Car
Rental, LLC (Car Rental), the operating company and primary issuer
of the Company's corporate debt.  The trend on all ratings is
Stable.  Today's rating action follows the Company's announcement
of 4Q10 and full-year 2010 financial results.

The rating confirmation reflects the Company's strong business
franchise, improving financial performance, its leading market
position in the daily vehicle rental business, its financial
flexibility derived from significant variable costs in the overall
cost structure and the solid fleet management.  Moreover, the
ratings consider the leveraged position of the Company and
reliance on wholesale sources for funding.  Further, the improving
industry fundamentals, which include increasing rental demand and
volumes, solid pricing and improved market-wide access to funding,
are factored into the rating confirmation.

DRBS sees Avis Budget's strong business franchise as being
underpinned by its dual-brand strategy.  The franchise combined
with solid fleet management has allowed the Company to navigate
through seasonal markets and various business cycles.  The
presence of the Budget brand, which has traditionally focused on
the price conscious and leisure traveler and the premium Avis
brand catering to the premium and corporate traveler affords the
Company multiple touchpoints with customers.  Moreover, the brands
enjoy complementary demand patterns, which the Company leverages
by shifting fleet to meet demand, thereby enhancing fleet
efficiency.  Given the strengthening economic environment and
corresponding improvement in travel volumes, DBRS sees the Company
as well-placed to continue the positive momentum into 2011.

The ratings consider the positive trajectory in the Company's
financial performance.  For 2010, Avis recorded net income of $54
million, its first profitable year since 2005.  Importantly,
corporate adjusted EBITDA increased to $410 million, a 69%
improvement over 2009. Revenues increased slightly year-on-year to
$5.2 billion, as pricing improved marginally, while ancillary
revenues increased.  However, these increases were partially
offset by a small decline in volumes, as the Company continued its
exit of less profitable rental channels.  Moreover, the improving
results were driven by the 320 basis point increase in EBITDA
margins, which benefited from the healthy used vehicle market and
cost containment actions implemented by management.  Further, the
large portion of annual operating costs, which are variable in
nature, provides a level of operating and financial flexibility
enabling the Company the ability to adjust its fleet size to meet
changes in market demands.  Reflecting this flexibility and the
ongoing focus on removing excess costs, Avis Budget's corporate
efficiency has improved with direct operating costs representing
50.5% of revenues, a 90 basis point improvement from 2009.

The ratings consider the improving funding profile, which has been
underpinned by the Company's generally good access to the capital
markets.  In 2010, the Company issued $1.05 billion of senior
unsecured debt and $1.3 billion of fleet-related debt.
Importantly, the completion of the fleet-backed transactions
removes a substantial degree of refinancing risk, given this
represents essentially all of the 2011 vehicle-related debt
maturities.  Moreover, the Company has no corporate debt
maturities until 2014. Nonetheless, the Company remains reliant on
wholesale funding markets for its funding.

DBRS view the Company's leveraged balance sheet as a negative
factor in the ratings.  However, the high proportion of fleet-
backed debt in the debt stack provides a level of tolerance, given
the flexibility in altering the fleet size and composition as
discussed above.  Also, DBRS notes $349 million of proceeds from
4Q debt offerings will be utilized to repay corporate debt should
the DTAG acquisition not be completed, which would result in
leverage (corporate debt-to-corporate adjusted EBITDA)
commensurate with industry peers.  Further, the ratings consider
the highly encumbered nature of the balance sheet, which is
factored in the notch differentials between the Issuer and Senior
Unsecured Debt ratings.

In the autumn of 2010, Avis announced its intention to continue to
pursue the acquisition of Dollar Thrifty Automotive Group, Inc.
(DTAG) (Issuer Rating of B (high) by DBRS).  The companies are
cooperating with the regulatory review of such a combination;
however, no definitive merger agreement has been signed.  Given
the absence of an executed agreement and the lack of additional
key details regarding any proposed transaction, DBRS sees no
rating impact at this time.  Should an agreement be reached and
regulatory approval granted, DBRS will review the impact of the
acquisition on Avis Budget's strong domestic franchise, balance
sheet, future earnings generation ability, market position and
fleet management.  Nevertheless, should any potential acquisition
materially increase balance sheet leverage ratings could be
negatively impacted.

The trend is Stable, reflecting DBRS's view that Avis Budget's
underlying performance will progress and the positive trajectory
will persist as the Company focuses improving margins through good
pricing discipline and cost cutting initiatives.  Moreover, the
Stable trend considers the expectation that funding costs will
continue to improve as Company spreads normalize.  Lastly, the
trend reflects DBRS's expectations that the positive momentum in
the industry fundamentals will carry on into 2011, with the
expectation that demand will sustain its positive momentum and the
used-vehicle market remains favorable.


AWAL BANK: Administrator Sues HSBC, Objects to Dismissal Bid
------------------------------------------------------------
Charles Russell, LL, the foreign representative and external
administrator of Awal Bank BSC, on Feb. 24 launched an adversary
proceeding against HSBC Bank USA, National Association, (Adv. Pro.
No. 11-01535) to recover $13 million arising out of the purported
setoff by HSBC in the United States.

The External Administrator also objected to the request of HSBC to
dismiss Awal Bank's Chapter 11 case.  The External Administrator
calls HSBC's Motion to Dismiss a "litigation tactic" intended to
prevent Awal Bank from recovering the setoff amount for the
benefit of its worldwide creditors.

The External Administrator argues that HSBC has failed to
establish any of the requirements necessary for dismissal of the
Chapter 11 case, making only the most perfunctory of arguments
that "cause" exists for dismissal.  The External Administrator
says HSBC relies on broad, speculative allegations that the Debtor
is somehow attempting to hide its intentions with respect to the
Chapter 11 case.

The Troubled Company Reporter on Feb. 4, 2011, reported HSBC's
Motion to Dismiss.  The hearing on HSBC's Motion to Dismiss is
slated for March 1, 2011, at 10:00 a.m.

                          About Awal Bank

Awal Bank BSC is a Bahrain lender owned by Saudi Arabian Saad
Group.  Awal Bank was principally an investment company that
provides wholesale banking services in Bahrain including the
acceptance of deposits and the making of loans.

Awal Bank was taken into administration by the Central Bank of
Bahrain on July 30, 2009, after defaulting on loans.  U.S. lawyers
for the bank said last year that under Bahrain law, Awal's
administrator had two years to decide if the bank should liquidate
or be returned to management and shareholders.

Stewart Hey, Esq., at Charles Russell LLP, as external
administrator of Awal Bank BSC, made a voluntary petition under
Chapter 15 of the U.S. Bankruptcy Code for the bank (Bankr.
S.D.N.Y. Case No. 09-15923) on Sept. 30, 2009, following the
administration proceedings.

In 2010, the bank began experiencing a liquidity squeeze brought,
in part, by the global economic crisis.  The bank ceased to
operate as a going concern since it was place into administration.

Awal Bank filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 10-15518) in Manhattan on Oct. 21, 2010.  The Debtor
estimated $50 million to $100 million and debts in excess of
$1 billion as of the petition date.

The External Administrator is represented by:

          David J. Molton, Esq.
          BROWN RUDNICK LLP
          7 Times Square
          New York, NY 10036
          Telephone: 212-209-4800
          Facsimile: 212-209-4801
          E-mail: dmolton@brownrudnick.com

               - and -

          Sunni P. Beville, Esq.
          Robert L. Harris, Esq.
          Rebeccca L. Fordon, Esq.
          Nicolas M. Dunn, Esq.
          BROWN RUDNICK LLP
          One Financial Center
          Boston, MA 02111
          Telephone: 617-856-8200
          Facsimile: 617-856-8201
          E-mail: sbeville@brownrudnick.com
                  rharris@brownrudnick.com
                  rfordon@brownrudnick.com
                  ndunn@brownrudnick.com


AWAL BANK: Exclusive Plan Periods Extended Sine Die
---------------------------------------------------
Judge Allan L. Gropper issued a bridge order extending
indefinitely the exclusive periods during which only Awal Bank BSC
may file and solicit acceptances of a Chapter 11 plan.

Charles Russell, LL, the foreign representative and external
administrator of Awal Bank BSC, is asking the Court for an
Aug. 17, 2011 extension of the exclusive plan filing deadline and
an Oct. 16, 2011 extension of the solicitation deadline.

"The Exclusivity Periods are hereby extended until such time as
the Court has entered an order determining the relief requested in
the Motion," Judge Gropper said.

"The relief granted herein is without prejudice to the rights of
the Debtor or the External Administrator to seek further
extensions of the Exclusive Periods, or the rights of other
parties in interest to seek termination of the Exclusive Periods
or otherwise oppose any request for further extension, in each
case pursuant to Section 1121(d) of the Bankruptcy Code," Judge
Gropper added.

                          About Awal Bank

Awal Bank BSC is a Bahrain lender owned by Saudi Arabian Saad
Group.  Awal Bank was principally an investment company that
provides wholesale banking services in Bahrain including the
acceptance of deposits and the making of loans.

Awal Bank was taken into administration by the Central Bank of
Bahrain on July 30, 2009, after defaulting on loans.  U.S. lawyers
for the bank said last year that under Bahrain law, Awal's
administrator had two years to decide if the bank should liquidate
or be returned to management and shareholders.

Stewart Hey, Esq., at Charles Russell LLP, as external
administrator of Awal Bank BSC, made a voluntary petition under
Chapter 15 of the U.S. Bankruptcy Code for the bank (Bankr.
S.D.N.Y. Case No. 09-15923) on Sept. 30, 2009, following the
administration proceedings.

In 2010, the bank began experiencing a liquidity squeeze brought,
in part, by the global economic crisis.  The bank ceased to
operate as a going concern since it was place into administration.

Awal Bank filed a chapter 11 petition (Bankr. S.D.N.Y. Case
No. 10-15518) in Manhattan on Oct. 21, 2010.  The Debtor
estimated $50 million to $100 million and debts in excess of
$1 billion as of the petition date.

The External Administrator is represented by:

          David J. Molton, Esq.
          BROWN RUDNICK LLP
          7 Times Square
          New York, NY 10036
          Telephone: 212-209-4800
          Facsimile: 212-209-4801
          E-mail: dmolton@brownrudnick.com

               - and -

          Sunni P. Beville, Esq.
          Robert L. Harris, Esq.
          Rebeccca L. Fordon, Esq.
          Nicolas M. Dunn, Esq.
          BROWN RUDNICK LLP
          One Financial Center
          Boston, MA 02111
          Telephone: 617-856-8200
          Facsimile: 617-856-8201
          E-mail: sbeville@brownrudnick.com
                  rharris@brownrudnick.com
                  rfordon@brownrudnick.com
                  ndunn@brownrudnick.com


BANKATLANTIC BANCORP: Hit With Cease and Desist Order from OTS
--------------------------------------------------------------
BankAtlantic Bancorp and its principal operating subsidiary,
BankAtlantic, have entered into agreements with the Office of
Thrift Supervision, their primary regulator, to continue taking
actions to strengthen their financial condition and operations.
Each agreement, known as a Stipulation and Consent to the issuance
of an Order to Cease and Desist is a formal action by the OTS
requiring corrective measures in a number of areas.  No fines or
penalties were imposed in connection with the Orders.

"In light of the economic climate, more than 70 banks in Florida
and hundreds nationally have been asked by regulators to sign
supervisory and enforcement agreements," said Alan B. Levan,
BankAtlantic Bancorp's Chairman and Chief Executive Officer.  "We
have been working closely with our regulators since the start of
this economic recession to increase capital, reduce higher risk
and non performing loans, return to profitability and continue
safe and sound banking practices.  These agreements formalize
steps that we believe are already underway and many have already
been fully implemented.

"BankAtlantic is required, among other things, to increase
capital, reduce its classified assets, update its business plans,
and limit brokered deposits and asset growth.  Further,
BankAtlantic will generally be restricted from making new
commercial real estate loans.

"As we discussed in our earnings release on Feb. 11, 2011, our
annual pre-tax core operating earnings ("Core Earnings") (1) have
remained steady at $45 million to $50 million since 2007.
However, losses related to impairments and write downs on our real
estate lending activities have resulted in net losses for the last
four years.

                   About BankAtlantic Bancorp

BankAtlantic Bancorp (NYSE: BBX) --
http://www.BankAtlanticBancorp.com/-- is a bank holding company
and the parent company of BankAtlantic.  BankAtlantic --
"Florida's Most Convenient Bank" with a Web presence at
http://www.BankAtlantic.com/-- has nearly $6.0 billion in assets
and more than 100 stores, and is one of the largest financial
institutions headquartered junior in Florida.  BankAtlantic has
been serving communities throughout Florida since 1952 and
currently operates more than 250 conveniently located ATMs.

The Company reported a net loss of $145.51 million on $176.31
million of total interest income for the year ended Dec. 31, 2010,
compared with a net loss of $185.82 million on $223.59 million of
total interest income during the prior year.

                           *    *    *

In September 2010, Fitch Ratings downgraded the long-term Issuer
Default Ratings of BankAtlantic Bancorp. to 'CC' from 'B-' and its
primary operating subsidiary, BankAtlantic FSB to 'CC' from 'B+.
The 'CC' long-term IDR indicates a high default probability.

Fitch said it believes that BBX will likely require external
capital support given the high level of credit costs that continue
to impact BBX's financial performance and erode its existing weak
level of tangible common equity, which stood at just 1.39% at
June 30, 2010.  Although BFSB's regulatory capital levels remain
'well-capitalized', Fitch believes the company needs additional
capital in order to provide absorption for future losses,
particularly since earnings generation on a pre-provision net
revenue basis is weak.


BANKATLANTIC BANCORP: Fitch Keeps 'CC'/'C' Issuer Default Ratings
-----------------------------------------------------------------
Fitch Ratings has affirmed its current Issuer Default Ratings for
BankAtlantic Bancorp and its main subsidiary, BankAtlantic FSB at
'CC'/'C' following the announcement regarding the regulatory order
with the Office of Thrift Supervision.

BankAtlantic has announced that it has entered into a Cease and
Desist Order with the OTS at both the bank and holding company
level.  The regulatory order includes increased regulatory capital
requirements, limits to the size of the balance sheet, no new
commercial real estate lending and improvements to its credit risk
and administration areas.  Further, the holding company must also
submit a capital plan to maintain and enhance its capital
position.

BankAtlantic FSB's regulatory capital requirements were increased
to Tier1 (Core) equal to or greater than 8% and Total Risk Based
Capital equal to or greater than 14% and must comply by June 30,
2011.  As of Dec. 31, 2010, BankAtlantic FSB reported Tier 1 Core
of 6.22% and Total RBC of 11.72% and thus was not in compliance
with the new capital requirements.

The company has stated that it anticipates an improvement to
regulatory capital ratios of 130 basis points from the net gain
resulting from the sale of its Tampa branches, which is expected
to close in June 2011.  Although this would improve the bank's
capital position, the company would still not comply with the
capital requirements in the regulatory order based on capital
ratios.

In September 2010, Fitch's rating action incorporated the view
that BBX would be required to raise additional capital given
continued credit deterioration, the weak core operating
performance of the bank and the impact to its capital position.
Fitch noted that the company was operating with significantly low
levels of tangible equity and that regulatory capital levels would
likely be affected.

Further, Fitch stated that ratings could be downgraded further if
BBX is unable to raise additional capital to address potential
needs.  Future rating actions could lead to the downgrade of the
Individual Rating to 'F', which denotes a bank that has either
defaulted or, in Fitch's opinion, would have defaulted if it had
not received external support, and is inline with Fitch's criteria
and definitions of a 'failure'.

Fitch has affirmed these ratings:

BankAtlantic Bancorp

  -- Long-term IDR at 'CC';
  -- Short-term IDR at 'C';
  -- Individual Rating at 'E';
  -- Support Rating at '5';
  -- Support Floor at 'NF'.

BankAtlantic FSB

  -- Long-term IDR at 'CC';
  -- Long-term deposits at 'CCC/RR3';
  -- Short-term IDR at 'C';
  -- Short-term deposits at 'C';
  -- Individual at 'E';
  -- Support Rating at '5';
  -- Support Floor at 'NF'.


BERNARD L MADOFF: Seeking Therapy at Prison Facility
----------------------------------------------------
Steve Fishman, writing for New York Magazine, relates Bernard L.
Madoff is undergoing therapy at a psychiatric unit at the Federal
Correctional Institution in Butner, North Carolina.  According to
Mr. Fishman, in some ways, Mr. Madoff has not tried to evade
blame.

"He has made a full confession, telling me again and again that
nothing justifies what he did. And yet, for Madoff, that doesn't
settle the matter.  He feels misunderstood.  He can't bear the
thought that people think he's evil," Mr. Fishman wrote.

According to Mr. Fishman, Mr. Madoff also sought reassurance from
his therapist that he is not a sociopath.  The therapist said,
"You're absolutely not a sociopath.  You have morals.  You have
remorse."

A copy of the New York Magazine article is available
at http://is.gd/WXQUmW

                      About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970.  The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

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

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

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

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

As of Feb. 18, 2011, a total of US$6.85 billion in claims by
investors has been allowed, with US$791.1 million to be paid by
the Securities Investor Protection Corp.  Investors are expected
to receive additional distributions from money recovered by
Mr. Picard from lawsuits or settlements.


BRECKENRIDGE EDISON: Noteholder Files New Foreclosure Notice
------------------------------------------------------------
St. Louis Today reports that BACM 2006-5 14th Street Lodging, a
noteholder of Breckenridge Edison Development LC, filed a new
foreclosure notice for the Sheraton St. Louis City Center.

The foreclosure auction was originally set for Sept. 15, 2010, but
it was canceled when Breckenridge Edison filed for Chapter 11
bankruptcy protection, the report relates.

According to the report, the 288-room Sheraton is part of a mixed-
use development in a former shoe warehouse notable for its trompe
l'oeil murals on three sides.  The potential foreclosure doesn't
directly affect the condominiums on the four upper floors of the
13-story building at 400 South 14th Street.

                     About Breckenridge Edison

Breckenridge Edison Development LC owns the 288-room Sheraton St.
Louis City Center, in St. Louis, Missouri.  stltoday.com reports
that Breckenridge filed the petition shortly before a foreclosure
auction that was set by its creditors.  Citing real estate data
firm Trepp, stltoday said the Company was at least 90 days behind
on $26 million worth of mortgage-backed securities.

The Company filed for Chapter 11 bankruptcy protection on Sept.
15, 2010 (Bankr. E.D. Miss. Case No. 10-50558).  Judge Barry S.
Schermer presides over the case.  Michael A. Becker, Esq., at
Waltrip & Schmidt represents the Debtor.  The Debtor estimated
assets of less than $50,000, and debts of between $10 million and
$50 million.


BRIARWOOD CAPITAL: Lennar Can Pursue Florida Suit vs. Minkow, FDI
-----------------------------------------------------------------
Judge Peter W. Bowie lifted the automatic stay in the bankruptcy
case of Briarwood Capital LLC to allow Lennar Corporation and
Lennar Homes of California, Inc., to prosecute a lawsuit pending
in Florida court against Barry Minkow and the Fraud Discovery
Institute, Inc.  Lennar, however, is barred form pursuing against
Briarwood or its principal, Nicolas Marsch III.

Lennar is represented in the case by:

          Ben H. Logan, Esq.
          Daniel M. Petrocelli, Esq.
          O'MELVENY & MYERS LLP
          400 South Hope Street
          Los Angeles, CA 90071
          Telephone: 213-430-6000
          Facsimile: 213-430-6407
          E-mail: blogan@omm.com
                  dpetrocelli@omm.com

Counsel for Barry Minkow and Fraud Discovery Institute, Inc., are:

          Michelle B. Baker, Esq.
          Jeffrey J. Mann, Esq.
          B|R LAW GROUP, LLP
          4370 La Jolla Village Drive, Suite 670
          San Diego, CA 92122

             About Nicolas Marsch, Briarwood and Colony

Based in Rancho Santa Fe, California, Briarwood Capital, LLC's
primary business prepetition was land acquisition and organizing
financing for real estate development.  Briarwood filed for
Chapter 11 bankruptcy protection on Feb. 23, 2010 (Bankr. S.D.
Calif. Case No. 10-02677).  In its schedules, the Debtor disclosed
$292,798,759 in assets and $18,563,641 in liabilities as of the
Petition Date.

Colony Properties International, LLC -- Colony I -- (Bankr. S.D.
Calif. Case No. 10-02937) and Colony Properties International II,
LLC -- Colony II -- (Bankr. S.D. Calif. Case No. 10-03361) also
filed for Chapter 11.

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

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

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


BRIARWOOD CAPITAL: Trustee Seeks $500T to Fund Lennar Suit, Estate
------------------------------------------------------------------
Leslie T. Gladstone, the Chapter 11 Trustee for Briarwood Capital
LLC, is seeking permission from the Bankruptcy Court to obtain an
unsecured, nonrecourse loan of $500,000 with American Lawyers
Funding.  The amount will allow the Trustee to:

     (1) fund the administration of the Briarwood bankruptcy
         estate; and

     (2) pursue the Debtor's most valuable asset -- litigation
         rights against Lennar Corporation, Lennar Homes of
         California, Inc. and other Lennar-related entities.

The proposed loan is nonrecourse and unsecured and will be treated
consistently with other administrative expenses under 11 U.S.C.
Sections 503 and 507.

Pursuant to the Loan Agreement, any amounts borrowed will accrue
interest at the rate of 25% per annum, which the Trustee believes
fairly compensates ALF for the risk of nonpayment.  While ALF
is an unsecured creditor of the Debtor (with a claim in the
approximate amount of $525,000), it currently has no other
financial interests in the Debtor.

On Nov. 8, 2010, Lennar filed a Joint Chapter 11 Plan and related
disclosure statement.  The Plan is a Joint Chapter 11
Plan for the Chapter 11 cases for Briarwood, Mr. Marsch, Colony
Properties International, LLC -- Colony I -- and Colony Properties
International II, LLC -- Colony II.  The Chapter 11 Trustee
believes that the Plan is an attempt by Lennar to gain control of
the bankruptcy estate so that it can get its plan approved and
eliminate the threat of the pending legal claims the Debtor has
brought against Lennar.  As a result, and because the primary
assets of the Debtor are litigation rights, the Trustee filed a
Motion to Convert Briarwood's case to chapter 7 pursuant to 11
U.S.C. Sec. 1112(b).  That motion was set for hearing on Feb. 28,
2011, and the Chapter 11 Trustee believes that the case will be
properly converted to chapter 7.  Regardless of whether the case
is in chapter 7 or chapter 11, however, the Trustee needs the
proposed ALF financing to administer the estate and pursue
litigation rights against Lennar.

The Debtor's primary business prepetition was land acquisition and
organizing financing for real estate development.  The primary
developments of the Debtor related to the projects "The Bridges at
Rancho Santa Fe" and "The Lakes in Rancho Santa Fe."  Significant
litigation between the Debtor, its principal, Nicolas Marsch III,
and Lennar arose prepetition concerning both projects.  These
litigation matters are currently pending in the Superior Court for
the County of San Diego, Case No. GIC875457 -- Lakes Litigation --
and Case No. GIC877446 -- Bridges Litigation.  On Dec. 1, 2010,
the California Court of Appeal, Fourth Appellate District,
Division One, reversed the trial court's grant of judgment on the
pleadings in favor of Lennar in the Lakes Litigation.  While
Lennar recently won judgment on certain issues in the Bridges
litigation, the Debtor is optimistic about the chance of success
on an appeal of the Bridges Litigation.

Lennar Corporation and Lennar Homes of California, Inc., have
objected to the request.  KBR Group, Inc., has also filed a
response to the request.  Pursuant to a Stipulation, hearing on
the Chapter 11 Trustee's request is continued to March 16, 2011,
at 10:00 a.m.

Ms. Gladstone is represented by:

          Jesse S. Finlayson, Esq.
          Jared M. Toffer, Esq.
          FINLAYSON WILLIAMS TOFFER ROOSEVELT & LILLY LLP
          15615 Alton Parkway, Suite 250
          Irvine, CA 92618
          Telephone: (949) 759-3810
          Facsimile: (949) 759-3812
          E-mail: jfinlayson@fwtrl.com
                  jtoffer@fwtrl.com

             About Nicolas Marsch, Briarwood and Colony

Based in Rancho Santa Fe, California, Briarwood Capital, LLC's
primary business prepetition was land acquisition and organizing
financing for real estate development.  Briarwood filed for
Chapter 11 bankruptcy protection on Feb. 23, 2010 (Bankr. S.D.
Calif. Case No. 10-02677).  In its schedules, the Debtor disclosed
$292,798,759 in assets and $18,563,641 in liabilities as of the
Petition Date.

Colony Properties International, LLC -- Colony I -- (Bankr. S.D.
Calif. Case No. 10-02937) and Colony Properties International II,
LLC -- Colony II -- (Bankr. S.D. Calif. Case No. 10-03361) also
filed for Chapter 11.

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

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

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


BRIARWOOD CAPITAL: Trustee Settles Objection to Colony Plan
-----------------------------------------------------------
Judge Peter W. Bowie granted the motion of Leslie T. Gladstone,
the Chapter 11 Trustee for Briarwood Capital LLC, for an order
approving a compromise of controversy and settlement agreement
between First Place Equities, through its managing member
Briarwood Capital, LLC; the Briarwood Trustee; Richard Kipperman,
Chapter 11 Trustee for Colony Properties International, LLC --
Colony I -- and Colony Properties International II, LLC -- Colony
II; and KBR Opportunity Fund I, with respect to two real property
leases to First Place Equities.

First Place Equities was created by Nicolas Marsch of which
Briarwood is the sole and managing member.

The deal is a straightforward settlement of potential claims
between KBR, First Place Equities, through its managing member
Briarwood, and Trustees Gladstone and Kipperman.  Specifically,
the parties have a dispute with respect to the treatment of
certain leases relating to two casitas owned by Colony I and
Colony II in San Jose Del Cabo, Mexico, and the resolution of any
claims by First Place Equities relating to the rejection of those
leases under the Joint Plan of Reorganization dated December 3,
2010, filed by KBR and Trustee Kipperman.  In particular, Trustee
Gladstone has filed a limited objection to the Joint Plan on the
grounds that it seeks to improperly setoff potential lease
rejection claims by First Place Equities against debts allegedly
owed to Colony I and Colony II by Briarwood.  KBR and Trustee
Kipperman contend that the First Place Equities leases are
fraudulent conveyances and void ab initio because Colony I and
Colony II had previously transferred all possessory interests in
the casitas to KBR.

In light of the uncertainty surrounding potential litigation
relating to the leases, and the Parties' desire to resolve Trustee
Gladstone's objection to the Joint Plan, the Parties reached an
accord.  Pursuant to the proposed settlement, KBR has agreed to
pay the Briarwood bankruptcy estate $15,000 in exchange for
reconveyance of the leases and various releases among the Parties.
Trustee Gladstone believes that the settlement is in the best
interests of the estate and creditors.

             About Nicolas Marsch, Briarwood and Colony

Based in Rancho Santa Fe, California, Briarwood Capital, LLC's
primary business prepetition was land acquisition and organizing
financing for real estate development.  Briarwood filed for
Chapter 11 bankruptcy protection on Feb. 23, 2010 (Bankr. S.D.
Calif. Case No. 10-02677).  In its schedules, the Debtor disclosed
$292,798,759 in assets and $18,563,641 in liabilities as of the
Petition Date.

Colony Properties International, LLC -- Colony I -- (Bankr. S.D.
Calif. Case No. 10-02937) and Colony Properties International II,
LLC -- Colony II -- (Bankr. S.D. Calif. Case No. 10-03361) also
filed for Chapter 11.

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

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

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


BROCK HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service assigned first-time public rating of B2
Corporate Family Rating and B2 Probability of Default Rating to
Brock Holdings III, Inc.  In related action Moody's assigned a B1
rating to the proposed 1st Lien Senior Secured Bank Credit
Facility and a Caa1 rating to the proposed 2nd Lien Senior Secured
Bank Credit Facility.  The rating outlook is stable.

These ratings/assessments were affected by this action:

* Corporate Family Rating assigned B2;

* Probability of Default assigned B2;

* $105 million Senior Secured Revolving Credit Facility due 2016
  rated B1 (LGD3, 39%);

* $490 million 1st Lien Senior Secured Term Loan due 2017 rated B1
  (LGD3, 39%); and,

* $210 million 2nd Lien Senior Secured Term Loan due 2018 rated
  Caa1 (LGD5, 89%).

                        Ratings Rationale

Brock's B2 Corporate Family Rating is constrained by the high
leverage and resulting modest interest coverage ratios that result
from a large debt-financed dividend to Lindsay Goldberg and other
Brock equity owners and the merged debt refinancing totaling about
$455 million.  Once the transaction closes Moody's determines
leverage will be near 5.0 times and annualized interest coverage
will be below 1.5 times (ratios adjusted per Moody's methodology).
Moody's calculates that the size of the dividend represents a
substantial amount of the expanded Brock's future free cash flow.
However, Brock's long established significant market presence
combined with its good liquidity profile gives it some flexibility
to contend with the volatility in the petrochemical and oil
refinery end markets, primary drivers of Brock's revenues.

The rating is supported by Moody's view that folding Atlantic and
Steeplejack into Brock should result in a company with improved
economies of scale and operating efficiencies to compete more
effectively in a highly fragmented market.  Atlantic and
Steeplejack are presently separate entities also controlled by
Lindsay Goldberg with similar business models.  Additionally,
Atlantic will expand Brock's U.S. footprint while Steeplejack will
give Brock a presence in Western Canada and its oil sands.
Moody's believes that integration risk is minimal, since all three
companies have the same senior management team.

The petrochemical and oil refinery end markets are improving
albeit from historically low levels.  Business expansion from new
and existing clients is expected through the balance of 2011 and
into 2012, enabling the company to generate sufficient earnings to
cover higher interest costs associated with the higher debt
levels.  Moody's expects the company to generate at least high
single-digit percentages of free cash flow-to-debt metrics on an
annual basis, with free cash flow expected to be used for debt
reduction.

The stable outlook reflects Moody's expectation that the company
will generate relatively consistent operating profits, and will
maintain debt leverage and interest coverage ratios appropriate
for its rating category, including a good liquidity profile
supported by its revolving credit facility and the absence of
near-term maturities.

Moody's does not anticipate rating pressures over the intermediate
term until Brock demonstrates that it can generate expanded
earnings and free cash flow, resulting in improved credit metrics.
Over the longer term, EBIT-to-interest expense trending towards
3.0 times and debt-to-EBITDA sustained below 4.0 times (ratios
adjusted per Moody's methodology), while maintaining a good
liquidity profile, could result in a positive rating action.

Factors which might stress the ratings include erosion in the
company's financial performance, debt financed acquisitions or
dividends, or a deteriorating liquidity profile.  EBIT-to-interest
expense trending towards 1.0 times or debt-to-EBITDA increasing
towards 6.0 times (all ratios adjusted per Moody's methodology)
could result in negative rating pressures.

The B1 rating assigned to the proposed $595 million first-lien
senior secured bank credit facility, one notch above the corporate
family rating, reflects the priority of payment in a recovery
scenario.  This credit facility will have a first priority
security interest in substantially all of the company's assets and
benefits from $210 million in junior capital.

The Caa1 rating assigned to the proposed $210 million senior
secured bank credit facility, two notches below the corporate
family rating, has a second priority interest in substantially all
of the company's assets and is the most junior committed debt in
Brock's capital structure.

Brock Holdings III, Inc., headquartered in Houston, TX, through
its operating subsidiaries, is a multi-craft specialty services
company providing scaffolding, insulation, coatings and other
services supporting the refining, chemical and power industries.
Lindsay Goldberg, through affiliated funds, is the primary owner
of Brock.  Revenues for the combined entities are estimated at
about $1.3 billion on an annualized basis.


BROCK HOLDINGS: S&P Assigns Corporate Credit Rating at 'B+'
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B+' corporate credit rating to both Brock Holdings II Inc. and
its wholly owned subsidiary Brock Holdings III Inc.  The outlook
is stable.  At the same time, S&P assigned its 'B+' issue-level
rating to Brock's proposed new $105 million revolving credit
facility and $490 million first-lien term loan with a recovery
rating of '3', and a 'B-' issue-level rating to its proposed
$210 million second-lien term loan with a recovery rating of '6'.

"The ratings on Houston-based Brock reflect S&P's expectations
that its track record of consistent free operating cash flow
(FOCF) generation as well as modestly improving demand should
allow the company to gradually improve its financial metrics
following the proposed dividend recapitalization," said Standard &
Poor's credit analyst Gregoire Buet.  "S&P views the company's
business risk profile as weak, reflecting its participation in a
highly competitive industry despite its leading position, and its
financial profile as aggressive."

Brock is owned by BHII, a subsidiary of TBG, which is controlled
by private equity firm Lindsay Goldberg.  After the completion of
the proposed transaction, the entities owned by Brock will account
for substantially all of TBG's assets and liabilities.  The
company provides multi-craft specialty maintenance services
(principally scaffolding, insulation, and coatings) to industrial
companies with a focus on the refining, chemical, and power
industries in the U.S. and on the Canadian oil sands markets.
While these end markets are cyclical, maintenance services tend to
be more resilient to recessionary cycles.  Contract terms ranging
between three and five years (although customers can cancel these
on relatively short notice) provide some earning stability.  After
being delayed during the economic downturn, maintenance and plant
turnaround activity has picked up across the company's end
markets.

The outlook is stable.  The rating assumes that, despite S&P's
expectations for only modest revenue growth this year, the company
will be successful in improving the profitability of its key large
contracts in 2011 and that annual FOCF will be around $50 million.

"S&P believes this will result in some improvement in credit
measures during 2011, towards levels consistent with its
expectations for the rating," Mr. Buet continued.  "If operating
shortfalls dampen profit margins or cash flow generation, and if
credit protection measures, contrary to what S&P currently expect,
do not improve from current levels (for instance, if adjusted
leverage remains persistently above 5.5x adjusted debt to EBITDA),
S&P could lower the ratings.  On the upside, if the company is
able to maintain consistent and sustained debt reduction from
solid operating performance combined with a commitment to more-
conservative financial policies, S&P could raise the rating."


CAESARS ENTERTAINMENT: Incurs $823.30 Million Net Loss in 2010
--------------------------------------------------------------
Caesars Entertainment Corporation reported a net loss of
$194 million on $2.12 billion of net revenue for the quarter ended
Dec. 31, 2010, compared with net income of $298.30 million on
$2.09 billion of net revenue for the same period during the prior
year.

The Company also reported a net loss of $823.30 million on
$8.82 billion of net revenue for the year ended Dec. 31, 2010,
compared with net income of $846.40 million on $8.91 billion of
net revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $28.58 billion
in total assets, $26.91 billion in total liabilities and
$1.67 billion in stockholders' equity.

"Our overall revenues rose slightly for the second straight
quarter and our EBITDA margins improved, thanks largely to our
continued focus on rigorous cost discipline," said Gary Loveman,
Caesars Entertainment chairman, president and chief executive
officer.  "We also achieved the highest overall customer-
satisfaction scores in our company's 73-year history.

"During the quarter, we initiated a new program to streamline our
operations further, and I'm confident we will end this year with
an even leaner, more efficient and responsive organization,"
Loveman said.

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

                http://ResearchArchives.com/t/s?740f

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.  Harrah's carries 'Caa3' long term corporate family and
probability of default ratings, with 'positive' outlook, from
Moody's Investors Service.  It has a 'B-' issuer credit rating,
with 'stable' outlook, from Standard & Poor's.

Caesars Entertainment Inc. carries a 'Ca' long term rating from
Moody's.


CAMP COOLEY: Beckham Seeks $290T in Fees for March-Nov. Work
------------------------------------------------------------
The Bankruptcy Court will re-convene on March 10, 2011, at 2 p.m.
to consider a Second Application for Compensation filed by Beckham
& Mandel for payment of $290,867 in fees and $8,073.50 in expenses
for the time period from March 1, 2010 to Nov. 30, 2010.  The
hearing was originally slated for Feb. 10.  The United States
Trustee has objected to the fee request.

Franklin, Texas-based Camp Cooley Ltd. operates an agricultural
and farming business.  Camp Cooley is the entity resulting from
the merger of these entities effective Nov. 7, 2009: North CC
Pipeline, LLC; Birkel CCR GP LLC; CCR Royalty, Ltd.; Ultimate
Genetics, LLC; and Camp Cooley Genetics, LLC.

Camp Cooley filed for Chapter 11 bankruptcy protection on Nov. 8,
2009 (Bankr. W.D. Tex. Case No. 09-61311).  The Company estimated
$50 million to $100 million in assets and $10 million to
$50 million in liabilities as of the Chapter 11 filing.

R. Glen Ayers Jr., Esq., at Langley and Banack, Inc., originally
represented the Company in its restructuring effort.  The firm,
however, was terminated in October 2010.  The Debtor is being
represented by Blake L. Beckham, Esq., at Beckham & Mandel, and
Debra L. Innocenti, Esq., Raymond W. Battaglia, Esq., and Robert
K. Sugg, Esq., at Oppenheimer Blend Harrison & Tate Inc.


CAMP COOLEY: Can Use Amegy, Lone Star Collateral Until May 31
-------------------------------------------------------------
Camp Cooley Ltd. obtained a Third Final Order from the Bankruptcy
Court extending its ability to use cash collateral that secures
its obligations to Amegy Bank National Association and Lone Star,
PCA, through May 31, 2011, according to a budget.

The Debtor is, however, barred by the Order from selling or using
any cattle, livestock, exotic animals, semen, embryos, proceeds
from bull leases, or genetics equipment; or selling any farm and
ranch equipment which is property of the Debtor's estate and which
is subject to the liens of Amegy and Lone Star without their
express written permission.  Proceeds that the Debtor receives
from any sale of the collateral will be remitted directly to the
Lenders.

The Debtor is required to continue making adequate protection
payments to Amegy and Lone Star.  Adequate protection payments to
Amegy include:

     -- 100% of any and all gas royalty income of the Debtor
        during the preceding month; or

     -- $80,610.85, representing an adequate protection payment
        equal to 5% interest on the outstanding principal balance
        in the amount of $19,346,601.50 owing to Amegy under the
        parties' Loan Documents;

The Debtor may use or sell the hay which is property of the
estate.  As adequate protection for the use or sale of the hay,
the Debtor will make adequate protection payments to Lone Star
equal to 25% of the gross sale price received by the Debtor.  The
Debtor will also pay Lone Star $120,000 by March 31, 2011 from
proceeds from the sale of hay.

A copy of the Third Final Order and budget is available at:

     http://bankrupt.com/misc/CampCooley3rdcashcollorder.pdf

             Disclosure Statement Hearing on April 20

The Bankruptcy Court will reconvene on April 20, 2011, at 2 p.m.
for a status hearing on the disclosure statements explaining the
competing liquidation plans filed by the Debtor and creditors
Amegy Bank National Association and Lone Star PCA.

On April 22, 2010, the Debtor filed its First Amended Plan of
Reorganization proposing that the Debtor continue operations and
amortize its secured debt. On Sept. 21, 2010, the Court denied
confirmation of the First Amended Plan of Reorganization on the
basis of its lack of feasibility under 11 U.S.C. Section
1129(a)(11), among other reasons, and indicated a liquidation plan
would be more appropriate.

On Oct. 7, 2010, the Court entered an Order denying Amegy Bank's
Motion for Relief from Stay, but granting Amegy monthly adequate
protection payments.  The Court further ordered that the Section
362 automatic stay would terminate automatically if the Debtor
failed to meet certain deadlines associated with the filing of a
liquidating plan of reorganization.  Amegy holds a first lien on
both the Debtor's approximate 10,770 acre ranch and the
significant mineral interests associated with the Ranch.

On Oct. 21, 2010, the Debtor filed its Second Amended Liquidating
Plan of Reorganization and its Disclosure Statement for the Second
Amended Plan.  On Dec. 10, 2010, Amegy and Lone Star PCA filed
their Chapter 11 Plan for the Debtor.

A copy of Amegy's disclosure statement is available at:

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

Attorneys for Amegy Bank are:

          Robert D. Albergotti, Esq.
          Mark X. Mullin, Esq.
          HAYNES AND BOONE, L.L.P.
          2323 Victory Avenue, Suite 700
          Dallas, TX 75219
          Telephone: (214) 651-5000
          Telecopier: (214) 651-5940

               - and -

          Eric Terry, Esq.
          HAYNES AND BOONE, LLP
          112 E. Pecan St., Suite 1200
          San Antonio, Texas 78205
          Telephone: (210) 978-7000
          Telecopier: (210) 978-7450

                        About Camp Cooley

Franklin, Texas-based Camp Cooley Ltd. operates an agricultural
and farming business.  Camp Cooley is the entity resulting from
the merger of these entities effective Nov. 7, 2009: North CC
Pipeline, LLC; Birkel CCR GP LLC; CCR Royalty, Ltd.; Ultimate
Genetics, LLC; and Camp Cooley Genetics, LLC.

Camp Cooley filed for Chapter 11 bankruptcy protection on Nov. 8,
2009 (Bankr. W.D. Tex. Case No. 09-61311).  The Company estimated
$50 million to $100 million in assets and $10 million to
$50 million in liabilities.  R. Glen Ayers Jr., Esq., at Langley
and Banack, Inc., originally represented the Company in its
restructuring effort.  The firm, however, was terminated in
October 2010.  The Debtor is being represented by:

          Blake L. Beckham, Esq.
          BECKHAM & MANDEL
          3400 Carlisle Street, Ste. 550
          Dallas, TX 75204-0354
          Telephone: 214-965-9300
          Facsimile: 214-965-9301
          E-mail: blake@beckham-mandel.com

               - and -

          Debra L. Innocenti, Esq.
          Raymond W. Battaglia, Esq.
          Robert K. Sugg, Esq.
          OPPENHEIMER BLEND HARRISON & TATE INC.
          711 Navarro, Sixth Floor
          San Antonio, TX 78205
          Telephone: (210) 224-2000
          Facsimile: (210) 224-7540
          E-mail: dinnocenti@obht.com
                  rbattaglia@obht.com


CAMP COOLEY: Hires Broker, Advisors for Sale of Ranch
-----------------------------------------------------
The U.S. Bankruptcy Court authorized Camp Cooley Ltd., to employ
Texas Farms and Ranches with Bernard Uechtritz, an agent with that
firm, as real estate broker.

The Debtor is seeking to sell its 10,770-acre ranch and the
significant mineral interests associated with the Ranch in
furtherance of its second amended plan of liquidation.  The Broker
is being retained by the Debtor to develop and implement marketing
strategies for the sale of the Ranch.  Amegy Bank holds a first
lien on both the ranch and the mineral interests.

The Debtor also obtained Court authority to hire Energy Spectrum
Advisors, Inc., to assist with the sale of the Debtor's mineral
interests.

The Debtor also said in court papers it is in discussions with
Williams & Williams regarding its retention to add it to the team
retained to sell the Ranch.

If the Broker is successful procuring an ultimate buyer or
otherwise completing a sale or sales of the Ranch, the Broker will
receive:

     (a) a commission of 2.0% of the gross sales price if a
transaction is consummated with party who previously expressed an
interest in the Ranch prior to the Broker's retention;

     (b) a commission of 4.0% of the gross sales price if a
transaction is consummated with party procured through the
Broker's marketing efforts;

     (c) a commission of 5.0% of the gross sales price if a
transaction is consummated with party procured through the
Broker's marketing efforts and involves a buyer's broker or agent,
which 5% commission shall be allocated between the Broker and the
a third party buyer's broker or agent as applicable; and

     (d) if the Debtor enters into an auction process for the sale
of the Ranch, the Broker shall be entitled to receive a referral
commission of 2.0% of the gross auction sales price which will be
paid from any commissions paid to the auction company.

                        About Camp Cooley

Franklin, Texas-based Camp Cooley Ltd. operates an agricultural
and farming business.  Camp Cooley is the entity resulting from
the merger of these entities effective Nov. 7, 2009: North CC
Pipeline, LLC; Birkel CCR GP LLC; CCR Royalty, Ltd.; Ultimate
Genetics, LLC; and Camp Cooley Genetics, LLC.

Camp Cooley filed for Chapter 11 bankruptcy protection on Nov. 8,
2009 (Bankr. W.D. Tex. Case No. 09-61311).  The Company estimated
$50 million to $100 million in assets and $10 million to
$50 million in liabilities.

R. Glen Ayers Jr., Esq., at Langley and Banack, Inc., originally
represented the Company in its restructuring effort.  The firm,
however, was terminated in October 2010.  The Debtor is being
represented by Blake L. Beckham, Esq., at Beckham & Mandel, and
Debra L. Innocenti, Esq., Raymond W. Battaglia, Esq., and Robert
K. Sugg, Esq., at Oppenheimer Blend Harrison & Tate Inc.


CARGO TRANSPORTATION: Files Schedules of Assets & Liabilities
-------------------------------------------------------------
Cargo Transportation Services, Inc., filed with the U.S.
Bankruptcy Court for the Middle District of Florida its schedules
of assets and liabilities, disclosing:

  Name of Schedule                       Assets        Liabilities
  ----------------                       ------        -----------
A. Real Property                              $0
B. Personal Property                 $11,728,760
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                       $6,782,767
E. Creditors Holding
   Unsecured Priority
   Claims                                                   $1,758
F. Creditors Holding
   Unsecured Non-priority
   Claims                                               $5,084,850
                                     -----------       -----------
      TOTAL                          $11,728,760       $11,869,375

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

Cargo Transportation filed for Chapter 11 bankruptcy protection on
January 12, 2011 (Bankr. M.D. Fla. Case No. 11-00432).  Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA,
serves as the Debtor's bankruptcy counsel.


CARROLS CORPORATION: Moody's Affirms 'B2' Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed Carrols Corporation's B2
Corporate Family Rating and Probability of Default Rating, and
changed the ratings outlook to developing from stable.  Given that
the existing revolving credit facility expires on March 9, 2012,
the Speculative Grade Liquidity rating was lowered to SGL-4 from
SGL-3.

The outlook change was prompted by the company's announcement that
it intends to pursue the splitting of its business into two
separate, publicly traded companies through a tax-free spin-off of
its Hispanic Brands to the company's stockholders, and that it
intends to refinance its existing debt and recapitalize the two
companies (together, the Transaction).

The developing outlook reflects the uncertainty with regards to
Carrols' final credit profile following completion of the
Transaction, which is intended to close by the end of 2011.  The
ultimate direction of the ratings is dependent upon the remaining
company's final capital structure, operating performance,
liquidity, and strategic plans.

The affirmation of Carrols' B2 Corporate Family Rating reflects
the company's relatively high leverage, weak free cash flow, and
weak traffic trends.  The ratings are supported by Carrols' brand
diversification, its position as the largest Burger King
franchisee, its relatively well balanced day-part division.

In Moody's opinion, near term liquidity is constrained by the
company's March 9, 2012 maturity of its $65 million revolver.
However, Carrols' liquidity is supported by the expectation that
internally generated cash, cash balances and revolver availability
($46.3 million as of October 3, 2010) will be sufficient to fund
working capital fluctuations as well as all non-growth capital
expenditures and required amortization over the very near term.
The company has stated that it intends to refinance its debt by
mid-2011 as part of the Transaction.

Ratings affirmed and point estimates updated are:

* Corporate Family Rating at B2;
* Probability of Default Rating at B2;
* Subordinated notes due 2013 at B3 (LGD5,74%) from (LGD5, 75%)

Ratings downgraded:

* Speculative Grade liquidity Rating to SGL-4 from SGL-3.

Factors that could result in a downgrade include weaker debt
protection measures or liquidity stemming from declines in
operating performance, debt-financed acquisitions, failure to
extend debt maturities over the near term, or failure to
materially reduce debt at the remaining Carrols business following
the Transaction.  Specific metrics include debt to EBITDA
exceeding 6.0 times or EBITA coverage of interest near 1.0 time.

A ratings upgrade is less likely in the near-term given soft
operating performance at its Burger King operation, increasing
refinancing risk and the uncertainty regarding the final capital
structure following the Transaction.  Ratings improvement would
require substantially stronger debt protection measures, improving
operating performance in Carrols' Burger King business and
adequate liquidity.  A higher rating would also require financial
policies that sustainably support lower leverage.

The most recent rating action on Carrols occurred on December 21,
2007, when Moody's affirmed the company's B2 Corporate Family
Rating with a stable outlook.  The last credit opinion update
occurred on September 15, 2010.

Carrols Corporation owns, operates, and franchises quick service
and quick casual restaurant concepts, primarily in the United
States, specifically 305 Burger King, 155 Taco Cabana, and 91
Pollo Tropical units.  Revenues for the year ended December 31,
2010 was $796 million.


CARROLS CORP: S&P Gives Negative Outlook, Affirms 'B' Rating
------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its
outlook on Syracuse, N.Y.-based Carrols Corp. to negative from
stable.  At the same time, S&P affirmed its ratings on Carrols,
including the 'B' corporate credit rating.

"The outlook revision reflects S&P's expectation that Carrols'
operating performance will remain relatively weak," said Standard
& Poor's credit analyst Helena Song, "and its planned spin-off of
the higher margin Hispanic brands will likely weaken its earnings
and cash flow diversity." S&P's analysis also incorporates the
intense competition in the quick-service sector of the restaurant
industry and S&P's expectation that the company's heavy debt
burden will continue to restrict cash flow protection.


CONNECTICARE INC: S&P Gives Stable Outlook, Affirms 'BB+' Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
ConnectiCare Inc., ConnectiCare of New York, and ConnectiCare of
Massachusetts Inc. to stable from negative.  S&P also affirmed its
'BB+' counterparty credit and financial strength ratings on
ConnectiCare.  At the same time, Standard & Poor's raised its
counterparty credit and financial strength ratings on Group Health
Inc. to 'BB' from 'BB-'.  The outlook is stable.  In addition, S&P
is affirming the 'BB+' counterparty credit and financial strength
ratings on Health Insurance Plan of Greater New York.  The outlook
on HIP remains stable.

"The outlook revision on ConnectiCare reflects the turnaround in
its operating performance and S&P's expectation that earnings will
remain adequate for the rating level in the near term," said
Standard & Poor's credit analyst Deep Banerjee.  "S&P previously
had a negative outlook on ConnectiCare based on weak earnings from
its Medicare Advantage (MA) and commercial managed care segments.
However, in 2010, ConnectiCare improved its earnings in both
segments, primarily from increased scale and better risk coding
efforts in MA, as well as favorable utilization levels."

As a result of a reorganization in 2010, HIP is now able to
provide capital support, when necessary, to GHI through a Section
1307 loan.  In December 2010, HIP provided $80 million to GHI,
which helped to bring GHI's capital levels above the statutory
minimum requirements.  In addition, management has been successful
in integrating HIP's and GHI's operations over the past few years,
with most of the branding and product marketing being done under
the EmblemHealth umbrella.

S&P now views GHI as strategically important to HIP.  As a result,
S&P raised the rating on GHI by one notch to reflect the tangible
support that it receives from HIP.  At this time, S&P does not
consider GHI to be core because of its marginal capitalization
level.  If the company improves its risk-based capital and
stabilizes earnings, S&P may change GHI's group status to core.


CASE ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Case Enterprises, Inc.
        409 North Congress Parkway
        P.O. Box 629
        Athens, TN 37371

Bankruptcy Case No.: 11-11051

Chapter 11 Petition Date: February 25, 2011

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

Debtor's Counsel: Richard L. Banks, Esq.
                  RICHARD BANKS & ASSOCIATES, P.C.
                  P.O. Box 1515
                  Cleveland, TN 37364-1515
                  Tel: (423) 479-4188
                  E-mail: bmerriman@rbankslawfirm.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/tneb11-11051.pdf

The petition was signed by Sally L. Case, president.


CB HOLDING: Bugaboo Creek Auction Scheduled for March 7
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the owner of Charlie Brown's Steakhouse will hold an
auction on March 7 to test if the best offer for the 12 Bugaboo
Creek stores is represented by the $3 million contract with
Landry's Restaurants Inc.  According to the court-approved sale
Procedures, competing bids are due March 4, and the hearing for
approval of the sale will be March 11.

                         About CB Holding

New York-based CB Holding Corp. operated 20 Charlie Brown's
Steakhouse, 12 Bugaboo Creek Steak House, and seven The Office
Beer Bar and Grill restaurants when it filed for bankruptcy
protection.  The Company closed 47 locations before filing for
Chapter 11.

Following a bankruptcy auction, CB Holding sold its The Office
restaurant chain to winning bidder Villa Enterprises Ltd. for
$4.68 million.

The Debtor has signed a $5.2 million contract for an affiliate of
Praesidian Capital Opportunity Fund III-A LP to buy the 20 Charlie
Brown's locations absent a higher bid at auction in March.  There
will be a hearing in bankruptcy court on March 9 to approve
auction and sale procedures.

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

                           *     *     *

According to the Troubled Company Reporter on Feb. 11, 2011, CB
Holding received an order from Bankruptcy Judge Mary Walrath
extending its exclusive periods to file and secure support for a
Chapter 11 plan.  The exclusive time for the Debtor to file a plan
of reorganization has been extended to June 15.  The Debtor has
until Aug. 12 to solicit support for the plan.  The order is
without prejudice for a request by the Debtor for another
extension.


CENTURION PROPERTIES: Carlson Withdraws as Equity Funding's Attys.
------------------------------------------------------------------
The Hon. Frank L. Kurtz of the U.S. Bankruptcy Court for the
Eastern District of Washington has granted Carlson Boyd & Busey,
PLLC's request to withdraw as counsel for Equity Funding, LLC, a
division of Centrum Financial Services, Inc., in Centurion
Properties III, LLC's bankruptcy case.

Kennewick, Washington-based Centurion Properties III, LLC, filed
for Chapter 11 bankruptcy protection on July 9, 2010 (Bankr. E.D.
Wash. Case No. 10-04024).  John D. Munding, Esq., at Crumb &
Munding, serves as bankruptcy counsel.  The Debtor estimated its
assets and debts at $50 million to $100 million.


CENTURION PROPERTIES: Kuffel Withdraws as Centrum et al.'s Counsel
------------------------------------------------------------------
The Hon. Frank L. Kurtz of the U.S. Bankruptcy Court for the
Eastern District of Washington has granted Kuffel, Hultgrenn,
Klashke & Shea, LLP's request to withdraw as counsel for Centrum
Financial Services, Inc., Equity Funding, LLC, and Trident
Investments, Inc., in Centurion Properties III, LLC's bankruptcy
case.

Kennewick, Washington-based Centurion Properties III, LLC, filed
for Chapter 11 bankruptcy protection on July 9, 2010 (Bankr. E.D.
Wash. Case No. 10-04024).  John D. Munding, Esq., at Crumb &
Munding, serves as bankruptcy counsel.  The Debtor estimated its
assets and debts at $50 million to $100 million.


CENTURION PROPERTIES: Disclosure Statement Hearing on March 15
--------------------------------------------------------------
Centurion Properties III, LLC, will appear before Judge Frank L.
Kurtz on March 15, 2011, at 1:30 p.m. to seek approval of the
disclosure statement explaining its plan of reorganization.

CPIII was established in 2006 for the sole purpose of acquiring,
owning, operating and managing the real estate project known as
the Battelle Leaseholds located in Richland, Washington.  Its sole
asset is its leasehold interests in the Battelle Memorial
Institute Campus and improvements, valued in excess of $90
million.

The Plan provides for the reorganization of CPIII's debts and the
continued ownership of the Battelle Property.  The Debtor will
continue with litigation to determine the nature, extent and
amount of debt owed to certain classes of creditors holding
disputed claims.  The Plan provides for the refinancing of Allowed
Secured Claims and payment to other classes of Claims using
ongoing revenue derived from lease payments.  CPIII intends to
fully consummate the Plan within 36 months, with payment in full
of all Allowed Claims.

General Electrical Capital Corporation, the Debtor's prepetition
lender owed $70.8 million, will receive monthly interest payments
at $308,769 on its allowed claim for 36 months.  At the end of 36
months, GECC will be paid in full any unpaid amount, if any, of
its Allowed Claim.

GECC has agreed to extend the Debtor's use of its cash collateral
through March 31, 2011.

Holders of General Unsecured Claims will be paid within 90 days of
the Plan effective date.  They will receive interest on account of
their Allowed Claim.

A copy of CPIII's disclosure statement, dated Jan. 20, 2011, is
available at:

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

                     About Centurion Properties

Kennewick, Washington-based Centurion Properties III, LLC, filed
for Chapter 11 bankruptcy protection on July 9, 2010 (Bankr. E.D.
Wash. Case No. 10-04024).  John D. Munding, Esq., at Crumb &
Munding, assists the Company in its restructuring effort.  The
United States Trustee has been unable to appoint a creditors
committee in the case.  The Company estimated its assets and debts
at $50 million to $100 million.


CLAIM JUMPER: Landry's Moves Headquarters to Houston
----------------------------------------------------
Nancy Luna at The Orange County Register reports that the
representatives of Landry's, the new owner of Claim Jumper and
Bubba Gump Shrimp Co., confirmed that the two restaurant chains
have moved their headquarters to Houston in Texas.

According to The Orange Country Register, both companies were
founded in Orange County.  Claim Jumper's Irvine corporate
headquarters -- 16721 Millikan Ave. -- had roughly 77 employees,
according to state employment records.  Bubba Gump was located in
San Clemente.

Landry's, which owns Rainforest Cafe, bought Claim Jumper in
October for $76.6 million.  Shortly after that, the Houston-based
seafood company acquired Bubba Gump Shrimp Co., which opened its
first restaurant in 1996.

                        About Claim Jumper

Irvine, California-based Claim Jumper Restaurants, LLC --
http://www.claimjumper.com/-- operates a chain of casual dining
restaurants.  It was founded in 1977.  It has locations in
Arizona, California, Colorado, Illinois, Nevada, Oregon,
Washington, and Wisconsin.

Claim Jumper filed for Chapter 11 bankruptcy protection on
September 10, 2010 (Bankr. D. Del. Case No. 10-12819).  The Debtor
estimated its assets at $50 million to $100 million and debts at
$100 million to $500 million as of the Petition Date.

The Debtor's affiliate, Claim Jumper Management, LLC, filed a
separate Chapter 11 petition (Bankr. D. Del. Case No. 10-12820).

Curtis A. Hehn, Esq., James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, are the
Debtors' local counsel.  Milbank, Tweed, Hadley & Mccloy LLP is
the Debtors' general bankruptcy counsel.  Piper Jaffray & Co. is
the Debtors' financial advisors and investment bankers.  Kurtzman
Carson Consultants LLC is the Debtors' notice, claims and
solicitation agent.

The Creditors Committee has selected the law firms of Cooley LLP
and Klehr Harrison Harvey Branzburg LLP as counsel.

In December 2010, Claim Jumper completed the sale its business to
Landry's Restaurants Inc., in a transaction valued at
$76.6 million.  Landry's outbid the offer of holders of mezzanine
debt with a winning bid that included $48.3 million cash, the
assumption of $23.3 million in debt, and $5 million cash to
collateralize existing letters of credit.


COAST CRANE: Wants Case Dismissal as Most Assets Already Sold
-------------------------------------------------------------
Coast Crane Company asks the Hon. Karen A. Overstreet of the U.S.
Bankruptcy Court for the Western District of Washington to dismiss
its bankruptcy case.

The Debtor says that it doesn't have sufficient assets to confirm
a Chapter 11 plan, and there is not a benefit to creditors from a
plan process.  According to the Debtor, its only remaining liquid
assets are funds carved out of the secured lender's collateral and
the sale proceeds for the benefit of court-approved professionals
who have provided services to the estate.  Those funds are held in
the trust accounts of counsel for the Debtor.  The amounts held in
trust are sufficient to retire the accrued and unpaid professional
fee administrative claims.  There are no remaining unencumbered
cash proceeds that are available for disbursement to general
unsecured creditors.

The Debtor has sold substantially all of its assets and business.
The Debtor says that there is no possibility that it will resume
operations.  The Debtor has already distributed all of its
available liquid assets to creditors.

The Debtor believes that it has paid all of its ordinary course
administrative liabilities incurred during the bankruptcy case or
obligations have been assumed by the purchaser of its assets.  All
fees payable to the United States Trustee through and including
the 4th Quarter 2010 have been paid by the Debtor.  The Debtor
proposes that fees payable pursuant to Chapter 123 of Title 23,
U.S. Code, as determined by the Bankruptcy Court on the Dismissal
Date, including, but not limited to, quarterly fees owed to the
Office of the U.S. Trustee for the 1st quarter 2011, be paid
within seven days of the entry of the order of dismissal.

A hearing on the Debtor's request for dismissal of its bankruptcy
case will be held on March 18, 2011, at 9:30 a.m.

                         About Coast Crane

Seattle, Washington-based Coast Crane Company leases, sells and
services tower cranes, forklifts, hoists, elevators, boom lifts,
scissor lifts and other heavy equipment used in commercial
construction throughout the world.

Coast Crane filed for Chapter 11 bankruptcy protection on
September 22, 2010 (Bankr. W.D. Wash. Case No. 10-21229).  Brian
L. Lewis, Esq., David C. Neu, Esq., and Michael J. Gearin, Esq.,
at K&L Gates LLP, assist the Debtor in its restructuring effort.
The Debtor estimated its assets at $50 million to $100 million and
debts at $100 million to $500 million.

T. Scott Aliva at CRG Partners Group LLC is the Debtor's chief
restructuring officer.


COLLECTORS TRAINING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Collectors Training Institute of Illinois, Inc.
        3333 W. Arthington
        Chicago, IL 60624

Bankruptcy Case No.: 11-07410

Chapter 11 Petition Date: February 24, 2011

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

Judge: John H. Squires

Debtor's Counsel: Ernesto D. Borges, Esq.
                  LAW OFFICES OF ERNESTO BORGES
                  105 W Madison Street, 23rd Floor
                  Chicago, IL 60602
                  Tel: (312) 853-0200
                  E-mail: pbutler@billbusters.com

Scheduled Assets: $15,000

Scheduled Debts: $2,223,945

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb11-07410.pdf

The petition was signed by William Leggett, president.


COMPTON PETROLEUM: VP for Exploration and CFO Resign from Posts
---------------------------------------------------------------
Compton Petroleum Corporation announces the departure of Mr. Marc
Junghans, Vice President, Exploration, and Mr. Leigh Cassidy, Vice
President, Finance and Chief Financial Officer, effective Feb. 15
and 28, 2011, respectively.  Compton wishes to thank both
gentlemen for their contribution to the organization and wish them
the best in their future endeavours.

Ms. Theresa Kosek, CA, has been appointed to the position of Vice
President, Finance and CFO upon Mr. Cassidy's departure.
Ms. Kosek has over 16 years of experience in the petroleum
industry in roles of increasing responsibility for finance and
corporate matters.  She has been with Compton for over 11 years
and most recently served as Controller for the Corporation.  In
this role she has overseen Compton's corporate finance and
accounting functions for the organization's reporting activities.
Ms. Kosek was instrumental in several initiatives at Compton,
including the issue of the 2002 senior term notes and the
associated United States regulatory reporting requirements with
the Securities and Exchange Commission for the notes and the New
York Stock Exchange listing.  She has led the review,
interpretation and adoption of changes in U.S. and Canadian
regulatory reporting and leads the current conversion to
International Financial Reporting Standards. Her responsibilities
have included financial valuations for acquisitions, corporate
planning and budgeting, amalgamations and internal audit
functions.  Prior to this, Ms. Kosek was employed by Grant
Thornton LLP, providing financial and valuation advice to a number
of small to mid-sized petroleum clients.  She also serves on the
Board and is Treasurer of Lunchbox Theatre.  Ms. Kosek holds a
Bachelor of Commerce degree from the University of Calgary, and is
a Chartered Accountant.

In addition, Ms. Shannon Ouellette has been appointed to the role
of Chief Operating Officer effective Jan. 1, 2011.  Previously,
Ms. Ouellette served as the Vice President, Operations and
Development at Compton.  She holds a Bachelor of Science in
Chemical Engineering as well as a Masters of Engineering, both
from the University of Calgary.  Ms. Ouellette is a professional
engineer and is a member of the Association of Professional
Engineers, Geologists and Geophysicists of Alberta.

"I would like to sincerely thank both Marc and Leigh for their
contribution to Compton," said Tim Granger, President and Chief
Executive Officer.  "Marc's role in the development of the Company
was significant over the past 13 years.  He was instrumental in
the acquisition of the Niton property and discovered Compton's
High River Basal Quartz pool.  Leigh's counsel and leadership in
the Corporation's financial restructuring over the past two years
has been invaluable, helping to reduce debt by over half.  On
behalf of the Board and the Corporation, I wish them well in their
future endeavors."

Mr. Granger continued, "I would like to welcome Theresa to the CFO
role. Theresa enters into a new position at Compton, where she can
utilize her financial knowledge and experience in the future
development of the Corporation.  I also wish to acknowledge
Shannon's promotion in recognition of her performance and the
strong results she has achieved in improving the organization's
operations."

                       About Compton Petroleum

Compton Petroleum Corporation is an exploration and production
company.  The Company explores for, develops, and produces oil and
gas in western Canada.  Compton's interests include the areas of
Shekille, Senex, Deep Basin, Rimbey, and Vulcan/Gladys, all in
Alberta, Canada.

The Company's balance sheet at Dec. 31, 2010 showed $1.38 billion
in total assets, $712.29 million in liabilities and
$664.03 million in shareholders' equity.

                           *     *     *

Moody's Investors Service has withdrawn Compton Petroleum's
ratings following the repayment of its rated debt.  Ratings
withdrawn include the 'Caa1' Corporate Family Rating and
Probability of Default Rating, and the 'Caa2' senior unsecured
notes rating.

As reported by the Troubled Company Reporter on Dec. 1, 2010,
Standard & Poor's Ratings Services withdrew its 'B' long-
term corporate credit rating on Compton Petroleum Corp.  At the
same time, Standard & Poor's withdrew its 'B-' senior unsecured
rating and '5' recovery rating on subsidiary Compton Petroleum
Finance Corp.'s US$193.5 million senior unsecured notes.  S&P
withdrew the ratings at the Company's request.


COMPTON PETROLEUM: Widens Net Loss to $330.85 in 2010
-----------------------------------------------------
Compton Petroleum Corporation reported a net loss of
$330.85 million on $186.02 million of revenue for the year ended
Dec. 31, 2010, compared with a net loss of $8.33 million on
$200.20 million of revenue during the prior year.  Net loss was
$43.003 million in 2008.

The Company's balance sheet at Dec. 31, 2010 showed $1.38 billion
in total assets, $712.29 million in liabilities, $6.184 million in
non-controlling interest and $664.03 million in shareholders'
equity.

A full-text copy of the management's report for 2010 is available
for free at http://bankrupt.com/misc/Compton_2010Results

                     About Compton Petroleum

Compton Petroleum Corporation is an exploration and production
company.  The Company explores for, develops, and produces oil and
gas in western Canada.  Compton's interests include the areas of
Shekille, Senex, Deep Basin, Rimbey, and Vulcan/Gladys, all in
Alberta, Canada.

                           *     *     *

Compton Petroleum carried a 'Caa1' corporate family rating prior
to Moody's Investors Service has withdrawal of the ratings in
October 2010.  The withdrawal follows Compton's exchange under a
Plan of Arrangement of its US$450 million senior unsecured notes
for considerations totaling 94% of the face amount of the notes,
comprised of cash (41%), new senior unsecured notes due 2017
(43%), and mandatory converts due 2011 (10%).  Moody's views this
as a distressed exchange.

Compton Petroleum had a 'B-' long-term corporate credit rating
prior to the withdrawal of the rating in November 2010.  S&P
withdrew the ratings at the Company's request.


COMPTON PETROLEUM: Proved Reserves at Dec. 31 Decline by 40%
------------------------------------------------------------
Compton Petroleum Corporation reports estimated reserve volumes
together with the net present value of its reserves as at Dec. 31,
2010.  The Corporation changed its independent reserve evaluators
in 2010 to GLJ Petroleum Consultants Ltd. from Netherland, Sewell
& Associates, Inc., taking into account several factors.  In the
course of various recent asset sales, it was determined that most
prospective buyers were Canadian and preferred to rely on the
report of a recognized Canadian reserves evaluator.  With
Compton's shares delisting from the New York Stock Exchange, the
Corporation no longer had a compelling reason to continue to have
its reserves evaluated by an evaluator based in the United States.
In addition, Management determined that the Corporation could
achieve substantial cost savings by utilizing a Canadian reserves
evaluator.

GLJ has completed an evaluation of 100% of the Corporation's
petroleum and natural gas reserves as at Dec. 31, 2010 in
accordance with the provisions of National Instrument 51-101.

Reserves have been reduced largely due to the impact of an updated
technical interpretation of reserves by GLJ, the economic impact
of lowered price forecasts, and dispositions.

   - Net asset value was $0.99 per basic common share on a proved
     basis and $1.62 per basic common share on a proved plus
     probable basis at Dec. 31, 2010, based on the independently
     estimated reserve values (discounted at 10% before tax),
     independently estimated undeveloped land value, and
     outstanding debt as of Dec. 31, 2010;

   - Proved reserve life index is 10.6 years and proved plus
     probable RLI is 15.5 years;

   - Total proved reserves declined by 40% while reserve value
     decreased by 48% from 2009:

        * Net of production and dispositions, total proved
          reserves declined by 28%;

        * Proved plus probable reserves declined by 48% with an
          associated value reduction of 56%:

            - Net of production and dispositions, total proved
              plus probable reserves declined by 40%

            - Proved reserves comprise 69% of total proved plus
              probable reserves, a slight increase from 2009;

   - Extensions and improved recovery added 8% or 4.1 MMBoe to
     proved reserves and 3% or 2.1 MMBoe to proved plus probable
     reserves; and

   - Undeveloped land of 426,952 net acres was valued at $77.9
     million by an independent land evaluator.

A full-text copy of the press release announcing the 2010 Reserves
is available for free at http://ResearchArchives.com/t/s?7415

                      About Compton Petroleum

Compton Petroleum Corporation is an exploration and production
company.  The Company explores for, develops, and produces oil and
gas in western Canada.  Compton's interests include the areas of
Shekille, Senex, Deep Basin, Rimbey, and Vulcan/Gladys, all in
Alberta, Canada.

The Company's balance sheet at Dec. 31, 2010 showed $1.38 billion
in total assets, $712.29 million in liabilities, and
$664.03 million in shareholders' equity.

Compton reported a net loss of $330.85 million on $186.02 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $8.33 million on $200.20 million of revenue during the
prior year.

                           *     *     *

Compton Petroleum carried a 'Caa1' corporate family rating prior
to Moody's Investors Service has withdrawal of the ratings in
October 2010.  The withdrawal follows Compton's exchange under a
Plan of Arrangement of its US$450 million senior unsecured notes
for considerations totaling 94% of the face amount of the notes,
comprised of cash (41%), new senior unsecured notes due 2017
(43%), and mandatory converts due 2011 (10%).  Moody's views this
as a distressed exchange.

Compton Petroleum had a 'B-' long-term corporate credit rating
prior to the withdrawal of the rating in November 2010.  S&P
withdrew the ratings at the Company's request.


CONEX INT'L: Judge Approves Chapter 7 Liquidation
-------------------------------------------------
Dow Jones' DBR Small Cap reports that Conex International LLC,
whose sudden shutdown led lenders to try to force it into
bankruptcy last week, decided to liquidate its Texas-based
operations after determining that -- without any rank-and-file
employees or customers for its oil refinery work -- it can't
successfully reorganize.

Bankruptcy Judge Christopher S. Sontchi approved the Company's
Chapter 7 request in Wilmington, Del., court, according to DBR.
With its request, the report relates, Conex International gave its
first official court response after a group of lenders that are
owed at least $100 million tried to push it into involuntary
Chapter 11 protection.

The report notes that Conex blamed its need to liquidate on its
current debt structure, stating the company has fewer than
$10 million in assets -- far less than the $152 million that
officials conservatively estimate is owed to creditors.  "There is
no reasonable chance of reorganization," Company officials said in
court filings, DBR adds.

                     About Conex International

Beaumont, Texas-based Conex International LLC provides plant
maintenance and construction services for the refining and
petrochemical industries.

Conex and affiliate Advantage Blasting & Coating Inc. were hit
with involuntary Chapter 11 petitions (Bankr. D. Del. Case Nos.
11-10502 and 11-10503) filed on Feb. 20 in Delaware by three
lenders owed $97.3 million.


The lenders who filed the petitions are Wells Fargo Bank NA, Bank
of Montreal, and The Prudential Insurance Co. of America.
NetDockets relates that the basis for all three claimants is
identified as Conex's default on one or more credit agreements.

The Petitioners are represented by:

    Stuart M. Brown, Esq.
    EDWARDS ANGELL PALMER & DODGE LLP
    919 N. Market Street, 15th Floor
    Wilmington, DE 19801
    Tel: (302) 777-7770

       - and -

    Randall L. Klein, Esq.
    GOLDBERG KOHN LTD
    55 E. Monroe Street, Suite 3300
    Chicago, IL 60603
    Tel: (312) 201-4000


CONFORCE INTERNATIONAL: Raises $6.23 Million for Sale of Shares
---------------------------------------------------------------
As of Feb. 25, 2011 Conforce International, Inc., raised
$6,228,866 from the issuance of 22,245,950 common shares, with
restrictive legend, of the Company's Common Stock.  The offering
was priced on Dec. 9, 2010 at $0.28 per share.  The Company relied
on the Private Offering Exemption - Section 4(2) of the Securities
Act and the Accredited Investor Exemption - Section 4(6) of the
Securities Act as each investor satisfied the definition of an
"Accredited Investor" and acquired the shares for investment
purposes only.

                   About Conforce International

Headquartered in Concord, Ontario, Conforce International, Inc.,
has two operations, the first is providing handling, storage and
transportation of overseas containers for international shipping
lines as well as domestic retailers through its 50.1% owned
subsidiary Conforce 1 Container Terminals Inc.  The second is the
development and testing of a polymer based composite shipping
container flooring product trademarked under the name EKO-FLOR
through its 100% owned subsidiary Conforce Containers Corporation.
The composite flooring product has been designed to provide an
environmentally friendly product to increase container versatility
while reducing shipping costs.

The Company was incorporated on May 18, 2004, in the state of
Delaware as Now Marketing Corp. and was renamed on May 25, 2005,
to Conforce International Inc.

The Company's balance sheet at Sept. 30, 2010, showed
$749,824 in total assets, $2.01 million in total liabilities, and
a shareholders' deficiency of $1.26 million.

As reported in the Troubled Company Reporter on July 19, 2010,
BDO Canada LLP, in Markham, Ontario, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's results for the fiscal year ended
March 31, 2010.  The independent auditors noted that the Company
has incurred recurring losses and its ability to continue as a
going concern will depend on its ability to generate positive cash
flows from operations or secure additional financing.


CONSOLIDATED HORTICULTURE: Lender Group Lone Bidder for Assets
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Hines Nurseries Inc. sought approval from the
bankruptcy court to sell its business to lenders in exchange for
loans financing the new Chapter 11 case.

According to Mr. Rochelle, last week's auction for the assets was
canceled after no other acceptable bids were received.

As reported in the Troubled Company Reporter on Feb. 17, 2011,
Hines Nurseries was scheduled to convene an auction on Feb. 25 as
long as competing bids would be sent by Feb. 23.  The sale hearing
was scheduled Feb. 28.

The Creditors Committee, Mr. Rochelle discloses, is objecting to
the sale, saying there are defects in the lenders' pre-bankruptcy
loan documents.  Hines says the objection doesn't matter because
the lenders are only bidding their bullet-proof post-bankruptcy
financing.

Mr. Rochelle relates that to carry the company through completion
of the sale, Hines filed an emergency motion to increase financing
provided by the lenders from $21.5 million to $31 million.  In
addition to swapping for the Chapter 11 loan, the lenders must
cover expenses of the Chapter 11 case, including professional
fees, financing for the Chapter 11 case, and $250,000 toward
expenses after the sale.

In addition to being the owner, Black Diamond's affiliate, Black
Diamond Commercial Finance LLC, is a secured creditor holding all
of the $8 million term loan and a $16 million subordinated loan.
Black Diamond also holds 53% of the $48.6 million asset-backed
loan.

                  About Consolidated Horticulture

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

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

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


CRUCIBLE MATERIALS: Settles Honeywell, EPA Claims for $21 Million
-----------------------------------------------------------------
Bankruptcy Law360 reports that Judge Mary F. Walrath of the U.S.
Bankruptcy Court for the District of Delaware issued an order
Friday approving a $21 million settlement agreement among Crucible
Materials Corp., Honeywell International Inc. and the U.S.
Environmental Protection Agency over cleanup efforts at a
New York Superfund site.

                     About Crucible Materials

Based in Syracuse, New York, Crucible Materials Corporation -- aka
Crucible Specialty Metals, Crucible Service Centers, Crucible
Compaction Metals, Crucible Research and Trent Tube --
http://www.crucible.com/-- makes stainless and alloy steel for
use in the aircraft, automotive, petrochemical, and other
industries.  The Company was employee-owned prior to its
bankruptcy filing.

The Company and its affiliate, Crucible Development Corporation,
filed for Chapter 11 protection on May 6, 2009 (Bankr. D. Del.
Lead Case No. 09-11582).  Mark Minuti, Esq., at Saul Ewing LLP
represents the Debtors in their restructuring efforts.  The
Debtors engaged Duff & Phelps Securities LLP as investment banker;
RAS Management Advisors LLC as business advisor; and Epiq
Bankruptcy Solutions LLC as claims agent.  Roberta A. DeAngelis,
United States Trustee for Region 3, appointed five creditors to
serve on the Official Committee of Unsecured Creditors.  Crucible
Materials estimated assets and debts both ranging from
$100 million to $500 million in its Chapter 11 petition.

From four asset sales under 11 U.S.C. Sec. 363, Crucible generated
$14.4 million after secured lenders were fully paid on
$64.5 million in claims outstanding at the outset of the Chapter
case.


DAVE & BUSTER'S: Moody's Cuts Corporate Credit Rating to 'B3'
-------------------------------------------------------------
Moody's Investors Service lowered Dave & Buster's Inc.'s Corporate
Family Rating and Probability of Default Rating to B3 from B2,
senior secured facilities rating to Ba3 from Ba2 and senior
unsecured notes rating to Caa1 from B3, following the completion
of the issuance of senior discount notes at Dave & Buster's
Parent, Inc. -- a Dave & Buster's indirect parent holding company.
The gross proceeds of approximately $100 million from the offering
will be used for a return of cash dividend to shareholders (Oak
Hill Capital Partners and management) or for repurchase a portion
of Parent Co.'s common stock and for transaction fees and
expenses.  The new notes are not rated by Moody's.  The rating
outlook is stable.

The rating action concludes the review for possible downgrade that
was initiated on February 16, 2011.  The action is consistent with
Moody's previous expectation that the completion of the issuance
would result in a downgrade of CFR to B3.

These ratings were lowered:

* Corporate Family Rating to B3 from B2

* Probability of Default Rating to B3 from B2

* $50 million senior secured revolving credit facility due 2015 to
  Ba3 (LGD2, 13%) from Ba2 (LGD2, 14%)

* $150 million senior secured term loan due 2016 to Ba3 (LGD2,
  13%) from Ba2 (LGD2, 14%)

* $200 million senior unsecured notes due 2018 to Caa1 (LGD4, 60%)
  from B3 (LGD4, 69%)

                        Ratings Rationale

The rating downgrade reflects the material increase in enterprise-
wide financial leverage -- from high five times to high six times
(incorporating Moody's analytical adjustments) after the issuance
of the Parent Co. debt.  The downgrade reflects the heightened
risk profile due to the increased leverage as well as management's
shift to a more aggressive financial strategy at a time when the
business recovery has not yet gained full traction and may still
be somewhat fragile.  Moody's expects the leverage (including the
Parent Co. debt) to remain elevated, at or above 6.0x, in the next
12-18 months.

Additionally, Moody's notes the issuance would result in
unfavorable debt maturity profile for existing debt holders of
senior unsecured notes due 2018, as significant amount of Parent
Co. debt -- accreted to approximately $181 million face value upon
maturity, will mature approximately two years ahead of the 2018
notes.  However, the additional debt will not immediately affect
Dave & Buster's cash flow generation since all the interest
payment will be paid in kind during lifetime of the notes.

The B3 CFR reflects the highly capital intensive nature of the
Dave & Buster's business model, the high leverage and weak
interest coverage due to the aggressive debt deployed in capital
structure, and the company's limited scale and scope.  Favorably,
the rating incorporates Dave & Buster's leading position in the
niche combined food & entertainment industry, strong brand
recognition as well as its diverse geographic footprint partially
offset by its earnings concentrations at some locations, such as
Times Square, New York.  In addition, Moody's continue to expect
the company to manage its development capital expenditure
prudently without depressing free cash flow into negative
territory for an extended period.

The stable rating outlook depicts Moody's expectation that modest
improvement in EBITDA throughout the intermediate term principally
as a result of new unit expansion, stabilization of comp store
sales and on-going cost containment efforts, offset by the
increased total enterprise-wide leverage following the dividend
recapitalization and the likelihood that it will take years for
credit ratios to levels that support a higher rating.  The outlook
also anticipates the company will maintain an adequate liquidity
in the next 12 months.

Headquartered in Dallas, Texas, Dave & Buster's, Inc. is a leading
operator of large format, high volume specialty restaurant-
entertainment complexes.  The company operates under the Dave &
Buster's and Dave & Buster's Grand Sports Caf‚, and owns 57 units
in the United States and Canada and franchises one unit in Canada.
Revenues for the last twelve months ended Oct 30, 2010 were
approximately $520 million.


DELTA AIR: S&P Assigns 'BB-' Rating to $250 Mil. Senior Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB-'
issue-level rating to Delta Air Lines Inc.'s $250 million senior
secured term loan B maturing in 2016.  The rating is two notches
higher than the 'B' corporate credit rating on Delta.  The
recovery rating is '1', indicating S&P's expectation that lenders
would receive very high (90%-100%) recovery of principal in the
event of a payment default.  The term loan B is refinancing the
existing $250 million term facility that matures in 2013, and is
secured by Delta's Pacific routes and related slots and gates.

S&P's ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect
its highly leveraged financial profile, with significant
intermediate-term debt maturities, and the risks associated with
participation in the price-competitive, cyclical, and capital-
intensive airline industry.  The ratings also incorporate the
reduced debt load and operating costs Delta achieved while in
Chapter 11 in 2005-2007, and its enhanced competitive position and
synergistic opportunities associated with its 2008 merger with
Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with
the two airlines fully integrated in December 2009.  S&P
characterize Delta's business risk profile as weak and its
financial risk profile as highly leveraged.

The outlook is stable.  S&P doesn't expect to revise its ratings
on Delta over the next year.  However, if continued strong
earnings, coupled with debt reduction, generate adjusted funds
flow to debt in the high-teen percent area, S&P could raise its
ratings.  On the other hand, if adverse industry conditions (for
example, a serious fuel price spike) cause financial results to
deteriorate so that funds flow to debt falls into the mid-single-
digit percent area, or if unrestricted liquidity falls below
$3.5 billion on a sustained basis, S&P could lower ratings.

                          Ratings List

                       Delta Air Lines Inc.

       Corporate credit rating                B/Stable/--

                           New Rating

                      Delta Air Lines Inc.

            $250 mil sr sec term ln B              BB-
             Recovery rating                       1


DISH NETWORK: To Buy Claims vs. DBSD for Up to $1-Billion
---------------------------------------------------------
On Feb. 24, 2011, DISH Network Corporation amended and restated
its previously announced investment agreement, dated as of
Feb. 1, 2011, with DBSD North America, Inc., pursuant to which the
Company had originally committed to acquire 100% of the equity of
reorganized DBSD North America upon DBSD North America's emergence
from bankruptcy for approximately $1 billion subject to certain
adjustments, including interest accruing on DBSD North America's
existing debt.  Under the Company's Feb. 24, 2011 amended and
restated investment agreement, which remains subject to approval
by the Bankruptcy Court, the Company intends to make a cash tender
offer to purchase certain claims against DBSD North America and
its affiliates, upon the terms and conditions set forth in the
Revised Investment Agreement, for an amount up to approximately
$1 billion.  This amount will be paid after the tender offer is
accepted in accordance with its terms.  The closing of the tender
offer is not conditioned upon receipt of approval from the Federal
Communications Commission.

In connection with our Original Investment Agreement, the Company
had also proposed an $87.5 million debtor-in-possession credit
facility to DBSD North America and certain of its affiliates in
connection with filings by DBSD North America and such affiliates
for protection under Chapter 11 of the U.S. Bankruptcy Code.

On Feb. 24, 2011, the Company also proposed a revised Credit
Facility to provide DBSD North America and its affiliates with 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 Revised Credit Facility.  The Revised
Credit Facility remains subject to approval by the Bankruptcy
Court.

Under the Revised Investment Agreement, the Company remains
committed to support DBSD North America's plan of reorganization
under which the Company will acquire 100% of the equity of
reorganized DBSD North America upon DBSD North America's emergence
from bankruptcy.  Under the Revised Investment Agreement: (i) all
claims under those 7.5% Convertible Senior Secured Notes due 2009,
issued under that certain indenture dated Aug. 15, 2005, as
supplemented and amended, among DBSD North America, the guarantors
named therein, and The Bank of New York Mellon (f/k/a The Bank of
New York), as trustee, will be paid in full; (ii) all of DBSD
North America's obligations under the Revised 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.

The Company's ultimate acquisition of 100% of the equity of
reorganized DBSD North America is subject to the satisfaction of
certain conditions, including approval by the FCC and DBSD North
America's emergence from bankruptcy.

                        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.


DIVERSIFIED INDUSTRIES: Alberta Cease Trade Order Lifted
--------------------------------------------------------
Diversified Industries Ltd. disclosed that further to its news
release dated January 10, 2011 and the Cease Trade Order issued by
the Alberta Securities Commission on Jan. 6, 2011, the Company has
since filed the required documentation, including its audited
financial statements and MD&A for the period ending August 31,
2010 (which statements were refiled on Feb. 23, 2011).The Order
has been lifted by the Alberta Securities Commission effective
Feb. 25, 2011.

The Company is in the process of applying to the TSX Venture
Exchange for the resumption of trading of its shares on the TSX
Venture Exchange.  The Company will also be following up on the
Court Approval of its Proposal to Creditors under the Bankruptcy
and Insolvency Act, R.S.C. 1985, and the items set out in that
Proposal.


DOT VN INC: Hi-Tek Inks Pact to Develop Vietnam Language IDNs
-------------------------------------------------------------
Dot VN, Inc., an Internet and Telecommunications Company and the
exclusive online global domain name registrar for the Country of
Vietnam, announced that its wholly owned subsidiary, Hi-Tek
Multimedia, Inc. has been designated as the Vietnam Internet
Network Information Centre's sole partner in developing and
managing Vietnam's native language internationalized domain names.

Through this IDN management agreement with VNNIC, Dot VN has
received approval to implement a new registration platform and
manage the development of the Vietnamese IDNs.  Further, in
connection with the IDN Agreement, Dot VN will oversee the
monetization of the IDNs and creation of value added services
related to the development of the Vietnamese IDNs.

"When we started working with VNNIC over ten years ago, we never
imagined that the internet in Vietnam would grow as it did.  The
IDNs are the next evolution in the Vietnamese Internet and we are
honored by VNNIC's trust in us.  Dot VN is fully committed to
ensuring the successful launch and long term success of the
Vietnamese IDNs," said Dot VN President Lee Johnson.

Historically, Vietnam's Internet growth has proven to be
incredibly strong as evidenced by the exponential increase in the
number of Internet users in Vietnam.  In 2000, there were 430,000
Internet users.  VNNIC's most recent statistics as of December
2010 show that there over 26.7 million internet users, an increase
of over 6,100 percent in just ten years.  Indeed, Vietnam's
remarkable growth has propelled it into the top 20 Countries in
terms of internet usage trailing only slightly behind Canada
according to a recent report by Pingdom, a U.S. based website
monitoring service.  The Vietnamese IDNs are expected be available
for registration by the end of April and will be open both
domestically and internationally to all individuals, corporations
or organizations that are interested in securing a Vietnamese
native language domain name.

"We are preparing for a strong response to the new class of native
language domains as it gives the over 90 million Vietnamese
speakers world wide the opportunity to interact with the internet
in their native tongue.  It will also allow local and global
advertisers the ability to interact with clients and customers in
their native Vietnamese" said Dot VN's Chief Executive Officer,
Thomas M. Johnson.  "Recent IDN launches by other countries have
been well received and it is my hope that we can follow the
Russian IDN's example of over 760,000 domains registered since its
launch in November of 2010."

Vietnam Internet Network Information Centre, (www.vnnic.net.vn) is
an agency of the Ministry of Information and Communication of
Vietnam.  VNNIC was founded on April 28, 2000, and carries out the
functions of managing, allocating, supervising and promoting the
use of Internet domain names, addresses, autonomous system numbers
in Vietnam, providing Internet-related guidance, statistics on
Internet usage, and representing Vietnam at Internet related
events.

                           About Dot VN

Dot VN, Inc. (OTC BB: DTVI) -- http://www.DotVN.com/-- provides
Internet and telecommunication services for Vietnam and operates
and manages Vietnam's innovative online media web property,
www.INFO.VN.  The Company is the "exclusive online global domain
name registrar for .VN (Vietnam)."  Dot VN is the sole distributor
of Micro-Modular Data Centers(TM) solutions and E-Link 1000EXR
Wireless Gigabit Radios to Vietnam and Southeast Asia region.  Dot
VN is headquartered in San Diego, California with offices in
Hanoi, Danang and Ho Chi Minh City, Vietnam.

Dot VN was incorporated in the State of Delaware on May 27, 1998,
under the name Trincomali Ltd.

The Company's balance sheet at Oct. 31, 2010, showed $2.43 million
in total assets, $10.83 million in total liabilities, and a
stockholders' deficit of $8.39 million.

Dot VN reported a $7.3 million net loss on $1.1 million of
revenues for the fiscal year ended April 30, 2010, compared with a
$5.4 million net loss on $1.0 million of revenues for the same
period a year ago.

Following the Company's results for fiscal 2010, Chang G. Park CPA
expressed substantial doubt against Dot VN's ability to continue
as a going concern, citing the Company's losses from operations.


DYNAVAX TECHNOLOGIES: Planned Safety Assessments Complete
---------------------------------------------------------
Dynavax Technologies Corporation announced that the Data Safety
Monitoring Board (DSMB) established for Dynavax's two ongoing
Phase 3 trials for HEPLISAVTM has completed its planned safety
assessments.  The DSMB determined that the studies may continue
without protocol modification, and that no other formal meetings
of the DSMB are required.

Tyler Martin, M.D., President and Chief Medical Officer,
commented, "This DSMB review is an important milestone for our
Phase 3 program.  All subjects in our large safety and lotto-lot
consistency trial randomized to HEPLISAV are now eight months past
their last dose.  It would be unlikely to see a serious adverse
event related to HEPLISAV at this time.  Based on our progress, we
look forward to completing the trials as planned and filing our
BLA by the end of 2011."

The DSMB reviewed safety data from two ongoing multi-center Phase
3 trials evaluating HEPLISAV, the first a lot-to-lot consistency
trial in adults 40 years and older, and the second a trial in
chronic kidney disease patients.  The DSMB is comprised of an
independent group of medical experts who are responsible for
reviewing and evaluating subject safety data at regular intervals
during the ongoing trials.

                          About HEPLISAV

HEPLISAV is an investigational adult hepatitis B vaccine. The
vaccine candidate is being evaluated in two Phase 3 studies that
are directed toward fulfilling licensure requirements in the U.S.,
Canada and Europe. Enrollment has been completed for both studies.
In a completed pivotal Phase 3 trial, HEPLISAV demonstrated
increased, rapid protection with fewer doses than current licensed
vaccines. Dynavax has worldwide commercial rights to HEPLISAV and
is developing the vaccine for large, high-value populations that
are less responsive to current licensed vaccines, including
individuals with chronic kidney disease. HEPLISAV combines
hepatitis B surface antigen with a proprietary Toll-like Receptor
9 agonist known as ISS to enhance the immune response.

                    About Dynavax Technologies

Berkeley, Calif.-based Dynavax Technologies Corporation (NASDAQ:
DVAX) -- http://www.dynavax.com/-- is a clinical-stage
biopharmaceutical company.  The Company discovers and develops
novel products to prevent and treat infectious diseases.  The
Company's lead product candidate is HEPLISAV, an investigational
adult hepatitis B vaccine designed to enhance protection more
rapidly and with fewer doses than current licensed vaccines.

As of Sept. 30, 2010, the Company had $61,790,000 in total
assets; $21,026,000 total current liabilities, $6,012,000 deferred
revenue, $10,540,000 long-term note payable to holdings, $944,000
long-term contingent liability to holdings, and $60,000 other
long-term liabilities, and $23,208,000 in stockholders' equity.

As reported in the Troubled Company Reporter on March 18, 2010,
Ernst & Young LLP, in San Francisco, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations since its inception.


DYNAVAX TECHNOLOGIES: Reports Immunogenicity Data for Hepa B
------------------------------------------------------------
Dynavax Technologies Corporation reported in a poster session
Saturday, Feb. 19 at the 21st Conference of the Asian Pacific
Association for the Study of the Liver (APASL 2011) in Bangkok
Thailand new Phase 1b immunogenicity data for DV-601, its
proprietary hepatitis B therapeutic vaccine.  The study evaluated
three doses of the candidate therapeutic vaccine escalation in 14
patients with chronic hepatitis B infection, including six
patients that were HBeAg negative and eight patients who were
HBeAg positive, and found:
     * The therapeutic regimen was safe and generally well
       tolerated at all dose levels;

     * Most common systemic reactions were fatigue and malaise. No
       SAEs were recorded;

     * DV601 was found to elicit immune responses at all dose
       levels, and anti-HBe antibodies were elicited in two of
       eight (2/8) patients;

     * Anti-HBs antibodies were elicited in four of 14 (4/14)
       patients;

     * Amongst the eight HBeAg positive patients, two had HBeAg
       clearance, and one of those individuals also had HBsAg
       clearance;

     * Three patients are still in the follow-up observation
       period.

According to Tyler Martin, M.D., President and Chief Medical
Officer, "This trial was primarily designed to assess the safety
of our vaccine.  The positive immunogenicity results, in
particular, the two HBeAg seroconversions, including one HBsAg
serocoversion, provide a strong rationale for an expanded
evaluation of our approach in collaboration with a potential
partner."

Dynavax in December 2010 reported that all doses were generally
safe and well tolerated and that individual immunologic and
virologic responses had been observed across cohorts at all dose
levels.

Dynavax's treatment approach combines both the surface and core
hepatitis B virus (HBV) antigens with ISCOMATRIX(R) adjuvant
originally entered into development by Rhein Biotech prior to its
acquisition by Dynavax in 2006. The candidate vaccine, DV-601, is
designed to induce an immune response against HBV-infected cells
and if proven to be safe and effective, may offer an alternative
therapeutic option for patients chronically infected with HBV.

                    About Dynavax Technologies

Berkeley, Calif.-based Dynavax Technologies Corporation (NASDAQ:
DVAX) -- http://www.dynavax.com/-- is a clinical-stage
biopharmaceutical company.  The Company discovers and develops
novel products to prevent and treat infectious diseases.  The
Company's lead product candidate is HEPLISAV, an investigational
adult hepatitis B vaccine designed to enhance protection more
rapidly and with fewer doses than current licensed vaccines.

As of Sept. 30, 2010, the Company had $61,790,000 in total assets;
$21,026,000 total current liabilities, $6,012,000 deferred
revenue, $10,540,000 long-term note payable to holdings, $944,000
long-term contingent liability to holdings, and $60,000 other
long-term liabilities, and $23,208,000 in stockholders' equity.

As reported in the Troubled Company Reporter on March 18, 2010,
Ernst & Young LLP, in San Francisco, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations since its inception.


DYNAVAX TECHNOLOGIES: Reports Phase 1A & 1B Immunogenicity Data
---------------------------------------------------------------
Dynavax Technologies Corporation reported last Friday, Feb. 18 in
Geneva, Switzerland at the World Health Organization 7th Meeting
on Evaluation of Pandemic Influenza Prototype Vaccines in Clinical
Trials new Phase 1a and Phase 1b safety and immunogenicity data
for its universal flu candidate vaccine.  In an oral presentation,
Dynavax's Robert Janssen, M.D., Senior Director, Clinical
Research, described new findings for N8295, a fusion protein
comprised of NP and M2e, two highly conserved influenza antigens
covalently linked to Dynavax's proprietary second-generation TLR9
agonist, in combination with an investigational H5N1 avian
influenza vaccine.  The study evaluated 54 subjects, including 39
from the Phase 1a dose escalation study of N8295 and 15 from the
Phase 1b dose escalation study of H5N1/N8295.

Data from the Phase 1a and the Phase 1b study, initiated in
September 2010, showed:

     * N8295 alone or combined with H5N1 vaccine was very safe and
       generally well tolerated;

     * The most common adverse events were mild, self-limited
       injection site reactions;

     * There were no SAEs;

     * All N8295 dose groups had an antibody response to M2e, and
       the placebo group did not;

     * All N8295 dose groups had an antibody response to NP, and
       the placebo group did not;

     * All N8295 dose groups had a cellular immune response to NP,
       and the placebo group did not;

     * The addition of N8295 to a non-immunogenic dose of H5N1
       vaccine resulted in H1 responses in all N8295 dose groups.

Dr. J. Tyler Martin, M.D., Dynavax President and Chief Medical
Officer, said, "The results of these trials demonstrate that N8295
has the attributes we intended: safety, M2e and NP immunogenicity,
and the ability to adjuvant the H1 response to a HA based vaccine.
These data will allow us to move forward with planning for a Phase
2 proof-of-concept trial."

Dynavax's Universal Flu Vaccine is designed to offer protection
against divergent influenza strains as well as to increase the
efficacy of a conventional influenza vaccine.  Preclinical data
have confirmed the expected immunogenicity and mechanistic effects
of the vaccine candidate's novel components.  The production of
cytotoxic T-cells by NP and cytotoxic antibodies by M2e have been
demonstrated in preclinical studies, as has an increase in
neutralizing antibodies provided by a co-administered conventional
influenza vaccine.  A GLP toxicity study demonstrated that this
Universal Flu vaccine candidate is well-tolerated.

                     About Dynavax Technologies

Berkeley, Calif.-based Dynavax Technologies Corporation (NASDAQ:
DVAX) -- http://www.dynavax.com/-- is a clinical-stage
biopharmaceutical company.  The Company discovers and develops
novel products to prevent and treat infectious diseases.  The
Company's lead product candidate is HEPLISAV, an investigational
adult hepatitis B vaccine designed to enhance protection more
rapidly and with fewer doses than current licensed vaccines.

As of Sept. 30, 2010, the Company had $61,790,000 in total
assets; $21,026,000 total current liabilities, $6,012,000 deferred
revenue, $10,540,000 long-term note payable to holdings, $944,000
long-term contingent liability to holdings, and $60,000 other
long-term liabilities, and $23,208,000 in stockholders' equity.

As reported in the Troubled Company Reporter on March 18, 2010,
Ernst & Young LLP, in San Francisco, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations since its inception.


EASTMAN KODAK: Incurs $687 Million Net Loss in 2010
---------------------------------------------------
Eastman Kodak Company filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$687 million on $7.18 billion of total net sales for the year
ended Dec. 31, 2010, compared with a net loss of $210 million on
$7.60 billion of total net sales during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $6.24 billion
in total assets, $7.31 billion in total liabilities and a
$1.07 billion total deficit.

As a result of goodwill impairment testing conducted by the
Company between Jan. 26, 2011 and Feb. 25, 2011, the Company's net
loss, as previously furnished on Form 8-K on Jan. 26, 2011, has
been revised to reflect a non-cash goodwill impairment charge.
Net loss has also been revised from the amount reported on
Jan. 26, 2011 due to a change in estimate which decreased an
accrual by $7 million.

On Jan. 26, 2011 the Company reported a net loss for the year
ended Dec. 31, 2010 of $70 million, or $.26 per basic and diluted
share.  The Company's net loss for the year ended Dec. 31, 2010 as
reported in its Annual Report on Form 10-K is $687 million, or
$2.56 per basic and diluted share.  The $617 million increase in
net loss for the year ended Dec. 31, 2010 is primarily due to the
impairment of goodwill related to the Company's Film,
Photofinishing, and Entertainment Group.

As a result of its goodwill impairment testing conducted in
connection with the preparation of its 2010 annual financial
statements to be included in its Annual Report on Form 10-K, the
Company concluded that goodwill associated with its Film,
Photofinishing, and Entertainment Group was impaired, resulting in
a pre-tax goodwill impairment charge of $626 million.  The
goodwill impairment charge is more fully disclosed in the
Company's 2010 Annual Report on Form 10-K.

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

              http://ResearchArchives.com/t/s?740e

                        About Eastman Kodak

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

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

As reported by the Troubled Company Reporter on Jan. 31, 2011,
Standard & Poor's Ratings Services placed its 'B-' corporate
credit rating for Kodak, as well as all related issue-level
ratings on the Company's debt, on CreditWatch with negative
implications.  The CreditWatch placement follows Kodak's fourth-
quarter earnings announcement.  At Dec. 31, 2010, the Company's
cash balance was $1.6 billion -- a decline from $2 billion at
Dec. 31, 2009.  Revenue declined 6% for the year.  Traditional
revenue declined 22%, while digital revenue increased 1% for the
year.  The Company's revenue, earnings, and cash flow in 2010
benefited from one-time intellectual property license
transactions.  S&P doesn't expect IP-related cash flow to recur at
the same level in 2011.  Standard & Poor's credit analyst Tulip
Lim said, "We could lower the rating if we believe that the
Company may not have sufficient liquidity for its needs in 2011
and 2012."


EL PASO: Case Summary & 11 Largest Unsecured Creditors
------------------------------------------------------
Debtor: El Paso Rivera Investments, Ltd.
        aka El Paso Rivera Investments
        1901 E. Yandell Dr.
        El Paso, TX 79903

Bankruptcy Case No.: 11-30333

Chapter 11 Petition Date: February 24, 2011

Court: United States Bankruptcy Court
       Western District of Texas (El Paso)

Judge: H. Christopher Mott

Debtor's Counsel: E.P. Bud Kirk, Esq.
                  Terrace Gardens
                  600 Sunland Park Drive, Bldg 4, #400
                  El Paso, TX 79912
                  Tel: (915) 584-3773
                  E-mail: budkirk@aol.com

Scheduled Assets: $6,013,750

Scheduled Debts: $5,231,422

A list of the Company's 11 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txwb11-30333.pdf

The petition was signed by Alfredo Rivera, managing member of G&A
Rivera Properties LLC, Debtor's general partner.


EVEREST HEIGHTS: Files for Bankruptcy Protection in Dallas
----------------------------------------------------------
Everest Heights Dallas Real Estate, Inc., filed a bare-bones
Chapter 11 petition on Feb. 27, 2011 (Bankr. N.D. Tex. Case No.
11-31308).  The Debtor estimated assets and debts of $10 million
to $50 million.

Its parent, Everest Heights Dallas, Inc., also filed for
Chapter 11 (Bankr. N.D. Tex. Case No. 11-31309).

According to state court filings, Everest Heights is the developer
of a planned South Asian strip-mall in the neighborhood of Valley
Ranch, in Irving, Texas.  Everest bought the land for the project
for $8,500,000.  Construction of the project began but was
suspended due to funding woes.  Some of the lenders who provided
funding for the project have commenced lawsuits against the
Debtors.

Two adversary proceedings against the Debtor were posted in the
court's docket a day after the Chapter 11 filing:

  -- Adv. Pro. No. 11-03132, commenced by Ram Somaraju, Prasad
     Dodda, Vijay Nama, Amar Neburi, Gurram Gurram, Ram Thummala,
     Maheshwar Thummala against Everest Heights Dallas Real
     Estate, Inc., Valley Ranch United, LLC, Mansoor Shah, Jaipal
     Elete, Narsimha Elete, and Dheeraj Akula.

  -- Adv. Pro. No. 11-03133, commenced by Srinivas Kuthuru against
     Everest Heights Dallas Real Estate, Inc., Valley Ranch
     United, LLC, Mansoor Shah, and Jaipal Elete.

The cases relate to civil actions which Valley Ranch removed from
the district court to the bankruptcy court as the suits involve,
inter alia, the priority and validity of competing liens on
property of the bankruptcy estates, foreclosures of real property
of the bankruptcy estates, as well as claims by and against the
bankruptcy estates.

The first suit is a petition filed on July 7, 2010, by Ram
Somaraju, et al., in the 160th District Court, Dallas County,
Texas, Cause No. 10-08267, asserting claims against Valley Ranch
United, LLC, Everest Heights Dallas Real Estate, Inc., Jaipal
Reddy Elete, Mansoor Shah, Narsimha Reddy Elete, and Dheeraj Akula
for, inter alia, breach of contract, fraud, negligent
misrepresentation, fraudulent conveyance, civil conspiracy,
specific performance, lien foreclosure, unjust enrichment, civil
theft, and rescission of investment funds.

The second suit is a petition filed on June 9, 2010, by Srinivas
Kuthuru filed a petition in the 193rd District Court, Dallas
County, Texas, Cause No. 10-06857, asserting claims against Valley
Ranch United, LLC, Everest Heights Dallas Real Estate, Inc.,
Jaipal Reddy Elete, and Mansoor Shah for breach of contract,
fraud, negligent misrepresentation, fraudulent conveyance, civil
conspiracy, specific performance, lien foreclosure and unjust
enrichment.

Valley Ranch United is represented by:

   J. Michael Sutherland, Esq.
   David G. Drumm, Esq.
   Luke Madole, Esq.
   Lisa M. Lucas, Esq.
   CARRINGTON, COLEMAN, SLOMAN & BLUMENTHAL, L.L.P.
   901 Main Street, Suite 5500
   Dallas, TX 75202
   Tel: (214) 855-3000
   Fax: (214) 855-1333
   E-mail: msutherland@ccsb.com
           drumm@ccsb.com
           lmadole@ccsb.com
           llucas@ccsb.com


EVEREST HEIGHTS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Everest Heights Dallas Real Estate, Inc.
        c/o Mark E. Andrews
        Cox Smith Matthews Incorporated
        1201 Elm Street, Suite 3300
        Dallas, TX 75270
        Tel: (214) 698-7800

Bankruptcy Case No.: 11-31308

Chapter 11 Petition Date: February 27, 2011

Court: U.S. Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Stacey G. Jernigan

Debtor's Counsel: Mark Edward Andrews, Esq.
                  COX SMITH MATTHEWS INCORPORATED
                  1201 Elm Street, Suite 3300
                  Dallas, TX 75270
                  Tel: (214) 698-7800
                  Fax: (214) 698-7899
                  E-mail: mandrews@coxsmith.com

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

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

Debtor-affiliate that filed separate Chapter 11 petition:

   Debtor                            Case No.
   ------                            --------
Everest Heights Dallas, Inc.          11-31309
  Assets: $10,000,001 to $50,000,000
  Debts: $10,000,001 to $50,000,000

The Debtors both did not file a list of creditors together with
their petitions.

Everest Heights Dallas Real Estate's petition was signed by Venkat
Reddy, president.  Everest Heights Dallas, Inc.'s petition was
signed by Rajesh Chalemela, vice president.


EXTENDED STAY: Litig. Trustee Wants More Time to Object to Claims
-----------------------------------------------------------------
Walker Truesdell Roth & Associates, in its capacity as the
Extended Stay Litigation Trustee, asks the U.S. Bankruptcy Court
for the Southern District of New York to extend the deadline for
filing objections to claims for an additional 179 days, through
and including September 2, 2011.

Walker Truesdell administers the litigation trust established
pursuant to the Joint Chapter 11 Plan of Reorganization of
Extended Stay Inc.'s affiliated debtors as a mechanism to
preserve alleged claims and to provide funding for the pursuit of
those claims.

As of Feb. 18, 2011, more than 1,700 proofs of claim were
filed in the Chapter 11 cases of ESI's affiliated debtors.
Combined with about 200 additional claims identified in their
schedules of assets and liabilities and statements of financial
affairs, the claims assert total liabilities of more than $9
billion.  Out of the total number of filed and scheduled claims,
more than 1,600 claims represent alleged general unsecured claims
and mezzanine facilities claims.

The Litigation Trustee specifically seeks a September 2 extended
objection deadline for:

  (i) it to file its objections to general unsecured claims and
      mezzanine facilities claims; and

(ii) the Reorganized Debtor Affiliates or NewCo to file their
      objections to the allowance of claims for which they are
      responsible for payment under their restructuring plan.

Mark Power, Esq., at Hahn & Hessen LLP, in New York, says the
Litigation Trustee will use the additional time to pursue the
resolution of alleged general unsecured and mezzanine facilities
claims to determine which of those claims should be allowed and
which claimants qualify as litigation trust beneficiaries.

During the past few months, the Litigation Trustee has reportedly
been investigating and evaluating the litigation trust assets,
especially those potential causes of action identified in the
examiner's report and other claims that may be brought pursuant
to Chapter 5 of the Bankruptcy Code.  The Litigation Trustee
recently completed a process for choosing special litigation
counsel to represent the firm.

The proposed extension would give the Litigation Trustee and its
professionals, Mr. Power notes, the opportunity to conduct a
claims analysis, and object to or negotiate the settlement of
those claims to avoid the filing of numerous objections.

"An extension serves to conserve judicial resources and minimize
the burdens on this Court that would accompany unnecessary claims
litigation," Mr. Power says in court papers.

The Court will hold a hearing on March 22, 2011, to consider
approval of the Litigation Trustee's request.  The deadline for
filing objections is March 16, 2011.

Judge Peck has issued a bridge order, extending the claims
objection deadline until the entry of a Court order on the
extension request.

                       About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada.  As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent.  The Official Committee of
Unsecured Creditors tapped Gilbert Backenroth, Esq., Mark T.
Power, Esq., and Mark S. Indelicato, Esq., at Hahn & Hessen LLP,
in New York, as counsel.  Extended Stay had assets of
$7.1 billion and debts of $7.6 billion as of the end of 2008.

Extended Stay Inc. in October successfully emerged from Chapter 11
protection.  An investment group including Centerbridge Partners,
L.P., Paulson & Co. Inc. and Blackstone Real Estate Partners VI,
L.P.  has purchased 100 percent of the Company for $3.925 billion
in connection with the Plan of Reorganization confirmed by the
Bankruptcy Court in July.

Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).


EXTENDED STAY: ESA Debtors Begin Omnibus Claims Objections
----------------------------------------------------------
Capstone Advisory Group LLC, ESA Properties L.L.C. and 73 of its
debtor affiliates filed with the Court their first omnibus
objection to 199 proofs of claim.

Capstone Advisory serves as plan administrator under the Fifth
Amended Joint Chapter 11 Plan of Reorganization of the ESA
Debtors dated June 8, 2010.  The ESA Debtor or the Plan Debtors
are affiliates of Extended Stay Inc.

The Plan Administrator and the Plan Debtors seek to reduce the
claim amounts stated in 38 proofs of claim, which contradict the
Debtors' books and records, and to disallow and expunge those
proofs of claim in which the asserted amounts have been reduced
to $0.  A list of the Books and Records Claims is available
without charge at:

     http://bankrupt.com/misc/ESI_1stOO_38B&RClaims.pdf

The Plan Administrator and the Plan Debtors also ask the Court
to:

  -- disallow and expunge eight claims that were not timely
     filed;

  -- 75 claims that have already been settled under the
     restructuring plan;

  -- 27 claims that are duplicative or have been amended by
     other claims; and

  -- 51 claims that have already been settled and paid in the
     ordinary course during the Debtors' Chapter 11 cases.

Lists of the Disputed Claims are available without charge at:

  http://bankrupt.com/misc/ESI_1stOO_8UntimelyClaims.pdf
  http://bankrupt.com/misc/ESI_1stOO_75SatisfiedClaims.pdf
  http://bankrupt.com/misc/ESI_1stOO_27DuplicativeClaims.pdf
  http://bankrupt.com/misc/ESI_1stOO_51NoLiabilityClaims.pdf

The Court will hold a hearing on March 22, 2011, to consider the
Debtors' omnibus claims objection.  The deadline for creditors to
file objections to the proposed treatment of their claims is
March 11, 2011.

                       About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada.  As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent.  The Official Committee of
Unsecured Creditors tapped Gilbert Backenroth, Esq., Mark T.
Power, Esq., and Mark S. Indelicato, Esq., at Hahn & Hessen LLP,
in New York, as counsel.  Extended Stay had assets of
$7.1 billion and debts of $7.6 billion as of the end of 2008.

Extended Stay Inc. in October successfully emerged from Chapter 11
protection.  An investment group including Centerbridge Partners,
L.P., Paulson & Co. Inc. and Blackstone Real Estate Partners VI,
L.P.  has purchased 100 percent of the Company for $3.925 billion
in connection with the Plan of Reorganization confirmed by the
Bankruptcy Court in July.

Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).


FAIRMOUNT MINERALS: Moody's Affirms 'B1' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service affirmed B1 corporate family rating and
a B2 probability of default rating of Fairmount Minerals, Ltd.  In
addition, Moody's affirmed B1 rating of the company's amended and
increased $1,075 million senior secured credit facility that
includes $75 million revolver and $1,000 million senior secured
term loan B.  The rating outlook is stable.


The recent amendment includes eliminating the company's
$150 million Term Loan A, increasing its Term Loan B to
$1.0 billion from $550 million, modifying covenants to allow for
additional flexibility and lower pricing.  The transaction will be
used to fund a $300 million distribution to its shareholders.

These ratings were affirmed in this rating action:

* Corporate Family Rating B1;

* Probability of Default Rating B2;

* $1,075 million of senior secured credit facilities B1, LGD-3,
  35%.

                        Ratings Rationale

The B1 CFR and B2 PDR, balance the company's revenue volatility,
modest scale, limited product line and end-market diversification
against its above average operating margins, high barriers to
entry, large base of proven mineral reserves, and moderate debt
leverage.  While the proposed $300 million distribution weakens
the company's leverage and coverage metrics, they remain within
appropriate levels for the current ratings.

Fairmount Minerals' most significant end-market, the natural gas
exploration and drilling industry, is currently benefiting from
robust activity despite weak natural gas prices and growing over-
supply.  This is in part due to robust flows of capital from
strategic, financial, and foreign investors, despite weak near
term economics.  Moody's views the current pace of natural gas
exploration and development as unsustainable barring an unforeseen
near term strengthening of natural gas prices.  Longer term,
migration from oil and coal for energy, transportation, and
heating, will continue to grow demand, supporting longer term
pricing trends, but operators may experience several intervening
boom-bust cycles along the way, which in turn would impact the
demand for Fairmount's frac-sand.

The stable outlook presumes that the company will carefully
balance its leverage and other credit metrics with its acquisition
strategy, primarily focusing on modestly sized tuck-in
acquisitions that build upon its core strengths.  The stable
outlook presumes that adjusted debt-to-EBITDA remains below 4x and
EBIT-to-Interest remains above 3.0x.  Larger debt-financed
acquisitions or declining demand from the oil and gas industry may
result in negative rating pressure.

Given anticipated volatility in the company's key natural gas
development end market, and potential for future shareholder
distributions, further credit rating improvement remains unlikely.

The ratings would be considered for a downgrade in the event that
the company's adjusted debt-to-EBITDA leverage exceeded 4.5x,
liquidity were to appreciably tighten, or the business faced an
unexpectedly sharp decline in pricing or volume.

Fairmount Minerals, Ltd. headquartered in Chardon, OH, is a
producer of silica sand and related materials used in oil and gas
drilling, foundries, building materials, and other applications.
Revenues in the fiscal year ended December 31, 2010, totaled
$667 million.


FIRST NATIONAL: Fitch Maintains Ratings on Negative Watch
---------------------------------------------------------
Fitch Ratings has maintained the ratings for First National of
Nebraska and all of its rated subsidiaries on Rating Watch
Negative.

Fitch's maintenance of the Rating Watch Negative reflects the
stress on liquidity balances at FNNI, given required amortization
payments on its term loan, and the need to either repay or
refinance its term loan.  At Dec. 31, 2010 the parent company had
cash balances of $56.9 million compared to a term loan note
balance of $93.8 million, which is due in June 2011.  As such,
Fitch believes that absent the extension or refinancing of the
term loan or a capital raise to repay the loan, the parent company
may be unable to meet its obligations.  However, Fitch does note
that there are efforts underway to address this potential
liquidity issue, which include seeking approval to upstream
$25 million to the parent company after the sale of the remaining
49% of its First National Merchant Solutions business, and efforts
to extend or refinance the balance of the term loan.

Resolution of the Rating Watch will be dependent on the outcome of
the aforementioned initiatives at the parent.  If FNNI is
successful at refinancing its term loan or raising capital and is
able to comfortably service its debt obligations and operating
expenses over the next 12 to twenty-four months, Fitch could
affirm the company's current ratings.  Furthermore, Fitch notes
that given FNNI's recent improvement in asset quality metrics as
well as improved consolidated capital ratios, there could be some
stability in the company's current ratings should it resolve its
parent company liquidity issues.  That said, should FNNI be unable
to extend the maturity of the term loan note or significantly
improve liquidity at the parent company in the very near term, a
multi-notch downgrade of the ratings of both FNNI and its
subsidiaries would be likely.

FNNI has operations in Nebraska, Kansas, South Dakota, Colorado,
Texas, and Illinois.  The lead bank First National Bank of Omaha
represents 88% of consolidated assets, and the company's credit
card operations are housed in the lead bank.  FNNI became a
private company in 2002 and is controlled by the Lauritzen
family.  At Dec. 31, 2010 the bank had consolidated assets of
$14.97 billion and $10.73 billion in managed loans.

Fitch maintains these ratings on Rating Watch Negative:

First National of Nebraska, Inc.

  -- Long-term Issuer Default Rating 'BB+';
  -- Short-term IDR 'B';
  -- Individual 'C/D'.

First National Bank of Omaha

  -- Long-term IDR 'BB+';
  -- Short-term IDR 'B';
  -- Subordinated debt 'BB';
  -- Long-term deposits 'BBB-';
  -- Short-term deposits 'F3';
  -- Individual 'C/D'.

First National Bank (Fort Collins)

  -- Long-term IDR 'BB+';
  -- Short-term IDR 'B';
  -- Long-term deposits 'BBB-';
  -- Short-term deposits 'F3';
  -- Individual 'C/D'.

First National Bank (North Platte)

  -- Long-term IDR 'BB+';
  -- Short-term IDR 'B';
  -- Long-term deposits 'BBB-';
  -- Short-term deposits 'F3'.
  -- Individual at 'C/D'.

Fitch has affirmed these ratings:

First National of Nebraska, Inc.

  -- Support rating '5'
  -- Support Floor rating 'NF'.

First National Bank of Omaha

  -- Support rating '5'
  -- Support Floor rating 'NF'.

First National Bank (Fort Collins)

  -- Support rating '5'
  -- Support Floor rating 'NF'.

First National Bank (North Platte)

  -- Support rating '5'
  -- Support Floor rating 'NF'.


FORUM HEALTH: PBGC to Pay Pension Benefits
------------------------------------------
The Pension Benefit Guaranty Corporation will pay the pensions of
almost 7,000 workers and retirees of Forum Health, a hospital in
Youngstown, Ohio.

PBGC, which safeguards the pensions of 44 million Americans,
stepped in because the hospital has gone out of business.

"PBGC is America's retirement safety net," said Director Josh
Gotbaum.  "When companies fail, we keep their pensions going."

Forum Health retirees will continue to receive their monthly
benefit without interruption, and other workers will receive their
pensions when they are eligible to retire.  Within the next
several weeks, PBGC will send notification letters to all
participants in the Forum Health plan.

In general, PBGC will pay the benefit that a retiree would earn if
they retired at age 65.  However, there is a legal maximum,
$54,000 per year for a 65-year-old, and lower for people who
retire before age 65 or choose survivor benefits.  In addition,
certain early-retirement payments and recent benefit increases are
generally not covered.

"The PBGC trusteeship is a very important protection for the
future of these pensions," said Congressman Tim Ryan (Ohio-17).
"Retirement security is one of the fundamental concerns we all
share throughout our lives, and I hope today's announcement
alleviates any uncertainty of the pension plan's future for these
retirees.  I especially appreciate the cooperation of our local
labor unions in working with hospital management to secure this
agreement."

In Ohio's 17th Congressional District, where Forum Health is
located, the PBGC paid more than $115 million in pension benefits
to over 13,000 residents last year.  The agency also expects to
send checks to another 6,000 residents upon retirement age.

In total, PBGC contributed more than $550 million to Ohio's
economy through benefit payments during 2010.

If you have questions, go to the PBGC Web site, www.pbgc.gov or
call toll-free at 1-800-400-7242.  For TTY/TDD users, call the
federal relay service toll-free at 1-800-877-8339 and ask for 800-
400-7242.

Forum Health retirees who get their pension from the PBGC may be
eligible for the federal Health Coverage Tax Credit.  For more
information, go the PBGC Web site at
http://www.pbgc.gov/wr/benefits/hctc/hctc-faqs.html.

PBGC, which receives no taxpayer funds, will take over the pension
plan assets and use insurance premiums to pay covered benefits.
According to PBGC estimates, the pension plan has $228 million to
cover $402 million in benefit promises.  The agency expects to pay
$150 million of the $175 million shortfall.

PBGC's action will not have a significant impact on the agency's
financial statements.  PBGC included an estimate of the Forum
Health benefit payments in its fiscal year 2010 financial
statements, in keeping with generally accepted accounting
principles.

                        About Forum Health

Forum Health and its affiliates filed for Chapter 11 protection on
March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795).  In its
petition, Forum Health estimated $100 million to $500 million in
assets and debts.

McDonald Hopkins LLC and Nadler, Nadler and Burdman Co., L.P.A.,
serve as the Debtors' chapter 11 co-counsel.  Huron Consulting
Services LLC is the Debtors' Chief Restructuring Officer and
Financial Support Personnel.  Houlihan Lokey Howard and Zukin
Capital, Inc. are the Debtors' investment bankers.  Ernst & Young
LLP is the Debtors' independent auditor.  Baker and Hostetler and
Thompson Hine LLP serve as special counsel.  Squire, Sanders &
Dempsey LLP serve as the bond counsel.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

Alston & Bird LLP serves as counsel to the Official Committee of
Unsecured Creditors.  Grant Thornton LLP is the financial advisor
to the Creditors Committee.


FRE REAL ESTATE: Stipulation Relating to Motions to Dismiss Filed
-----------------------------------------------------------------
Debtor FRE Real Estate, Inc., Wells Fargo Capital Finance, Inc.,
Petra CRE CDO 2007-1, Ltd., State Bank of Texas, American Bank of
Commerce, RMR Investments, Inc., First Bank & Trust Co. and The
Bank of Weatherford (collectively, "First Bank & Trust"), and
Armed Forces Bank, N.A., successor by merger to Bank Midwest, N.A.
(collectively, the "Lenders") and Sidney Wicks Revocable Trust Co.
have filed a joint stipulation with the U.S. Bankruptcy Court for
the Northern District of Texas relating to the hearing on the
various motions to dismiss the Debtor's Chapter 11 case.

As reported in the Troubled Company Reporter on Jan. 12, 2011,
Wells Fargo Capital Finance, a major secured creditor of the
Debtor, asked the Bankruptcy Court to dismiss the Debtor's Chapter
11 bankruptcy case on the grounds that the Petition was filed in
bad faith or, in the alternative, to convert the case to a Chapter
7 case.

According to Wells Fargo, the bankruptcy filing was designed by
the Debtor to impede Wells Fargo's ability to exercise its rights
and remedies against TCI TCI Texas Properties, LLC, an affiliate
of the Debtor -- and to wrongfully manipulate the bankruptcy
system by frustrating the rights and remedies of numerous other
secured creditors with other collateral transferred on the eve of
bankruptcy by their respective borrowers into the Debtor.

A copy of the joint stipulation is available for free at:

      http://bankrupt.com/misc/FREReal.jointstipulation.pdf

                      About FRE Real Estate

Dallas, Texas-based FRE Real Estate, Inc., owns, leases and
operates approximately 38 parcels of real property located in
Texas and Louisiana. In addition to approximately 29 parcels of
raw land, the Debtor's real property holdings include
approximately 6 operating office buildings, 1 apartment complex,
and two airplane hangers, including a large income producing
office building located just north of LBJ Freeway in Farmers
Branch, Texas, known as "Fenton Centre" and an income producing
office building in New Orleans, Louisiana, known as the "Amoco
Building."

FRE Real Estate filed for Chapter 11 bankruptcy protection on
Jan. 4, 2011 (Bankr. N.D. Tex. Case No. 11-30210).  John P.
Lewis, Jr., at the Law Office of John P. Lewis, Jr., serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $100 million to $500 million



FRE REAL ESTATE: Regions Asks Court to Annul Automatic Stay
-----------------------------------------------------------
Regions Bank, a creditor holding a claim secured by certain
leasehold interests located in Dallas County, Texas. filed with
the U.S. Bankruptcy Court for the Northern District of Texas on
Feb. 22, 2011, a motion to retroactively annul the automatic stay,
seeking a ruling from the Court that FRE Real Estate, Inc.'s
bankruptcy filing does not invalidate the foreclosure sale
conducted by the creditor on Feb. 1, 2011.

Regions Bank has requested expedited consideration of the motion
to be heard today, Feb. 28, 2011, at 9:30 a.m.  If that motion is
denied, no hearing will be conducted on the motion (to
retroactively annual the automatic stay) unless a written response
is filed with the Clerk of the bankruptcy Court before 4:00 p.m.
within 15 days from the service of the motion.

If no response is filed as required, the allegations in the
creditor's motion for relief from the automatic stay will be
deemed admitted.  As of the Dec. 31, 2009, the date of the
execution of the Ninth Modification to the Promissory Note (in the
original principal amount of $4,400,000 in favor of Jefferson
Heritage Bank, predecessor in interest to Regions Bank), the
principal balance owed to Regions Bank was $2,281,817.64.

Regions Bank alleges that without its prior consent or knowledge,
on Dec. 23, 2010, Westgrove Air Plaza, Ltd., Ltd., a Texas limited
partnership ("Borrower"), prepared and executed a "General
Warranty Deed" purporting to convey all of its interest in the
Property to "Fenton Real Estate, Inc.," apparently a former name
for Debtor.

This transfer recites as consideration a mere $10.  The General
Warranty Deed describing the Property was subsequently recorded on
January 4, 2011.

On Jan. 10, 2011, having no knowledge of the Borrower's transfer
to Debtor, or Debtor's bankruptcy filing, Regions Bank, acting
through Matthew Marchant, the duly-appointed substitute trustee,
foreclosed on the Property on Feb. 1, 2011, and later that same
day, submitted the Trustee's Deed electronically for recordation
with the Dallas County Deed Records.

Regions Bank says that Debtor FRE Real was never a borrower or
guarantor under the Note, nor until Jan. 4, 2011, a record owner
of the Property, nor a pledgor under the Deed of Trust.  According
to Regions Bank, it had no prior relationship with Debtor and knew
nothing of its existence until subsequent to the foreclosure of
the Property.

Counsel for Regions Bank may be reached at:


     Robert P. Franke, Esq.
     Melissa L. Gardner, Esq.
     Strasburger & Price, LLP
     901 Main Street, Suite 4400
     Dallas, TX 75202
     Tel: (214) 651-4300
     Fax: (214) 651-4330

                      About FRE Real Estate

Dallas, Texas-based FRE Real Estate, Inc., owns, leases and
operates approximately 38 parcels of real property located in
Texas and Louisiana. In addition to approximately 29 parcels of
raw land, the Debtor's real property holdings include
approximately 6 operating office buildings, 1 apartment complex,
and two airplane hangers, including a large income producing
office building located just north of LBJ Freeway in Farmers
Branch, Texas, known as "Fenton Centre" and an income producing
office building in New Orleans, Louisiana, known as the "Amoco
Building."

FRE Real Estate filed for Chapter 11 bankruptcy protection on
Jan. 4, 2011 (Bankr. N.D. Tex. Case No. 11-30210).  John P.
Lewis, Jr., at the Law Office of John P. Lewis, Jr., serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $100 million to $500 million.


FRED & STEVE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Fred & Steve Enterprises, Inc.
          dba Coquina Lanes
        P. O. Box 350901
        Palm Coast, FL 32135

Bankruptcy Case No.: 11-01235

Chapter 11 Petition Date: February 25, 2011

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

Debtor's Counsel: Scott W. Spradley, Esq.
                  LAW OFFICES OF SCOTT W. SPRADLEY PA
                  P.O. Box 1
                  109 South 5th Street
                  Flagler Beach, FL 32136
                  Tel: (386) 693-4935
                  Fax: (386) 693-4937
                  E-mail: scott.spradley@flaglerbeachlaw.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/flmb11-01235.pdf

The petition was signed by Stephen L. Blaha, president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
F & S Enterprises, LLC                11-01005            02/17/11


FT SILFIES: U.S. Trustee Gets More Time to Respond to Final Report
------------------------------------------------------------------
F.T. Sillies, Inc. and Price Trucking, Inc., and the United States
Trustee stipulate and agree that the U.S. Trustee will have
through and including March 11, 2011, to file its response to the
Debtors' Final Report and Motion for Final Decree and to Modify
Creditors' Trust Agreement.  A copy of the stipulation dated
Feb. 25, 2011, signed by Bankruptcy Judge Cara D. Chasney is
available at http://is.gd/knzvrEfrom Leagle.com.

F.T. Silfies Inc. and affiliate Price Trucking Inc. operate 150
tractors and almost 400 trailers.  Silfies is based in Allentown,
Pennsylvania, while Price has headquarters in Aberdeen, Maryland.

Silfies and Price filed for Chapter 11 bankruptcy protection
(Bankr. D. Md. Case Nos. 09-15049 and 09-15044) on March 25, 2009.
Brent C. Strickland, Esq., J. Daniel Vorsteg, Esq., Cara D.
Chasney, Esq., at Whiteford, Taylor & Preston L.L.P., in
Baltimore, Maryland, served as counsel for the Debtors.  Both
Debtors said their assets and debts are less than $50 million.

The Debtors filed a Consolidated Plan of Reorganization as Amended
on October 13, 2009.  The Bankruptcy Court confirmed the Debtors'
Plan on November 20, 2009.


GARDNER APARTMENTS: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Gardner Apartments LLC
        6902 Ford Dr. NW
        Gig Harbor, WA 98335

Bankruptcy Case No.: 11-11973

Chapter 11 Petition Date: February 24, 2011

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

Judge: Karen A. Overstreet

Debtor's Counsel: James L. Day, Esq.
                  BUSH STROUT & KORNFELD LLP
                  601 Union St Ste 5000
                  Seattle, WA 98101
                  Tel: (206) 292-2110
                  E-mail: jday@bskd.com

Scheduled Assets: $2,840,327

Scheduled Debts: $5,073,429

A list of the Company's 15 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wawb11-11973.pdf

The petition was signed by Donald L. Gardner, manager.


GENERAL MOTORS: Creditors Overwhelmingly Vote to Accept Plan
------------------------------------------------------------
Jeffrey S. Stein, vice president of The Garden City Group, Inc.,
filed with the Court on February 24, 2011, tabulation of votes
received for the Amended Joint Chapter 11 Plan of Reorganization
for Old GM.

Only Classes 3 and 5 are entitled to vote on the Plan.

Mr. Stein clarifies that the tabulation of Class 3 votes exclude
Eurobond Claims or Nova Scotia Guarantee Claims, which are
subject of a separate declaration filed by Epiq Bankruptcy
Solutions, LLC.

                  Accept                      Reject
                  ------                      ------
           Dollar        No. of        Dollar        No. of
           Amount/       Votes/        Amount/       Votes/
Class       Percentage    Percentage    Percentage    Percentage
-----       ----------    ----------    ----------    ----------
3     $1,672,139,714        947   $1,717,925,201        61
           (49.32%)        (93.95%)    (50.68%)        (6.05%)

5          $17,027        17,027        $386            386
           (97.78%)        (97.78%)     (2.22%)        (2.22%)

Jane Sullivan, executive vice president of Epiq, submitted on
February 24 a tabulation of ballots to the Plan with respect to
Class 3 Debt Securities:

                    Accept                     Reject
                    ------                     ------
             Dollar       No. of         Dollar      No. of
             Amount/      Votes/         Amount/     Votes/
Class         Percentage   Percentage     Percentage  Percentage
-----         ----------   ----------     ----------  ----------
3
(Voting
Securities $16,259,369,870   84,238   $1,378,248,036    2,861
Only)        (92.19%)       (96.72%)      (7.81%)      (3.28%)

               Combined Tally of Class 3 Votes

                    Accept                     Reject
                    ------                     ------
             Dollar       No. of         Dollar      No. of
             Amount/      Votes/         Amount/     Votes/
Class         Percentage   Percentage     Percentage  Percentage
-----         ----------  ----------      ----------  ----------
3      $17,931,509,584     85,185   $3,096,173,237    2,922
             (85.28%)       (96.68%)      (14.72%)     (3.32%)

Full-text copies of (1) GCG'S tabulation report, including
detailed accounting of (i) the consolidated tabulation, (ii) per
Debtor tabulation and (iii) invalid ballots; and (2) Epiq's
tabulation report that include a schedule of votes that were
excluded in the tabulation, are available for free at:

  http://bankrupt.com/misc/GM_GCGTabulationReport.pdf
  http://bankrupt.com/misc/GM_EpiqTabulationReport.pdf

                   The Committee-Backed Plan

Motors Liquidation Company and its affiliates are scheduled to
present their Chapter 11 plan for confirmation at a hearing on
March 3, 2011.

Old GM reached an agreement with the U.S. Department of the
Treasury and creditors that will allow the company to approve a
final Chapter 11 plan.

Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York has approved the adequacy of
the disclosure statement explaining the Plan at hearings in
December.

The Official Committee of Unsecured Creditors recommends that
holders of general unsecured claims in Class 3 vote to accept OLD
GM's Chapter 11 plan.  Deadline to submit ballots is on Feb. 11,
2011.

The Creditors' Committee believes the Plan provides for the best
recovery for unsecured creditors as a whole and acceptance of the
Plan will expedite distributions to general unsecured creditors.


Pursuant to the Master and Sale Purchase Agreement, General
Motors LLC ("New GM") issued to the Debtors about 10% of New
GM stock and two sets of warrants for additional New GM shares,
representing, collectively an additional 15% of New GM stock.  The
Creditors' Committee says that if the aggregate allowed general
unsecured claims against the Debtors are between $35 billion and
$42 billion, New GM will issue up to an additional 2% of its stock
to the Debtors.

Under the Plan, holders of Allowed General Unsecured Claims will
receive:

  * An initial distribution of New GM Securities, based on the
    creditor's pro rata share of the total remaining general
    unsecured claims asserted against the estate.  The
    creditor's pro rata share will be calculated by taking the
    amount of the creditor's claim and dividing it by the sum of
    (x) the general unsecured claims allowed at the time plus
    (y) the maximum amount of disputed general unsecured claims.

  * General Unsecured Claims Trust Units, which entitle the
    creditor to potentially receive additional New GM Securities
    as disputed general unsecured claims are disallowed or
    otherwise resolved.

The Creditors' Committee also prepared a chart showing the likely
estimated range of Allowed General Unsecured Claims in certain
categories as of Nov. 11, 2010.  The chart is available for free
at http://bankrupt.com/misc/GM_Dec10AllowedClaimsEst.pdf

A full-text copy of the Dec. 10 Letter is available for free
at http://bankrupt.com/misc/GM_CommPlanSupportLtr.pdf

Full-text copies of the Amended Plan and Disclosure Statement,
dated Dec. 8, 2010, are available for free at:

            http://bankrupt.com/misc/gm_Dec8Plan.pdf
            http://bankrupt.com/misc/gmDec8DS.pdf

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Old GM Addresses Objections to Ch. 11 Plan
----------------------------------------------------------
Motors Liquidation Company and its debtor affiliates submitted to
Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York a memorandum in support of their
Amended Joint Chapter 11 Plan of Reorganization.

Through evidence to be presented at the confirmation hearing, the
Debtors will demonstrate, by a preponderance of evidence, that
Section 1129 of the Bankruptcy Code has been satisfied with
respect to the Plan, Harvey R. Miller, Esq., at Weil, Gotshal &
Manges LLP, in New York, tells Judge Gerber.

The Plan is the result of protracted negotiations with the
Debtors' various creditors and parties-in-interest, including
various state and federal governmental units and regulators that
resulted in several consensual agreements.  The Plan is premised
in part, on the approval of the Environmental Response
Trust Consent Decree and Settlement Agreement and the Priority
Order Sites Consent Decrees and Settlement Agreements, as well as
the settlements reached with the Official Committee of Unsecured
Creditors Holding Asbestos Related Claims, the Future Claims
Representative and the Official Committee of Unsecured Creditors.

Among others, the Environmental Response Trust Consent Decree and
Settlement Agreement has been the foundation of, and a critical
factor, in the formulation of the Plan because it was the only way
for the Debtors' owned sites to satisfy (i) the U.S. Environmental
Protection Agency's administrative expense claim for remediation
of environmental liabilities and (ii) the Debtors' obligation to
manage their property in accordance with environmental statutes.

Mr. Miller asserts that each member of an impaired Class will
receive under the Plan a larger recovery than that member would
otherwise receive in a Chapter 7 liquidation because the DIP
Lenders' substantial contributions to fund the Plan, and the
various settlements reached under the Plan.  The Debtors
reasonably project that Post-Effective MLC and the Trusts
established under the Plan will have sufficient assets to satisfy
all of their obligations through the complete implementation of
the Plan, thus satisfying the feasibility standard of Section
1129(a)(11) of the Bankruptcy Code, he says.

Mr. Miller further notes that the Plan has been accepted by
creditors holding more than two-thirds in amount and one-half in
number in each of the Classes entitled to vote under the Plan.
Specifically, Class 3 General Unsecured Claims and Class 5
Asbestos Personal Injury Claims are impaired and have voted to
accept the Plan in accordance with Sections 1126(c) and(d) of the
Bankruptcy Code.  The Plan is fair and equitable in that no senior
Classes are being paid more than 100% of their Claims and
creditors in Classes 3 and 4 are receiving significantly less than
100% of their Claims, he insists.

Despite certain characterizations in the objections to the
confirmation of the Plan, the releases are not third-party
releases as they are being provided only by the Debtors and their
estates, Mr. Miller clarifies.  The Debtors are not aware of the
existence of any potential causes of action against the released
parties.  The exculpation and injunction Provisions are customary
in this district and merely seek to assure that parties do not
interfere with the consummation and implementation of the Plan
and all the transactions contemplated thereby, he maintains.

Mr. Miller discloses that 12 objections to the confirmation of
the Plan have been filed and served by various parties in
interest.  In addition, the Debtors have received approximately
fifty objections to the Debtors' Disclosure Statement and/or
confirmation of the Plan that can best be described as general
statements of dissatisfaction with the 363 Transaction or the
inevitable effects of chapter 11 on creditors and equity holders.

        Specific Response to Confirmation Objections

(1) M-Heat

According to the Debtors, the Plan does not affect the right of
setoff or recoupment, if any, of M-Heat Investors, LLC and
Chapter 7 trustee of Micro-Heat, Inc.  The Microheat Claimants
and the Debtors executed a stipulation providing that all matters
will be adjudicated by the Court to the extent the Alternative
Dispute Resolution Procedures fail.  Mediation is scheduled to
take place on March 1, 2011.

(2) JPMorgan

JPMorgan Chase Bank, N.A.'s Administrative Expenses relating to
litigation expenses for the Term Loan Avoidance Action are
appropriately allocated in the GUC Trust's budget, Mr. Miller
says.  Specifically, $1.5 million has been allocated for
reimbursement of potential legal fees incurred by the defendants
in the Term Loan Avoidance Action, subject to the Debtors' rights
to challenge reasonableness and to seek disgorgement of all
amounts paid and/or to be paid in the event JPMorgan's liens are
avoided.  The Debtors believe the Allocated Amount is more than
enough to address this obligation.  To be clear, the Debtors and
the GUC Trust do not intend to withhold Class 3 distributions to
financial institutions that are defendants in the Term Loan
Avoidance Action unless and until the time as the Court
determines that those financial institutions are required to
disgorge payments received, he clarifies.  Similarly, the Debtors
do not intend to offset or withhold distributions to defendants
in the Term Loan Litigation with respect to unrelated claims they
may have based on the Term Loan Litigation.

(3) Town of Salina

All Claims, Allowed or Disputed, are entitled to a pro rata
distribution of the Debtors' assets, regardless of when they are
Allowed, says Mr. Miller.  The Plan provides for appropriate
reserves for all three claims filed by the Town of Salina.  Thus,
the Plan does not discriminate against holders of General
Unsecured Claims relating to environmental claims, which in fact,
will receive enhanced recoveries as a result of the Priority
Order Sites Consent Decrees and Settlement Agreements and the
Environmental Response Trust Consent Decree and Settlement
Agreement, he insists.

(4) Onondaga County, New York

The Debtors disagree and believe that the Priority Order Sites
Consent Decrees and Settlement Agreements and the Environmental
Response Trust Consent Decree and Settlement Agreement will be
approved at of the Confirmation Hearing.

(5) State of New York

Mr. Miller asserts that Wilmington Trust Company is a well-
respected indenture trustee, and its role in the GUC Trust will
be adequately overseen by the GUC Trust Monitor.  The Debtors
also do not believe there is conflict of interest in having
Wilmington Trust serve as GUC Trust Administrator and Avoidance
Action Administrator.  It would add unnecessary costs to have yet
another trustee or administrator for the very limited purpose of
serving as the Avoidance Action Trust Administrator, he says.

(6) NCR Corporation

The Debtors dispute NCR Corporation's contention that they hold
property in trust belonging to NCR.  Nevertheless, the Debtors
believe that they will hold as of and after the Effective Date
sufficient reserves to satisfy this claim in full should NCR be
successful in its adversary proceeding.

(7) California Department of Toxic Substances Control

The Department's Objection is being consensually resolved by the
parties, Mr. Miller discloses.  To the extent that the Objection
is not resolved by the time of the Confirmation Hearing, the
Debtors reserve their right to respond to each of the Objections
raised by CDTSC.

(8) Centerpoint Associates, LLC

This Objection has been resolved.

(9) Appaloosa Management L.P.; Aurelius Capital Management, LP;
Elliot Management Corporation and Fortress Investment Group LLC
as joined by Anchorage Capital Master Offshore Ltd.; Canyon-GRF
Master Fund, L.P.; Canyon Value Realization Fund L.P.; CSS, LLC;
CQS Directional Master Fund Inc.; KIVU Investment Fund Limited;
Knighthead Master Fund, LP; LMA SPC for and on behalf of MAP 84,
Lyxor/Canyon Realization Fund, Ltd., Onex Debt Opportunity Fund,
Ltd., Redwood Master Fund Ltd, and The Canyon Value Realization
Master Fund, L.P.

Mr. Miller asserts that the Nova Scotia Noteholders' real issue
is with the objection to their Claims rather than the reserve
mechanism in connection with Disputed Claims.  However, there is
no requirement that a Chapter 11 plan mandate that disputed
claims receive a distribution prior to a complete resolution of
the dispute, he contends.  To the extent the Plan precludes a
distribution solely based on other provisions of the Plan which
permit the retention of the Nova Scotia Noteholders' Claim for
limited purposes, such inconsistency will be remedied, he says.
He also clarifies that the GUC Trust Agreement merely provides
for limited flexibility necessary for the efficient
administration of the GUC Trust; it does not affect any
substantive rights of the holders of Allowed Claims.

(10) Nova Scotia Finance Company trustee

Green Hunt Wedlake, Inc., trustee of General Motors Nova Scotia
Finance Company.  There is no basis for asserting a lack of good
faith pursuant to Section 1129(a)(3) of the Bankruptcy Code
because the Plan provides that no distribution will be made with
respect to Disputed Claims until the dispute is fully resolved,
Mr. Miller argues.  He insists that the treatment provided for in
the Plan and the GUC Trust Agreement is not vague.  The GUC Trust
Agreement is absolutely clear: The GUC Trust Administrator may,
if it determines in good faith that it is necessary to carry out
the intent of the Plan, the Confirmation Order, and the GUC Trust
Agreement, make distributions not in technical compliance with
the GUC Trust Agreement, he points out.

(11) NUMMI

The Debtors have specifically provided, in their proposed
Confirmation Order, that New United Motor Manufacturing, Inc., is
not be barred from prosecuting its adversary proceeding against
the Debtors, Mr. Miller notes.  The Debtors have also
specifically provided in their proposed Confirmation Order that
NUMMI's dissolution be governed by its governing documents.  The
Debtors do not believe that NUMMI has a valid Administrative
Expense and will be filing an objection to NUMMI's Administrative
Expense request.

(12) Allstate Insurance

In response to Allstate Insurance Company, solely as successor-
in-interest to Northbrook Excess and Surplus Insurance Company,
the Debtors say they are working with Northbrook to address their
concerns and believe that this objection will be resolved.  To
the extent it is not resolved, Mr. Miller argues that Section
1129 does not require that a plan contain specific "insurance
neutral language" in order to be confirmed.  However, the plan is
"insurance neutral" in that the Debtors do not intend to give
themselves or subsequent transferees of the policies any greater
rights than they would otherwise have, he explains.  The Plan is
also not drafted to extend the jurisdiction of the Court beyond
the limits proscribed in the U.S. Constitution and governing
statutes, but rather to provide that the Court's retention of
jurisdiction is as broad as permissible under those authorities,
he insists.

A full-text copy of the Debtors' response to Plan Confirmation
Objections are available for free at:

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

The Debtors intend to update the Court on remaining Objections
and any resolutions reached by the parties prior to the
Confirmation Hearing.

In support of confirmation of the Plan, Thomas A. Morrow, a
managing director for AlixPartners, LLP, and vice president of
Motors Liquidation Company, filed a declaration affirming that the
Plan satisfies Section 1129.  He adds that the proposed reserves
to be established for the fully unliquidated Claims, inclusive of
the projected cushion, should result in sufficient assets to fully
implement the Plan in accordance with its terms.

The Court issued an order regarding the conduct of the
confirmation hearing to commence on March 3, 2011, a full-text
copy of which is available for free at:

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

              Appaloosa, et al., File Supplement
                to Plan Confirmation Objections

In compliance with the Confirmation Administrative Order, the
Appaloosa Noteholders, the Nova Scotia Trustee, and Allstate filed
separate supplements to their Plan Confirmation Objections.

The Confirmation Administrative Order provides that the Court will
only consider as precedent orders that have been entered in other
cases unless a copy of the order is included in the submission and
the pleading includes a discussion of, among other things, the
procedural context in which the order was taken.

The Objecting Parties related that their Plan Confirmation
Objections cites:

  (i) as to the Appaloosa Noteholders, the provisions of a
      number of unpublished confirmation orders and confirmed
      Chapter 11 plans and states that the cited provisions were
      Undisputed;

(ii) with respect to the Nova Scotia Trustee, a bench decision
      In re Chemtura Corp., No. 09-11233 (Bankr. S.D.N.Y. Nov.
      5, 2010) and plans of reorganization cited in the Nova
      Scotia Trustee's Objection; and

(iii) as to Allstate, a November 3, 2010 decision In re
      Chemtura and the plan of reorganization mentioned in
      Allstate's Objection.

The Parties thus filed supplements containing detailed description
and further explanation with respect to the plans and orders cited
in the Plan Confirmation Objections are available for free at:

  http://bankrupt.com/misc/GM_AppaloosaSupplement.pdf
  http://bankrupt.com/misc/GM_NovaScotiaTrusteeSupplemnt.pdf
  http://bankrupt.com/misc/GM_AllstateSupplement.pdf

The Objecting Parties note that due to the volume of the
documents, copies of the plans and orders cited in the Plan
Confirmation Objections have not been filed as exhibits.  Copies
of the documents are only being provided to Judge Gerber and upon
request by e-mail to:

* Appaloosa Noteholders, at cusumanod@gtlaw.com
* the Nova Scotia Trustee, at afoley@akingump.com
* Allstate, at ncurto@windelsmarx.com

                   The Committee-Backed Plan

Motors Liquidation Company and its affiliates are scheduled to
present their Chapter 11 plan for confirmation at a hearing on
March 3, 2011.

Old GM reached an agreement with the U.S. Department of the
Treasury and creditors that will allow the company to approve a
final Chapter 11 plan.

Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York has approved the adequacy of
the disclosure statement explaining the Plan at hearings in
December.

The Official Committee of Unsecured Creditors recommends that
holders of general unsecured claims in Class 3 vote to accept OLD
GM's Chapter 11 plan.  Deadline to submit ballots is on Feb. 11,
2011.

The Creditors' Committee believes the Plan provides for the best
recovery for unsecured creditors as a whole and acceptance of the
Plan will expedite distributions to general unsecured creditors.


Pursuant to the Master and Sale Purchase Agreement, General
Motors LLC ("New GM") issued to the Debtors about 10% of New
GM stock and two sets of warrants for additional New GM shares,
representing, collectively an additional 15% of New GM stock.  The
Creditors' Committee says that if the aggregate allowed general
unsecured claims against the Debtors are between $35 billion and
$42 billion, New GM will issue up to an additional 2% of its stock
to the Debtors.

Under the Plan, holders of Allowed General Unsecured Claims will
receive:

  * An initial distribution of New GM Securities, based on the
    creditor's pro rata share of the total remaining general
    unsecured claims asserted against the estate.  The
    creditor's pro rata share will be calculated by taking the
    amount of the creditor's claim and dividing it by the sum of
    (x) the general unsecured claims allowed at the time plus
    (y) the maximum amount of disputed general unsecured claims.

  * General Unsecured Claims Trust Units, which entitle the
    creditor to potentially receive additional New GM Securities
    as disputed general unsecured claims are disallowed or
    otherwise resolved.

The Creditors' Committee also prepared a chart showing the likely
estimated range of Allowed General Unsecured Claims in certain
categories as of Nov. 11, 2010.  The chart is available for free
at http://bankrupt.com/misc/GM_Dec10AllowedClaimsEst.pdf

A full-text copy of the Dec. 10 Letter is available for free
at http://bankrupt.com/misc/GM_CommPlanSupportLtr.pdf

Full-text copies of the Amended Plan and Disclosure Statement,
dated Dec. 8, 2010, are available for free at:

            http://bankrupt.com/misc/gm_Dec8Plan.pdf
            http://bankrupt.com/misc/gmDec8DS.pdf

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Panel Says Plan Gives Best Recovery for Unsecureds
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in Old GM's Chapter
11 cases believes that the Debtors' Joint Amended Chapter 11 Plan
of Reorganization provides the best possible recovery for
unsecured creditors.

The Creditors' Committee also addressed assertions in certain of
the objections that (i) the Plan improperly discriminates between
similarly situated creditors, (ii) the Plan was not proposed in
good faith, and (iii) Wilmington Trust Company is conflicted from
serving as GUC Trust Administrator.

Counsel to the Creditors' Committee, Thomas Moers Mayer, Esq., at
Kramer Levin Naftalis & Frankel LLP, asserts that the Plan and
all related agreements, including the GUC Trust Agreement,
provide for the same treatment for each claim within a class as
required by Section 1123(a)(4) of the Bankruptcy Code.  The
Objecting Nova Scotia Noteholders' argument is thus unfounded
given that the GUC Trust Agreement provides that absent agreement
between the parties or estimation by the Court, the reserve will
be based on the liquidated amount set forth in the proof of
claim, he argues.

In asserting that the Plan was not proposed in good faith, the
Nova Scotia Noteholders ignore the fact that the Creditors'
Committee has asked the Court to disallow each of their claims,
Mr. Mayers points out.  Thus, there is no undisputed portion of
either claim that could or should otherwise be entitled to a
distribution under the Plan, he asserts.  The Committee has also
objected to the claims asserted by the Nova Scotia Noteholders
and Nova Scotia Trustee under Section 502 of the Bankruptcy Code,
which provides that a proof of claim will not be deemed allowed
where a party in interest objects, he contends.

Mr. Mayers further avers that the California Department of Toxic
Substances Control, the State of New York on behalf of the New
York State Department of Environmental Conservation, and the Town
of Salina of the State of New York unjustifiably attack WTC in
its current and future roles in these Chapter 11 cases.  He
explains that upon the Effective Date, the Creditors' Committee
will dissolve and WTC will be resigning from its position as a
member and the chair of the Creditors' Committee.  As of the
Effective Date, WTC will be focused on serving trust
beneficiaries in its capacity as GUC and Avoidance Action Trust
Administrators, he points out.

Although the Creditors' Committee supports the Plan as filed and
its related agreements, the Creditors' Committee reserves its
right to the extent changes to be made on those documents will be
material.

The Creditors' Committee also supports the Plan on the condition,
and in full expectation, that the confirmation order will be
reasonably satisfactory to it and will make all findings required
by the Bankruptcy Code based on evidence to be presented at the
Confirmation Hearing.

In another filing, WTC, as indenture trustee, responds to the
objections filed by the CDTSC, the New York State, and Salina
with respect to WTC's roles in the Plan.

WTC's counsel, Matthew J. Williams, Esq., at Gibson, Dunn &
Crutcher LLP, in New York, avers that the payment of prepetition
and postpetition fees and expenses of indenture trustees is not
only appropriate and supported by applicable law, it is also
commonplace and customary in the Chapter 11 plan context.  With
respect to the fees and expenses of WTC as indenture trustee, the
Plan provides that those fees are to be paid only following a
reasonableness review to be performed by every major debtor and
creditor constituency, with the Court retaining ultimate
authority to hear any disputes regarding that reasonableness, he
points out.

Similarly, the arguments of the Objectors that the "multiple
roles" proposed for WTC under the Plan result in disabling
conflicts of interest are overstated and misguided, Mr. Williams
argues.  WTC's serving as trust administrator to the GUC Trust
and Avoidance Action Trust can not lead to a conflict of interest
as the purpose of both of these trusts is the same -- to
distribute the remaining assets of MLC to creditors of the MLC
estate, he stresses.  While WTC will continue to serve as
indenture trustee after the Effective Date, the scope of its
rights and obligations in that capacity will be stripped to all
but the ministerial duties of disbursing cash, stock and warrants
received as Plan distributions from each of the trusts following
the Effective Date, he insists.

As to the Objectors' concerns of the GUC Trust's lack of
oversight and controls, the Plan clearly provides that the GUC
Trust Monitor be appointed by the Creditors' Committee, an
independent body which was appointed by the U.S. Trustee for
Region 2 and represents the interests of all unsecured creditors,
Mr. Williams points out.  Bankruptcy Court approval is also
required before the administrator for the GUC Trust can take any
actions which might affect recoveries to unsecured creditors, he
notes.

                   The Committee-Backed Plan

Motors Liquidation Company and its affiliates are scheduled to
present their Chapter 11 plan for confirmation at a hearing on
March 3, 2011.

Old GM reached an agreement with the U.S. Department of the
Treasury and creditors that will allow the company to approve a
final Chapter 11 plan.

Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York has approved the adequacy of
the disclosure statement explaining the Plan at hearings in
December.

The Official Committee of Unsecured Creditors recommends that
holders of general unsecured claims in Class 3 vote to accept OLD
GM's Chapter 11 plan.  Deadline to submit ballots is on Feb. 11,
2011.

The Creditors' Committee believes the Plan provides for the best
recovery for unsecured creditors as a whole and acceptance of the
Plan will expedite distributions to general unsecured creditors.


Pursuant to the Master and Sale Purchase Agreement, General
Motors LLC ("New GM") issued to the Debtors about 10% of New
GM stock and two sets of warrants for additional New GM shares,
representing, collectively an additional 15% of New GM stock.  The
Creditors' Committee says that if the aggregate allowed general
unsecured claims against the Debtors are between $35 billion and
$42 billion, New GM will issue up to an additional 2% of its stock
to the Debtors.

Under the Plan, holders of Allowed General Unsecured Claims will
receive:

  * An initial distribution of New GM Securities, based on the
    creditor's pro rata share of the total remaining general
    unsecured claims asserted against the estate.  The
    creditor's pro rata share will be calculated by taking the
    amount of the creditor's claim and dividing it by the sum of
    (x) the general unsecured claims allowed at the time plus
    (y) the maximum amount of disputed general unsecured claims.

  * General Unsecured Claims Trust Units, which entitle the
    creditor to potentially receive additional New GM Securities
    as disputed general unsecured claims are disallowed or
    otherwise resolved.

The Creditors' Committee also prepared a chart showing the likely
estimated range of Allowed General Unsecured Claims in certain
categories as of Nov. 11, 2010.  The chart is available for free
at http://bankrupt.com/misc/GM_Dec10AllowedClaimsEst.pdf

A full-text copy of the Dec. 10 Letter is available for free
at http://bankrupt.com/misc/GM_CommPlanSupportLtr.pdf

Full-text copies of the Amended Plan and Disclosure Statement,
dated Dec. 8, 2010, are available for free at:

            http://bankrupt.com/misc/gm_Dec8Plan.pdf
            http://bankrupt.com/misc/gmDec8DS.pdf

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: FCR Supports Confirmation of Amended Ch. 11 Plan
----------------------------------------------------------------
Dean M. Trafelet, future claimants' representative, says the
Amended Joint Chapter 11 Plan of Reorganization constitutes a
fair and equitable scheme for the resolution and satisfaction of
the myriad issues, claims and interests in the Debtors' Chapter
11 cases.

Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman &
Plifka, in Dallas, Texas, stresses that the Asbestos Trust
mechanism in the Debtors' Chapter 11 cases is the result of
extensive negotiations among the Debtors, the FCR and the
Official Committee of Unsecured Creditors Holding Asbestos-
Related Claims.  The Asbestos Trust, he insists, meets the
exigent circumstances of the Debtors' Chapter 11 cases, while at
the same time providing adequate means to satisfy the Debtors'
present and future asbestos liabilities.

Mr. Esserman notes that although none of the confirmation
objections relates directly to the Asbestos Trust or the
treatment of Asbestos Personal Injury Claims under the Plan,
certain confirmation objections seek changes to the Plan, which
are unwarranted, lack any legal basis, and would negatively
affect the interests of Asbestos Claimants:

  * The Town of Salina, New York has asserted that the Plan
    should require the GUC Trust to make initial distributions
    in only half the amount of allowed claims, so that Salina
    may be sure that there are sufficient funds to pay its
    claims should they be allowed.  However, Mr. Esserman argues
    that it would be wholly improper and unprecedented under the
    circumstances to withhold hundreds of millions of dollars of
    allowed claims amounts so that a relatively minor creditor
    may rest at ease that its disputed claim may be paid, if it
    is ultimately allowed.

  * New United Motor Manufacturing, Inc. has raised concerns
    that it will receive reduced distributions on its disputed
    claim compared to other general unsecured creditors and
    asked that the Debtors establish a reserve to cover the full
    $500 million dollars of its asserted claims.  As the
    Debtors' Claims Reserve Motion already provides for a $500
    million reserve for NUMMI's asserted claims, the Objection
    should be overruled, Mr. Esserman asserts.

  * The State of New York contends that there should be a
    mechanism in place to guarantee the value of GM common stock
    will remain stable.  However, no Plan -- and no Court for
    that matter -- can guarantee that stock will maintain or
    improve its value, Mr. Esserman asserts.
    decrease.

                   The Committee-Backed Plan

Motors Liquidation Company and its affiliates are scheduled to
present their Chapter 11 plan for confirmation at a hearing on
March 3, 2011.

Old GM reached an agreement with the U.S. Department of the
Treasury and creditors that will allow the company to approve a
final Chapter 11 plan.

Judge Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York has approved the adequacy of
the disclosure statement explaining the Plan at hearings in
December.

The Official Committee of Unsecured Creditors recommends that
holders of general unsecured claims in Class 3 vote to accept OLD
GM's Chapter 11 plan.  Deadline to submit ballots is on Feb. 11,
2011.

The Creditors' Committee believes the Plan provides for the best
recovery for unsecured creditors as a whole and acceptance of the
Plan will expedite distributions to general unsecured creditors.


Pursuant to the Master and Sale Purchase Agreement, General
Motors LLC ("New GM") issued to the Debtors about 10% of New
GM stock and two sets of warrants for additional New GM shares,
representing, collectively an additional 15% of New GM stock.  The
Creditors' Committee says that if the aggregate allowed general
unsecured claims against the Debtors are between $35 billion and
$42 billion, New GM will issue up to an additional 2% of its stock
to the Debtors.

Under the Plan, holders of Allowed General Unsecured Claims will
receive:

  * An initial distribution of New GM Securities, based on the
    creditor's pro rata share of the total remaining general
    unsecured claims asserted against the estate.  The
    creditor's pro rata share will be calculated by taking the
    amount of the creditor's claim and dividing it by the sum of
    (x) the general unsecured claims allowed at the time plus
    (y) the maximum amount of disputed general unsecured claims.

  * General Unsecured Claims Trust Units, which entitle the
    creditor to potentially receive additional New GM Securities
    as disputed general unsecured claims are disallowed or
    otherwise resolved.

The Creditors' Committee also prepared a chart showing the likely
estimated range of Allowed General Unsecured Claims in certain
categories as of Nov. 11, 2010.  The chart is available for free
at http://bankrupt.com/misc/GM_Dec10AllowedClaimsEst.pdf

A full-text copy of the Dec. 10 Letter is available for free
at http://bankrupt.com/misc/GM_CommPlanSupportLtr.pdf

Full-text copies of the Amended Plan and Disclosure Statement,
dated Dec. 8, 2010, are available for free at:

            http://bankrupt.com/misc/gm_Dec8Plan.pdf
            http://bankrupt.com/misc/gmDec8DS.pdf

                       About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GERARD TROOIEN: Trustee Wants Chapter 7 Liquidation
---------------------------------------------------
Sam Black, staff writer at the Minneapolis/St. Paul Business
Journal, reports that developer Jerry Trooien's company owns more
than 1.5 million square feet of space in and around the Twin
Cities, and much of that may be sold through Trooien's bankruptcy
proceedings.  According to the Journal, that could happen either
through a reorganization plan, or a forced sale if U.S. Bankruptcy
Court agrees with the trustee and converts the case from Chapter
11 to Chapter 7.

Based in St. Paul, Minnesota, Gerald Trooien aka Jerry Trooien
filed for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case
No. 10-37695) on Oct. 25, 2010.  Judge Nancy C. Dreher presides
over the case.  Douglas W. Kassebaum, Esq., and James L. Baillie,
Esq., at Fredrikson & Byron, P.A., represents the Debtor.  The
Debtor estimated assets between $1 million and $10 million, and
debts between $100 million and $500 million.


GISCO INC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Gisco, Inc.
        102 Wyche Jones Lane
        Brunswick, GA 31523

Bankruptcy Case No.: 11-20230

Chapter 11 Petition Date: February 24, 2011

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

Debtor's Counsel: C. James McCallar, Jr., Esq.
                  MCCALLAR LAW FIRM
                  P.O. Box 9026
                  Savannah, GA 31412
                  Tel: (912) 234-1215
                  Fax: (912) 236-7549
                  E-mail: mccallar@mccallarlawfirm.com

Scheduled Assets: $3,172,330

Scheduled Debts: $2,926,258

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/gasb11-20230.pdf

The petition was signed by Brent S. Thomas, CEO.


GLOBAL CROSSING: $700,000 Cash Bonus to 5 Executives Approved
-------------------------------------------------------------
Effective Feb. 22, 2011, the Compensation Committee of the Board
of Directors of Global Crossing Limited approved cash bonus
payouts under the Company's 2010 discretionary incentive
compensation bonus program.  The approved bonus payouts for the
executive officers named in the Summary Compensation Table of the
Company's proxy statement for its 2010 Annual General Meeting of
Shareholders are:


                               2010 Annual Bonus Payout

   John J. Legere                      $385,000
   Hector R. Alonso                     $93,200
   David R. Carey                       $96,688
   Daniel J. Enright                    $91,000
   John A. Kritzmacher                 $125,125

                       About Global Crossing

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

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

                          *     *     *

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



GRAND PARKWAY: US Trustee Wants Chapter 11 Case Dismissed
---------------------------------------------------------
Judy A. Robbins, the U.S. Trustee for Region 7, asks the U.S.
Bankruptcy Court for the Southern District of Texas to dismiss the
Chapter 11 proceeding of Grand Parkway Equities Ltd. because the
Debtor:

   -- has not filed a disclosure statement or plan of
      reorganization;

   -- has not filed monthly operating reports for May - December
      2010; and

   -- currently owes 3rd quarter 2010 fees in the amount of
      $325 and will owe 4th quarter 2010 and 1st quarter 2011 fees
      in the amount of $650.

In addition, the U.S. Trustee asks the Bankruptcy Court to order
the Debtor to pay outstanding quarterly fees.

                   About Grand Parkway Equities

Richmond, Texas-based Grand Parkway Equities, Ltd. filed for
Chapter 11 on February 2, 2010 (Bankr. S.D. Tex.Case No. 10-
31013).  Richard L. Fuqua, II, Esq. at Fuqua & Keim assists the
Debtor in its restructuring effort.  In its petition, it estimated
assets between $10,000,001 to $50,000,000 and debts between
$1,000,001 to $10,000,000.


GREAT EAST: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Great East Land Hotel Group, Inc.
          dba La Quinta Inn Suites Eastland, TX
        19554 Gifford Street
        Reseda, CA 91335

Bankruptcy Case No.: 11-12415

Chapter 11 Petition Date: February 25, 2011

Court: U.S. Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Victoria S. Kaufman

Debtor's Counsel: Michael H. Raichelson, Esq.
                  THE LAW OFFICES OF MICHAEL H. RAICHELSON
                  6400 Canoga Avenue, Suite 352
                  Woodland Hills, CA 91367
                  Tel: (818) 444-7770
                  Fax: (818) 444-7776
                  E-mail: mhr@cabkattorney.com

Scheduled Assets: $3,027,236

Scheduled Debts: $4,698,574

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-12415.pdf

The petition was signed by Sukhmander Singh Samra, president.


GSC GROUP: Court Okays Shearmann & Sterling as Trustee's Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized James L. Garrity, Jr., the Chapter 11 Trustee of GSC
Group Inc. and its debtor-affiliates, to employ Shearman &
Sterling LLP as his counsel.

Among other things, the firm will:

    i) advise the Trustee with respect to his powers and duties as
       a trustee in the Debtors' bankruptcy proceedings and in
       connection with the operation of the Debtors' businesses;

   ii) advise the Trustee with respect to contracts entered into
       by the Debtors, including with respect to certain
       "management fee contracts" with various limited
       partnerships, trusts and similar entities;

  iii) advise the Trustee regarding any sale and/or conveyance of
       property of the Debtors' estates;

   iv) investigate, prosecute, and settle any causes of action
       brought by or against the Debtors' estates; and

    v) advise the Trustee on legal matters regarding bankruptcy,
       litigation, corporate, securities, tax, regulatory,
       finance, employment, intellectual property and real estate
       law.

The firm's professionals and their compensation rates:

       Designations            Hourly Rates
       ------------            ------------
       Partners                $740 to $995
       Counsel & Specialists   $560 to $850
       Associates              $345 to $630
       Legal Assistants        $185 to $245

The firm assures the Court that it is a "disinterested person"
within the meaning of Section 101(14) of the bankruptcy code.

                         About GSC Group

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


GRUMMAN OLSON: Bankr. Court Won't Hear Successor Liability Suit
---------------------------------------------------------------
Morgan Olson, LLC., v. John Frederico and Denise Frederico, Adv.
Pro. No. 10-3052 (Bankr. S.D.N.Y.), concerns the extent of in
personam relief that a court can grant to a buyer under 11 U.S.C.
Sec. 363(f).  Morgan Olson LLC purchased Grumman Olson Industries,
Inc.'s assets at a bankruptcy sale free and clear of liens, claims
and interests.  The sale order also exonerated Morgan from certain
successor liability claims.  John and Denise Frederico
subsequently sued Morgan as the debtor's successor, contending
that they were injured after the bankruptcy sale by a product
manufactured and sold by the debtor before the bankruptcy.  In
response, Morgan commenced the adversary proceeding for
declaratory and injunctive relief barring the Fredericos from
proceeding against Morgan in state court, and each side moved for
summary judgment.

Bankruptcy Judge Stuart M. Bernstein granted the Fredericos'
motion, denied Morgan's motion, and dismissed the complaint.
According to Judge Bernstein, the sole relief sought in the
Complaint was a declaration that the relevant provisions of the
Bankruptcy Code and the Sale Order absolved Morgan of successor
liability and an order directing the Fredericos to dismiss Morgan
from their state court action.  Judge Bernstein held that the
Fredericos' claim is not affected by the Sale Order and that
injunctive relief is inappropriate.  Hence, he said, the Court has
exhausted its post-confirmation jurisdiction.  The Court expresses
no view on whether Morgan is liable to the Fredericos under state
law, and leaves the question to the state courts.

A copy of the Court's Feb. 25, 2011 Memorandum Decision and Order
is available at http://is.gd/qliwVvfrom Leagle.com.

                        About Grumman Olson

Grumman Olson Industries, Inc., which derived its operating
revenues primarily from the sale of truck bodies, filed for
chapter 11 protection on December 9, 2002 (Bankr. S.D.N.Y. Case
No. 02-16131). Sanford Philip Rosen, Esq., at Sanford P. Rosen &
Associates, P.C., and James M. Matthews, Esq., at Carl A. Greci,
Esq., represent the Debtor in its restructuring efforts.  Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Company filed for
protection from its creditors, it disclosed $30,022,000 in total
assets and $38,920,000 in total debts.

On Oct. 19, 2004, the Court confirmed the first amended joint
liquidating plan proposed by the Debtor and the Committee.  The
plan took effect on Nov. 10, 2005.


HARTFORD FINANCIAL: Fitch Holds BB Ratings on Jr. Sub. Debentures
-----------------------------------------------------------------
Fitch Ratings has affirmed all Issuer Default Ratings, debt and
Insurer Financial Strength ratings for the Hartford Financial
Services Group, Inc., and its primary life and property/casualty
insurance subsidiaries.  The Rating Outlook has been revised to
Stable from Negative.

The Outlook revision to Stable reflects the improvement in net
earnings and capitalization, a significantly reduced gross and net
unrealized investment loss position and a decreased risk profile
within the investment portfolio.

Fitch's rating rationale for the affirmation of HFSG's ratings
reflects the company's reasonable financial leverage, continued
favorable underwriting performance of the property/casualty group
compared to the industry and peers and sizable levels of holding
company cash and financial resources.  The ratings also reflect
HFSG's ongoing exposure to credit and investment risks,
particularly in its life asset portfolio where it has above
average exposure to commercial real estate related investments.

Hartford Life has execution risk associated with its strategy to
increase certain businesses, such as pension assets, retail mutual
funds, and to leverage its distribution and brand name in
protection related businesses such as life and group benefits
business lines.  The life insurance operation also faces ongoing
challenges related to its large book of in-force variable
annuities (VA) with benefit guarantees.

HFSG posted GAAP net income of $1.7 billion in 2010, following net
losses of $887 million in 2009 and $2.7 billion in 2008.  The
improvement was driven by significantly reduced levels of net
realized capital losses, including other-than-temporary impairment
losses, and a favorable impact of deferred acquisition cost
unlocks in its variable annuity business in 2010 compared to a
sizable negative impact in 2009 and 2008.

HFSG improved its gross unrealized investment loss position in
2010 to $3.5 billion at Dec. 31, 2010, down considerably from
gross loss positions of $7.1 billion at year-end 2009 and
$14.6 billion at year-end 2008, as credit and investment markets
recovered in 2009 and 2010.  The net unrealized investment loss
position was $0.6 billion at year-end 2010.  The unrealized losses
reflect HFSG's above average exposure to commercial mortgage-
backed securities, collateralized debt obligations, and sub-prime
residential mortgage-backed securities.

Favorably, HFSG has reduced its investment risk, reallocating its
investment portfolio to securities with more favorable risk
profiles and reducing its exposure to real estate related
securities, financial companies, high yields, and hedge funds.
Longer term, the company expects to further reduce its exposure to
structured assets in CMBS and asset-backed securities, increase
portfolio credit quality, and reduce overall portfolio leverage.
While the group's credit-related investment losses have declined
significantly for 2010, RMBS and commercial mortgage-related
investments are expected to remain at elevated levels in 2011.
However, Fitch now views the risk for future investment losses to
be fully reflected within the current ratings.

Fitch views favorably the improvement in life insurance
profitability and stability demonstrated in 2010, but believes
that intermediate term growth in earnings will be challenged by
its concentration in lower margin, competitive retirement savings
businesses and a group benefits operation that is experiencing
higher loss ratios.  The ratings for Hartford's life operations
reflect adequate U.S. consolidated statutory capital position.
Fitch expects consolidated U.S. life insurance risk adjusted
capital to remain approximately at current levels in 2011.

HFSG's capital position improved in 2010, with GAAP shareholders'
equity of $20.3 billion at Dec. 31, 2010, up 14% from
$17.9 billion at year-end 2009.  HFSG's equity credit adjusted
debt-to-total capital ratio (including accumulated other
comprehensive income) remains reasonable, up slightly to 19.7% at
Dec. 31, 2010, from 19.2% at Dec. 31, 2009, but significantly
improved from 31.7% at Dec. 31, 2008.  HFSG's GAAP operating
earnings interest and preferred dividend coverage improved to 5.7
times in 2010 from 1.3x in 2009, and Fitch expects the company to
maintain coverage of at least 3.0x-5.0x.

HFSG maintains financial flexibility with approximately
$2.1 billion in holding company cash, fixed maturities, and short-
term investments at year-end 2010, which provides flexibility for
funding potential capital requirements in adverse markets.  In
addition, the company has a $1.9 billion revolving credit facility
and a $500 million contingent capital facility that was not
utilized during the financial crisis.  HFSG also has a $2 billion
commercial paper program, but the company does not expect to
access this market in the near term.

Key rating drivers that could lead to a downgrade include
significant investment or operating losses, including those
from the VA business line, that impact GAAP shareholders'
equity by 20% or more or materially impact capital within the
insurance subsidiaries, failure to maintain its disciplined
property/casualty underwriting approach in the competitive market
and soft rate environment, and equity-credit-adjusted debt-to-
total capital maintained above a range of 25%-30%.  The ratings of
the property/casualty subsidiaries could also be negatively
impacted to the extent they are needed to fund potential capital
needs of the life operations.  The life insurance subsidiary
earnings are expected to demonstrate reasonable stability in its
GAAP and statutory financial results, and indicate that the
hedging program is effectively mitigating risk.

Key rating drivers that could lead to an upgrade include strong
and stable operating earnings in line with higher rated peers and
industry averages, Fitch's determination that investment and VA
risk will not cause a material level of volatility relative to
current capital, overall flat to favorable loss reserve
development, continued improvement in the quality and liquidity of
the investment portfolio, debt-to-total capital maintained below
20% and improvement in insurance subsidiary capitalization.
Furthermore, to the extent that favorable trends continue, Fitch
would most likely consider a positive rating action on HFSG's IDR
and debt ratings before the company's IFS ratings to reflect a
narrowing of notching between holding company ratings and
insurance company ratings.

Fitch affirms these ratings with a Stable Outlook:

Hartford Financial Services Group, Inc.

  -- Long-term IDR at 'BBB';

  -- $400 million 5.25% notes due 2011 at 'BBB-';

  -- $320 million 4.625% notes due 2013 at 'BBB-';

  -- $199 million 4.75% notes due 2014 at 'BBB-';

  -- $300 million 4.0% senior notes due 2015 at 'BBB-';

  -- $200 million 7.3% notes due 2015 at 'BBB-';

  -- $300 million 5.5% notes due 2016 at 'BBB-';

  -- $499 million 5.375% notes due 2017 at 'BBB-';

  -- $500 million 6.3% notes due 2018 at 'BBB-';

  -- $499 million 6% notes due 2019 at 'BBB-';

  -- $500 million 5.5% senior notes due 2020 at 'BBB-';

  -- $298 million 5.95% notes due 2036 at 'BBB-';

  -- $300 million 6.625% senior notes due 2040 at 'BBB-';

  -- $323 million 6.1% notes due 2041 at 'BBB-';

  -- $500 million 8.125% junior subordinated debentures due 2068
     at 'BB';

  -- $1.75 billion 10% junior subordinated debentures due 2068 at
     'BB';

  -- $556 million 7.25% mandatory convertible preferred stock,
     series F at 'BB'.

  -- Short-term IDR at 'F2';

  -- Commercial paper at 'F2'.

Hartford Life, Inc.

  -- Long-term IDR at 'BBB';
  -- $149 million 7.65% notes due 2027 at 'BBB-';
  -- $92 million 7.375% notes due 2031 at 'BBB-';
  -- Short-term IDR at 'F2'.

Hartford Life Global Funding

  -- Secured notes program at 'A-'.

Hartford Life Institutional Funding

  -- Secured notes program at 'A-'.

Hartford Life and Accident Insurance Company

  -- IFS at 'A-'.

Hartford Life Insurance Company

  -- IFS at 'A-';
  -- Medium-term note program at 'BBB+'.

Hartford Life and Annuity Insurance Company

  -- IFS at 'A-'.

Members of the Hartford Fire Insurance Intercompany Pool:

Hartford Fire Insurance Company
Nutmeg Insurance Company
Hartford Accident & Indemnity Company
Hartford Casualty Insurance Company
Twin City Fire Insurance Company
Pacific Insurance Company, Limited
Property and Casualty Insurance Company of Hartford
Sentinel Insurance Company, Ltd.
Hartford Insurance Company of Illinois
Hartford Insurance Company of the Midwest
Hartford Underwriters Insurance Company
Hartford Insurance Company of the Southeast
Hartford Lloyd's Insurance Company
Trumbull Insurance Company

  -- IFS at 'A+'.


HORIZON LINES: S&P 'BB-' Rating on CreditWatch Negative
-------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'B' long-
term corporate credit rating, its 'BB-' secured debt rating, and
its 'CCC+' senior convertible note rating on Horizon Lines Inc. on
CreditWatch with negative implications.

"The CreditWatch placement reflects the potential for financial
covenant breach, absent a waiver from the lender group," said
Standard & Poor's credit analyst Funmi Afonja.  The rating action
also reflects S&P's concerns over increasing refinancing risks,
with the substantial majority of the company's debt, including
the $225 million revolving credit facility (rated) and the
$330 million senior convertible notes (rated), both maturing in
August 2012.

The ratings on Charlotte, N.C.-based Horizon Lines reflect the
company's highly leveraged financial profile (due to weak
operating performance and previously shareholder-friendly
financial policies), limited financial flexibility, and its
participation in the capital-intensive and competitive shipping
industry.  Positive credit factors include barriers to entry under
the Jones Act (which requires that shipments between U.S. ports be
carried on U.S.-built vessels flagged in the U.S.) and the less-
cyclical demand for ocean cargo shipments of consumer staples
relative to other commodities.  In accordance with Standard &
Poor's criteria, S&P characterizes Horizon Lines' business profile
as fair, its financial profile as highly leveraged, and liquidity
as less than adequate.

In resolving the CreditWatch listing, S&P will assess the effect
of the fine on Horizon's financial profile and the outcome of a
potential covenant waiver and efforts to refinance significant
upcoming debt maturities on the company's financial profile and
operating prospects.


HORSEHEAD INDUSTRIES: Plan Confirmation Hearing on March 15
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has adjourned to March 15, 2011 at 10:00 a.m. (Eastern Time), the
hearing to consider the confirmation of HH Liquidating Corp. fka
HorseHead Industries, Inc., et al.'s proposed Plan of Liquidation.

As reported by the Troubled Company Reporter on Dec. 22, 2010, the
Court continued until Feb. 3, 2011, at 10:00 a.m. (Eastern Time),
the hearing to consider the confirmation of the plan.  The TCR
reported on April 15, 2010, that the Plan provides for the
distribution of the remaining proceeds from the sale of
substantially all of their assets to Horsehead Acquisition Corp.,
a subsidiary of Sun Capital Partners, to their creditors.
Interest holders will receive nothing under the Plan.

The Plan contemplates the substantive consolidation of the
Debtors.  As of the effective date, a Liquidation Trust will be
appointed, to marshal the Liquidation Trust's remaining assets,
administer claims, object to claims, if appropriate, and make
distributions under the Plan.

Horsehead Industries Inc., dba Zinc Corporation of America, the
largest zinc producer, filed for Chapter 11 protection on Aug. 19,
2002, in the U.S. Bankruptcy Court for the Southern District of
New York.  Herrick, Feinstein LLP serves as the Debtor's
bankruptcy counsel.  The Debtor disclosed $215,579,000 in total
assets and $231,152,000 in total debts as of the Chapter 11
filing.


HUNTINGTON INGALLS: Northrop Spin-Off Won't Affect Moody's Ratings
------------------------------------------------------------------
Moody's Investors Service said that the ratings and outlook of
Huntington Ingalls Industries, Inc, (Ba2 corporate family, Baa3 sr
secured, Ba3 sr unsecured notes/ stable), remain unchanged
following Northrop Grumman Corporation's (Baa1/stable) decision to
proceed toward its shipbuilding subsidiary spin-off, despite the
False Claims Act complaint that was publicly disclosed February
9th.  Huntington Ingalls' February 22nd Form 10 includes a
statement that the company believes the claim will not likely
result in a material adverse effect on its financial position.
Nevertheless the claim's presence could represent a credit
negative depending on how the matter evolves.  Moody's will
continue to monitor new developments, particularly with respect to
whether or not the U.S. Department of Justice will take up the
case, which could suggest greater risk.

Huntington Ingalls Industries, Inc., after it is spun off of
Northrop Grumman Corporation, will be an independent company.
Huntington Ingalls provides full service design, engineering,
construction, and lifecycle support of major surface ship
programs for the U.S. Navy.  Revenues in 2010 were approximately
$6.7 billion.


INTELLIGRATED INC: S&P Assigns 'B' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said it has assigned its 'B'
corporate credit rating on Ohio-based Intelligrated Inc.  The
outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating on the
company's $155 million senior secured credit facilities.  The
recovery rating is '2', indicating S&P's expectation that lenders
would receive substantial (70% to 90%) recovery of principal in a
default scenario.  The new facilities consist of a $30 million,
five-year revolving credit facility and a $125 million, six-year
term loan.

"The ratings on Intelligrated reflect primarily its highly
leveraged financial risk profile and weak business risk profile,
characterized by historically weak profitability, limited product
diversity, and significant customer concentration," said Standard
& Poor's credit analyst Peter Kelly.  These factors have
contributed to EBIDTA margins historically in the mid- to high-
single-digits.  However, S&P expects the company to achieve some
benefit from recent restructuring activities and acquisition
synergies that should enable it to achieve a margin near 10% and,
in turn, maintain credit measures commensurate with the rating.

Intelligrated participates in the $6 billion niche materials-
handling market.  The company designs, manufactures, installs, and
services automated material-handling systems for the retail
distribution, food and beverage, parcel-handling, pharmaceutical,
direct-to-consumer, e-commerce, and related sectors.  Revenues
come from three core business segments: distribution and
fulfillment (53% of year-to-date revenues as of Sept. 30, 2010);
manufacturing systems (23%); and customer service (24%).
Intelligrated benefits from a large installed base in North
America that, coupled with the high costs associated with
switching system providers, supports customer retention.
Intelligrated is majority-owned by private equity firm Gryphon
Investors.

S&P expects financial leverage (including preferred equity) to be
roughly 6x total adjusted debt to EBITDA for the recently closed
new debt issuance (about 3x excluding preferred equity) and funds
from operations to debt to be about 10%.  For the rating, S&P
expects total adjusted debt to EBITDA of 5x to 6x and FFO to debt
of 10% to 12%.

The outlook is stable.  The ratings reflect S&P's expectation of
low revenue growth coupled with synergies to be realized as the
economy grows.  S&P could lower the ratings if subpar operating
performance, limited headroom under its financial covenants,
higher-than-expected cash use, or additional debt-financed
activities adversely affect liquidity or result in significant
deterioration of credit measures, for example, if adjusted debt to
EBITDA was well above 6x for an extended period.  On the other
hand, S&P could consider a one-notch upgrade if Intelligrated's
business remains healthy, it improves its operating track record,
and its liquidity and financial policy support a higher rating.


JETBLUE AIRWAYS: Reports $97 Million Net Income in 2010
-------------------------------------------------------
Jetblue Airways Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K reporting net
income of $97 million on $3.78 billion of total operating revenue
for the year ended Dec. 31, 2010, compared with net income of
$61 million on $2.93 billion of total operating revenue during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed $6.59 billion
in total assets, $4.94 billion in total liabilities, and
$1.65 billion in stockholders' equity.

A full-text copy of the annual report on Form 10-K is available
for free at http://ResearchArchives.com/t/s?7411

                       About JetBlue Airways

JetBlue Airways Corp., based in Forest Hills, New York, operates a
low-cost, point-to-point airline from a hub in New York.  JetBlue
serves 60 cities with 600 daily non-stop flights.

                          *    *    *

JetBlue carries 'Caa1' long term corporate family and probability
of default ratings, with positive outlook, from Moody's.  It has a
'B-' long term issuer default rating, with stable outlook, from
Fitch.  It also has a 'B-' issuer credit ratings from Standard &
Poor's.

In November 2010, Standard & Poor's Ratings Services affirmed its
ratings, including its 'B-' corporate credit rating, on Forest
Hills, New York-based JetBlue Airways Corp.  At the same time, S&P
revised its outlook on the rating to positive from stable.  The
recovery rating on senior unsecured debt remains '6', indicating
S&P's expectations of a negligible (0%-10%) recovery in a default
scenario.  S&P noted that while JetBlue has been profitable in six
of the last seven quarters, its financial profile remains highly
leveraged, with EBITDA interest coverage of 2.5x, funds flow to
debt of 15.7%, and debt to capital of 75.2%.


JMC STEEL: Moody's Assigns 'B1' Rating to $400 Mil. Secured Loan
----------------------------------------------------------------
Moody's Investors Service assigned new ratings to JMC Steel Group,
Inc. (formerly John Maneely Company) in conjunction with a debt
refinancing that accompanied a change in equity ownership, with
minority owners the Zekelman family buying a controlling interest
from the Carlyle Group.  Moody's assigned a B1 rating to the
company's proposed $400 million secured term loan and a B3 rating
to the proposed $725 million of senior unsecured notes.  JMC
Steel's corporate family and probability of default ratings were
affirmed at B2.  The rating outlook is stable.  The ratings on JMC
Steel's existing debt will be withdrawn upon completion of the
financing, which is expected to close in March 2011.

                        Ratings Rationale

The B2 corporate family rating positively reflects JMC Steel's
highly variable cost structure, large scale and leading market
position for many of its pipe products and electrical conduit, and
adequate liquidity.  The company's leadership position provides
procurement and sales advantages that enhance its margins and its
size fosters economies of scale evident in its low SG&A costs.
However, the rating is constrained by Moody's expectation of
continuing weak market conditions for JMC Steel's largest market -
- the non-residential construction market -- and the company's
acquisitive nature.  In addition, the proposed financing increases
pro forma debt by 32% (approximately $286 million), yielding a
5.6x debt to EBITDA ratio, which is high for a company reliant on
commodity types of products that tend to have aggravated cycles.

JMC Steel's stable rating outlook reflects the positive factors
noted above as well as anticipated gradual improvement in most of
the company's end markets, with the exception of non-residential
construction.  An upgrade would depend on JMC Steel bringing debt
to EBITDA below 4.0x and sustaining the ratios of EBIT to interest
and free cash flow to debt above 2.2x and 7%, respectively.  A
downgrade could be triggered by an unexpected halt in the recovery
of the North American pipe market or by JMC Steel experiencing
consistently negative free cash flow, operating margins of less
than 5%, or significantly weaker liquidity.

Ratings assigned:

* $400 million secured term loan due 2017 -- B1 (LGD3, 33%)

* $725 million of senior unsecured notes due 2018 -- B3 (LGD5,
  77%)

Ratings affirmed:

* Corporate family rating -- B2
* Probability of default rating -- B2

Moody's previous rating action for JMC Steel was on June 1, 2010,
when the company's rating outlook was raised to stable from
negative.

Headquartered in Beachwood, Ohio, JMC Steel manufactures steel
pipe, hollow structural steel, electrical conduit products and
tubular products at eleven manufacturing facilities in the U.S.
and Canada.  The company is number one or two in its key product
areas: HSS, standard pipe and electrical conduit.  JMC Steel also
enjoys leading market positions in the galvanized mechanical tube
and fittings markets.  Its products are sold principally to
plumbing and electrical distributors.


JMC STEEL: S&P Assigns 'B' Rating to $725 Mil. Senior Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
issue-level rating (same as the corporate credit rating) to JMC
Steel Group's proposed $725 million of proposed senior unsecured
notes due 2018.  The recovery rating is '4' indicating S&P's
expectation of average recovery (30% to 50%) in the event of a
payment default.  The notes are being offered under rule 144 A
without registration rights.  The ratings are based on preliminary
terms and conditions.

Proceeds from the proposed notes, combined with bank facility
borrowings, balance sheet cash, and an equity contribution from
the Zekelman family, will be used to fund the acquisition of about
45% of the equity of JMC from Carlyle Group, the current majority
holder, and to repay existing debt.

The 'B' corporate credit rating on JMC reflects the company's weak
business risk profile and aggressive financial risk profile.  The
company's business is characterized by volatile end markets,
exposure to volatile steel prices, and significant reliance on
nonresidential construction spending.  Pro forma for the proposed
transactions, the company will have high debt levels; S&P estimate
that adjusted debt will be about $1.3 billion, approximately
$300 million higher than currently, and trailing-12 month as of
December 2010 pro forma adjusted debt to EBITDA of more than 5.5x

                          Ratings List

                       JMC Steel Group Inc.

  Corporate Credit Rating                         B/Positive/--

                           New Rating

                      JMC Steel Group Inc.

        Senior unsecured
        US$725 mil senior unsecured notes due 2018     B
         Recovery Rating                               4


KEVEN MCKENNA: Supreme Court Holds Plea to Operate Law Firm
-----------------------------------------------------------
Tracy Breton at The Providence Journal reports that the state
Supreme Court said it is holding in abeyance Keven McKenna's
application to operate his law practice as a limited liability
corporation.

The Journal relates, for now, Mr. McKenna has permission to
practice law only in his individual capacity and not in any
corporate form.  "[Mr. McKenna] is in violation of this provision
of the General Laws," The Providence Journal citing court order.
The justices warned Mr. McKenna that if he doesn't furnish the
affidavit and documentation within 30 days, they may refer the
matter to its disciplinary counsel, which could recommend action
against his license to practice.

In January 2010 Keven A. McKenna filed for Chapter 11 bankruptcy
for himself and Keven A. McKenna law firm.  Mr. McKenna disclosed
$751,000 in assets and $45,700 in liabilities in his bankruptcy
petition.  His firm estimated debts of between $100,000 and
$500,000.  Mr. McKenna's case was dismissed but his personal
bankruptcy protection claim remains active as he continues to
fight a Workers' Compensation Court order that he pay his former
paralegal Summer D. Stone for injuries.

A federal bankruptcy judge appointed Providence bankruptcy lawyer
Thomas P. Quinn as Chapter 11 trustee of McKenna PC to take over
management of the law firm from Mr. McKenna.


KWIATOWSKI LAND: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Kwiatowski Land Management, LLC
        228 W. US Highway 30 #231
        Schererville, IN 46375

Bankruptcy Case No.: 11-20574

Chapter 11 Petition Date: February 25, 2011

Court: United States Bankruptcy Court
       Northern District of Indiana (Hammond Division)

Judge: J. Philip Klingeberger

Debtor's Counsel: Gerald B. Coleman, Esq.
                  COLEMAN STEVENSON & MONTEL, LLP
                  9101 N. Wesleyan Rd., Suite 100
                  Indianapolis, IN 46268
                  Tel: (317) 875-0400
                  Fax: (317) 802-0900
                  E-mail: gcoleman@csmlegal.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 Marleen Panelli, officer-secretary.


LAKE GROVE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Lake Grove Missionary Baptist Church
        265 Leath Street
        Memphis, TN 38105

Bankruptcy Case No.: 11-21946

Chapter 11 Petition Date: February 24, 2011

Court: U.S. Bankruptcy Court
       Western District of Tennessee (Memphis)

Judge: George W. Emerson, Jr.

Debtor's Counsel: Curtis D. Johnson, Jr., Esq.
                  LAW OFFICE OF CURTIS D. JOHNSON, JR.
                  1374 Madison Avenue
                  Memphis, TN 38104
                  Tel: (901) 725-7520
                  Fax: (901) 725-7570
                  E-mail: johnson775756@att.net

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

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

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

The petition was signed by Pastor S. L. Mickens, pastor.


LEE WILLIAM: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Lee William Development, L.P.
        1931 Lock Haven Way
        Claremont, CA 91711
        Tel: (818) 421-9844

Bankruptcy Case No.: 11-18150

Chapter 11 Petition Date: February 25, 2011

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

Judge: Alan M. Ahart

Debtor's Counsel: James B. Watkins, Esq.
                  150 E. Meda Avenue, Suite 220
                  Glendora, CA 91741
                  Tel: (626) 335-4755
                  Fax: (626) 513-4844
                  E-mail: jbwatkins@gmail.com

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

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

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

The petition was signed by Nolan E. Clark, president of general
partner.


LEHMAN BROTHERS: Assets Sale to Barclays "Fair", Judge Peck Rules
-----------------------------------------------------------------
Barclays Plc's purchase of Lehman Brothers Holdings Inc.'s North
American assets was fair, Judge James Peck of the U.S. Bankruptcy
Court for the Southern District of New York said in a 103-page
opinion dated February 22.

The Court, in effect, denied the petitions filed by Lehman
Brothers Holdings, Inc., the Official Committee of Unsecured
Creditors, and James W. Giddens, the trustee of Lehman Brothers
Inc. under the Securities Investor Protection Act, for relief
under Rule 60(b) of the Federal Rules of Civil Procedure from the
September 2008 Sale Order.

Judge Peck held that LBHI, et al., failed to show that the
outcome of the September 19, 2008 hearing on the sale of the
Lehman assets to Barclays would have been different if all
material facts, including those relating to the structure of the
transaction and the value of the acquired assets, had been
disclosed.

The 60(b) Motions rest on the proposition that the Court was not
fully informed when it entered the Sale Order and that Barclays,
with the active and complicit assistance of certain senior
executives of Lehman with allegedly conflicting loyalties, ended
up with too favorable a deal during a period of market turmoil,
uncertainty and confusion.

The sale, according to Judge Peck, was the only available
transaction at a time of unrivaled worldwide financial distress
bordering on panic.

"The Asset Purchase Agreement needed to be approved, not
conditionally with exposure to the potential risks of hindsight
challenges, but absolutely and finally," Judge Peck said.  The
judge pointed out that in exercising its discretion to approve
the transaction described in the APA, the Court recognized that
it was dealing with an uncommon emergency but is satisfied that
it still managed to comply with all applicable requirements of
the Bankruptcy Code and of procedural due process.

Having dwelled at some length on the question of whether what was
not disclosed regarding the transaction so impaired the Court's
ability to properly evaluate the overall fairness of the terms of
the acquisition that Barclays should lose the protections of the
Sale Order and become exposed to multi-billion dollar claims for
additional consideration, Judge Peck concluded that nothing in
the current record, if presented at the Sale Hearing, would have
changed the outcome of that hearing.  He said he still would have
entered the very same Sale Order because there was no better
alternative and, perhaps most importantly, because the sale to
Barclays was the means both to avoid a potentially disastrous
piecemeal litigation and to save thousands of jobs in the
troubled financial services industry.

Knowing that approval of the transaction would save a multitude
of financial sector jobs probably was the most significant single
factor influencing the Court's thinking when it considered the
sale, Judge Peck related.  The transaction included offers of
employment to most members of the Lehman work force that not only
helped these individuals at a most difficult time on Wall Street,
but also unquestionably was good for the estate, brokerage
customers and the general economy, Judge Peck continued.

Judge Peck admitted that it is true that the estimates for
compensation and cure expenses were incorrect and turned out to
be excessive in relation to the actual amounts paid by Barclays,
but said the Court did not rely on the pinpoint accuracy of the
estimates when it approved the sale to Barclays.  The number
provided for cure costs turned out to be materially overstated
and unreliable, but the Court does not conclude that the
discrepancy is the result of a deliberate effort to make it
appear that Barclays would be paying more for these liabilities,
Judge Peck said.  What mattered most, he related, was the
knowledge that Barclays was picking up all of these expenses,
whatever they might turn out to be, thereby satisfying the entire
universe of compensation and cure claims that might otherwise
have been asserted against the estate.

The Court knew while presiding at the Sale Hearing that
everything was happening so fast that errors, omissions and
miscommunications were bound to occur, Judge Peck said.  Also,
given the scale and complexity of the matters being presented and
the limited time to process all of this information, it was
impossible to fully comprehend every aspect of the acquisition,
which had changed between the Bid Procedures Hearing on September
17 and the start of the Sale Hearing on the afternoon of the
19th, or to precisely determine the fair value of all of the
assets that were being transferred, the Court noted.

Facts regarding the alleged $5 billion "buffer" were not
disclosed during the Sale Hearing, according to Judge Peck.  But
the Court has determined that the revelations on this subject are
not entitled to much weight now because the Court was not
concerned, one way or another, about the existence of a spread
between the value of assets and liabilities.  While evidence of
the buffer is indicative of material information that the Court
did not know when it approved the sale, these disclosures do not
support relief from the Sale Order because the overall
transaction with Barclays, notwithstanding the buffer, provided
the means for the most favorable disposition of these assets with
the least amount of risk, Judge Peck said.

Judge Peck also said he was unimpressed with the opinion
testimony presented by the entire team of expert witnesses
retained by LBHI, et al., who endeavored to show that Barclays
realized a multi-billion dollar windfall gain.  Their opinions,
he said, were based on a hindsight challenge to the valuations
ascribed to various categories of financial assets acquired by
Barclays.  The opinions, he added, were effectively challenged on
cross-examination and were not convincing.  The opinions,
reflecting an unsurprising litigation bias, came across as having
been designed and manufactured for the trial and were not at all
persuasive, particularly when compared with the comprehensive and
compelling testimony presented by Barclays' expert witness,
Professor Paul Pfleiderer, Judge Peck held.

Moreover, Judge Peck said he did not believe that any Lehman
employee breached their duties of loyalty to the estate because
of the prospect of future employment or as a consequence of
signing lucrative employment contracts with Barclays.  That
aspect of LBHI, et al.'s case is built on faint aroma of venality
and conflicted loyalty, but no breach of duty or other misconduct
was demonstrated, Judge Peck held.

Despite the insinuations of wrongdoing, the Court concluded that
the marking down of asset values during the September 15 week
appears to have been consistent with an attempt apparently
undertaken in good faith, by employees of both Barclays and
Lehman to estimate market values for assets that were difficult
to value at a time of extreme uncertainty in the financial
markets.  The Court acknowledged that Barclays also may have been
endeavoring to increase its buffer and take advantage of Lehman's
vulnerable position but did not find that Barclays received
assets that collectively were worth any more in the market than
it paid for them.

The evidence, according to the Court, is clear that traders from
Barclays engaged in an exercise of discounting the value of
assets before the Sale Hearing for purposes of lowering the
values assigned to various classes of assets and increasing the
so-called "haircut" applicable to these assets.  These
activities, the Court noted, were a deliberate departure from
customary mark-to-market practices within Lehman and yielded what
some have called "liquidation" values.

While there are questions about the accuracy of statements made
at the Sale Hearing as to the real reason that values assigned to
the trading assets had dropped from $70 billion to $47.4 billion,
Judge Peck noted that it has not been shown that this ad hoc
reduction in Lehman's marks resulted in a material understatement
of realizable fair market values of the assets within the trading
book.  This conclusion is bolstered by the fact that many of the
assets were complex structured financial products that were
difficult to value with any degree of confidence, Judge Peck
pointed out.

The valuation witnesses offered by Barclays, including Stephen
King who impressed the Court with his knowledge of the subject
matter, stressed that valuation judgments as to many asset
classes were uncertain and fraught with risk after the LBHI
bankruptcy, Judge Peck said.  Given that uncertainty, the Court
said it is unable to conclude that the "marking down" process,
while facially suspect, actually resulted in an arbitrary or
unfair discount relative to fair market value for these assets or
that the discount caused the estate to lose any otherwise
realizable value from these assets.

The testimony of the most senior ranking executives from
Barclays, former chairman John Varley, and then president Robert
Diamond, confirms that Barclays conditioned the acquisition on
the requirement that it be capital accretive and include
substantial negative good will by operation of applicable
accounting principles in the United Kingdom.  Barclays, according
to the testimony, always intended a transaction that would allow
it to expand its operations in North America while augmenting its
own balance sheet and allowing it to realize a material first day
gain on acquisition.

Judge Peck disclosed that this "self-interested but
understandable" business reality was not communicated to the
Court at any time during the Sale Hearing.

The Court, however, believes that no bank, domestic or foreign,
at the height of the financial crisis of 2008, would have
considered an acquisition like Lehman's that was not structured
to minimize risks to the buyer as much as possible, and the Court
said it is not surprised that Barclays, in pursuing the
transformative transaction, was focused on its own objectives and
took aggressive steps to protect itself.

The pivotal question, however, is whether Barclays took unfair
advantage of Lehman and its creditors in connection with the sale
and whether the failures to disclose material variations to the
transactions described in the APA comprised the integrity of the
approval process to the point of justifying relief from the Sale
Order.

The Court held that the record does not support such a conclusion
or such negative perceptions of Barclays.  Barclays, Judge Peck
pointed out, never agreed to assume any risks relating to
Lehman's internal marks and never agreed that the trading assets
and liabilities would be in approximate balance with one another.
Judge Peck pointed out what he considered was obvious -- the sale
was a quintessential distressed sale, and there was no reason to
regard the transaction as being characterized by equal bargaining
power or to assume that the buyer would treat the seller gently.
In that tough bargaining environment, the Court noted, Barclays
was on the scene purely as an opportunistic "white knight."

          Resolution of Claims to Disputed Assets

Judge Peck clarified that Lehman cash is excluded from the
purchase and held that the "Clarification Letter" is deemed
approved by the Court and enforceable.

Judge Peck gave authority to Barclays to recover assets in
clearance boxes or the so-called "Clearance Box Assets."  Judge
Peck, however, ruled that Barclays does not have unconditional
right to the "15c3-3 Assets," which are securities held in
reserve pursuant to Rule 15c3-3 of the Customer Protection Rule
promulgated by the U.S. Securities and Exchange Commission, and
does not have a right to the "Margin Assets," which are Lehman
cash held by exchanges as margin to support the trading and
clearance of exchange traded derivatives.

              Resolution of SIPA Trustee's Claim

Judge Peck held that the SIPA Trustee is not entitled to relief
under Rule 60(b) with respect to the Clearance Box Assets because
his request is premised on the notion that the Court, the SIPA
Trustee and other relevant parties-in-interest did not know
during the Sale Hearing and the closing weekend that the
Clarification Letter contemplated the transfer of the Clearance
Box Assets to Barclays.

Judge Peck junked the SIPA Trustee's proposition and held that
the agreement that existed between The Depository Trust &
Clearing Corporation, Barclays, and the SIPA Trustee at the time
of the Sale Hearing contemplated the very same kind of transfer
at issue in this case.

A full-text copy of the February 22 Opinion is available for free
at http://bankrupt.com/misc/lehman_feb22saleorder.pdf

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: 3 Creditors Oppose Paulson & Co. Plan
------------------------------------------------------
Creditors of Lehman Brothers Holdings Inc. have opposed the
approval of the rival restructuring plan proposed by an ad hoc
group of Lehman creditors led by Paulson & Co. Inc. in mid
December 2010.

Glenn Alan Bostic and Tommy Tewalt, both Class 5 creditors of
LBHI, said they support the objection filed earlier by another
Lehman creditor, Linda Neufeld, and agree that the treatment of
Class 5 subordinated noteholders is unfair and will breach their
contractual obligations to Class 3 senior noteholders.

Both creditors called for a review of how the subordinated
noteholders' indenture trustee, The Bank of New York Mellon, is
representing them is warranted.  They expressed doubt that they
are being adequately represented by the indenture trustee and
that the representation is being done in good faith.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: JPM Asserts Right to "Unjustly Obtained" Amounts
-----------------------------------------------------------------
In the adversary proceeding commenced by Lehman Brothers Holdings
Inc. against JPMorgan Chase Bank N.A., JPM seeks a declaration
that it is entitled to "any amount unjustly obtained" as a result
of the financing it provided to LBHI's broker-dealer unit,
including any amount recovered from a lawsuit the company brought
against Barclays Capital Inc.

JPMorgan earlier filed a counter-suit against LBHI, accusing the
company of misleading the bank into lending Lehman Brothers Inc.
$70 billion by assuring that Barclays would purchase all the
broker-dealer's securities and that the loans would be repaid in
full.

According to the complaint, JPMorgan provided the $70 billion
loan in 2008, and released securities valued at $5 billion to
Barclays which JPMorgan was holding as margin for its loan.
Barclays, however, did not buy all the securities, took
JPMorgan's $5 billion of margin and left billions of dollars of
LBI's worst securities behind.  Consequently, JPMorgan was left
with loans to LBI secured by many of Lehman's "most toxic"
securities.

In court papers, JPMorgan's lawyer, Paul Vizcarrondo, Jr., Esq.,
at Wachtell Lipton Rosen & Katz, in New York, says the bank was
caught in such situation as a result of "collusion and deception"
by LBHI, LBI and Barclays.

Mr. Vizcarrondo says that contrary to LBHI's representations to
the Court and JPMorgan, the amount and identity of the securities
to be purchased by Barclays had not been determined when the
company sought approval to sell the broker-dealer's operations
and assets to Barclays.  He adds that LBHI's executives including
its chief financing officer, Ian Lowitt, and treasurer, Paolo
Tonucci, knew about the matter.

"It is now clear that the [asset purchase agreement] and the sale
motion filed with the Court were false and misleading," Mr.
Vizcarrondo says, referring to the agreement governing the LBI
sale.  The APA, he points out, stated Barclays had agreed to
purchase all of LBI's securities.

Mr. Vizcarrondo further says that LBHI also knew of the terms of
the APA yet the company and its broker-dealer unit granted
Barclays the option to refuse to purchase the securities that the
U.K. bank did not want.

In a related development, LBHI entered into an agreement with
JPMorgan, the Official Committee of Unsecured Creditors, The
International Swaps and Derivatives Association Inc. and The
Securities Industry and Financial Markets Association.

LBHI and the Creditors Committee agreed under the deal not to
file an objection to JPMorgan's motion to dismiss their lawsuit
against the bank.

The agreement, which was approved by the Court on February 15,
2011, gives LBHI and the Creditors Committee until March 4, 2011,
to respond to the brief filed by ISDAI and the SIFMA.

LBHI also entered into another agreement with the Creditors
Committee, JPMorgan and LBI's trustee to protect the
confidentiality of information the company will provide to
JPMorgan in connection with the litigation.

Under the deal, LBHI may share with JPMorgan the documents and
information it obtained from the trustee in connection with its
lawsuit against Barclays, provided the confidentiality of the
materials will be protected.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: LBCS Sues Sempra Entities for $104.7 Million
-------------------------------------------------------------
Lehman Brothers Commodity Services Inc. filed a lawsuit against
Sempra Energy Trading LLC and Sempra Oil Trading Sarl to recover
more than $104.7 million.

LBCS seeks payment from the Sempra entities for the early
termination of their swap transactions.  The termination came
following the bankruptcy filing of LBCS on September 2008.

The Sempra entities allegedly refused to pay the amount by
asserting "unlawful" setoffs of money owed by LBCS to an
affiliate, Sempra Energy Solutions LLC, and two banks.

LBCS' lawyer, Ralph Miller, Esq., at Weil Gotshal & Manges LLP,
in New York, says the Sempra entities violate the automatic stay
by refusing to make the payment.

The automatic stay is an injunction that halts actions by
creditors against a company in bankruptcy protection.

"Despite LBCS's unequivocal demands for payment, defendants have
failed to seek relief from the automatic stay to permit the
purported setoffs of over $104.7 million that defendants
willfully are withholding from LBCS and its estate," Mr. Miller
says in a 29-page complaint he filed on February 22, 2011, with
the U.S. Bankruptcy Court for the Southern District of New York.

LBCS also seeks damages against the Sempra entities, the amount
of which will be determined at a trial.

                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Wants June 30 Svc. Deadline for Avoidance Actions
------------------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors ask the
Court to extend the deadline to effect service of process of the
avoidance actions to June 30, 2011.

As of February 14, 2011, 50 avoidance actions with respect to
more than 230 transactions have been commenced by the Debtors.

The Debtors earlier obtained a court order imposing a stay on the
avoidance actions and extending their service deadline for
another six months.  Since most of the avoidance actions were
filed in September and October last year, the 180-day deadline
requires the Debtors to effect service on all defendants by March
or April this year.

Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in New York,
says the extension would allow the Debtors to complete their
discovery efforts.

Since the imposition of stay, the Debtors have engaged in
discovery to obtain information needed in connection with the
avoidance actions.  The discovery is not yet complete although
the Debtors have already collected considerable information,
according to Mr. Waisman.

Mr. Waisman also explains that there are a number of defendants,
particularly those in foreign jurisdictions, for whom service is
taking longer than anticipated.

The Court will hold a hearing on March 3, 2011, to consider
approval of the request.  The deadline for filing objections is
February 24, 2011.


                      About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                 International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEVEL 3 COMMS: Net Loss Slightly Up to $622 Million in 2010
-----------------------------------------------------------
Level 3 Communications, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K reporting a net
loss of $622 million on $3.65 billion of total revenue for the
year ended Dec. 31, 2010, compared with a net loss of $618 million
on $3.76 billion of total revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $8.35 billion
in total assets, $8.51 billion in total liabilities and a
$157 million stockholders' deficit.

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

               http://ResearchArchives.com/t/s?7412

                    About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LIONS GATE: Considering Spin Off of Digital Assets
--------------------------------------------------
Lionsgate Entertainment is considering a spin-off of several
digital assets, including its men-focused video ad network, Break
Media, The New York Post has learned.  According to Claire
Atkinson, writing for The New York Post, souces said the potential
spin-off could also house Lionsgate's share of pay-TV service
EPIX, its TV Guide and TVGuide.com assets and FearNet, a broadband
and video-on-demand venture in the horror genre.

NY Post says the businesses that Lionsgate may spin off account
for between 15% to 20% of total revenue, which was $1.6 billion in
2010.  The report relates a spin-off could value Lionsgate's Web
and TV assets at around $800 million -- about equal to Lionsgate's
current market cap, according to executives familiar with the
matter.  Break Media alone could net a valuation of between $500
million and $600 million, said one executive, according to NY
Post.

                         About Lions Gate

British Columbia-domiciled and Santa Monica, California-
headquartered Lions Gate Entertainment Corp. is an independent
producer and distributor of motion pictures, home entertainment,
television programming and animation worldwide and holds a
majority interest in the pioneering CinemaNow VOD business.

As reported by the Troubled Company Reporter on Jan. 31, 2011,
Standard & Poor's Ratings Services affirmed its ratings, including
the 'B-' corporate credit rating, on British Columbia, Canada-
domiciled and Santa Monica, Calif.-headquartered Lions Gate
Entertainment Corp. and its subsidiary, Lions Gate Entertainment
Inc.  S&P also removed the ratings from CreditWatch, where they
were placed with developing implications on Oct. 15, 2010.  The
rating outlook is stable.

"The rating affirmation reflects the election of all of Lions
Gate's proposed candidates to its board of directors, the
withdrawal of investor Carl Icahn's unsolicited tender offer to
acquire all outstanding shares of the entertainment Company's
common stock, and Metro-Goldwyn-Mayer Inc.'s rebuff of Lions
Gate's merger proposal," said Standard & Poor's credit analyst
Deborah Kinzer.  "The stable rating outlook reflects our view that
Lions Gate's film business EBITDA and cash flow are likely to turn
around in the near-to-intermediate term, and that overall earnings
performance and credit measures should recover to modest levels."

The Company's balance sheet at Dec. 31, 2010 showed $1.63 billion
in total assets, $1.55 billion in total liabilities and
$76.62 million in total shareholders' equity.

This concludes the Troubled Company Reporter's coverage of Lions
Gate until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.


LUCE & AUFDENKAMPE: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Luce & Aufdenkampe LLC
        dba Robeks
        dba Robeks Fruit Smoothies & Healthy Eats
        3424 Kensington Dr
        Avon, OH 44011

Bankruptcy Case No.: 11-11457

Chapter 11 Petition Date: February 24, 2011

Court: United States Bankruptcy Court
       Northern District of Ohio (Cleveland)

Judge: Arthur I. Harris

Debtor's Counsel: Frederic P. Schwieg, Esq.
                  2705 Gibson Dr
                  Rocky River, OH 44116-3008
                  Tel: (440) 499-4506
                  Fax: (440) 398-0490
                  E-mail: fschwieg@schwieglaw.com

Estimated Assets: $0 to $50,000

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 Jerry Luce, member.


MACATAWA BANK: Cuts Net Loss to $17.85 Million in 2010
------------------------------------------------------
Macatawa Bank Corporation filed its annual report on Form 10-K
with the U.S. Securities and Exchange Commission reporting a net
loss of $17.85 million on $76.00 million of total interest income
for the year ended Dec. 31, 2010, compared with a net loss of
$63.41 million on $95.88 million of total interest income during
the prior year.

The Company's balance sheet at Dec. 31, 2010, showed $1.58 billion
in total assets, $1.51 billion in total liabilities, and
$67.84 million in total shareholders' equity.

As reported in the Troubled Company Reporter on April 7, 2010,
Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company incurred significant net losses in 2009 and
2008, primarily from higher provisions for loan losses and
expenses associated with the administration and disposition of
non-performing assets at its wholly owned bank subsidiary Macatawa
Bank.

The Company's new independent public accounting, BDO USA LLP, has
issued an unqualified report on its audit of the Company's
financial statements as of and for the year ended December 31,
2010, and did not include a paragraph in its report expressing
substantial doubt about the Company's ability to continue as a
going concern.  "We have determined that the improved controls
instituted in response to the material weakness identified at
December 31, 2009 have remediated the deficiencies and have
concluded that there are no material weaknesses in internal
control over financial reporting at December 31, 2010," the
Company said in the latest annual report.

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

              http://ResearchArchives.com/t/s?740c

                       About Macatawa Bank

Headquartered in Holland, Michigan, Macatawa Bank Corporation
(Nasdaq: MCBC) is the parent company for Macatawa Bank.  Through
its banking subsidiary, the Company offers a full range of
banking, investment and trust services to individuals, businesses,
and governmental entities from a network of 26 full service
branches located in communities in Kent County, Ottawa County, and
northern Allegan County.


MACCO PROPERTIES: Aims to Sell Large Portfolio for $86 Million
--------------------------------------------------------------
Richard Mize at NewsOK.com reports that Macco Properties has
signed an exclusive listing agreement to try to sell a large
portfolio of Class C properties in Oklahoma City and in Wichita,
Kansas.

The Company is offering six apartment complexes, three office
parks, a freestanding office building and 12 acres of vacant land
in Oklahoma City, and seven apartment properties in Wichita for a
combined $85,975,000.

The offering totals 3,001 individual apartments and 138,897 square
feet of commercial space, said broker David Dirkschneider of Price
Edwards & Co., who has the listing.

Oklahoma City, Oklahoma-based Macco Properties, Inc., filed for
Chapter 11 bankruptcy protection on November 2, 2010 (Bankr. W.D.
Okla. Case No. 10-16682).  G. Rudy Hiersche, Jr., Esq., at the
Hiersche Law Firm, assists the Debtor in its restructuring effort.
The Debtor disclosed $50,823,581 in total assets, and $4,323,034
in total liabilities.


MAIETTA ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Maietta Enterprises, Inc.
        154 Pleasant Hill Road
        Scarborough, ME 04074

Bankruptcy Case No.: 11-20197

Chapter 11 Petition Date: February 24, 2011

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

Judge: James B. Haines, Jr.

Debtor's Counsel: George J. Marcus, Esq.
                  MARCUS, CLEGG & MISTRETTA, PA
                  One Canal Plaza, Suite 600
                  Portland, ME 04101-4102
                  Tel: (207) 828-8000
                  E-mail: bankruptcy@mcm-law.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/meb11-20197.pdf

The petition was signed by Vicent A. Maietta, president.


MAUI LAND: Extends Maturity of $30MM Wells Fargo Debt to 2013
-------------------------------------------------------------
On Feb. 23, 2011, Maui Land & Pineapple Company, Inc. entered into
a Third Modification Agreement with Wells Fargo Bank, National
Association.  The Third Modification further amended the terms of
the Company's $30 million revolving line of credit agreement with
Wells Fargo, which was modified on Dec. 22, 2010.  Significant
terms of the Third Modification are as follows:

   -- Extends the maturity date from May 1, 2012 to May 1, 2013.

   -- Provides the Company with the option to further extend the
      maturity date to May 1, 2014, subject to the satisfactory
      achievement of certain pre-defined conditions as described
      in the Third Modification.

   -- Increases the revolving credit commitment from $30 million
      to $34.5 million and availability under the loan facility
      from $25 million to $34.5 million.

   -- Sets forth pre-established minimum release prices for each
      of the real property parcels pledged as collateral under the
      credit agreement.

Upon entry into the Third Modification, the maturity date of the
Company's $25 million term loan with American AgCredit, FLCA was
automatically extended from May 1, 2012 to May 1, 2013.

                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
Dec. 31, 2009.


MEDIA GENERAL: S&P Downgrades Corporate Credit Rating to 'B-'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit on
Richmond, Va.-headquartered Media General Inc. to 'B-' from 'B'.
The downgrade reflects S&P's expectation that Media General could
face difficulties in maintaining covenant compliance in late 2011
and 2012 due to the absence of meaningful election and Olympic
revenues.

S&P also lowered its issue-level rating on the company's
$300 million senior notes due 2017 to 'B-' (at the same level as
the 'B-' corporate credit rating on the company).  The recovery
rating on the notes remains unchanged at '4', indicating S&P's
expectation of average (30% to 50%) recovery for noteholders in
the event of a payment default.

"The rating downgrade reflects S&P's expectation that continued
secular declines in newspaper ad revenue, and an absence of
political and Olympic ad spending will cause Media General's
cushion of compliance with tightening covenants to narrow,
potentially causing a violation in late 2011 or 2012," explained
Standard & Poor's credit analyst Deborah Kinzer.

The 'B-' rating reflects S&P's expectation that revenue declines
in 2011 will cause credit metrics and discretionary cash flow to
deteriorate over the intermediate term.  The stable outlook
reflects S&P's expectation that Media General should have the
capacity, albeit limited, to avoid a covenant violation by
amending its covenants, cutting costs, or a combination of the
two.  S&P views the company's business risk profile as weak
because of the structural pressure on the U.S. newspaper industry,
TV broadcasting's mature long-term growth prospects, and increased
competition for audience and advertisers from traditional and
nontraditional media.  Media General has a highly leveraged
financial risk profile, in S&P's view, because of its high debt
leverage and tightening covenants in 2011-2012.

Media General's businesses include newspaper publishing (48% of
2010 revenue), TV broadcasting (45%), and digital media (6%),
located mainly in the Southeastern U.S. The company owns 18
network-affiliated TV stations in small-to-midsize markets, which
tend to have lower margins than larger markets.  Most stations
have either a No. 1 or No. 2 share in news ratings, which can be
an important factor in attracting political advertising.  Media
General's three largest newspaper publications together constitute
about 60% of the company's publishing revenue, making the company
vulnerable to economic trends in those markets.  Media General has
reduced employee compensation by 21% in 2009 and another 1% in
2010, largely through reducing its work force, to minimize the
effect of structural and cyclical factors on newspaper ad revenue.
Nevertheless, this segment has reported four years of revenue
declines, and S&P believes that ongoing cost reductions will need
to be executed in order to maintain the viability of the company's
print publications.  S&P has a minimal level of confidence that
digital revenue growth will support editorial costs over the long
term.  S&P expects digital revenues to grow at a high-single- to
low-double-digit percentage rate based on the company's increasing
digital initiatives.


MIDWEST DIVERSIFIED: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Midwest Diversified Properties, Inc.
        P.O. Box 47570
        Plymouth, MN 55447

Bankruptcy Case No.: 11-41233

Chapter 11 Petition Date: February 24, 2011

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

Judge: Dennis D. O'Brien

Debtor's Counsel: Steven B. Nosek, Esq.
                  STEVEN B. NOSEK P.C.
                  2855 Anthony Ln S, Suite 201
                  St. Anthony, MN 55418
                  Tel: (612) 335-9171
                  Fax: (612) 789-2109
                  E-mail: snosek@visi.com

Scheduled Assets: $3,291,000

Scheduled Debts: $4,443,409

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mnb11-41233.pdf

The petition was signed by Chad Eichten, president.

Debtor-affiliate that filed separate Chapter 11 petition:

                                               Petition
  Debtor                            Case No.     Date
  ------                            --------     ----
Chad Alan Eichten                   10-60783   06/24/10


MOLECULAR INSIGHT: Savitr Capital Owns 10.5% of Common Stock
------------------------------------------------------------
In a regulatory filing Thursday, Savitr Capital, LLC, Beaver Creek
Fund, LTD, Beaver Creek Intermediate Fund, LTD, and Andrew Midler,
disclose that as of Dec. 9, 2010, they may be deemed to
beneficially own 2,664,563 shares, representing 10.5% of Molecular
Insight Pharmaceuticals, Inc.'s Common Stock, $0.01 par value per
share.

Outstanding shares on Aug. 24, 2009. were 25,243,077, based on the
information found in the Form S-3 filed on Aug. 28, 2009.

A full-text copy of the SC 13D is available for free at:

               http://researcharchives.com/t/s?7418

                     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
(Bankr. D. Mass. Case No. 10-23355) on Dec. 9, 2010.  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.


MOMENTIVE PERFORMANCE: Incurs $62.96 Million Net Loss in 2010
-------------------------------------------------------------
Momentive Performance Materials Inc. filed its annual report on
Form 10-K, reporting a net loss of $62.96 million on $2.58 billion
of net sales for the year ended Dec. 31, 2010, compared with a net
loss of $41.67 million on $2.08 billion of net sales during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed $3.29 billion
in total assets, $3.89 billion in total liabilities and
$604.09 million in total deficit.

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

                http://ResearchArchives.com/t/s?7413

                    About Momentive Performance

Momentive Performance Materials, Inc., is a producer of silicones
and silicone derivatives, and is engaged in the development and
manufacture of products derived from quartz and specialty
ceramics.  As of Dec. 31, 2008, the Company had 25 production
sites located worldwide, which allows it to produce the majority
of its products locally in the Americas, Europe and Asia.
Momentive's customers include companies in industries, such as
Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola,
L'Oreal, BASF, The Home Depot and Lowe's.

Momentive carries a 'B3' corporate family and probability of
default ratings from Moody's Investors Service.  It has 'B-'
issuer credit ratings from Standard & Poor's Ratings Services.

As reported by the Troubled Company Reporter on October 27, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Momentive Performance Materials Inc. to 'B-' from
'CCC+'.  In addition, S&P raised its second lien, senior
unsecured, and subordinated debt ratings by one notch to 'CCC'
(two notches below the corporate credit rating) from 'CCC-'.  The
recovery ratings on these classes of debt remain unchanged at '6',
indicating S&P's expectation of negligible (0%-10%) recovery in
the event of a payment default.

At the same time, based on the corporate credit rating upgrade and
its updated recovery analysis, S&P raised its senior secured debt
rating by two notches to 'B' (one notch above the corporate credit
rating) from 'CCC+' and revised the recovery rating to '2' from
'3'.  These ratings indicate S&P's expectation for substantial
(70%-90%) recovery in the event of a payment default.


MOMENTIVE SPECIALTY: Reports $214-Mil. Net Income in 2010
---------------------------------------------------------
Momentive Specialty Chemicals Inc. announced financial results for
the fourth quarter and year ended Dec. 31, 2010.  The Company
reported net income of $53 million on $1.22 billion of net sales
for the three months ended Dec. 31, 2010, compared with a net loss
of $4 million on $1.01 billion of net sales for the same period
during the prior year.

The Company also reported net income of $214 million on
$4.82 billion of net sales for the year ended Dec. 31, 2010,
compared with net income of $117 million on $3.75 billion of net
sales during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $3.13 billion
in total assets, $5.15 billion in total liabilities, and a
$2.02 billion total deficit.

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

               http://ResearchArchives.com/t/s?7410

                     About Momentive Specialty

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

Momentive Specialty carries a 'B-' issuer credit rating from
Standard & Poor's Ratings Services.  It has 'B3' corporate family
and probability of default ratings from Moody's Investors Service.
corporate credit rating from Standard & Poor's.

As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors
Service assigned a 'Caa1' rating to the guaranteed senior secured
second lien notes due 2020 of Momentive Specialty (formerly known
as Hexion Specialty Chemicals Inc.).  Proceeds from the notes were
allocated for the repayment of $533 million of guaranteed senior
secured second lien notes due 2014.  "With this refinancing Hexion
will have refinanced or extended the maturities on the vast
majority of the debt that was originally slated to mature prior to
2015.  There is less than $600 million of this debt remaining,
which should be much easier to for the company to refinance as its
credit metrics improve further," stated John Rogers, Senior Vice
President at Moody's.


MSR RESORT: Ashner Calls Singapore 'Aggressive' on Offer
--------------------------------------------------------
Michael Ashner, Winthrop Realty Trust's chief executive, told
Bloomberg News that the proposal by the Government of Singapore
Investment Corp. to buy five bankrupt resorts owned by Paulson &
Co. and Winthrop "contains more contingencies than a Mideast peace
plan."

As reported in the Feb. 17, 2011 edition of the Troubled Company
Reporter, Singapore's sovereign-wealth fund, already a mezzanine
lender, has made a $1.48 billion offer to purchase five resorts of
the Debtors.  According to Bloomberg, the offer includes
$1.12 billion in cash to cover what equates to the first mortgage
and the first layer of $115 million in mezzanine debt.  The
remainder of the price represents a credit bid for the second and
third mezzanine loans that the fund owns in the total amount of
$360 million.  The fund said the resorts haven't responded to the
offer, even though the fund is willing to be the first bidder at a
competitive auction.

Mr. Ashner, Bloomberg discloses, said the Singapore fund's offer
was an "aggressive move" that would wipe out Paulson and Winthrop,
the new owners.

                         About MSR Resort

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla. and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc.  A joint
venture affiliated Morgan Stanley's CNL Hotels & Resorts owned the
resorts before the foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature Feb. 1, 2011, were sent to Chapter 11 by the
Paulson and Winthrop joint venture affiliates.  MSR Resort Golf
Course LLC and its affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1.
The resorts subject to the filings are Grand Wailea Resort and
Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club
and PGA West, Doral Golf Resort and Spa, and Claremont Resort and
Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.


MT ZION: Court Continues Plan Confirmation Hearing to March 8
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
has continued the hearing hearing to consider the confirmation of
Mt. Zion Limited Partnership's Plan to March 8, 2011, at 10:30
a.m. at 219 South Dearborn, Courtroom 644, in Chicago, Illinois.

As reported in the Troubled Company Reporter on September 1, the
Plan provides for the distributions to the holders of allowed
claims from funds realized from continued operation of the
Debtor's business well as from existing cash deposits and cash
resources of the Debtor.  To the extent necessary, the balloon
payment to PNC Bank, National Association, as required by the
Plan, may be paid from the proceeds of the refinancing of the
underlying mortgage indebtedness due to PNC.

                 Treatment of Claims and Interests

1. Holders of Class 2 Secured Claims will receive or retain:

   a) its lien on the real property owned by the Debtor, with the
      same validity, enforceability, perfection and priority as it
      had on the petition date, until the claims are paid in full;
      and

   b) payment of the entire unpaid balance of the allowed Class 2
      claim, including any accrued statutory interest, will be
      paid on the effective date.

2. Holders of Class 3 Allowed Claims of tenants at Woodspring
   Apartments will be paid full in cash.

3. Holders of Class 4 Other Secured Creditors Claims will be paid
   full in cash.

4. Holders of Class 5 General Unsecured Claims will receive 100%
   of the allowed of the Class 5 claims plus interest.

5. Holders Class 6 interests of the general and unlimited partners
   will retain their interests in the Debtor after confirmation of
   the Plan.

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

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

                 About Mt. Zion Limited Partnership

Lake Forest, Illinois-based Mt. Zion Limited Partnership, dba
Woodspring Apartments, owns and operates a residential apartment
project located in Florence, Kentucky, known as Woodspring
Apartments.  The Company filed for Chapter 11 protection on April
23, 2010 (Bankr. N.D. Ill. Case No. 10-18075).  David K Welch,
Esq., at Crane Heyman Simon Welch & Clar, represents the Debtor.
The Company estimated assets and debts at $10 million to
$50 million as of the Petition Date.


MSR RESORT: La Quinta Vendors Await Payment
-------------------------------------------
Mike Perrault at MyDessert.com reports that vendors in the
Coachella Valley who provided products and services to La Quinta
Resort & Club, PGA West and Citrus Club in La Quinta may have a
tough time collecting for outstanding invoices, unbilled amounts
and uncashed checks in the wake of the resorts' Chapter 11
bankruptcy protection.

According to the report, vendors who provide everything from food
and beverages to clothing and other items still are expected to
honor their contractual relations while the case is pending.

La Quinta Resort & Club Finance Director Michael Afloarei said
that told vendors they will be paid for products and services
rendered after Feb. 1, 2011.

                         About MSR Resort

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla. and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc.  A joint
venture affiliated Morgan Stanley's CNL Hotels & Resorts owned the
resorts before the foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature Feb. 1, 2011, were sent to Chapter 11 by the
Paulson and Winthrop joint venture affiliates.  MSR Resort Golf
Course LLC and its affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1.
The resorts subject to the filings are Grand Wailea Resort and
Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club
and PGA West, Doral Golf Resort and Spa, and Claremont Resort and
Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.


NASSAU EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Nassau Equipment, Inc.
        86130 Kutana Drive
        Yulee, FL 32097

Bankruptcy Case No.: 11-01224

Chapter 11 Petition Date: February 24, 2011

Court: U.S. 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: $1,417,366

Scheduled Debts: $1,975,297

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-01224.pdf

The petition was signed by Neil A. Borum, president.


NC DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: NC Development, LLC
        1516 Jabez Run
        Millersville, MD 21108

Bankruptcy Case No.: 11-13720

Chapter 11 Petition Date: February 25, 2011

Court: U.S. Bankruptcy Court
       District of Maryland (Baltimore)

Debtor's Counsel: Aryeh E. Stein, Esq.
                  MERIDIAN LAW, LLC
                  104 Church Lane, Suite 100
                  Baltimore, MD 21208
                  Tel: (443) 326-6011
                  E-mail: aryehstein@gmail.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mdb11-13720.pdf

The petition was signed by James W. Thomasson, Sr., manager.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
FPD, LLC                              10-30424            09/03/10
Acorn Land, LLC                       10-30437            09/03/10
Breezewood Homes, LLC                 10-30441            09/03/10
First Development Group, LLC          10-30443            09/03/10
MD Homes, LLC                         10-30444            09/03/10
NC Homes, LLC                         10-30445            09/03/10
Tidewater Land, LLC                   10-30446            09/03/10
Shadow Brook Farm, LLC                11-13726            02/25/11
7800 Philadelphia Road, LLC           11-13729            02/25/11


NEC HOLDINGS: Settles Remainder of $14-Mil. Dispute with Gores
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that National Envelope Corp. and Gores Group LLC, the
purchaser of NEC's business, settled the last of their disputes
over a working capital adjustment following the sale.  From the
$14 million held in escrow from the purchase price, the prior
settlement gave NEC $5.1 million while $5.4 million went to the
buyer.  The new settlement covered the last part of the dispute,
involving the remaining $3.5 million escrow relating to
intellectual property.  The settlement was approved by the
bankruptcy judge last week.

Mr. Rochelle discloses that the purchaser received $250,000 while
$3.25 million went to NEC or its lenders.  The purchaser bought
the assets under a contract with a $208 million sticker price,
including cash of $149.85 million.

                         About NEC Holdings

Uniondale, New York-based National Envelope Corporation
was the largest manufacturer of envelopes in the world with
14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

NEC Holdings Corp., together with affiliates, including National
Envelope Inc., filed for Chapter 11 on June 10, 2010 (Bankr. D.
Del. Lead Case No. 10-11890).  Kara Hammond Coyle, Esq., at Young
Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel to the
Debtors.  David S. Heller, Esq., at Josef S. Athanas, Esq., and
Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as co-
counsel.  The Garden City Group is the claims and notice agent.
Bradford J. Sandler, Esq., and Robert J. Feinstein, Esq., at
Pachuiski Stang Ziehl & Jones LLP, represent the Official
Committee of Unsecured Creditors.  Morgan Joseph & Co., Inc., is
the financial advisor to the Committee.  NEC Holdings estimated
assets and debts of $100 million to $500 million in its Chapter 11
petition.

In September 2010, National Envelope's key assets were bought in a
roughly $208 million deal by The Gores Group LLC, a West Coast
private equity firm that manages about $2.9 billion of capital.


NEW LEAF: Neil Russell Resigns as Member of the Board
-----------------------------------------------------
On Feb. 21, 2011, Neil Russell tendered and New Leaf Brands,
Inc.'s Board of Directors accepted his resignation as a member of
the Company's Board of Directors.  Mr. Russell was not a member of
any committee of the Board at the time of his resignation.  He
resigned in order to devote more time to his personal business
activities.

                       About New Leaf Brands

Scottsdale, Ariz.-based New Leaf Brands, Inc. develops, markets
and distributes healthy and functional ready-to-drink teas under
the New Leaf(R) brand.

The Company's balance sheet at Sept. 30, 2010, showed
$5.31 million in total assets, $8.34 million in total liabilities,
and a stockholders' deficit of $3.03 million.

According to the Troubled Company Reporter on April 8, 2010, Mayer
Hoffman McCann P.C., in Phoenix, Ariz., following the Company's
2009 results, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses from
operations, has a working capital deficiency, was not in
compliance with certain financial covenants related to debt
agreements, and has a significant amount of debt maturing in 2010.


NO FEAR RETAIL: Stores to Remain Open While in Chapter 11
---------------------------------------------------------
Eastern Dirt Magazine reports that No Fear Real Estate Stores Inc.
and two affiliates initiated bankruptcy reorganization proceedings
in order to restructure the company's debt and re-align its
business operations.  The Company intends to work with its
creditors and other stakeholders to execute its reorganization
through Chapter 11.  No Fear stores will remain open and business
will continue as the company moves through the reorganization
process.

"Due to the state of the economy and the difficult operating
environment within our industry, the company needs to re-organize
its finances and operations," Eastern Dirt Magazine quotes Mark
Simo, Chief Executive Officer of the Company, as saying.

                    About No Fear Retail Stores

No Fear Retail Stores Inc. has 41 stores in California, Arizona,
Nevada and four other states.  No Fear and its affiliates are part
of a business enterprise that primarily involves the retail and
wholesale sale of casual apparel and accessories as well as
protective motocross equipment and licensing of intellectual
property rights.  Their corporate offices and warehouse are
located at 1812 Aston Avenue, Carlsbad, California.

No Fear Retail filed for Chapter 11 protection (Bankr. S.D. Calif.
Lead Case No. 11-02896) in San Diego, California.  No Fear Retail
estimated assets of $10 million to $50 million and debts of up to
$10 million as of the Chapter 11 filing.  Affiliates No Fear MX,
Inc. (Case No. 11-02897) and Simo Holdings, Inc. (Case No. 11-
02898) also filed for Chapter 11.

David S. Kupetz, Esq., at Sulmeyer, Kupetz, in Los Angeles,
represents the Debtor.


NORTH TEXAS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: North Texas Rock and Sand, Ltd.
        8908 Ambassador Row
        Dallas, TX 75247

Bankruptcy Case No.: 11-31195

Chapter 11 Petition Date: February 24, 2011

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

Judge: Stacey G. Jernigan

Debtor's Counsel: Richard G. Dafoe, Esq.
                  VINCENT, LOPEZ, SERAFINO & JENEVEIN, P.C.
                  1601 Elm Street, Suite 4100
                  Dallas, TX 75201
                  Tel: (214) 979-7427
                  Fax: (214) 979-7402
                  E-mail: rdafoe@vilolaw.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb11-31195.pdf

The petition was signed by Richard K. Leigh, member.


NUTRACEA: Going Concern Doubt Still Exists Despite Emergence
------------------------------------------------------------
NutraCea filed on Feb. 24, 2011, its annual report for the fiscal
year ended Dec. 31, 2009.

BDO USA, LLP, in Phoenix, Ariz., expressed substantial doubt about
NutraCea's ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations resulting in an accumulated deficit of
$169,144,000.  "Also, in November 2009, the Company filed a
voluntary petition for reorganization under Chapter 11 of the
United States Bankruptcy Code.  Although the Company emerged from
bankruptcy in November 2010, there continues to be substantial
doubt about its ability to continue as a going concern."

The Company reported a net loss of $32.2 million on $33.2 million
of revenues for 2009, compared with a net loss $64.6 million on
$35.2 million of revenues for 2008.

The Company's balance sheet at Dec. 31, 2009, showed $70.1 million
in total assets, $34.6 million in total liabilities, and
stockholders' equity of $35.5 million.

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

               http://researcharchives.com/t/s?741f

                          About NutraCea

Phoenix, Arizona-based NutraCea is a food ingredient and health
company focused on the acquisition, processing and refinement of
rice bran and derivative products.  The Company has proprietary
intellectual property that allows it to process and convert rice
bran, one of the world's most underutilized food resources, into a
highly nutritious ingredient, stabilized rice bran ("SRB") that
has applications in various food products.

Nutracea filed for Chapter 11 bankruptcy protection on Nov. 10,
2009 (Bankr. D. Ariz. Case No. 09-28817).  NutraCea emerged from
Chapter 11 bankruptcy protection effective Nov. 30, 2010.


O'CHARLEY'S INC: S&P Downgrades Corporate Credit Rating to 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Nashville-based O'Charley's Inc. to 'B'
from 'B+'.  The outlook is stable.

At the same time, S&P lowered its issue-level rating on the
company's subordinated debt to 'B-' from 'B'.  The recovery rating
remains '5', indicating S&P's expectation for modest (10%-30%)
recovery in the event of a payment default.

"The downgrade reflects S&P's expectation that commodity costs,
such as beef and poultry, will rise further in 2011," said
Standard & Poor's credit analyst Andy Sookram, "and the operating
environment will be unfavorable due to high unemployment and
intense competition." Given these assumptions, S&P is forecasting
a further decline in credit metrics.


ONTARIO FARM: Back Pay Available for Caribbean Guest Workers
------------------------------------------------------------
According to a press release by Agriculture Workers Alliance/UFCW
Canada, through the group's efforts, the door has been opened for
about 130 migrant and domestic farm workers to get money they were
owed when the Ontario farm they worked at declared bankruptcy last
fall.

Carolina Ramirez, a landed immigrant from Colombia who worked at
the farm, recently received a cheque for more than $1,400 after
staff at the AWA centre in Simcoe, Ontario filed a test claim on
her behalf under the Wage Earner Protection Act.

The story goes back to November 2010, when workers from Jamaica,
Barbados, Trinidad, Mexico and Ontario were left stranded and owed
weeks of back pay after the owner of Ghesquiere Farms near Simcoe,
Ontario filed for bankruptcy.  Within hours, staff at the AWA
centre in Simcoe contacted the workers to ensure they were safe,
and to investigate how to recoup the wages owed them.

"We immediately contacted the Ontario Ministry of Labour, and the
federal government to let them know what was happening," says Stan
Raper, the national coordinator of the AWA.  "We were advised of
the Wage Earner Protection Act, and immediately filed a test
claim."

The AWA/UFCW Canada efforts that got the process rolling could
ultimately mean about a quarter-of-a-million dollars will be
recovered for the Ghesquiere workers.

"We're glad a procedure is now in place for workers to finally get
the money owed them," says Wayne Hanley, the national president of
UFCW Canada.  "At the same time, the stress and abuse the workers
went through should never have happened in first place if the
Harper government properly monitored what goes on under its
temporary foreign worker programs."

"We will continue our longstanding efforts to ensure that the
rights and safety of migrant farm workers are respected by the
farm industry - and by the government."

UFCW Canada is Canada's largest private-sector union, with more
than 250,000 members, including migrant farm workers at a number
of Canadian agriculture operations.  In association with the AWA,
UFCW Canada also operates ten agriculture worker support centres
across Canada, and for more than two decades has been a leading
advocate for the rights of both domestic and migrant farm workers.


PACIFICA MESA: Albuquerque Studios Foreclosure Delayed
------------------------------------------------------
Sharon Erickson at KOB Eyewitness News 4 report that the ongoing
battle for financial control of a local movie studio has been
stalled yet again after a foreclosure sale was delayed.

According to the report, the meeting was set to discuss the
financial woes of Albuquerque Studios, which is the largest
production facility in the country.  The studio's owner, Pacifica
Mesa Studios, and one junior lender is worried Pacifica may be
looking to liquidate their assets for quick cash instead of
reorganizing.

The report notes Albuquerque Studios owes more than $100 million
to various lenders.  The law firm handling the studio's
foreclosure told KOB Eyewitness News 4 that the sale was
rescheduled for March 24 but did not say why the meeting was
delayed.

                        About Pacifica Mesa

Agoura Hills, California-based Pacifica Mesa Studios, LLC, dba
Albuquerque Studios and ABQ Studios, filed for Chapter 11
bankruptcy protection on July 20, 2010 (Bankr. C.D. Calif. Case
No. 10-18827).  Steven T. Gubner, Esq., at Ezra Brutzkus & Gubner,
assists the Debtor in its restructuring effort.  The Company
estimated $50 million to $100 million in assets and $100 million
$500 million in liabilities in its Chapter 11 petition.


PAIR-A-DICE MOBILE: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Pair-A-Dice Mobile Home Park, LLC
        2067 Las Vegas Boulevard North
        No Las Vegas, NV 8903

Bankruptcy Case No.: 11-12534

Chapter 11 Petition Date: February 25, 2011

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

Judge: Linda B. Riegle

Debtor's Counsel: David Mincin, Esq.
                  LAW OFFICES OF RICHARD MCKNIGHT, P.C.
                  330 S. Third Street
                  Las Vegas, NV 89101
                  Tel: (702) 388-7185
                  E-mail: dmincin@lawlasvegas.com

Scheduled Assets: $3,533,208

Scheduled Debts: $3,276,514

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nvb11-12534.pdf

The petition was signed by Peyman Masachi, managing member.


PEACE HILLS: AM Best Upgrades Financial Strength Rating to 'B+'
---------------------------------------------------------------
A.M. Best Co. has upgraded the financial strength rating to B+
(Good) from B (Fair) and issuer credit rating (ICR) to "bbb-" from
"bb" of Peace Hills General Insurance Company (Peace Hills)
(Alberta).  The outlook for both ratings is stable.

The rating actions reflect Peace Hills' improved risk-adjusted
capitalization and continued favorable operating performance.
Peace Hills has continued to focus its efforts on underwriting
core business lines, which contributed to the company's positive
results in 2010.  The management team has taken decisive action to
help maintain future positive earnings by increasing rates and
fostering ties to its independent brokers.  Despite the realized
capital losses suffered in 2008, net investment income also has
been a steady contributor to equity.  The company has reduced its
exposure to equities and modified its investment policy to
reallocate assets to reflect a more conservative mix.

These positive rating factors are partially offset by challenges
due to continuing soft commercial market conditions, strong
competitive market pressures and a recent trend of more frequent
and severe weather-related events.  These concerns are partially
mitigated by Peace Hills' property catastrophe reinsurance
protection provided by sound reinsurers that appears to reasonably
protect equity in case of catastrophe events.  A.M. Best
anticipates that risk-adjusted capitalization will show modest
improvement from earnings in the near term absent further
unanticipated increases in frequency and/or severity of claims.


PETALUMA GREENBRIAR: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Petaluma Greenbriar Investments 1, LLC
        1600 Los Gamos Drive, Suite 345
        San Rafael, CA 94903

Bankruptcy Case No.: 11-10653

Chapter 11 Petition Date: February 24, 2011

Court: U.S. Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Alan Jaroslovsky

Debtor's Counsel: David N. Chandler, Esq.
                  LAW OFFICES OF DAVID N. CHANDLER
                  1747 4th Street
                  Santa Rosa, CA 95404
                  Tel: (707) 528-4331
                  E-mail: DChandler1747@yahoo.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/canb11-10653.pdf

The petition was signed by Bijan Madjlessi, president of manager.

Debtor-affiliates filing separate Chapter 11 petitions on Feb. 24,
2011:

        Entity                                 Case No.
        ------                                 --------
Petaluma Greenbriar Investments 2, LLC         11-10654
Petaluma Greenbriar Investments 5, LLC         11-10655


PIONEER VILLAGE: Falk Family Plans to Acquire Assets for $12 Mil.
-----------------------------------------------------------------
Greg Stiles at the Mail Tribune reports that Falk Family
Investments has expressed interest in acquiring the senior living
center Pioneer Village Investments LLC for $12 million, along with
an additional $500,000 that would go to people who had made
deposits on living units.  Falk Family Investments is based in
Canyonville and operates other senior housing facilities.

Along with the $12 million, $250,000 would be set aside on closing
for people who had made deposits to live in the complex.  An
additional $250,000 payment would go to those creditors on the
fifth anniversary of closing.  The purchase offer would be subject
to financing and due diligence contingencies as well as acceptance
by the regional U.S. bankruptcy trustee.

The Mail Tribune relates that PremierWest Bank and Pioneer Village
have submitted competing plans to payoff creditors.

According to the Mail Tribune, citing court document, James
Erskine, a vice president and senior commercial lender for
PremierWest Bank, also said he had received inquiries from MBK
Senior Living, Avamere and Emeritus Senior Living -- "all
companies with a significant presence in the assisted
living/senior housing industry."

                About Pioneer Village Investments

Portland, Oregon-based Pioneer Village Investments, LLC, operates
a continuing care retirement facility in the city of Jacksonville,
Oregon, providing for "independent living' facilities for elderly
residents, assisted living for residents who are less able to care
for themselves, and other facilities designed to accommodate the
needs of elderly residents.

Pioneer Village Investments, LLC, c/o Farmington Centers, Inc.,
filed for Chapter 11 on May 13, 2010 (Bankr. D. Ore. Case No.
10-62852).  Douglas P. Cushing, Esq., at Jordan Schrader Ramis PC,
in Lake Oswego, Ore., assists the Debtor in its restructuring
effort.  In its petition, the Debtor estimated assets and debts
of $10 million to $50 million.


POINT BLANK: Settles SEC Charges; Suit vs. Execs. to Continue
-------------------------------------------------------------
The Securities and Exchange Commission on Feb. 28 charged a major
supplier of body armor to the U.S. military and law enforcement
agencies for engaging in a massive accounting fraud.  The agency
separately charged three of the company's former outside directors
and audit committee members for their complicity in the scheme.

The SEC alleges that Pompano Beach, Fla.-based DHB Industries --
now known as Point Blank Solutions -- engaged in pervasive
accounting and disclosure fraud through its senior officers and
misappropriated company assets to personally benefit the former
CEO. This resulted in the filing of materially false and
misleading periodic reports to investors.  The SEC further alleges
that outside directors Jerome Krantz, Cary Chasin, and Gary
Nadelman were willfully blind to numerous red flags signaling the
accounting fraud, reporting violations, and misappropriation at
DHB.

The SEC previously charged former DHB CEO David Brooks as well as
two other former DHB senior officers for their roles in the fraud.

"We will not second-guess the good-faith efforts of directors. But
in stark contrast, Krantz, Chasin and Nadelman were directors and
audit committee members who repeatedly turned a blind eye to
warning signs of fraud and other misconduct by company officers,"
said Robert Khuzami, Director of the SEC's Division of
Enforcement.

Eric I. Bustillo, Director of the SEC's Miami Regional Office,
added, "This massive accounting fraud permeated throughout an
entire company and was facilitated by the egregious, wholesale
failure of the company's board to act in the face of mounting red
flags. As the fraud swirled around them, Krantz, Chasin, and
Nadelman ignored the obvious and submitted to the directives and
decisions of DHB's senior management while themselves profiting
from sales of the company's securities."

The SEC filed two separate complaints in U.S. District Court for
the Southern District of Florida against DHB and the former
outside directors.  According to the SEC's complaint against
Krantz, Chasin, and Nadelman, their willful blindness to red flags
allowed senior management to manipulate the company's reported
gross profit, net income, and other key figures in its earnings
releases and public filings between 2003 and 2005.  The company
overstated inventory values, failed to include appropriate charges
for obsolete inventory, and falsified journal entries.  By
ignoring red flags, the three outside directors also facilitated
the misconduct by Brooks, who diverted at least $10 million out of
the company through fraudulent transactions with a related entity
that he controlled.  Their willful blindness to red flags
additionally facilitated DHB's improper payment of millions of
dollars in personal expenses for Brooks, including luxury cars,
jewelry, art, real estate, extravagant vacations, and prostitution
services.  Despite being confronted with the red flags indicating
fraud, Krantz, Chasin, and Nadelman approved or signed DHB's false
and misleading filings.

The SEC's complaints against DHB, Krantz, Chasin, and Nadelman
charge them with violating or aiding and abetting the antifraud,
reporting, books and records, and other provisions of the federal
securities laws.  DHB has agreed to settle with the SEC and agreed
to a permanent injunction from future violations. The proposed
settlement took into account the remedial measures already taken
by the company.  The company is currently in bankruptcy and its
settlement with the SEC is pending the approval of the bankruptcy
court.  The SEC seeks injunctive relief, disgorgement of ill-
gotten gains, monetary penalties, and officer and director bars
against Krantz, Chasin, and Nadelman.

The U.S. Attorney's Office for the Eastern District of New York
previously filed criminal charges against Brooks, Hatfield, and
Schlegel based on the same misconduct.  On Sept. 14, 2010, a jury
convicted Brooks and Hatfield of, among other things, multiple
counts of securities fraud, insider trading, and obstruction of
justice, including obstructing the SEC's investigation. Brooks and
Hatfield are awaiting sentencing.  Schlegel previously pled guilty
to criminal charges pursuant to a plea agreement.  The SEC's civil
actions against Brooks, Hatfield, and Schlegel are stayed pending
the full resolution of the criminal actions.

The SEC's case was investigated by attorneys Sondra Hickey Panahi,
Christine Lynch, and Chedly C. Dumornay, and accountant Michelle
Lama of the SEC's Miami Regional Office. Christopher Martin of the
Miami Regional Office will be litigating the SEC's case.

A copy of the SEC's suit against the Company is available at:

          http://is.gd/EcOIuM

A copy of the SEC's suit against the directors is available at:

          http://is.gd/5t4xJ4

                  Consent Agreement with SEC

Dow Jones' Small Cap reports that Point Blank Solutions Inc.
struck a deal to head off a potential lawsuit from the U.S.
Securities & Exchange Commission accusing it of fraud and other
violations of securities rules.  The report relates that the SEC
has already filed complaints against three of the company's former
officers, alleging that they defrauded investors, and was gearing
up to launch litigation against Point Blank itself.

But last year, DBR recounts, Point Blank and the SEC negotiated a
settlement that "completely resolve[s]" the SEC's claims against
the company, and Point Blank is now ready to present the deal to
the bankruptcy court for approval.  Under the so-called "consent
agreement," Point Blank is prohibited from further violating
securities rules but will not have to see any damages or monetary
penalties, according to DBR.

In order to keep its end of the bargain, Point Blank plans to
deregister itself so that it doesn't have to get up to date with
public disclosures, which could cost $1 million in legal and
accounting fees, the company said in court papers, the report
adds.

                         About Point Blank

Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.

The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a
$185 million fraud.

Point Blank Solutions, formerly DHB Industries, filed for
Chapter 11 protection on April 14, 2010 (Bankr. D. Del. Case No.
10-11255).  Laura Davis Jones, Esq., and Timothy P. Cairns, Esq.,
at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel
to the Debtor.  Olshan Grundman Frome Rosenweig & Wolosky LLP
serves as corporate counsel.  T. Scott Avila of CRG Partners Group
LLC is the restructuring officer.  Epiq Bankruptcy Solutions
serves as claims and notice agent.

The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case.  The Equity Committee has tapped Morrison
Cohen LLP, and The Bayard, P.A., as counsel.  Robert M. Hirsh,
Esq., and Heike M. Vogel, Esq., at Arent Fox LLP, serve as counsel
to the Creditors Committee, and Frederick B. Rosner, Esq., and
Brian L. Arban, Esq., at Messana Rosner & Stern LLP, serve as
co-counsel.


PRES-LAHAINA: U.S. Trustee Wants Case Converted to Chapter 7
------------------------------------------------------------
Nancy S. Goldenberg, the U.S. Trustee for Region 16, asks the Hon.
Theodor C. Albert of the U.S. Bankruptcy Court for the Central
District of California to convert the Chapter 11 case of Pres-
Lahaina Square LLC and VLJ Aloha LLC to Chapter 7 liquidation
proceedings, or dismiss the cases.  The U.S. Trustee asks for
payment for any quarterly fees due and payable to it.

The U.S. Trustee tells the Court that:

   * the Debtors have failed to file a plan an disclosure
     statement in compliance with the Court deadline imposed of
     Nov. 1, 2010;

   * a lender had recently been granted relief from the automatic
     stay by the Court, allowing the lender to commence
     foreclosure proceedings on the estates' sole asset; and

   * the Debtors have not filed monthly operating reports for the
     months of October, November & December 2010.

A hearing is set for March 2, 2011, at 10:00 a.m., in Courtroom 5B
to consider the trustee's conversion request.  Objections, if any,
are due not less than 14 days before that hearing date.

Newport Beach, California-based Pres-Lahaina Square LLC filed for
Chapter 11 bankruptcy protection on June 15, 2010 (Bankr. C.D.
Calif. Case No. 10-18065).  Marc J. Winthrop, Esq., who has an
office in Newport Beach, California, assists the Debtors in their
restructuring effort.  The Company estimated its assets and debts
at $10 million to $50 million.

The Company's affiliate, VLJ Aloha LLC, filed a separate Chapter
11 petition on June 15, 2010 (Case No. 10-18067).


R&G FINANCIAL: Exclusive Plan Filing Period Extended to June 30
---------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court approved
R&G Financial Corporation's motion seeking to extend the exclusive
period that the Company can file a Chapter 11 Plan and solicit
acceptances thereof through and including April 30, 2011 and June
30, 2001, respectively.

San Juan, Puerto Rico-based R&G Financial Corporation filed for
Chapter 11 bankruptcy protection on May 14, 2010 (Bankr. D. P.R.
Case No. 10-04124).  Jorge I. Peirats, Esq., at Pietrantoni,
Mendez & Alvarez, assists the Company in its restructuring effort.
The Company disclosed US$40,213,356 in assets and US$420,687,694
in debts.


RANCHER ENERGY: Linc Expects to Close Purchase by March
-------------------------------------------------------
ITnews reports that Linc Energy Limited announced that its wholly
owned subsidiary, Linc Energy Petroleum (Wyoming) Inc., has
acquired three producing oil fields from Rancher Energy Corp.

The three oil fields have been acquired from Rancher Energy Corp.
for $20 million.  Prior to entering Chapter 11 bankruptcy, Rancher
Energy Corp. had acquired the three fields for a total
consideration of approximately $70 million.  The Linc acquisition
of the Rancher Energy assets was approved by the United States
Bankruptcy Court on Feb. 24, 2011 and completion
of the transaction is expected in March 2011.

The three fields purchased from Rancher Energy are "Big Muddy",
"South Glenrock B" and "South Cole Creek".  The fields, located 15
miles east of Casper, Wyoming, have combined production of 146.6
million barrels of oil to date from an estimated Original Oil in
Place of 466.6 million barrels of oil.

                       About Rancher Energy

Denver, Colorado-based Rancher Energy Corp. (OTC BB: RNCHQ)
-- http://www.rancherenergy.com/-- is an independent energy
company that explores for and develops produces, and markets oil
and gas in North America.  The Company operates four fields in the
Powder River Basin, Wyoming, which is located in the Rocky
Mountain region of the United States.

The Company was formerly known as Metalex Resources, Inc. and
changed its name to Rancher Energy Corp. in 2006.  Rancher Energy
Corp. was incorporated in the State of Nevada on February 4, 2004.

Rancher Energy filed for Chapter 11 bankruptcy protection on
October 28, 2009 (Bankr. D. Colo. Case No. 09-32943).  Herbert A.
Delap, Esq., who has an office in Denver, Colorado, assists the
Debtor in its restructuring effort.  In its petition, the Company
estimated assets and debts of between $10 million and $50 million
each.

On Feb. 16, 2011, the Bankruptcy Court approved the sale of
substantially all of the Company's assets to DIP Lender Linc
Energy Petroleum, Inc., for the price of approximately
$20 million.  The closing and settlement dates for the sale are
yet to be determined.


REDDY ICE: Annual Meeting of Stockholders Scheduled for May 19
--------------------------------------------------------------
On Feb. 23, 2011, the Board of Directors of Reddy Ice Holdings,
Inc. established the date of the Company's 2011 annual meeting of
stockholders and set the record date for stockholders eligible to
vote at the annual meeting.

The Company's 2011 annual meeting of stockholders will be held on
Thursday, May 19, 2011.  The Board has fixed the close of business
on April 1, 2011 as the record date for the determination of
stockholders entitled to notice of, and to vote at, the annual
meeting and any postponement or adjournment thereof.

                          About Reddy Ice

Reddy Ice Holdings, Inc. -- http://www.reddyice.com/--
manufactures and distributes packaged ice in the United States.
The company serves variety of customers in 31 states and the
District of Columbia under the Reddy Ice brand name.

                           *     *     *

Reddy Ice carries 'B-' issuer credit ratings, with "negative"
outlook, from Standard & Poor's.

As reported by the Troubled Company Reporter on Aug. 17, 2010,
Moody's Investors Service lowered Reddy Ice Holdings' corporate
family and probability-of-default ratings to B3 from B2, and its
$12 million senior discount notes due 2012 to Caa2 from Caa1.
Moody's also lowered the rating on Reddy Ice Corporations' $300
million first lien senior secured notes due 2015 to B2 from B1 and
the $139 million second lien notes due 2015 to Caa2 from Caa1.
The ratings outlook remains negative.  The speculative grade
liquidity rating was affirmed at SGL-3.

The ratings downgrade was prompted by Reddy Ice's elevated
financial leverage through the first half of 2010 due to weaker
than expected operating performance and the expectation that
leverage will remain elevated.  The B3 corporate family rating
considers ongoing operational risks related to weather as well as
increasing acquisition activity.


REFCO INC: RGL Seeks Partial Summary Judgement vs., Cantor, et al.
------------------------------------------------------------------
In the adversary proceeding Refco Group Ltd., LLC, vs. Cantor, et
al. (Bankr. S.D.N.Y), Plaintiff Refco Group Ltd. asks the court to
enter an order granting partial summary judgment:

  (i) requiring Cantor Index Holdings, L.P., to provide to RGL
      audited annual financial statements for the years
      2002 through the present; and

(ii) awarding RGL its costs and disbursements in connection
      with the action, including reasonable attorneys' fees and
      expenses.

The First Cause of Action of the Amended Complaint commenced by
RGL against Cantor seeks specific performance of Section 9.02 of a
Partnership Agreement among the parties dated January 2002, which
provides that the partnership, Cantor Index, shall provide its
limited partner, RGL, "audited annual financial statements" "as
soon as practicable following the end of each year."  The Debtors
require these statements in order to assist in valuing RGL's
interest in Cantor Index and/or in determining the events that
affected any loss in that value, Arthur H. Ruegger, Esq., at SNR
Denton US LLP, in New York, asserts.  The audited annual financial
statements have never been provided to RGL and, apparently, have
never been created despite the express requirement of the
Partnership Agreement, he contends.  The financial statements may
be a critical tool in properly valuing RGL's interest or
determining what happened to that interest's value, he avers.

"For all of these reasons, partial summary judgment should issue
requiring specific performance of the obligation to have such
statements prepared and provided to RGL," Mr. Ruegger asserts.

Mr. Ruegger filed a separate declaration to the Court in support
of RGL's present request.  Under the declaration, he reiterated
that RGL invested $8 million in return for a 10% limited
partnership interest in Cantor Index.  He further disclosed to the
Court that since January 2002, RGL has never received any audited
annual financial statements from Cantor Index.

                       About Refco Inc.

Headquartered in New York, Refco Inc. -- http://www.refco.com/--
was a diversified financial services organization with operations
in 14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries were members of
principal U.S. and international exchanges, and were among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  Refco was also a major broker of cash
market products, including foreign exchange, foreign exchange
options, government securities, domestic and international
equities, emerging market debt, and OTC financial and commodity
products.  Refco was one of the largest global clearing firms for
derivatives.  The Company had operations in Bermuda.

The Company and 23 of its affiliates filed for Chapter 11
protection on October 17, 2005 (Bankr. S.D.N.Y. Case No.
05-60006).  J. Gregory Milmoe, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, represented the Debtors in their restructuring
efforts.  Milbank, Tweed, Hadley & McCloy LLP, represented the
Official Committee of Unsecured Creditors.  Refco reported
US$16.5 billion in assets and US$16.8 billion in debts to the
Bankruptcy Court on the first day of its Chapter 11 cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its Direct and Indirect Subsidiaries,
including Refco Capital Markets, Ltd., and Refco F/X Associates,
LLC, on December 15, 2006.  That Plan became effective on Dec. 26,
2006.  Pursuant to the plan, RJM, LLC, was named plan
administrator to reorganized Refco, Inc., and its affiliates, and
Marc S. Kirschner as plan administrator to Refco Capital Markets,
Ltd.

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


REGAL ENTERTAINMENT: Consummates $1-Bil. Secured Refinancing
------------------------------------------------------------
On May 19, 2010, Regal Cinemas Corporation, a wholly owned
subsidiary of Regal Entertainment Group, entered into a sixth
amended and restated credit agreement, with Credit Suisse AG,
Cayman Islands Branch, as Administrative Agent and the lenders
party thereto, which consists of a term loan facility with a final
maturity date in November 2016.

On Feb. 23, 2011 Regal Cinemas entered into a permitted secured
refinancing agreement with Regal Entertainment Holdings, Inc.,
REG, the Guarantors, Credit Suisse, and the Lenders, which amends
and refinances the Existing Term Facility under the Amended Senior
Credit Facility.  Pursuant to the Refinancing Agreement, Regal
Cinemas consummated a permitted secured refinancing of the
Existing Term Facility in the amount of $1,006.0 million, and in
accordance therewith the Lenders advanced term loans in an
aggregate principal amount of $1,006.0 million with a final
maturity date in August 2017.  Together with other amounts
provided by Regal Cinemas, proceeds of the New Term Loans were
applied to repay all of the outstanding principal and accrued and
unpaid interest on the Existing Term Facility under the Amended
Senior Credit Facility in effect immediately prior to the making
of the New Term Loans.

In addition to extending the maturity date of the New Term Loans,
the Refinancing Agreement also amends the Amended Senior Credit
Facility by reducing the interest rate on the New Term Loans, by
providing, at Regal Cinemas' option, either a base rate or an
adjusted LIBOR rate plus, in each case, an applicable margin that
is determined according to the consolidated leverage ratio of
Regal Cinemas and its subsidiaries.  Such applicable margin will
be either 2.00% or 2.25% in the case of base rate loans and either
3.00% or 3.25% in the case of LIBOR rate loans.  The Refinancing
Agreement also amends the Second Amended and Restated Guaranty and
Collateral Agreement, dated May 19, 2010, to exclude Margin Stock
from the grant of the security interest in the Collateral used to
secure the obligations under the Amended Senior Credit Facility.

A full-text copy of the Refinancing Agreement is available for
free at http://ResearchArchives.com/t/s?7414

                 About Regal Entertainment Group

Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE:
RGC) -- http://www.REGmovies.com/-- is the largest motion picture
exhibitor in the world.  Regal's theatre circuit, comprising Regal
Cinemas, United Artists Theatres and Edwards Theatres, operates
6,739 screens in 545 locations in 38 states and the District of
Columbia.  Regal operates theatres in 43 of the top 50 U.S.
designated market areas.

The Company's balance sheet at Sept. 30, 2010, showed
$2.67 billion in total assets, $2.94 billion in total liabilities,
and a stockholders' deficit of $267.3 million.

                          *     *     *

Regal Entertainment carries 'B1' corporate family and probability
of default ratings from Moody's Investors Service, 'B+' issuer
default rating from Fitch Ratings, and 'B+' corporate credit
rating from Standard & Poor's Ratings Services.

Moody's said in February 2011 that Regal's B1 CFR reflects the
trade-offs between the relative stability and the small magnitude
of the company's cash flow stream.  With no change expected in
either parameter, and with very good liquidity, the rating outlook
is stable.

S&P said in February that the rating reflects S&P's view that the
company's aggressive financial policies will likely cause leverage
to remain elevated over the intermediate term.  Furthermore,
Regal's revenue and EBITDA trends are highly dependent on the
performance of the U.S. box office.  Other rating factors include
the company's participation in the mature and highly competitive
U.S. movie exhibition industry, exposure to the fluctuating
popularity of Hollywood films, and the long-term risk of increased
competition from the proliferation of entertainment alternatives.


ROBB & STUCKY: Can Hire AlixPartners as Communication Consultant
----------------------------------------------------------------
Robb & Stucky Limited LLLP sought and obtained interim
authorization from the Hon. Caryl E. Delano of the U.S. Bankruptcy
Court for the Middle District of Florida to employ AlixPartners,
LLP, as communication consultant.

AlixPartners will:

     a. work at the direction of the Debtor and the Debtor's
        counsel to assist with the planning and directing Chapter
        11-related communications to media, clients, employees,
        vendors, and parties-in-interest; and

     b. assist with other matters as may be requested that fall
        within AlixPartners' expertise and that are mutually
        agreeable.

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

        Managing Directors                  $505
        Directors                           $415
        Vice Presidents                     $345
        Associates                          $290
        Analysts                            $195
        Paraprofessionals                   $120

Michelle Cammpbell, managing director of AlixPartners, firm is a
"disinterested person" within the meaning of section 101(14) of
the Bankruptcy Code.

The Court has set a final hearing for March 21, 2011 at 2:30 p.m.,
on the Debtor's request to hire AlixPartners as communication
consultant.

                       About Robb & Stucky

Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb &
Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division
of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine
Decorators; and Home of Fine Design by Robb & Stucky -- is a
retailer of upscale, high-end, interior-design-driven home
furnishings in the U.S.  It filed for Chapter 11 bankruptcy
protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801).
Paul S. Singerman, Esq., and Jordi Guso, Esq., at Berger Singerman
PA, serve as the Debtor's bankruptcy counsel.  FTI Consulting,
Inc., is the Debtor's advisor and Kevin Regan is the Debtor's
chief restructuring officer.  Bayshore Partners, LLC, is the
Debtor's investment banker.  Epiq Bankruptcy Solutions, LLC,
serves as the Debtor's claims and notice agent.

The Debtor estimated its assets and debts at $50 million to
$100 million.


ROBB & STUCKY: Gets Court's Nod to Reject Executory Contracts
-------------------------------------------------------------
The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the
Middle District of Florida has granted Robb & Stucky, Limited
LLLP's request to reject executory contracts and unexpired leases.

A list of the contracts to be rejected are available for free at:

http://bankrupt.com/misc/ROBB&STUCKY_executiorycontracts.pdf

The Debtor determined, in its business judgment, that the
Contracts and Leases are either unnecessary to the administration
of the estate or burdensome because the Debtor is either unable to
perform, or the cost to perform is greater than the benefit to the
estate.  The Debtor assured the Court that it won't profit from
the continued performance under the Contracts or Leases.

                       About Robb & Stucky

Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb &
Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division
of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine
Decorators; and Home of Fine Design by Robb & Stucky -- is a
retailer of upscale, high-end, interior-design-driven home
furnishings in the U.S.  It filed for Chapter 11 bankruptcy
protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801).
Paul S. Singerman, Esq., and Jordi Guso, Esq., at Berger Singerman
PA, serve as the Debtor's bankruptcy counsel.  FTI Consulting,
Inc., is the Debtor's advisor and Kevin Regan is the Debtor's
chief restructuring officer.  Bayshore Partners, LLC, is the
Debtor's investment banker.  AlixPartners, LLP, serves as the
Debtor's communications consultants.  Epiq Bankruptcy Solutions,
LLC, serves as the Debtor's claims and notice agent.

The Debtor estimated its assets and debts at $50 million to
$100 million.


ROBB & STUCKY: Has Interim OK to Hire Berger as Bankr. Counsel
--------------------------------------------------------------
Robb & Stucky Limited LLLP sought and obtained interim
authorization from the Hon. Caryl E. Delano of the U.S. Bankruptcy
Court for the Middle District of Florida to employ Berger
Singerman, P.A., as bankruptcy counsel, nunc pro tunc to the
Petition Date.

Berger Singerman will:

     a. advise the Debtor with respect to its responsibilities in
        complying with the U.S. Trustee's Guidelines and Reporting
        Requirements and with the rules of the Court;

     b. prepare motions, pleadings, orders, applications,
        adversary proceedings, and other legal documents necessary
        in the administration of the Debtor's bankruptcy case;

     c. protect the interests of the Debtor in all matters pending
        before the Court; and

     d. represent the Debtor in negotiations with its creditors
        and in the preparation of a plan.

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

        Attorneys                            $225-$625
        Jordi Guso                             $555
        Paul Steven Singerma                   $595
        Associate Attorneys                  $225-$385
        Paralegals                            $75-$195

Paul Steven Singerman, Esq., a shareholder at Berger Singerman,
assures the Court that the firm is a "disinterested person" within
the meaning of section 101(14) of the Bankruptcy Code.

The Court has set for March 21, 2011, at 2:30 p.m., a final
hearing on the Debtor's request to hire Berger Singerman as
bankruptcy counsel.

                       About Robb & Stucky

Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb &
Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division
of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine
Decorators; and Home of Fine Design by Robb & Stucky -- is a
retailer of upscale, high-end, interior-design-driven home
furnishings in the U.S.  It filed for Chapter 11 bankruptcy
protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801).
FTI Consulting, Inc., is the Debtor's advisor and Kevin Regan is
the Debtor's chief restructuring officer.  Bayshore Partners, LLC,
is the Debtor's investment banker.  AlixPartners, LLP, serves as
the Debtor's communications consultants.  Epiq Bankruptcy
Solutions, LLC, serves as the Debtor's claims and notice agent.

The Debtor estimated its assets and debts at $50 million to
$100 million.


ROBERT PRINTZ: Parties Await Plan Ruling
----------------------------------------
Ryan Denham at Pantagraph.com in Bloomington, Illinois, reports
that a judge's ruling is expected soon on a bankrupt Central
Illinois farmer's plan to stay in business this season -- a plan
opposed by a key creditor who says it's too risky.

According to Pantagraph.com, Robert Printz and his spouse Julie
Printz are seeking Judge Mary P. Gorman's approval to spend more
than $1.6 million of cash collateral from CNH Capital America LLC,
and borrow $1.05 million for seed, chemicals and other supplies,
in hopes of farming this year on a reduced number of acres, about
5,000, said Printz attorney Jonathan Backman.

The report adds that CNH Capital, which has provided secured
financing for the Printzes' businesses and is owed about $9
million, filed an objection last week to the cash-collateral plan.
CNH says it is "being asked to bear the entire risk" of the
Printzes' 2011 operations, and that a replacement lien offered to
CNH for future crops is not adequate protection.

Robert Printz and his spouse Julie Printz filed for Chapter 11
bankruptcy protection on Dec. 31, 2010 (Bankr. C.D. Ill. Case No.
10-73865).  The Debtors disclosed $12.7 million in assets against
$20.2 million in liabilities.

The Printzes operate Printz Farms, which has 8,000 acres, mostly
cash-rent land in McLean and Livingston counties, Illinois.  They
also own smaller trucking, seed and farm-equipment companies.


ROTHSTEIN ROSENFELDT: Court Approves Adler Accord With Trustee
--------------------------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reports that Judge Raymond B. Ray of the U.S. Bankruptcy Court in
Fort Lauderdale, Fla., on Friday approved a settlement that frees
former Scott Rothstein partner Russell Adler from litigation in
exchange for up to $500,000, court papers show.

Mr. Adler was one of three name partners at the Rothstein
Rosenfeldt Adler law firm in South Florida, which Mr. Rothstein
and Stuart Rosenfeldt cofounded in 2002.

Ms. Palank recounts that Bankruptcy trustee Herbert Stettin sued
Mr. Adler and his wife Katie in February 2010 seeking to recover
nearly $580,000 that he alleged Mr. Adler was overpaid by over a
nearly two-year span.  Mr. Stettin, as DBR Small Cap has
previously reported, also targeted loans the law firm made to the
couple in the amount of $655,000, which the Adlers then used to
purchase a Manhattan apartment.

According to Ms. Palank, under the deal, Mr. Adler must pay
Rothstein Rosenfeldt Adler's bankruptcy estate either $350,000
within the next 30 months or $500,000 after that.  The settlement
makes it clear that the Adlers can't file for personal bankruptcy
to avoid paying.

Ms. Palank relates that no criminal charges have been filed
against Adler in connection with the Ponzi scheme his former
partner ran, but the Broward Daily Business Review said the
Florida Bar is currently investigating the attorney and other
former Rothstein Rosenfeldt Adler partners.

                   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.


RUGGED BEAR: Auction for Substantially All Assets Set for March 2
-----------------------------------------------------------------
As reported in the Troubled Company Reporter on Feb. 15, 2011,
Boston-based Gordon Brothers was tapped to be the bidder to beat
in a possible competition to handle Rugged Bear's upcoming store
closures.

On Feb. 18, 2011, the U.S. Bankruptcy Court for the District of
Massachusetts approved the bid procedures and the Breakup Fee to
govern the sale of substantially all assets of The Rugged Bear
Company.

Gordon Brothers Retail Partners, LLC (the "Agent), pursuant to the
Agency Agreement dated Feb. 11, 2011, will serve as the "stalking
horse" bidder for the auction to be conducted on March 2, 2011,
with respect to the Inventory Sales.  There shall be no "stalking
horse" bidder for the Auction with respect to the sale of the
Intellectual Property.

Objections to the motion or the sales contemplated must be filed
with the Court no later 10:00 a.m. on March 1, 2011.  The sale
hearing will commence immediately following the Auction.

The Agent is granted a Breakup Fee in the amount of $35,000, which
will be payable in the event the Court approves, and the Debtor
consummates, an Inventory Sale to a Successful Bidder who is not
the Agent.

A copy of the approved bid procedures is available for free at:

  http://bankrupt.com/misc/RuggedBeard.ApprovedBidProcedures.pdf

As reported in the Troubled Company Reporter on Feb. 15, 2011,
Boston-based Gordon Brothers was tapped to be the bidder to beat
in a possible competition to handle Rugged Bear's upcoming store
closures.

                       About The Rugged Bear

Headquartered in Norwood, Massachusetts, The Rugged Bear Company
is a chain of retail children's clothing stores New England, New
York and New Jersey.  It filed for Chapter 11 bankruptcy
protection (Bankr. D. Mass. Case No. 11-10577) on Jan. 25, 2011.
Charles A. Dale, III, Esq., at K&L GATES LLP, serves as the
Debtor's bankruptcy counsel.  Consensus Advisers, LLC, is the
Debtor's financial advisor.  The Debtor estimated its assets and
debts at $10 million to $50 million.


RYLAND GROUP: Incurs $85.14 Million Net Loss in 2010
----------------------------------------------------
The Ryland Group, Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, reporting a net loss of
$85.14 million on $1.06 billion of total revenue for the year
ended Dec. 31, 2010, compared with a net loss of $162.47 million
on $1.28 billion of total revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $1.65 billion
in total assets, $1.09 billion in total liabilities, and
$561.66 million in total equity.

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

                http://ResearchArchives.com/t/s?7419

                        About Ryland Group

Headquartered in Calabasas, California, The Ryland Group, Inc.
(NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's
largest homebuilders and a leading mortgage-finance company.
Since its founding in 1967, Ryland has built more than 285,000
homes and financed more than 240,000 mortgages.  The Company
currently operates in 15 states and 19 homebuilding divisions
across the country and is listed on the New York Stock Exchange
under the symbol "RYL."

                           *     *      *

As reported by the Troubled Company Reporter on June 21, 2010,
Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer
Default Rating at 'BB'; and Senior unsecured debt at 'BB'.  The
Rating Outlook has been revised to Stable from Negative.

Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3"
probability of default rating, "Ba3" senior unsecured notes
rating, and "SGL-2" speculative grade liquidity rating.  Ryland
Group carries Standard & Poor's Ratings Services' 'BB-' corporate
credit and senior unsecured note ratings.


SENSATA TECHNOLOGIES: S&P Raises Corporate Credit Rating to 'BB-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised the ratings on sensors
and controls manufacturer Sensata Technologies B.V., including the
corporate credit rating, to 'BB-' from 'B+'.  The outlook is
stable.  At the same time, S&P raised the ratings on the company's
senior secured debt to 'BB+' (two notches above the corporate
credit rating) from 'BB' with a recovery rating of '1', indicating
S&P's expectation that lenders would receive very high (90%-100%)
recovery in a payment default scenario.  S&P also raised its
rating on the company's unsecured and subordinated debt to 'B'
from 'B-' with a recovery rating of '6', indicating S&P's
expectation that lenders would receive negligible (0%-10%)
recovery in a payment default scenario.

"The rating actions reflect further improvements in Sensata's
credit measures and the continuing ownership reduction of its
majority owner, private equity firm Bain Capital, which S&P
believes provides further indication that the company is likely to
maintain a less-aggressive financial policy," said Standard &
Poor's credit analyst Dan Picciotto.  "S&P believes operating
trends for 2011 remain favorable and that the company has
demonstrated good profitability through the economic downturn and
into the upturn."

In 2011, S&P expects Sensata's adjusted operating margin (before
depreciation and amortization) to remain very good at around 30%
and for revenue growth to exceed 10% (benefiting from recently
announced acquisition of the Honeywell Automotive On Board
business).  S&P believes credit measures may exceed its
expectations for the current rating, including funds from
operations to debt of 15%-20%, but continued majority ownership by
Bain Capital remains a risk, since it relates, in S&P's view, to
the company's financial policy.  The ratings on Sensata reflect
its aggressive financial risk profile and satisfactory business
risk profile.  The company's high debt levels more than offset its
good geographic diversification, solid operating margins, and
decent operating prospects if economic conditions do not
deteriorate markedly.

The outlook is stable.  The company's credit measures have
improved and are meeting S&P's expectations at the current
ratings.  Sensata has some capacity to pursue debt-financed
acquisitions at the current ratings.  It has publicly indicated
that it will reduce leverage, but it is still majority-owned by
Bain Capital.  "S&P could lower the ratings if S&P sees signs that
the company will pursue a more aggressive financial policy or if
market conditions become unfavorable, resulting in deteriorating
credit measures, for instance, if S&P thought adjusted FFO to debt
would decline to less than 15% and near-term improvement was
unlikely," Mr. Picciotto continued.  "S&P could raise the ratings
if S&P expects improved operating performance to result in FFO to
total adjusted debt to be sustained at 20% or more, and S&P see
further indications that Bain Capital is likely to substantially
reduce its investment in Sensata."


SHOPPES AT LAKESIDE: Hearing on Cash Use Reset to March 17
----------------------------------------------------------
The hearing scheduled to be heard in Shoppes of Lakeside, Inc.'s
case scheduled to be heard in this case on Feb. 24, 2011, is
rescheduled and will be held on March 17, 2011 , at 1:30 p.m., in
4th Floor Courtroom 4A, 300 North Hogan Street, in Jacksonville,
Florida, to consider and act upon the following matter:

(1) Disclosure Statement, and

(2) Motion to Use Cash Collateral of Ameris Bank and transact such
    other business as may properly come before the hearing.

As reported in the Troubled Company Reporter on Sept. 29, 2010,
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida authorized, on an interim basis, Shoppes of
Lakeside, Inc., to use cash securing its obligation to secured
creditors.

The Debtor would use the cash collateral to fund expenses
necessary to preserve its business, including insurance,
maintenance, repairs, property taxes, and adequate protection
payments.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the secured creditors:

   -- regular payments of 9,903 to Putnam State Bank beginning
      November 1, 2010;

   -- regular payments at contractual rate to Jacksonville Bank on
      300 W. Adams beginning October 1;

   -- regular payments at contractual interest rate to
      Jacksonville Bank on 937 Main St. beginning November 1;
      and

   -- adequate protection payments to other cash collateral
      lenders of 4% interest only beginning 90 days from the entry
      of the order.

The Debtor, on the interim basis, is only authorized to use Vystar
Credit Union cash collateral to make insurance, utility and
maintenance payments on the Vystar properties.

                   About Shoppes of Lakeside, Inc.

Neptune Beach, Florida-based Shoppes of Lakeside, Inc., filed for
Chapter 11 bankruptcy protection on June 15, 2010 (Bankr. M.D.
Fla. Case No. 10-05199).  Bryan K. Mickler, Esq., who has an
office in Jacksonville, Florida, assists the Company in its
restructuring effort.  The Company disclosed $39,894,050 in assets
and $37,748,101 in liabilities.


SOMERSET PROPERTIES: Wants March 9 Extension to Plan Deadline
-------------------------------------------------------------
Somerset Properties SPE LLC asks the U.S. Bankruptcy Court for the
Eastern District of North Carolina for permission to extend the
time to file a Chapter 11 plan of reorganization until March 9,
2011.

Raleigh, North Carolina-based Somerset Properties SPE, LLC, owns
six office buildings in Raleigh, North Carolina.  The Company
filed for Chapter 11 bankruptcy protection on (Bankr. E.D.N.C.
Case No. 10-09210).  William P. Janvier, Esq., at Janvier Law
Firm, PLLC, represents the Debtor in its restructuring effort.
The Company disclosed $36,496,015 in assets and $28,825,521 in
liabilities as of the Chapter 11 filing.


SONRISA PROPERTIES: Hearing on Amended Plan Outline Set for Today
-----------------------------------------------------------------
The Hon. Letitia Z. Paul of the U.S. Bankruptcy Court for the
Southern District of Texas will convene a hearing today, March 1,
2011, at 10:45 a.m., to consider adequacy of the Disclosure
Statement explaining Sonrisa Properties, Ltd.'s Plan of
Reorganization, as twice amended as of Feb. 14.

The Second Amended Disclosure Statement relates to the Second
Amended Plan filed on Jan. 4.  The Debtor related that its
affiliate, Sonrisa Realty Partners, Ltd., continued negotiations
with Tanger Devco LLC, for the purchase of the 35 acres of
undeveloped land in League City, Texas, after the Court's approval
of its First Amended Disclosure Statement.  The renewed
negotiations culminated in the execution of an amended agreement
between SRP and Tanger Devco for the purchase of the 35 acres and
the filing of a Second Amended Plan by the Debtor and SRP on Feb.
4.

As reported in the Feb. 23, 2011 edition of the TCR, the Debtors
each filed an amended plan.  The amended plans provide generally
that, in place of the $1 million to be contributed by the new
investor under the plan set for confirmation on Feb. 22, 2011, the
proposed option purchaser of the 35 acres would loan $1.35 million
to SRPL, secured by a second lien in the property.  The proposed
purchaser would also obtain an exclusive option to purchase an
additional 15 acres.  The proceeds of the $1.35 million loan would
be disbursed $1 million to Compass Bank, to be applied as a
principal reduction, and the remainder to be applied to interest
as it accrues.  The proceeds of future sales will be applied to
the Compass Bank debt.  On Feb. 10, 2011, the Debtors each filed
an amended disclosure statement addressing the Feb. 4 amended
plans.

The Debtor will begin soliciting votes on the Plan following
approval of the adequacy of the information in the Disclosure
Statement.

According to the Disclosure Statement, the Plan represents (1) a
restructuring of the indebtedness to Compass Bank over a two year
term from the Effective Date of the Plan; (2) an Amended and
Restated Offer to Purchase and Contract - Vacant Land between the
Debtor Sonrisa Realty Partners, Ltd. and Tanger Devco, for the
purchase of property owned by SRP; (3) a loan to SRP by Tanger
Devco, LLC or its affiliate in the amount of $1,350,000 (secured
by a Second Lien Deed of Trust on the subject 35 acres and SRP's
remaining property) to fund a $1,000,000 principal reduction
payment to Compass Bank and a $350,000 interest reserve to be used
to pay interest as it accrues; and (4) additional sale agreements
to develop and sell the remaining property owned by the Debtor and
SRP.

The purchase price to be paid by Tanger Devco for the approximate
35 acres is $250,000 per usable acre.  Based on 35 usable acres,
the purchase price would be $8,750,000.  The purchase price is
sufficient to pay Compass Bank in full.  The Debtor's prior
sales of portions of the property during the course of its
bankruptcy case and the Amended Agreement between SRP and Tanger
Devco covering the purchase of the 35 acres confirms that
the value of the property is substantially in excess of the
current indebtedness to Compass Bank and evidences the significant
interest of buyers in the property.

The Debtor proposes to pay holders of allowed claims in Class 5
after payment in full to Classes 1-4.  No interest will be paid.
The holders of allowed claims in Class 5 will participate pro
rata in quarterly distributions from sale proceeds after payment
in full to Classes 1-4.

The equity interest holders will not receive any payments under
this Plan unless creditors in Classes 1 through 5 are paid in full
the allowed amounts of their claims.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/SonrisaProperties_AmendedDS.pdf

The TCR also reported that Compass Bank filed a competing plan in
each of the two cases.  Compass Bank's plans provide generally for
a sale, at auction (via one or more cash or credit bid sales), of
the entirety of the Debtors' remaining real property.  Compass
asserts that the proceeds of sale will be sufficient to pay all
claims.

The Debtor is represented by:

     Karen R. Emmott, Esq.
     4615 Southwest Frwy., Suite 500
     Houston, TX 77027
     Tel: (713) 739-0008
     Fax: (713) 481-6262

                     About Sonrisa Properties

Sonrisa Properties, Ltd., and Sonrisa Realty Partners, Ltd., each
of which is a single asset real estate entity, own unimproved real
property located in League City, Texas.  Sonrisa Properties filed
for Chapter 11 bankruptcy protection on Jan. 4, 2010 (Bankr. S.D.
Tex. Case No. 10-80012), to stop Compass Bank, the largest secured
creditor, from foreclosing on the property.  Sonrisa Realty
Partners also filed for Chapter 11 protection (Bankr. S.D. Tex.
Case No. 10-30084) on the same day.  The two cases are not jointly
administered.  Karen R. Emmott, Esq., in Houston, Texas,
represents both Debtors.  Sonrisa Properties disclosed $21,098,818
in assets and $8,420,540 in liabilities as of the Petition Date.
Sonrisa Realty Partners estimated $10 million to $50 million in
assets and $1 million to $10 million in liabilities.  In February
2010, the Sonrisa Realty Partners case was transferred to the
Galveston Division (Bankr. S.D. Tex. Case No. 10-80026).


SOUTHSHORE DEVELOPMENT: Case Summary & Creditors List
-----------------------------------------------------
Debtor: Southshore Development, LLC
        2731 County Road 223
        Cullman, AL 35057

Bankruptcy Case No.: 11-70388

Chapter 11 Petition Date: February 24, 2011

Court: U.S. Bankruptcy Court
       Northern District of Alabama (Tuscaloosa)

Debtor's Counsel: Frederick Mott Garfield, Esq.
                  SEXTON & ASSOCIATES, PC
                  1330 21st Way South
                  Birmingham, AL 35205
                  Tel: (205) 558-4999
                  Fax: (205) 558-4997
                  E-mail: fmgarfield@sextonattorneys.com

Scheduled Assets: $2,000,200

Scheduled Debts: $937,751

A list of the Company's five largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/alnb11-70388.pdf

The petition was signed by Frank La Russa, president.


STANLEY FREIGHT: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Stanley Freight, LLC
        1738 Empire Central
        Dallas, TX 75235

Bankruptcy Case No.: 11-41024

Chapter 11 Petition Date: February 24, 2011

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtor's Counsel: St. Clair Newbern, III, Esq.
                  LAW OFFICES OF ST.CLAIR NEWBERN III, P.C.
                  1701 River Run, Suite 1000
                  Fort Worth, TX 76107
                  Tel: (817) 870-2647
                  E-mail: filing@newbernlawoffice.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 Greg Hunt, managing member.


STATEWIDE INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Statewide, Inc.
        dba Penguin Windows
        12303 Cyrus Way
        Mukilteo, WA 98275-5705

Bankruptcy Case No.: 11-12100

Chapter 11 Petition Date: February 25, 2011

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

Judge: Karen A. Overstreet

Debtor's Counsel: Shelly Crocker, Esq.
                  CROCKER LAW GROUP PLLC
                  720 Olive Wy Ste 1000
                  Seattle, WA 98101
                  Tel: (206) 624-9894
                  E-mail: scrocker@crockerlaw.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/wawb11-12100.pdf

The petition was signed by Donnie McMillan, CEO.


STIRLING INTERNATIONAL: Case Summary & Creditors List
-----------------------------------------------------
Debtor: Stirling International Realty, Inc.
          aka Stirling Sotheby's International Realty
        115 International Parkway
        Heathrow, FL 32746

Bankruptcy Case No.: 11-02388

Chapter 11 Petition Date: February 24, 2011

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

Debtor's Counsel: Lawrence M. Kosto, Esq.
                  KOSTO & ROTELLA PA
                  P.O. Box 113
                  Orlando, FL 32802
                  Tel: (407) 425-3456
                  Fax: (407) 423-9002
                  E-mail: lkosto@kostoandrotella.com

Scheduled Assets: $1,188,815

Scheduled Debts: $6,453,366

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/flmb11-02388.pdf

The petition was signed by Tansey Soderstrom, president.


STONY POINT LAND: Hubbard Contract Remains Fully Enforceable
------------------------------------------------------------
Thomas R. Hubbard and Katherine Hubbard, v. Stony Point Land,
Inc., Adv. Pro. No. 10-03107 (Bankr. E.D. Va.), presents two
issues.  First is whether the Hubbards are entitled to terminate a
real estate contract and obtain a refund of a deposit they paid
thereunder.  Plaintiffs maintain that the Debtor, Stony Point
Land, Inc., breached its obligation to deliver to them within a
reasonable period of time a lot that the Plaintiffs had contracted
to purchase from Defendant.  Plaintiffs argue that this alleged
breach is material and that it excuses their performance under the
real estate contract.  The second issue (the reverse side of the
same coin, in essence) is whether the Defendant is entitled to
entry of an order compelling the Plaintiffs to specifically
perform their obligations under the real estate contract.
Defendant argues that the Hubbards are trying to avoid their
obligations under a valid real estate contract that they signed
prior to the downturn in the economy.  According to Bankruptcy
Judge Kevin R. Huennekens, (i) the Defendant has not breached the
real estate contract, (ii) the obligations assumed by parties
under the real estate contract remain enforceable, and (iii) the
Defendant is entitled to specific enforcement of the real estate
contract.


The Court ordered the Plaintiffs to perform their obligations
under the Contract, including payment of the $405,000 balance owed
in connection with the purchase of Lot 2.  Closing shall occur
within 15 days of the entry of the Court's Order.  At closing, the
Hubbards will be required to pay, in addition to the balance owed
under the Contract, interest on the $405,000 balance at the rate
of 6% per year from December 16, 2008 until paid in full.
Defendant is also entitled to recover the costs it has incurred in
the proceeding.

A copy of the Court's Feb. 24, 2011 Memorandum Opinion is
available at http://is.gd/cf5GDjfrom Leagle.com.

                      About Stony Point Land

Based in Richmond, Virginia, Stony Point Land, Inc., filed for
Chapter 11 bankruptcy (Bankr. E.D. Va. Case No. 10-31740) on
March 12, 2010.  Roy M. Terry, Jr., Esq. --
rterry@durrettebradshaw.com -- at DurretteBradshaw PLC in
Richmond, serves as bankruptcy counsel.  In its petition, the
Debtor estimated assets and debts of $1 million to $10 million.


SURF CITY: Case Summary & 13 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Surf City Investments, LLC
        fdba Yow Motel Investments, LLC
        fdba Beach House Marina, LLC
        fdba Surf City Investments, Inc.
        1900 Eastwood Rd, Suite 11
        Wilmington, NC 28403

Bankruptcy Case No.: 11-01398

Chapter 11 Petition Date: February 24, 2011

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Debtor's Counsel: Trawick H. Stubbs, Jr., Esq.
                  STUBBS & PERDUE, P.A.
                  P.O. Drawer 1654
                  New Bern, NC 28563
                  Tel: (252) 633-2700
                  Fax: (252) 633-9600
                  E-mail: efile@stubbsperdue.com

Scheduled Assets: $6,538,556

Scheduled Debts: $6,687,803

A list of the Company's 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb11-01398.pdf

The petition was signed by Douglas K. Leech, manager.


SW GEORGIA ETHANOL: Gets Final OK for $10-Mil. of Financing
-----------------------------------------------------------
The Hon. James D. Walker, Jr., of the U.S. Bankruptcy Court for
the Middle District of Georgia authorized Southwest Georgia
Ethanol LLC to access, on a final basis, postpetition financing of
up to $10 million from a syndicate of lenders led by WestLB AG,
New York Branch, as administrative agent.

Under the financing agreement, interest will be payable montly in
arrears in cash on the outstanding amount of the DIP revolving
loans at a rate of LIBOR + 9% per annum.  LIBOR will be define as
the great of:

   i) 4% per annum, and

  ii) the offered rate on the applicable page of the telerate
      screen that displays an average British Banker Association
      Interest Rate Settlement Rate for deposits in U.S. dollars
      for a period of one month and will contain appropriate
      protection to ensure that the rate is not less than the DIP
      lender's cost of funds.

The default rate is at applicable interest plus 2% per annum.

The agreement contains customary events of default including,
among other things, the use of proceeds inconsistent with the
approved budget, and dismissal or conversion to Chapter 7 from
Chapter 11 proceeding.

The Debtor agreed to pay fees on account of the DIP facility,
including:

   -- Facility fee of 2% of the DIP revolving commitment payable
      to the lenders on the closing date.

   -- Structure fee of 1% of the DIP revolving commitment payable
      to the lenders on the closing date.

   -- Unused commitment fee of 2% per annum, payable monthly.

There is a carve-out of $15,000 that may be used by the committee
to investigate potential claims arising out of the prepetition
credit agreement.

Judge Walker also authorized the Debtor to use cash collateral
for additional liquidity from May 7, 2011, to July 30, 2011.

The Debtor said it 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.

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.

A copy of the cash collateral budget is available for free
at http://ResearchArchives.com/t/s?741e

A copy of the Debtor's DIP financing term sheet is available for
free at http://ResearchArchives.com/t/s?72c6

                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.


SW GEORGIA ETHANOL: US Trustee Forms 3-Member Creditors' Panel
--------------------------------------------------------------
Donald F. Walton, United States Trustee for Region 21, selected
three creditors to serve on an Official Committee of Unsecured
Creditors of Southwest Georgia Ethanol LLC dba Southwest Georgia
Ethanol LLC.

The members of the Committee are:

   1) Cherokee Equipment, Inc.
      170 Pine Forest Road
      Bainbridge, GA 39819
      James P. Boyett, Representative
      Tel: (229) 246-1900
      Fax: (229) 246-1930

   2) McClure & Gwines
      574 Porters Corner Road
      Sylvester, GA 31791
      Mark Gwines, Representative
      Tel: (229) 881-0938
      Fax: (229) 776-0570

   3) McClure Farms
      268 Gates Road
      Doerun, GA 31744
      Jimmy McClure, Representative
      Tel: (229) 347-5955
      Fax: (229) 776-0570

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

                About 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.


TENET HEALTHCARE: Reports $1.15 Billion Net Income in 2010
----------------------------------------------------------
Tenet Healthcare Corporation filed its annual report on Form 10-K
with the U.S. Securities and Exchange Commission reporting net
income of $1.15 billion on $9.20 billion of total operating
revenue for the year ended Dec. 31, 2010, compared with net income
of $197 million on $9.01 billion of revenue during the prior year.

The Company also reported net income of $82 million on $2.30
billion of net operating revenue for the three months ended
Dec. 31, 2010, compared with net income of $29 million on $2.26
billion of net operating revenue for the same period during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed $8.50 billion
in total assets, $6.68 billion in total liabilities, and
$1.82 billion in total equity.

"Our volume trends showed significant improvement in November and
December compared to the first ten months of the year.  Those
strengthening trends have continued into January and February
2011.  In the fourth quarter of 2010 we achieved a 3.2 percent
increase in paying outpatient visits compared to 2009's fourth
quarter.  Strong pricing growth and continued excellent cost
performance also contributed to a solid quarter.  Our full year
2010 adjusted EBITDA of $1.05 billion is the highest in seven
years, and the seventh consecutive year of EBITDA growth.  Our
adjusted EBITDA margin of 12.2 percent in the fourth quarter is
the highest fourth quarter margin we've reported in seven years,
and our full year 2010 margin of 11.4 percent is the highest in
seven years," said Trevor Fetter, president and chief executive
officer.  "We are reconfirming our 2011 outlook for adjusted
EBITDA in a range of $1.150 billion to $1.250 billion and we are
introducing our 2011 outlook for net cash provided by operating
activities in the range of $570 million to $740 million."

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

               http://ResearchArchives.com/t/s?741b

                       About Tenet Healthcare

Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) --
http://www.tenethealth.com/-- is a health care services company
whose subsidiaries and affiliates own and operate acute care
hospitals, ambulatory surgery centers and diagnostic imaging
centers.

                           *     *     *

As reported by the TCR on Aug. 5, 2010, Moody's Investors Service
affirmed its 'B2' corporate family rating for Tenet.  The rating
reflects Moody's expectation that the Company will likely see
positive free cash flow for the full year ending December 31,
2010, as operating results continue to improve and litigation
settlement payments end in the third quarter.  However, the
ratings also consider the significant headwinds facing the
company, and the sector as a whole, with respect to increasing bad
debt expense, weak volume trends and changes in mix as commercial
volumes decline.

S&P's corporate credit rating on Tenet is 'B' and remains
unchanged.  The ratings agency noted that while the Company has
experience recent successes to date of a multiyear turnaround
effort, the Company has a still-weak business risk profile and
high financial leverage.

Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.

Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on
Rating Watch Positive.  Tenet's existing ratings are Issuer
Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior
secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3.  The
ratings apply to approximately $4.3 billion of debt
outstanding as of Sept. 30, 2010.


TERRESTAR NETWORKS: Sheppard, Committee's FCC Counsel, Hikes Rates
------------------------------------------------------------------
Brian Weimer, Esq., a member of Sheppard Mullin Richter & Hampton
LLP, informed the Court that as of January 1, 2011, his firm will
bill service rendered at these standard hourly rates:

     * $505 to $860 for partners;
     * $275 to $635 for associates; and
     * $100 to $330 for paraprofessionals.

The 2011 hourly rates of the Sheppard Mullin attorneys with
primary responsibility for providing services to the Official
Committee of Unsecured Creditors in the TSN Debtors' Chapter 11
cases have increased, Mr. Weimer related.  The new rates are:

  Attorney                 Title        2010 Rate     New Rate
  --------                 -----        ---------     --------
  Edward Tillinghast, III  Partner         $800         $840
  Brian Weimer             Partner         $565         $590
  Malika Levarlet          Associate       $365         $410
  Jane Z. Qin              Associate       $280         $380
  Daniel P. Brooks         Associate       $270         $340

As reported in the Jan. 18, 2011 edition of the Troubled Company
Reporter, the Official Committee of Unsecured Creditors for
TerreStar Networks Inc. received approval from the Bankruptcy
Court to retain Sheppard Mullin, effective as of Nov. 11, 2010, as
its special Federal Communications Commission and satellite-
related counsel.  As a satellite communications company, the
Debtors are subject to regulation and oversight by the FCC.  The
Committee has selected Sheppard Mullin to provide general advice
concerning FCC regulatory and satellite-related bankruptcy issues
because of the firm's extensive experience and widely recognized
reputation and expertise in FCC regulatory issues, its expertise
in satellite-related issues, and its expertise in satellite-
related bankruptcy law.

           About TerreStar Corp. and TerreStar Networks

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which were filed
on Oct. 19, 2010 .  The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors.  TSC
has four wholly owned direct subsidiaries: TerreStar Holdings,
Inc., TerreStar New York Inc., Motient Holdings Inc., and MVH
Holdings Inc.

TSC is currently seeking to have its case deemed jointly
administered with the cases of seven of the October Debtors under
the caption In re TerreStar Corporation, et al., Case No. 11-
10612 (SHL).  The seven Debtor entities who seek joint
administration with TSC are:

    * TerreStar New York Inc.,
    * Motient Communications Inc.
    * Motient Holdings Inc.,
    * Motient License Inc.,
    * Motient Services Inc.,
    * Motient Ventures Holdings Inc., and
    * MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued
by the Federal Communication Commission.  TSC also has an
indirect 89.3% ownership interest in TerreStar Network, Inc.,
which operates a separate and distinct mobile communications
business.  TerreStar Holdings is a Delaware corporation that
directly holds 100% of the interests in 1.4 Holdings LLC.

TerreStar Networks Inc. or TSN, the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones.  The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue.  TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100,000,001 to $500,000,000 in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent.  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
formed in TSN's Chapter 11 cases.  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)


TERRESTAR NETWORKS: First Interim Fee App. Deadline on March 18
---------------------------------------------------------------
The TSN Debtors notify parties-in-interest that the deadline for
their bankruptcy professionals to file a fee application for the
interim period of October 19, 2010 to January 31, 2011 is
March 18, 2011.

A hearing to consider all Fee Applications will be held on
April 26, 2011, at 10:00 a.m. prevailing Eastern Time, before
Judge Lane.

Any response to the Fee Applications must be in writing, must set
forth the nature of the objection and the amount of fees or
expenses at issue, and must be served on the notice parties so as
to be received no later than April 12, 2011, at 5:00 p.m.
prevailing Eastern Time.

           About TerreStar Corp. and TerreStar Networks

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which were filed
on Oct. 19, 2010 .  The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors.  TSC
has four wholly owned direct subsidiaries: TerreStar Holdings,
Inc., TerreStar New York Inc., Motient Holdings Inc., and MVH
Holdings Inc.

TSC is currently seeking to have its case deemed jointly
administered with the cases of seven of the October Debtors under
the caption In re TerreStar Corporation, et al., Case No. 11-
10612 (SHL).  The seven Debtor entities who seek joint
administration with TSC are:

    * TerreStar New York Inc.,
    * Motient Communications Inc.
    * Motient Holdings Inc.,
    * Motient License Inc.,
    * Motient Services Inc.,
    * Motient Ventures Holdings Inc., and
    * MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued
by the Federal Communication Commission.  TSC also has an
indirect 89.3% ownership interest in TerreStar Network, Inc.,
which operates a separate and distinct mobile communications
business.  TerreStar Holdings is a Delaware corporation that
directly holds 100% of the interests in 1.4 Holdings LLC.

TerreStar Networks Inc. or TSN, the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones.  The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue.  TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100,000,001 to $500,000,000 in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent.  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
formed in TSN's Chapter 11 cases.  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)


TERRESTAR NETWORKS: Kirkland Represents PIK Notes' Holders
----------------------------------------------------------
Kirkland & Ellis LLP submitted to the Bankruptcy Court amended
statements pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure to disclose new members added to the ad hoc
group of investment advisors and managers that are advising or
managing certain funds that the firm represents.

The Ad Hoc Group hold claims against TerreStar Networks and its
affiliates, including, but not limited to, claims arising under a
certain $500,000,000 15% Senior Secured PIK Notes Indenture, dated
as of Feb. 14, 2007.

The current members of the Ad Hoc Group are:

  (a) Archer Capital Management LP
      570 Lexington Avenue, 40th Floor
      New York, NY 10153

  (b) Barclays Capital - Distressed and Special Situations
      745 Seventh Avenue
      New York, NY 10019

  (c) Brencourt Advisors LLC
      600 Lexington Avenue
      New York, NY 10022

  (d) Catalyst Investment Management Co., LLC
      767 Third Avenue, 32nd Floor
      New York, NY 10017

  (e) Feingold O'Keeffe Capital
      One Exeter Plaza
      699 Boylston Street, 3rd Floor
      Boston, MA 02116

  (f) HSBC Global Asset Management - Distressed Opportunities
      Fund
      452 Fifth Avenue, 18th Floor
      New York, NY 10018

  (g) Interlachen Capital Group LP
      800 Nicollet Mall, Suite 2500
      Minneapolis, MN 55402

  (h) Knighthead Capital Management, LLC
      623 Fifth Avenue, 29th Floor
      New York, NY 10017

  (i) Marathon Asset Management
      One Bryant Park, 38th Floor
      New York, NY 10036

  (j) MatlinPatterson Global Advisers LLC
      520 Madison Avenue, 35th Floor
      New York, NY 10022-4213

  (k) Millennium Partners
      666 Fifth Avenue, 8th Floor
      New York, NY 10103

  (l) MSD Torchlight, L.P.
      645 Fifth Avenue, 21st Floor
      New York, NY 10022

  (m) Redwood Capital Group, LLC
      910 Sylvan Avenue
      Englewood Cliffs, NJ 07632

  (n) Scoggin Capital Management
      660 Madison Avenue, 20th Floor
      New York, NY 10065

  (o) Solus Alternative Asset Management
      410 Park Avenue
      New York, NY 10022

  (p) SOF Investments LP
      645 Fifth Avenue, 21st Floor
      New York, NY 10022

  (q) Spectrum Group Management LLC
      1250 Broadway, Suite 810
      New York, NY 10001

  (r) Stark Investments
      3600 South Lake Drive
      St. Francis, WI 53235

  (s) Susquehanna International Group, LLP
      401 City Avenue, Suite 220
      Bale Cynwyd, PA 19004

  (t) Tricadia Capital Management
      780 Third Avenue, 29th Floor
      New York, NY 10017

  (u) York Capital Management
      767 Fifth Avenue, 17th Floor
      New York, NY 10153

  (v) Waterstone Capital Management
      2 Carlson Parkway, Suite 260
      Plymouth, MN 55447

  (w) Whitebox Advisors
      3033 Excelsior Boulevard, Suite 300
      Minneapolis, MN 55416

  (x) Verition Fund Management LLC
      One American Lane
      Greenwich, CT 06831

           About TerreStar Corp. and TerreStar Networks

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which were filed
on Oct. 19, 2010 .  The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors.  TSC
has four wholly owned direct subsidiaries: TerreStar Holdings,
Inc., TerreStar New York Inc., Motient Holdings Inc., and MVH
Holdings Inc.

TSC is currently seeking to have its case deemed jointly
administered with the cases of seven of the October Debtors under
the caption In re TerreStar Corporation, et al., Case No. 11-
10612 (SHL).  The seven Debtor entities who seek joint
administration with TSC are:

    * TerreStar New York Inc.,
    * Motient Communications Inc.
    * Motient Holdings Inc.,
    * Motient License Inc.,
    * Motient Services Inc.,
    * Motient Ventures Holdings Inc., and
    * MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued
by the Federal Communication Commission.  TSC also has an
indirect 89.3% ownership interest in TerreStar Network, Inc.,
which operates a separate and distinct mobile communications
business.  TerreStar Holdings is a Delaware corporation that
directly holds 100% of the interests in 1.4 Holdings LLC.

TerreStar Networks Inc. or TSN, the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones.  The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue.  TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100,000,001 to $500,000,000 in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent.  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
formed in TSN's Chapter 11 cases.  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)


TP INC: Bankruptcy Administrator Wants Case Converted to Ch. 7
--------------------------------------------------------------
The Bankruptcy Administrator for the Eastern District of North
Carolina has filed a motion with the U.S. Bankruptcy Court for the
Eastern District of North Carolina to convert TP, Inc.'s
Chapter 11 case convert this case to a Chapter 7, or in the
alternative, dismiss this case pursuant to 11 U.S.C. Sec. 1112(b).

Those opposing the motion have until March 21, 2011, to file a
written response explaining their position.

A hearing to consider the motion and any responses will be held on
March 22, 2011, at 11:00 a.m.

                          About TP, Inc.

Boone, North Carolina-based TP, Inc., is in the business of
property development and currently owns a various tracts of real
estate in and around North Topsail, Topsail Beach, and Surf City,
North Carolina.  The Company filed for Chapter 11 protection on
March 1, 2010 (Bankr. E.D. N.C. Case No. 10-01594).  David J.
Haidt, Esq., at Ayers, Haidt & Trabucco, P.A., represents
the Debtor.  In its schedules, the Debtor disclosed $13,156,424
in assets and $4,129,049 in liabilities.


TRANSDIGM INC: Fitch Puts 'BB/RR1' Rating on New $1.55 Bil. Loan
----------------------------------------------------------------
Fitch Ratings assigns a 'BB/RR1' rating to TransDigm Inc.'s new
$1.55 billion senior secured term loan, which closed on Feb. 14,
2011.  TDI, a wholly owned subsidiary of TransDigm Group Inc.,
used the proceeds to repay its existing $1.55 billion senior
secured term loan which commenced on Dec. 6, 2010.  Fitch has
withdrawn the ratings on the existing term loan.  The refinancing
lowered TDI's cost of borrowing, removed financial covenants from
the credit agreement and extended the maturity by several months,
from December 2016 to February 2017.  The Rating Outlook is
Stable.

TDG's ratings are supported by the company's high profit margins,
low capital expenditures and the resulting strong cash flow.  TDG
benefits from its diverse portfolio of products for a variety of
commercial and military platforms/programs; its role as a sole
source provider for the bulk of its sales; military sales that
help to offset the cyclicality of the commercial aerospace market;
and management's history of successful acquisitions and subsequent
integration.

Concerns include the company's long-term financial strategy and
weak collateral support for the secured bank facility in terms of
asset coverage.  The company has a history of aggressively
deploying cash for acquisitions and dividends, and the recent
McKechnie Aerospace Holdings Inc. transaction has left the company
with leverage that is high for the ratings.  Commercial aerospace
cyclicality is also a concern.  Parts of the commercial aerospace
market have been soft in the past 18 months, particularly the
aftermarket business (40% of TDG's FY10 sales), but air traffic
has grown for the past year, supporting Fitch's expectation that
the industry will continue recovering in 2011.

Fitch may consider the ratings for an upgrade if the company
successfully integrates MAH's operations and de-levers faster than
currently expected.  The ratings may be considered for a downgrade
should the company continue to aggressively deploy cash for
acquisitions or dividends; if the global economy weakens; or if
there are problems integrating MAH or other newly acquired
businesses.

The Stable Outlook is based on Fitch's expectation that TDG can
reduce leverage over the next two to three years as a result of
healthy free cash flow and liquidity.

Fitch's analysis incorporated the results of TDG's Fiscal Year
2011 Q1 performance which showed significant improvement over Q1
of FY2010.  In addition, Fitch took into account TDG's plans to
sell its fastener businesses to Alcoa, Inc. for approximately
$240 million.  The sale is expected to strengthen TDG's liquidity
by the end of this quarter as TDG anticipates having a fully
available $245 million revolving credit facility and approximately
$450 million cash on the balance sheet, an increase of
approximately $220 million from the $234 million cash on the
balance sheet at end of FY2011 Q1.

Fitch has taken these rating actions:

TDI

  -- New senior secured term loan assigned 'BB/RR1';
  -- Old senior secured term loan withdrawn.

Fitch's existing ratings for TDG and TDI are:

TDG

  -- Long-term Issuer Default Rating 'B'.

TDI

  -- IDR 'B';
  -- Senior secured revolving credit facility 'BB/RR1';
  -- Senior subordinated notes 'B-/RR5'.


TRANT MANOR: Files Plan; City National Paid from Sale Proceeds
--------------------------------------------------------------
Trant Manor, LLC, filed with the U.S. Bankruptcy Court for the
Southern District of California on Oct. 29, 2010, its proposed
Plan of Reorganization under Chapter 11 of the Bankruptcy Code.

Immediately following the Effective Date of the Plan, the
Reorganized Debtor will begin marketing the Hotel Condominium
Units for sale.  Subject to Bankruptcy Court approval, the Debtor
will employ Coronado Island Realty as its broker. Coronado Island
Realty is both a creditor and an insider.

The Net Sale Proceeds will be distributed in accordance with the
Plan (i.e., first to City National Bank, next to pay the
Mechanics' Lien Claims, third to pay non-insider unsecured claims,
and finally to pay insider unsecured claims.

Pursuant to the Plan terms, City National Bank will receive on the
tenth day of each month the Net Operating Cash.  In addition, it
will receive the net proceeds of the sale of the Hotel Condominium
Units until is Allowed Claim is paid in full.

Non-insider General Unsecured Claims will be paid in full from the
Net Operating Cash and the net sale proceeds of of the Hotel
Condominium Units following the payment of City National Bank,
Allowed Priority Claims, and Allowed Mechanics' Lien Claims.

The Debtor's equity holders will maintain their equity interests
in the Debtor subject to the obligations under the Plan.

A copy of the Chapter 11 Plan of Reorganization is available for
free at http://bankrupt.com/misc/TrantManor.Plan.pdf

                      About Trant Manor, LLC

Coronado, California-based Trant Manor, LLC, filed for Chapter 11
bankruptcy protection on July 31, 2010 (Bankr. S.D. Calif. Case
No. 10-13663).  Alan Vanderhoff, Esq., at Vanderhoff Law,
represents the Debtor as counsel.  In its schedules, the Debtor
disclosed $10,453,395 in assets and $9,488,580 in debts as of the
Petition Date



TRICO MARINE: To Auction Off Additional Towing and Supply Vessels
-----------------------------------------------------------------
Trico Marine Services, Inc., intends to conduct an auction to sell
certain additional Towing and Supply vessels, in continuation of
the Company's exit from the Towing and Supply business.  The
United States Bankruptcy Court for the District of Delaware
recently issued an Order approving the auction process for the
sale of these vessels.

The vessels Trico intends to auction include the Elm River,
Suwanee River, Trinity River and Palma River, as well as any
additional vessels whose sales have not closed by the auction
date, and those vessels' related inventory.  The sale of the
vessels will be on an "as is, where is" basis.

Trico intends to conduct the auction on March 21, 2011 to procure
the highest and best price for the vessels, and the Court will
conduct a sales hearing on March 28, 2011 to approve the sale of
any auctioned vessel.

Upon receipt of an offer for any or all of the vessels prior to
the auction date, Trico Marine may, accept an offer and execute a
purchase agreement, subject to Court approval.  The Company may
then withdraw the vessel from consideration at the auction.

To participate in the auction, interested parties must submit
written notice by March 14, 2011 at 5:00 pm CT. For more
information please contact Mike Wallace at
mwallace@tricomarine.com or by calling (713) 780-9926.

Information regarding the vessels, including specifications, is
available on Trico Marine's website (http://www.tricomarine.com/).
Additional information is also available upon request by writing
to Trico Marine at 3200 Southwest Freeway, Suite 2950, Houston, TX
77027, Attn: Mike Wallace, or by using the email address and
telephone number above.

Access to court documents and other general information about the
Chapter 11 cases is available at http://dm.epiq11.com/trico.

                    About Trico Marine Group

Trico Marine Group is an integrated provider of subsea, trenching
and marine support vessels and services. Trico's towing and supply
division provides a broad range of marine support services to the
oil and gas industry through use of its diversified fleet of
vessels including the transportation of drilling materials,
supplies and crews to drilling rigs and other offshore facilities;
towing drilling rigs and equipment, and support for the
construction, installation, repair and maintenance of offshore
facilities. Trico's subsea services and trenching/installation
divisions control a well equipped fleet of vessels and operate a
fleet of modern ROVs and trenching and other subsea protection
equipment. The Trico Marine

Group is headquartered in The Woodlands, Texas and has a global
presence with operations in the North Sea, West Africa, Mexico,
Brazil and Southeast Asia.


TRONOX INC: Inks $125MM Asset Based Revolver with Wells Fargo
-------------------------------------------------------------
As reported in the Troubled Company Reporter on Feb. 15, 2011,
Tronox Incorporated consummated their reorganization under the
Bankruptcy Code and the Plan became effective.

In a regulatory filing Thursday, the Company discloses that on
Feb. 14, 2011, the Effective Date of the Pan, the Company and
certain of its subsidiaries (i) entered into an asset-based
revolving credit agreement, dated as of Feb. 14, 2011, for a
secured revolving credit facility with the lenders named therein
and Wells Fargo Capital Finance, LLC, as administrative agent and
(ii) extended the maturities on, and converted to an exit credit
facility, its existing senior secured super-priority debtor-in-
possession and exit credit and guaranty agreement, dated as of
Oct, 1, 2010 (the "Term Loan" and together with the Revolver, the
"Debt Agreements") for a secured term loan facility incurred by
Tronox Worldwide LLC, with the lenders named therein and Goldman
Sachs Lending Partners LLC, as administrative agent.

The Revolver is an asset-based facility, subject to a borrowing
base, with a commitment amount of $125.0 million guaranteed by the
Company and each domestic subsidiary of Tronox Worldwide LLC.  The
borrower under the Revolver is Tronox LLC.  Tronox LLC's
obligations under the Revolver are secured by a first priority
interest in all of the receivables and inventory of Tronox
Worldwide LLC and its subsidiaries (the "Revolver Collateral") and
a second priority security interest in the stock of Tronox
Worldwide LLC and certain of its subsidiaries, all other assets of
the Company and certain of its subsidiaries (the "Term
Collateral").

The Term Loan is a secured $425.0 million facility guaranteed by
the Company and each domestic subsidiary of the Tronox Worldwide
LLC.  The Term Loan is secured by a first priority security
interest in all Term Collateral and a second priority security
interest in the Revolving Collateral.

The Term Loan requires the prepayment of loans with net cash
proceeds received from certain asset sales, debt or equity
issuances and/or recovery events, and with a portion of the annual
excess cash flow of the Company.  The Revolver requires the
prepayment of loans with net cash proceeds received from certain
asset sales and or certain environmental insurance receivables.

Each Debt Agreement contains customary representations and
warranties, events of default, and affirmative and negative
covenants.

In addition, the Term Loan requires the Company and its domestic
subsidiaries to maintain certain minimum levels of EBITDA to
interest expense and maximum levels of indebtedness to EBITDA.
The Revolver also requires the Company to maintain a minimum level
of EBITDA to fixed charges during periods when excess borrowing
availability is below a certain minimum threshold.

The borrowings under the Term Loan and a portion of the
availability under the Revolver were used on the Effective Date to
fund certain obligations under the Plan.  The Revolver is also
available on a revolving basis to finance the working capital
needs and general corporate purposes of the Company and its
subsidiaries.

Full-text copies of the Debt Agreements are available for free at:

               http://researcharchives.com/t/s?7416

               http://researcharchives.com/t/s?7417

                        About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection on Jan. 13, 2009 (Bankr. S.D.N.Y.
Case No. 09-10156).  The case is before Hon. Allan L. Gropper.
Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M.
Adams, Esq., at Kirkland & Ellis LLP in New York, represent the
Debtors.  The Debtors also tapped Togut, Segal & Segal LLP as
conflicts counsel; Rothschild Inc. as investment bankers; Alvarez
& Marsal North America LLC, as restructuring consultants; and
Kurtzman Carson Consultants serves as notice and claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.

Until Sept. 30, 2008, Tronox was publicly traded on the New
York Stock Exchange under the symbols TRX and TRX.B.  Since then,
Tronox has traded on the Over the Counter Bulletin Board under the
symbols TROX.A.PK and TROX.B.PK.  As of Dec. 31, 2008, Tronox
had 19,107,367 outstanding shares of class A common stock and
22,889,431 outstanding shares of class B common stock.

On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors'
First Amended Joint Plan of Reorganization under Chapter 11 of the
Bankruptcy Code, dated November 5, 2010.  Under the Plan, Tronox
reorganized around its existing operating businesses, including
its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi;
Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia.


ULTIMATE ACQUISITION: Court Approves Jaffe Rait as Bankr. Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware Ultimate
authorized Acquisition Partners, LP, and CC Retail, LLC, to employ
Jaffe, Raitt, Heuer & Weiss, P. C., as counsel.

The firm is representing the Debtors in the Chapter 11 case.

As of the Petition Date, Jaffe is holding $70,409 as retainer.

The hourly rates of Jaffe's personnel are:

     Designations            Hourly Rates
     ------------            ------------
     Partners                $225 - $550
     Associates              $175 - $260
     Paralegals              $125 - $185

Judith Greenstone Miller, a partner at Jaffe, assures the Court
that Jaffe is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Jaffe can be reached at:

     JAFFE, RAITT, HEUER & WEISS, P.C.
     Jay L. Welford, Esq.
     Judith Greenstone Miller, Esq.
     27777 Franklin Road, Suite 2500
     Southfield, MI 48034
     Tel: (248) 351-3000
     Fax: (248) 351-3082
     E-mail: jwelford@jaffelaw.com
             jmiller@jaffelaw.com

                   About Ultimate Acquisition

Ultimate Acquisition Partners LP and CC Retail, LLC, which own the
U.S. consumer electronics store chain Ultimate Electronics, filed
for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-10245)
on January 26, 2011.

Ultimate Acquisition estimated assets and liabilities between
$100 million and $500 million.

Ultimate Acquisition Partners LP and CC Retail, LLC are specialty
retailers of high-end entertainment and consumer electronics with
46 stores in over a dozen states, primarily in the mid-west and
western United states.  Of the 46 stores, 35 are operated by UAP
and 11 are operated by CC Retail.  All are operated under the name
"Ultimate Electronics".  UAP and CC Retail have more than 1,500
full-time and part-time employees.

Kathleen Campbell Davis, Esq., Mark T. Hurford, Esq., and Marla
Rosoff Eskin, Esq., at Campbell & Levine LLC, serve as the
Debtor's bankruptcy counsel.  Kurtzman Carson Consultants LLC is
the claims and notice agent.

The cases are jointly administered.


ULTIMATE ACQUISITION: Wants Court to Approve Rejection Protocol
---------------------------------------------------------------
Ultimate Acquisition Partners LP and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware to approve the
proposed procedures for the rejection of executory contracts and
unexpired leases.

The Debtors propose these rejection procedures, among other
things, upon the Debtors determining to reject a lease or an
agreement, the Debtors shall file and serve by:

   a) facsimile or electronic mail and regular mail, or

   b) overnight delivery service a notice of the rejection of
      leases or agreements to

        i) the U.S. Trustee;

       ii) the landlords, the subtenants, counterparties, or third
           parties under the Leases or the Agreements to be
           rejected;

      iii) counsel to the Committee; and

       iv) any party having, to the best of the Debtors'
           knowledge, an interest in real property or personal
           property  subject to the Leases or the agreements being
           rejected pursuant to the rejection notice.

The Debtors say they need to establish a procedure for addressing
the rejection of its leases and agreements in connection with the
abandonment of personal property left by the Debtors at the leased
premises is already dealt with in the sale order.

The Debtors proposed March 10, 2011 at 3:00 p.m., as hearing date
to consider their request.  The Debtor also proposed March 4, 2011
@ 4:00 p.m., as deadline to file objections to the extension
request.

                   About Ultimate Acquisition

Ultimate Acquisition Partners LP and CC Retail, LLC, which own the
U.S. consumer electronics store chain Ultimate Electronics, filed
for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-10245)
on January 26, 2011.

Ultimate Acquisition estimated assets and liabilities between
$100 million and $500 million.

Ultimate Acquisition Partners LP and CC Retail, LLC are specialty
retailers of high-end entertainment and consumer electronics with
46 stores in over a dozen states, primarily in the mid-west and
western United states.  Of the 46 stores, 35 are operated by UAP
and 11 are operated by CC Retail.  All are operated under the name
"Ultimate Electronics".  UAP and CC Retail have more than 1,500
full-time and part-time employees.

Kathleen Campbell Davis, Esq., Mark T. Hurford, Esq., and Marla
Rosoff Eskin, Esq., at Campbell & Levine LLC, serve as the
Debtor's bankruptcy counsel.  Kurtzman Carson Consultants LLC is
the claims and notice agent.

The cases are jointly administered.


ULTIMATE ACQUISITION: Wants to Until March 27 to File Schedules
---------------------------------------------------------------
Ultimate Acquisition Partners LP and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware to extend the
deadline to file schedules of assets and liabilities, and
statements of financial affairs until March 27, 2011.

A hearing is set for March 29, 2011, at 10:30 a.m., to consider
the extension request.  Objections, if any, are due March 22, 2011
at 4:00 p.m.

The Debtors tell the Court that the extension of time should
provide sufficient time to assemble and verify information and
prepare their schedules and statements.

The Debtors say creditors and other parties in interest will
not be significantly harmed by the proposed extension of the
filing deadline, because even under the extended deadline, the
schedules and statements would be filed well in advance of any
planned bar date established in the chapter 11 cases.

                   About Ultimate Acquisition

Ultimate Acquisition Partners LP and CC Retail, LLC, which own the
U.S. consumer electronics store chain Ultimate Electronics, filed
for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-10245)
on January 26, 2011.

Ultimate Acquisition estimated assets and liabilities between
$100 million and $500 million.

Ultimate Acquisition Partners LP and CC Retail, LLC are specialty
retailers of high-end entertainment and consumer electronics with
46 stores in over a dozen states, primarily in the mid-west and
western United states.  Of the 46 stores, 35 are operated by UAP
and 11 are operated by CC Retail.  All are operated under the name
"Ultimate Electronics".  UAP and CC Retail have more than 1,500
full-time and part-time employees.

Kathleen Campbell Davis, Esq., Mark T. Hurford, Esq., and Marla
Rosoff Eskin, Esq., at Campbell & Levine LLC, serve as the
Debtor's bankruptcy counsel.  Kurtzman Carson Consultants LLC is
the claims and notice agent.

The cases are jointly administered



UNIFI INC: Appoints W. Jasper as Chairman, R. Berrier as COO
------------------------------------------------------------
Unifi, Inc., announced the appointments of William L. Jasper as
the Company's Chairman of the Board of Directors and R. Roger
Berrier, Jr. as President and Chief Operating Officer.  Mr. Jasper
will continue to serve as the Company's Chief Executive Officer.

"I am honored to be chosen as the Chairman of the Board of
Directors of Unifi.  I believe this is a great company with great
people and a bright future," said Bill Jasper, the new Chairman
and Chief Executive Officer of the Company.  "Further, I am very
pleased to have Roger as President and Chief Operating Officer.
He is a results-driven individual who shares my commitment to
continuous improvement in everything we do."

                            About Unifi

Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.

The Company's balance sheet at Dec. 26, 2010, showed
$514.80 million in total assets, $223.95 million in total
liabilities, and $290.84 million in stockholders' equity.

In December 2010, Standard & Poor's Ratings Services said that it
raised its corporate credit and senior secured debt ratings on
Greensboro, N.C.-based Unifi Inc. to 'B' from 'B-'.  The ratings
upgrade and stable outlook reflect S&P's belief that Unifi will
continue to improve its operating performance and sustain its
recently strengthened credit measures as it end-use markets
continue to recover.


UNIFI INC: Chairman S. Wener Passes Away; No Replacement So Far
---------------------------------------------------------------
Stephen Wener, the non-executive Chairman of the Board of
Directors of Unifi, Inc., passed away unexpectedly on Friday,
Feb. 18, 2011.  Mr. Wener, who was 67 years old, had served as a
member of the Board of Directors of the Company since 2007.

"We are deeply saddened by Steve's passing," said Bill Jasper,
President and CEO of Unifi.  "He had been very dedicated to the
success of our Company, and we were very fortunate to have had him
serve as a member of our Board of Directors.  His insight and
counsel, as well as his friendship, will be sincerely missed. On
behalf of all Unifi employees, I extend our deepest sympathy to
his entire family."

                            About Unifi

Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.

The Company's balance sheet at Dec. 26, 2010, showed
$514.80 million in total assets, $223.95 million in total
liabilities, and $290.84 million in stockholders' equity.

In December 2010, Standard & Poor's Ratings Services said that it
raised its corporate credit and senior secured debt ratings on
Greensboro, N.C.-based Unifi Inc. to 'B' from 'B-'.  The ratings
upgrade and stable outlook reflect S&P's belief that Unifi will
continue to improve its operating performance and sustain its
recently strengthened credit measures as it end-use markets
continue to recover.

In October 2010, Moody's Investors Service upgraded Unifi Inc.'s
Corporate Family Rating and Probability of Default ratings to 'B3'
from 'Caa1'.


UNITED REFINING: S&P Downgrades Ratings on $365 Mil. Notes to 'B'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its issue-
level rating on United Refining Co.'s proposed $365 million senior
secured notes due 2018 to 'B' (the same as the corporate credit
rating) from 'B+'.  At the same time, S&P has revised its recovery
rating on the proposed notes to '3' from '2', indicating its
expectation for meaningful (50% to 70%) recovery in the event of
payment default.

"The rating action follows United's plan to upsize its senior
secured note offering to $365 million from the originally proposed
$350 million, which will result in recovery at the upper end of
the 50% to 70% range, consistent with a '3' recovery rating," said
Standard & Poor's credit analyst Marc D. Bromberg.  The refiner
plans to use the proceeds to retire its $324 million of senior
unsecured notes due August 2012.  As of Nov. 30, 2010, United had
$520 million of adjusted debt.

Standard & Poor's ratings on Warren, Penn.-based United Refining
reflects the company's currently weak liquidity position, its
reliance on one refinery for most of its cash flows to service
debt and other obligations and its exposure to the cyclical PADD 1
region.  The current rating reflects S&P's expectation that
liquidity, which was more than $70 million on Nov. 30, 2010, will
be sufficient to cover fixed spending requirements in 2011 of
$50 million (liquidity will be further supported by an
approximately $36 million tax credit due by the spring and
potential proceeds from business interruption or settlements from
Enbridge as a result of the 6B rupture).  S&P characterizes the
business profile as vulnerable and the financial risk profile as
highly leveraged.

                           Ratings List

                       United Refining Co.

     Corporate credit rating                  B/Negative/--

                            Downgraded

                                              To      From
                                              --      ----
     Proposed $365 mil sr secd nts due 2018   B       B+
       Recovery Rating                        3       2


UNIVERSAL STEEPLEJACK: Case Summary & Creditors List
----------------------------------------------------
Debtor: Universal Steeplejack, Inc.
        211 Old Nyack Turnpike
        Spring Valley, NY 10977

Bankruptcy Case No.: 11-22311

Chapter 11 Petition Date: February 25, 2011

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

Judge: Robert D. Drain

Debtor's Counsel: Rosemarie E. Matera, Esq.
                  KURTZMAN MATERA, PC
                  664 Chestnut Ridge Road
                  Spring Valley, NY 10977
                  Tel: (845) 352-8800
                  Fax: (845) 352-8865
                  E-mail: law@kmpclaw.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/nysb11-22311.pdf

The petition was signed by George Cole, president.


USEC INC: Reports $7.50 Million Net Income in 2010
--------------------------------------------------
USEC Inc. filed its annual report on Form 10-K with the U.S.
Securities and Exchange Commission reporting net income of
$7.50 million on $2.03 billion of total revenue for the year ended
Dec. 31, 2010, compared with net income of $58.50 million on $2.04
billion on total revenue during the prior year.

USEC Inc. also reported net income of $9 million on $666.40
million of total revenue for the three months ended Dec. 31, 2010,
compared with net income of $49.50 million on $467.60 million of
total revenue for the same period a year ago.

The Company's balance sheet at Dec. 31, 2010 showed $3.84 billion
in total assets, $2.53 billion in total liabilities, and
$1.31 billion in total stockholders' equity.

"Efforts taken during 2010 to increase sales and reduce costs
resulted in a modest profit," said John K. Welch, USEC president
and chief executive officer.  "We improved the gross profit margin
from our initial guidance, made additional sales to our customers
and adjusted delivery dates for some SWU orders already under
contract."

"In addition, we had outstanding performance at the Paducah
Gaseous Diffusion Plant.  Employees worked to improve electric
power utilization, a key measure of production efficiency, by 2%
over 2009's outstanding performance. Paducah also worked to keep
the average number of production cells on line at its highest
level in 30 years," he said.

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

              http://ResearchArchives.com/t/s?73f7

A full-text copy of the annual report on Form 10-K is available
for free at http://researcharchives.com/t/s?7404

                         About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

                          *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


USEC INC: Revised Long-Term Incentive Program for 2011 Okayed
-------------------------------------------------------------
On Feb. 16, 2011, the Compensation Committee of the Board of
Directors of USEC Inc. approved a revised long-term incentive
program under the Company's 2009 Equity Incentive Plan to better
link pay to performance and to better motivate individuals to
achieve the Company's objectives.  The Company's named executive
officers identified in its proxy statement and other executives
participate in the long-term incentive program.  The new program:

   -- Replaced annual stock option grants to executives (which for
      2010 were made in an amount equal to a percentage of the
      Named Executive Officers' base salary as follows: CEO: 100%;
      other Named Executive Officers: 40% to 60%, depending on
      position) with performance-based restricted stock; and

   -- Reduced the amount of the existing annual grant of
      restricted stock to executives (which for 2010 were made in
      an amount equal to a percentage of the Named Executive
      Officers' base salary as follows: CEO: 175%; other Named
      Executive Officers: 100% to 120%, depending on position) and
      shifted that value into a new three-year performance-based
      cash incentive program.

Executives receive an annual grant of restricted stock that vests
ratably over three years from the date of grant.  The value of the
grant of restricted stock for the Named Executive Officers for
2011 is equal to a percentage of the executive's base salary as
follows: CEO: 75%; other Named Executive Officers: 50% to 60%,
depending on position.

Beginning in 2011, executives will receive a one-year performance-
based award of restricted stock that, subject to being earned,
vests over three years.  Target awards for the Named Executive
Officers for 2011 are based on a percentage of the executive's
base salary as follows: CEO: 100%; other Named Executive Officers:
50% to 60%, depending on position.  The target number of shares of
restricted stock will be calculated based on the Company's stock
price on the date that is seven days after the release of earnings
for the year ended Dec. 31, 2010, per our policy, and the shares
will vest over three years from that date.  Actual awards will be
determined by performance during the period Jan. 1, 2011 through
Dec. 31, 2011 against a pre-determined performance goal relating
to the Company's total shareholder return compared to the Russell
2000 total shareholder return.  Participants are eligible to
receive from 25% (threshold) to 150% (maximum) of their target
award based on performance, with performance below 25% (threshold)
level resulting in no award.

Beginning in 2011, each of the Named Executive Officers and
certain other executive officers participate in the Strategic
Incentive Plan under the Company's 2009 Equity Incentive Plan.  It
is designed to focus rewards on a limited number of highly
important objective targets that if completed will significantly
add to the long-term value of our business.  The Strategic
Incentive Plan is an objective, performance-based program which
rewards participants for successful performance against financial
and business strategy-based targets over a three-year period.  A
new overlapping three-year performance period will begin every
year.  The first performance period runs from Jan. 1, 2011 through
Dec. 31, 2013.  Under the Strategic Incentive Plan, the
participants are awarded the right to earn cash.  Each Named
Executive Officer's target award is based on a percentage of the
executive's base salary as follows: CEO: 100%; other Named
Executive Officers: 60%.  This amount is equal to the value of the
portion of the annual grant of restricted stock it is replacing.

Actual payout of these awards will be determined by the
performance of the Company during the period Jan. 1, 2011 through
Dec. 31, 2013 against two pre-determined performance goals
relating to the completion or attainment of objectively
determinable targets with respect to the Company's American
Centrifuge project and other strategic business objectives.
Awards will be granted following the completion of the performance
period.

For the initial performance period Jan. 1, 2011 through Dec. 31,
2013, there is a supplementary phase-in of the target awards to
take into account that no awards from prior performance periods
will be paying out during the first two years of the new plan.
Thus, the size of the target award for the initial performance
period is three times the normal annual amount.  For the initial
performance period only, there will be two pre-determined interim
performance goals as of the end of each of the first two years of
the performance period that are based on interim progress steps in
the achievement of the three-year goals.  Participants may "bank"
up to 25% of their target award during each of the first two years
of the initial performance period based solely on performance
against the interim performance goals.  This "banked" award will
become vested at the end of the three year initial performance
period regardless of the performance against the three year
performance goals.  Failure to satisfy any of the interim
performance goals will not have any effect on performance against
the three-year performance goals.

Participants may receive between 80% (threshold) to 120% (maximum)
of their target award based on performance, with performance below
the threshold (80%) level resulting in no award.  Interim "banked"
performance awards count against, and are not payable in addition
to, the overall award.  If, prior to the payout of an award with
respect to a performance period: (1) there is a change in control
of the Company and a participant's employment is terminated by the
Company other than for cause, fully vested awards will be made at
target regardless of performance; (2) a participant leaves the
Company due to retirement or termination by the Company other than
for cause, fully vested pro rated awards will be paid in
accordance with actual performance at the end of the performance
period at the same time as other awards are paid to executives;
and (3) a participant leaves the Company due to death or
disability, fully vested pro rated awards will be paid at target
regardless of performance.  Performance must be certified by the
Compensation Committee prior to any award being paid.

                          About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company's balance sheet at Dec. 31, 2010 showed $3.84 billion
in total assets, $2.53 billion in total liabilities, and
$1.31 billion in stockholders' equity.

                           *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


VALCOM INC: Posts $166,700 Net Loss in Dec. 31 Quarter
------------------------------------------------------
Valcom Inc. filed on Feb. 24, 2011, its quarterly report on Form
10-Q, reporting a net loss of $166,675 on $360,850 of revenues for
the three months ended Dec. 31, 2010, compared with a net loss of
$285,105 on $67,721 of revenues the same period of the prior
fiscal year.

The Company's balance sheet at Dec. 31, 2010, showed $8.3 million
in total assets, $4.9 million in total liabilities, and
stockholders' equity of $3.4 million.

"The Company incurred a net loss of $166,675 and negative cash
flows from operations of $45,506 for the three months ended
Dec. 31, 2010, and had an accumulated deficit of $12,921,369 at
Dec. 31, 2010, the Company said in the filing.  "These conditions
raise substantial doubt about the Company's ability to continue as
a going concern."

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

               http://researcharchives.com/t/s?741d

                        About Valcom Inc.

Indian Rocks Beach, Fla.-based Valcom Inc, and its subsidiaries
businesses include television production for network and
syndication programming, motion pictures, and  real  estate
holdings, however, revenue is primarily generated through the
lease of the sound stages and production, a TV network and live
event broadcasting including  real estate auctions.  The Company's
past and present clients include movie studios and television
networks.  In addition to leasing its sound stages, the Company
also has a library of television content for worldwide
distribution and acquired a further library of  film and
television series with the acquisition of Faith TV (now renamed My
Family TV).


VIA VENTURE: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Via Venture Realty, Inc.
        10 Ramsey Road
        Astoria, NY 11103

Bankruptcy Case No.: 11-41488

Chapter 11 Petition Date: February 25, 2011

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Jerome Feller

Debtor's Counsel: Bruce Feinstein, Esq.
                  LAW OFFICES OF BRUCE FEINSTEIN
                  86-66 110 Street
                  Richmond Hill, NY 11418
                  Tel: (718) 570-8100
                  E-mail: bf@bfesq.com

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

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

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nyeb11-41488.pdf

The petition was signed by Gasper Pecorella.


VILLA BELLAGIO: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Villa Bellagio Estates, LLC
        1931 Lock Haven Way
        Claremont, CA 91711
        Tel: (818) 421-9844

Bankruptcy Case No.: 11-18139

Chapter 11 Petition Date: February 25, 2011

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

Judge: Ellen Carroll

Debtor's Counsel: James B. Watkins, Esq.
                  150 E. Meda Avenue, Suite 220
                  Glendora, CA 91741
                  Tel: (626) 335-4755
                  Fax: (626) 513-4844
                  E-mail: jbwatkins@gmail.com

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

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

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

The petition was signed by Nolan E. Clark, president of managing
member.


VILLAGE AT STONECASTLE: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: The Village at Stonecastle, LLC
        P.O. Box 32066
        Charlotte, NC 28232-2066

Bankruptcy Case No.: 11-30441

Chapter 11 Petition Date: February 24, 2011

Court: U.S. Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: George R. Hodges

Debtor's Counsel: Joseph W. Grier, III, Esq.
                  GRIER, FURR & CRISP, P.A.
                  101 N. Tryon Street, Suite 1240
                  One Independence Center
                  Charlotte, NC 28246
                  Tel: (704) 332-0201
                  Fax: (704) 332-0215
                  E-mail: jgrier@grierlaw.com

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

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

The list of unsecured creditors filed together with its petition
does not contain any entry.

The petition was signed by Jerry Alan Reese, manager.


WENTWORTH HILLS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Wentworth Hills, LLC
        745 Boylston Street, Suite 502
        Boston, MA 02116

Bankruptcy Case No.: 11-11448

Chapter 11 Petition Date: February 24, 2011

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

Judge: William C. Hillman

About the Debtor: Wentworth Hills owns commercial real estate.

Debtor's Counsel: Kathleen R. Cruickshank, Esq.
                  MURPHY & KING P.C.
                  One Beacon Street
                  Boston, MA 02108
                  Tel: (617) 423-0400
                  Fax: (617) 556-8985
                  E-mail: bankruptcy@murphyking.com

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

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

Debtor-affiliate that filed separate Chapter 11 petition:

  Debtor                                     Case No.
  ------                                     --------
Wentworth Hills Property Operator, LLC       11-11450
  Assets: $0 to $50,000
  Debts: $1,000,001 to $10,000,000

In its list of 20 largest unsecured creditors, Wentworth Hills
Property Operator placed only one entry:

  Entity                 Nature of Claim        Claim Amount
  ------                 ---------------        ------------
Billy Casper Golf, LLC                          Unknown
8300 Boone Blvd.
Suite 350
Vienna, VA 22182

The petitions were signed by Anna Maria Collins, vice president,
Wentworth Manager, Inc.


WEST CORP: Reports $60.30 Million Net Income in 2010
----------------------------------------------------
West Corporation filed its annual report with the U.S. Securities
and Exchange Commission reporting net income of $60.30 million on
$2.39 billion of revenue for the year ended Dec. 31, 2010,
compared with net income of $90.97 million on $2.38 billion of
revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $3.00 billion
in total assets, $4.04 billion in total liabilities, $1.50 billion
in commitments and contingencies and a $2.54 billion stockholders'
deficit.

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

              http://ResearchArchives.com/t/s?73f8

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.

Moody's Investors Service upgraded the ratings on West
Corporation's existing senior secured term loan to Ba3 from B1 and
the rating on $650 million of existing senior notes due 2014 to B3
from Caa1 upon the closing of its recent refinancing transactions.
Concurrently, Moody's affirmed all other credit ratings including
the B2 Corporate Family Rating and B2 Probability of Default
Rating.  The rating outlook is stable.

Standard & Poor's Ratings Services assigned Omaha, Neb.-based
business process outsourcer West Corp.'s proposed $650 million
senior unsecured notes due 2019 its 'B' issue-level rating (one
notch lower than the 'B+' corporate credit rating on the company).
The recovery rating on this debt is '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.  The company will use proceeds from the proposed
transaction and some cash on the balance sheet to redeem its
$650 million 9.5% senior notes due 2014.


WESTMORELAND COAL: John O'Laughlin Accepts New VP Position
----------------------------------------------------------
On Feb. 21, 2011, John O'Laughlin, Westmoreland Coal Company's
former Vice President - Coal Operations, accepted a new position
within Westmoreland Coal Company as Vice President - Strategic
Sourcing and Asset Management.  This new role is not a named
executive officer position.

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company is an
energy company whose operations include five surface coal mines in
Montana, North Dakota and Texas and two coal-fired power-
generating units with a total capacity of 230 megawatts in North
Carolina.  The Company sold 24.3 million tons of coal in 2009.
The Company's two principal operating segments are its coal
segment and its power segment, in addition to two non-operating
segments.

The Company's balance sheet at Sept. 30, 2010, showed
$765.0 million in total assets, $898.75 million in total
liabilities, and a stockholders' deficit of $133.75 million.

As reported in the Troubled Company Reporter on March 15, 2010,
KPMG LLP, in Denver, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring losses from
operations, working capital deficit and net capital deficiency.


WILLOWBROOK VILLAGE: Case Summary & 13 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Willowbrook Village, Inc.
        aka TCI Willowbrook Village, Inc.
        aka Willowbrook Shopping Center
        6371 Bridge Street, Suite 373
        Fort Worth, TX 76112

Bankruptcy Case No.: 11-41042

Chapter 11 Petition Date: February 25, 2011

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: D. Michael Lynn

Debtor's Counsel: Robert A. Simon, Esq.
                  BARLOW GARSEK & SIMON, LLP
                  3815 Lisbon Street
                  Fort Worth, TX 76107
                  Tel: (817) 731-4500
                  Fax: (817) 731-6200
                  E-mail: rsimon@bgsfirm.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 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/txnb11-41042.pdf

The petition was signed by Richard D. Morgan, vice president.


WORKFLOW MANAGEMENT: Plan Approved, Owner Perseus Keeps Stock
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the bankruptcy judge on Feb. 25 signed an order
confirming Workflow Management Inc.'s Chapter 11 plan.

Mr. Rochelle relates that confirmation was made possible when the
unsecured creditors' committee became supporters of the plan in
January after the pot for their constituency was increased to
$2 million.  Before the pot was doubled, unsecured creditors of
the operating companies -- with claims estimated at $25 million --
were estimated to receive between 1% and 4%.

Mr. Rochelle says the revised plan calls for funds managed by
affiliates of Perseus LLC, the existing owner, to receive 41.5% of
the new common stock in return for a $12.5 million investment.
The plan is supported by the agent for second-lien lenders owed
$196.5 million.

A copy of the disclosure statement to the Third Amended Plan of
Reorganization, filed Jan. 21, 2011, is available for free at:

      http://bankrupt.com/misc/Workflow_3rdAmended_DS.pdf

                      About Workflow Management

Headquartered in Dayton, Ohio Workflow Management, Inc., fka
Workflow Graphics, Inc. -- http://www.workflowone.com/-- offers
commercial printing services, including print buying and document
management capabilities, through three divisions: WorkflowOne,
Freedom Graphics Services, and United Envelope.  It also
distributes office products and promotional items through an
online ordering system.  Its customers include both small and
large companies throughout North America in such sectors as
financial services, health care, retail, and government.

Workflow Management Inc., and its affiliates, filed for Chapter 11
bankruptcy protection on September 29, 2010 (Bankr. E.D. Va. Lead
Case No. 10-74617).  Cullen A. Drescher, Esq., Daniel F. Blanks,
Esq., Douglas M. Foley, Esq., and Patrick L. Hayden, Esq., at
McGuireWoods LLP; Sarah Beckett Boehm, Esq., at McGuireWoods LLP;
and Rosa J. Evergreen, Esq., at Arnold & Porter LLP, assist the
Debtors in their restructuring effort.  Arnold & Porter LLP is the
Debtors' special counsel.  Kaufman & Canoles, P.C., is the
Debtors' corporate counsel.  FTI Consulting is the Debtors'
financial advisor.  Kurtzman Carson Consultants LLC is the
Debtors' claims agent.  The Official Committee of Unsecured
Creditors retained Venable LLP as counsel and Protiviti Inc. as
financial advisor.

Workflow Management estimated assets and debts at $100 million to
$500 million as of the Chapter 11 filing.


WSF REALTY: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: WSF Realty, LLC
        75 Lane Road
        Fairfield, NJ 07004

Bankruptcy Case No.: 11-15268

Chapter 11 Petition Date: February 24, 2011

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

Judge: Morris Stern

Debtor's Counsel: Roger B. Radol, Esq.
                  KLEIN & RADOL, LLC
                  15 Engle Street, Suite 102
                  Englewood, NJ 07631
                  Tel: (201) 567-6557
                  Fax: (201) 567-6335
                  E-mail: radolbankruptcy@gmail.com

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

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

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

The petition was signed by Khaled Mostafa, president.


YMCA OF MCHENRY: YMCA Camp Algonquin Will Close on March 17
-----------------------------------------------------------
Chelsea McDougall at Northwest Herald reports that YMCA Camp
Algonquin will close its doors March 17, 2011, after falling
victim to the local YMCA's bankruptcy filing.

According to Northwest Herald, the camp which is managed by the
McHenry County YMCA that filed for Chapter 11 bankruptcy in
January.  At the time of filing, the local YMCA cited pending
lawsuits as one of several reasons for forcing it into bankruptcy.
YMCA of McHenry County is named as a defendant in at least two
lawsuits from drowning deaths at Camp Algonquin.

Crystal Lake, Illinois-based YMCA of McHenry County filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 11-80295) on Jan.
26, 2011.  Rosanne Ciambrone, Esq., at Duane Morris LLP, in
Chicago, Illinois, represents the Debtor.  The Debtor estimated
assets and debts of $1,000,001 to $10,000,000 as of the Petition
Date.


ZALE CORP: Reports $27.21-Mil. Net Earnings in Jan. 31 Quarter
--------------------------------------------------------------
Zale Corporation announced results for the second fiscal quarter
ended Jan. 31, 2011.  The Company reported net earnings of
$27.21 million on $626.41 million of revenue for the three months
ended Jan. 31, 2011, compared with net earnings of $6.65 million
on $582.25 million of revenue for the same period during the prior
year.

The Company's balance sheet at Jan. 31, 2011, showed $1.20 billion
in total assets, $960.97 million in total liabilities, and
$244.02 million in stockholders' investment.

"Our financial performance for the critical second quarter
reflects the collaborative efforts of our total organization
focusing on one objective - delivering a successful Holiday,"
commented Theo Killion, Chief Executive Officer.  "In doing so,
we've taken an important step towards our goal of returning to
profitability."

"This quarter marked a turning point for the Company as we
returned to positive same store sales," commented Matt Appel,
Executive Vice President and Chief Financial Officer.  "We are
pleased with the results to date from our turnaround initiatives."

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

              http://ResearchArchives.com/t/s?73f9

                      About Zale Corporation

Based in Dallas, Texas, Zale Corporation (NYSE: ZLC) --
http://www.zalecorp.com/-- is a specialty retailer of diamonds
and other jewelry products in North America, operating
approximately 1,900 retail locations throughout the United States,
Canada and Puerto Rico, as well as online. Zale Corporation's
brands include Zales Jewelers, Zales Outlet, Gordon's Jewelers,
Peoples Jewellers, Mappins Jewellers and Piercing Pagoda.  Zale
also operates online at http://www.zales.com/,
http://www.zalesoutlet.com/,
http://www.gordonsjewelers.com/and http://www.pagoda.com/

Zale reported a net loss of $93.67 million on $1.62 billion of
revenues for the year ended July 31, 2010, compared with a net
loss of $166.35 million on $1.78 billion of revenues for the same
period a year ago.

As reported by the Troubled Company Reporter on February 10, 2010,
The Deal.com's Sara Behunek reported that analysts said bankruptcy
looms for Zale if it fails to restructure its debt and put in
place a solid merchandising strategy.


* Circuit Court to Rehear Decision Halting Trustee Suit
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the entire U.S. Court of Appeals in New Orleans
decided last week to rehear a case where Chief Judge Edith H.
Jones issued an opinion in September limiting the ability of a
bankruptcy trustee to collect a $1 million judgment because the
bankrupt had committed a fraud on the bankruptcy court.  The case
is Reed v. City of Arlington, 08-11098, U.S. Court of Appeals for
the Fifth Circuit (New Orleans).


* 2010 Bank Failures at 18-Year High; Problem Banks Reach 884
-------------------------------------------------------------
The Federal Deposit Insurance Corp. said 30 insured institutions
failed during the fourth quarter and an additional 73 were
absorbed in mergers.  For all of 2010, mergers absorbed 197
institutions, while 157 insured commercial banks and savings
institutions failed.  This is the largest annual number of bank
failures since 1992, when 181 institutions failed.  Only 11 new
reporters were added during 2010, the smallest annual total in the
FDIC's 77-year history.

The number of institutions on the FDIC's "Problem List" increased
from 860 in the third quarter to 884 in the fourth quarter.  There
were 775 banks on the list at the end of the first quarter and 829
at June 30.

Total assets of "problem" institutions increased from $379 billion
at Sept. 30, 2010, to $390 billion at the end of the fourth
quarter.  The assets though are below the $403 billion reported at
year-end 2009.

FDIC Chairman Sheila C. Bair notes the rate of increase in the
number of "problem" banks has declined in each of the past four
quarters.  Thirty insured institutions failed during the fourth
quarter, bringing the total number of failures for the full year
to 157.  "As we have repeatedly stated, we believe that the number
of failures peaked in 2010, and we expect both the number and
total assets of this year's failures to be lower than last
year's," added Bair.

                Problem Institutions        Failed Institutions
                --------------------        -------------------
Year           Number  Assets (Mil)        Number Assets (Mil)
----           ------  ------------        ------ ------------
2010              884      $390,017         157        $92,085
2009              702      $402,800         140       $169,700
2008              252      $159,405          25       $371,945
2007               76       $22,189           3         $2,615
2006               50        $8,265           0             $0
2005               52        $6,607           0             $0
2004               80       $28,250           4           $170

Federal regulators assign a composite rating to each financial
institution, based upon an evaluation of financial and operational
criteria.  The rating is based on a scale of 1 to 5 in ascending
order of supervisory concern.  "Problem" institutions are those
institutions with financial, operational, or managerial weaknesses
that threaten their continued financial viability. Depending upon
the degree of risk and supervisory concern, they are rated either
a "4" or "5."  The number and assets of "problem" institutions are
based on FDIC composite ratings.  Prior to March 31, 2008, for
institutions whose primary federal regulator was the OTS, the OTS
composite rating was used.


* Financial Institutions Earned $21.7 Billion in 4th Quarter
------------------------------------------------------------
Commercial banks and savings institutions insured by the Federal
Deposit Insurance Corporation reported an aggregate profit of
$21.7 billion in the fourth quarter of 2010, a $23.5 billion
improvement from the $1.8 billion net loss the industry reported
in the fourth quarter of 2009.  This is the sixth consecutive
quarter that earnings registered a year-over-year increase.

"Overall, 2010 was a turnaround year with four straight quarters
of positive earnings," said FDIC Chairman Sheila C. Bair.  "We are
encouraged not only by the rising trend in total industry net
income, but also by the fact that a substantial majority of
insured institutions are participating in this trend."

Almost two-thirds of all institutions (62%) reported improvements
in their quarterly net income from a year ago.  The average return
on assets (ROA), a basic yardstick of profitability, rose to
0.65%, from negative 0.06% a year ago.  Although community banks'
aggregate return on assets lags the ROA for larger institutions,
as a group they are recovering, as most community banks reported
higher earnings than a year ago.

As has been the case in each of the past five quarters, reductions
in provisions for loan losses were responsible for most of the
year-over-year improvement in earnings.  Fourth-quarter loss
provisions totaled $31.6 billion, slightly more than half the
$62.9 billion that insured institutions set aside for losses in
the fourth quarter of 2009.  In addition to the savings from lower
provisions, net operating revenue (net interest income plus total
noninterest income) was $2.8 billion (1.7%) higher than a year
earlier, and realized gains on securities increased by
$2.3 billion.

Asset-quality trends showed further improvement as noncurrent
loans and leases (those 90 days or more past due or in nonaccrual
status) fell for a third consecutive quarter.  Insured banks and
thrifts charged off $41.9 billion in uncollectible loans during
the quarter, down $13 billion (23.7%) from a year earlier.

Financial results for the fourth quarter and the full year are
contained in the FDIC's latest Quarterly Banking Profile.

Also among the findings:

   * Amended financial reports caused significant changes to
industry earnings in three previous quarters.  As a result of the
restatements, first quarter 2009 net income declined from a
previously reported $7.6 billion profit to a $6.5 billion net
loss.  Second quarter 2009 net income dropped from a $3.7 billion
net loss to a $12.7 billion net loss.  And, third quarter 2010 net
income increased from $14.5 billion to $24.7 billion.  Full-year
2009 net income declined from a $12.5 billion profit to a $10.6
billion net loss.  Virtually all of the revisions resulted from
corrections in the amounts and timing of the recognition of
charges for goodwill impairment at one large institution.

   * Full-year net income rose to a three-year high.  For all of
2010, insured institutions earned $87.5 billion, the highest full-
year total since 2007, when the industry earned $99.9 billion.
Lower expenses for loan-loss provisions and goodwill impairment
were the principal factors in the $98.1 billion year-over-year
improvement in net income.  Provisions for loan losses were $92.6
billion lower than in 2009, while charges for goodwill impairment
fell by $28.7 billion.  Other positive contributions to the
improvement in earnings came from net operating revenue, which was
$10.8 billion higher than in 2009, and realized gains on
securities, which were also $10.8 billion higher.  More than two
out of every three institutions (67.5%) reported higher earnings
in 2010, and the proportion of institutions reporting net losses
for the year improved from 31% in 2009 to 21% in 2010.

   * Loan balances continued to decline.  Total loans and leases
fell for the ninth time in the past ten quarters (the one
exception resulted from changes in reporting rules, not from
actual loan growth).  The net decline in balances in the fourth
quarter totaled $13.6 billion (0.2%).  The largest reductions in
loan portfolios occurred in real estate construction loans (down
$32.5 billion, or 9.2%), non credit card consumer loans (down $29
billion, or 4.9%), and home equity lines of credit (down $11
billion, or 1.7%).  Balances increased during the quarter in
credit card portfolios (up $18.1 billion, or 2.6%), one- to four-
family residential real estate loans (up $17 billion, or 0.9%),
and loans to commercial and industrial borrowers (up $11.8
billion, or 1%). Almost 60% of insured institutions reported
declines in loan balances in the fourth quarter.

   * The number of institutions on the FDIC's "Problem List" rose
from 860 to 884.  Total assets of "problem" institutions increased
to $390 billion from $379 billion in the prior quarter, but are
below the $403 billion reported at year-end 2009.  The rate of
increase in the number of "problem" banks has declined in each of
the past four quarters.  Thirty insured institutions failed during
the fourth quarter, bringing the total number of failures for the
full year to 157.  "As we have repeatedly stated, we believe that
the number of failures peaked in 2010, and we expect both the
number and total assets of this year's failures to be lower than
last year's," added Chairman Bair.

   * The Deposit Insurance Fund (DIF) balance increased for the
fourth consecutive quarter. The DIF balance -- the net worth of
the fund -- rose from negative $8.0 billion to negative $7.4
billion (unaudited) during the fourth quarter. The increase in the
fund stemmed primarily from assessment revenues and an improving
outlook for losses from future failures. The contingent loss
reserve, which covers the costs of expected failures, fell from
$21.3 billion to $17.7 billion during the quarter.  While part of
the decline reflects the removal of amounts reserved for banks
that failed, part also reflects lower anticipated costs from
future failure activity.  Liquid resources (cash and marketable
securities) stood at $46.2 billion at the end of the year,
compared to $43.7 billion at the end of the third quarter.  "We
expect the DIF balance will turn positive in 2011," Chairman Bair
said, adding that "there is ample liquidity to meet our
obligations arising from past and future bank failures."

    * Total insured deposits increased by 14.8% ($799 billion)
during the quarter. This increase reflects additional, temporary
coverage of non-interest bearing transaction accounts authorized
by the Dodd-Frank Act. This additional coverage will last through
the end of 2012.

In conclusion, Chairman Bair said, "Insured institutions made
considerable progress in 2010.  The return to industry
profitability and the improving trend in asset quality were
positive developments.  Cleaning up balance sheets is only a first
step.  Now, we are looking to the industry to take the next step,
and begin to build their loan portfolios.  The long-term health of
both the industry and our economy will depend on a responsible
expansion of bank lending at this pivotal point in the economic
recovery."

The complete Quarterly Banking Profile is available at
http://www2.fdic.gov/qbpon the FDIC Web site.


* Justice Dept. Sues New Mexico Man in Alleged $76MM Ponzi Scheme
-----------------------------------------------------------------
Dow Jones' Small Cap reports that the U.S. government alleged in
an indictment unsealed that a New Mexico man who once ran the
largest independent residential brokerage in the state bilked
hundreds of investors through a $76 million Ponzi scheme.


* U.S. House Republicans Move to End Foreclosure Aid Programs
-------------------------------------------------------------
Carla Main at Bloomberg News reports that U.S. House Republicans
plan to move forward with bills that would end anti-foreclosure
programs put in place by the administration of President Barack
Obama.  The House Financial Services Committee is set to consider
bills to terminate four mortgage assistance programs, including
the Treasury Department's Home Affordable Modification Program, or
HAMP.  HAMP has failed to reach Obama's goal of helping 3 million
to 4 million homeowners avoid foreclosure.


* Utah Governor Says State Bankruptcies Should Be 'Last Resort'
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Utah Governor Gary Herbert
said that giving states the option to seek bankruptcy protection
should be considered only as a "last resort."


* Duane Morris Looking to Buy or Merge With U.K. Firm
-----------------------------------------------------
Andrea Tan, writing for Bloomberg News, reports that Philadelphia-
based law firm Duane Morris LLP wants to buy or merge with a firm
in the U.K., Chairman John Soroko said in an interview in
Singapore.

"We're actively considering and identifying the people we should
have discussions with," Mr. Soroko said, according to Ms. Tan.
"We've a real desire to grow in London as this will help leverage
us into other international markets." Duane Morris has 9 lawyers
in its London office in the U.K., which has a $37 billion legal
market.

Duane Morris may also open offices in Latin America, including
Brazil and Mexico, and in Southeast and South Asia this year, said
Eduardo Ramos-Gomez, a Singapore-based partner and former Mexican
ambassador to the city-state, according to Bloomberg.  Those
markets are "major hubs of growth," Mr. Gomez said.  Duane Morris
expects to boost the number of lawyers in Asia to about 40 from 30
by the end of the year, Mr. Gomez said.



* 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       1,149.6       292.8      (79.8)
AEGERION PHARMAC    AEGR US          2.9       (29.5)     (27.3)
ALASKA COMM SYS     ALSK US        620.6         1.4      (20.5)
AMER AXLE & MFG     AXL US       2,114.7        33.0     (468.1)
AMERICAN STANDAR    ASEN US          0.0        (0.1)      (0.1)
AMR CORP            AMR US      25,088.0    (1,942.0)  (3,945.0)
ANACOR PHARMACEU    ANAC US         20.4        (1.6)      (8.2)
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     2,326.8         -       (109.0)
BOARDWALK REAL E    BEI-U CN     2,326.8         -       (109.0)
BOSTON PIZZA R-U    BPF-U CN       112.0         2.0     (115.5)
CABLEVISION SY-A    CVC US       8,840.7      (522.2)  (6,280.7)
CAMPUS CREST COM    CCG US         327.5         -        (60.7)
CANADIAN SATEL-A    XSR CN         188.3       (44.0)      (6.1)
CC MEDIA-A          CCMO US     17,479.9     1,504.6   (7,204.7)
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         411.7        (1.7)     (58.1)
CLEVELAND BIOLAB    CBLI US         11.9        (9.7)     (10.0)
COLUMBIA LABORAT    CBRX US         28.9        13.3      (12.1)
COMMERCIAL VEHIC    CVGI US        286.2       116.1       (0.1)
CUMULUS MEDIA-A     CMLS US        324.1        (2.5)    (349.3)
DENNY'S CORP        DENN US        311.2       (27.8)    (103.7)
DISH NETWORK-A      DISH US      9,632.2        74.1   (1,133.4)
DISH NETWORK-A      EOT GR       9,632.2        74.1   (1,133.4)
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        6,239.0       966.0   (1,075.0)
ENDOCYTE INC        ECYT US         11.4         4.7       (2.6)
EPICEPT CORP        EPCT SS          6.7        (1.1)     (14.2)
EXELIXIS INC        EXEL US        360.8       (16.5)    (228.3)
FIRST SURGICAL P    FSPI US          -          (0.0)      (0.0)
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       2,806.8       268.0     (530.7)
HICKS ACQUISITIO    HKACU US         0.8        (0.8)      (0.1)
HICKS ACQUISITIO    HKAC 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)
IDENIX PHARM        IDIX US         63.1        24.0      (21.3)
INCYTE CORP         INCY US        489.6       341.9      (88.6)
IPCS INC            IPCS US        559.2        72.1      (33.0)
ISTA PHARMACEUTI    ISTA US        134.2        15.8      (79.1)
JAZZ PHARMACEUTI    JAZZ US        108.0       (13.3)      (0.8)
JUST ENERGY GROU    JE CN        1,760.9      (339.4)    (328.6)
KNOLOGY INC         KNOL US        787.7        20.4      (15.9)
KV PHARM-A          KV/A US        358.6       (81.1)    (139.1)
KV PHARM-B          KV/B US        358.6       (81.1)    (139.1)
LIGHTING SCIENCE    LSCG US         60.0        28.3     (122.4)
LIN TV CORP-CL A    TVL US         782.4        21.2     (146.9)
LIZ CLAIBORNE       LIZ US       1,257.7        39.0      (21.7)
LORILLARD INC       LO US        3,296.0     1,509.0     (225.0)
MAINSTREET EQUIT    MEQ CN         448.9         -         (9.0)
MANNKIND CORP       MNKD US        277.3        55.8     (185.5)
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        854.5        77.3     (318.4)
NAVISTAR INTL       NAV US       9,730.0     2,246.0     (924.0)
NEWCASTLE INVT C    NCT US       3,760.1         -       (591.2)
NEXSTAR BROADC-A    NXST US        607.6        31.2     (189.9)
NORTH AMERICAN G    NMGL US          0.0        (0.1)      (0.1)
NPS PHARM INC       NPSP US        228.9       133.8     (155.3)
NYMOX PHARMACEUT    NYMX US          0.9        (1.0)      (1.8)
OTELCO INC-IDS      OTT US         322.1        22.0       (5.2)
OTELCO INC-IDS      OTT-U CN       322.1        22.0       (5.2)
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)
QWEST COMMUNICAT    Q US        17,220.0    (1,649.0)  (1,655.0)
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       1,086.7       157.6     (696.4)
RIGNET INC          RNET US         93.2         9.5      (11.6)
RSC HOLDINGS INC    RRR US       2,718.0       (60.8)     (37.3)
RURAL/METRO CORP    RURL US        285.3        60.1      (98.6)
SALLY BEAUTY HOL    SBH US       1,670.4       371.1     (406.1)
SINCLAIR BROAD-A    SBGI US      1,485.9        36.4     (157.1)
SINCLAIR BROAD-A    SBTA GR      1,485.9        36.4     (157.1)
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       1,162.7         -       (132.4)
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       2,546.9         -       (527.9)
TEAM HEALTH HOLD    TMH US         807.7        17.9      (51.4)
THERAVANCE          THRX US        212.6       161.1     (141.1)
UNISYS CORP         UIS US       3,020.9       538.7     (933.8)
UNITED RENTALS      URI US       3,693.0       156.0      (20.0)
VECTOR GROUP LTD    VGR US         949.6       299.9      (46.2)
VENOCO INC          VQ US          750.9       (11.6)     (84.2)
VIRGIN MOBILE-A     VM US          307.4      (138.3)    (244.2)
VISTEON CORP        VC US        5,147.0     1,184.0     (737.0)
VONAGE HOLDINGS     VG US          260.4       (67.7)    (129.6)
WARNER MUSIC GRO    WMG US       3,604.0      (602.0)    (228.0)
WEIGHT WATCHERS     WTW US       1,092.0      (348.7)    (690.8)
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       4,271.7     1,371.3      (68.8)



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases by individuals and business entities estimating
assets and debts or disclosing assets and liabilities at less than
$1,000,000.  The list includes links to freely downloadable images
of the small-dollar business-related petitions in Acrobat PDF
format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                          *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G.
Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez,
Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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