TCR_Public/110309.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Wednesday, March 9, 2011, Vol. 15, No. 67

                            Headlines

A+HC HOLDING: Taps Charles A. Cuprill as Bankruptcy Counsel
A+HC HOLDING: Wants To Hire CPA Luis as Financial Consultant
ACANDS, INC: Garlock Wants to Intervene in 12 Bankruptcy Cases
AEI SERVICES: S&P Withdraws 'BB-' Corporate Credit Rating
AES THAMES: Has Until March 17 to File Schedules of Assets & Debts

AES THAMES: Taps Murtha Cullina on Environmental Energy Matters
AFFILIATED MEDIA: Bids for Freedom Comms' Assets Due Thursday
AMERICA'S SUPPLIERS: Eric Best Appointed as Director
AMERICAN NATIONAL LAWYERS: Deadline for Claims Set for May 16
ANCHOR BLUE: Wins Nod to Sell HQ FF&E to Insiders

ANCHOR BLUE: Wins OK to Sell Intellectual Property to Perry
ANCHOR BLUE: Court OKs Rejection of PivotLink Service Agreement
ANTHONY SCHOTT: Nijjar Barred From Suing Over Dischargeability
ARMSTRONG WORLD: Garlock Wants to Intervene in 12 Bankruptcy Cases
BERNARD L MADOFF: Feeder Fairfield Goes on Recovery Rampage

BLOCKBUSTER INC: Sale Procedures Hearing Adjourned to March 10
BLOCKBUSTER INC: Universal Studios Seeks Prompt Payment of Claims
BLOCKBUSTER INC: Utilities Want Security Deposits Doubled
BLUEGREEN CORP: Inks $60MM Revolving Facility With Liberty Bank
B.R. SUMMERLIN: Taps Gordon Silver to Handle Reorganization Case

BRAMPTON PLANTATION: Branch Banking Wants Ch. 11 Case Dismissed
BRIGHAM EXPLORATION: S&P Cuts Rating to $300 Mil. Notes to 'B-'
BRUNSCHWIG & FILS: Kravet Inc. Wins Auction for Firm
C&H ARIZONA: Court Approves MCA Financial as Financial Advisor
CAESARS ENTERTAINMENT: Files Form 10-K; Posts $823.30MM Net Loss

CAESARS ENTERTAINMENT: S&P Gives 'B-' to Ling and Octavius
CAPITOL BANCORP: Common Stock Delisted From NYSE
CAPITOL BANCORP: Incurs $254.36 Million Net Loss in 2010
CASCADE ACCEPTANCE: Court Accepts Farella Braun's Fees
CATALYST PAPER: Says It Gained Momentum Despite Market Challenges

CB HOLDING: Wants to Double DIP Loan Due to Sale Delays
CHAMPION ENTERPRISES: Cleared to Liquidate in Chapter 11
CHARLES COWIN: Hires CB Richard Ellis for Appraisal Services
CHARLES COWIN: Hires Kevin Colbert as Special Litigation Counsel
CHRISTOPHER COUGHLIN: Parties Ignore Chapter 7 Conversion Order

COLETO CREEK: S&P Withdraws 'B+' Rating to $735 Mil. Senior Loan
COMBUSTION ENGINEERING: Garlock Wants to Intervene in 12 Cases
CREDIT-BASED ASSET: Plan Set for April 11 Confirmation
DAVID BROWN: Creditors Seek to Seize Assets
DBSI INC: TIC Investors Object to Florissant Plan

DENTON LONE: To Present Plan for Confirmation on March 21
DIGITILITI INC: Completes Sale of $1.11MM Note and Warrants
DIVINE SQUARE: Files Schedules of Assets & Liabilities
DIVINE SQUARE: Hires TM Realty Services as Property Manager
DOCTORS INSURANCE RECIPROCAL: Deadline for Claims Set for May 16

DUKE AND KING ACQUISITION: Court OKs Committee Counsel Engagements
DUNE ENERGY: Incurs $75.53 Million Net Loss in 2010
DUNE ENERGY: Edward Heil Discloses 3.5% Equity Stake
DUNE ENERGY: UBS AG Discloses 22.83% Equity Stake
EAST BAY: Taps Ruth Auerbach to Handle Coast Capital Proceedings

EDHSAN MILLWORKS: Case Summary & 20 Largest Unsecured Creditors
ELITE PHARMACEUTICALS: FDA to Remove 500 Products From Market
EQK BRIDGEVIEW: Sec. 363 Does Not Permit Asset Swap
EVANS OIL: Court Approves Garden City as Claims Agent
EVANS OIL: Court Approves Hahn Loeser as Bankruptcy Counsel

EVANS OIL: Court Approves Parkland Group as Restructuring Advisor
FAIRFIELD SENTRY: Files Suits to Pay Off Madoff Suit
FLINTKOTE COMPANY: Garlock Wants to Intervene in 12 Cases
FRANK PARSONS: Committee Taps NHB Advisors as Financial Advisor
FRANK PARSONS: Committee Taps Pachulski Stang as Counsel

FRANK PARSONS: Committee Taps Whiteford Taylor as Local Counsel
FREDDIE WAYNE LONG: Court Rules on ReVest Summary Judgment Bids
FREEDOM COMMUNICATIONS: Final Bids for Assets Due Thursday
FRENCH BROAD: Plan Confirmation Hearing on April 20
FREY MECHANICAL: Ch. 7 Trustee May Recoup $400,000 in Insider Suit

FUSION CUISINE: Ch. 7 Trustee Seeks to Sell Property to Landlords
GARDNER DENVER: S&P Affirms 'BB' Corporate Credit Rating
GARY PHILLIPS: Creditors Panel Has Greenlight to Hire Hodges
GARY PHILLIPS: Court Denies Employment of Crye-Leike Realtors
GARY PHILLIPS: Wants $9,800 TruPoint Construction Draws Continued

GARY WASHINGTON: No Stay Extension in Second Chapter 11 Case
GENERAL MOTORS: Court OKs Class Suit Status vs. GM Canada
GLC LIMITED: U.S. Trustee Appoints 5 Members to Creditors Panel
GLC LIMITED: Creditors Panel Taps Morris Manning as Counsel
GLC LIMITED: Gets Court's Nod to Use Cash Collateral

GMX RESOURCES: Incurs $146.87-Mil. Net Loss in Fourth Quarter
GREAT ATLANTIC & PACIFIC: Files Statement of Financial Affairs
GREAT ATLANTIC & PACIFIC: Wants Add'l Members to Committee
GREAT ATLANTIC & PACIFIC: Addresses Store Closing Objections
HARRY & DAVID: Misses Payments on Two Note Issues

HEADWATERS INC: S&P Affirms Corporate Credit Rating at 'B'
HOMEBANC MORTGAGE: Alston & Bird Settles Lawsuit Over Fees
HOVNANIAN ENTERPRISES: Swings to $64-Mil. Net Loss in Jan. 31 Qtr.
HUTCHINSON TECH: To Cut Up to 40% of Workforce in Restructuring
IA GLOBAL: Chief Executive's Contract Extended Until June

ICOP DIGITAL: Nashville Police Seeks to Recover Reimbursement
INFUSION BRANDS: Agrees to Forfeit Ownership Interest in BYOC
INNKEEPERS USA: Sale Plan Provides Benefits to Owner Apollo
IRH VINTAGE: Files New Plan to Beat Foreclosure
ISE LIMITED: Assets Sold in Court-Approved Bankruptcy Sale

JEFFREY PROSSER: Court Recognizes Spouse's First Refusal Rights
JNL FUNDING: Exclusive Plan Filing Period Extended Until April 1
JNL FUNDING: March 30 Status Hearing Set on Bid to Oust Management
JOHNSON BROADCASTING: Court Denies Bid to Dismiss Case
JOHNSON BROADCASTING: Confirmation Hearing Set for April 11

JOHNSON BROADCASTING: Taps Paul Cashiola as Accountant
KAISER ALUMINUM: Court Junks PI Trusts Suits vs. Insurers
KAISER ALUMINUM: Garlock Wants to Intervene in 12 Bankruptcy Cases
LAS VEGAS RAILWAY: J. Zilliken Resigns as CFO, Assumes COO Role
LECG CORP: Bank of Montreal Again Give Limited Waivers

MA BB: Section 341(a) Meeting Scheduled for April 1
MA BB: Taps Joyce W. Lindauer as Bankruptcy Counsel
MAGIC BRANDS: Deel Creditors to Sue for Equitable Subordination
MEDICAL EDUCATION: Bankruptcy Court Affirms Remand Order
MESA AIR: Distribution Record Date Extended for CRAFT Claims

MESA AIR: Security Trustee Transfers Several Claims
MESA AIR: Time to Decide on ELFC Engine Lease Extended to March 31
MID-VALLEY, INC: Garlock Wants to Intervene in 12 Bankruptcy Cases
MILLENNIUM MULTIPLE: Solicitation Period Expires April 18
MOLECULAR INSIGHT: Accepts Alternative Proposal, Amends Plan

MTD INVESTMENTS: Plan Violates Absolute Priority Rule
N.A. REFRACTORIES: Garlock Wants to Intervene in 12 Cases
NEW JERSEY MOTORSPORTS: Files for Chapter 11 with Plan
NEW JERSEY MOTORSPORTS: Case Summary & 20 Largest Unsec. Creditors
NOMADS INC: Files for Chapter 7 Bankruptcy

OWENS CORNING: Court Junks PI Trusts Suits vs. Insurers
OWENS CORNING: Garlock Wants to Intervene in 12 Bankruptcy Cases
OWENS CORNING: Garlock Wants to Reopen Chapter 11 Cases
OWENS CORNING: Opposes Garlock's Plea to See Rule 2019 Statements
PARTSEARCH TECHNOLOGIES: Sues UPS Over Billing Practices

PATRIOT NATIONAL: Bank to Sell Assets to ES Ventures for $65MM
PHILADELPHIA RITTENHOUSE: Sets Forth Reorganization Plan
PHOENIX WORLDWIDE: Exit Plan Denied, Case Converted to Ch. 7
PITTSBURGH CORNING: Garlock Wants to Intervene in 12 Cases
PRESIDIO INC: S&P Affirms Corporate Credit Rating at 'B+'

PT-1 COMMUNICATIONS: Court Issues 4th Ruling on Tax Refund Dispute
QUEPASA CORP: Closes Stock Purchase Agreement With XtFt Games
QUVIS INC: SeaCoast Wins Round in Equitable Subordination Suit
RADIENT PHARMACEUTICALS: Robert Rooks Owns 40,000 Common Shares
R.C. SAMANTA: Drops Appeal of Prior Cases' Dismissal

RDK TRUCK: Gets Final OK to Hire Morse & Gomez as Bankr. Counsel
RDK TRUCK: Must File Disclosure Statement & Plan by April 29
RDK TRUCK: Taps Nelson & McKay as Accountants
RDK TRUCK: Taps Renaissance Consulting as Consultant
REALOGY CORP: Incurs $97 Million Net Loss in 2010

RECIPROCAL ALLIANCE: Deadline for Claims Set for May 16
RIVER ISLAND: Section 341(a) Meeting Scheduled for April 5
ROSS ENTERPRISES: Mich. App. Ct. Reverses Insurance Policy Ruling
ROSSCO HOLDINGS: Court Extends Plan Filing Deadline Until May 24
ROSSCO HOLDINGS: Taps Hyatt Gidlow as Accountants

S & Y ENTERPRISES: Proposes Full-Payment Plan
SATELITES MEXICANOS: Starts Soliciting Votes on Chapter 11 Plan
SATELITES MEXICANOS: Has $325-Mil. Exit Financing Commitment
SEAHAWK DRILLING: Court Adjourns Sale Hearing to March 22
SEAHAWK DRILLING: Shareholders Oppose 'Excessive' Breakup Fee

SEAHAWK DRILLING: Section 341(a) Meeting Set for March 24
SEAHAWK DRILLING: US Trustee Forms Three-Member Creditors' Panel
SEXY HAIR: Plan Confirmation Hearing on April 4
SHADY ACRES: Disclosure Statement Hearing on March 15
SHAMROCK DEALER: Case Summary & 3 Largest Unsecured Creditors

SINCLAIR BROADCAST: David Smith Discloses 36.6% Equity Stake
SINCLAIR BROADCAST: Reports $75.04 Million Net Income in 2010
SOUTH BAY EXPRESSWAY: Sets April 14 Plan Confirmation
SPOT MOBILE: Completes Sale of 5 Units for $216,250
STATE INSULATION: Meeting to Form Asbestos Committee Tomorrow

STATE INSULATION: Meeting to Form Creditors Committee on March 14
STRATEGIC AMERICAN: Completes Sale of 6.3MM Shares for $630,000
STRIVER REALTY: Case Summary & Largest Unsecured Creditor
SW OWNERSHIP: Asks for OK to Obtain DIP Financing From Soundview
SW OWNERSHIP: Ch 11 Case Transferred to Judge Craig Gargotta

SW OWNERSHIP: Section 341(a) Meeting Scheduled for March 29
SWORDFISH FINANCIAL: SIC Code Changed to 6199 - Finance Services
TERRESTAR CORP: Proposes to Reject Elektrobit Agreements
TERRESTAR CORP: THI Files Schedules of Assets & Liabilities
TERRESTAR CORP: THI Files Statement of Financial Affairs

TH PROPERTIES: Faces Third Chapter 7 Liquidation Plea
THERMOENERGY CORP: Feb. 28 Promissory Notes Extended by 1 Year
TIGRENT INC: CAO's Annual Base Salary Hiked to $200,000
TIGRENT INC: To Voluntarily Suspend SEC Reporting Obligations
TOUSA INC: Status Conference on Committee's Plan Set for April 7

TOUSA INC: Creditors Lose $316 Million Loan Appeal
TOUSA INC: Seeks OK of Settlement with Michael J. Contracting
TOUSA INC: District Judge Affirms Dismissal of Claims vs. Lenders
TRANSWEST RESORT: Has Use of Cash Collateral Until May 20
TRANSWEST RESORT: Taps BeachFleischman PC as Tax Preparer

TRANSWEST RESORT: Wants Plan Filing Period Extended to Aug. 11
TRIBUNE CO: Final Bids for Freedom Comms' Assets Due Thursday
TRIDIMENSION ENERGY: March 23 Hearing on Liquidating Plan Outline
TUBO DE PASTEJE: Says It Will File Plan 'Soon'
TWIN CITY LOFTS: Adequate Protection Payment Deadline Nears

TWIN CITY LOFTS: Has Green Light to Employ Carlebach Firm
TWIN CITY LOFTS: May Employ EisnerAmper LLP as Accountants
TX BLACKHORSE: U.S. Trustee Unable to Form Creditors Committee
UNI-PIXEL INC: To Release 4Q and Full 2010 Results on March 10
US MINERAL: Garlock Wants to Intervene in 12 Bankruptcy Cases

USG CORP: Court Junks PI Trusts Suits vs. Insurers
USG CORP: Garlock Wants to Intervene in 12 Bankruptcy Cases
VALLEJO, CA: Plan Heading for June Confirmation Hearing
VAN HUNTER: Case Resolution Deadline Set for April 30
VILLAGE AT CAMP: Disclosure Statement Hearing Reset to March 22

WASHINGTON MUTUAL: Equity Committee Now Has Two Members
WB SANCTUARY: Files Schedules of Assets and Liabilities
WES CONSULTING: Name Changed to Liberator Inc.
W.R. GRACE: Garlock Wants to Intervene in 12 Bankruptcy Cases

* February Bankruptcy Filings Continue Lagging 2010
* Private Employers May Deny Job to a Bankrupt Person

* D. Schrier-Rape Joins Goodwin Procter's Restructuring Practice
* Perkins Coie Opens New NY Office with Former Arent Fox Partner
* Saybrook Capital Discusses Next Situations Fund With Investors

* Upcoming Meetings, Conferences and Seminars

                            *********

A+HC HOLDING: Taps Charles A. Cuprill as Bankruptcy Counsel
-----------------------------------------------------------
A+HC Holding, Inc., asks for authorization from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Charles
A. Cuprill, P.S.C., Law Offices, as bankruptcy counsel

Charles A. Cuprill will represent the Debtor in its bankruptcy
case.

The Debtor has retained Charles A. Cuprill on the basis of a
$22,500 retainer, against which the law firm will bill on the
basis of $350 per hour, plus expenses, for work performed or to be
performed; $225 per hour for associates; and $85 per hour for
paralegals.

Charles A. Cuprill-Hernandez, Esq., the principal of Charles A.
Cuprill, assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El
Amal, filed for Chapter 11 bankruptcy protection (Bankr. D. P.R.
Case No. 11-01428) on Feb. 24, 2011.  In its schedules, the Debtor
disclosed $32,711,487 in total assets and $29,266,889 in total
debts as of the Petition Date.

CPA Luis R. Carrasquillo & CO., P.S.C. is the Debtor's financial
consultant.


A+HC HOLDING: Wants To Hire CPA Luis as Financial Consultant
------------------------------------------------------------
A+HC Holding, Inc., asks for authorization from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ CPA
Luis R. Carrasquillo & CO., P.S.C., as financial consultant.

CPA Luis will:

   a. provide advice in strategic planning and the preparation
      of the Debtor's plan of reorganization, disclosure
      statement and business plan; and

   b. participate in the debtor's negotiations with the Debtor's
      creditors.

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

      CPA Luis R. Carrasquillo, Partner                    $150
      CPA Marcelo Gutierrez, Senior CPA                    $125
      CPA Myris Acosta, Senior CPA                         $100
      CPA Michelle Batlle, Senior CPA and Tax Specialist    $85

      Other CPA's                                         $90-$100

      Carmen Callejas, Senior Accountant                    $70
      Joel Torres Sanchez, Tax Specialist                   $70
      Sandra Zavala Diaz, Junior Accountant                 $45

      Administrative Personnel                              $35

Luis R. Carrasquillo Ruiz, the principal of CPA Luis, assures the
Court that the firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.

San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El
Amal, filed for Chapter 11 bankruptcy protection (Bankr. D. P.R.
Case No. 11-01428) on Feb. 24, 2011.  In its schedules, the Debtor
disclosed $32,711,487 in total assets and $29,266,889 in total
debts as of the Petition Date.  Charles Alfred Cuprill, Esq., at
Charles A. Curpill, PSC Law Office, serves as the Debtor's
bankruptcy counsel.


ACANDS, INC: Garlock Wants to Intervene in 12 Bankruptcy Cases
--------------------------------------------------------------
Garlock Sealing Technologies LLC seeks an order from the U.S.
Bankruptcy Court for the District of Delaware and the U.S.
Bankruptcy Court for the Western District of Pennsylvania to
intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                        About AcandS Inc.

Based in Lancaster, Pennsylvania, ACandS Inc. was an insulation
contracting company, primarily engaged in the installation of
thermal and mechanical insulation.  In later years, the Debtor
also performed a significant amount of asbestos abatement and
other environmental remediation work.  The company filed for
chapter 11 protection on Sept. 16, 2002 (Bankr. Del. Case No. 02-
12687).

Laura Davis Jones, Esq., Curtis A. Hehn, Esq., James E. O'Neill,
Esq., and Michael Paul Migliore, Esq., at Pachulski Stang Ziehl &
Jones, P.C., represent the Debtor in its restructuring efforts.

Kathleen Campbell Davis, Esq., Aileen F. Maguire, Esq., Mark T
Hurford, Esq., and Marla Rosoff Eskin, Esq., at Campbell & Levine,
LLC, represent the Official Committee of Asbestos Personal Injury
Claimants.

At Dec. 31, 2006, the Debtor disclosed that it had book assets of
approximately $11.78 million and book liabilities, including
liabilities for the payment of asbestos-related and other claims
of $11.78 million.  At June 30, 2007, net book assets before
liabilities for  asbestos-related and other claims was
approximately $9,010,000.

The Court confirmed the Debtors' Second Amended Chapter 11 Plan of
Reorganization in May 2008.


AEI SERVICES: S&P Withdraws 'BB-' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'BB-'
corporate credit rating on AEI at the company's request as it has
no debt outstanding.  At the same time, S&P withdrew its 'BB+'
issue-level and '1' recovery ratings on the company's senior
secured debt, which consisted of a $971 million of first-lien term
B loan debt due 2014, given their repayment, and $495 million of
first-lien revolving credit facility due 2012 and $105 million
synthetic revolving credit facility due 2012, given their
cancellation following repayment of all of the outstanding draws.

AEI sold its interest in 10 operating companies under seven
separate transactions for $4.8 billion.  The companies were
largely regulated operations that represented about 80% of AEI's
total assets,

AEI used sale proceeds to repay all the outstanding debt (about
$1.05 billion as of Sept. 30, 2010) at the AEI level, including
about $188 million of subordinate PIK debt obligations that S&P
does not rate.  The remaining proceeds, after transaction costs,
are expected to be distributed and will be used for future equity
needs of various greenfield power generation projects.  After the
sale, AEI expects to reorganize around its remaining assets in
Asia, Latin America, and the Caribbean (with a focus on power
generation assets) and will continue with power plant development
projects in Guatemala, Peru, Argentina, Chile, and China.  The
reorganized structure is expected to represent about 2,236 MW of
operating facilities.


AES THAMES: Has Until March 17 to File Schedules of Assets & Debts
------------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware entered an order extending until March 17,
2011, AES Thames, L.L.C.'s time to file its schedules of assets
and liabilities.

                         About AES Thames

Uncasville, Connecticut-based AES Thames, L.L.C., owns and
operates a coal-fired power plant located in Montville,
Connecticut. The facility generates and sells electricity to
Connecticut Light and Power Company.  It also supplies processed
steam to a recycled paperboard mill owned by Smurfit-Stone
Container Corp. AES Thames is a unit of AES Corp., the Arlington,
Virginia-based power producer with operations in 29 countries.
AES Thames filed for Chapter 11 bankruptcy protection on
February 1, 2011 (Bankr. D. Del. Case No. 11-10334).

The increased cost of energy production and the "uneconomic and
onerous provisions" of a steam sale agreement with Smurfit-Stone's
predecessor led AES Thames to seek bankruptcy protection.

The Debtor is represented by Adam G. Landis, Esq., at Landis Rath
& Cobb LLP.  Murtha Cullina LLP is the Debtor's special counsel.
According to court filings, based on the balance sheet as of Dec.
1, 2010, total assets were $162 million, and the Debtor has $52
million in short term liabilities and $122.6 million in long term
debt.

On Feb. 15, 2011, the U.S. Trustee formed an Official Committee of
Unsecured Creditors, which is represented by Juliet M. Sarkessian,
Esq.


AES THAMES: Taps Murtha Cullina on Environmental Energy Matters
---------------------------------------------------------------
AES Thames, L.L.C., asks the U.S. Bankruptcy Court for the
District of Delaware for permission to employ Murtha Cullina LLP
as special counsel.

Murtha Cullina will provide serves as the Debtor requests,
including, but not limited to, environmental energy, state and
local tax, employment, real estate, financing, litigation, and
other services involving Connecticut law.

The Debtor relates that Murtha Cullina and Landis Rath & Cobb LLP,
the Debtor's bankruptcy counsel, will coordinate efforts to avoid
duplication of work and unnecessary fees.

On Feb. 1, 2011, Murtha Cullina received $24,458 as retainer and
advance payment for actual and estimated professional fees and
disbursements to be incurred thereafter.

The personnel assigned in the case are Robert A. White, Mark R.
Sussman, and Paul R. McCary.

The hourly rates of the firm's personnel are:

     Partners                 $310 - $630
     Associates               $220 - $400
     Paralegals               $180 - $240

To the best of the Debtor's knowledge, Murtha Cullina is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The Debtor scheduled a March 30, 2011, hearing to consider its
request to employ Murtha Cullina LLP as special counsel.
Objections, if any, are due March 16, at 4:00 p.m.

                         About AES Thames

Uncasville, Connecticut-based AES Thames, L.L.C., owns and
operates a coal-fired power plant located in Montville,
Connecticut. The facility generates and sells electricity to
Connecticut Light and Power Company.  It also supplies processed
steam to a recycled paperboard mill owned by Smurfit-Stone
Container Corp. AES Thames is a unit of AES Corp., the Arlington,
Virginia-based power producer with operations in 29 countries.
AES Thames filed for Chapter 11 bankruptcy protection on
February 1, 2011 (Bankr. D. Del. Case No. 11-10334).

The increased cost of energy production and the "uneconomic and
onerous provisions" of a steam sale agreement with Smurfit-Stone's
predecessor led AES Thames to seek bankruptcy protection.

The Debtor is represented by Adam G. Landis, Esq., at Landis Rath
& Cobb LLP.  Murtha Cullina LLP is the Debtor's special counsel.
According to court filings, based on the balance sheet as of Dec.
1, 2010, total assets were $162 million, and the Debtor has $52
million in short term liabilities and $122.6 million in long term
debt.

On Feb. 15, 2011, the U.S. Trustee formed an Official Committee of
Unsecured Creditors, which is represented by Juliet M. Sarkessian,
Esq.


AFFILIATED MEDIA: Bids for Freedom Comms' Assets Due Thursday
-------------------------------------------------------------
The Wall Street Journal's Mike Spector and Anupreeta Das report
that people familiar with the matter said final bids are due
Thursday in the auction of Freedom Communications Inc.  They said
possible bidders include Denver Post publisher MediaNews Group
Inc.; Tribune Co.; Gores Group; and Platinum Equity, owner of the
San Diego Union Tribune.

According to the Journal, Freedom is giving bidders several
options.  Suitors can make offers for the entire company or they
can separately bid on Freedom's eight television stations, its
more than 100 daily and weekly newspapers or the Orange County
Register alone.

Investment bank Moelis & Co. is advising Freedom on the auction.

The Journal relates Freedom said it "continues its review of a
wide variety of strategic options" but declined to comment
further.  According to the Journal, it remained unclear what
prospective bidders might offer for Freedom's assets and which
pieces each might pursue.  The entire company won't likely fetch
more than $1 billion, said people familiar with the matter.  The
sources told the Journal Freedom's television stations could go
for about $400 million, or eight times the division's earnings
before interest, taxes, depreciation and amortization.  The
Register and other newspapers could fetch around $350 million, or
about four times that division's $90 million in such earnings,
these people said.

According to the Journal, people familiar with the matter
cautioned that a number of complexities surround potential offers
and it will take time to finalize a transaction:

     (A) Hedge fund Alden Global Capital owns shares of both
MediaNews and Freedom.  The Journal recounts MediaNews' holding
company last year restructured through a quick bankruptcy,
emerging owned by several hedge funds including Alden. Alden has
been studying folding some of its newspaper holdings into a single
company.  Besides stakes in MediaNews and Freedom, Alden also
acquired stakes in the publisher of the Philadelphia Inquirer and
the Journal Register Co. through bankruptcy proceedings and is
poised to own part of Tribune when it emerges from Chapter 11
protection sometime this year.

     (B) Hedge fund, Angelo, Gordon & Co., also holds a stake in
Freedom and is also set to own part of Tribune.

     (C) Some bids could be complicated by antitrust issues.
Tribune, for instance, owns the Los Angeles Times, a nearby
competitor to the Register.  Tribune's bankruptcy could also
muddle bidding plans . Still, Tribune has been doing due diligence
on Freedom's assets and continues to weigh a bid.

According to the Journal, a separate person familiar with the
matter said Gores Group, whose holdings include radio station
operator Westwood One Inc., plans to make a bid for Freedom assets
by Thursday.  Gores hasn't decided on which assets to bid, and is
"looking at all of it," this person said.

Another source told the Journal that Platinum Equity is looking at
Freedom's assets, but is not rushing to make an acquisition.

                     About Affiliated Media

Denver, Colorado-based Affiliated Media, Inc., is the holding
company for the MediaNews Group family of newspapers, the nation's
second-largest newspaper publisher by circulation and owner of 54
daily newspapers, over 100 non-daily newspapers, as well as Web
sites, television and radio broadcasters that serve markets in 12
states.

The Company filed for Chapter 11 bankruptcy protection on
January 22, 2010 (Bankr. D. Delaware Case No. 10-10202).  Hughes
Hubbard & Reed LLP, served as the Debtor's general bankruptcy
counsel, while Daniel B. Butz, Esq., at Morris, Nichols, Arsht &
Tunnell LLP, served as the Debtor's co-bankruptcy counsel.  Carl
Marks Advisory Group LLC acted as the Debtor's restructuring
advisor; Rothschild Inc., the Debtor's financial advisor; and Epiq
Bankruptcy Solutions, LLC, the Debtor's claims agent.  The Company
estimated $100 million to $500 million in assets and $500 million
to $1 billion in liabilities.

The Hon. Kevin J. Carey confirmed the Company's plan of
reorganization on March 4, 2010, less than six weeks after
the bankruptcy filing.  The Company had reached agreement
pre-bankruptcy with its lenders on terms of the plan, which
reduces the Company's debt from $930 million to $165 million and
involves no management change or change of control of the Company.

The Plan gives holders of senior notes aggregating $583.1 million
88% of the common stock, the proceeds of $150 million secured term
loan and certain cash payments.  Holders of general unsecured
claims retain their claims or would be paid in full.  Holders of
$326 million in subordinated notes would receive warrants to
purchase stock of the reorganized company.  Holders of equity
interests were wiped out.

Affiliated Media emerged from Chapter 11 protection in March 2010.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.  Chadbourne & Parke LLP
and Landis Rath LLP serve as co-counsel to the Official Committee
of Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

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

                   About Freedom Communications

Freedom Communications, headquartered in Irvine, Calif., is a
national privately owned media company operating print
publications, broadcast television stations and interactive
businesses.  The company's print portfolio includes approximately
100 daily and weekly publications, plus ancillary magazines and
other specialty publications. The broadcast company's stations --
five CBS, two ABC network affiliates and one CW affiliate -- reach
more than 3 million households across the country. The Company's
news, information and entertainment websites complement its print
and broadcast properties.

Freedom Communications filed for Chapter 11 on Sept. 1, 2009
(Bankr. D. Del. Case No. 09-13046).  Attorneys at Young Conaway
Stargatt & Taylor, and Latham & Watkins LLP served as Chapter 11
counsel.  Houlihan, Lokey, Howard & Zukin, Inc., served as
financial advisors while AlixPartners LLC served as restructuring
consultants.  Logan & Co. served as claims and notice agent.

Freedom Communications had $757,000,000 in assets against debts of
$1,077,000,000 as of July 31, 2009.

The Bankruptcy Court confirmed Freedom Communications' Plan of
Reorganization on March 9, 2010.  The Plan became effective
April 30, 2010.  The Plan, which was supported by the Steering
Committee of the Company's secured lenders and the Official
Committee of Unsecured Creditors, eliminated $450 million of debt
from Freedom's balance sheet.


AMERICA'S SUPPLIERS: Eric Best Appointed as Director
----------------------------------------------------
On March 1, 2011, the Board of Directors of America's Suppliers,
Inc. appointed Eric Best as a director of the Company, effective
immediately.  Mr. Best was elected to fill the vacancy created by
Larry Schafran's resignation from the Board, which was effective
as of Feb. 4, 2011.

Mr. Best, 39 years old, is a veteran entrepreneur and experienced
manager of strategy, people, and process.  He is currently
Chairman and CEO of Mercent Corporation.  In addition, Mr. Best
serves as chair of Seattle-based Morse Best Innovation, a
technical marketing agency serving clients such as Microsoft,
Lexmark, and WRQ, and as director of Bellevue-based ITEX, a
technology company that provides a business-to-business payment
system for non-cash transactions.  Previously, Mr. Best founded
MindCorps in 1996, and created a profitable, high-growth software
consultancy that served the Internet and Fortune 500 markets
before its acquisition by Amazon.com.  With Amazon, Mr. Best
managed business development for the Amazon.com Commerce Network,
working on the deal team for Amazon's first major brick-and-mortar
partnership.  Mr. Best founded the software product firm Emercis
Corporation in 1998 to provide e-commerce infrastructure tools to
enterprise businesses.  Emercis was subsequently acquired by
Impressa, Inc. in 2000.  Serving as director of Ubarter.com,
Mr. Best also helped facilitate the sale of the business to
Network Commerce in 2000 for $45 million.  Mr. Best is a graduate
of Seattle Pacific University and a member of the SPU
Entrepreneurial Studies Council and Society of Fellows.

Mr. Best will participate in the Company's standard non-employee
director compensation program, which currently provides for an
annual cash fee of $20,000 and a grant of options to purchase
30,000 shares of the Company's common stock.  Those stock options
will be subject to the terms and conditions of the Company's 2009
Long-Term Incentive Compensation Plan and a corresponding award
agreement.  The Board compensation program is subject to change
from time to time, as described in more detail in the Company's
definitive proxy statement relating to its annual meeting of
stockholders.

Other than as described above, Mr. Best was not appointed pursuant
to any arrangement or understanding with any other person and is
not a participant in any existing or proposed transaction with the
Company.  The Board anticipates that Mr. Best will fill the
current vacancy on the Board compensation committee.

                    About America's Suppliers

Scottsdale, Ariz.-based America's Suppliers, Inc. develops
software programs that allow the Company to provide general
merchandise for resale to businesses.  DollarDays International,
Inc., the Company's wholly owned subsidiary, is an Internet based
wholesaler of general merchandise to small independent resellers
through its Web site http://www.DollarDays.com/. Orders are
placed by customers through the Web site where, upon successful
payment, the merchandise is shipped directly from the vendors'
warehouses.

At Sept. 30, 2010, the Company had total assets of $2,003,445,
including total current assets of $1,504,154; total liabilities,
all current, of $2,110,541; and total deficit of $107,096.

As reported in the Troubled Company Reporter on March 26, 2010,
MaloneBailey, LLP, in Houston, 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
Company has suffered an accumulated deficit of $6,949,006 as of
Dec. 31, 2009.


AMERICAN NATIONAL LAWYERS: Deadline for Claims Set for May 16
-------------------------------------------------------------
Insurance Journal reports that Justice Russell Perkins of
Tennessee's Twentieth Judicial District court has set May 16,
2011, as the final date to resolve all outstanding claims against
three insolvent risk retention groups that were closed in 2003
after the failure of their Virginia reinsurer, Reciprocal of
America.

Insurance Journal relates that the three Tennessee companies --
the American National Lawyers Reciprocal, the Doctors Insurance
Reciprocal and the Reciprocal Alliance -- were risk-retention
groups that reinsured virtually all their business with Reciprocal
of America, a Glenn Allen, Virginia-based Company that was placed
in receivership in January 2003 after regulators discovered its
liabilities exceed its assets by more than $200 million. The three
risk retention groups operated under common management.

Justice Perkins has imposed a final deadline of May 16 to
liquidate all claims following a request by Tennessee Insurance
Commissioner Julie Mix McPeak as special receiver, according to
Insurance Journal.  The report relates Justice Perkins said that
the deadline is warranted to provide closure to what has been a
long drawn out process of trying to settle the companies' estates.

According to Insurance Journal, the court order states that all
claims against the companies must be submitted by May 16.  The
court also orders that any claim submitted after the date of the
order and May 16 must carry with it some explanation why the claim
wasn't made earlier.  Further, Insurance Journal says, the court
found that all outstanding unliquidated claims must be settled at
a specific dollar amount or denied by the receiver.

In 2008, Virginia insurance regulators dismissed the claims of the
three insolvent Tennessee risk retention groups against ROA,
ruling that as reinsureds of ROA, the three insurers were general
creditors and not policyholders under the Virginia insurer
liquidation statute.

American National Lawyers Insurance, started in 1993, is a
professional liability insurance company that is completely
owned by its lawyer insureds. It is licensed to do business in
Tennessee and South Carolina, and provides liability coverage
for about 3,100 Tennessee lawyers.

The Tennessee Department of Commerce and Insurance placed American
National Lawyers Insurance, along with two affiliated insurers,
Doctors Insurance Reciprocal Risk Retention Group and Reciprocal
Alliance Risk Retention Group, under receivership on Jan. 31,
2003.


ANCHOR BLUE: Wins Nod to Sell HQ FF&E to Insiders
-------------------------------------------------
Anchor Blue Holding Corp. and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to
sell certain sample inventory and furniture, fixtures & equipment
located at their headquarters in Corona, California, to Anil
Shetty and Thomas A. Shaw.

The Purchasers are insiders of the Debtors.  Mr. Shaw serves as
the Debtors' chief executive officer, and Mr. Shetty serves as the
Debtors' Director of Finance and Controller.

Following a bidding process, the Insiders emerged as the winning
bidder with their $53,000 offer for the assets.  The sale excludes
information technology equipment on which the Debtors maintain
their books and records and various other databases of critical
information.

                         Abut Anchor Blue

Anchor Blue is a specialty retailer of casual apparel and
accessories for the teenage market.  Founded in 1972, the Company
has 117 stores located in nine western and southwestern states:
Arizona, California, Colorado, New Mexico, Oregon, Texas, Utah and
Washington.  The Company employs 1,400 full and part-time
employees in their stores and their corporate headquarters in
Corona, California.  Anchor Blue is an indirect affiliate of Sun
Capital Partners, a Florida-based investment firm.

Anchor Blue Holding Corp., together with Anchor Blue Inc., filed
for Chapter 11 bankruptcy protection on Jan. 11, 2011 (Bankr. D.
Del. Lead Case No. 11-10110).  As of Jan. 1, 2011, the Debtors'
books and records reflected total combined assets of roughly $24.7
million (book value) and total combined liabilities of roughly
$38.5 million.

Neil Herman, Esq., and Rachel Mauceri, Esq., at Morgan Lewis, in
Philadelphia, Pennsylvania, serves as counsel to the Debtors.
Epiq Bankruptcy Solutions, LLC, is the claims and notice agent.
The Official Committee of Unsecured Creditors is represented by
Eric R. Wilson, Esq., at Kelley Drye & Warren LLP, in New York.

The prepetition first lien lender is represented by
Julia Frost-Davies, Esq., at Bingham McCutchen LLP, in Boston,
Massachusetts, and Regina Stango Kelbon, Esq., at Blank Rome LLP,
in Philadelphia, Pennsylvania.  The prepetition second lien
lenders is represented by Thomas E. Patterson, Esq., at Klee,
Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California.  The
Debtors' prepetition subordinated lender is represented by James
Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois.


ANCHOR BLUE: Wins OK to Sell Intellectual Property to Perry
-----------------------------------------------------------
Anchor Blue Holding Corp. and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to
sell certain intellectual property to Perry Ellis International,
Inc. for $500,000.

Perry Ellis emerged as the winning bidder for the intellectual
property at an auction.  Metropolitan Real Estate Investors, LLC,
the stalking horse bidder, was outbid at the auction and will
receive reimbursement of $20,000.

The bankruptcy judge held the sale hearing on March 7.

The intellectual property sold to Perry include trademarks, logos,
URL addresses and email addresses, certain customer and vendor
data, as well as style and pattern books related to the Debtors'
retail products.

                         Abut Anchor Blue

Anchor Blue is a specialty retailer of casual apparel and
accessories for the teenage market.  Founded in 1972, the Company
has 117 stores located in nine western and southwestern states:
Arizona, California, Colorado, New Mexico, Oregon, Texas, Utah and
Washington.  The Company employs 1,400 full and part-time
employees in their stores and their corporate headquarters in
Corona, California.  Anchor Blue is an indirect affiliate of Sun
Capital Partners, a Florida-based investment firm.

Anchor Blue Holding Corp., together with Anchor Blue Inc., filed
for Chapter 11 bankruptcy protection on Jan. 11, 2011 (Bankr. D.
Del. Lead Case No. 11-10110).  As of Jan. 1, 2011, the Debtors'
books and records reflected total combined assets of roughly $24.7
million (book value) and total combined liabilities of roughly
$38.5 million.

Neil Herman, Esq., and Rachel Mauceri, Esq., at Morgan Lewis, in
Philadelphia, Pennsylvania, serves as counsel to the Debtors.
Epiq Bankruptcy Solutions, LLC, is the claims and notice agent.
The Official Committee of Unsecured Creditors is represented by
Eric R. Wilson, Esq., at Kelley Drye & Warren LLP, in New York.

The prepetition first lien lender is represented by
Julia Frost-Davies, Esq., at Bingham McCutchen LLP, in Boston,
Massachusetts, and Regina Stango Kelbon, Esq., at Blank Rome LLP,
in Philadelphia, Pennsylvania.  The prepetition second lien
lenders is represented by Thomas E. Patterson, Esq., at Klee,
Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California.  The
Debtors' prepetition subordinated lender is represented by James
Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois.


ANCHOR BLUE: Court OKs Rejection of PivotLink Service Agreement
---------------------------------------------------------------
Judge Peter Walsh approved Anchor Blue Holding Corp.'s rejection
of the (A) Service Subscription Agreement between Anchor Blue and
PivotLink dated March 22, 2006 and (B) PivotLink Business
Intelligence Service Agreement Anchor Blue and PivotLink dated
September 2009.

                         Abut Anchor Blue

Anchor Blue is a specialty retailer of casual apparel and
accessories for the teenage market.  Founded in 1972, the Company
has 117 stores located in nine western and southwestern states:
Arizona, California, Colorado, New Mexico, Oregon, Texas, Utah and
Washington.  The Company employs 1,400 full and part-time
employees in their stores and their corporate headquarters in
Corona, California.  Anchor Blue is an indirect affiliate of Sun
Capital Partners, a Florida-based investment firm.

Anchor Blue Holding Corp., together with Anchor Blue Inc., filed
for Chapter 11 bankruptcy protection on Jan. 11, 2011 (Bankr. D.
Del. Lead Case No. 11-10110).  As of Jan. 1, 2011, the Debtors'
books and records reflected total combined assets of roughly $24.7
million (book value) and total combined liabilities of roughly
$38.5 million.

Neil Herman, Esq., and Rachel Mauceri, Esq., at Morgan Lewis, in
Philadelphia, Pennsylvania, serves as counsel to the Debtors.
Epiq Bankruptcy Solutions, LLC, is the claims and notice agent.
The Official Committee of Unsecured Creditors is represented by
Eric R. Wilson, Esq., at Kelley Drye & Warren LLP, in New York.

The prepetition first lien lender is represented by
Julia Frost-Davies, Esq., at Bingham McCutchen LLP, in Boston,
Massachusetts, and Regina Stango Kelbon, Esq., at Blank Rome LLP,
in Philadelphia, Pennsylvania.  The prepetition second lien
lenders is represented by Thomas E. Patterson, Esq., at Klee,
Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California.  The
Debtors' prepetition subordinated lender is represented by James
Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois.


ANTHONY SCHOTT: Nijjar Barred From Suing Over Dischargeability
--------------------------------------------------------------
Bankruptcy Judge Leif M. Clark denied a motion by Kuldip Nijjar
for a late filing of a complaint under 11 U.S.C. Sec. 523(a)(2)
against Anthony H. Schott.  Mr. Nijjar says there is a lawsuit
pending in Travis County, Texas, in which he is one of the
defendants.  In that suit, Mr. Nijjar has filed a counterclaim
against the Debtor. While the pendency of the lawsuit was noted in
the Debtor's statement of financial affairs, the existence of Mr.
Nijjar's claim was neither listed nor acknowledged in the Debtor's
schedules, nor was Mr. Nijjar even listed in the creditor matrix.
As a result, says Mr. Nijjar, he was not even aware of the
pendency of the bankruptcy case, much less aware of the deadlines
that were then running on filing a complaint objecting to
dischargeability.

Judge Clark denies Mr. Nijjar's motion because (a) the deadline
for filing a complaint objecting to dischargeability cannot be
extended and (b) the creditor has an adequate remedy that obviates
any due process concerns.

A copy of Judge Clark's March 3, 2011 Memorandum Decision and
Order is available at http://is.gd/qcTjltfrom Leagle.com.

Based in San Antonio, Texas, Anthony H. Schott filed for Chapter
11 bankruptcy (Bankr. W.D. Tex. Case No. 10-54276) on Nov. 1,
2010, represented by Lynda S. Ladymon, Esq. -- lynda@lawlynda.com
-- as bankruptcy counsel.  In his petition, Mr. Schott estimated
$1 million to $10 million in assets and debts.


ARMSTRONG WORLD: Garlock Wants to Intervene in 12 Bankruptcy Cases
------------------------------------------------------------------
Garlock Sealing Technologies LLC seeks an order from the U.S.
Bankruptcy Court for the District of Delaware and the U.S.
Bankruptcy Court for the Western District of Pennsylvania to
intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                       About Armstrong World

Headquartered in Lancaster, Pennsylvania, Armstrong World
Industries, Inc. (NYSE:AWI) -- http://www.armstrong.com/--
designs, manufactures and sells flooring products and ceiling
systems around the world.  It also designs, manufactures and sells
kitchen and bathroom cabinets.  Its business segments include
resilient flooring, wood flooring, building products and cabinets.
On Dec. 6, 2000, it filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court.

An earlier version of Armstrong's Plan was confirmed by the
Bankruptcy Court in November 2003.  The District Court for the
District of Delaware did not affirm the confirmation of the Plan,
finding that the proposed distribution of new warrants to the
class of Equity Interest Holders over the objection of the class
of Unsecured Creditors violated the "fair and equitable"
requirement of Section 1129(b)(2)(B)(ii) of the Bankruptcy Code, a
codification of the  absolute priority rule.  Armstrong lost on
appeal before the Third Circuit Court of Appeals.

Armstrong filed a modified plan in February 2006, revising the
classification and treatment of Equity Interests to eliminate
the distribution of warrants to shareholders of AWI's parent
company, Armstrong Holdings, Inc.  Armstrong and the asbestos
constituencies in its case also asked the District Court to
find that the Debtors' present and future liability on account
of asbestos-related personal injury claims is not less than
$3.1 billion, and, therefore, Armstrong's chapter 11 plan does
not unfairly discriminate against commercial creditors and should
be confirmed.

The Plan was confirmed by the District Court on Aug. 14, 2006,
and Armstrong emerged from Chapter 11 on Oct. 2, 2006.

Nitram and Desseaux also filed their Chapter 11 cases on
Dec. 6, 2000. The Bankruptcy Court confirmed their First
Amended Joint Plan of Liquidation on Dec. 17, 2007.

STEPHEN KAROTKIN, ESQ., at Weil, Gotshal & Manges, in New York,
JASON M. MADRON, ESQ., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represented the Debtors.  STEPHEN J.
SHIMSHAK, ESQ., JOHN F. BAUGHMAN, ESQ., and ANDREW N. GORDON,
ESQ., at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, in New
York, represented the Unsecured Creditors Committee.  ELIHU
INSELBUCH, ESQ., and NATHAN D. FINCH, ESQ., at Caplin & Drysdale
Chartered, in Washington, DC, represented the Asbestos Claimants
Committee.  JANE W. PARVER, ESQ., at Kaye Scholer, LLP, in New
York, represented Dean Trafelet, the future claimants
representative.

On April 3, 2006, Armstrong World acquired HomerWood Inc.  On
May 1, 2006, it acquired Capella Engineered Wood LLC, and its
parent company, Capella Inc.  On March 27, 2007, it entered into
an agreement to sell the principal operating companies in its
European textile and sports flooring business segment to
Tapijtfabriek H. Desseaux N.V. and its subsidiaries.  These
businesses were classified as discontinued at Oct. 2, 2006.


BERNARD L MADOFF: Feeder Fairfield Goes on Recovery Rampage
-----------------------------------------------------------
Bankruptcy Law360 reports that Fairfield Sentry Ltd., Bernard L.
Madoff's largest feeder fund, filed 57 New York federal court
suits over a three-day span last week in a litigation binge aimed
at recovering $3 billion the fund must turn over to Madoff's
trustee.

Separately, Bankruptcy Law360 reports that a Financial Industry
Regulatory Authority arbitration panel held Thursday that Morgan
Keegan & Co. Inc. should pay more than $250,000 to a Florida
couple after placing their entire investment in a now-bankrupt
hedge fund that steered investments to Bernard Madoff's Ponzi
scheme.

Law360 says the panel ruled that the Regions Financial Corp.
subsidiary did very little due diligence on the investment to
Greenwich, Conn.-based Greenwich Sentry LP, a feeder for Bernard
L. Madoff Investment.

                      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.

                      About Fairfield Sentry

Fairfield Sentry is being liquidated under the supervision of the
Commercial Division of the High Court of Justice in the British
Virgin Islands.  It is one of the funds owned by the Fairfield
Greenwich Group, an investment firm founded in 1983 in New York
City.

Fairfield Sentry and other Greenwich funds had among the largest
exposures to the Bernard L. Madoff fraud.

Fairfield Sentry Limited, filed for Chapter 11 protection in June
2010 (Bankr. S.D.N.Y. Case No. 10-13164).

Greenwich Sentry, L.P., and an affiliate filed for Chapter 11
protection on November 19, 2010 (Bankr. S.D.N.Y. Case No.
10-16229) hoping to settle lawsuits filed against it in connection
with its investments with Bernard L. Madoff.

On May 18, 2009, Irving H. Picard, the trustee liquidating the
estate of Mr. Madoff and his firm, Bernard L. Madoff Investment
Securities, LLC, filed a lawsuit against Fairfield Sentry and
Greenwich, seeking the return of $3.55 billion that Fairfield
withdrew from Madoff during the period from 2002 to Madoff's
arrest in December 2008.  Since 1995, the Fairfield funds invested
about $4.5 billion with BLMIS.

Mr. Picard claims that Fairfield knew or should have known about
the fraud give that it received from BLMIS unrealistically high
and consistent annual returns of between 10% and 21% in contrast
to the vastly larger fluctuations in the S&P 100 Index.


BLOCKBUSTER INC: Sale Procedures Hearing Adjourned to March 10
--------------------------------------------------------------
The hearing to consider Blockbuster Inc. and its debtor
affiliates' proposed bidding procedures in connection with their
proposal to sell substantially all of their assets has been
adjourned from March 2 to March 10, 2011.

Deadline to file objections were due on March 2.

As previously reported, the Debtors seek authority from the United
States Bankruptcy Court for the Southern District of New York to
sell substantially all assets to Cobalt Video Holdco LLC
established by Monarch Alternative Capital LP, Owl Creek Asset
Management LP, Stonehill Capital Management LLC and Varde
Partners, Inc., who collectively hold more than 50% of the Senior
Secured Notes and each of which is a member of the Steering
Committee.

At a hearing held March 2, 2011, Judge Burton Lifland said the
stalking-horse bid is "the most aggressive document I have seen in
35 years on the bench," Bloomberg News reports.

"If anything is going to fly, this garbage truck better sprout
wings," Judge Lifland is quoted by Bloomberg News as saying.

The proposed sale drew more than 40 objections from creditors.

                  Creditors Blast Sale Motion

Creditors, landlords and taxing authorities filed separate
objections, responses, reservation of rights, declarations and
joinders against the approval of the Sale Motion.  Some Objecting
Parties, including the Official Committee of Unsecured Creditors
and the U.S. Trustee, asked Judge Lifland to convert the Debtors'
Chapter 11 cases to cases under Chapter 7 of the Bankruptcy Code.

The Objecting Parties are:

  -- Official Committee of Unsecured Creditors;
  -- Tracy Hope Davis, the United States Trustee for Region 2;
  -- Universal Studios Home Entertainment LLC;
  -- Lyme Regis Partners, LLC;
  -- Summit Distribution, LLC;
  -- The Walt Disney Company;
  -- 95 Washington LLC and Arlington Associates Parsippany LLC;
  -- Alamo Heights, et al.;
  -- Akamai Technologies, Inc.;
  -- AmREIT Casa Linda LP, AmREIT, Inc. and AmREIT C-Ranch LP;
  -- Aston Properties, Inc., et al.;
  -- AT&T Corp. and affiliates, and Sherman H. Moore;
  -- Autronic Plastics, Inc.;
  -- Braelinn Village I, LLC, et al.;
  -- Burleson ISD, et al.;
  -- Carrollton-Farmers Branch ISD and Lewisville ISD;
  -- CBL & Associates Management, Inc.;
  -- Centro Properties Group, et al.;
  -- Cognizant Technology Solutions U.S. Corporation;
  -- Collin County, Texas Tax Assessor-Collector/The Frisco ISD;
  -- Commack Shopping Center Associates and JMVD Realty, Inc.;
  -- County of Anderson, Texas, et al.;
  -- CS University Place, II, LLC, et al.;
  -- Diane Holbert, the Treasurer of Douglas County, Colorado;
  -- Florida Power & Light Company, et al.;
  -- FM Facility Maintenance;
  -- G-Force Industries, LLC;
  -- Glimcher Properties LP and Arlington Manor Co., Ltd.;
  -- Inland US Management, LLC, et al.;
  -- Intense Printing, Inc., et al.;
  -- Interactive Communications International, Inc.;
  -- Lelyn Lakeview Properties, L.P.;
  -- Life Insurance Company of North America, LLC;
  -- Mobile County, Alabama;
  -- M.O.R. Snowden Square 2 LLLP;
  -- Publix Super Markets, Inc.;
  -- Ramco-Gershenson Properties, L.P., et al.;
  -- RELP Richmond LLC and St. Albans Center II LLC;
  -- S.R. Weiner & Associates and Levin Management Corporation;
  -- Staples, Inc.;
  -- The Bank of New York Mellon Trust Company, N.A.;
  -- The Macerich Company, et al.;
  -- Townview Retail, LLC;
  -- TSCA-229 Limited Partnership, et al.;
  -- U.S. Bank National Association;
  -- Virginia Electric and Power Company; and
  -- Yahoo! Inc. and its various subsidiaries and affiliates

Counsel for the Official Committee of Unsecured Creditors, Jay
R. Indyke, Esq., at Cooley LLP, in New York, tells Judge Lifland
that despite the Creditors Committee's repeated efforts to
constructively participate in the process, neither the Debtors nor
the Monarch Group included the Creditors Committee in negotiations
concerning the structure of the proposed sale process.  He adds
that even after the filing of the Sale Motion, the Monarch Group
made no effort to address the concerns expressed to it by the
Creditors Committee concerning the proposed treatment of the
bankruptcy estates and creditors.

The Creditors Committee complains that the current sale proposal
is "designed for the exclusive benefit" of Blockbuster potential
buyers and would result in "devastation" for unsecured creditors
owed around $486 million.

The Creditors Committee says it wants to prevent the Monarch Group
from exploiting Monarch Group's leverage over the powerless
Debtors and causing further damage to these estates and creditors.
Unless and until the Monarch Group is willing to address the
important and legitimate concerns raised by the Creditors
Committee, the Monarch Group should be denied the opportunity to
liquidate its collateral under the auspice of a legitimate Chapter
11 sale process and these cases should be converted to cases under
Chapter 7, the Creditors Committee points out.

Tracy Hope Davis, the United States Trustee for Region 2, also
asks the Court to convert the bankruptcy cases, allowing a Chapter
7 trustee to liquidate these assets through a sale process, and
then to distribute the proceeds of the sale in accordance with the
priority scheme established by the Bankruptcy Code.  Ms. Davis
insists that the Debtors are administratively insolvent and will
not be able to confirm a feasible plan of reorganization.   She
notes that based on the Debtors' monthly operating reports and
other information, it appears unlikely that there will be any
balance to be paid to the Debtors.

"[T]he Debtors appear to have structured their bankruptcy filing
to allow Monarch, and the other distressed debt investors that now
hold the allegedly secured debt, to take over the company for a
pittance," Creditor Lyme Regis Partners, LLC, alleges in its
objection.  Lyme Regis contends that there is no valid business
justification for the proposed speedy sale, other than the Debtors
and the Secured Creditors feel like it.  Lyme Regis adds that
there is no supporting financial information for the Sale Motion,
only conclusory testimony.

The other Objecting Parties argue, among other things, that:

  -- proposed sale procedures should be amended;

  -- the Debtors discriminate between one group of
     administrative creditors and another group;

  -- given the stalking horse bid of $265 million and the
     prepetition secured claim of $630 million, it is unlikely
     that the Debtors will receive any proceeds from the sale;

  -- there is no basis under Chapter 11 of the Bankruptcy Code
     for distinguishing between the similarly situated pre-sale
     and the sale-related administrative creditors;

  -- the proposed sale to a subset of the Debtors' prepetition
     lenders appears to be the culmination of several months of
     intentional and coordinated misrepresentations by the
     Debtors to their postpetition vendors;

  -- vendors should be allowed to reclaim goods delivered to the
     Debtors;

  -- there is no "overall" or global benefit from the sale to
     the general creditor body or the estates as a whole;

  -- the Debtors should be required to make administrative
     payments;

  -- the bidding process should be transparent;

  -- insiders, including Carl Icahn and his affiliate companies,
     should be excluded from bidding; and

  -- the proposed sale is nothing more than an attempt by the
     Debtors to use Sections 363 and 364 of the Bankruptcy Code
     to:

     * discriminate against the vast majority of their
       administrative creditors;

     * circumvent the state law reclamation rights of their
       postpetition vendors, who have financed these cases for
       the last several months;

     * avoid converting these cases to Chapter 7 at a time when
       the Debtors concede they are administratively insolvent;

     * bypass the creditor protections of the Bankruptcy Code
       relating to the disclosure statement and plan process;
       and

     * "fast track" a sub rosa plan of reorganization to sell
       all of the assets of the estates to a group of insiders
       on credit terms to the detriment of all of the Debtors'
       stakeholders.

According to Bloomberg News, the Objecting Parties and creditors,
with exception of Summit Distribution LLC, agreed to defer until
March 10, 2011, the consideration of the objections, the motions
to reclaim assets or liquidate the Debtors' business.  Judge
Lifland directed Summit to get an accounting of how much money
Blockbuster makes from Summit's product until that hearing.

                 Debtors Disclose Sale to SEC

In a regulatory filing with U.S. Securities and Exchange
Commission dated February 25, 2011, Blockbuster disclosed its
intentions under the Sale Motion and its entry into an Asset
Purchase and Sale Agreement with the proposed Purchaser.

In connection with the execution of the Purchase Agreement, the
Purchaser deposited $20,000,000 into an escrow account, which will
either be applied to the Purchase Price or released to one of the
parties in accordance with the Purchase Agreement, said Roderick
J. McDonald, Esq., Blockbuster Inc.'s vice president, general
counsel, and secretary.

The consummation of the transactions contemplated by the Purchase
Agreement is subject to higher or better competing bids, approval
of the Bankruptcy Court and certain closing conditions, including
the fulfillment of typical covenants and agreements and the
confirmation of certain representations and warranties set forth
in the Agreement, completing the liquidation of certain retail
stores, and the receipt of any required third party consents or
governmental approvals.

Mr. McDonald also revealed that the failure to meet certain
milestones as required by the Debtors' Plan Support Agreement has
resulted in a termination event under the terms of the PSA and an
event of default under the DIP Credit Agreement.  As a result of
the termination event, the PSA automatically terminated on
Feb. 11, 2011.

On Feb. 6, 2011, the Requisite Lenders approved the Proposed
Budget covering the period commencing with the fiscal week
beginning on Feb. 6, 2011, and ending upon the earliest to
occur of (i) Feb. 24, 2011, (ii) the entry of an order by the
Court approving the sale expense motion, or (iii) the date the
Approved Budget is terminated pursuant to the terms of the
approval or the terms of the DIP Credit Agreement or the DIP
Order.

At this time, Mr. McDonald said, no other Proposed Budget has been
approved by the Requisite Lenders or will otherwise be applicable
for any period after the Last Applicable Date.  The Approved
Budget limits the Debtors' use of cash collateral.

The Requisite Lenders approval of the Approved Budget and use of
cash collateral is expressly subject to and conditioned upon the
Debtors filing on or prior to Feb. 21, 2011, and not withdrawing
thereafter, all of these criteria:

  (a) a motion requesting authority to elevate to superpriority
      status and pay these and only these:

      * covered administrative expense claims incurred or
        accrued by the Debtors from and after Feb. 25, 2011,
        in connection with the  proposed sale; and

      * covered ongoing approved administrative expenses; and

  (b) a motion, which may be the same as the Sale Expense
      Motion, seeking authority to sell all or substantially all
      of the Debtors' assets pursuant to Section 363 of the
      Bankruptcy Code subject to the highest and best bid, all
      in form and substance agreed to by the Debtors with the
      reasonable consent of the Requisite Lenders, provided the
      consent cannot be unreasonably withheld.

Covered Administrative Expense Claims and Covered Ongoing Approved
Administrative Expenses will be defined as and limited to only
those expenses, including appropriate costs to windup or otherwise
resolve the Chapter 11 Cases, labeled as either Covered
Administrative Expense Claims or Covered Ongoing Approved
Administrative Expenses in a detailed sale budget to be approved
by the Requisite Lenders.  Some of the Covered Ongoing Approved
Administrative Expenses may relate to the period prior to Feb. 25,
2011.

Mr. McDonald asserted that the Sale Motion satisfied the Approval
Criteria.

                     About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on Sept. 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).  It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

In its latest monthly operating report filed with the
Bankruptcy Court, Blockbuster disclosed $1.066 billion in
assets, $422.2 million in liabilities not subject to compromise
and $1.165 billion in liabilities subject to compromise, and a
deficit of $533.8 million as of Nov. 28, 2010.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BLOCKBUSTER INC: Universal Studios Seeks Prompt Payment of Claims
-----------------------------------------------------------------
Universal Studios Home Entertainment LLC, which is among the
Debtors' 50 largest unsecured creditors, asks the Court to:

  (a) compel immediate payment of its administrative expense
      claim pursuant to Sections 105(a), 363(b) and 503(b) of
      the Bankruptcy Code; or

  (b) grant it adequate protection pursuant to Sections 361 and
      363(e) of the Bankruptcy Code; or

  (c) order recall of goods pursuant to Sections 105(a) and
      362(d) of the Bankruptcy Code to the extent necessary and
      applicable; or

  (d) grant it relief from the automatic stay pursuant to
      Section 362(d) of the Bankruptcy Code to permit
      reclamation of its goods.

USHE shipped titles, both as sales transactions under certain
invoice arrangements and on a lease arrangement, with Blockbuster
Inc.  In the absence of the protections and assurances ordered by
the Court, USHE would not have leased, sold or licensed its
products to the Debtors, John L. Scott, Jr., Esq., at Reed Smith
LLP, in New York -- jlscott@ReedSmith.com -- informs Judge
Lifland.

Certain payments, known as "Minimum Guarantee" payments, with
respect to the shipment of leased titles of "Charlie St. Cloud"
and "Scott Pilgrim vs. the World," became due on Feb. 6, 2011.
Collectively, the Minimum Guarantee payments now due with respect
to these shipments alone is $720,000, Mr. Scott says.

The Debtors failed to pay these amounts, and it is USHE's
understanding that the Debtors will not cure the default in
payment and will not pay USHE amounts that will come due with
respect to the other 10 USHE Titles that were shipped on lease to
the Debtors postpetition in reliance on the Court's orders and the
Debtors' promises, Mr. Scott asserts.

The "USHE Titles" refers those titles listed in the Revenue Share
Agreement, including those titles already shipped to the Debtors:

  * Charlie St. Cloud;
  * Scott Pilgrim vs. the World;
  * The Kids are Alright;
  * Curious George TV;
  * Despicable Me;
  * The American;
  * Devil;
  * Nanny McPhee Returns;
  * Catfish;
  * Death Race 2;
  * It's Kind of a Funny Story; and
  * My Soul to Take

USHE also has shipped many catalog titles and other titles to the
Debtors for sale or rental, which are covered by invoices or other
agreements between them, Mr. Scott discloses.  He says that USHE
sent demand letters to the Debtors in connection with the payments
owing, and the Debtors have acknowledged receipt of the letters,
but failed to timely pay the amounts owing.

The Debtors do not dispute or deny their contractual obligations
to USHE, but have advised USHE that they do not intend to pay the
amounts owing to USHE, except to the extent the balance owing
exceeds the balance that was due on Jan. 17, 2011, Mr. Scott
asserts.  He contends that the outstanding amount now owed to USHE
-- as a result of the Debtors' Payment Breach and the resulting
termination of the relevant agreements -- for all postpetition
shipments totals $6,396,300.

The total amount for which USHE is at risk, including the
$6,396,300 now due and amounts that will come due in the next few
weeks and months, totals $13,442,235, Mr. Scott informs the Court.

"Not coincidentally, the Debtors accepted postpetition shipment of
all 12 USHE Titles (along with many older releases) and received
substantial revenues as a result of such shipments, yet did not
inform USHE of its intent to breach its agreements with USHE until
after USHE's most popular and highest revenue producing titles had
all been shipped to the Debtors," Mr. Scott alleges.  He adds that
the timing of the Payment Breaches are particularly harmful given
that the Debtors already received USHE's newest and most lucrative
titles, and is only just now breaching the Agreements -- at a time
when USHE's upcoming titles are relatively small in comparison.

Mr. Scott also explains that a title's greatest rental value is
during the period immediately following its "Street Date," and for
every day that the Debtors retain the benefit and enjoyment of the
USHE Titles and do not pay USHE the amounts they owe, the value of
the USHE Titles decline in value.  Thus, he insists, the Debtors
are taking the full benefits of their bargain with USHE, but not
the burdens, and have put USHE at risk for approximately
$13.5 million.

The Court will convene a hearing on March 17, 2011, to consider
the request.  Objections are due on March 10.

                         *     *     *

USHE also sought court approval to seal the declarations of John
Roussey and Dick Longwell, and the exhibits and other confidential
information supporting its request.  However, Judge Burton Lifland
found that there is no basis to grant the sealing request because
the matter involves a two party agreement and good cause was not
shown.

The Debtors and USHE subsequently filed with the Court a
stipulation to file certain confidential information under seal,
including the RSA and the declarations of John Roussey and Dick
Longwell.  The parties assert that the documents contain sensitive
trade secrets and commercial information regarding the parties'
business relationship.

Judge Lifland approved the stipulation.

                     About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on Sept. 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).  It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

In its latest monthly operating report filed with the
Bankruptcy Court, Blockbuster disclosed $1.066 billion in
assets, $422.2 million in liabilities not subject to compromise
and $1.165 billion in liabilities subject to compromise, and a
deficit of $533.8 million as of Nov. 28, 2010.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BLOCKBUSTER INC: Utilities Want Security Deposits Doubled
---------------------------------------------------------
Certain of Blockbuster Inc.'s utility companies jointly ask the
Court, pursuant to Section 366(c)(3) of the Bankruptcy Code, to
modify the Debtors' adequate assurance of payment to the
Utilities.  The Utilities also ask Judge Burton Lifland to shorten
the notice period of their request.

The Utilities are Virginia Electric and Power Company, doing
business as Dominion Virginia Power, The East Ohio Gas Company,
doing business as Dominion East Ohio, Dominion Hope, New York
State Electric and Gas Corporation, Florida Power Corporation,
doing business as Progress Energy Florida, Carolina Power &
Light Company, doing business as Progress Energy Carolinas LLC,
Consolidated Edison Company of New York, Inc., Orange and Rockland
Utilities, Inc., Southern California Edison Company, Toledo Edison
Company, The Cleveland Electric Illuminating Company, Ohio Edison
Company, Jersey Central Power & Light Company, Metropolitan Edison
Company, Pennsylvania Electric Company, Georgia Power Company,
American Electric Power, Salt River Project, Duke Energy Carolinas
LLC, Duke Energy Ohio, Inc., Duke Energy Indiana, Inc., Duke
Energy Kentucky, Inc., Piedmont Natural Gas Company, Tucson
Electric Power, Jackson Electric Membership Corporation, San Diego
Gas & Electric Company, Public Service Electric and Gas Company,
The Connecticut Light and Power Company, Western Massachusetts
Electric Company, Yankee Gas Services Company, Public Service
Company of New Hampshire and Commonwealth Edison Company.

Thomas R. Slome, Esq., at Meyer, Suozzi, English & Klein, P.C., in
Garden City, New York -- tslome@msek.com -- relates that according
to the letter agreement dated October 15, 2010, among the Debtors
and the Utilities, the Debtors will pay all undisputed
postpetition bills received from the Utilities for postpetition
utility charges by the applicable due date on the invoice, which
is a due date in accordance with the Utilities' applicable state
laws, regulations and tariffs.

Under their proposed sale of substantially all of their assets,
says Mr. Slome, the Debtors want to include postpetition deposits
held by the Utilities as part of the purchased assets, without
regard to whether all postpetition utility charges incurred by the
Debtors have been paid.  This contravenes the express provisions
of the Adequate Assurance Settlement Letter, which does not
require a Utility holding a postpetition cash deposit to return
any remaining portion of the deposit until a postpetition account
is closed and all postpetition bills for that account are paid in
full, he asserts.

The Utilities holding a postpetition cash deposit as adequate
assurance have filed a limited objection to the Sale Motion
objecting to the Debtors' proposal to include deposits held by the
Utilities as part of the purchased assets.

By this motion, the Utilities are seeking a modification of the
one month security agreed upon by the Debtors and the Utilities
through the Adequate Assurance Settlement Letter to two-month
deposits because of these changed circumstances:

  (a) Subsequent to the Debtors and the Utilities executing the
      Adequate Assurance Settlement Letter, the Debtors' DIP
      Facility has been terminated.  In addition, the DIP
      Lenders will only allow the limited use of cash collateral
      during the sale process if the Court approves all of the
      relief in the Sale Motion;

  (b) The Debtors propose to pay the Utilities' postpetition
      charges through the use of cash collateral, subject to
      approval of the DIP Lenders, pursuant to the Sale Budget,
      which will not even be disclosed to the Utilities until
      the hearing on the Sale Motion.  Hence, it is unknown
      whether sufficient cash will be budgeted for the payment
      of all of the Utilities' postpetition utility charges;

  (c) Even if sufficient cash is budgeted for the payment of
      utility charges in the Sale Budget, it is unlikely it will
      be available to the Utilities because the Utilities bill
      the Debtors in arrears, which means their invoices will
      not be issued until after a proposed sale closes, and the
      Purchaser is seeking the right to convert the case after
      the proposed sale closes, which would prevent the
      Utilities from getting paid from sums that were
      purportedly budgeted for their bills; and

  (d) The Debtors propose to sell postpetition deposits held by
      the Utilities to the Purchaser.

The Court will convene a hearing on March 17, 2011, to consider
the request.  Objections are due on March 15.

                     About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA,
BLOKB) -- http://www.blockbuster.com/-- is a global provider of
rental and retail movie and game entertainment.  It has a library
of more than 125,000 movie and game titles.

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan on Sept. 23, 2010 (Bankr. S.D.N.Y. Case No.
10-14997).  It disclosed assets of $1 billion and debts of
$1.4 billion at the time of the filing.

Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the Debtors.  Rothschild
Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

A steering group of senior secured noteholders is represented by
James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin
LLP.  U.S. Bank National Association as trustee and collateral
agent for the senior secured notes is represented by David
McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter
& Hampton LLP.  BDO Consulting is the financial advisor for U.S.
Bank.

Lenders led by Wilmington Trust FSB are providing the DIP
financing.  The DIP Agent is represented by Peter Neckles, Esq.
and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in New York.

The Official Committee of Unsecured Creditors has retained Cooley
LLP as its counsel.

Blockbuster's non-U.S. operations and its domestic and
international franchisees, all of which are legally separate
entities, were not included in the filings and are not parties to
the Chapter 11 proceedings.

In its latest monthly operating report filed with the
Bankruptcy Court, Blockbuster disclosed $1.066 billion in
assets, $422.2 million in liabilities not subject to compromise
and $1.165 billion in liabilities subject to compromise, and a
deficit of $533.8 million as of Nov. 28, 2010.

Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Blockbuster Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000)


BLUEGREEN CORP: Inks $60MM Revolving Facility With Liberty Bank
---------------------------------------------------------------
Bluegreen Corporation entered into a loan agreement and related
documents in effect as of Feb. 11, 2011, for a revolving timeshare
receivables hypothecation facility with a syndicate of lenders led
by Liberty Bank and assembled by Wellington Financial.  On
Feb. 28, 2011, the Company agreed to the final documentation
requirements for advances under the facility.

The $60 million facility provides for an 85% advance on eligible
receivables pledged under the facility during a two-year period
ending in February 2013, subject to customary terms and
conditions.  Availability under the New Facility is reduced by
amounts currently outstanding to certain syndicate participants
under Bluegreen's existing Liberty Bank timeshare receivables
facility.  On Feb. 28, 2011, the outstanding amounts on the
Existing Facility were approximately $47.5 million; therefore,
initial availability under the New Facility was approximately
$12.5 million.  However, as outstanding amounts on the Existing
Facility amortize over time, the New Facility will revolve up to
$60 million, subject to eligible collateral and customary terms
and conditions.  Principal repayments and interest will be paid as
cash is collected on the pledged receivables, with the remaining
balance due in February 2016.

Indebtedness under the New Facility bears interest at the Prime
Rate (as published in the Wall Street Journal) plus 2.25%, subject
to a floor of 6.5%.

A full-text copy of the Third Amendment to Receivables Loan
Agreement is available for free at:

              http://ResearchArchives.com/t/s?7488

                       About Bluegreen Corp.

Bluegreen Corporation -- http://www.bluegreencorp.com/-- provides
places to live and play through its resorts and residential
community businesses.

The Company's balance sheet at Sept. 30, 2010, showed
$1.13 billion in total assets, $708.04 million in total
liabilities, and $423.22 million in stockholders' equity.

In December 2010, Standard & Poor's Rating Services raised its
corporate credit rating on Bluegreen Corp to 'B-' from 'CCC'.
S&P's rating outlook on the company is stable.  In S&P's view,
Bluegreen currently has adequate sources of liquidity to cover its
needs over the next 12-18 months mainly due to the successful
closing of a timeshare securitization transaction.


B.R. SUMMERLIN: Taps Gordon Silver to Handle Reorganization Case
----------------------------------------------------------------
B.R. Summerlin Property, LLC, asks the U.S. Bankruptcy Court for
the District of Nevada for permission to employ Gordon Silver as
counsel.

GS will, among other things:

   a. prepare on behalf of the Debtor all necessary or
      appropriate motions, applications, answers, orders, reports,
      and other papers in connection with the administration of
      the Debtor's estate;

   b. take all necessary or appropriate actions in connection with
      a plan or plans of reorganization and related disclosure
      statement(s) and all related documents; and

   c. take all necessary actions to protect and preserve the
      estate of Debtor, including the prosecution of actions on
      Debtor's behalf, the defense of any actions commenced
      against Debtor, the negotiation of disputes in which Debtor
      is involved, and the preparation of objections to claims
      filed against the Debtor's estate.

Gregory E. Garman, Esq., managing shareholder at GS, tells the
Court that the firm's retainer is $40,000, with an additional
$60,000 retainer to be paid by the Debtors' members.
Specifically, prior to the filing of the petition, the Debtor's
affiliate, Sign of the Dove, transferred $40,000 to GS on behalf
of the Debtor as an initial retainer.  Mr. Garman adds that the
Debtor paid GS $4,955 for legal services rendered in connection
with its restructuring, consisting of $3,916 in legal fees and
$1,039 in costs.  GS is also currently holding in retainer the sum
of $35,045.

The hourly rates of GS's professionals are:

     Paraprofessionals  $130 - $175
     Associates         $185 - $350
     Shareholders       $455 - $700

To the best of the Debtor's knowledge, GS is a "disinterest
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

The Court set a March 16, 2011, hearing to consider the Debtor's
request for employment of GS as counsel.  Objections, if any, are
due 14 days preceding the hearing date.

The firm can be reached at:

     Gregory E. Garman, Esq.
     Gabrielle A. Hamm, Esq.
     GORDON SILVER
     3960 Howard Hughes Pkyw., 9th Floor
     Las Vegas, NV 89169
     Tel: (702) 796-5555
     Fax: (702) 369-2666
     E-mail: ggarman@gordonsilver.com
             ghamm@gordonsilver.com

                  About B.R. Summerlin Property

Woodland Hills, California-based B.R. Summerlin Property, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case
No. 11-10148) on Jan. 5, 2011.  The Company disclosed  $23,066,151
in assets and $15,414,103 in liabilities.

Affiliates B.R. Brookfield Commons No. 1, LLC (Bankr. D. Nev. Case
No. 10-38835) and B.R. Brookfield Commons No. 2, LLC (Bankr. D.
Nev. Case No. 10-38838) filed separate Chapter 11 petitions on
Nov. 29, 2010.


BRAMPTON PLANTATION: Branch Banking Wants Ch. 11 Case Dismissed
---------------------------------------------------------------
Branch Banking and Trust Company asks the Hon. Lamar W. Davis,
Jr., of the U.S. Bankruptcy Court for the Southern District of
Georgia to dismiss the Chapter 11 case of Brampton Plantation LLC.

According to the bank, the Chapter 11 case is a single asset real
estate case that was filed in bad faith on the eve of a
foreclosure sale by BB&T and for the purpose of hindering,
delaying and frustrating BB&Ts legitimate efforts to realize upon
its collateral.  Under applicable Eleventh Circuit precedent, this
case should be dismissed, says BB&T.

According to BB&T's filing, the Debtor is indebted to BB&T in the
principal amount of $23,966,217 in respect of amounts owed under
the Revolving Note, plus the contingent amount of $853,988 in
respect of undrawn and unexpired letters of credit issued by BB&T
at the request of the Debtor, plus accrued interest, costs, other
charges, and legal fees and expenses for which the Debtor is
liable to BB&T under the Loan Documents and applicable law.  The
current value of the collateral is allegedly "millions of dollars
less" than the obligations owed by the Debtor to BB&T.

Parker, Hudson, Rainer & Dobbs LLP in Atlanta, Georgia, represents
the bank.

A pre-trial hearing is set for March 15, 2011, at 2:00 p.m., and a
trial hearing on April 11, 2011, at 10:00 a.m., to consider the
bank's request for dismissal of the Debtor's case.

                     About Brampton Plantation

Headquartered in Upper Marlboro, Maryland, Brampton Plantation,
LLC, is a development company deriving revenues from the sale of
lots on its condominium project on a 91 acre parcel of property
located in historic downtown Savannah on Hutchinson Island,
located at the northeast corner of Wayne Shackleford Road and
Grand Prize of America Avenue known as The Reserve.

The completed development of the Property is planned to have a
total of 444 lots and 371 multifamily/condominium units.  Before
filing for bankruptcy, the Debtor had 206 finished lots which were
completed and platted.  Another 17 lots were approximately 98%
complete.

Brampton Plantation filed for Chapter 11 protection (Bankr. S.D.
Ga. Case No. 10-40963) on May 3, 2010.  Attorneys at McCallar Law
Firm and McNamee Hosea Jernigan Kim Greenan & Lynch, P.A.,
represent the Debtor.  The Debtor estimated assets and debts at
$10 million to $50 million in its Chapter 11 petition.


BRIGHAM EXPLORATION: S&P Cuts Rating to $300 Mil. Notes to 'B-'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its issue-
level rating on Austin, Tex.-based Brigham Exploration Co.'s
$300 million 8.75% senior unsecured notes to 'B-' (one notch
below the corporate credit rating) from 'B+' and revised the
recovery rating on those notes to '5' from '2', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.

"The rating actions follow Brigham's recent announcement of an
amended and restated senior credit facility with an initial
borrowing base of $325 million," said Standard & Poor's credit
analyst Patrick Y. Lee.  S&P's recovery analysis reflects this new
facility's increased borrowing base, which is substantially more
than the prior credit facility's $110 million borrowing base, and
the results of a valuation of year-end 2010 reserves based
on a company-provided PV10 report using S&P's stress price
assumptions of $45 per barrel of West Texas Intermediate crude
oil and $4.00 per million BTU of Henry Hub natural gas.

The 'B' rating and stable outlook on Brigham reflect its small
reserve base, its modest production, and sizable capital spending
in 2011.  The ratings also incorporate Brigham's solid growth
prospects in the Williston Basin, its significant exposure to high
oil prices as a result of increased oil production, and its highly
competitive cost structure relative to peers with a significant
oil mix.

Despite leverage increasing, potentially to slightly less than 3x
under S&P's price deck assumptions, the outlook is stable based on
S&P's expectation that leverage will still be in an acceptable
range for the rating and that Brigham will have sufficient cash
flow and liquidity over the near term to fund capital expenditures
and to pay interest.  S&P could lower the ratings if Brigham's
liquidity deteriorates to less than $75 million, or if debt
leverage exceeds 5x.  S&P could take a positive rating action if
the company markedly improves its business profile in terms of
scale and scope, is able to maintain adequate liquidity, and
improves operating cash flow to support capital expenditures and
debt payments for an extended period of time.


BRUNSCHWIG & FILS: Kravet Inc. Wins Auction for Firm
----------------------------------------------------
Brunschwig & Fils announced Kravet Inc. as the winner of the
Brunschwig & Fils' auction after spirited bidding against
Sovereign Partners.  Pending bankruptcy court approval and closing
on the sale, Kravet is expected to commence operating the
Brunschwig & Fils business by the end of March 2011.

For the past 111 years, the Peardon family has overseen Brunschwig
& Fils ensuring that the world's finest interior designers and
decorators received the highest quality, luxury home products
including fabrics, wallcoverings, trims, lighting, furniture and
accessories.  The iconic brand name drew significant interest from
national and international, financial and strategic potential
bidders.

The Kravet family's commitment to innovation has helped the Kravet
company transform from a small family-run fabric house in 1918 to
today's global leader in home furnishings, representing brands and
designers from all over the world. Kravet is a fourth generation
family run company, and one of the world's largest privately held
distributors of fabrics and home furnishings with locations
worldwide.  Kravet offers the highest level of quality products
and customer service and also owns high-end brands Lee Jofa and
GP&J Baker.

During the Chapter 11 transition, Kravet provided $4 million in
post-bankruptcy financing to Brunschwig & Fils to ensure the
company would be a financially sound trading partner during the
bankruptcy period.

Brunschwig & Fils is based in White Plains, New York and has
showrooms in 21 cities with a Design Studio in the New York D&D
Building.  Brunschwig has international distribution in 24
countries.

The Chapter 11 filing was announced by Brunschwig & Fils on
January 12, 2011 as a result of the financial impact of the recent
years' economic recession.  It is the intent of both Brunschwig &
Fils and Kravet that the transition of ownership is seamless.

                       About Brunschwig & Fils

Over one hundred and ten years ago, Brunschwig & Fils was founded
as a tapestry weaving mill in Aubusson and Bohain, France.
Brunschwig & Fils designs and distributes traditional and
contemporary decorative fabrics, wall coverings, trimmings,
upholstered furniture, lamps, tables, mirrors and accessories. All
design is performed in-house at the Studio in the Decoration &
Design Building, NYC and they work with 150 mills around the
world.  The company is headquartered in White Plains, NY with 21
national and international showrooms.  Additionally, there are
agents and distributors in 24 countries.

Brunschwig & Fils filed for Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 11-22036) in White Plains, New York on Jan. 12, 2011.
Alan D. Halperin, Esq., at Halperin Battaglia Raicht LLP, in New
York, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated assets and debts of $1 million to $10 million in its
Chapter 11 petition.


C&H ARIZONA: Court Approves MCA Financial as Financial Advisor
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona authorized
C&H Arizona-Stucky LLC to employ MCA Financial Group Ltd. as its
financial advisor.

The Debtor said the firm has the expertise to enable the Debtor to
provide the appraisal services needed by the Debtor in the Chapter
11 case.

The Debtor told the Court that a sum of $6,000 will be paid as a
retainer to the firm.  The Debtor said it has sufficient funds
that are not cash collateral to make all necessary payments to the
firm.

The Debtor assured the Court that the firm is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

                  About C&H Arizona-Stucky, LLC

Walnut Creek, California-based C&H Arizona-Stucky, LLC, is the
owner and current operator of a 113,071 square feet retail
shopping center located at 15440 North Scottsdale Road,
Scottsdale, Arizona.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 10-21165) on July 7, 2010.
Attorneys at Simbro & Stanley, PLC, represent the Debtor.  The
Company disclosed $18,064,966 in assets and $9,167,574 in
liabilities as of the Petition Date.


CAESARS ENTERTAINMENT: Files Form 10-K; Posts $823.30MM Net Loss
----------------------------------------------------------------
Caesars Entertainment Corporation filed its annual report on Form
10-K with the U.S. Securities and Exchange Commission.  The
Company reported a net loss of $823.30 million on $8.81 billion of
net revenue for the year ended Dec. 31, 2010, compared with net
income of $846.40 million on $8.90 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 total stockholders' equity.

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

                http://ResearchArchives.com/t/s?748b

                     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.

As reported by the TCR on March 3, 2011, Moody's Investors Service
upgraded Caesars Entertainment Corporation's Corporate Family
ratings and Probability of Default ratings to Caa2.  CET's Caa2
Corporate Family Ratings reflect very high leverage,
weak interest coverage, the company's debt financed growth
strategy, and Moody's view that the company's current capital
structure in unsustainable in the long-term.  The ratings reflect
Moody's expectation that gaming demand will rebound very slowly
over the next several years.  However, in the absence of a
material de-leveraging transaction, Moody's do not expect the
company's capital structure to improve materially over the next
few years.  Additionally, given CEC's weak credit profile, there
is a possibility that the company could again pursue transactions
that will result in impairment of debt holder claims as a means to
improve its capital structure.


CAESARS ENTERTAINMENT: S&P Gives 'B-' to Ling and Octavius
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B-'
corporate credit rating to two indirect wholly owned subsidiaries
of Las Vegas-based Caesars Entertainment Corp., currently referred
to as Linq Borrower and Octavius Borrower.  The rating outlook is
stable.

At the same time, S&P assigned the borrowers' proposed
$400 million senior secured term loan due 2017 S&P's preliminary
'B+' issue-level rating (two notches higher than the preliminary
'B-' corporate credit rating) with a preliminary recovery rating
of '1', indicating S&P's expectation for very high (90%-100%)
recovery for lenders in the event of a payment default.  Linq
Borrower and Octavius Borrower will be co-borrowers under the
proposed term loan, which will not be guaranteed by direct parent
Caesars Entertainment Operating Co. Inc. or the ultimate parent,
Caesars Entertainment Corp. These preliminary ratings are subject
to S&P's review of executed documentation.

Proceeds from the term loan, along with an equity contribution by
Caesars Entertainment Corp. and expected cash flows from the
projects, will be used:

* To fund completion of the Octavius Tower at Caesars' Palace Las
  Vegas, To fund the design and development of a retail, dining,
  and entertainment corridor located between the Imperial Palace
  Hotel and Casino and the Flamingo Las Vegas on the Las Vegas
  Strip, and

* For financing costs, including a 15-month interest reserve.

The preliminary 'B-' corporate credit rating on Linq Borrower and
Octavius Borrower ("the Subsidiary Borrowers") reflects the
aggressive financial policy and weak credit profile of Caesars
Entertainment Corp.

"It is S&P's conclusion that, despite the fact that the Subsidiary
Borrowers will be structured as unrestricted subsidiaries of CEC,
the credit quality of the Subsidiary Borrowers is linked to the
credit quality of CEC," said Standard & Poor's credit analyst Ben
Bubeck.  "S&P's is concerned that a bankruptcy at CEC could cause
a bankruptcy at the Subsidiary Borrowers if management determined
it to be in its best interest to include the Subsidiary Borrowers
in a broader bankruptcy proceeding."


CAPITOL BANCORP: Common Stock Delisted From NYSE
------------------------------------------------
National Stock Exchange LLC notified the U.S. Securities and
Exchange Commission on Form 25 regarding the termination or
removal from listing of Capitol Bancorp Ltd.'s common stock
pursuant to Section 12(b) of the Securities Exchange Act of 1934.

                   About Capitol Bancorp Limited

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

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

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

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

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


CAPITOL BANCORP: Incurs $254.36 Million Net Loss in 2010
--------------------------------------------------------
Capitol Bancorp Limited reported a net loss of $91.26 million on
$38.62 million of total interest income for the three months ended
Dec. 31, 2010, compared with a net loss of $85.55 million on
$46.71 million of total interest income for the same period a year
ago.

The Company also reported a net loss of $254.36 million on
$163.69 million of total interest income for the year ended Dec.
31, 2010, compared with a net loss of $264.54 million on
$197.78 million of total interest income during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $3.54 billion
in total assets, $3.57 billion in total liabilities and
$38.68 million in total deficit.

Capitol's Chairman and CEO Joseph D. Reid said, "We continue to
focus on risk management and enhancing balance-sheet strength,
while improving liquidity.  These improvements have resulted from
several regional consolidations and multiple bank divestitures
over the past eighteen months.  In December 2010, we announced a
comprehensive capital strategy with the operating objectives of
deleveraging our consolidated balance sheet, reducing nonearning
assets and strategically redeploying capital to those affiliates
weakened by the economic environment.  We completed the first
phase of this comprehensive strategy in January 2011 with the
addition of $19.5 million in capital from the exchange of some of
our trust-preferred securities for previously-unissued common
stock and have taken steps to implement the next steps through an
increase in the authorized shares of the capital stock of the
Corporation, the potential for exchange offers for our development
subsidiaries and shareholders' authorization for a potential
reverse stock split in the future.  The current challenges remain
significant and the burdens represented by elevated levels of
nonperforming assets continue to consume capital and managerial
resources; however, we are encouraged that these efforts and
others will support the Corporation as it continues to weather the
storm and return to fundamental performance over time."

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

                http://ResearchArchives.com/t/s?7484

                   About Capitol Bancorp Limited

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

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

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

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

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


CASCADE ACCEPTANCE: Court Accepts Farella Braun's Fees
------------------------------------------------------
The primary job of the Creditors' Committee in a Chapter 11 case
is to represent the interests of unsecured creditors.  In many
Chapter 11 cases, the Committee is an ally of the debtor in
possession supporting efforts to reorganize, often in the face of
opposition from secured creditors.  That was not the case in
Cascade Acceptance Corporation's chapter 11 proceedings.  The
Committee was a thorn in the side of the Debtor from its
inception.  The Court could see this case was going to be somewhat
unusual when the Committee filed a seemingly baseless objection to
the cash collateral stipulation the Debtor had reached with the
secured creditor. During the case, the Committee took the position
that the reorganization efforts were primarily aimed at protecting
the interests of the Debtor's insiders and equity interests.  The
Committee supported the retention of an examiner to review the
Debtor's conduct and filed numerous objections to claims filed by
insiders.  The Debtor and the Committee entered into negotiations
to resolve these objections and reach a consensus on a plan of
reorganization.  When these negotiations failed, the Debtor
converted the case to Chapter 7.

Counsel for the Committee, Farella Braun + Martel LLP, has filed
an application pursuant to Sec. 330(a)(1) of the Bankruptcy Code
for allowance of $400,814.50 in fees and $9,090.29 in expenses
incurred while the case was in Chapter 11.  A group of insiders,
largely the persons who filed the claims to which the Committee
objected, has objected to the fee application.

The primary ground for the objection is circumstantial: the time
expended by counsel for the Committee was far greater than the
time spent on the case by counsel for the Debtor.  While in
typical cases the time spent by counsel for the Committee will be
comparable to the time spent by counsel for the debtor, a
disparity is not per se a ground for disallowance.  It is really
nothing more than a basis for inquiry.  In this case, the
Committee and the Debtor were at loggerheads and had different
agendas.  That completely explains the difference in time spent on
the case.  The difference having been satisfactorily explained,
there is no reason for the court to limit the fees of Committee
counsel just because its fees exceed by a considerable sum those
incurred by Debtors' counsel.

The objecting parties make a related argument that the fees of the
Committee counsel should be limited to those ordinarily charged by
a small local law firm like Debtor's counsel and not a large San
Francisco law firm.  However, according to Bankruptcy Judge Alan
Jaroslovsky, there is no logical or legal basis for such a
restriction.  The court is only an hour's drive from San
Francisco, and San Francisco law firms appear here on a regular
basis.  The Committee was free to retain its own counsel, and
presumably understood that hiring a San Francisco law firm would
result in a larger legal bill having priority over general
unsecured claims.  The members of the Committee appear
sophisticated and all have substantial claims. Their choice of
counsel appears to be reasonable and far from unusual.

According to Judge Jaroslovsky, the fact that the San Francisco
law firm hired by the Committee charged a higher hourly rate than
Santa Rosa attorneys does not justify a reduction to Santa Rosa
rates, citing In re Baldwin United Corp., 36 B.R. 401, 402
(Bkrtcy.S.D.Ohio 1984).  There is no evidence that the rates
charged by Committee counsel are anything other than normal hourly
rates.  Those rates are comparable to other San Francisco law
firms.  The normal hourly rates of comparably skilled counsel in
nonbankruptcy cases are the starting point in a fee award.  11
U.S.C. Sec. 330(a)(4)(F).  Where the court approves employment of
out-of-town counsel, it also tacitly approves out-of-town rates,
Judge Jaroslovsky said, citing In re Allegheny Intern., Inc., 131
B.R. 24, 31 (W.D.Pa. 1991).

The objection questioned the propriety and amount of several
individual areas of billing.  However, Judge Jaroslovsky said,
counsel for the Committee was able to justify each item.   The
court finds no improper or excessive amounts in the fee
application.

"The court understands the objecting parties' frustrations.  To
some extent, they were shared by the court. During the course of
the case the Committee regularly -- indeed, predictably -- took
positions which were combative and uncooperative.  However, the
court cannot reduce a fee merely because counsel forced the court
to work.  There is every indication that the actions of the
Committee's counsel were done with the knowledge and consent of
the Committee and at its direction and furthered the creditors'
legitimate interests.  None of the actions came close to a breach
of ethics or a violation of Rule 9011 of the Federal Rules of
Bankruptcy Procedure.  The court accordingly finds no basis for
disallowance of any fees," Judge Jaroslovsky said.

The objection will be overruled and the application allowed as
filed.  A copy of Judge Jaroslovsky's March 1, 2011 Memorandum is
available at http://is.gd/qYBhkYfrom Leagle.com.

                     About Cascade Acceptance

Mill Valley, California-based Cascade Acceptance Corporation filed
for Chapter 11 bankruptcy protection on Nov. 23, 2009 (Bankr. N.D.
Calif. Case No. 09-13960).  Douglas B. Provencher, Esq., at Law
Offices of Provencher and Flatt, assisted the Company in its
restructuring effort.  The Company estimated $50 million to
$100 million in assets and debts.  As reported by the Troubled
Company Reporter on July 19, 2010, Judge Jaroslovsky converted the
Chapter 11 case to one under the Chapter 7 of the Bankruptcy Code.


CATALYST PAPER: Says It Gained Momentum Despite Market Challenges
-----------------------------------------------------------------
Catalyst Paper Corporation filed with the U.S. Securities and
Exchange Commission its 2010 Sustainability Report.  The Report
covers the period from Jan. 1 to Dec. 31, 2010, and relates to all
of Catalyst's wholly owned operations and world-wide sales.  The
Company said in the Report that in 2010, it was named:

    -- One of the 50 Best Corporate Citizens in Canada by
       Corporate Knights magazine

    -- One of the 50 Most Socially Responsible Corporations in
       Canada by Jantzi-Sustainalytics and Maclean's magazine

    -- One of British Columbia's 50 Strongest Publicly Traded
       Companies by the Vancouver Sun - BusinessBC

    -- "Firmly among the best of the best" for the quality of the
        Company's voluntary response to the Carbon Disclosure
        Project Catalyst also continued to be listed on the Jantzi
        Social Index, consisting of 60 Canadian companies that
        meet a set of broad-based environmental, social and
        governance rating criteria.

Catalyst President and Chief Executive Officer said "Looking back
on 2010, I see clear evidence that our company gained momentum as
market conditions continued to challenge and transform our
industry.  As a company, we are on a roll, and we are intent on
sustaining our momentum through 2011 and beyond."

A full-text copy of the Sustainability Report is available for
free at http://ResearchArchives.com/t/s?748a

                       About Catalyst Paper

Based in Richmond, British Columbia, in Canada, Catalyst Paper
Corporation (TSX:CTL) manufactures diverse specialty mechanical
printing papers, newsprint and pulp.  Its customers include
retailers, publishers and commercial printers in North America,
Latin America, the Pacific Rim and Europe.  With six facilities
located in British Columbia and Arizona, Catalyst has a combined
annual production capacity of 2.5 million tonnes.

The Company's balance sheet at Sept. 30, 2010, showed
C$1.73 billion in total assets, C$1.32 billion in total
liabilities, and stockholders' equity of C$406.2 million.

                          *     *     *

In mid-March 2010, Moody's Investors Service downgraded Catalyst's
Corporate Family Rating to 'Caa1' from 'B3'.  Catalyst's CFR
downgrade anticipates a marked deterioration in the company's
financial performance over the coming year, with significant
EBITDA erosion compared to 2009 levels and negative free cash flow
generation.

In May 2010, Standard & Poor's Ratings Services revised the
outlook on Catalyst to stable from negative.  S&P affirmed the
'CCC+' long-term corporate credit rating on the Company.  The
ratings on Catalyst reflect S&P's view of the company's highly
leveraged capital structure, history of weak profitability, fiber
supply issues, and its participation in cyclical commodity
markets.  In Standard & Poor's opinion, these risks are partially
mitigated by the company's revenue diversity and improving cost
profile.


CB HOLDING: Wants to Double DIP Loan Due to Sale Delays
-------------------------------------------------------
Dow Jones' DBR Small Cap reports that CB Holding Corp. said it
needs to more than double its borrowing capacity under its
bankruptcy loan in order to wrap up several sale transactions that
have taken longer than expected to execute.  The report relates
that the company is seeking emergency court permission to increase
its bankruptcy financing-provided by Ally Commercial Finance LLC,
one of the company's pre-bankruptcy senior secured lenders-to $5.5
million.

In papers filed with the U.S. Bankruptcy Court in Wilmington,
Del., Debtor warned that without the extra funding, its case could
be thrown into turmoil, according to DBR.

"The alternative-i.e., the termination of the post petition
financing and potential conversion of these cases-could have
catastrophic effects on the debtors, their estates, and the
ultimate value of their assets, which would not benefit any
parties," CB Holding said, the report adds.

                         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.


CHAMPION ENTERPRISES: Cleared to Liquidate in Chapter 11
--------------------------------------------------------
Bankruptcy Law360 reports that Champion Enterprises Inc. reached a
deal Monday with unsecured creditors on funding for a litigation
trust that stands as the sole means of recovery for the creditors,
clearing the Company's Chapter 11 liquidation plan for
confirmation.

Judge Kevin Gross said at a hearing in the U.S. Bankruptcy Court
for the District of Delaware that he would sign off on the plan
when it is submitted, according to Law360.

                     About Champion Enterprises

Troy, Michigan-based Champion Enterprises, Inc., and its
subsidiaries are international manufacturers of factory-built
homes and steel-framed modular buildings, with operations in the
United States, Canada and the United Kingdom.  Buildings
constructed by Champion and its subsidiaries consist of both
single and multi-module units designed for either commercial or
residential purposes.  Champion products range from single-module
HUD-Code homes to sophisticated commercial structures such as
hotels.

The Company filed for Chapter 11 protection on November 15, 2009
(Bankr. D. Del. Case No. 09-14019).  The Company's affiliates also
filed separate bankruptcy petitions.  James E. O'Neill, Esq.,
Laura Davis Jones, Esq., Mark M. Billion, Esq., Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP, assist Champion in its
restructuring effort.  The Company disclosed $576,527,000 in asset
and $521,337,000 in liabilities as of October 3, 2009.


CHARLES COWIN: Hires CB Richard Ellis for Appraisal Services
------------------------------------------------------------
Charles Cowin asks the U.S. Bankruptcy Court for the Southern
District of Texas for permission to employ:

         Thomas J. Rottkamp
         CB RICHARD ELLIS, INC.
         2415 E. Camelback Road
         Phoenix, AZ 85016

to appraise various tracts of real estate located in Angel Fire,
New Mexico, which are the subject of a motion for relief from stay
filed by First American Bank.  While CBRE has performed appraisal
services for JP Morgan Chase Bank and BAC Home Loans Servicing --
two of Mr. Cowin's creditors -- in matters unrelated to this
chapter 11 case, neither the Debtor nor CBRE believe that gives
rise to any debilitating conflict.  The Debtor has agreed to pay
CB Richard Ellis a $12,500 flat fee for its services.  This is
CBRE's second engagement in the Debtor's Chapter 11 proceeding.

Charles Philip Cowin of Houston, Tex., filed a Chapter 11 petition
(Bankr. S.D. Tex. Case No. 10-34132) on May 19, 2010.  Richard L.
Fuqua II, Esq., at Fuqua & Keim in Houston represents Mr. Cowin.
At the time of the filing, the Debtor disclosed $37 million in
assets and $12 million in liabilities.


CHARLES COWIN: Hires Kevin Colbert as Special Litigation Counsel
----------------------------------------------------------------
Charles Cowin asks the U.S. Bankruptcy Court for the Southern
District of Texas for permission to employ:

         Kevin L. Colbert, Esq.
         7500 San Felipe, Suite 700
         Houston, TX 77063-1709

as his special litigation counsel to represent his interests in
BAC Home Loans Servicing, LP v. Texas Realty Holdings, LLC, et
al., Case No. 09-cv-02539 (S.D. Tex.), in which he is named as a
defendant.  The bankruptcy court granted BAC Home Loans and Nick
Tran (presumably a co-defendant) relief from the automatic stay to
pursue this litigation in Aug. 2010.  Mr. Colbert charges $250 per
hour for his services, and expects to receive a $5,000 retainer.

Charles Philip Cowin of Houston, Tex., filed a Chapter 11 petition
(Bankr. S.D. Tex. Case No. 10-34132) on May 19, 2010.  Richard L.
Fuqua II, Esq., at Fuqua & Keim in Houston represents Mr. Cowin.
At the time of the filing, the Debtor disclosed $37 million in
assets and $12 million in liabilities.


CHRISTOPHER COUGHLIN: Parties Ignore Chapter 7 Conversion Order
---------------------------------------------------------------
The docket sheet in Christopher M. Coughlin's Chapter 11 case
shows that the Honorable Alan W. Shiff entered an order (Doc. 55)
converting the debtor's Chapter 11 case to a Chapter 7 liquidation
proceeding on Aug. 23, 2010.  Nobody, however, seems to have paid
attention to that order.

Eastern Savings Bank is moving for relief from the automatic stay.
The Debtor has filed Monthly Operating Reports.  One of the
debtor's creditors is objecting to the Chapter 7 conversion and
modification of the automatic stay.  Judge Shiff has even held a
couple of hearings in the past six months.  At a hearing on
Feb. 22, 2010, the Debtor agreed to make adequate protection
payments to Eastern Bank.

Old Greenwich, Conn. resident Christopher M. Coughlin filed a
Chapter 11 petition (Bankr. D. Conn. Case No. 10-50977) on
April 29, 2010, and is represented by Mark. M. Kratter, Esq., at
Kratter & Gustafson, LLC.  Mr. Coughlin disclosed $13 million in
assets and $2 million in debts at the time of the filing.


COLETO CREEK: S&P Withdraws 'B+' Rating to $735 Mil. Senior Loan
----------------------------------------------------------------
On March 4, 2011, Standard & Poor's Ratings Services withdrew
its 'B+' rating and '2' recovery rating on the secured credit
facilities at Coleto Creek Power L.P, consisting of the
$735 million senior secured first-lien term loan due 2013,
$170 million synthetic letter of credit facility maturing 2013,
and $60 million working capital revolving facility maturing 2011.

"The debt paydown was in conjunction with the acquisition of
Coleto Creek's parent, International Power PLC, by European
utility GDF Suez S.A., which closed on Feb. 3, 2011," said
Standard & Poor's credit analyst Swami Venkataraman.

While Coleto Creek has been operating in line with S&P's financial
expectations for the rating, the decision to paydown all debt
reflects a strategy of centralizing capital raising efforts at GDF
Suez, given its much lower cost of capital than Coleto Creek.
Consequently, upon the request of Coleto Creek, S&P's is
withdrawing all of its ratings.


COMBUSTION ENGINEERING: Garlock Wants to Intervene in 12 Cases
--------------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                  About Combustion Engineering

Headquartered in Norwalk, Connecticut, Combustion Engineering,
Inc., is the U.S. subsidiary of the ABB Group.  ABB is a leader in
power and automation technologies that enable utility and industry
customers to improve performance while lowering environmental
impact.  The ABB Group of companies operates in more than 100
countries and employs about 103,000 people.  Combustion
Engineering filed for chapter 11 protection on Feb. 17, 2003
(Bankr. D. Del. Case No. 03-10495).  Curtis A. Hehn, Esq., at
Pachulski Stang Ziehl Young & Jones and Jennifer Mo, Esq., at
Kirkpatrick & Lockhart Nicholson Graham represents the Debtor in
its restructuring efforts.  When the Debtor filed for protection
from its creditors, it estimated more than $100 million in assets
and debts.


CREDIT-BASED ASSET: Plan Set for April 11 Confirmation
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Credit-Based Asset Servicing & Securitization LLC
scheduled an April 11 hearing to confirm its liquidating Chapter
11 plan.

According to the report, the plan would carry out an agreement
reached with secured lenders before the November bankruptcy filing
that allows the use of $8.2 million to operate in Chapter 11 and
distribute to lower-ranking creditors.

The bankruptcy judge approved the explanatory disclosure statement
on March 4.

Mr. Rochelle relates that according to the Disclosure Statement,
senior unsecured creditors with $903 million in claims are told to
expect a 0.5% recovery.  Holders of $539 million in two types of
subordinated claims receive nothing.  The holders of $191.6
million in senior lenders' claims receive nothing on account of
the pre-bankruptcy agreement, until the liquidating trust recovers
more than $15 million. To receive a distribution, unsecured
creditors must give releases to the lenders.

The senior lenders allowed C-Bass to use $8.2 million of their
money to fund C-Bass through bankruptcy, in exchange for broad
releases against lawsuits for those lenders.

A full-text copy of the disclosure statement, as amended, is
available for free at http://ResearchArchives.com/t/s?7479

A full-text copy of the Chapter 11 plan, as amended, is available
for free at http://ResearchArchives.com/t/s?747a

                About Credit-Based Asset Servicing

Credit-Based Asset Servicing and Securitization LLC is a
subprime mortgage investor based in New York City.  C-Bass is
a joint venture, owned in part by units of mortgage insurers
MGIC Investment Corp. and Radian Group Inc.

C-Bass and seven affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 10-16040) on Nov. 12, 2010.  C-Bass
disclosed $23.7 million in assets and $2.16 billion in
liabilities in its Schedules of Assets and Liabilities.
The Debtors' liabilities include $195.8 million of secured
debt.

Peter S. Partee, Esq., Richard P. Norton, Esq., Robert A. Rich,
Esq., and Scott Howard Bernstein, Esq., at Hunton & Williams LLP,
represent the Debtors.  Donlin, Recano & Company is the claims
and noticing agent.

An Official Committee of Unsecured Creditors has been appointed in
C-BASS' chapter 11 cases and that committee is represented by Mark
T. Power, Esq., and Jeffrey Zawadzki, Esq., at Hahn & Hessen LLP
in New York.

The affiliates that filed separate Chapter 11 petitions are
C-BASS CBO Holding LLC, C-BASS Credit Corp., C-BASS Investment
Management LLC, NIM I LLC, Pledged Property II LLC, Starfish
Management Group LLC, and Sunfish Management Group LLC.


DAVID BROWN: Creditors Seek to Seize Assets
-------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reports that several creditors in recent weeks have filed motions
in the Chapter 11 proceeding of rapper Young Buck, asking the
bankruptcy court to lift the automatic stay:

     (A) Auto lender Ally Financial Inc., once General Motors'
         financing arm, is targeting Mr. Brown's 2008 Cadillac
         Escalade.  The lender, which has a secured claim of about
         $37,000, says Brown is in default on their financing
         agreement for failing to make nine monthly payments
         totaling $11,409.

     (B) Mortgage servicer Select Portfolio Servicing seeks to
         foreclose on Mr. Brown's Hendersonville, Tenn., home.
         The servicer says Mr. Brown owes more than $544,000 on
         the $451,500 mortgage and has missed monthly mortgage
         payments since August 2009.

     (C) Wells Fargo Financial Tennessee Inc. seeks to seize
         Mr. Brown's 2002 BMW X5 sport-utility.

Ms. Palank relates Jeanne Burton, the Chapter 11 trustee in Mr.
Brown's case, argued that the home is necessary to Mr. Brown's
reorganization.  The trustee also questioned the servicer's
standing to bring the motion.

The U.S. Bankruptcy Court in Nashville, Tenn., was set to hold a
hearing on Mr. Brown's mortgage on March 8.  It will consider the
fate of Mr. Brown's BMW at a hearing set for March 22 and the
Escalade at a hearing set for March 29.

DBR also reports that Young Buck was arrested Monday on federal
criminal charges of being a convicted felon in possession of a
firearm and ammunition, to which he pleaded not guilty.  According
to Nashville NBC affiliate WSMV, Young Buck's attorney told the
courtroom that the charges were a surprise to him and his client,
whose real name is David Darnell Brown.  According to the report,
court records show Mr. Brown was released but must post a $100,000
bond later this week.  In the meantime, he must surrender his
passport.

As reported by the Troubled Company Reporter on Jan. 20, 2011, a
federal judge converted Young Buck's Chapter 13 bankruptcy
proceedings to Chapter 11.


DBSI INC: TIC Investors Object to Florissant Plan
-------------------------------------------------
According to court filings, all holders of unsecured claims
totaling $648,247, and Wells Fargo Bank, National Association,
holder of the prepetition lender claims aggregating $11,667,000
voted in favor of the Chapter 11 plan proposed by the trustee for
Florissant Market Place Acquisition LLC dated Feb. 8, 2011.

Holders of 24.6% tenant-in-common interests in the Debtor's
properties were not entitled to vote on the Plan.   The TIC
investors -- classified as interest holders and not as claimants
under the Plan -- objected to confirmation of the Plan.  The TIC
Investors say they support a restructuring of the secured lender's
loan but insist that they should be given a corresponding general
unsecured claim for likely damages that they will suffer as a
result of the forced liquidation of their interests and the
Debtor's misconduct in the marketing to them an interest in the
Property on the eve of the bankruptcy filing.

At the behest of Conrad Myers, the trustee for the DBSI Real
Estate Liquidating Trust, and Wells Fargo, the U.S. Bankruptcy
Court for the District of Delaware agreed to hold a hearing on
March 8 to consider approval of the disclosure statement and
confirmation of the Chapter 11 plan with respect to Florissant
Market Place.

Judge Peter J. Walsh on Feb. 18 conditionally approved the
disclosure statement in connection with the solicitation of votes
to accept or reject the Plan.

Florissant Market Place Acquisition owns a real property,
improvements, and fixtures commonly known as Florissant
Marketplace, 8182 and 8200 N. Lindbergh Blvd., Florissant,
Missouri.  The Debtor is obligated to Wells Fargo, N.A., as
successor-in-interest to Wachovia Financial Services, for a loan
in the original amount of $11.8 million, used to acquire the
property.  After entry of the loan agreement, the Debtor sold
undivided tenant-in-common interests, aggregating approximately
24.6% of the undivided interests in the Property, to certain
unrelated special purpose entities.  The lender did not execute
any agreements by which each TIC Investor assumes its pro rata
share of the term loan and by which the Debtor is released from a
portion of the term loan corresponding to the shares assumed by
such TIC Investor.

                        The Chapter 11 Plan

The Plan is a consensual plan between the Debtor and Wells Fargo
that provides for the satisfaction of Claims against and Interests
in the Debtor through a restructuring of the Debtor's prepetition
loan obligations.

The Plan provides that the Reorganized Debtor and the TIC
Investors will continue to own their respective interests in the
Property and will continue to engage a property manager to operate
the Property, with the long-term objective of marketing and
selling the Property in an orderly manner to maximize the return
for both the Debtor's estate and for the TIC Investors.

The Plan also recognizes that the Lender has a first priority
perfected deed of trust against the entire Property, encumbering
the interests of both the Debtor and the TIC Investors.  The Plan
provides that the allowed claim of the Lender will be restructured
and repaid on or before July 1, 2013, based on a 30-year
amortization and a market-based interest rate.  The Plan also
provides that the Reorganized Debtor will establish with the
Lender various accounts for operating expenses, taxes, capital
expenditures and other items, to be funded from the cash flow from
the Property.  To the extent that monthly cash flow from the
Property exceeds the amount necessary for debt service and the
funding of these reserves, the excess cash flow will be retained
by the Lender as amortizing payments of its restructured loan.

With respect to holders of allowed unsecured claims, the Plan
provides that such holders will receive their pro rata share of
the Reorganized Debtor's interest in the proceeds from the sale of
the Property, after the satisfaction in full of the Lender's
restructured Loan.

Holders of allowed interests will retain their membership
interests in the Debtor but will not receive any payment or
distribution on account of such interests unless and until the
Lender's restructured loan and all Allowed Unsecured Claims have
been paid in full.

The Plan contemplates that it will become effective in stages:

   * Upon confirmation and execution of all of the restated loan
     documents, the Plan Effective Date will occur and the
     Plan will become binding on the Debtor and all parties in
     interest.

   * Upon the Reorganized Debtor's satisfaction of specific
     conditions precedent to the restructuring of the Lender's
     Claim (which conditions resemble typical conditions precedent
     for closing a real estate loan), then the Restructure
     Effective Date will occur and the Lender's loan will be
     reinstated upon the terms set forth in the Plan and the
     related loan documents.

   * If the Reorganized Debtor fails to satisfy the requisite
     conditions to restructuring the Lender's loan, then the
     Lender may pursue its state law remedies against the Property
     or may require the Reorganized Debtor to pursue an auction of
     the entire Property.  In addition, in the event that the
     Reorganized Debtor and TIC Investors have not obtained a
     binding contract to sell the Property on or before Jan. 31,
     2013 for an amount in excess of the outstanding balance of
     the Lender's Loan, then the Reorganized Debtor will initiate
     an auction of the Property.

                         Sale of the Property

In accordance with Article IV, section 4.5 of the Plan, after the
Restructure Effective Date, the Reorganized Debtor will, in
collaboration with the TIC Investors, seek to market and sell the
Property in a commercially reasonable manner by January 31, 2013,
consistent with the objective of maximizing the value of the
Property.

Under Article IV, section 4.5(b) of the Plan, if the Reorganized
Debtor and TIC Investors do not enter into a binding and
unconditional contract to sell their respective interests
in the Property on or before Jan. 31, 2013, such contract being in
form and substance satisfactory to the Lender, or (ii) the
Reorganized Debtor has not entered into a binding and
unconditional contract to sell its undivided interest in the
Property on or before Jan. 31, 2013 for an amount in excess of the
outstanding reinstated loan obligations, such contract being in
form and substance satisfactory to the Lender, and if the
reinstated loan obligations remain outstanding, then the
Reorganized Debtor will initiate an auction of the Property in its
entirety pursuant to 11 U.S.C. Sec. 363(h).

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

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

                          About DBSI Inc.

Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses.  On Nov. 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Case No. 08-12687).  DBSI
estimated assets and debts between $100 million and $500 million
as of the Chapter 11 filing.

Lawyers at Young Conaway Stargatt & Taylor LLP represent the
Debtors as counsel.  The Official Committee of Unsecured Creditors
tapped Greenberg Traurig, LLP, as its bankruptcy counsel.
Kurtzman Carson Consultants LLC is the Debtors' notice claims and
balloting agent.

Joshua Hochberg, a former head of the Justice Department fraud
unit, served as an Examiner and called the seller and servicer of
fractional interests in commercial real estate an "elaborate shell
game" that "consistently operated at a loss" in his report
released in October 2009.  McKenna Long & Aldridge LLP was counsel
to the Examiner.

On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order
appointing James R. Zazzali as Chapter 11 trustee for the Debtors'
estates.  On Oct. 26, 2010, the trustee of DBSI Inc. won court
confirmation of its Chapter 11 plan of liquidation, paving the way
for it to pay creditors and avoid years of expensive litigation
over its complex web of affiliates.  The plan, which was declared
effective Oct. 29, 2010, was jointly proposed by DBSI's unsecured
creditors and the bankruptcy trustee in charge of DBSI and its
170-plus affiliates.

Pursuant to DBSI Inc.'s confirmed Chapter 11 plan, the DBSI Real
Estate Liquidating Trust was established as of the effective date
and certain of the Debtors' assets, including the Debtors'
ownership interest in Florissant Market Place was transferred to
the RE Trust.  Conrad Myers was appointed trustee for the RE
Trust.

Mr. Myers is represented by:

      Natasha Songonuga, Esq.
      GIBBONS P.C.
      1000 N. West Street, Suite 1200
      Wilmington, DE 19801-1058
      Tel: (302) 295-4875
      Fax: (302) 295-4876
      E-mail: nsongonuga@gibbonslaw.com

                - and -

      Mark B. Conlan, Esq.
      GIBBONS P.C.
      One Gateway Center
      Newark, NJ 07102-5310
      Tel: (973) 596-4500
      Fax: (973) 596-0545
      E-mail: mconlan@gibbonslaw.com


DENTON LONE: To Present Plan for Confirmation on March 21
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas
approved the adequacy of the disclosure statement explaining
Denton Lone Oak Holdings L.P.'s 4th Amended Chapter 11 Plan of
Reorganization.

All creditors must cast their vote whether to approve or reject
the Debtor's plan not later that 5:00 p.m., on March 16, 2011, at
Russell W. Mills, Hiersche, Hayward, Drakeley & Urbach, P.C.,
15303 Dallas Parkway, Suite 700 in Addison, Texas.

A hearing is set for March 21, 2011, at 10:30 p.m., to consider
confirmation of the plan.  Objections, if any, are due March 14,
2011.

Under the Plan, the Debtor intends to continue operation of the
Hotel and to reorganize its business by:

   a) restructuring the debt owing to Morgan Stanley into a 1 year
      interest only note with an interest rate of LIBOR plus 575
      with two possible one year extensions.  In the event that
      the Debtor does not default and has a debt service coverage
      ratio of 1.1 at the end of the first year, then the Debtor
      would be given an extension of one year with no fees or
      costs.  In the event that the Debtor does not default and
      has a debt service coverage ratio of 1.25 at the end of the
      second year, the Debtor would be given an extension of an
      additional year with no fees or costs.  The Debtor would not
      have use of the Reserves but the Unsecured Morgan Stanley
      Claim would be reduced by the amount of the Reserves and
      Morgan Stanley could not charge for any future reserves.
      The Debtor proposes to set the value of Morgan Stanley's
      collateral as $9,100,000.  The Plan also includes a
      provision that the replacement of a general partner is not
      an event of default or sale or  encumbrance and, in
      the event that change is not made, Morgan Stanley asserts
      that it may declare a postconfirmation nonmonetary default
      arising solely from the replacement of the general partner;

   b) assuming the franchise agreement with Holiday Hospitality
      Franchising, Inc. and curing the default upon the Effective
      Date but giving HHFI the right, in its sole and reasonable
      discretion, to approve the selection of any winning bidder
      within thirty days.  Thus, the Plan may be confirmed for a
      period subject only to approval of the buyer by HHFI.  HHFI
      may charge to a Buyer only the normal and customary costs of
      obtaining approval.

   c) paying unsecured creditors amounts ranging from 1% to 75% of
      their Allowed Claims with monthly payments; and

   d) cancelling current equity interests and selling all of the
      assets or, alternatively, selling all of the partnership
      interests to a third party who will assume obligations
      under the Plan subject to the approval of HHFI as described
      herein.

The Debtor said it was in arrearages under the franchise agreement
with HHFI in the amount of $86,097.  HHFI asserts that, in
addition to the $86,097 in fees, Debtor also owes additional
amounts for attorneys' fees, costs and unpaid post-petition
amounts for a total claim of $118,097 through Nov. 30, 2010.

Debtor said it plans to offer to sell its assets and assign the
franchise agreement to a buyer or, alternatively, to sell the New
Partnership Interests to a Buyer.  As noted, Debtor believes that
a sale of the New Partnership Interests is more likely and, in
that event, the Debtor, with the assistance of the Buyer, will
fund its operations and satisfy its obligations under the Plan.

Under the plan, among other things:

  * Unsecured critical vendor claimants, owing $40,000, are being
    paid 50% of their total debt;

  * Unsecured non-critical claimants, owing $2,325,000, are
    being paid 3%of their total debt;

  * Unsecured required vendor claimants, owing $3,500, are being
    paid 75% of their total debt; and

  * Unsecured professional claimants, owing $66,341, are being
    paid 1% of their total debt.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?7483

A full-text copy of the Chapter 11 Plan Of Reorganization is
available for free at http://ResearchArchives.com/t/s?7461

                         About Denton Lone

Denton Lone Oak Holdings, L.P., a Texas limited partnership, owns
and operates The Holiday Inn & Suites Denton in Denton, Texas.
The Partnership filed for Chapter 11 bankruptcy protection on
March 15, 2010 (Bankr. E.D. Texas Case No. 10-40836).  Russell W.
Mills, Esq., at Hiersche Hayward, Drakeley & Urbach, assists the
Company in its restructuring effort.  The Company estimated its
assets and debts at $10,000,001 to $50,000,000.


DIGITILITI INC: Completes Sale of $1.11MM Note and Warrants
-----------------------------------------------------------
On Feb. 28, 2011, Digitiliti, Inc., completed the placement of
$1,110,000 Secured Convertible Promissory Note and Warrants.  All
of the securities issued in conjunction with the Secured
Convertible Debt Offering were made to "accredited investors" as
those terms are defined on Rule 501 of Regulation D of the
Securities and Exchange Commission, and each such person had prior
access to all material information about the Company.  The offer
and a sale of these securities were exempt from the registration
requirements of the Securities Act of 1933, as amended, pursuant
to, among other reasons, Section 4(2) and 4(6) thereof, and Rule
506 of Regulation D of the Securities and Exchange Commission.
Registration of sales to "accredited investors" are preempted from
state regulation.

The Lenders in the Secured Convertible Debt Offering paid a 10%
discount for their investment, resulting in a "stepped-up" basis
in their individual Secured Convertible Promissory Notes.  The
Secured Convertible Promissory Notes bear interest at the rate of
12% per annum, have an 18-month maturity date and a $.20 per share
conversion rate in the Company's common stock.  The Secured
Convertible Promissory Notes are secured by a first lien on all
assets of the Company; provided, however, that the Lenders agreed
to subordinate to a lien with respect to up to $100,000 of
original principal amount of other notes against the Company's
vault.

The Lenders received Warrants to purchase an aggregate of
3,052,500 shares of Company Common Stock.  The Warrants have a
five-year term, $0.30 exercise price and include a cashless
exercise provision and a put right in the event of an acquisition
of the Company valued at the Black Scholes Value of the
unexercised portion of the Warrant obtained from the "OV" function
on Bloomberg determined as of the day prior to announcement of the
transaction.  The Warrants include antidilution provisions for
stock splits, stock dividends and recapitalization only.
The Secured Convertible Debt Offering was conducted in order to
implement a previously approved repayment of debt obligations owed
to two stockholders, as well as provide additional working capital
for the Company.  The debt obligations owed to the Miners by the
Company were secured by a first lien on the Company's assets and
consisted of the following: a $250,000 12% secured convertible
note ($.20 per share conversion rate).  This convertible note
contained a maturity date of Oct. 16, 2009 and had been classified
as past due in all public filings; a $50,000 10% On-Demand
Promissory Note that had been classified in the current maturity
portion of related party debt in all public filings; and a
$231,540 6% On-Demand Promissory Note that had been classified in
the current maturity portion of related party debt in all public
filings.

Contemporaneously with the closing of the Secured Convertible Debt
Offering, the Company and the Miners executed a Repayment of Note
Obligations and Release of Security Interest Agreement that
provided for the repayment of $431,540 of principal of the Miner
Debt with the remaining principal balance owed of $100,000 being
rolled into a secured promissory note under the Secured
Convertible Debt Offering.  Correspondingly, all outstanding
accrued interest owed on the Miner Debt was paid to the Miners in
the form of the Company's common stock based on a rate of $.15 per
share, along with a modification in terms on 350,000 common stock
purchase warrants previously issued to the Miners and the issuance
of an additional 200,000 warrants reflecting a five year term and
a $.30 per share exercise price.  After completion of all
documentation reflecting the repayment of the Miner Debt, the
Miners released their first lien in the Company's assets in
preference to those Lenders associated with the Secured
Convertible Debt Offering.

                       About Digitiliti, Inc.

St. Paul, Minnesota-based Digitiliti, Inc.'s business is
developing and delivering storage technologies and methodologies
enabling its customers to manage, control, protect and access
their information and data with ease.  The Company's core business
is providing a cost effective on-line data protection solution to
the small to medium business ("SMB") and small to medium
enterprise ("SME") markets through its DigiBAK service.  This on-
line data protection solution helps organizations properly manage
and protect their entire network from one centralized location.

The Company's balance sheet at September 30, 2010, showed
$1.6 million in total assets, $2.2 million in total liabilities,
and a stockholders' deficit of $605,063.  The Company has an
accumulated deficit of $25.1 million as of September 30, 2010.

MaloneBailey, LLP, in Houston, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's 2009 results.  The independent auditors noted that
the Company has suffered losses from operations and has a working
capital deficit.


DIVINE SQUARE: Files Schedules of Assets & Liabilities
------------------------------------------------------
Divine Square LW, LLC, delivered its schedules of assets and
liabilities to the U.S. Bankruptcy Court for the Middle District
of Florida, disclosing:

  Name of Schedule                 Assets           Liabilities
  ----------------                 ------           -----------
A. Real Property                $9,000,000
B. Personal Property               417,035
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                   $14,000,000
E. Creditors Holding
   Unsecured Priority
   Claims                                                 6,349
F. Creditors Holding
   Unsecured Non-priority
   Claims                                               303,146
                                ----------          -----------
TOTAL                           $9,417,035          $14,309,495
                                ==========          ===========

The Debtor indicates that the value of its real property may be as
high as $10 million or as low as $8 million.  Strangely, the
Debtor's Schedules are captioned "In re Divine Capital LW, LLC."

Miami, Fla.-based Divine Square LW, LLC, filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 10-47363) on Dec. 7, 2010.
Stephen P. Drobny, Esq., at Shutts & Bowen LLP, in Miami, Fla.,
represents the Debtor.


DIVINE SQUARE: Hires TM Realty Services as Property Manager
-----------------------------------------------------------
Divine Square LW, LLC, asks the U.S. Bankruptcy Court for the
Middle District of Florida for permission to employ TM Realty
Services, LLC, as its property manager, nunc pro tunc to Dec. 7,
2010.  The Debtor tells the Court that TM Realty will provide:

    (a) staffing, training and operational oversight;

    (b) collection and processing of the Debtor's accounts
        receivable;

    (c) budgeting, review and payment of the Debtor's accounts
        payable;

    (d) preparation of a monthly management report providing,
        inter alia, current financial statements, rent roll,
        accounts receivable, accounts payable, leasing activity,
        occupancy rates, general lease information and capital
        expenditures;

    (e) assistance in preparation of monthly operating reports and
        compliance with the United States Trustee's requirements;

    (f) coordination with leasing agents; and

    (g) oversight of any necessary repairs or tenant improvements.

The Debtor has agreed to pay TM $10,000 per month for property
management fees and reimburse TM $5,000 per month for Carlos
Alcaraz's day-to-day management services.

Miami, Fla.-based Divine Square LW, LLC, filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 10-47363) on Dec. 7, 2010.
Stephen P. Drobny, Esq., at Shutts & Bowen LLP, in Miami, Fla.,
represents the Debtor.  The Debtor disclosed approximately
$9 million in assets and more than $14 million in liabilities as
of the petition date.


DOCTORS INSURANCE RECIPROCAL: Deadline for Claims Set for May 16
----------------------------------------------------------------
Insurance Journal reports that Justice Russell Perkins of
Tennessee's Twentieth Judicial District court has set May 16,
2011, as the final date to resolve all outstanding claims against
three insolvent risk retention groups that were closed in 2003
after the failure of their Virginia reinsurer, Reciprocal of
America.

Insurance Journal relates that the three Tennessee companies --
the American National Lawyers Reciprocal, the Doctors Insurance
Reciprocal and the Reciprocal Alliance -- were risk-retention
groups that reinsured virtually all their business with Reciprocal
of America, a Glenn Allen, Virginia-based Company that was placed
in receivership in January 2003 after regulators discovered its
liabilities exceed its assets by more than $200 million. The three
risk retention groups operated under common management.

Justice Perkins has imposed a final deadline of May 16 to
liquidate all claims following a request by Tennessee Insurance
Commissioner Julie Mix McPeak as special receiver, according to
Insurance Journal.  The report relates Justice Perkins said that
the deadline is warranted to provide closure to what has been a
long drawn out process of trying to settle the companies' estates.

According to Insurance Journal, the court order states that all
claims against the companies must be submitted by May 16.  The
court also orders that any claim submitted after the date of the
order and May 16 must carry with it some explanation why the claim
wasn't made earlier.  Further, Insurance Journal says, the court
found that all outstanding unliquidated claims must be settled at
a specific dollar amount or denied by the receiver.

In 2008, Virginia insurance regulators dismissed the claims of the
three insolvent Tennessee risk retention groups against ROA,
ruling that as reinsureds of ROA, the three insurers were general
creditors and not policyholders under the Virginia insurer
liquidation statute.

American National Lawyers Insurance, started in 1993, is a
professional liability insurance company that is completely
owned by its lawyer insureds. It is licensed to do business in
Tennessee and South Carolina, and provides liability coverage
for about 3,100 Tennessee lawyers.

The Tennessee Department of Commerce and Insurance placed American
National Lawyers Insurance, along with two affiliated insurers,
Doctors Insurance Reciprocal Risk Retention Group and Reciprocal
Alliance Risk Retention Group, under receivership on Jan. 31,
2003.


DUKE AND KING ACQUISITION: Court OKs Committee Counsel Engagements
------------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in Duke
and King Acquisition Corp.'s chapter 11 case sought and obtained
approval from the Honorable Gregory F. Kishel to retain Freeborn &
Peters LLP as its lead counsel (as of Jan. 31, 2011) and Maslon
Edelman Borman & Brand, LLP, as its local counsel (as of Jan. 4,
2011).

As reported in the Troubled Company Reporter on Feb. 24, 2011, the
Burger King franchisee-debtor is in the process of selling its 87
stores located in Minnesota, Illinois, Missouri, Wisconsin, Kansas
and Iowa.

              About Duke and King Acquisition Corp.

Burnsville, Minnesota-based Duke and King Acquisition Corp., dba
Burger King, was formed in November 2006, to acquire 88 Burger
King franchise restaurants from the Nath Companies.  It filed for
Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D.
Minn. Case No. 10-38652).  Clinton E. Cutler, Esq., and Douglas W.
Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the
Debtor's bankruptcy counsel.  Mastodon Ventures, Inc., acts as the
Debtor's investment banker.  The Debtor estimated its assets and
debts at $10 million to $50 million.

Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn.
Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn.
Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D.
Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D.
Minn. Case No. 10-3856), filed separate Chapter 11 petitions on
December 4, 2010.

Maslon Edelman Borman & Brand, LLP serves as local counsel to the
official committee of unsecured creditors.  Aaron L. Hammer, Esq.,
and Richard S. Lauter, Esq., at Freeborn & Peters LLP, in Chicago,
is the official committee of unsecured creditors' bankruptcy
counsel.  Mesirow Financial Consulting, LLC, serves as financial
advisors of the official committee of unsecured creditors.

The cases are jointly administered, with Duke and King Acquisition
Corp. as the lead case.


DUNE ENERGY: Incurs $75.53 Million Net Loss in 2010
---------------------------------------------------
Dune Energy, Inc. announced results for the fourth quarter and
calendar year 2010.  The Company reported a net loss of $75.53
million on $64.18 million of revenue for the year ended Dec. 31,
2010, compared with a net loss of $59.13 million on $52.24 million
of revenue during the prior year.  The Company reported a net loss
of $141.1 million on $146.6 million of revenue for 2008.

The Company's balance sheet at Dec. 31, 2010 showed $297.38
million in total assets, $371.68 million in total liabilities,
$202.94 million in commitments and contingencies and $277.25
million in total stockholders' deficit.

Revenue for the fourth quarter totaled $15.7 million and $64.2
million for the full year 2010.  This compares with $17.0 million
and $52.2 million for the fourth quarter and full year 2009,
respectively.  Production volumes in the fourth quarter were 1.7
Bcfe and 7.3 Bcfe for the full year 2010.  This compares with 2.7
Bcfe for the fourth quarter of 2009, and 7.8 Bcfe for the full
year 2009.  In 2010, the average sales price of oil was $77.62 per
barrel, and $4.95 per Mcf for natural gas, as compared with $58.21
per barrel and $4.36 per Mcf, respectively for 2009.  The primary
reasons behind the increase in revenue were higher sales prices in
2010 versus 2009.  Oil prices increased 33% and gas prices
increased 14% from 2009 levels.  During 2010 all oil accounted for
48% of the production volumes from continuing operations.

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

               http://ResearchArchives.com/t/s?748e

                        About Dune Energy

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

                          *     *     *

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

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


DUNE ENERGY: Edward Heil Discloses 3.5% Equity Stake
----------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Edward F. Heil disclosed that he beneficially
owns 1,648,723 shares of common stock of Dune Energy, Inc.
representing 3.5% of the shares outstanding.  The percentage
reported is calculated based upon 46,968,621 shares of Common
Stock of Dune Energy outstanding as of Feb. 23, 2011, as set forth
in Dune Energy's Form 10-K filed on March 3, 2011 for the year
ended Dec. 31, 2010.

                         About Dune Energy

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

The Company's balance sheet at Dec. 31, 2010 showed $297.38
million in total assets, $371.68 million in total liabilities,
$202.94 million in commitments and contingencies and $277.25
million in total stockholders' deficit.  Stockholders' deficit was
of $248.48 million at Sept. 30, 2010.

The Company reported a net loss of $75.53 million on $64.18
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $59.13 million on $52.24 million of revenue during
the prior year.  The Company reported a net loss of $141.1 million
on $146.6 million of revenue for 2008.

                          *     *     *

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

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


DUNE ENERGY: UBS AG Discloses 22.83% Equity Stake
-------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, UBS AG disclosed that it beneficially owns
11,709,183 shares of common stock of Dune Energy, Inc.
representing 22.83% of the shares outstanding.  This percentage is
calculated as of March 2, 2011 pursuant to rule 13(d)(1)(i) and is
based upon 40,343,892 Common Shares outstanding as of Nov. 5, 2010
as reported in the Company's 10-Q filed Nov. 10, 2010.

                         About Dune Energy

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

The Company's balance sheet at Dec. 31, 2010 showed $297.38
million in total assets, $371.68 million in total liabilities,
$202.94 million in commitments and contingencies and $277.25
million in total stockholders' deficit.  Stockholders' deficit was
of $248.48 million at Sept. 30, 2010.

The Company reported a net loss of $75.53 million on $64.18
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $59.13 million on $52.24 million of revenue during
the prior year.  The Company reported a net loss of $141.1 million
on $146.6 million of revenue for 2008.

                          *     *     *

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

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


EAST BAY: Taps Ruth Auerbach to Handle Coast Capital Proceedings
----------------------------------------------------------------
The Hon. Roger L. Efremsky of the U.S. Bankruptcy Court for the
Northern District of California authorized East Bay Associates,
LLC, to employ Ruth Auerbach as special counsel.

Ms. Auerbach will, among other things:

   a. review the schedules, statement of financial affairs and
      related pleadings and revision thereof if necessary;

   b. prepare operating reports and records as required by the
      Federal Rules of Bankruptcy Procedure and the Local Rules of
      the Northern District of California, and the Oakland
      Division thereof;

   c. represent the Debtor in connection with the motion of Coast
      Capital Income Fund, LLC for relief from stay as to the
      Debtor's main asset.

The initial retainer of Ms. Auerbach is $50,000 which will be paid
by the Debtor's business associates and not from estate assets.

To the best of the Debtor's knowledge, Ms. Auerbach is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Ms. Auerbach can be reached at:

     Ruth Elin Auerbach, Esq.
     Attorney at Law
     711 Van Ness Avenue, Suite 440
     San Francisco, CA 94102
     Tel: (415) 673-0560
     Fax: (415) 673-0562

                     About East Bay Associates

Martinez, California-based East Bay Associates, LLC, filed for
Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. N.D.
Calif. Case No. 10-70345).  Benjamin W. Tipton, III, Esq., at the
Law Offices of Platt And Platt, represents the Debtor in its
restructuring effort.  The Debtor disclosed $28,779,626 in assets
and $5,706,481 in liabilities as of the Chapter 11 filing.


EDHSAN MILLWORKS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Edhsan Millworks Inc
          aka Edhsan Aluminum Work
        P.O. Box 848
        Cabo Rojo, PR 00623

Bankruptcy Case No.: 11-01867

Chapter 11 Petition Date: March 5, 2011

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Ponce)

Debtor's Counsel: Alberto O. Lozada Colon, Esq.
                  BUFETE LOZADA COLON
                  P.O. Box 430
                  Mayaguez, PR 00681-430
                  Tel: (787) 833-6323
                  E-mail: alberto3@coqui.net

Scheduled Assets: $299,436

Scheduled Debts: $1,141,968

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/prb11-01867.pdf

The petition was signed by Edmundo Franqui Ruiz, president.


ELITE PHARMACEUTICALS: FDA to Remove 500 Products From Market
-------------------------------------------------------------
Elite Pharmaceuticals, Inc., advised that the US Food and Drug
Administration announced that it intends to remove approximately
500 cough/cold and allergy related products from the U.S. market.
Elite currently manufactures two of the drugs impacted by the
FDA's action which are marketed by ECR Pharmaceuticals, a wholly
owned subsidiary of Hi-Tech Pharmacal, Co., Inc.  The affected
products are:

   Product                      Active Ingredient, Strength
   Lodrane(R) 24 capsules       brompheniramine maleate, 12mg
   Lodrane(R) 24 D capsules     brompheniramine maleate,
                                12mg/pseudoephedrine HCl, 90mg

According to the FDA press release, manufacturers must stop
manufacturing the affected products within 90 days after March 3,
2011 and must stop shipping these products within 180 days after
March 3, 2011.

In addition to receiving revenues for the manufacture and contract
laboratory services of these products, Elite receives a royalty on
in-market sales from ECR Pharmaceuticals.  Revenues generated from
these products totaled $3.02 million for the 9 months ended
Dec. 31, 2010, representing substantially all of Elite's revenues
for the period.  The Company's inability to manufacture these
drugs could have an adverse effect on its revenues.

As disclosed by Hi-Tech Pharmacal, ECR Pharmaceutical initiated in
2010 a formal approval process with the FDA regarding Lodrane(R)
24 and Lodrane(R) 24D and ECR will continue to actively pursue
approval for both products.

                    About Elite Pharmaceuticals

Northvale, N.J.-based Elite Pharmaceuticals, Inc. (OTC BB: ELTP)
-- http://www.elitepharma.com/-- is a specialty pharmaceutical
company that develops and manufactures oral, controlled-release
products using proprietary technology.  Elite developed and
manufactures for its partner, ECR Pharmaceuticals, Lodrane 24(R)
and Lodrane 24D(R), for allergy treatment and expects to launch
soon three approved generic products.  Elite also has a pipeline
of additional generic drug candidates under active development and
the Company is developing ELI-216, an abuse resistant oxycodone
product, and ELI-154, a once-a-day oxycodone product.  Elite
conducts research, development and manufacturing in its facility
in Northvale, New Jersey.

The Company's balance sheet at Dec. 31, 2010, showed
$10.89 million in total assets, $17.46 million in total
liabilities and $6.57 million in total stockholders' deficit.

Demetrius & Company, L.L.C., in Wayne, New Jersey, expressed
substantial doubt about the Company's ability to continue as a
going concern following the Company's results for fiscal year
ended March 31, 2010.  The independent auditors noted that the
Company has experienced significant losses and negative operating
cash flows resulting in a working capital deficiency and
shareholders' deficit.

The Company reported a net loss $8.1 million on $3.3 million of
revenue for the fiscal year ended March 31, 2010, compared with a
net loss of $6.6 million on $2.3 million of revenue for the year
ended March 31, 2009.


EQK BRIDGEVIEW: Sec. 363 Does Not Permit Asset Swap
---------------------------------------------------
Bankruptcy Judge Stacey G.C. Jernigan denied EQK Bridgeview Plaza,
Inc.'s motion to exchange 12.0717 acres of Eagle Crest property
with 2.961 acres owned by Farmers Branch Local Government
Corporation pursuant to 11 U.S.C. Sec. 363; and denied a motion
for relief from automatic stay of Bank of America, N.A.,
conditional on certain additional adequate protection being
provided to it.  Judge Jernigan said Section 363 does not permit
the proposed transaction.  Moreover, even if it did, the credible
evidence regarding risks and value do not support the swap being
an exercise of reasonable business judgment.  Finally, the Court
does not find that the proposed transaction would provide the
necessary adequate protection to BofA because the replacement lien
it would be receiving would not be the indubitable equivalent of
its existing lien that it would be giving up.  A copy of the
Court's March 4, 2011 order is available at http://is.gd/7EOwHX
from Leagle.com.

                    About EQK Bridgeview Plaza

Dallas, Texas-based EQK Bridgeview Plaza, Inc., owns various real
estate holdings in multiple states.  Specifically, EQK Bridgeview
owns the Bridgeview Plaza shopping center in La Crosse, Wisconsin;
an office building and warehouse and approximately 12.07 acres of
land behind the office building in Farmers Branch, Texas;
approximately 2,928.441 acres of undeveloped land in Kaufman
County, Texas; and the Dunes Plaza shopping center in Michigan
City, Indiana.

EQK Bridgeview filed for Chapter 11 bankruptcy protection on
Oct. 4, 2010 (Bankr. N.D. Tex. Case No. 10-37054).  Melissa S.
Hayward, Esq., at Franklin Skierski Lovall Hayward LLP, in Dallas,
assists EQK Bridgeview in its restructuring effort.  In its
amended schedules, EQK Bridgeview disclosed $76,434,528 in assets
and $74,843,867 in liabilities.


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

GCG will, among other things:

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

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

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

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

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

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

A copy of the administration agreement between GCG and the Debtors
is available for free at:

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

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

                          About Evans Oil

Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC,
distributes bulk oil, gas, diesel and lubricant products.  It
filed for Chapter 11 bankruptcy protection on Jan. 30, 2011
(Bankr. M.D. Fla. Case No. 11-01515).

John S. Sarrett, Esq., Lawrence E. Oscar, Esq., Daniel A. DeMarco,
Esq., Christopher B. Wick, Esq., and Emily W. Ladky, Esq., at Hahn
Loeser & Parks LLP, serve as the Debtor's bankruptcy counsel.

Evans Oil estimated assets and debts at $10 million to $50 million
as of the Chapter 11 filing.

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

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


EVANS OIL: Court Approves Hahn Loeser as Bankruptcy Counsel
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
authorized Evans Oil Company LLC, et al., to employ Hahn Loeser &
Parks LLP as bankruptcy counsel, nunc pro tunc to the Petition
Date.

Hahn Loeser will, among other things:

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

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

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

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

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

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

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

                          About Evans Oil

Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC,
distributes bulk oil, gas, diesel and lubricant products.  It
filed for Chapter 11 bankruptcy protection on Jan. 30, 2011
(Bankr. M.D. Fla. Case No. 11-01515).

Garden City Group Inc. is the claims and notice agent.

Evans Oil estimated assets and debts at $10 million to $50 million
as of the Chapter 11 filing.

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

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


EVANS OIL: Court Approves Parkland Group as Restructuring Advisor
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
authorized Evans Oil Company LLC, et al., to employ Hahn The
Parkland Group Inc. to provide restructuring services.

The firm's services include working capital management, value
maximization of businesses and assets, developing/analyzing
turnaround plans and financial restructurings, analyzing and
evaluating their business impact, negotiating plans of
reorganization and testifying regarding restructuring,
feasibility and other relevant issues.

The firm's professionals and their hourly rates are:

   Designations               Hourly Rates
   ------------               ------------
   Principals                 $325-$395
   Directors                  $275-$325
   Consultants                $250-$275

The Debtors assured the Court that the firm is a "disinterested
person" as that term defined in Section 101(14) of the Bankruptcy
Code.

                          About Evans Oil

Naples, Florida-based Evans Oil Company LLC, aka Evans Oil Co LLC,
distributes bulk oil, gas, diesel and lubricant products.  It
filed for Chapter 11 bankruptcy protection on Jan. 30, 2011
(Bankr. M.D. Fla. Case No. 11-01515).

John S. Sarrett, Esq., Lawrence E. Oscar, Esq., Daniel A. DeMarco,
Esq., Christopher B. Wick, Esq., and Emily W. Ladky, Esq., at Hahn
Loeser & Parks LLP, serve as the Debtor's bankruptcy counsel.
Garden City Group Inc. is the claims and notice agent.

Evans Oil estimated assets and debts at $10 million to $50 million
as of the Chapter 11 filing.

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

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


FAIRFIELD SENTRY: Files Suits to Pay Off Madoff Suit
----------------------------------------------------
Bankruptcy Law360 reports that Fairfield Sentry Ltd., Bernard L.
Madoff's largest feeder fund, filed 57 New York federal court
suits over a three-day span last week in a litigation binge aimed
at recovering $3 billion the fund must turn over to Madoff's
trustee.

Separately, Bankruptcy Law360 reports that a Financial Industry
Regulatory Authority arbitration panel held Thursday that Morgan
Keegan & Co. Inc. should pay more than $250,000 to a Florida
couple after placing their entire investment in a now-bankrupt
hedge fund that steered investments to Bernard Madoff's Ponzi
scheme.

Law360 says the panel ruled that the Regions Financial Corp.
subsidiary did very little due diligence on the investment to
Greenwich, Conn.-based Greenwich Sentry LP, a feeder for Bernard
L. Madoff Investment.

                      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.

                      About Fairfield Sentry

Fairfield Sentry is being liquidated under the supervision of the
Commercial Division of the High Court of Justice in the British
Virgin Islands.  It is one of the funds owned by the Fairfield
Greenwich Group, an investment firm founded in 1983 in New York
City.

Fairfield Sentry and other Greenwich funds had among the largest
exposures to the Bernard L. Madoff fraud.

Fairfield Sentry Limited, filed for Chapter 11 protection in June
2010 (Bankr. S.D.N.Y. Case No. 10-13164).

Greenwich Sentry, L.P., and an affiliate filed for Chapter 11
protection on November 19, 2010 (Bankr. S.D.N.Y. Case No.
10-16229) hoping to settle lawsuits filed against it in connection
with its investments with Bernard L. Madoff.

On May 18, 2009, Irving H. Picard, the trustee liquidating the
estate of Mr. Madoff and his firm, Bernard L. Madoff Investment
Securities, LLC, filed a lawsuit against Fairfield Sentry and
Greenwich, seeking the return of $3.55 billion that Fairfield
withdrew from Madoff during the period from 2002 to Madoff's
arrest in December 2008.  Since 1995, the Fairfield funds invested
about $4.5 billion with BLMIS.

Mr. Picard claims that Fairfield knew or should have known about
the fraud give that it received from BLMIS unrealistically high
and consistent annual returns of between 10% and 21% in contrast
to the vastly larger fluctuations in the S&P 100 Index.


FLINTKOTE COMPANY: Garlock Wants to Intervene in 12 Cases
---------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                      About Flinkote Company

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals.  The Flintkote Company filed for Chapter 11
protection on April 30, 2004 (Bankr. D. Del. Case No. 04-11300).
Flintkote Mines Limited filed for Chapter 11 relief of August 25,
2004 (Bankr. D. Del. Case No. 04-12440).  James E. O'Neill, Esq.,
Kathleen P. Makowswki, Esq., Laura Davis Jones, Esq., Sandra G.M,
Selzer, Esq., and Scotta Edelen McFarland, Esq., at Pachulski
Stang Ziehl & Jones LLP, represent the Debtors in their
restructuring efforts.  Kathleen Campbell Davis, Esq., and Mark T.
Hurford, Esq., at Campbell & Levine, LLC, represent the official
committee of unsecured creditors as counsel.

When Flintkote Company filed for protection from its creditors, it
estimated more than $100 million each in assets and debts.  When
Flintkote Mines Limited filed for protection from its creditors,
it estimated assets of $1 million to $50 million, and debts of
more than $100 million.


FRANK PARSONS: Committee Taps NHB Advisors as Financial Advisor
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Frank Parsons
Inc. asks the U.S. Bankruptcy Court for the District of Maryland
for permission to retain NHB Advisors Inc. as its financial
advisor.

The U.S. Trustee has formed a statutory committee of unsecured
creditors in Frank Parsons' Chapter 11 case.  The members of the
Committee are:

  -- NE Opco, Inc.,
  -- Global Fibres, Inc.,
  -- International Paper Company,
  -- P.H. Glatfelter Company,
  -- West Linn Paper Company,
  -- United Stationers Supply Co., and
  -- Synnex Corporation

As financial advisor to the Committee, NHB has agreed to:

   a) review and analyze the business, management, operations,
      properties, financial condition and prospects of the Debtor;

   b) review and analyze historical financial performance,
      and transactions between and among the Debtor, its
      creditors, affiliates and other entities;

   c) review the assumptions underlying the business plans and
      cash flow projections for the assets involved in any
      potential asset sale or plan of reorganization;

   d) determine the reasonableness of the projected performance
      of the Debtor;

   e) monitor, evaluate and report to the Committee with respect
      to the Debtor's near-term liquidity needs, material
      operational changes and related financial and operational
      issues;

   f) review and analyze all material contracts and/or agreements;

   g) assist and procure and assemble any necessary validations of
      asset values;

   h) provide ongoing assistance to the Committee and the
      Committee's legal counsel;

   i) evaluate the Debtor's capital structure and making
      recommendations to the Committee with respect to the
      Debtor's efforts to reorganize its business operations
      and confirm a plan;

   j) assist the Committee in preparing documentation required
      in connection with creating, supporting or opposing a plan
      and participating in negotiations on behalf of the Committee
      with the Debtor or any groups affected by a plan;

   k) assist the Committee in marketing the Debtor's assets with
      the intent of maximizing the value received for any such
      assets from any such sale; and,

   l) provide ongoing analysis of the Debtor's financial
      condition, business plans, capital spending budgets,
      operating forecasts, management and the prospects
      for its future performance.

The hourly rates of the firm's professionals are:

      Professionals                Hourly Rates
      -------------                ------------
      Edward T. Gavin, CTP         $525
      Sarah E. Pugh                $375

      Principals, Advisors and
      Associates                   $250-$600

The Committee assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                       About Frank Parsons

Headquartered in Hanover, Maryland, Frank Parsons, Inc. --
http://www.frankparsons.com/-- aka Frank Parsons Paper Company
Inc., is the largest employee-owned, business products,
technology, and office supplies company in the United States,
offering more than 180,000 products from companies such as Avery,
Fujifilm, Hewlett Packard, IBM, Sony, Xerox, Xiotech, and more.
Frank Parsons is an approved contractor on the GSA Schedule and an
authorized AbilityOne Distributor.  The company holds several
environmental certifications, including FSC, SFI, and PEFC.

Frank Parsons filed for Chapter 11 bankruptcy protection (Bankr.
D. Md. Case No. 11-10338) on Jan. 6, 2011.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole
Schotz Meisel Forman & Leonard, PA, serve as the Debtor's
bankruptcy counsel.  The Debtor has also tapped SSG Capital as an
investment banker to explore strategic options.  WeinsweigAdvisors
LLC is the financial advisor to the Debtor.  Delaware Claims
Agency, LLC, is the claims and noticing agent.

Brent C. Strickland, Esq., at Whiteford, Taylor & Preston L.L.P.,
in Baltimore, Maryland, and Bradford J. Sandler, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve
as counsel to the Official Committee of Unsecured Creditors formed
in the Chapter 11 case.


FRANK PARSONS: Committee Taps Pachulski Stang as Counsel
--------------------------------------------------------
The Official Committee of Unsecured Creditors of Frank Parsons
Inc. asks the U.S. Bankruptcy Court for the District of Maryland
for permission to employ Pachulski Stang Ziehl & Jones LLP as its
counsel.

The U.S. Trustee has formed a statutory committee of unsecured
creditors in Frank Parsons' Chapter 11 case.  The members of the
Committee are:

  -- NE Opco, Inc.,
  -- Global Fibres, Inc.,
  -- International Paper Company,
  -- P.H. Glatfelter Company,
  -- West Linn Paper Company,
  -- United Stationers Supply Co., and
  -- Synnex Corporation

As the Committee's counsel, Pachulski Stang has agreed to:

  a) assist the Committee in understanding its powers and its
     duties under the Bankruptcy Code and the Bankruptcy Rules and
     in performing other services as are in the interests of those
     represented by the Committee;

  b) provide legal advice and assistance to the Committee in its
     consultation with the Debtor relative to the Debtor's
     administration of its reorganization;

  c) review and analyze all applications, motions, orders,
     statements of operations and schedules filed with the Court
     by the Debtor or third parties, advise the Committee
     as to their propriety, and, after consultation with the
     Committee, take appropriate action;

  d) prepare necessary applications, motions, answers, orders,
     reports and other legal papers on behalf of the Committee;

  e) represent the Committee at hearings held before the Court and
     communicate with the Committee regarding the issues raised,
     as well as the decisions of, the Court;

  f) assist the Committee in analyzing the Debtor's assets and
     liabilities, investigating the extent and validity of liens,
     and participating in and reviewing any proposed asset sales,
     any asset dispositions, financing arrangements, and cash
     collateral stipulations or proceedings;

  g) advise and represent the Committee in any manner relevant to
     reviewing and determining the Debtor's rights and obligations
     under leases and other executory contracts;

  h) advise and represent the Committee in investigating the acts,
     conduct, assets, liabilities and financial condition of the
     Debtor, the Debtor's operations, and the desirability of the
     continuance of any portion of those operations, and any other
     matters relevant to this case or to the formulation of a
     plan;

   i) assist, advise, and represent the Committee in the
      evaluation of claims and on any litigation matters,
      including avoidance actions; and

   j) represent the Committee in connection with any other matters
      that may arise in the Chapter 11 case and to perform all
      other legal services for the Committee that may be necessary
      and proper in the Chapter 11 case.

The firm's professionals and their rates are:

      Professionals                Hourly Rates
      -------------                ------------
      Robert J. Feinstein, Esq.    $895
      Debra Grassgreen, Esq.       $795
      Bradford J. Sandler, Esq.    $675
      Michael R. Seidl, Esq.       $595
      Lynzy Oberholzer             $245

The Committee assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                       About Frank Parsons

Headquartered in Hanover, Maryland, Frank Parsons, Inc. --
http://www.frankparsons.com/-- aka Frank Parsons Paper Company
Inc., is the largest employee-owned, business products,
technology, and office supplies company in the United States,
offering more than 180,000 products from companies such as Avery,
Fujifilm, Hewlett Packard, IBM, Sony, Xerox, Xiotech, and more.
Frank Parsons is an approved contractor on the GSA Schedule and an
authorized AbilityOne Distributor.  The company holds several
environmental certifications, including FSC, SFI, and PEFC.

Frank Parsons filed for Chapter 11 bankruptcy protection (Bankr.
D. Md. Case No. 11-10338) on Jan. 6, 2011.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole
Schotz Meisel Forman & Leonard, PA, serve as the Debtor's
bankruptcy counsel.  The Debtor has also tapped SSG Capital as an
investment banker to explore strategic options.  WeinsweigAdvisors
LLC is the financial advisor to the Debtor.  Delaware Claims
Agency, LLC, is the claims and noticing agent.

Brent C. Strickland, Esq., at Whiteford, Taylor & Preston L.L.P.,
in Baltimore, Maryland, and Bradford J. Sandler, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve
as counsel to the Official Committee of Unsecured Creditors formed
in the Chapter 11 case.


FRANK PARSONS: Committee Taps Whiteford Taylor as Local Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Frank Parsons
Inc. asks the U.S. Bankruptcy Court for the District of Maryland
for permission to retain Whiteford, Taylor & Preston L.L.P. as its
local counsel.

The firm will:

   a) advise the Committee with respect to its powers and duties;

   b) prepare any necessary applications, motions, pleadings,
      orders, reports and other legal papers, and appearing on the
      Committee's behalf in proceedings instituted by, against, or
      involving the Debtor, the Committee or relating to the
      chapter 11 proceeding;

   c) assist the Committee in the investigation of the acts,
      liabilities and financial condition of the Debtor, the
      Debtor's assets and business operations, the disposition of
      the Debtor's assets, and any other matters relevant to this
      case and the interests of unsecured creditors;

   d) assist the Committee in coordinating its efforts to maximize
      distributions to unsecured creditors; and

   e) perform legal services for the Committee as may be
      necessary or desirable in the interests of the unsecured
      creditors.

The firm will charge the Debtor's estates based on the hourly
rates of its professionals:

      Designations                 Hourly Rates
      ------------                 ------------
      Partners                     $390-$620
      Associates                   $290-$440
      Paralegals                   $150-$270

The Committee assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                       About Frank Parsons

Headquartered in Hanover, Maryland, Frank Parsons, Inc. --
http://www.frankparsons.com/-- aka Frank Parsons Paper Company
Inc., is the largest employee-owned, business products,
technology, and office supplies company in the United States,
offering more than 180,000 products from companies such as Avery,
Fujifilm, Hewlett Packard, IBM, Sony, Xerox, Xiotech, and more.
Frank Parsons is an approved contractor on the GSA Schedule and an
authorized AbilityOne Distributor.  The company holds several
environmental certifications, including FSC, SFI, and PEFC.

Frank Parsons filed for Chapter 11 bankruptcy protection (Bankr.
D. Md. Case No. 11-10338) on Jan. 6, 2011.  The Debtor estimated
its assets and debts at $10 million to $50 million.

Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole
Schotz Meisel Forman & Leonard, PA, serve as the Debtor's
bankruptcy counsel.  The Debtor has also tapped SSG Capital as an
investment banker to explore strategic options.  WeinsweigAdvisors
LLC is the financial advisor to the Debtor.  Delaware Claims
Agency, LLC, is the claims and noticing agent.

Brent C. Strickland, Esq., at Whiteford, Taylor & Preston L.L.P.,
in Baltimore, Maryland, and Bradford J. Sandler, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve
as counsel to the Official Committee of Unsecured Creditors formed
in the Chapter 11 case.


FREDDIE WAYNE LONG: Court Rules on ReVest Summary Judgment Bids
---------------------------------------------------------------
In Revest, LLC, v. Freddie Wayne Long, Adv. Pro. No. 09-5303
(Bankr. D. Kans.), ReVest filed two dispositive motions.  The
first is a combined motion to dismiss and for summary judgment
filed on July 7, 2010, seeking dismissal of Freddie Wayne Long's
fraud claim and summary judgment on: (1) Mr. Long's Kansas
Consumer Protection Act claim against ReVest for unconscionable
conduct in connection with the acquisition of the properties; (2)
Mr. Long's quiet title claim against ReVest; and (3) ReVest's
complaint for a judgment declaring it the owner of certain real
property free and clear of any interest of Mr. Long.  The second
motion, filed on Jan. 10, 2011, seeks summary judgment on Mr.
Long's remaining KCPA claims to the extent that Mr. Long seeks the
remedy of money judgments.

Chief Bankruptcy Judge Robert E. Nugent grants ReVest's summary
judgment motions in part and denies them in part.  Summary
judgment for ReVest and against Mr. Long is granted on the KCPA
claim concerning the Purchase Agreement because it is barred by
the statute of limitations.  ReVest is granted summary judgment on
the KCPA claim covering the 2006 option and lease; the Court finds
that the 2006 option and lease were not unconscionable as a matter
of law.  ReVest is denied summary judgment on Mr. Long's KCPA
claim in connection with the 2008 and 2009 lump-sum payments and
the 2009 option offer; on Mr. Long's fraud claim; and on ReVest's
and Mr. Long's quiet title claims.

A copy of the Court's March 1, 2011 opinion is available at
http://is.gd/BR1wLLfrom Leagle.com.

Freddie Wayne Long filed for Chapter 13 relief (Bankr. D. Kans.
Case No. 09-12827) on Aug. 31, 2009.  He converted his case to
Chapter 11 on March 4, 2010.


FREEDOM COMMUNICATIONS: Final Bids for Assets Due Thursday
----------------------------------------------------------
The Wall Street Journal's Mike Spector and Anupreeta Das report
that people familiar with the matter said final bids are due
Thursday in the auction of Freedom Communications Inc.  They said
possible bidders include Denver Post publisher MediaNews Group
Inc.; Tribune Co.; Gores Group; and Platinum Equity, owner of the
San Diego Union Tribune.

According to the Journal, Freedom is giving bidders several
options.  Suitors can make offers for the entire company or they
can separately bid on Freedom's eight television stations, its
more than 100 daily and weekly newspapers or the Orange County
Register alone.

Investment bank Moelis & Co. is advising Freedom on the auction.

The Journal relates Freedom said it "continues its review of a
wide variety of strategic options" but declined to comment
further.  According to the Journal, it remained unclear what
prospective bidders might offer for Freedom's assets and which
pieces each might pursue.  The entire company won't likely fetch
more than $1 billion, said people familiar with the matter.  The
sources told the Journal Freedom's television stations could go
for about $400 million, or eight times the division's earnings
before interest, taxes, depreciation and amortization.  The
Register and other newspapers could fetch around $350 million, or
about four times that division's $90 million in such earnings,
these people said.

According to the Journal, people familiar with the matter
cautioned that a number of complexities surround potential offers
and it will take time to finalize a transaction:

     (A) Hedge fund Alden Global Capital owns shares of both
MediaNews and Freedom.  The Journal recounts MediaNews' holding
company last year restructured through a quick bankruptcy,
emerging owned by several hedge funds including Alden. Alden has
been studying folding some of its newspaper holdings into a single
company.  Besides stakes in MediaNews and Freedom, Alden also
acquired stakes in the publisher of the Philadelphia Inquirer and
the Journal Register Co. through bankruptcy proceedings and is
poised to own part of Tribune when it emerges from Chapter 11
protection sometime this year.

     (B) Hedge fund, Angelo, Gordon & Co., also holds a stake in
Freedom and is also set to own part of Tribune.

     (C) Some bids could be complicated by antitrust issues.
Tribune, for instance, owns the Los Angeles Times, a nearby
competitor to the Register.  Tribune's bankruptcy could also
muddle bidding plans . Still, Tribune has been doing due diligence
on Freedom's assets and continues to weigh a bid.

According to the Journal, a separate person familiar with the
matter said Gores Group, whose holdings include radio station
operator Westwood One Inc., plans to make a bid for Freedom assets
by Thursday.  Gores hasn't decided on which assets to bid, and is
"looking at all of it," this person said.

Another source told the Journal that Platinum Equity is looking at
Freedom's assets, but is not rushing to make an acquisition.

                     About Affiliated Media

Denver, Colorado-based Affiliated Media, Inc., is the holding
company for the MediaNews Group family of newspapers, the nation's
second-largest newspaper publisher by circulation and owner of 54
daily newspapers, over 100 non-daily newspapers, as well as Web
sites, television and radio broadcasters that serve markets in 12
states.

The Company filed for Chapter 11 bankruptcy protection on
January 22, 2010 (Bankr. D. Delaware Case No. 10-10202).  Hughes
Hubbard & Reed LLP, served as the Debtor's general bankruptcy
counsel, while Daniel B. Butz, Esq., at Morris, Nichols, Arsht &
Tunnell LLP, served as the Debtor's co-bankruptcy counsel.  Carl
Marks Advisory Group LLC acted as the Debtor's restructuring
advisor; Rothschild Inc., the Debtor's financial advisor; and Epiq
Bankruptcy Solutions, LLC, the Debtor's claims agent.  The Company
estimated $100 million to $500 million in assets and $500 million
to $1 billion in liabilities.

The Hon. Kevin J. Carey confirmed the Company's plan of
reorganization on March 4, 2010, less than six weeks after
the bankruptcy filing.  The Company had reached agreement
pre-bankruptcy with its lenders on terms of the plan, which
reduces the Company's debt from $930 million to $165 million and
involves no management change or change of control of the Company.

The Plan gives holders of senior notes aggregating $583.1 million
88% of the common stock, the proceeds of $150 million secured term
loan and certain cash payments.  Holders of general unsecured
claims retain their claims or would be paid in full.  Holders of
$326 million in subordinated notes would receive warrants to
purchase stock of the reorganized company.  Holders of equity
interests were wiped out.

Affiliated Media emerged from Chapter 11 protection in March 2010.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.  Chadbourne & Parke LLP
and Landis Rath LLP serve as co-counsel to the Official Committee
of Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

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

                   About Freedom Communications

Freedom Communications, headquartered in Irvine, Calif., is a
national privately owned media company operating print
publications, broadcast television stations and interactive
businesses.  The company's print portfolio includes approximately
100 daily and weekly publications, plus ancillary magazines and
other specialty publications. The broadcast company's stations --
five CBS, two ABC network affiliates and one CW affiliate -- reach
more than 3 million households across the country. The Company's
news, information and entertainment websites complement its print
and broadcast properties.

Freedom Communications filed for Chapter 11 on Sept. 1, 2009
(Bankr. D. Del. Case No. 09-13046).  Attorneys at Young Conaway
Stargatt & Taylor, and Latham & Watkins LLP served as Chapter 11
counsel.  Houlihan, Lokey, Howard & Zukin, Inc., served as
financial advisors while AlixPartners LLC served as restructuring
consultants.  Logan & Co. served as claims and notice agent.

Freedom Communications had $757,000,000 in assets against debts of
$1,077,000,000 as of July 31, 2009.

The Bankruptcy Court confirmed Freedom Communications' Plan of
Reorganization on March 9, 2010.  The Plan became effective
April 30, 2010.  The Plan, which was supported by the Steering
Committee of the Company's secured lenders and the Official
Committee of Unsecured Creditors, eliminated $450 million of debt
from Freedom's balance sheet.


FRENCH BROAD: Plan Confirmation Hearing on April 20
---------------------------------------------------
Judge George R. Hodges of the U.S. Bankruptcy Court for the
Western District of North Carolina will convene a hearing on
April 20, 2011, at 9:30 a.m. to consider confirmation of the
proposed Chapter 11 plan of French Broad LLC.

The Court approved the disclosure statement explaining the Plan on
Feb. 23.  The Debtor will send the solicitation package --
containing copies of the Plan, the Disclosure Statement and a
ballot -- to each creditor entitled to vote on the Plan by
March 18.

Objections to confirmation and written acceptances or rejections
of the plan are both due April 12.

                        The Chapter 11 Plan

According to the Disclosure Statement, the Plan provides for
creditors to be paid in full from the sale of units by French
Broad Place.  Under the Plan, Metromont Corporation, owed
$2,961,431 for its DIP claim, will receive 10% per annum accrued
interest for a period of 13 months, principal reduction will be
paid periodically as future inventory sales close on account of
Metromont's secured claim.  Metromont will receive 40% of all
future net sales proceeds to be applied to the principal loan
balance outstanding.

Ashville Savings Bank, owed $8,620,619, secured by a second lien
deed of trust on the assets of the Debtor, will receive 40% of all
future sales net proceeds applied to the principal loan balance
outstanding on account of Ashville's impaired secured claim.  Once
the DIP loan is repaid 100%, then 100% of the future NSP will be
paid to Ashville as loan principal reduction until paid in full
with interest at the contract rate.

Metromont, owed $2,765,234 secured by a third lien deed of trust,
will not be paid interest or principal during the DIP loan tenure.
The second deed of trust contract note will accrue interest at 5%
from the date of the Plan.  Once the DIP loan is repaid 10% and
Ashville Savings Bank is repaid 100%, then Metromont will receive
monthly interest at 5% and 100% of future NSP until repaid 100%.

Ed Burdette Construction, holder a materialman's/mechanics lien in
the amount of $2,627,773, will have its claim paid as a general
unsecured claim.

General unsecured creditors, expected to total $3,300,000, which
includes the secured claim of Ed Burdette, will be paid in full
over a period of three years.

A copy of the Court-approved disclosure statement is available for
free at http://bankrupt.com/misc/French_Broad_Final_DS.pdf

                Confirmation Required by April 30

The terms of the DIP loan provided that French Broad Realty, Inc.,
which is a separate organization from the Debtor, but is owned by
principals of the Debtor, is allowed a limited six-month of sales
listing for all units with a 1.5% listing-side commission and an
additional 3% commission to be paid to the procuring broker if
other than FBRI.  FBRI will be allowed to draw up to $11,500 per
month for use as salary of its personnel, for a period of six
months.  The Debtor, under the DIP loan, is required to obtain
confirmation of the Plan by April 30.

                        About French Broad

French Broad Place LLC was formed for the development of a 48-unit
mixed used real estate community in downtown Brevard, North
Carolina.  The owners -- led by Scott Latell and Joshua Burdette
as managing members -- have over $4,500,000 of cash equity in the
development to date.  Appraisals conducted in the spring of 2010
valued the property from $10,500,000 to $12,5000,000.  Secured
claims by lenders exceed $14,000,000.

French Broad Place LLC filed for Chapter 11 bankruptcy protection
on March 25, 2010 (Bankr. W.D. N.C. Case No. 10-10335).  Edward C.
Hay, Jr., Esq., at Pitts, Hay & Hugenschmidt, P.A., represents the
Debtor.  The Company disclosed $20,171,100 in assets and
$14,395,245 in liabilities.


FREY MECHANICAL: Ch. 7 Trustee May Recoup $400,000 in Insider Suit
------------------------------------------------------------------
In Christine C. Shubert, Chapter 7 Trustee for the Estate of Frey
Mechanical Group, Inc., v. Stanley Mull and Joan W. Mull, Adv.
Pro. No. 10-00159 (Bankr. E.D. Pa.), the Chapter 7 Trustee seeks
partial summary judgment, requesting judgment against Stanley Mull
and Joan W. Mull pursuant to 11 U.S.C. Sections 547(b) and 550 in
the amount of $740,000.  The Chapter 7 Trustee asserts that she is
entitled to judgment in her favor because the Defendants, the
father and mother of the Debtor's secretary and the parents-in-law
of the Debtor's president, are "insiders" as defined by 11 U.S.C.
Sec. 101(31) who received the Transfers as repayment of loans made
by the Defendants to the Debtor.

The Defendants admit the Transfers, but oppose recovery of the
payments by the Trustee on the grounds that they served as a
lender to the Debtor and as such the Transfers are exempt from
recovery as ordinary course transfers pursuant to 11 U.S.C. Sec.
547(c)(1).  In addition, the Defendants assert that they provided
new value to the Debtor after receipt of the Transfers as provided
for by 11 U.S.C. Sec. 547(c)(4).

Bankruptcy Judge Magdeline D. Coleman noted that the parties agree
that the Transfers are preferential under 11 U.S.C. Sec. 547(b)
and that the Defendants are "insiders" as defined by 11 U.S.C.
Sec. 101(31).  The Court finds that, drawing all inferences in
their favor, the Defendants cannot demonstrate the applicability
of the ordinary course of business defense under 11 U.S.C. Sec.
547(c)(2).  However, the Court does find that the Defendants have
demonstrated that, drawing all inferences in their favor, they are
entitled to offset the Transfers by new value as provided by 11
U.S.C. Sec. 547(c)(4).  Accordingly, the Trustee is entitled to
partial summary judgment but only for $400,000.

A copy of the Court's March 1, 2011 Memorandum Opinion is
available at http://is.gd/nQQGSQfrom Leagle.com.

Frey Mechanical Group, Inc., filed for Chapter 11 bankruptcy
(Bankr. E.D. Pa. Case No. 10-10349) on Jan. 18, 2010.  The
Debtor's case was converted to Chapter 7 on Feb. 9, 2010.


FUSION CUISINE: Ch. 7 Trustee Seeks to Sell Property to Landlords
-----------------------------------------------------------------
The Chapter 7 trustee for Fusion Cuisine Inc. filed a motion to
approve a sale of estate property to the landlords of the Debtor's
premises and for approval of a settlement of claims held by those
landlords against the estate, including secured claims.  The
consideration the landlords are paying includes a $30,000 "Cash
Payment."  The order approving the sale would direct that "$30,000
of the Cash Payment represents a carveout pursuant to 11 U.S.C.
Sec. 506(c) and may be applied by the Trustee towards his fees and
expenses."

Bankruptcy Judge S. Martin Teel, Jr., noted that some decisions
hold that a Sec. 506(c) surcharge recovery cannot properly be paid
to an individual administrative creditor, but can only be
recovered for the estate's benefit, citing Ungaretti & Harris LLP
v. Steinberg (In re Resource Tech. Corp.), 356 B.R. 435, 444-45
(Bankr. N.D. Ill. 2006); see also Ford Motor Credit Co. v.
Reynolds & Reynolds Co. (In re JKJ Chevrolet, Inc.), 26 F.3d 481,
484 (4th Cir. 1994) (surcharge is payable to the estate, "as an
unencumbered asset for distribution to the unsecured creditors
. . . [p]ursuant to the distribution rules of Sec. 726(a) [and]
the priority rules of . . . Sec. 507").

Accordingly, Judge Teel on March 1 directed the Chapter 7 Trustee
to show cause at the hearing March 2 or beforehand why the court
ought approve a provision for a carveout of Sec. 506(c) only for
the benefit of the trustee's fees and expenses (as opposed to the
proceeds of the Sec. 506(c) surcharge being available for payment
of all chapter 7 administrative claims on a pro rata basis in
accordance with the priority rules of Sec. 507).

A copy of the Court's March 1, 2011 Memorandum Decision and Order
is available at http://is.gd/ZLaYjnfrom Leagle.com.

Washington D.C.-based Fusion Cuisine, Inc., filed for Chapter 11
bankruptcy (Bankr. D.C. Case No. 10-00821) on Aug. 20, 2010,
listing between $100,000 and $500,000 in both assets and debts.
Kenneth L. Samuelson, Esq., at Samuelson Law Offices, LLC, in
Washington, DC, served as the Debtor's bankruptcy counsel.  The
case was later converted to Chapter 7.


GARDNER DENVER: S&P Affirms 'BB' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Rating Services said it affirmed its 'BB'
corporate credit rating on Wayne, Pa.-based Gardner Denver Inc.
S&P also revised the recovery rating on the company's $125 million
senior subordinated notes due 2013 to '3' from '4', indicating
S&P's expectation of meaningful (50%-70%) recovery in a payment
default scenario (for the complete recovery analysis, see the
recovery report to be published following the release of this
report).  At the same time, S&P revised the outlook to positive
from stable.

The outlook revision reflects the potential for a rating upgrade
if GDI continues to perform better than S&P's expectations for the
'BB' corporate credit rating.  The company has benefited from
recovering end markets and has made progress improving
profitability in its Industrial Products Group.  "S&P believes
that if the company continues to perform well, it could absorb a
sizable acquisition and still maintain total debt to EBITDA of
around 3x, a level appropriate for the higher rating," said
Standard & Poor's credit analyst Sarah Wyeth.

The ratings on GDI reflect the cyclical and competitive nature of
the industrial equipment markets where the company operates.
Several factors support the ratings, including GDI's good market
position, its end-market and geographic diversity, its consistent
cash flow generation, and its track record of deleveraging after
completing debt-funded acquisitions.

"S&P could raise the ratings if the company appears likely to
maintain its improved credit measures and if it adheres to a
financial policy that could support a higher rating," said Ms.
Wyeth.  "S&P could raise the ratings if, for example, Gardner
Denver maintains total adjusted debt to EBITDA of less than 3x."


GARY PHILLIPS: Creditors Panel Has Greenlight to Hire Hodges
------------------------------------------------------------
Judge Marcia Phillips Parsons authorized the official committee of
unsecured creditors in the bankruptcy case of Gary Phillips
Construction to retain Hodges, Doughty & Carson PLLC, as its
attorneys.  Dean B. Farmer, Esq., is leading the engagement.

Mr. Farmer charges $290 an hour for his services.  All other
partners will be paid $225 an hour; associates $180 and paralegals
$90.  Th firm will also be reimbursed for necessary expenses.

The firm, in a verified statement, attests that it is a
"disinterested person" as that term is defined in Sec. 101(14) of
the Bankruptcy Code and does not hold or represent any adverse
interest in connection with the Debtor's case.

                  About Gary Phillips Construction

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case
No. 10-53097) on Dec. 3, 2010.  Fred M. Leonard, Esq. --
fredmleonard@earthlink.net -- in Bristol, Tennessee, serves as the
Debtor's counsel.  Dean B. Farmer, Esq., at Hodges, Doughty &
Carson, PLLC, serves as the committee of unsecured creditors'
counsel.  In its schedules, the Debtor disclosed $13,255,698 in
assets and $7,614,399 in liabilities as of the Petition Date.


GARY PHILLIPS: Court Denies Employment of Crye-Leike Realtors
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Tennessee
denied the application by Gary Phillips Construction, LLC, to
employ Crye-Leike Realtors as realtor.  Creditor Regions Bank has
objected to the request.

The Debtor has said it needs Crye-Leike Realtors to represent it
in the listing and selling of its various properties.  Stephanie
Conner is the Managing Broker of Crye-Leike Realtors.

The Debtor assured the Court the employment of Crye-Leike Realtors
will not constitute any additional expense as the Debtor has
regularly employed Crye-Leike Realtors to sell its properties.
The Debtor also indicated that its sole member, Gary Phillips, is
not paid any salary for his time and effort in finishing and
selling the Debtor's properties and that the only fees paid to him
is a percentage of the Debtor's rental income which is the
approximate amount of $3,000 per month as a management fee.  It
also disclosed that Mr. Phillips' wife, Karla, is one of the
licensed real estate agents with Crye-Leike Realtors and
historically has received a commission from Crye-Leike Realtors as
the listing agent for the sale of the Debtor's properties.

The Debtor said Crye-Leike Realtors or its real estate agents
would get a total commission rate of 8%, or some lesser ratio, for
the sale of commercial properties and 5%, or some lesser ratio,
for other property sales.

Crye-Leike Realtors represents no interest adverse within the
meaning of U.S.C. Sec. 101(14) et seq. to the Debtor or the estate
in the matters upon which it is to be engaged for the Debtor with
the exception of Ms. Phillips.

                  About Gary Phillips Construction

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
builds residential housing.  The Company filed for Chapter 11
bankruptcy protection (Bankr. E.D. Tenn. Case No. 10-53097) on
Dec. 3, 2010.  Fred M. Leonard, Esq. -- fredmleonard@earthlink.net
-- in Bristol, Tennessee, serves as the Debtor's counsel.  Dean B.
Farmer, Esq., at Hodges, Doughty & Carson, PLLC, serves as the
committee of unsecured creditors' counsel.  In its schedules, the
Debtor disclosed $13,255,698 in assets and $7,614,399 in
liabilities as of the Petition Date.


GARY PHILLIPS: Wants $9,800 TruPoint Construction Draws Continued
-----------------------------------------------------------------
Gary Phillips Construction, LLC, and TruPoint Bank ask the U.S.
Bankruptcy Court for the Eastern District of Tennessee to
determine that:

   -- the postpetition construction draws can continue to be made
      by TruPoint Bank in the ordinary course of business;

   -- TruPoint is entitled to be paid in full for prepetition and
      postpetition draws when the houses are sold and closed so
      that the Debtor can continue to build houses and receive
      draws from TruPoint as it has in the past; and

   -- the draws are secured pursuant to TruPoint Bank's
      prepetition security agreement, note, and deed of trust
      dated May 28, 2010.

As of the Petition Date, the Debtor had four houses in Cardinal
Forest that were under various stages of construction.  All the
four houses were being financed pursuant to a construction loan
with TruPoint Bank.  The loan arrangement required the Debtor to
complete a certain percentage of a house and then request a draw
to cover the Debtor's construction costs.

The Debtor relates that it needs the draw to keep the workers on
the job to complete the house in time to close.  TruPoint agreed
to provide financing on the four houses that remain unfinished for
which they have loan commitments in the approximate amount of
$600,000.  TruPoint Bank also agreed to escrow $9,800 of the loan
pay-off to prevent the Debtor from losing the sale.

TruPoint Bank also asks for a continuing lien, which has already
been granted under the cash collateral order dated Feb. 3, 2011,
and the $9,800 escrowed that TruPoint Bank advanced postpetition
to finish the first house which in the process of closing.

The Court will consider the motion on Postpetition Construction
Draws on March 15, 2011 at 9:00 a.m.

                  About Gary Phillips Construction

Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
builds residential housing.  The Company filed for Chapter 11
bankruptcy protection (Bankr. E.D. Tenn. Case No. 10-53097) on
Dec. 3, 2010.  Fred M. Leonard, Esq. -- fredmleonard@earthlink.net
-- in Bristol, Tennessee, serves as the Debtor's counsel.  Dean B.
Farmer, Esq., at Hodges, Doughty & Carson, PLLC, serves as the
committee of unsecured creditors' counsel.  In its schedules, the
Debtor disclosed $13,255,698 in assets and $7,614,399 in
liabilities as of the Petition Date.


GARY WASHINGTON: No Stay Extension in Second Chapter 11 Case
------------------------------------------------------------
Bankruptcy Judge David R. Duncan denied the request of Gary Allen
Washington and Michele Anne Washington to extend the automatic
stay in their bankruptcy case.  Objections were filed by South
Carolina Community Bank and the United States Trustee.  Judge
Duncan held that a presumption that the Debtors' chapter 11 case
was not filed in good faith arises under Section
362(c)(3)(C)(i)(III) and 362(c)(3)(C)(i)(III)(bb) of the
Bankruptcy Code, because there has been no substantial change in
the Debtors' financial affairs and because it appears that the
Debtors will be unable to fully perform a confirmed chapter 11
plan.  The Debtors have failed to rebut the presumption by clear
and convincing evidence showing that their case was filed in good
faith.  The Court allowed the automatic stay to expire March 5,
2011, 30 days after the filing of the Debtors' current chapter 11
case.  A copy of Judge Duncan's March 4, 2011 order is available
at http://is.gd/j3t5Tefrom Leagle.com.

Gary Allen Washington and Michele Anne Washington own a personal
residence as well as three additional properties.  The additional
properties are used as residential and commercial rental
properties by the Debtors.  The Washingtons filed for chapter 11
protection (Bankr. D. S.C. Case No. 11-00625) on Feb. 3, 2011.
The Washingtons previously filed a chapter 11 case on Nov. 2,
2009.  That case was dismissed Sept. 24, 2010.  The Debtors
appealed the dismissal of that case, and their appeal is currently
pending before the District Court.  Because their previous chapter
11 case was dismissed only a few months before the Debtors filed
the current case, the automatic stay was set to expire March 5,
2011, 30 days after the current filing.  The Debtors filed their
Motion to prevent that from occurring and to ask that the stay be
extended as to all creditors.


GENERAL MOTORS: Court OKs Class Suit Status vs. GM Canada
---------------------------------------------------------
An Ontario court granted class action status March 1 to a lawsuit
by over 200 former Canadian GM auto dealers terminated in
connection with GM's 2009 auto bailout by the Governments of
Canada and Ontario.

The lawsuit, seeking $750 million in damages, claims that General
Motors of Canada Limited (GM), a subsidiary of General Motors
Company, breached provincial franchise laws in eliminating the
dealerships.

Also named in the suit is Cassels Brock & Blackwell LLP (Cassels),
a major Canadian law firm retained to act for the Canadian GM
dealers in anticipation of a GM restructuring.  The claim alleges
that Cassels was in a conflict of interest by simultaneously
acting for the Government of Canada in connection with the GM auto
bailout.  One of the conditions for GM to access billions of
dollars of government funding was the elimination of a large
number of GM dealers.

The suit alleges that after GM presented a termination package to
the affected dealers, Cassels told them to consult their
individual lawyers in the limited time which they had to
respond to the package.  Unable to negotiate as a group, and
without group legal counsel, the vast majority of dealers signed
back the termination package as presented by GM rather than
risking GM filing for a formal insolvency proceeding as GM
threatened to do if the dealers rejected the offer.  The dealers
had between two and four business days to accept the package which
was offered.

GM avoided a formal insolvency proceeding in Canada, unlike in the
United States where its parent company reduced its dealership
network through a formal Chapter 11 filing.

In the 68-page decision, the Honorable Justice G.R. Strathy
described the tumultuous events that took place over six days
in May 2009 while GM sought to eliminate the dealers.   These
events had been largely shielded from public disclosure through
confidentiality agreements signed by the dealers at the time of
their terminations.  (As further background, lawyers for the
terminated dealers have initiated freedom of information requests
to both the federal and provincial governments in relation to the
GM auto bailout.  Both governments have denied access to thousands
of documents, citing the need to protect commercial interests of
unnamed third parties, presumably GM.  These refusals are
currently under appeal.)

Concluding that justice would best be served by allowing the
dealers to proceed as a class action, Justice Strathy remarked:
"[i]t is not realistic to think that an individual franchisee, who
has experienced the loss of their business, is financially or
psychologically equipped to engage in protracted, complicated and
very expensive litigation with one of the largest corporations in
North America and a major Canadian law firm." (Para. 161)

Regarding the claims against Cassels, the judge commented, "[t]his
is not a typical solicitor's negligence case" and that the case
raises "important issues concerning lawyers' duties to their
clients, particularly in the context of group retainers."  (Para.
164)

David Sterns, one of the lawyers for the lead plaintiff, stated
"the elimination of the dealers was a man-made disaster for
hundreds of family-owned businesses forced to pay the price for
GM's financial problems.  As a result of this decision, the
dealers now have a chance to put the pieces back together and
mount a recovery of their own."

Trillium Motor World Ltd., a former GM dealer in Toronto, has been
designated to represent the terminated dealers in every province.

                          *     *     *

Stefania Moretti of www.canoe.ca reported that counsel to the
group of former GM Dealers called the Canadian government's
involvement in setting specific business conditions attached to
GM's bailout in 2009 as scandalous.

The Canadian Government told GM that it would hand over billions
of dollars in subsidies on the condition that they terminate more
than 200 independent businesses throughout Canada, Mr. Sterns told
the Ontario Court, according to the report.

GM has not disclosed its criteria for which dealerships to close
during the restructuring, the report noted.

While a $750 million in damages would set GM back, the company can
afford it, Tony Faria, an analyst and professor at University of
Windsor said, citing that auto makers are doing better, the report
relayed.

A GM spokesperson did not comment on the matter as it is subject
to court proceedings, the report added.

                     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)


GLC LIMITED: U.S. Trustee Appoints 5 Members to Creditors Panel
---------------------------------------------------------------
Daniel Mc.Dermott, the U.S. Trustee for Region 9, appoints five
members to the Official Committee of Unsecured Creditors in GLC
Limited's Chapter 11 cases.

The Creditors Committee members are:

1) Karen & Kevin Price
   Attn: Kevin Price, Chairperson
   1260 W. Fitzgerald Lane
   Bogart, GA 30622
   Phone: (770) 855-4001

2) J&M Brands
   Attn: Mike Cheek, Representative
   2875 Casa Del Rio Terrace
   Jacksonville, FL 32257
   Phone: (904) 370-1058

3) UGAPRICE, LLC
   P.O. Box 789
   Braselton, GA 30517
   Phone: (404) 502-0504

4) Tom E. Baugh, Jr.
   4519 Sanderling Circle West
   Boynton Beach, FL 33456
   Phone: (561)-733-6521

5) Maurice J. Koury
   c/o Milton Petty
   P.O. Box 850
   Burlington, NC 27216
   Phone: (336) 570-2129

Proctorville, Ohio-based GLC Limited is principally a liquidation
company in the wholesale/retail distribution industry.  It offers
large selections of name brand products in many categories.  It
distributes its goods through a network of wholesale distributors,
retail chains and discount and surplus centers.  It owns four
warehouses for its goods which are located in Proctorville and
Columbus, Ohio and Huntington, West Virginia.

GLC filed for Chapter 11 bankruptcy protection on Feb. 28, 2011
(Bankr. S.D. Ohio Case No. 11-11090).  Ronald E. Gold, Esq., at
Frost Brown Todd LLC, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.


GLC LIMITED: Creditors Panel Taps Morris Manning as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in GLC Limited's
Chapter 11 bankruptcy case asks the U.S. Bankruptcy Court for the
Southern District of Ohio for permission to retain Morris, Manning
& Martin, LLP, as counsel, nunc pro tunc to March 4, 2011.

On behalf of the Committee, Morris Manning will:

     a. prepare pleadings, motions, and conduct examinations
        incidental to the administration of the estate;

     b. investigate, analyze and make appropriate action, if
        required, in connection with the disposition of the
        Debtor's assets;

     c. investigate, analyze, and make appropriate action, if
        required, for recovery of assets of the estate and the
        prosecution of claims on behalf of the estate; and

     d. make any and all other necessary action incident to the
        preservation, administration, and recovery of assets of
        the estate for the benefit of creditors in the case as
        requested by the Committee.

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

        Frank W. DeBorde, Partner                      $475
        David A. Rabin, Partner                        $575
        Lisa Wolgast, Associate                        $400
        William Oxford Tate, Associate                 $280
        Margaret Hopkins, Paralegal                    $155

Frank W. DeBorde, Esq., a partner at Morris Manning, assures the
Court that the firm is a "disinterested person" within the meaning
of section 101(14) of the Bankruptcy Code.

Proctorville, Ohio-based GLC Limited is principally a liquidation
company in the wholesale/retail distribution industry.  It offers
large selections of name brand products in many categories.  It
distributes its goods through a network of wholesale distributors,
retail chains and discount and surplus centers.  It owns four
warehouses for its goods which are located in Proctorville and
Columbus, Ohio and Huntington, West Virginia.

GLC filed for Chapter 11 bankruptcy protection on Feb. 28, 2011
(Bankr. S.D. Ohio Case No. 11-11090).  Ronald E. Gold, Esq., at
Frost Brown Todd LLC, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.


GLC LIMITED: Gets Court's Nod to Use Cash Collateral
----------------------------------------------------
GL Limited seeks authority from the U.S. Bankruptcy Court for the
Southern District of Ohio to use the cash collateral.

Certain parties have asserted liens against certain pre-petition
assets of the Debtor.  The Alleged Prepetition Liens include, in
sum, (i) certain liens asserted by certain alleged judgment
holders; and (ii) certain liens asserted by various taxing
authorities.  A list of Alleged Pre-Petition Lien Holders and
their Alleged Prepetition Liens is available for free at:

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

Ronald E. Gold, Esq., at Frost Brown Todd LLC, explains that the
Debtor needs the money to fund its Chapter 11 case, pay suppliers
and other parties.

In exchange for using the cash collateral, the Debtor proposes to
grant the Alleged Prepetition Lien Holders replacement liens in
the Debtor's postpetition assets to the extent that the
postpetition assets are the same as the prepetition collateral
that is allegedly encumbered by the Alleged Prepetition Liens.

                         About GLC Limited

Proctorville, Ohio-based GLC Limited is principally a liquidation
company in the wholesale/retail distribution industry.  It offers
large selections of name brand products in many categories.  It
distributes its goods through a network of wholesale distributors,
retail chains and discount and surplus centers.  It owns four
warehouses for its goods which are located in Proctorville and
Columbus, Ohio and Huntington, West Virginia.

GLC filed for Chapter 11 bankruptcy protection on Feb. 28, 2011
(Bankr. S.D. Ohio Case No. 11-11090).  Ronald E. Gold, Esq., at
Frost Brown Todd LLC, serves as the Debtor's bankruptcy counsel.
The Official Committee of Unsecured Creditors in GLC Limited's
Chapter 11 bankruptcy case has tapped Morris, Manning & Martin,
LLP, as counsel.

The Debtor estimated its assets and debts at $10 million to
$50 million as of the Chapter 11 filing.


GMX RESOURCES: Incurs $146.87-Mil. Net Loss in Fourth Quarter
-------------------------------------------------------------
GMX Resources Inc. reported fourth quarter and year ended 2010
financial and operating results.

The Company reported a net loss of $138.29 million on
$96.52 million of oil and gas sales for the year ended Dec. 31,
2010, compared with a net loss of $181.08 million on $94.29
million of oil and gas sales during the prior year.

The Company also reported a net loss of $146.87 million on
$27.17 million of oil and gas sales for the quarter ended Dec. 31,
2010, compared with a net loss of $47.48 million on $25.55 million
of oil an gas sales for the same period during the previous year.

The Company's balance sheet at Dec. 31, 2010 showed
$507.09 million in total assets, $368.87 million in total
liabilities and $138.22 million in total equity.

Ken L. Kenworthy, Jr. Chairman and Chief Executive Officer said
"2010 was another challenging year for our industry.  Natural gas
prices continued to deteriorate throughout the year and contrary
to historical norms we did not experience a commensurate decrease
in service costs.  Throughout the year GMXR continued to focus on
cost control and improving well performance.  Our
Haynesville/Bossier ("H/B") horizontal ("Hz") drilling program was
successful - we increased our H/B proved reserves 800%.  Our
production of 17.5 BCFE was 28% higher than 2009 - a company
record. Based on improved well results, we are forecasting an
increase in production for 2011. In spite of limited access to
completion services for most of the year and higher stimulation
costs, we managed to drill and complete 19 H/B Hz wells at an
average cost of $8.6 million and we do expect costs to decline in
2011. Our G&A costs, on a per unit basis, came down sequentially
from 3Q10 to 4Q10 by 7% and our LOE on a per unit basis came down
29% from the previous year."

A full-text copy of the press release announcing the financial
results is available at no charge at:

               http://ResearchArchives.com/t/s?7480

GMX Resources Inc. -- http://www.gmxresources.com/-- is an
independent natural gas production company headquartered in
Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas &
Louisiana, 24 proved developed non-producing reservoirs, 48 proved
undeveloped locations and several hundred other development
locations. GMXR has 9,000 net acres on the Sabine Uplift of East
Texas. GMXR has 7 producing wells in New Mexico. The Company's
strategy is to significantly increase production, revenues and
reinvest in increasing production. GMXR's goal is to grow and
build shareholder value every day.


GREAT ATLANTIC & PACIFIC: Files Statement of Financial Affairs
--------------------------------------------------------------
Frederic Brace, chief restructuring officer of The Great Atlantic
& Pacific Tea Company Inc., disclosed in a statement filed with
the Court that the company generated income from the operation of
its business:

  Period                                      Amount
  ------                                  --------------
  Fiscal YTD 2010 (02/28/10-12/04/10)     $1,792,483,213
  Fiscal Year 2009 (03/01/09 - 02/27/10)  $2,489,301,264
  Fiscal Year 2008 (02/24/08 - 02/28/09)  $2,723,067,289

Mr. Brace disclosed that within 90 days before A&P's Chapter 11
filing, the company paid $837,239,642 to creditors.  A list of
the 90-day pre-bankruptcy payments is available for free at:

    http://bankrupt.com/misc/A&P_PaymentCreditors_90days.pdf

Within one year before the petition date, A&P made payments to
creditors who were insiders.  A list of the pre-bankruptcy
insider payment is available without charge at:

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

The company also made these payments related to debt counseling
or bankruptcy within one year immediately preceding the
commencement of its bankruptcy case:

  Firms                                      Amount
  -----                                   -----------
  Kirkland & Ellis LLP                    $2,664,417
  Kurtzman Carson Consultants LLC            $95,161
  Lazard Freres & Co. LLC                   $200,000
  Robinson Lerer & Montgomery               $285,599

A&P gave gifts and made charitable contributions totaling
$170,480 within the same period.  These include:

  Person/Organization                     Value of Gift
  -------------------                     -------------
  Long Island Junior Soccer League           $75,000
  Variety the Children's Charity             $25,250
  Abyssinian Development Corp.               $10,000
  C&S Wholesale Grocers Charity Golf Outing  $15,000
  Children's Miracle Network                 $15,000
  Edgecombe County Choir                      $5,000
  Island Harvest                              $5,000
  Cystic Fibrosis Foundation                  $3,000
  NC State University Choir                   $2,500
  Gospel for Teens                            $1,000

A complete list of the persons or organizations that received
contributions from the company can be accessed for free at:

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

Within the year before the petition date, A&P is or was a party
to 200 lawsuits, of which 145 are still pending.  A list of these
lawsuits is available without charge at:

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

The company incurred losses within one year prior to the Petition
Date, a list of which is available for free at

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

Meanwhile, a list of the properties held by A&P for another
person as well as the names of the persons who supervised the
last two inventories of A&P's properties can be accessed for free
at:

           http://bankrupt.com/misc/A&P_PropertyHeld.pdf
           http://bankrupt.com/misc/A&P_Inventories.pdf

A&P assigned its store leases with Big Y Foods Inc., C&N Building
LLC, Joseph Angelone, Perez Realty LLC, Rouse's Enterprises and
Triple B8 LLC within two years prior to the petition date.
Three of these leases had been transferred to Big Y Foods.

Within two years prior to A&P's bankruptcy filing, these
bookkeepers and accountants kept or supervised the keeping of its
books of account and records:

Personnel                         Dates Services Rendered
---------                         -----------------------
Brenda Galgano                    Dec. 2008 to Dec. 2010
Senior VP, CFO & Treasurer

Melissa Sungela                   Dec. 2008 to Dec. 2010
Chief Accounting Officer
VP & Corp Controller

Annette Vozzolo                   Dec. 2008 to Oct. 2009
Assistant Controller

At the time of the company's bankruptcy filing, its books of
accounts and records were at the custody of Misses Galgano and
Sungela.

Meanwhile, PricewaterhouseCoopers LLP audited the books of
account and records, and prepared the financial statement of A&P
within two years prior to the petition date.

A&P also disclosed the officers and directors of the company as
well as the stockholders who directly or indirectly own, control
or hold 5% or more of the voting or equity securities of the
company.  A list of these officers, directors and stockholders is
available for free at:

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

                            About A&P

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

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

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

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

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

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


GREAT ATLANTIC & PACIFIC: Wants Add'l Members to Committee
----------------------------------------------------------
The Great Atlantic & Pacific Tea Company Inc. and its affiliated
debtors seek the appointment of four more bondholders and
trade creditors to the Official Committee of Unsecured Creditors.

In a court filing, Ray Schrock, Esq., at Kirkland & Ellis, LLP,
in New York, says the Debtors' direct store delivery and trade
creditors and bondholders are underrepresented based on the
current composition of the Creditors Committee and their
unsecured claim base.

"The Debtors agree that DSD trade creditors and bondholders
deserve more of a voice in the Chapter 11 cases and in particular
on the Creditors Committee," Mr. Schrock says.

"The most logical and cost-effective solution is for the Court to
exercise its discretion to direct the U.S. Trustee to appoint up
to four additional bondholders and trade creditors to the current
Creditors Committee," he says.  The lawyer adds that the
appointment would answer any questions about whether the unique
interests and insights of those creditors and bondholders are
taken into account by the Creditors Committee.

Among the members of the Creditors Committee are trade creditors,
McKesson Pharmaceutical and Calip Dairies Inc.  McKesson is a
party to an executory contract while Calip Dairies holds a
relatively small claim against the Debtors.

The remaining members of the Creditors Committee include the
indenture trustee for the Debtors' approximately $605 million in
bond issuances, four representatives of organized labor and
pension liability constituencies, one of the Debtors' largest
landlords, and C&S Wholesale Grocers Inc.

C&S Wholesale has a unique relationship with the Debtors based on
their complex executory supply and logistics agreement and holds
a large setoff claim against the Debtors, according to Mr.
Schrock.

Mr. Schrock says the Debtors will support the appointment of a
separate committee if the appointment of additional trade
creditors and bondholders to the Creditors Committee is not
approved by the Court, provided that such committee's
reimbursable legal fees and expenses will not exceed $50,000 per
month.

Meanwhile, a lawyer for the DSD trade creditors group, which
called for the appointment of a separate committee, slammed the
Creditors Committee's assertion that the group is already
"adequately represented" by the panel.

In a court filing, Robert Hertzberg, Esq., at Pepper Hamilton
LLP, in New York, says that Calip, although a DSD trade creditor,
only holds a relatively small claim against the Debtors.

"To say that Calip adequately represents the interests of the
[group] or the majority of DSD trade creditors would be akin to
saying that an individual holding a $150,000 note adequately
represents the interests of large institutional noteholders on a
committee," Mr. Hertzberg points out.

Mr. Hertzberg has also criticized the Creditors Committee's
argument that its composition does not matter since the claims of
its members are all, in the end, general unsecured claims that
will eventually be treated under a Chapter 11 plan.

"The Creditors Committee cannot represent to the Court that there
will be identical treatment for all unsecured creditors under a
chapter 11 plan or that that is even what the unsecured creditors
want," Mr. Hertzberg points out.

                            About A&P

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

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

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

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

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

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


GREAT ATLANTIC & PACIFIC: Addresses Store Closing Objections
------------------------------------------------------------
As reported in the March 7, 2011 edition of the Troubled Company
Reporter, The Great Atlantic & Pacific Tea Company Inc.'s motion
to implement procedures in connection with the closing of its 32
stores were met with opposition from landlords and various other
groups.  The landlords called for revision to the guidelines in
connection with the closings of the Debtors' 32 stores, and
objected to or sought clarifications on the proposed process for
the potential rejection or assumption and assignment of their
leases.

On behalf of the Debtors, Ray Schrock, Esq., at Kirkland & Ellis
LLP, in New York, said that the Debtors have so far generally
succeeded in resolving the landlords' objections.

To address the landlords' requests for revision of the
guidelines, Mr. Schrock said the Debtors instructed Gordon
Brothers and Great American to contact the landlords to negotiate
specific modifications to the proposed store rationalization
procedures.

As of March 7, 2011, Gordon Brothers and Great American have
reached agreements in principle with four landlords and will
continue to negotiate with the one remaining landlord to resolve
its objection prior to the hearing, according to Mr. Schrock.

With respect to the objections to the proposed assumption and
rejection procedures, Mr. Schrock said that the Debtors have
incorporated a number of changes to the proposed order to resolve
those objections.

The changes include a proposed process for abandonment of
personal property left at the premises; revisions to the
conditions to the effective rejection date of any lease or
sublease; clarifications with respect to demonstration of
adequate assurance of future performance for leases the Debtors
may seek to assign to third parties; and various individual
reservations of rights.

Greenburgh Shopping Center Associates and E. Windsor LLC have
reportedly withdrawn their objections.  Meanwhile, Sacco of
Farmindale LLC has not yet responded as to whether the
modifications to the proposed order resolved its objection.

Greenburgh Shopping previously supported the objection filed by a
group of landlords led by CASN 50th Street LLC.  It complained
that the Debtors' motion, which contains a list of stores to be
closed down, included a Greenburgh New York store but it does not
indicate whether it is the store for the premises which the
Debtors leased from the landlord.

                            About A&P

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

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

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

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

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

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


HARRY & DAVID: Misses Payments on Two Note Issues
-------------------------------------------------
Harry & David Operations Corp. failed to make interest payments
due March 1 on $58.17 million in senior floating-rate notes and
$140 million in senior fixed-rate notes, Bill Rochelle, the
bankruptcy columnist for Bloomberg News, reports, citing a report
from Standard & Poor's.  S&P said Harry & David "is seeking to
restructure its balance sheet and, in our view, could file for
protection under Chapter 11."

According to the Bloomberg report, the senior 9% fixed-rate notes
last traded March 7 at $36.75, according to Trace, the bond-price
reporting system of the Financial Industry Regulatory Authority.
The floating-rate notes last traded at $38.75 on March 2, Trace
reports.

The company is controlled by Wasserstein & Co., according to
Bloomberg data.  Annual revenue is about $420 million, Moody's
said.

                   About Harry & David Holdings

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

The Company's balance sheet at Dec. 25, 2010, showed
$304.3 million in total assets, $360.8 million in total
liabilities, and a stockholders' deficit of $56.5 million.

Harry & David has said financial results for the fiscal 2011
second quarter ended Dec. 25, 2010, were significantly below its
expectations.  As a result, Harry & David said it has retained
Rothschild Inc. as financial advisor and Jones Day as legal
advisor to explore recapitalization alternatives.

The Company also said that, based on results of operations in the
second quarter of this fiscal year, it will not satisfy financial
covenants under its credit facility.

"Based on our current working capital and anticipated working
capital requirements, we will not be able to finance continuing
operations including servicing its payment obligations under the
Senior Notes, without securing new capital and restructuring our
obligations.  There can be no assurance that our efforts to obtain
new capital and restructure our obligations will be successful;
and therefore, there is substantial doubt as to our ability to
continue as a going concern," the Company said in its latest
quarterly report on Form 10-Q.

                           *     *     *

As reported in the Troubled Company Reporter on Jan. 27, 2011,
Moody's Investors Service downgraded Harry & David's Probability
of Default and Corporate Family ratings to 'Ca' from 'Caa3'.  The
ratings outlook is negative.

The downgrade to 'Ca' reflects Moody's view that Harry & David
will likely default on its debt obligations in the very near-term.
The Company recently announced that will not be able to borrow on
its revolver -- a critical source of operating liquidity -- as a
result of covenant violations.  Additionally, Harry & David is
facing an estimated $7 million interest payment on March 1, 2011
on its senior unsecured notes, and a substantial scheduled debt
maturity in March 2012 when the Company's $58 million senior
unsecured notes mature.  As of Dec. 25, 2010, Harry & David
estimated that it had $66.9 million of cash and $57.9 million of
accounts payable.

In January 2011, Standard & Poor's Ratings Services lowered its
corporate credit rating (unsolicited) on Harry & David Operations
Corp. to 'CC' from 'CCC'.  The outlook is negative.

Standard & Poor's credit analyst Mariola Borysiak, said "We
believe that Harry & David's current capital structure is
unsustainable and that the Company will seek to restructure its
balance sheet.  In our opinion, this could lead to a selective
default or a filing for protection under Chapter 11."


HEADWATERS INC: S&P Affirms Corporate Credit Rating at 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on South Jordan, Utah-based Headwaters
Inc.  The outlook is stable.

At the same time S&P assigned a 'B+' issue-level rating (one
notch above the corporate credit rating) to Headwaters Inc.'s
proposed $400 million senior secured notes due 2019.  The
proceeds will be used to finance the tender and repayment of the
company's $328.3 million of 11.375% senior secured notes due 2014.
The recovery rating is '2', indicating S&P's expectation for
substantial (70% to 90%) recovery for lenders in the event of a
payment default.

"The ratings on Headwaters Inc. reflect what S&P considers to be
the company's highly leveraged financial risk profile," said
Standard & Poor's credit analyst Megan Johnston.  Pro forma for
the transaction, adjusted debt (including adjustments for
operating leases) will be approximately $625 million, an increase
of about $45 million over Sept. 30, 2010, as the company is
borrowing additional funds to pay the tender premium on existing
notes and transaction expenses.  Based on S&P's EBITDA forecast
and the proposed $400 million notes issuance, total adjusted debt
to EBITDA is likely to be in the 6.5x to 7x range for fiscal 2011,
compared with leverage of 6.3x at the end of fiscal 2010.  This is
weaker than the 5x to 6x range that S&P expects for the 'B'
rating; however, S&P believes that the company will use a portion
of its cash ($70 million was on hand as of Dec. 31, 2010) to
reduce debt over time, and that EBITDA will improve in fiscal 2012
if housing starts rebound.  In the near-term, EBITDA coverage of
interest should improve to around 2x from about 1.2x, given the
probability of lower interest rates on the proposed notes.

The ratings also reflect what S&P views as the company's weak
business risk profile, considering it derives a substantial
portion of sales from cyclical residential and non-residential end
markets, partially offset by moderate product diversity and
leading positions in the coal combustion products business.

The stable outlook indicates S&P's expectations that demand for
Headwaters' light building products has likely bottomed and cash
interest costs should decline following the proposed refinancing.
In addition, S&P believes that leverage should remain near current
levels in fiscal 2011, but modestly strengthen in fiscal 2012
toward at least 5x, which S&P would consider to be an acceptable
level for the rating.  Furthermore, S&P expects liquidity, in
terms of cash, availability under the ABL facility and cash flow
from operations to remain adequate to service all near-term
obligations, primarily consisting of $30 million of expected
capital expenditures and about $40 million of cash interest
expense.

S&P could lower the ratings if residential construction activity
or fly ash demand is worse than S&P expect, resulting in lower
sales volumes that are not more than offset by cost reductions.
S&P believes such weaker market conditions could result in
significantly less EBITDA, leverage potentially exceeding 7x as of
Sept. 30, 2011, and a decrease in funds from operations to total
debt below 10%.  Downward rating pressure could also occur if a
decline in EBITDA caused the company to use cash to fund operating
losses, resulting in a drop in liquidity materially below the
current $120 million of combined cash on hand and revolver
availability.

A positive rating action is unlikely in the near-term given S&P's
cautious outlook for the company's end markets over the next
several quarters and the modest increase in debt following the
proposed refinancing.  However, S&P could consider a higher rating
when a housing recovery clearly takes hold leading to a meaningful
improvement in earnings and cash flow such that S&P expected
Headwaters' leverage would decline to and be sustained between 4x
and 5x.


HOMEBANC MORTGAGE: Alston & Bird Settles Lawsuit Over Fees
----------------------------------------------------------
Bankruptcy Law360 reports that Alston & Bird LLP on Monday settled
a lawsuit in Delaware brought by the Chapter 7 trustee for
HomeBanc Mortgage Corp., parting with $100,000 to settle a fight
over fees the lender paid in the lead-up to its bankruptcy filing.

Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware approved the settlement, wrapping up the trustee's
adversary proceeding to recover hundreds of thousands of dollars,
according to Law360.

                           About HomeBanc

Headquartered in Atlanta, Georgia, HomeBanc Mortgage Corporation
-- http://www.homebanc.com/-- was a mortgage banking company
focused  on originating primarily prime purchase money residential
mortgage loans in the Southeast United States.

HomeBanc Mortgage together with five affiliates filed for chapter
11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079
through 07-11084).  Joel A. Waite, Esq., at Young, Conaway,
Stargatt & Taylor was selected by the Debtors to represent them in
these cases.  The Official Committee of Unsecured Creditors
selected the firm Otterbourg, Steindler, Houston and Rosen, P.C.
as its counsel.  The Debtors' financial condition as of June 30,
2007, showed total assets of $5.1 billion and total liabilities of
$4.9 billion.

HomeBanc filed a joint consolidated liquidating plan and
accompanying disclosure statement, dated April 30, 2008, but
failed to obtain confirmation of that plan.  HomeBanc subsequently
moved for conversion of its cases to Chapter 7, which was granted
by the Court, effective Feb. 24, 2009.


HOVNANIAN ENTERPRISES: Swings to $64-Mil. Net Loss in Jan. 31 Qtr.
------------------------------------------------------------------
Hovnanian Enterprises Inc filed its quarterly report on Form 10-Q
with the U.S. Securities and Exchange Commission for the quarterly
period ended Jan. 31, 2011.  The Company reported a net loss of
$64.14 million on $252.56 million of total revenue for the three
months ended Jan. 31, 2011, compared with net income of
$236.18 million on $319.64 million of total revenue for the same
period during the prior year.

The Company's balance sheet at Jan. 31, 2011 showed $1.67 billion
in total assets, $2.07 billion in total liabilities and a
$401.29 million total deficit.

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

             http://ResearchArchives.com/t/s?7487

                    About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

                           *     *     *

Hovnanian has an Issuer Default Rating of 'CCC' from Fitch
Ratings. Fitch said in February 2011, "While
Fitch expects somewhat better prospects for the housing industry
this year, the Rating Outlook for HOV remains Negative given the
challenges still facing the housing market, which are likely to
meaningfully moderate the early stages of this recovery, and the
company's still substantial debt position and high leverage."

Hovnanian has a 'Caa1' corporate family rating from Moody's.
Moody's said in January 2011 that the rating reflects Moody's
expectation that Hovnanian's cash flow generation, which became
negative in fiscal 2009 and turned positive but remained weak in
fiscal 2010, will be followed by another year of cash burn in
fiscal 2011, as the company ramps up its lot purchases without any
significant offset from earnings.

Hovnanian carries a 'CCC+' corporate credit rating from Standard &
Poor's.


HUTCHINSON TECH: To Cut Up to 40% of Workforce in Restructuring
---------------------------------------------------------------
Hutchinson Technology Incorporated on Tuesday unveiled a
manufacturing consolidation and restructuring plan intended to
help the company achieve its goal of being the lowest cost
manufacturer of suspension assemblies.

The company will consolidate its Hutchinson, Minnesota components
operations into its operations in Eau Claire, Wisconsin.  The
company's site in Hutchinson will continue to serve as its
corporate headquarters and its center for research and development
and other specialized operations.  The company also is taking
additional actions to resize the company, reduce costs and improve
cash flow while keeping intact capabilities core to its
competitive position and future growth.  The consolidation and
restructuring effort includes a 30% to 40% reduction of its
current U.S. workforce, which totaled approximately 2,275 at the
end of February.  These actions are expected to take place over
the next 12 months and to lower the company's costs by $45 million
to $60 million on an annualized basis.

Due to recent reductions in its customers' production plans, the
company said that it now expects its fiscal 2011 second quarter
suspension assembly shipments to decline as much as 5% from the
fiscal 2011 first quarter.  The company has accordingly reduced
its production plan, resulting in lower capacity utilization.  The
combination of these factors is expected to result in a negative
gross margin in the company's fiscal 2011 second quarter and a
larger operating loss compared to the preceding quarter.

After the first eight weeks of the fiscal 2011 second quarter, the
company's cash and investments balance was $66.3 million compared
with $101.2 million at the end of the fiscal 2011 first quarter.
This decrease includes $31.2 million of cash used to complete the
company's previously announced tender/exchange offer.

The company estimates that its financial results over the next 12
months will include $8 million to $10 million of severance and
other costs and $5 million to $10 million of asset impairment
charges and accelerated depreciation related to the consolidation
of operations.

"The decision to consolidate our operations and reduce our
workforce was a difficult one, and we understand the impact it
will have on our employees, their families and the communities we
live and work in," said Wayne M. Fortun, Hutchinson Technology's
president and chief executive officer.  "The consolidation of our
Hutchinson components operations into Eau Claire is by no means a
reflection on the employees or performance of the Hutchinson
operation.  This is a strong team of employees who have a variety
of skills in manufacturing, technical and support functions.
Their experience in producing quality products would be an asset
to any employer, and we will work with the Minnesota Department of
Employment and Economic Development in providing job search and
other assistance to our employees during this difficult time."

On Jan. 10, 2011, Hutchinson Technology commenced an offer to
exchange or purchase up to $75,294,000 of its 3.25% Convertible
Subordinated Notes due 2026.  The purpose of the tender/exchange
offer was to improve the Company's financial flexibility by
extending the first repurchase (at the option of the holder) date
of a portion of the Company's convertible indebtedness and to
reduce the Company's overall indebtedness by retiring some of the
Old Notes.

Under the terms and subject to the conditions of the
tender/exchange offer, for each validly tendered and accepted
$1,000 principal amount of Old Notes, an eligible holder elected
to receive:

    (1) $1,000 principal amount of a new series of 8.50%
Convertible Senior Notes due 2026, provided that if the amount of
Notes tendered exceeds $40 million in aggregate principal amount,
the Company will accept the Old Notes tendered for exchange on a
pro rata basis;

    (2) a cash payment of $850, provided that if the cash required
to purchase all of the Old Notes tendered exceeds $30 million, the
Company will accept the Old Notes tendered for purchase on a pro
rata basis, and any Old Notes not accepted for purchase will be
exchanged for New Notes, subject to the $40 million limit
described above, as if such holders had elected to exchange their
Old Notes for New Notes; or

    (3) a combination of the first two options, subject to the $40
million aggregate principal amount limit and the $30 million cash
payment limit.

The Company also would pay in cash all accrued and unpaid interest
on Old Notes tendered by holders, and accepted by the Company, for
exchange or purchase pursuant to the tender/exchange offer up to
but excluding the settlement date.

On Feb. 9, the company said that, as of the expiration of the
offer, $187,284,000 aggregate principal amount of Old Notes had
been tendered for purchase or exchange, representing roughly 95%
of the principal amount of the outstanding Old Notes.  In
accordance with the terms of the tender/exchange offer, the
company said it would make cash payments of $30,000,000 for the
purchase of $35,294,000 aggregate principal amount of the Old
Notes.  Because the cash required to purchase the Old Notes
tendered for cash exceeded the applicable limit, the amount of Old
Notes accepted for purchase in the tender was to be prorated.

The company also said it would issue $40,000,000 aggregate
principal amount of a new series of 8.50% Convertible Senior Notes
due 2026 in exchange for $40,000,000 aggregate principal amount of
the Old Notes.  Because the aggregate principal amount of the Old
Notes tendered for exchange, including any Old Notes tendered for
cash but not accepted for purchase for cash, exceeded the
applicable limit, the Old Notes accepted for purchase in the
exchange offer were to be prorated.

A total of $122,206,000 principal amount of Old Notes remain
outstanding after completion of the tender/exchange offer.

As of Dec. 26, 2010, the company had $466.080 million in total
assets, $38.332 million in total current liabilities, $190,000 in
long-term debt, less current maturities, $177.158 million in
convertible subordinated notes, $1.721 million in other long-term
liabilities, and $248.679 million in shareholders' equity.

                    About Hutchinson Technology

Based in Hutchinson, Minn., Hutchinson Technology Incorporated
(Nasdaq:HTCH) is a global technology manufacturer.  The company's
Disk Drive Components Division is a key worldwide supplier of
suspension assemblies for disk drives.  The company's
BioMeasurement Division is focused on bringing new technologies
and products to the market that provide information clinicians can
use to improve the quality of health care and reduce costs.


IA GLOBAL: Chief Executive's Contract Extended Until June
---------------------------------------------------------
On Dec. 4, 2010, IA Global, Inc. entered into an Employment
Agreement Extension with Brian Hoekstra, the Company's Chief
Executive Officer, which extends his Employment Agreement dated
Sept. 4, 2009 to June 4, 2011.

                          About IA Global

San Francisco, Calif.-based IA Global, Inc. (OTCQB: IAGI.OB)
-- http://www.iaglobalinc.com/-- is a global services and
outsourcing company focused on growing existing businesses and
expansion through global mergers and acquisitions.  The Company is
utilizing its current partnerships to acquire growth businesses in
target sectors and markets at discounted prices.  The Company is
actively engaging in discussions with businesses that would
benefit from our business acumen and marketing expertise,
knowledge of Asian Markets, and technology infrastructure.

The Company's balance sheet at Sept. 30, 2010, showed
$4.65 million in total assets, $3.30 million in total current
liabilities, $2.79 million in long-term debt, and a stockholders'
deficit of $1.45 million.

As reported in the Troubled Company Reporter on July 20, 2010,
Sherb & Co., LLP, in New York, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's results for the fiscal year ended March 31, 2010.
The independent auditors noted that the Company has incurred
significant operating losses, and has a working capital deficit as
of March 31, 2010.


ICOP DIGITAL: Nashville Police Seeks to Recover Reimbursement
-------------------------------------------------------------
Brian Haas at The Tennessean reports that Metro Nashville,
Tennessee police wants to recoup expenses from a bankrupt vendor
of in-car video systems blamed for the deletion of hundreds of
videos last summer.

According to the report, Metro replaced the ICOP company's video
systems in all of the city's police cars last fall, about the time
the Kansas City company ceased operating.

When it filed for bankruptcy protection, ICOP listed among its
creditors more than 100 police departments, including Metro and
Hendersonville.

The Tennessean relates that while Metro is seeking reimbursement
for its investigation into the lost videos, Hendersonville Police
with nearly 60 cars outfitted with ICOP systems are hoping the
hardware holds out for a while because ICOP is closed and not
servicing their systems.

"We haven't really felt that impact yet, but as soon as these
things start breaking down, I'm certain we'll have some problems,"
The Tennessean quotes Hendersonville Police Chief Mickey Miller as
saying.  "We're waiting to see. It would be a major cost to
switch."

                         About ICOP Digital

Founded in 2002, ICOP Digital Inc. sells surveillance equipment
for law enforcement agencies.

Lenexa, Kansas-based ICOP Digital filed for Chapter 11 protection
in Kansas City (Bankr. D. Kan. Case No. 11-20140) on Jan. 21,
2011.  In its Schedules of Assets and Liabilities, the Debtor
disclosed assets of $1.67 million and debt of $2.74 million.
The balance sheet as of Sept. 30 had assets on the books for
$6.7 million and total liabilities of $4.3 million, according to
Mr. Rochelle.

Joanne B. Stutz, Esq., at Evans & Mullinix PA, in Shawnee, Kansas,
represents the Debtor.



INFUSION BRANDS: Agrees to Forfeit Ownership Interest in BYOC
-------------------------------------------------------------
On Feb. 17, 2011, Infusion Brands International, Inc., entered
into an Agreement to Settle and Release all Actions and Extinguish
all Debts with Beyond Commerce, Inc. pursuant to which the Company
will assign and forfeit its ownership, right and title to any
warrants, options, notes or other ownership interest in BYOC in
consideration for which BYOC will pay to the Company a cash
payment of $75,000 and transfer 250,000 shares of Kaching Kaching,
Inc.'s common stock, currently held by BYOC, to the Company.

Pursuant to the terms of the Agreement, the parties have each
agreed to release and forever discharge the other party from all
past, present and future liability and obligations.  Furthermore,
Robert McNulty, Linlithgow Holdings, LLC and any affiliates
thereof have also agreed to release and discharge the Company as
well as the Company's subsidiaries, Vicis Capital Master Fund,
Vicis Capital LLC, Zurvita, Inc. and all off their respective
parents, subsidiaries, successors, assigns, employees, officers
and directors from all past, present and future liability and
obligations.

                        About Infusion Brands

Infusion Brands International, Inc. is a global consumer products
company.  Its wholly owned operating subsidiary, Infusion Brands,
Inc. specializes in building and marketing profitable brands
through international direct-to-consumer channels of distribution.

On Dec. 16, 2010, as part of its quasi-reorganization in order to
change its business model from that of an acquisition strategy to
a singular operating model as a consumer products company which
builds and markets brands internationally through direct-to-
consumers channels of distribution, OmniReliant Holdings, Inc.
entered into an agreement and plan of merger with Infusion Brands
International, Inc., a Nevada corporation and the Company's
wholly-owned subsidiary.  Pursuant to the terms and subject to the
conditions set forth in the Merger Agreement, the Company merged
with and into Infusion Brands International, Inc., solely to
effect a name change of the Company.

OmniReliant's balance sheet as of Sept. 30, 2010, showed
$10.9 million in total assets, $15.0 million in total liabilities,
$8.6 million in redeemable preferred stock, and a stockholders'
deficit of $12.6 million.

As reported in the Troubled Company Reporter on October 18, 2010,
Meeks International LLC, in Tampa, Florida, expressed substantial
doubt about OmniReliant's ability to continue as a going concern,
following the Company's results for the fiscal year ended June 30,
2010.  The independent auditors noted that the Company has
incurred significant recurring losses from operations and is
dependent on outside sources of financing for continuation of its
operations.


INNKEEPERS USA: Sale Plan Provides Benefits to Owner Apollo
-----------------------------------------------------------
American Bankruptcy Institute reports that in voicing its support
for Innkeepers USA Trust's proposed bankruptcy sale, current
majority owner Apollo Investment Corp. unveiled details of
benefits it will receive under that deal, including a release from
a guarantee that a rival shareholders group values at
$44.3 million.

                      About Innkeepers USA Trust

Innkeepers USA Trust is a self-administered Maryland real estate
investment trust with a primary business focus on acquiring
premium-branded upscale extended-stay, mid-priced limited service,
and select-service hotels.

Innkeepers, through its indirect subsidiaries, owns and operates
an expansive portfolio of 72 upscale and mid-priced extended-stay
and select-service hotels, consisting of approximately 10,000
rooms, located in 20 states across the United States.

Apollo Investment Corporation acquired Innkeepers in June 2007.

Innkeepers USA Trust and 91 affiliates filed for Chapter 11 on
July 19, 2010 (Bankr. S.D.N.Y. Case No. 10-13800).  Paul M. Basta,
Esq., at Kirkland & Ellis LLP, in New York; Anup Sathy, P.C.,
Esq., Marc J. Carmel, Esq., at Kirkland & Ellis in Chicago; and
Daniel T. Donovan, Esq., at Kirkland & Ellis in Washington, DC,
serve as counsel to the Debtors.  AlixPartners is the
restructuring advisor and Marc A. Beilinson is the chief
restructuring officer.  Moelis & Company is the financial advisor.
Omni Management Group, LLC, is the claims and notice agent.
Attorneys at Morrison & Foerster, LLP, represent the Official
Committee of Unsecured Creditors.

The Company's consolidated assets for 2009 totaled approximately
$1.5 billion.  As of July 19, 2010, the Company and its affiliates
have incurred approximately $1.29 billion of secured debt.


IRH VINTAGE: Files New Plan to Beat Foreclosure
-----------------------------------------------
IRH Vintage Park Partners L.P., doing business as Vintage Park
Apartment Homes, and its debtor-affiliates filed a new proposed
Chapter 11 plan of reorganization and explanatory disclosure
statement before the U.S. Bankruptcy Court for the Southern
District of Texas.

In connection with the filing of the new Plan, the Debtors ask the
Court to (i) conditionally approve the disclosure statement; (ii)
authorize them to solicit votes for their plan; and (iii) set
confirmation hearing no later than April 4, 2011.

According to the Debtors, the Debtors have filed the Motion as
they are subject to foreclosure on April 5, 2011, by Capmark Bank.
Confirmation of Debtors' original plan was denied on Feb. 14, 2011
and the automatic stay was terminated to allow the secured lender
to foreclose.  However, in its oral ruling, the Court indicated
that the Debtors were authorized to file and seek approval and
confirmation of a new disclosure statement and plan before a
foreclosure would occur on the Property.

Capmark Bank is the Debtors' senior secured lender.  As of the
Debtors' bankruptcy filing, the bank was owed approximately
$41.6 million, which is secured by a purchase money security
interest on the Property.  Wrightwood Capital Lender, LP, also
provided mezzanine financing to certain of the Debtors and is
owed approximately $2.6 million.

The Debtors tell the Court that the disclosure statement and
Chapter 11 plan they filed Feb. 27, 2011, address all of the
issues raised by the Court in the previous confirmation hearing.

The Debtors say conditional approval of the Disclosure Statement
must be obtained immediately so that a confirmation hearing can be
held prior to the April 5 foreclosure.  If the Property is
foreclosed, the Debtors have no ability to reorganize and
confirmation is moot.

                        Summary of the Plan

The Plan provides for a settlement where 100% of the prepetition
payments to affiliates in the total amount of $1,170,500 are
returned to the estate by the equity holders for the benefit of
creditors.  In addition the equity holders are infusing new
capital of $829,500 into the estate.  When this amount is included
with return of the prepetition payments to affiliates, the amount
of new cash infused into the estate is a total of $2 million.

In addition, the Plan provides for appointment of an independent
accounting firm to handle all receipts, disbursements and
financial reporting payable out of a reduced management fee of
2.5% of gross receipts.

The Plan provides for the treatment of the Debtors' existing debts
and payment to Creditors by the Reorganized Debtors as follows:

   1) Allowed administrative claims and priority non-tax claims
      will be paid in cash in full;

   2) Allowed ad valorem claims of taxing authorities will be paid
      in cash full when due;

   3) Allowed non-tax priority claims, if any, will be paid in
      cash in full within 30 days of the Effective Date;

   4) Allowed priority tax claims, if any, will be paid in full
      with 12 equal quarterly installments including interest
      at the statutory rate;

   5) Allowed secured claim of Capmark Bank will be paid by the
      delivery of a promissory note from the Reorganized Debtors
      for $35,250,000, plus interest at the five year T-Bill rate
      of interest plus 3% to be paid over a five year period;

   6) Allowed unsecured vendor claims of $2,500 or less and
      allowed senior secured claims of mechanics and materialmen
      will be receive the full amount of their respective allowed
      claim without interest;

   7) Allowed unsecured deficiency claim of Capmark Bank and
      Allowed Unsecured Vendor Claims in Excess of $2500 shall
      each receive a single payment equal to 10% of their
      respective Allowed Claim amount plus an unsecured
      Promissory Note for the balance of their unsecured claims;

   8) Wrightwood Capital Lender, LP, will have the option of

        i) receiving payment in full of the Wrightwood Note
           with an extended maturity date until 2016 and no
           payment to be made until Capmark Bank's Allowed Claims
           have been paid in full, or

       ii) collectively 49% of the New Partnership Interest in the
           Reorganized IRH and VP GP in full satisfaction of its
           Claim, and redeemable at the Reorganized Debtors option
           for $2.6 million;

   9) Allowed unsecured claims of affiliates will be offset
      against debts owed to the Debtors and the balance, if any
      will be subordinated to the payment of all other classes;
      and

  10) Interests of the existing equity holders will be
      extinguished and New Partnership Interests in the
      Reorganized Debtors and VP GP shall be issued to the Equity
      Holders in exchange for an $829,500 equity infusion plus an
      additional $1,170,500 representing the proceeds of the
      Related Party Settlement for a total of $2 million in new
      money infused into the Debtor.

The equity holders will receive all New Partnership Interests,
except for any interest obtained by Wrightwood, and retain the
option to purchase any Equity Interests obtained by Wrightwood for
$2.6 million.

A full-text copy of the Disclosure Statement filed Feb. 27, 2011,
is available for free at http://ResearchArchives.com/t/s?7485

A full-text copy of the Chapter 11 Plan Of Reorganization filed
Feb. 27, 2011, is available for free at
http://ResearchArchives.com/t/s?7486

                   About Vintage Park Partners

IRH Vintage developed the Vintage Park Apartment Homes on Cutten
Road in northwest Houston.  The project, built in 2007, has 324
units situated on a 13-acre plot.  The Capmark mortgage matured in
July. The bank had installed a receiver.

IRH Village filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Texas Case No. 10-37503) on Sept. 2, 2010.  Edward L
Rothberg, Esq., Melissa Anne Haselden, Esq., and T. Josh Judd,
Esq., at Hoover Slovacek, LLP, represent the Debtor.  The Debtor
estimated assets and debts at $10 million to $50 million as of the
petition date.


ISE LIMITED: Assets Sold in Court-Approved Bankruptcy Sale
----------------------------------------------------------
ISE Limited disclosed that substantially all of the assets of its
principal operating subsidiary, ISE Corporation, were recently
sold to a group of purchasers unaffiliated with and unrelated to
ISE or any of its directors, officers or stockholders, following a
public auction and competitive bidding process overseen by the
bankruptcy court presiding over ISE Corporation's previously-
disclosed bankruptcy case.  The aggregate gross proceeds received
by ISE Corporation pursuant to the winning auction bid were
US$3,721,000.  The bankruptcy court has approved the sale.
Proceeds of the sale will be distributed pursuant to the priority
scheme of the bankruptcy laws, subject to any further orders of
the bankruptcy court.  Generally, proceeds are applied first
against bankruptcy administrative and priority expenses and then
against the outstanding general unsecured claims of creditors as
dictated by the United States Bankruptcy Code.  At this time, ISE
does not believe that any proceeds from the sale transaction or
otherwise will be available thereafter for distribution to the
stockholders of ISE Limited.

As a result of its financial position, ISE does not have the
available resources or capacity to have its auditors conduct a
review engagement of its financial statements or to prepare
management-prepared financial statements, nor does it believe that
management-prepared financial statements would be appropriate in
the circumstances.  Accordingly, ISE will be unable to meet its
periodic filing obligations under applicable securities regulatory
authority rules for the foreseeable future.

Directors Gerd-Dieter A. Goette, Michael E. Sears and Richard J.
Sander have resigned from the board of directors of ISE since the
consummation of the above-described sale transaction.

Following the distribution of all available proceeds against
bankruptcy administrative and priority expenses and the
outstanding claims of creditors as dictated by the United States
Bankruptcy Code, ISE intends to commence the formal dissolution of
ISE Limited and ISE Corporation.

                        About ISE Limited

ISE Limited --- http://www.isecorp.com/-- is a developer,
manufacturer and distributor of Energy Storage Systems (ES
Systems) and Heavy Duty Hybrid-Electric Drive Systems (Hybrid
Systems).  Established in 1995, ISE is headquartered in San
Diego, California.  ISE's history of innovation and technological
leadership has resulted in the design and development of systems
and components that deliver superior operating performance.

ISE Ltd.'s operating subsidiary, ISE Corporation, filed a
voluntary petition to reorganize its business under Chapter 11 on
August 10 (Bankr. S.D. Calif. Case No. 10-14198).  Marc J.
Winthrop, Esq., at Winthrop Couchot Professional Corp.,
serves as counsel to the Debtor.  The Debtor estimated assets and
debts of $10 million to $50 million in its Chapter 11 petition.


JEFFREY PROSSER: Court Recognizes Spouse's First Refusal Rights
---------------------------------------------------------------
James P. Carroll, as Chapter 7 Trustee of the Estate of Jeffrey J.
Prosser, seeks to sell property at 252 El Bravo Way, Palm Beach,
Florida, pursuant to a Contract of Sale.  PB Purchase LLC, was
declared the successful bidder at the auction held March 1, 2011.
The amount of the successful bid is $6,910,000.  Of the proceeds,
$5,275,000 will be used to pay debts owed to Bank of America upon
closing of the sale.  BofA consented to a $500,000 carve out,
reducing its distribution from $5,775,000.

The Trustee also seeks an order directing the Prossers to vacate
the Palm Beach Property.  Dawn Prosser, the non-debtor spouse of
Jeffrey Prosser, was provided until March 8, 2011, to indicate
whether she will make her election to exercise her right of first
refusal.

According to Bankruptcy Judge Judith K. Fitzgerald, the Court
cannot enter a final order confirming the sale and will not be
able to do so until March 9, 2011.  The Palm Beach County tax
authority or the Chapter 7 Trustee had through March 4, 2011, to
file a notice that the taxing authority consents to the sale,
absent which, no sale confirmation order would be entered.

If Dawn Prosser reserves her right of first refusal and the sale
to her is confirmed, closing must occur on or before April 4,
2011, at 5:00 P.M. Prevailing Eastern Time.  If closing does not
occur by the deadline, the successful bidder, PB Purchase, LLC,
must close on the sale at the amount of its winning bid,
$6,910,0000, on or before April 30, 2011, at 5:00 P.M. Prevailing
Eastern Time.  If closing does not occur by the deadline for the
successful bidder, then the second highest bidder, Richard G.
Robb, must close on the sale at the amount of his highest bid,
$6,900,000, on or before May 30, 2011, at 5:00 P.M. Prevailing
Eastern Time.

The Chapter 7 Trustee commenced an adversary proceeding to pursue
the sale of the property.  The case is James P. Carroll, as
Chapter 7 Trustee of the Estate of Jeffrey J. Prosser, Plaintiff,
v. Dawn Prosser and Bank of America, N.A., Defendants.  Jeffrey
Prosser, Intervening Defendant.  Adv. Pro. No. 11-3001 (D. V.I.).
A copy of Judge Fitzgerald's March 4, 2011 Memorandum Opinion is
available at http://is.gd/tApctEfrom Leagle.com.


JNL FUNDING: Exclusive Plan Filing Period Extended Until April 1
----------------------------------------------------------------
Judge Alan S. Trust has extended the exclusive periods for JNL
Funding Corp. and Joseph G. Forgione to file plans of
reorganization and to secure acceptances on the plans.  The
exclusive plan filing periods are extended through and including
April 1, 2011, for JNL and April 27, 2011, for Mr. Forgione, and
the time to confirm their respective plans are extended through
and including June 30, 2011, for JNL and July 26, 2011, for
Mr. Forgione.

Secured lender Textron Financial Corp. objected.

                         About JNL Funding

JNL Funding Corp. is a specialized real estate finance company
which originates and invests in a diversified portfolio of first
mortgage assets in the residential real estate market.  JNL is a
"hard money" lender investing primarily in real estate related
first mortgages and construction loans, making loans secured by
first priority mortgages primarily on single family and multi-
family residential real properties.  JNL's loans typically are
made to real estate investors seeking to purchase and renovate
properties for investment purposes.  Most of JNL's loans are made
to repeat customers who have multiple loans from JNL at any given
time.  JNL's recent loans typically bear interest at the rate of
14% per annum, and JNL typically receives four (4.0) percentage
points for originating the loan.

JNL Funding filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 10-73724) on May 14, 2010.  Pryor & Mandelup,
LLP, assists the Debtor in its restructuring effort.  The Company
estimated its assets and debts at $50 million to $100 million as
of the Chapter 11 filing.  JNL also disclosed that its combined
general unsecured debts total $19,509,090, for total debts of
$50,677,195.

On June 8, 2010, the United States Trustee appointed an Official
Committee of Unsecured Creditors.

The Court approved the Joint Administration of JNL's case and
Joseph Forgione's case (Bankr. E.D.N.Y. Case No. 10-73726) on
October 27, 2010.  Mr. Forgione filed for bankruptcy on May 14,
2010.  On October 28, 2010, the U.S. Trustee appointed a creditors
committee in the jointly administered cases.

Counsel for the Committee is:

          Richard G. Gertler, Esq.
          THALER & GERTLER LLP
          90 Merrick Avenue, Suite 400
          East Meadow, NY 11554
          Telephone: 516-228-3553

Counsel for secured lender Textron Financial Corp.:

          Steven E. Fox, Esq.
          EPSTEIN BECKER & GREEN P.C.
          250 Park Avenue, 11th Flr
          New York, NY 10177-121
          Telephone: 212-351-3733
          Facsimile: 212-878-8688
          E-mail: SFox@ebglaw.com


JNL FUNDING: March 30 Status Hearing Set on Bid to Oust Management
------------------------------------------------------------------
Judge Alan S. Trust will hold a status conference on March 30, at
9:30 a.m. regarding the emergency motion by Tracy Hope Davis,
Esq., the United States Trustee for Region 2, seeking an order
appointing a Chapter 11 trustee, or in the alternative, an order
converting the bankruptcy case of JNL Funding Corp. to case under
Chapter 7 of the Bankruptcy Code.  Any response to the U.S.
Trustee's request are due March 15.

The U.S. Trustee contends that the report of the examiner
appointed in the case provides an ample factual basis from which
to conclude that JNL's current management engaged in fraudulent,
dishonest conduct, and incompetence, or gross mismanagement with
respect to the affairs of a Debtor.  Not only does the Examiner's
Report show that JNL manipulated the borrowing base to remain
within formula, in part, through a process known as "re-loading"
by making new loans to what may be, otherwise ineligible
affiliates, but JNL's appraisal practice, which was the lynch pin
of its lending operations and necessary to evaluate the integrity
of financials, was compromised.

Similarly, the U.S. Trustee said, it is in the best interest of
the Debtor for a Chapter 11 trustee to be appointed so that a
trustee can explore whether to bring avoidance actions against
insiders, affiliates and others.

The Examiner found that $25 million was lent to affiliated
entities, that noteholders received $10.5 million, $5.5 million
from the lending facility and $3 million from new investors,
suggesting that at least with respect to the payments to the
Noteholders, that JNL could have been operating a Ponzi-scheme.

The Debtor's principal, Joseph Forgione, also has filed a
voluntary Chapter 11 petition.  Mr. Forgione has continued in
possession of his assets under sections 1107 and 1108 of the
Bankruptcy Code.  Upon review of the schedules filed in his
individual case, Mr. Forgione owes roughly $23 million to various
noteholders.  When the schedules of the individual case are
compared with those of the Debtor's, it appears that JNL has
scheduled substantially the same noteholders as creditors.

According to the U.S. Trustee, with millions of dollars
transferred to affiliates and Noteholders, neither the Committee,
nor the Debtor's current management is likely to investigate and
bring causes of action against insiders and others to recover
these huge sums of money.  The return of even a portion of these
monies would certainly be in the best interests of creditors. In
short, these facts demonstrate cause for the appointment of a
Chapter 11 trustee under Bankruptcy Code sections 1104(a)(1) and
(a)(2).

Finally, should the Court not be inclined to appoint a chapter 11
trustee, the U.S. Trustee contends that the case should be
converted to a chapter 7 case.  As set forth in the Examiner's
Report, the Debtor's outstanding loan portfolio is largely in
default.  Since the Filing Date, the Debtor has been unable to
resurrect its business. In the event the Court does not direct
that a chapter 11 trustee be appointed, these same facts provide
cause for the conversion of the cases to Chapter 7 under section
1112(b).

                         About JNL Funding

JNL Funding Corp. is a specialized real estate finance company
which originates and invests in a diversified portfolio of first
mortgage assets in the residential real estate market.  JNL is a
"hard money" lender investing primarily in real estate related
first mortgages and construction loans, making loans secured by
first priority mortgages primarily on single family and multi-
family residential real properties.  JNL's loans typically are
made to real estate investors seeking to purchase and renovate
properties for investment purposes.  Most of JNL's loans are made
to repeat customers who have multiple loans from JNL at any given
time.  JNL's recent loans typically bear interest at the rate of
14% per annum, and JNL typically receives four (4.0) percentage
points for originating the loan.

JNL Funding filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 10-73724) on May 14, 2010.  Pryor & Mandelup,
LLP, assists the Debtor in its restructuring effort.  The Company
estimated its assets and debts at $50 million to $100 million as
of the Chapter 11 filing.  JNL also disclosed that its combined
general unsecured debts total $19,509,090, for total debts of
$50,677,195.

On June 8, 2010, the United States Trustee appointed an Official
Committee of Unsecured Creditors.

The Court approved the Joint Administration of JNL's case and
Joseph Forgione's case (Bankr. E.D.N.Y. Case No. 10-73726) on
October 27, 2010.  Mr. Forgione filed for bankruptcy on May 14,
2010.  On October 28, 2010, the U.S. Trustee appointed a creditors
committee in the jointly administered cases.

Counsel for the Committee is:

          Richard G. Gertler, Esq.
          THALER & GERTLER LLP
          90 Merrick Avenue, Suite 400
          East Meadow, NY 11554
          Telephone: 516-228-3553

Counsel for secured lender Textron Financial Corp.:

          Steven E. Fox, Esq.
          EPSTEIN BECKER & GREEN P.C.
          250 Park Avenue, 11th Flr
          New York, NY 10177-121
          Telephone: 212-351-3733
          Facsimile: 212-878-8688
          E-mail: SFox@ebglaw.com


JOHNSON BROADCASTING: Court Denies Bid to Dismiss Case
------------------------------------------------------
Judge Jeff Bohm denied a bid by creditor Texas Comptroller of
Public Accounts to dismiss the Chapter 11 cases of Johnson
Broadcasting, Inc., and Johnson Broadcasting of Dallas, Inc.

In its motion, the Comptroller alleged that the Debtors are
delinquent in filing postpetition franchise and sales and use tax
returns with the Comptroller and making payment on postpetition
franchise taxes and sales and use taxes due the Comptroller.  The
Comptroller also contended that the Debtors are operating in
violation of Local Bankruptcy Rule 4002-1 and 28 U.S.C. Sections
959(b) and 960 which require debtors-in-possession to manage and
operate property of the estate according to the requirements of
state law in the same manner the owner or possessor of such
property would be bound to do outside of bankruptcy.

On March 18, 2009, the Comptroller timely filed a first amended
priority claim in the Johnson Broadcasting Inc. case for 2005
through 2008 sales and use taxes for $136,179.40.  On Jan. 1,
2010, the Comptroller timely filed a first amended priority claim
in the JBI case for 2008 franchise taxes for $44,019.72.

On Feb. 10, 2011, the Comptroller timely filed a first amended
administrative expense claim in the JBI case for unpaid
postpetition 2009 through 2010 sales and use taxes for $12,604.54.
Also on Feb. 10, 2011, the Comptroller timely filed a third
amended administrative expense claim in the JBI case for unpaid
postpetition 2009 through 2011 franchise taxes for $189,893.72.

On Jan. 11, 2010, the Comptroller timely filed a first amended
priority claim in the Johnson Broadcasting of Dallas, Inc. case
for 2008 franchise taxes for $39,764.58.  On Feb. 10, 2011, the
Comptroller timely filed a first amended administrative expense
claim in the JBI-Dallas case for unpaid postpetition 2010 through
2011 franchise taxes for $14,877.50.

Attorneys for the Texas Comptroller of Public Accounts:

          William A. Frazell, Esq.
          Assistant Attorney General
          Bankruptcy & Collections Division
          P.O. Box 12548
          Austin, TX 78711-2548
          Telephone: (512) 475-4862
          E-mail: bill.frazell@oag.state.tx.us

                    About Johnson Broadcasting

Based in Houston, Texas, Johnson Broadcasting Inc. and Johnson
Broadcasting of Dallas Inc. own and operate television stations in
Texas.  Closely held JBI and JB-Dallas filed separate petitions
for Chapter 11 relief on Oct. 13, 2008 (Bankr. S.D. Texas Case No.
08-36583 and 08-36585, respectively).  JBI sought Chapter 11
protection in October 2008 when the lessor of equipment sought to
foreclose.  The controlling shareholder, Douglas R. Johnson, also
filed in Chapter 11 (Bankr. S.D. Tex. Case No. 08-35584).

John James Sparacino, Esq., Joseph Peak Rovira, Esq., and Timothy
Alvin Davidson, II, Esq., at Andrews and Kurth, serve as counsel
to the Debtors.  In its schedules, JBI disclosed total assets of
$7,759,501 and total debts of $14,232,988.


JOHNSON BROADCASTING: Confirmation Hearing Set for April 11
-----------------------------------------------------------
Johnson Broadcasting, Inc., and Johnson Broadcasting of Dallas,
Inc., will return to the Bankruptcy Court on April 11, 2011, at
1:30 p.m. to seek confirmation of their First Amended Joint Plan
of Liquidation.

Judge Jeff Bohm approved the Debtors' Second Amended Disclosure
Statement explaining their First Amended Plan on Feb. 17.  Parties
have until March 28 to vote on the Plan.

As reported by the Troubled Company Reporter, according to the
Disclosure Statement, the Plan provides for the waterfall
distribution of the sale proceeds from the sale of assets of JBI
and JBD.  The Debtors sold their Station Assets to Una Vez Mas
Houston LLC for $14,825,000.  The deal was closed on Dec. 29,
2010.

The Debtors reserve their right to take any necessary actions,
seeking to pay in full secured claims attaching to the property
immediately after the closing of the sale without the necessity of
confirmation of the Plan or the conclusion of any other pending or
proposed sales of the Debtors' assets.

Each holder of an allowed general unsecured claim, expected to
total $3,500,000 for JBI and $8,327,935 for JBD, will receive its
pro rate share up to the allowed amount of the claimant's allowed
claim.  Unsecureds are impaired under the Plan.

All distributions under the Plan will be made by the Plan agent.

A copy of the Second Amended Disclosure Statement is available for
free at http://bankrupt.com/misc/JBI2ndAmendedDS.pdf

                    About Johnson Broadcasting

Based in Houston, Texas, Johnson Broadcasting Inc. and Johnson
Broadcasting of Dallas Inc. own and operate television stations in
Texas.  Closely held JBI and JB-Dallas filed separate petitions
for Chapter 11 relief on Oct. 13, 2008 (Bankr. S.D. Texas Case No.
08-36583 and 08-36585, respectively).  JBI sought Chapter 11
protection in October 2008 when the lessor of equipment sought to
foreclose.  The controlling shareholder, Douglas R. Johnson, also
filed in Chapter 11 (Bankr. S.D. Tex. Case No. 08-35584).

John James Sparacino, Esq., Joseph Peak Rovira, Esq., and Timothy
Alvin Davidson, II, Esq., at Andrews and Kurth, serve as counsel
to the Debtors.  In its schedules, JBI disclosed total assets of
$7,759,501 and total debts of $14,232,988.


JOHNSON BROADCASTING: Taps Paul Cashiola as Accountant
------------------------------------------------------
Johnson Broadcasting, Inc., and Johnson Broadcasting of Dallas,
Inc., seek permission from the Bankruptcy Court to employ Paul J.
Cashiola, CPA, as the Debtors' accountant.  Cashiola will replace
Edwards, Ellis, Stanley, Koshiw, Armstrong, Bowren & Co., P.C.,
the Debtors' current tax accountants.  Cashiola will prepare and
file the Debtors' US income tax returns for an S Corporation for
the years 2009 and 2010, and Texas franchise tax returns for the
Debtors for the years 2009 and 2010.  Cashiola will also provide
general advice on accounting and tax issues.

Cashiola will bill on an hourly basis.  The billing rates include
$200 per hour for tax preparations, IRS representation, and
special projects performed by CPA; $120 per hour for tax
preparation, IRS representation, and special projects performed by
an accountant; and $60 per hour for bookkeeping, payroll and
clerical tasks performed by a bookkeeper.

Cashiola doesn't have a prepetition claim against the Debtor.

                    About Johnson Broadcasting

Based in Houston, Texas, Johnson Broadcasting Inc. and Johnson
Broadcasting of Dallas Inc. own and operate television stations in
Texas.  Closely held JBI and JB-Dallas filed separate petitions
for Chapter 11 relief on Oct. 13, 2008 (Bankr. S.D. Texas Case No.
08-36583 and 08-36585, respectively).  JBI sought Chapter 11
protection in October 2008 when the lessor of equipment sought to
foreclose.  The controlling shareholder, Douglas R. Johnson, also
filed in Chapter 11 (Bankr. S.D. Tex. Case No. 08-35584).

John James Sparacino, Esq., Joseph Peak Rovira, Esq., and Timothy
Alvin Davidson, II, Esq., at Andrews and Kurth, serve as counsel
to the Debtors.  In its schedules, JBI disclosed total assets of
$7,759,501 and total debts of $14,232,988.


KAISER ALUMINUM: Court Junks PI Trusts Suits vs. Insurers
---------------------------------------------------------
Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware dismissed in their entirety the adversary
complaints brought by the Asbestos Personal Injury Trusts in the
cases of Owens Corning, Kaiser Aluminum Corp., and USG Corp. that
sought a preliminary injunction against the continuation of
certain discovery from the Trusts in excess of that permitted by
the bankruptcy plans and trust distribution procedures in those
cases.

The Adversary Proceedings were commenced on Oct. 27, 2010, seeking
to resolve in one jurisdiction and in one court the proper scope
of discovery of the claimant information and data that the
Defendants have sought from the Trusts, and the protections that
the Trusts may properly and consistently invoke in the event of
future, similar discovery efforts.  In the adversary proceeding,
the Trusts asked Judge Fitzgerald to enter a preliminary
injunction barring the continuation of discovery against the
Trusts and all discovery of a similar nature until the Court has
ruled on the issues raised in the Trusts' Adversary Complaint.

The Plaintiffs' Motion for Preliminary Injunction is denied,
Judge Fitzgerald held.

Upon close examination, Judge Fitzgerald found that the U.S.
Bankruptcy Court for the District of Delaware does not have
subject matter jurisdiction over the matters before it.

The discovery dispute raised by the Plaintiffs in the Adversary
Complaints does not involve the interpretation or effectuation of
the Plan, Judge Fitzgerald noted.  Moreover, the subpoenas served
on the Plaintiffs were issued in other jurisdictions in matters
that are not before the Delaware Court, she noted.  The issuing
courts are the appropriate fora to determine the scope of the
subpoenas and the courts in which actions are pending are best
suited to resolve any specific discovery disputes, including
consideration of confidentiality concerns any party to the
litigation may raise, Judge Fitzgerald opined.

"[The Court] recognizes the desire of the Trusts to have a
uniformly applicable principle regarding their obligations to
comply with discovery requests, some of which seem to far exceed
reasonable requests calculated to lead to relevant and admissible
evidence in a lawsuit," Judge Fitzgerald said.  "Nonetheless,
this court has no jurisdiction to create a 'one size fits all'
peremptory rule of discovery."

Accordingly, Judge Fitzgerald directed the Clerk of Court to
close each of the Adversary Complaints in the cases of Owens
Corning, Kaiser Aluminum and USG.

With respect to Plaintiff ACandS Trust, a scheduling conference
regarding the issue on whether the ACandS Trust Distribution
Procedures is a valid and enforceable forum selection clause, or
is otherwise enforceable, will be held on March 28, 2011, Judge
Fitzgerald ruled.

A copy of the memorandum opinion dated February 22, 2011,
reflecting Judge Fitzgerald's ruling is available for free at:

               http://ResearchArchives.com/t/s?749a

A subsequent order correcting the February 22 Memo Opinion was
entered to note that the Delaware Court recognizes that the Owens
Corning and USG Trust Distribution Procedures confirmed in 2006
did in fact include language requiring certain subpoenas to be
issued by the Delaware Court.  Judge Fitzgerald clarified that
the Court's error does not change the rationale of the Memo
Opinion with respect to any party.

A copy of the Corrective Order dated February 23, 2011, is
available for free at:

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

                     About Kaiser Aluminum

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- produces
fabricated aluminum products for aerospace and high-strength,
general engineering, automotive, and custom industrial
applications.  The company filed for chapter 11 protection on
Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off
a number of its commodity businesses during course of its cases.
Corinne Ball, Esq., at Jones Day, represents the Debtors in
their restructuring efforts.  Lazard Freres & Co. serves as the
Debtors' financial advisor.  Lisa G. Beckerman, Esq., H. Rey
Stroube, III, Esq., and Henry J. Kaim, Esq., at Akin, Gump,
Strauss, Hauer & Feld, LLP, and William P. Bowden, Esq., at
Ashby & Geddes represent the Debtors' Official Committee of
Unsecured Creditors.  The Debtors' Chapter 11 Plan became
effective on July 6, 2006, and the company emerged from Chapter
11.  On June 30, 2004, the Debtors disclosed US$1.619 billion in
assets and US$3.396 billion in debts.

On Dec. 20, 2005, the Bankruptcy Court confirmed the Third
Amended Liquidation Plans of Alpart Jamaica, Kaiser Jamaica,
Kaiser Australia & Kaiser Finance.  On Dec. 22, 2005, these
plans were declared effective.

On Feb. 6, 2006, the Bankruptcy Court confirmed the Amended
Reorganization plan filed by the Remaining Debtors.  On May 11,
2006, the District Court affirmed the confirmation order on
these plans.  The Remaining Debtors emerged from chapter 11 on
July 6, 2006.  (Kaiser Bankruptcy News, Issue No. 114;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


KAISER ALUMINUM: Garlock Wants to Intervene in 12 Bankruptcy Cases
------------------------------------------------------------------
Garlock Sealing Technologies LLC seeks an order from the U.S.
Bankruptcy Court for the District of Delaware and the U.S.
Bankruptcy Court for the Western District of Pennsylvania to
intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                     About Kaiser Aluminum

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- produces
fabricated aluminum products for aerospace and high-strength,
general engineering, automotive, and custom industrial
applications.  The company filed for chapter 11 protection on
Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off
a number of its commodity businesses during course of its cases.
Corinne Ball, Esq., at Jones Day, represents the Debtors in
their restructuring efforts.  Lazard Freres & Co. serves as the
Debtors' financial advisor.  Lisa G. Beckerman, Esq., H. Rey
Stroube, III, Esq., and Henry J. Kaim, Esq., at Akin, Gump,
Strauss, Hauer & Feld, LLP, and William P. Bowden, Esq., at
Ashby & Geddes represent the Debtors' Official Committee of
Unsecured Creditors.  The Debtors' Chapter 11 Plan became
effective on July 6, 2006, and the company emerged from Chapter
11.  On June 30, 2004, the Debtors disclosed US$1.619 billion in
assets and US$3.396 billion in debts.

On Dec. 20, 2005, the Bankruptcy Court confirmed the Third
Amended Liquidation Plans of Alpart Jamaica, Kaiser Jamaica,
Kaiser Australia & Kaiser Finance.  On Dec. 22, 2005, these
plans were declared effective.

On Feb. 6, 2006, the Bankruptcy Court confirmed the Amended
Reorganization plan filed by the Remaining Debtors.  On May 11,
2006, the District Court affirmed the confirmation order on
these plans.  The Remaining Debtors emerged from chapter 11 on
July 6, 2006.  (Kaiser Bankruptcy News, Issue No. 114;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


LAS VEGAS RAILWAY: J. Zilliken Resigns as CFO, Assumes COO Role
---------------------------------------------------------------
On Feb. 28, 2011, John M. Zilliken has resigned his position as
Chief Financial Officer to assume the new role within the Company
as Executive Vice President and Chief Operating Officer.

On Feb. 28, 2011, Gregory P. West was offered and accepted the
position of Chief Financial Officer.

                      About Las Vegas Railway

Las Vegas, Nev.-based Las Vegas Railway Express, Inc., formerly
Liberty Capital Asset Management, Inc. was formed March 9, 2007,
as Corporate Outfitters, a development stage company.  On Nov. 3,
2008, with a share exchange, asset purchase agreement the Company
acquired Liberty Capital Asset Management, a Nevada corporation,
formed in July of 2008 as a holding company for all the assets of
CD Banc LLC in contemplation of the company going public via a
reverse merger into a publicly trading corporation.

CD Banc LLC was formed in 2003 as a Nevada limited liability
corporation with the purpose of acquiring real estate assets and
holding them for long-term appreciation.

The Company acquired Las Vegas Railway Express (LVRE) in
January 2010 and began its operations as the primary business of
the Company.  The Company subsequently changed its name from Las
Vegas Railway Express, to Las Vegas Railway Express, Inc., and is
traded under the symbol XTRN.OB.

The Company's balance sheet at June 30, 2010, showed $1.32 million
in total assets, $2.09 million in total liabilities, and a
stockholders' deficit of $770,059.

Hamilton, PC, in Denver, Colo, expressed substantial doubt about
the Company's ability to continue as a going concern, following
its results for the fiscal year ended March 31, 2010.  The
independent auditors noted that the Company has suffered recurring
losses from operations.

For the quarter ended, June 30, 2010, there were no revenues
associated with the railcar operations.  The Company has an
accumulative deficit of $8.49 million through June 30, 2010.
Although a substantial portion of the Company's cumulative net
loss is attributable to discontinued operations, management
believes that it will need additional equity or debt financing to
be able to sustain profitability.


LECG CORP: Bank of Montreal Again Give Limited Waivers
------------------------------------------------------
LECG Corporation and certain of its direct and indirect
subsidiaries are parties to a Credit Agreement dated as of May 15,
2007, as amended, with the Bank of Montreal and the syndicate bank
members under the Credit Agreement.  On Feb. 28, 2011, the parties
to the Credit Agreement entered into the Tenth Amendment and
Limited Duration Waiver to the Credit Agreement.

Under the Tenth Amendment:

   * The Administrative Agent and the Lenders, for a limited
     period and subject to certain conditions, waived the LECG
     Entities' failure to be in compliance with certain
     representations and warranties and financial and non-
     financial covenants under the facility.

   * The LECG Entities have agreed to continue to pursue the sale
     of that portion of their assets and business lines as will
     raise the funds needed to repay the LECG Entities'
     obligations to the Lenders by the end of March 2011.

   * The LECG Entities must operate their business in accordance
     with an agreed upon cash budget through the end of March
     2011.

   * The proceeds of any sale transaction, which are subject to
     prior approval of the Lenders, must be deposited into a cash
     collateral account.  The Lenders have agreed to allow the
     LECG Entities to use a portion of the net proceeds from the
     initial business unit sale provided the LECG Entities are in
     compliance with the terms of the Tenth Amendment.

   * The LECG Entities are required to pay the Lenders and the
     Administrative Agent a fee of $1,000,000 as consideration for
     the limited duration waiver.  The fee is reduced to $500,000
     if, among other things, the obligations of the LECG Entities
     under the Credit Agreement are repaid by the end of March
     2011.

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

                http://ResearchArchives.com/t/s?7489

                            About LECG

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

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


MA BB: Section 341(a) Meeting Scheduled for April 1
---------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of MA BB Owen
LP's creditors on April 1, 2011, at 11:30 a.m.  The meeting will
be held at 2000 E. Spring Creek Parkway, Plano, TX 75074.

This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Dallas, Texas-based MA BB Owen LP filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Tex. Case No. 11-40645) on Feb. 28, 2011.
Joyce W. Lindauer, Esq., at Joyce Lindauer, Attorney At Law,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets at $10 million to $50 million.


MA BB: Taps Joyce W. Lindauer as Bankruptcy Counsel
--------------------------------------------------------
MA BB Owen, LP, asks for authorization from the U.S. Bankruptcy
Court for the Eastern District of Texas to employ Joyce W.
Lindauer as bankruptcy counsel.

Ms. Lindauer will represent the Debtor in its bankruptcy case.

Ms. Lindauer will be paid based on the hourly rates of her
professionals:

        Joyce W. Lindauer                                $295
        Jonathan Gitlin, Associate Attorney              $150
        Paralegals & Legal Assistants                  $50-$75

Ms. Lindauer is a solo practitioner practicing primarily
bankruptcy law in Dallas, Texas.  Mr. Gitlin is an associate
attorney working for Ms. Lindauer.

To the best of the Debtor's knowledge, Ms. Lindauer is a
"disinterested person" within the meaning of section 101(14) of
the Bankruptcy Code.

Dallas, Texas-based MA BB Owen LP filed for Chapter 11 bankruptcy
protection on Feb. 28, 2011 (Bankr. E.D. Tex. Case No. 11-40645).
The Debtor estimated its assets at $10 million to $50 million.


MAGIC BRANDS: Deel Creditors to Sue for Equitable Subordination
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the former owner of the Fuddruckers restaurant chain
is allowing the creditors' committee to file two lawsuits seeking
to recharacterize claims as equity or subordinate the claims to
other creditors under the notion of equitable subordination.
Brosna International LLC filed three claims for $28.9 million.
Michael Cannon filed two claims seeking over $5 million in the
aggregate.

According to the report, under the Company's liquidating
Chapter 11 plan, the creditors' committee would pursue lawsuits
after the plan is confirmed.  The Company said it therefore made
sense to allow the committee to file suits now.  The agreement to
allow prosecution of the suits by the committee will come to the
bankruptcy judge for approval of March 21.

                        About Magic Brands

Headquartered in Austin, Texas, Magic Brands, LLC --
http://www.fuddruckers.com/-- operated 62 Fuddruckers locations
in 11 states and 3 Koo Koo Roo restaurants in California.

Magic Brands and its operating units filed for Chapter 11
protection on April 21, 2010 (Bankr. D. Del. Lead Case No.
10-11310).  It estimated assets of up to $10 million and debts at
$10 million to $50 million in its Chapter 11 petition.  Affiliate
Fuddruckers, Inc., also filed, estimating assets and debts at
$50 million to $100 million.

FocalPoint Securities, LLC, serves as investment banker to Magic
Brands, and Goulston & Storrs serves as lead bankruptcy counsel.
Kurtzman Carson Consultants, LLC, is the claims and notice agent.

The Official Committee of Unsecured Creditors has tapped Kelley
Drye & Warren LLP as counsel and Klehr Harrison Harvey Branzburg
LLP as co-counsel.

Magic Brands in July 2010 closed the sale of the Fuddruckers
stores and franchise business to restaurant operator Luby's Inc.
for $63.5 million.

Magic Brands, which has changed its name to Deel LLC following the
Luby's sale, filed a liquidating Chapter 11 plan on Jan. 18.  Bill
Rochelle, the bankruptcy columnist for Bloomberg News, said the
Disclosure Statement explaining the Plan indicated that unsecured
creditors should have a "meaningful recovery."  Mr. Rochelle said
there are blanks in the disclosure statement where creditors later
will be told the expected percentage of their recovery.

The Bankruptcy Court will convene a hearing on March 21, 2011, to
consider adequacy of disclosure statement explaining the Plan of
Liquidation.


MEDICAL EDUCATION: Bankruptcy Court Affirms Remand Order
--------------------------------------------------------
Brian K. Tester, Bankruptcy Judge denied the defendants' motion
for reconsideration of the order remanding the lawsuit, Medical
Educational and Health Services, Inc., v. Sistemas Integrados De
Salud Del Noroeste & Mayaguez Medical Center-Dr. Ramon Emeterio
Betances, Inc., Adv. Pro. No. 10-202 (Bankr. D. P.R.), to the
Commonwealth of Puerto Rico's Court of First Instance, Superior
Court of Mayaguez.  The Plaintiff opposed.  A copy of the Court's
March 4, 2011 Opinion and Order is available at
http://is.gd/R6ke4gfrom Leagle.com.

The Court entered an order on Feb. 10, 2011, remanding the cause
of action, which was reported in the Troubled Company Reporter on
Feb. 18.

            About Mayaguez Advanced Radiotherapy Center

Based in Mayaguez, Puerto Rico, Mayaguez Advanced Radiotherapy
Center filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No.
09-04540) on June 2, 2009.  Fausto D. Godreau Zayas, Esq. --
dgodreau@LBRGlaw.com -- at Latimer, Biaggi, Rachid & Godreau, LLP,
serves as Debtor's counsel.  The Debtor disclosed US$3,810,510 in
total assets and US$1,357,473 in total debts in its schedules
attached to the petition.

           About Medical Educational and Health Services

Headquartered in Mayaguez, Puerto-Rico, Medical Educational and
Health Services Inc. was created, specifically, to promote and
advance the establishment and operation of medical educational
facilities and institutions along the western areas of Puerto
Rico.  The Company filed for Chapter 11 bankruptcy protection on
June 3, 2010 (Bankr. D. P.R. Case No. 10-04905).  The Company
estimated US$10 million to US$50 million in assets and
US$1 million to US$10 million in liabilities.  The Debtor is
represented by:

     Rafael Gonzalez Velez, Esq.
     1806 Calle McLeary Suite 1-B
     San Juan, PR 00911-1321
     Tel: (787) 726-8866
     Fax: (787) 726-8877
     E-mail: rgvlo@prtc.net


MESA AIR: Distribution Record Date Extended for CRAFT Claims
------------------------------------------------------------
Under the Third Amended Joint Plan of Reorganization, the claims
register will be closed and the transfer of any claim will be
prohibited on the Distribution Record Date, which is defined as
the date that is three business days after the date of the entry
of the Jan. 20, 2011 Confirmation Order.

On Jan. 19, 2011, the Court approved the Settlement and Agreement
among the Debtors, U.S. Bank National Association, Manufacturers
and Traders Trust Company, and Canadian Regional Aircraft Finance
Transaction Limited No. 1 regarding the settlement and allowance
of rejection and abandonment claims and administrative expense
claims.

U.S. Bank, MTTC, and CRAFT are seeking to sell or have sold Claim
Nos. 1090, 1091, 1093, and 1094, each of which has been modified
by the CRAFT Claim Settlement, and have requested relief from the
Distribution Record Date to effectuate the sale of these claims.

Subject to Court approval, the Debtors agree to extend the
Distribution Record Date with respect to the Transferred Claims.

Specifically, the parties' stipulation, dated February 28, 2011,
provides that notwithstanding the Plan, the Debtors and their
claims agent will recognize any transfer of the Transferred
Claims before the Effective Date, provided that U.S. Bank, MTTC,
and CRAFT, as applicable, notify the Debtors of the proposed
transfer of these claims.

Each party will be responsible for the costs and expenses it
incurred in negotiating, drafting, and executing the stipulation,
and will not be responsible for the payment of any other party's
fees or costs.

                            About Mesa Air

Mesa Air currently operates 76 aircraft with approximately 450
daily system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

Judge Martin Glenn entered a final order confirming the Third
Amended Joint Plan of Reorganization of Mesa Air Group, Inc., and
its debtor affiliates on January 20, 2011.  Under the plan, the
reorganized company will issue new notes, common stock and
warrants to creditors.  Unsecured creditors that are U.S. citizens
will receive a combination of new notes and new common stock,
while unsecured creditors that are Non-U.S. citizens will receive
a combination of new notes and new warrants.  An agreement with US
Airways paved way for the filing of the plan.

Mesa Air's Plan of Reorganization became effective March 1, 2011.
The Company's restructuring accomplishments included elimination
of 100 excess aircraft and associated leases and debt which
contributed to the deleveraging of Mesa's balance sheet in the
approximate amount of $700 million in capitalized leases and
$50 million in debt, and extending the term of the code-share
agreement with US Airways through September 2015.

Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000).


MESA AIR: Security Trustee Transfers Several Claims
---------------------------------------------------
In separate notices, U.S. Bank National Association, not in its
individual capacity but as security trustee for Agencia Especial
de Financiamento Industrial-Finame, informed the Bankruptcy Court
of its intention to sell, trade or otherwise transfer claims
against the Debtors to several entities.

U.S. Bank owns certain general unsecured claims against the
Debtors for the benefit of Finame, which have been allowed
pursuant to the Court's February 18, 2011 order approving the
determination, settlement, and allowance of certain U.S. Bank
claims filed for the benefit of Finame.

(1) Blue Mountain

U.S. bank proposes to transfer certain general unsecured
claims to Blue Mountain Credit Alternatives Master Fund, LP,
BlueMountain Distressed Master Fund, LP, BlueMountain Long/Short
Credit Master Fund, LP, and BlueMountain Timberline, Ltd.

The General Unsecured Claims are (i) Claim Nos. 1526, 1546, 1547,
and 1534 in the allowed amount of $53,466,074 against Mesa Air
Group, Inc.; and (ii) Claim Nos. 1562, 1582, 1583, and 1570 in
the allowed amount of $53,466,074 against Mesa Airlines, Inc.

The Blue Mountain Entities also notify the Court of their
intention to purchase, acquire or otherwise accumulate U.S.
Bank's General Unsecured Claims pursuant to the proposed
transfer.  The Blue Mountain Entities currently beneficially own
claims against the Debtors in the aggregate principal amount of
$0.  They will beneficially own claims against the Debtors in the
aggregate principal amount of $106,932,148 once the proposed
transaction occurs.

(2) Credit Suisse

U.S. Bank proposes to sell, trade or otherwise transfer (i) Claim
Nos. 1544, 1528, and 1559, in the allowed amount of $37,340,660
against Mesa Air Group, and (ii) Claim Nos. 1580, 1564, and 1564
in the allowed amount of $37,340,660 against Mesa Airlines to
Credit Suisse Loan Funding LLC.

Credit Suisse also provides notice of its intention to purchase,
acquire or otherwise accumulate the General Unsecured Claims
pursuant to the proposed transfer.  It currently beneficially
owns claims against the Debtors in the aggregate principal amount
of $0, and will beneficially own an aggregate amount of
$74,681,320 in claims against the Debtors once the proposed
transaction occurs.

(3) DG Entities

U.S. Bank proposes to sell, trade or otherwise transfer to the DG
Entities -- DG Value Partners, LP, Special Situations, LLC, and
Special Situations X, LLC -- (i) Claim Nos. 1551 and 1556,
allowed for $22,839,078, against Mesa Air Group, and (ii) Claim
Nos. 1587 and 1592, allowed for $22,839,078, against Mesa
Airlines.

The DG Entities also provide notice of their intention to
purchase, acquire or otherwise accumulate the General Unsecured
Claims.  Once the proposed transfer occurs, the DG Entities will
beneficially own claims against the Debtors in the aggregate
principal amount of $45,678,156.

(4) WBCH

U.S. Bank proposes to sell, trade or otherwise transfer to WB
Claims Holdings, LLC (i) Claim Nos. 1545, 1535, and 1558 in the
allowed amount of $37,453,777 against Mesa Air Group, and (ii)
Claim Nos. 1581, 1571, and 1594 in the allowed amount of
$37,453,777 against Mesa Airlines.

WBCH also notifies the Court of its intention to purchase,
acquire or otherwise accumulate the General Unsecured Claims.
Once the proposed transaction occurs, WBCH will beneficially own
claims against the Debtors in the aggregate principal amount of
$74,907,555.

(5) SOF

U.S. Bank proposes to sell, trade or otherwise transfer to SOF
Investments, L.P. (i) Claim Nos. 1541, 1549, 1553, and 1525 in
the allowed amount of $52,816,523 against Mesa Air Group, and
(ii) Claim Nos. 1577, 1585, 1589, and 1561 in the allowed amount
of $52,816,523 against Mesa Airlines.

SOF also provides notice of its intention to purchase, acquire or
otherwise accumulate the General Unsecured Claims pursuant to the
proposed transfer.  It will beneficially own claims against the
Debtors in the aggregate principal amount of $105,633,046 once
the proposed transaction occurs.

(6) CAI Parties

U.S. Bank proposes to sell, trade or otherwise transfer to CAI
Distressed Debt Opportunity Master Fund Ltd. and D-STAR Ltd.
(i) Claim Nos. 1550, 1552, and 1527 in the allowed amount of
$37,244,190 against Mesa Air Group, and (ii) Claim Nos. 1586,
1588, and 1563 in the allowed amount of $37,244,190 against
Mesa Airlines.

The CAI Parties also notify the Court of their intention to
purchase, acquire or otherwise accumulate the General Unsecured
Claims.  Once the proposed transfer occurs, the CAI Parties will
beneficially own claims against the Debtors in the aggregate
principal amount of $74,488,380.

(7) Marblegate

U.S Bank proposes to sell, trade or otherwise transfer to
Marblegate Special Opportunities Master Fund LP (i) Claim Nos.
1540, 1542, 1539, and 1555 in the allowed amount of $53,669,061
against Mesa Air Group, and (ii) Claim Nos. 1576, 1578, 1575, and
1591 in the allowed amount of $53,669,061 against Mesa Airlines.

Marblegate also provides notice of its intention to purchase,
acquire or otherwise accumulate the General Unsecured Claims
pursuant to the proposed transfer.  Once the proposed transaction
occurs, Marblegate will beneficially own claims against the
Debtors in the aggregate principal amount of $107,338,122.

(8) Waterstone Entities

U.S. Bank proposes to sell, trade or otherwise transfer to
Waterstone Market Neutral Master Fund, Ltd., Waterstone MF Fund,
Ltd., and Prime Capital Master SPC, GOT WAT MAC Segregated
Portfolio (i) Claim Nos. 1530, 1536, and 1537 in the allowed
amount of $34,827,066 against Mesa Air Group, and (ii) Claim Nos.
1566, 1572, and 1573 in the allowed amount of $34,827,066 against
Mesa Airlines.

The Waterstone Entities also inform the Court of their
intention to purchase, acquire or otherwise accumulate the
General Unsecured Claims pursuant to the proposed transfer.
They will beneficially own claims against the Debtors in the
aggregate principal amount of $69,654,132 once the proposed
transaction occurs.

(9) OHA Entities

U.S. Bank proposes to sell, trade or otherwise transfer to OHA
Strategic Credit Master Fund, L.P. and OHA Strategic Credit
Master Fund II, L.P. (i) Claim Nos. 1538, 1531, 1554, and 1533 in
the allowed amount of $53,055,674 against Mesa Air Group, and
(ii) Claim Nos. 1574, 1567, 1590, and 1569 in the allowed amount
of $53,055,674 against Mesa Airlines.

The OHA Entities also inform the Court that they intend to
purchase, acquire or otherwise accumulate the General Unsecured
Claims pursuant to the proposed transfer.  Once the proposed
transaction occurs, the OHA Entities will beneficially own claims
against the Debtors in the aggregate principal amount of
$106,111,348.

                            About Mesa Air

Mesa Air currently operates 76 aircraft with approximately 450
daily system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

Judge Martin Glenn entered a final order confirming the Third
Amended Joint Plan of Reorganization of Mesa Air Group, Inc., and
its debtor affiliates on January 20, 2011.  Under the plan, the
reorganized company will issue new notes, common stock and
warrants to creditors.  Unsecured creditors that are U.S. citizens
will receive a combination of new notes and new common stock,
while unsecured creditors that are Non-U.S. citizens will receive
a combination of new notes and new warrants.  An agreement with US
Airways paved way for the filing of the plan.

Mesa Air's Plan of Reorganization became effective March 1, 2011.
The Company's restructuring accomplishments included elimination
of 100 excess aircraft and associated leases and debt which
contributed to the deleveraging of Mesa's balance sheet in the
approximate amount of $700 million in capitalized leases and
$50 million in debt, and extending the term of the code-share
agreement with US Airways through September 2015.

Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000).


MESA AIR: Time to Decide on ELFC Engine Lease Extended to March 31
------------------------------------------------------------------
Mesa Air Group and Engine Lease Finance Corporation have agreed
that the deadline for the Debtors to add the lease agreement,
dated June 1, 2007, to the list of executory contracts and leases
to be assumed under the Third Amended Joint Plan of Reorganization
will be extended until March 31, 2011.

The Plan became effective on March 1, 2011.

The Debtors continue to negotiate with ELFC regarding the terms
upon which they would assume the Lease.  Notwithstanding the
Plan, the parties agreed that the Lease will not be deemed
rejected on the Effective Date and that the Debtors will have
until 30 days following the Effective Date to add the Lease to
the list of executory contracts and leases to be assumed under
the Plan.

During the Extension Period, the Section 1110(b) Stipulations
will remain in full force and effect.  The Debtors will also
be entitled to the use of, and will make payments for, the
applicable engine in accordance with the terms and conditions
of the Section 1110(b) Stipulations.

                            About Mesa Air

Mesa Air currently operates 76 aircraft with approximately 450
daily system departures to 94 cities, 38 states, the District of
Columbia, and Mexico.  Mesa operates as US Airways Express and
United Express under contractual agreements with US Airways and
United Airlines, respectively, and independently as go! Mokulele.
This operation links Honolulu to the neighbor island airports of
Hilo, Kahului, Kona and Lihue.  The Company was founded by Larry
and Janie Risley in New Mexico in 1982.

Mesa Air Group Inc. and its units filed their Chapter 11 petitions
Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing
assets of $976 million against debt totaling $869 million as of
Sept. 30, 2009.

Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel to the
Debtors.  Imperial Capital LLC is the investment banker.  Epiq
Bankruptcy Solutions is claims and notice agent.  Brett Miller,
Esq., Lorenzo Marinuzzi, Esq., and Todd Goren, Esq., at Morrison &
Foerster LLP, serve as counsel to the Official Committee of
Unsecured Creditors.

Judge Martin Glenn entered a final order confirming the Third
Amended Joint Plan of Reorganization of Mesa Air Group, Inc., and
its debtor affiliates on January 20, 2011.  Under the plan, the
reorganized company will issue new notes, common stock and
warrants to creditors.  Unsecured creditors that are U.S. citizens
will receive a combination of new notes and new common stock,
while unsecured creditors that are Non-U.S. citizens will receive
a combination of new notes and new warrants.  An agreement with US
Airways paved way for the filing of the plan.

Mesa Air's Plan of Reorganization became effective March 1, 2011.
The Company's restructuring accomplishments included elimination
of 100 excess aircraft and associated leases and debt which
contributed to the deleveraging of Mesa's balance sheet in the
approximate amount of $700 million in capitalized leases and
$50 million in debt, and extending the term of the code-share
agreement with US Airways through September 2015.

Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy
News.  The newsletter tracks the Chapter 11 proceedings undertaken
by Mesa Air Group Inc. and its units.
(http://bankrupt.com/newsstand/or 215/945-7000).


MID-VALLEY, INC: Garlock Wants to Intervene in 12 Bankruptcy Cases
------------------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                     About Mid-Valley Inc.

Headquartered in Houston, Texas, DII Industries, LLC, is the
direct or indirect parent of BPM Minerals, LLC, Kellogg Brown &
Root, Inc., Mid-Valley, Inc., KBR Technical Services, Inc.,
Kellogg Brown & Root Engineering Corporation, Kellogg Brown &
Root International, Inc., (Delaware), and Kellogg Brown & Root
International, Inc., (Panama).  KBR and its subsidiaries provide
a wide range of services to energy and industrial customers and
government entities in over 100 countries.  DII has no business
operations.  DII and its debtor-affiliates filed a prepackaged
chapter 11 petition on December 16, 2003 (Bankr. W.D. Pa. Case
No. 02-12152).  Jeffrey N. Rich, Esq., Michael G. Zanic, Esq.,
and Eric T. Moser, Esq., at Kirkpatrick & Lockhart LLP, represent
the Debtors in their restructuring efforts.  On June 30, 2004,
the Debtors disclosed $6.255 billion in total assets and
$5.295 billion in total liabilities.

The Bankruptcy Court's July 17, 2004, confirmation of the Debtors'
Prepackaged Plan, and the District Court's affirmation order on
July 26, 2004, allowed the Debtors to emerge from bankruptcy
protection on Jan. 3, 2005.


MILLENNIUM MULTIPLE: Solicitation Period Expires April 18
---------------------------------------------------------
Millennium Multiple Employer Welfare Benefit Plan sought and
obtained an extension of its exclusive period in which to solicit
acceptances of its chapter 11 plan from creditors through
April 18, 2011.  As reported in the Troubled Company Reporter on
Feb. 25, 2011, the Debtor filed a liquidating chapter 11 plan
proposing to deliver $500,000 to the company's unsecured creditors
to satisfy whatever their claims may be.  A copy of the Debtor's
Plan is available at
http://bankrupt.com/misc/MMEWBP_Plan_02172011.pdfand the Debtor's
Disclosure Statement explaining that plan is available at
http://bankrupt.com/misc/MMEWBP_DS_02172011.pdfat no charge.

                   About Millennium Multiple

Richardson, Texas-based Millennium Multiple Employer Welfare
Benefit Plan filed for Chapter 11 bankruptcy protection on June 9,
2010 (Bankr. W.D. Okla. Case No. 10-13528).  G. Blaine Schwabe,
III, Esq., at Mock Schwabe Waldo Elder Reeves & Bryant, assists
the Company in its restructuring effort.  Eric D. Madden, Esq.,
and Brandon V. Lewis, Esq., at Diamond McCarthy LLP, in Dallas;
and Kyung S. Lee, Esq., at Diamond McCarthy LLP, and Kiran A.
Phansalkar, Esq., at Conner & Winters LLP, serve as counsel to the
Official Committee of Unsecured Creditors.  The Company estimated
its assets and debts at $50 million to $100 million as of the
petition date.


MOLECULAR INSIGHT: Accepts Alternative Proposal, Amends Plan
------------------------------------------------------------
Molecular Insight Pharmaceuticals, Inc., had accepted an
alternative transaction proposal regarding its restructuring and
filed an amended plan of reorganization and an amended disclosure
statement with the U.S. Bankruptcy Court for the District of
Massachusetts in connection with the Company's Chapter 11
reorganization case that was commenced on December 9, 2010 under
the U.S. Bankruptcy Code.

Previously, the Court entered an order authorizing the assumption
by the Company of an Investment Agreement with Savitr Capital LLC
and further authorized the Company to actively solicit, during a
30-day period commenced on January 20, 2011, inquiries, proposals,
offers, and bids from, and negotiate with, any person regarding
any alternative transaction such as an acquisition, or other sale
or purchase transaction or refinancing.  During this period the
Company received an alternative transaction proposal from certain
holders of the Company's Senior Secured Floating Rate Bonds due
2012 and negotiated that proposal with those holders.  The Board
of Directors of the Company determined that the Bondholder
proposal would offer a better chance for the Company's successful
emergence from Chapter 11 and constituted a superior proposal.  On
March 1, 2011 the Board authorized the Company to enter into a
Plan Support Agreement with certain holders of the Bonds and
related letter agreements with certain of the Consenting
Bondholders and their affiliate entities reflecting the
alternative transaction.  As a result, the Company notified Savitr
of its termination of the existing Investment Agreement.

Under the Plan Support Agreement and the related letter
agreements, the Consenting Bondholders are committed to support an
amended plan of reorganization, pursuant to which, among other
things (i) in exchange for the discharge of the Bonds, the holders
of the Bonds will receive a 100% equity interest in the
reorganized Company in the form of preferred stock, and the
existing equity securities of the Company will be cancelled, (ii)
certain of the Consenting Bondholders and their affiliate entities
have committed to provide (a) if requested by the Company, a
debtor-in-possession (DIP) financing of up to $10 million, and (b)
an exit financing facility of $40 million (the proceeds from which
will be used to repay the DIP financing, among other things),
subject to certain conditions, and (iii) the Company will become a
private company.  In exchange for the commitments to provide the
DIP financing and the exit financing, the Company will pay certain
fees in the form of cash and warrants to the DIP lenders and exit
financing lenders or their affiliate entities making such
commitments, the cash component of which the Company currently
estimates to be approximately $2 million.

The Bondholder alternative transaction plan is subject to a number
of conditions, including, but not limited to, the emergence of
Molecular Insight from bankruptcy protection by May 16, 2011,
adherence to a cash collateral budget, as well as certain
bankruptcy-related preconditions, including the entry of certain
final orders by the Bankruptcy Court incorporating, among other
items, a confirmation order related to the amended plan of
reorganization.  There is no assurance either that the Court will
approve the amended plan of reorganization, or that the
alternative transaction will be consummated.

The Plan Support Agreement and related letter agreements are being
filed on Form 8-K with the Securities and Exchange Commission.

                    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.


MTD INVESTMENTS: Plan Violates Absolute Priority Rule
-----------------------------------------------------
Bankruptcy Judge J. Rich Leonard denied confirmation of the
Chapter 11 trustee's bankruptcy-exit plan for MTD Investments Inc.

The chapter 11 trustee filed an amended plan and disclosure
statement on Sept. 20, 2010.  By the confirmation hearing, most of
the classes had either accepted the plan or resolved their
objections with the trustee.  However, issues related to the
treatment of class 13, the general unsecured creditors' class,
still remain which prohibit confirmation of the plan.  The general
unsecured creditors' class, made up of seven creditors, has
rejected the plan.  Although a majority of creditors voted to
accept the plan, more than one-third of the creditors in amount
rejected it.  The trustee's plan does not propose providing the
class with the full amount of their allowed claims.  Therefore,
the court must assess whether the plan can be confirmed over the
rejecting votes pursuant to Sec. 1129(b)(2)(B)(ii).  The plan
includes a class of junior claims -- class 15 constitutes the
equity security holders.  The plan allows Michael T. Davis to
retain his 100% ownership interest unimpaired.  Given the
retention of his ownership interest, the Court cannot confirm the
plan as written because it does not conform with the requirements
of Sec. 1129(b).

Although the Court can raise the issue of compliance with Sec.
1129 on its own, the Bankruptcy Administrator raised this
particular issue in her statement regarding the plan.  At the time
of filing the statement, ballots had not been totaled.
Nonetheless, it states "the Debtor is proposing to allow equity
security holders to maintain their pre-petition equity interest in
the Debtor.  Should an impaired class [reject] the Debtor's Plan,
this provision would violate the absolute priority rule."

The Court also noted that the Chapter 11 trustee proposed new
treatment of creditor Roanoke Meadowbrook, LLC, at the hearing in
light of the creditor's rejection of the filed plan.  However, the
trustee was unable to provide evidence that the creditor -- who
was not present at the hearing -- had definitively agreed to this
modification.

A copy of the Court's March 4, 2011 order is available at
http://is.gd/eFA8Jofrom Leagle.com.

MTD Investments Inc., based in Roanoke Rapids, North Carolina,
filed for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No.
10-02711) on April 6, 2010, represented by Michael P. Peavey, Esq.
-- mpeavey@peaveylaw.com -- as bankruptcy counsel.  In its
petition, the Debtor estimated $1 million to $10 million in assets
and debts.

Debtor-affiliate Michael T. Davis and Debra W. Davis filed a
separate Chapter 11 petition (Bankr. E.D.N.C. Case No. 09-10198)
on Nov. 23, 2009.


N.A. REFRACTORIES: Garlock Wants to Intervene in 12 Cases
---------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                        About NARCO

Based in Pittsburgh, Pennsylvania, North American Refractories
Company manufactured and sold refractory products.

The Company and its affiliates sought Chapter 11 protection on
Jan. 4, 2002 (Bankr. W.D. Pa. Case No. 02-20198) after
suffering a slump in the domestic economy and encountering an
overwhelming number of claims from individuals asserting injuries
or illnesses caused by exposure to asbestos containing
products it manufactured.  The Company reported $27.5 billion in
assets and $18.6 billion in liabilities at the time of the
filing.

The Hon. Judith K. Fitzgerald confirmed a Third Amended Plan of
Reorganization filed by North American Refractories Company and
its debtor-affiliates, I-Tec Holding Corp., Intertec Company,
and Tri-Star Refractories, Inc., on Sept. 24, 2007.  That plan
estimated that unsecured non-asbestos creditors would recover
about 90 cents-on-the-dollar.  Asbestos claims were channeled
to a 524(g) trust funded by Honeywell International Inc. and
79% of the stock of the Reorganized Debtor.

James J. Restivo, Jr., Esq., Robert P. Simmons, Esq., and David
Ziegler, Esq., at Reed Smith LLP represents the Debtor.  Kroll
Zolfo Cooper LLC is the Debtors' bankruptcy consultants and
special financial advisors.

The Official Committee of Unsecured Creditors is represented by
McGuire Woods, LLP.  KPMG, LLP, is the Creditors Committee's
financial advisor.  The Asbestos Claimants Committee is
represented by attorneys at Caplin & Drysdale, Chartered and
Campbell & Levine, LLC.  L. Tersigni Consulting, PC was the
Asbestos Committee's financial advisor.

Lawrence Fitzpatrick was appointed as the Future Asbestos
Claimants Representative.  Mr. Fitzpatrick is represented by
attorneys at Young Conaway Stargatt & Taylor LLP and Meyer,
Unkovic & Scott LLP.


NEW JERSEY MOTORSPORTS: Files for Chapter 11 with Plan
------------------------------------------------------
New Jersey Motorsports Park (NJMP) announced a reorganization plan
that includes the restructuring of debt, addition of new equity,
and the filing of Chapter 11 March 7, in a move that management
feels confident will secure the Park's future operations.  NJMP
has additionally agreed to terms with its primary lender that will
enable it to restructure its debt through the bankruptcy filing.

NJMP Owner and Managing Partner Lee Brahin stated, "Although the
decision to file Chapter 11 was a very difficult one, it was
deemed necessary to protect future operations and to allow the
Park to continue providing employment and other economic support
to the local and regional communities."

"Our overall plan for the future is still sound," he continued.
"Our renegotiated debt financing will enable us to move forward
with our existing operational plan, although we will continue to
reduce operating expenses and are in the process of renegotiating
debt with vendors. We are also receiving an infusion of new equity
from certain investors, which will bolster NJMP's liquidity
position."

NJMP General Manager Brad Scott stated that the realignment of
debt will not affect employment numbers, chiefly because needed
reductions have already occurred.

"We wish to emphasize that none of these changes will affect our
scheduled 2011 racing and social events, Drivers Club Memberships,
season passes, pre-event ticket sales, gift certificates, deposits
or any other NJMP operation," reported Scott.

                           *     *     *

The Daily Journal reports that Motorsports Park's financial
problems surfaced about a month ago when it was disclosed that the
Millville Rescue Squad was demanding settlement of bills for the
coverage it provides for track events.  The park and squad
concluded a private agreement.


NEW JERSEY MOTORSPORTS: Case Summary & 20 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: New Jersey Motorsports Park, LLC
        47 Warbird Drive
        Millville, NJ 08332

Bankruptcy Case No.: 11-16752

Chapter 11 Petition Date: March 7, 2011

Court: U.S. Bankruptcy Court
       District of New Jersey

Debtor's Counsel: Nella M. Bloom, Esq.
                  COHEN SEGLIAS PALLAS GREENHALL & FURMAN, PC
                  30 South 17th Street, 19th Floor
                  Philadelphia, PA 19103
                  Tel: (215) 564-1700
                  Fax: (215) 564-3066

Estimated Assets: $100,001 to $500,000

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

The petition was signed by Lee Brahin, co-managing member.

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/njb11-16752.pdf

Debtor-affiliates that filed separate Chapter 11 petitions on
March 7, 2011:

        Debtor                                         Case No.
        ------                                         --------
New Jersey Motorsports Park Operating Company, LLC     11-16772
New Jersey Motorsports Park Development Association    11-16776
New Jersey Motorsports Park Urban Renewal, LLC         11-16778


NOMADS INC: Files for Chapter 7 Bankruptcy
------------------------------------------
Ellen Creager at the Detroit Free Press reports that Nomads, Inc.,
Michigan's oldest travel club, filed for Chapter 7 bankruptcy
after last-minute attempts to sell the club failed.

In a petition filed on Feb. 28, 2011, in Detroit (Bankr. E.D.
Mich. Case No. 11-____), the club disclosed $3,900,798 in assets
but $3,917,944 in liabilities.  The Detroit Free Press discloses
that the club owes money to more than 100 claimants, including
travel suppliers, members and bondholders.

The Detroit Free Press, citing a board of directors' letter to
members, says the club had been cut off by its fuel supplier
because of unpaid invoices and could not meet payroll or pay its
obligations.

"We concluded there was no other viable business plan or approach
that could achieve the sustainability of Nomads, Inc.," the letter
said, according to Detroit Free Press.

Nomads, which began in 1965, was the only remaining travel club in
the U.S. with its own aircraft, a Boeing 727.  The plane, valued
at $2.5 million, is the asset of the club, the Detroit Free Press
discloses.


OWENS CORNING: Court Junks PI Trusts Suits vs. Insurers
-------------------------------------------------------
Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware dismissed in their entirety the adversary
complaints brought by the Asbestos Personal Injury Trusts in the
cases of Owens Corning, Kaiser Aluminum Corp., and USG Corp. that
sought a preliminary injunction against the continuation of
certain discovery from the Trusts in excess of that permitted by
the bankruptcy plans and trust distribution procedures in those
cases.

The Adversary Proceedings were commenced on Oct. 27, 2010, seeking
to resolve in one jurisdiction and in one court the proper scope
of discovery of the claimant information and data that the
Defendants have sought from the Trusts, and the protections that
the Trusts may properly and consistently invoke in the event of
future, similar discovery efforts.  In the adversary proceeding,
the Trusts asked Judge Fitzgerald to enter a preliminary
injunction barring the continuation of discovery against the
Trusts and all discovery of a similar nature until the Court has
ruled on the issues raised in the Trusts' Adversary Complaint.

The Plaintiffs' Motion for Preliminary Injunction is denied,
Judge Fitzgerald held.

Upon close examination, Judge Fitzgerald found that the U.S.
Bankruptcy Court for the District of Delaware does not have
subject matter jurisdiction over the matters before it.

The discovery dispute raised by the Plaintiffs in the Adversary
Complaints does not involve the interpretation or effectuation of
the Plan, Judge Fitzgerald noted.  Moreover, the subpoenas served
on the Plaintiffs were issued in other jurisdictions in matters
that are not before the Delaware Court, she noted.  The issuing
courts are the appropriate fora to determine the scope of the
subpoenas and the courts in which actions are pending are best
suited to resolve any specific discovery disputes, including
consideration of confidentiality concerns any party to the
litigation may raise, Judge Fitzgerald opined.

"[The Court] recognizes the desire of the Trusts to have a
uniformly applicable principle regarding their obligations to
comply with discovery requests, some of which seem to far exceed
reasonable requests calculated to lead to relevant and admissible
evidence in a lawsuit," Judge Fitzgerald said.  "Nonetheless,
this court has no jurisdiction to create a 'one size fits all'
peremptory rule of discovery."

Accordingly, Judge Fitzgerald directed the Clerk of Court to
close each of the Adversary Complaints in the cases of Owens
Corning, Kaiser Aluminum and USG.

With respect to Plaintiff ACandS Trust, a scheduling conference
regarding the issue on whether the ACandS Trust Distribution
Procedures is a valid and enforceable forum selection clause, or
is otherwise enforceable, will be held on March 28, 2011, Judge
Fitzgerald ruled.

A copy of the memorandum opinion dated February 22, 2011,
reflecting Judge Fitzgerald's ruling is available for free at:

               http://ResearchArchives.com/t/s?749a

A subsequent order correcting the February 22 Memo Opinion was
entered to note that the Delaware Court recognizes that the Owens
Corning and USG Trust Distribution Procedures confirmed in 2006
did in fact include language requiring certain subpoenas to be
issued by the Delaware Court.  Judge Fitzgerald clarified that
the Court's error does not change the rationale of the Memo
Opinion with respect to any party.

A copy of the Corrective Order dated February 23, 2011, is
available for free at:

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

                     About Owens Corning

Headquartered in Toledo, Ohio, Owens Corning fka Owens Corning
(Reorganized) Inc. (NYSE: OC) -- http://www.owenscorning.com/--
is a producer of residential and commercial building materials and
glass fiber reinforcements, and other similar materials for
composite systems.  The company has operations in 26 countries.

The Company filed for Chapter 11 protection on October 5, 2000
(Bankr. D. Del. Case. No. 00-03837).  Norman L. Pernick, Esq., at
Saul Ewing LLP, represented the Debtors.  Elihu Inselbuch, Esq.,
at Caplin & Drysdale, Chartered, represented the Official
Committee of Asbestos Creditors.  James J. McMonagle served as the
Legal Representative for Future Claimants until June 20, 2007.
Mr. McMonagle was replaced by Michael J. Crames.  Mr. Crames
served as Mr. McMonagle's counsel until July 2005, when he retired
from the law firm Kaye Scholer LLP.

On September 28, 2006, the Honorable John P. Fullam, Sr., of the
U.S. District Court for the Eastern District of Pennsylvania
affirmed the order of Honorable Judith Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware confirming Owens
Corning's Sixth Amended Plan of Reorganization.  The Plan took
effect on October 31, 2006, marking the company's emergence from
Chapter 11.

Reorganized Owens sought on July 25, 2008, from the Delaware
Bankruptcy Court a final decree closing the Chapter 11 cases of 17
of its affiliates.  Only the Chapter 11 case of Owens Corning
Sales, LLC, formerly known as Owens Corning, under Case No.
00-03837 will remain open.

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

                         *     *     *

Reorganized Owens Corning carries a 'Ba1' corporate family rating
from Moody


OWENS CORNING: Garlock Wants to Intervene in 12 Bankruptcy Cases
----------------------------------------------------------------
Garlock Sealing Technologies LLC seeks an order from the U.S.
Bankruptcy Court for the District of Delaware and the U.S.
Bankruptcy Court for the Western District of Pennsylvania to
intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                     About Owens Corning

Headquartered in Toledo, Ohio, Owens Corning fka Owens Corning
(Reorganized) Inc. (NYSE: OC) -- http://www.owenscorning.com/--
is a producer of residential and commercial building materials and
glass fiber reinforcements, and other similar materials for
composite systems.  The company has operations in 26 countries.

The Company filed for Chapter 11 protection on October 5, 2000
(Bankr. D. Del. Case. No. 00-03837).  Norman L. Pernick, Esq., at
Saul Ewing LLP, represented the Debtors.  Elihu Inselbuch, Esq.,
at Caplin & Drysdale, Chartered, represented the Official
Committee of Asbestos Creditors.  James J. McMonagle served as the
Legal Representative for Future Claimants until June 20, 2007.
Mr. McMonagle was replaced by Michael J. Crames.  Mr. Crames
served as Mr. McMonagle's counsel until July 2005, when he retired
from the law firm Kaye Scholer LLP.

On September 28, 2006, the Honorable John P. Fullam, Sr., of the
U.S. District Court for the Eastern District of Pennsylvania
affirmed the order of Honorable Judith Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware confirming Owens
Corning's Sixth Amended Plan of Reorganization.  The Plan took
effect on October 31, 2006, marking the company's emergence from
Chapter 11.

Reorganized Owens sought on July 25, 2008, from the Delaware
Bankruptcy Court a final decree closing the Chapter 11 cases of 17
of its affiliates.  Only the Chapter 11 case of Owens Corning
Sales, LLC, formerly known as Owens Corning, under Case No.
00-03837 will remain open.

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

                         *     *     *

Reorganized Owens Corning carries a 'Ba1' corporate family rating
from Moody


OWENS CORNING: Garlock Wants to Reopen Chapter 11 Cases
-------------------------------------------------------
Garlock Sealing Technologies LLC seeks an order from the U.S.
Bankruptcy Court for the District of Delaware and the U.S.
Bankruptcy Court for the Western District of Pennsylvania for the
re-opening of seven closed bankruptcy cases for the limited
purpose of permitting it to seek access to certain verified
statements of plaintiffs' law firm pursuant to Rule 2019 of the
Federal Rules of Bankruptcy Procedure.

The Closed Cases are:

  * ACandS, Inc.
  * Armstrong World Industries, Inc.
  * Combustion Engineering, Inc.
  * Owens Corning
  * US Mineral Products Company
  * USG Corp.
  * Mid-Valley, Inc.

All the Closed Cases were under Judge Judith Fitzgerald in the
Delaware Bankruptcy Court except for Mid-Valley, which was tried
in the Western Pennsylvania Bankruptcy Court.

Garlock is filing the Motion to Re-Open at the direction of the
Court and in furtherance of its Original 2019 Access Motions.

As previously reported, Garlock's 2019 Motion seek access to
exhibits to 2019 Statements that, while filed with the Clerk of
the Court, have been omitted from the electronic docket pursuant
to orders of the Court requiring a motion to obtain access.

Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, explains that Garlock has been a
defendant in lawsuits alleging asbestos-related personal injury
for over 35 years.  Garlock is currently undergoing its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
In its bankruptcy case, Garlock is seeking to address its
asbestos liabilities and reorganize, which necessitates that
Garlock obtain an accurate picture of its current and future
asbestos-related liabilities.  The Rule 2019 Exhibits are
relevant to an assessment of those liabilities, Mr. Werkheiser
asserts.

Garlock believes it is unnecessary to reopen the Closed Cases for
the purposes of hearing the 2019 Access Motions.  However,
because the Delaware Court has instructed Garlock that it will
not proceed on the 2019 Access Motions in the Closed Cases,
Garlock seeks to reopen the Closed Cases in order to facilitate
resolution of the 2019 Access Motions.

                     About Owens Corning

Headquartered in Toledo, Ohio, Owens Corning fka Owens Corning
(Reorganized) Inc. (NYSE: OC) -- http://www.owenscorning.com/--
is a producer of residential and commercial building materials and
glass fiber reinforcements, and other similar materials for
composite systems.  The company has operations in 26 countries.

The Company filed for Chapter 11 protection on October 5, 2000
(Bankr. D. Del. Case. No. 00-03837).  Norman L. Pernick, Esq., at
Saul Ewing LLP, represented the Debtors.  Elihu Inselbuch, Esq.,
at Caplin & Drysdale, Chartered, represented the Official
Committee of Asbestos Creditors.  James J. McMonagle served as the
Legal Representative for Future Claimants until June 20, 2007.
Mr. McMonagle was replaced by Michael J. Crames.  Mr. Crames
served as Mr. McMonagle's counsel until July 2005, when he retired
from the law firm Kaye Scholer LLP.

On September 28, 2006, the Honorable John P. Fullam, Sr., of the
U.S. District Court for the Eastern District of Pennsylvania
affirmed the order of Honorable Judith Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware confirming Owens
Corning's Sixth Amended Plan of Reorganization.  The Plan took
effect on October 31, 2006, marking the company's emergence from
Chapter 11.

Reorganized Owens sought on July 25, 2008, from the Delaware
Bankruptcy Court a final decree closing the Chapter 11 cases of 17
of its affiliates.  Only the Chapter 11 case of Owens Corning
Sales, LLC, formerly known as Owens Corning, under Case No.
00-03837 will remain open.

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

                         *     *     *

Reorganized Owens Corning carries a 'Ba1' corporate family rating
from Moody


OWENS CORNING: Opposes Garlock's Plea to See Rule 2019 Statements
-----------------------------------------------------------------
Owens Corning Sales LLC and several law firms filed formal
objections to the motion of Garlock Sealing Technologies LLC for
access to Rule 2019 Statements filed in 12 asbestos-related
bankruptcy cases before bankruptcy courts in Delaware and
Pennsylvania.  The Objectors are:

  1. Owens Corning Sales, LLC and its affiliated reorganized
     debtors

  2. The Law Offices of Peter G. Angelos, P.C., Baron & Budd,
     P.C., Brayton Purcell, LLP, Hissey Kientz, LLP, The Lipman
     Law Firm, Reaud, Morgan & Quinn, Inc., Thornton & Naumes,
     LLP, Waters & Kraus, LLP, and Williams Kherkher Hart
     Boundas, LLP

  3. Kazan, McClain, Lyons, Greenwood & Harley, Waters & Kraus
     LLP, Stanley, Mandel & Iola, L.L.P., Simmons Browder
     Gianaris Angelides & Barnerd LLC, Bergman, Draper & Frockt,
     Gori Julian & Associates, P.C., Early, Lucarelli, Sweeney &
     Strauss, Cooney & Conway, George & Sipes LLP, Lipsitz &
     Ponterio, LLC, Bifferato LLC, and Montgomery, McCracken,
     Walker & Rhoads, LLP, on their own behalf and on behalf of
     their predecessors

Seven of the 12 Asbestos-related Cases are closed, which include
the cases of Owens Corning, ACands, Inc., Armstrong World
Industries, Inc., and USG Corp.

Reorganized Owens says it takes no position on whether the
bankruptcy courts should allow Garlock access to the 2019
Statements, but asserts that it strongly opposes any reopening of
its cases in the event the Court is inclined to grant Garlock's
request.  Owens says it would suffer significant prejudice if its
cases are reopened as the closing of those cases is a result of a
10-year substantial and prolonged effort.

The Law Firm Objectors generally seek denial of Garlock's
request.

Baron & Budd, et al., assert that Garlock provided no adequate
reasons why the Court should permit it, a stranger to the cases,
to intervene in them, re-open most of them, or revisit
longstanding orders governing compliance with Rule 2019 of the
Federal Rules of Bankruptcy Procedure in the cases.

Kazan McClain, et al., contend that Garlock misapprehends the
purpose and meaning of the 2019 Statement in asbestos bankruptcy
cases.  Garlock's argument hinges on its misguided effort to
convert a 2019 Statement into a claim form, the Law Firms note.

Moreover, the Law Firm Objectors make these contentions:

  -- Garlock may not seek general access to 2019 Statements
     without proving individual need or cause.

  -- Garlock refuses to acknowledge that the 2019 Orders strike
     an appropriate balance between public access and the
     confidentiality rights of tort claimants.

  -- Garlock's summary request to intervene in the 12 cases,
     over two jurisdictions, is defective and should be denied.

  -- Garlock lacks sufficient standing to urge the courts to re-
     open the Closed Cases.

  -- Garlock has an alternative to the wide ranging and
     intrusive discovery it seeks.  It has or can be provided
     access to the ballots casts in connection with the plans in
     the asbestos cases.

The Law Firms also note that Garlock has already been denied some
of the relief it seeks in one of the 12 cases.  In March 2010,
the Delaware Bankruptcy Court denied Garlock access to 2019
materials in the Pittsburgh Corning case.

Certain parties filed joinders to the response of the Law Firm
Objectors to Garlock's request.  The Joinder Parties include (1)
various claimants represented by Motley Rice LLC, and (2) the
Official Committees of Asbestos Claimants in the Flintkote,
Grace, NARCO and Pittsburgh Corning bankruptcy cases.

           Garlock Files Reply in Support of Request

Garlock subsequently sought and obtained leave from the Delaware
Bankruptcy Court to file a reply in support of its Motion to
address arguments raised by the Objecting Parties.

On behalf of Garlock, Gregory W. Werkheiser, Esq., at Morris,
Nichols, Arsht & Tunnell LP, in Wilmington, Delaware, points out
that no objector has attempted to shoulder its burden of
demonstrating that disclosure of the exhibits will cause a
"clearly defined and serious injury."

Under the Garlock Reply, Mr. Werkheiser also makes these
assertions:

  -- Garlock's Motion is not a discovery motion, and Garlock's
     need for the information is not relevant to the standard
     for access to court-filed records.

  -- It is a mistake to refer to the exhibits as "confidential,"
     as no court has sealed them or make a finding that they
     should be sealed.

  -- The purpose of Rule 2019 has nothing to do with Garlock's
     right to access.  Rule 2019 does serve important interests,
     but those purposes have nothing to do with the public's
     right to access the statements, once filed.

  -- The weight that should be accorded to the statements has
     nothing to do with the access question.

  -- Garlock has standing to intervene as a member of the
     public.

  -- Garlock did not represent that Pittsburgh Corning
     manufactured a "friable" product within the EPA's
     definition of that word.

                 Garlock Files Amended Motion

At a February 14, 2011 hearing, the Delaware Court indicated its
intention to dismiss the Original 2019 Access Motions without
prejudice in the Bankruptcy Cases that were closed as of the time
of filing of the Original Rule 2019 Access Motion.

The Delaware Court stated at the February 14 hearing that (i) it
did not have jurisdiction over the Original 2019 Access Motion in
the Closed Bankruptcy Cases unless and until those cases are
reopened, which must be done on motion, and (ii) the Original
2019 Access Motions were procedurally infirm because Garlock had
not filed separate motions to intervene.

In light of the Delaware Court's statements, out of an abundance
of caution, Garlock filed its Amended Motion to Access 2019
Statements on February 18, 2011.  The Amended 2019 Access Motions
are substantively identical to the Original 2019 Access Motions.

                  Weitz & Luxenberg Files Joinder

In a March 3, 2011 filing, Weitz & Luxenberg, P.C., joins in the
response of the Law Firm Objectors to Garlock's 2009 Access
Motion.  Weitz agrees that Garlock's request should be denied in
its entirety.

             Law Firms & Asbestos Committees Object to
                Introduction of Garlock Exhibits

In separate filings, the Official Committees of Asbestos
Claimants in the Flintkote, W.R. Grace, North American
Refractories and Pittsburgh Corning bankruptcy cases; Baron &
Budd, et al.; and Peter Kazan McClain, et al., oppose the
admission into evidence of various documents designated by
Garlock at the February 14 hearing.

The Feb. 14 Exhibits include, among other things:

-- 2019 Statements filed by the Law Firm Objectors in various
    cases;

-- Four 2019 Statements filed in bankruptcy cases pending in
    California;

-- 2019 Statements and certain orders in In re Congoleum
    Corp.;

-- A recent Chapter 13 filing in Delaware by one William F.
    Smith;

-- Extracts from the Claims Register in In re American Business
    Financial Services, Inc., 05-10203, Bankruptcy District of
    Delaware; from the internet and lists pending cases in the
    federal Mardock proceeding; and from the internet and lists
    pending cases in the "Texas MDL;"

-- Master ballot cast by Thornton Naumes, LLP, in the
    Pittsburgh Corning Corp.;

-- An affidavit of Paul Grant, as president of Garrison
    Litigation Management Group Inc., one of Garlock's co-
    Debtors;

-- Excerpt from the USG Corp. Trust Distribution Procedures;

-- Complaint in Puller v. ACandS;

-- Interrogatory response in Foster v. Chemtura; and

-- Voting procedures in In re Pittsburgh Corning Corp..

The Law Firms object to the Garlock Exhibits as lacking proper
foundations, and as being neither relevant nor likely to lead to
the discovery of admissible evidence.  Moreover, the Law Firms
object to the admission of the Exhibits on the basis that its
probative value, if any, is substantially outweighed by the
danger of unfair prejudice, confusion of the issues, or by
considerations of undue delay, waste of time, or needless
presentation of cumulative evidence.

The Law Firms further object to the Exhibits to the extent they
are proposed as exhibits in closed Chapter 11 cases, and to the
extent they are proposed as exhibits in connection with a non-
evidentiary hearing.

The Asbestos Committees, for their part, assert that none of the
Garlock Exhibits are relevant to the question of whether Garlock
is entitled access to the Rule 2019 Statements.  Some of the
Garlock Exhibits, the Asbestos Committees argue, are also
inadmissible on the grounds of hearsay while others have not been
authenticated.

                     About Owens Corning

Headquartered in Toledo, Ohio, Owens Corning fka Owens Corning
(Reorganized) Inc. (NYSE: OC) -- http://www.owenscorning.com/--
is a producer of residential and commercial building materials and
glass fiber reinforcements, and other similar materials for
composite systems.  The company has operations in 26 countries.

The Company filed for Chapter 11 protection on October 5, 2000
(Bankr. D. Del. Case. No. 00-03837).  Norman L. Pernick, Esq., at
Saul Ewing LLP, represented the Debtors.  Elihu Inselbuch, Esq.,
at Caplin & Drysdale, Chartered, represented the Official
Committee of Asbestos Creditors.  James J. McMonagle served as the
Legal Representative for Future Claimants until June 20, 2007.
Mr. McMonagle was replaced by Michael J. Crames.  Mr. Crames
served as Mr. McMonagle's counsel until July 2005, when he retired
from the law firm Kaye Scholer LLP.

On September 28, 2006, the Honorable John P. Fullam, Sr., of the
U.S. District Court for the Eastern District of Pennsylvania
affirmed the order of Honorable Judith Fitzgerald of the U.S.
Bankruptcy Court for the District of Delaware confirming Owens
Corning's Sixth Amended Plan of Reorganization.  The Plan took
effect on October 31, 2006, marking the company's emergence from
Chapter 11.

Reorganized Owens sought on July 25, 2008, from the Delaware
Bankruptcy Court a final decree closing the Chapter 11 cases of 17
of its affiliates.  Only the Chapter 11 case of Owens Corning
Sales, LLC, formerly known as Owens Corning, under Case No.
00-03837 will remain open.

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

                         *     *     *

Reorganized Owens Corning carries a 'Ba1' corporate family rating
from Moody


PARTSEARCH TECHNOLOGIES: Sues UPS Over Billing Practices
--------------------------------------------------------
Dow Jones' DBR Small Cap reports that Partsearch Technologies Inc.
is suing to stop United Parcel Service Inc. from charging other
companies for thousands of dollars in shipping costs that the
provider of appliance and electronics replacement parts owes UPS.

                   About Partsearch Technologies

Partsearch Technologies Inc., based in Kingston, New York, offers
parts for consumer electronics and outdoor power equipment.  It
doesn't hold inventory of its own. Inventory comes from suppliers.

Partsearch filed for Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 11-10282) on Jan. 27 in Manhattan after discovering it
overcharged its largest customer Best Buy Co. Inc. by
$5.9 million.  William R. Baldiga, Esq., at Brown Rudnick LLP, in
New York, serves as counsel.

Partsearch disclosed assets for $4 million and total liabilities
of $13 million.


PATRIOT NATIONAL: Bank to Sell Assets to ES Ventures for $65MM
--------------------------------------------------------------
Patriot National Bank, a wholly-owned subsidiary of Patriot
National Bancorp, Inc., has entered into a contract to sell non-
performing loans and real estate to ES Ventures One, LLC, for
$65 million.  The transaction requires the non-objection of
Patriot's banking regulator and is expected to close prior to
March 31, 2011.  "The sale of the majority of the Bank's non-
performing assets will allow Patriot to accelerate the Bank's
business plan. Further, the reduction in non-performing assets
materially improves the risk profile of the balance sheet,
decreases workout and OREO expenses, and allows us to reinvest $65
million into earning assets to improve net interest margin," said
Christopher Maher, the Company's President & CEO.

In a related restructuring, Patriot announced the consolidation of
four branches to reduce operating expenses.  The affected branches
include Wilton (One Danbury Road, Wilton), Fairfield Center (1127
Post Road, Fairfield), Stratford (3552 Main Street, Stratford),
and Old Greenwich (184 Sound Beach Avenue, Greenwich).  All
customer accounts in the affected branches will be transferred to
nearby Patriot branches to minimize any inconvenience to the
Bank's customers.  The consolidation of these branches is expected
to result in a pre-tax earnings charge of $3.0 million and result
in annualized expense reductions of $1.8 million.  The
consolidations are anticipated to be completed prior to June 30,
2011.

Michael Carrazza, the Chairman of the Board of the Company,
commented that "We are pleased to report on these restructuring
achievements, which are key components of our post-closing
recovery plan.  These activities strengthen Patriot's competitive
position and bring us closer to our goal of restored health and
profitability."

The Company plans to issue full year 2010 financial statements in
conjunction with the filing of an Annual Report on Form 10-K on or
about March 15, 2011.

It is Patriot National Bank's mission to offer a significant
community-based alternative to larger banks and to provide
personalized service to consumers and local businesses.
Nationally chartered in 1994, Patriot National Bank currently has
full-service branches serving Southern Connecticut, Westchester
County, New York and New York City.

                 About Patriot National Bancorp

Stamford, Conn.-based Patriot National Bancorp, Inc. (NASDAQ:
PNBK) is the parent company of Patriot National Bank, a national
banking association headquartered in Stamford, Fairfield County,
in Connecticut.  Patriot National Bank has 19 full service
branches, 16 in Connecticut and three in New York.

The Company's balance sheet at Sept. 30, 2010, showed
$787.77 million in total assets, $762.60 million in total
liabilities, and stockholder's equity of $25.16 million.

For the nine-month period ended Sept. 30, 2010, the Company
reported a net loss of $11.3 million, from a net loss of
$19.7 million in the same period in 2009.

As reported in the Troubled Company Reporter on March 18, 2010,
McGladrey & Pullen, LLP, in New Haven, Conn., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted of the Company's net losses for 2009 and 2008 and
uncertainty about the Company's and Patriot National Bank's
ability to maintain compliance with regulatory capital
requirements.  In February 2009, Patriot National Bank entered
into a formal written agreement with its primary regulator which
required the Bank to develop and maintain a capital plan.


PHILADELPHIA RITTENHOUSE: Sets Forth Reorganization Plan
--------------------------------------------------------
NetDockets reports that Philadelphia Rittenhouse Developer, L.P.
filed its proposed plan of reorganization with the bankruptcy
court, which sets forth its proposal for reorganizing its finances
and operations.  The report relates that according to the court
filings, 37 of the building's 144 residential condominium units
had been sold as of Feb. 10.

Two additional units were under contract and both commercial
spaces were leased as of the same date.  The developer asserts
that the "net sell out" of the building will generate $225 million
in proceeds, netDockets notes.

iStar Tara's first priority secured claim is approximately
$190 million (although the claim is disputed), and an additional
$62 million is owed on a mezzanine loan, the report discloses.
However, the developer asserts that a liquidation of the remaining
condominium units "will not achieve anything close to [iStar
Tara's] Class 2 claim of $190,000,000," netDockets says.

Pursuant to the proposed plan, the developer would conduct an
orderly marketing and sale of the remaining condominiums over an
estimated three to four year period and place the net sale
proceeds (i.e., sale proceeds less costs of administration,
maintenance and construction) in a fund pending resolution of
litigation.

NetDockets posts that no distributions would be made from the fund
before that time and iStar Tara would receive payment of its claim
from that fund first.

The plan also proposes that the unsecured claim of the homeowners'
association -- approximately $183,000 pre-bankruptcy -- will be
paid over 12 months following the plan becoming effective (with
administrative claims of the homeowners' association being paid as
they accrue), the report says.

NetDcokets discloses that the secured claim held by the City of
Philadelphia (for real estate taxes) would also be paid over 12
months.

All other claims would be paid out of the net sale proceeds fund
once it is released (and to the extent that additional amounts
remain after paying iStar Tara's claims, the report adds.

                 About Philadelphia Rittenhouse

Philadelphia Rittenhouse Developer, L.P. is a joint venture
between ARC Properties, Inc., based in Clifton, New Jersey, and
Philadelphia-based Wheeler Brothers Holdings, LLC.  The Company
was formed to develop 10 Rittenhouse Square, a 33-story
condominium building in Philadelphia.

Rittenhouse Developer filed for chapter 11 bankruptcy in response
to an action in Pennsylvania state court seeking to appoint a
receiver for the development project, which was brought by one of
the Company's lenders, iStar Tara, LLC.

Philadelphia Rittenhouse filed a Chapter 11 petition on Dec. 30,
2010 (Bankr. E.D. Pa. Case No. 10-31201).  Albert A. Ciardi, III,
Esq., at Ciardi Ciardi & Astin, P.C., serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets and debts at
$100 million to $500 million.  iStar Tara, LLC is represented in
the chapter 11 case by the firm of Blank Rome LLP.


PHOENIX WORLDWIDE: Exit Plan Denied, Case Converted to Ch. 7
------------------------------------------------------------
Phoenix Worldwide Industries, Inc.'s chapter 11 bankruptcy case
has been converted to a liquidation case under Chapter 7 of the
Bankruptcy Code, pursuant to a Feb. 15 order by Judge Robert A.
Mark.  Donald F. Walton, the United States Trustee for Region 21,
named Joel Tabas as Chapter 7 trustee pursuant to 11 U.S.C.
Section 701.

In accordance with his Conversion order, Judge Mark denied
confirmation of the Debtor's plan of reorganization.  He also
denied the Debtor's attempt to postpone the confirmation hearing.
Judge Mark held that the Court listened to the comments of counsel
for the Debtor, argument of the United States Trustee and counsel
present.  He noted that the the Debtor consented to the
conversion.

As reported in the Troubled Company Reporter on June 29, 2010, the
Plan provides for secured claims to be paid in full in equal
monthly installments over a five year period with interest
accruing at 5% per annum, beginning as of the effective date of
the Plan.  Claimants will maintain their lien until this
obligation is paid in full.

Under the Plan, general unsecured claims of $1,000 or less will be
paid in full on the effective date of the Plan.  These claims are
estimated to be $14,017.  General unsecured claims of $1,001 or
more will be paid in equal annual installments over ten years.
These claims are estimated to be $2,405,639.

The holders of equity security interests in the Debtor will retain
their equity interests, subject only to dilution by the proposed
equity investment sought by the Debtor.

The funds required for the initial payments to creditors upon the
effective date will come from continued commercial operations and,
if necessary, from either an exit funding facility or an equity
infusion.

                About Phoenix Worldwide Industries

Miami, Florida-based Phoenix Worldwide Industries, Inc. --
http://www.phoenixworldwide.com/-- dba Phoenix Worldwide
Industries, Inc., Forensic Vehicle Division and Phoenix IVS
Division develops surveillance technologies for government and law
enforcement agencies.

The Company filed for Chapter 11 on June 29, 2009 (Bankr. S.D.
Fla. Case No. 09-23201).  Jeffrey P. Bast, Esq., at Bast Amron LLP
represents the Debtor.  The Debtor estimated assets and debts at
$10 million to $50 million.


PITTSBURGH CORNING: Garlock Wants to Intervene in 12 Cases
----------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                       About Pittsburgh Corning

Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection in 2000 (Bankr. W.D. Pa. Case No. 00-22876).  The Hon.
Judith K. Fitzgerald presides over the case.  The Bankruptcy Court
authorized the retention of Reed Smith LLP as counsel for the
Debtor under a general retainer, and the retention of Deloitte &
Touche LLP as accountants for the Debtor.

The United States Trustee appointed a Committee of Unsecured Trade
Creditors on April 28, 2000.  The Bankruptcy Court authorized the
retention of Leech, Tishman, Fuscaldo & Lampl, LLC, as counsel to
the Committee of Unsecured Trade Creditors, and Pascarella &
Wiker, LLP, as financial advisor.

The United States Trustee appointed a Committee of Asbestos
Creditors on April 28, 2000.  The Bankruptcy Court authorized the
retention of these professionals by the Committee of Asbestos
Creditors: (i) Caplin & Drysdale, Chartered as Committee Counsel;
(ii) Campbell & Levine as local counsel; (iii) Anderson Kill &
Olick, P.C. as special insurance counsel; (iv) Legal Analysis
Systems, Inc., as Asbestos-Related Bodily Injury Consultant; (v)
L. Tersigni Consulting, P.C. as financial advisor, and (vi)
Professor Elizabeth Warren, as a consultant to Caplin & Drysdale,
Chartered.

On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative.  The
Bankruptcy Court authorized the retention of Meyer, Unkovic &
Scott LLP as his counsel, Young Conaway Stargatt & Taylor, LLP as
his special counsel, and Analysis, Research and Planning
Corporation as his claims consultant.

In December 2006, the Bankruptcy Court denied confirmation of an
earlier version of the plan, citing that the plan was too broad in
addressing independent asbestos claims that were not associated
with the Debtor.


PRESIDIO INC: S&P Affirms Corporate Credit Rating at 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
corporate credit rating on Greenbelt, MD-based Presidio Inc.  The
rating outlook is stable.

At the same time, S&P assigned a 'B+' rating to the $325 million
senior secured term loan, with a recovery rating of '4',
indicating S&P's expectation for average (30%-50%) recovery in the
event of a payment default.  Total debt proceeds, which are
expected to include a partial drawdown under a $150 million
accounts receivable securitization facility (currently unrated),
will be used to refinance existing debt, pay a portion of the
equity purchase, and for general corporate purposes.

"The ratings reflect Presidio's narrow market focus, leveraged
financial profile, and S&P's view that the company's private
equity ownership structure is likely to preclude sustained
deleveraging," said Standard & Poor's credit analyst Martha Toll-
Reed.

With annual revenues in excess of $1.2 billion, Presidio provides
professional and managed services, focused on data networking,
data center virtualization, collaboration and network security.
Presidio has expanded rapidly since its founding in 2003 through a
combination of organic growth and acquisitions.  The company's
geographic presence is limited to east of the Mississippi (and
including Texas and Oklahoma).  However, Presidio does not have
any significant customer concentration.  While Presidio's revenue
base includes the resale of hardware and related products, less
than half of the company's revenue base and the bulk of operating
earnings are derived from its project-based services, ranging from
solution design, implementation, and testing through remote
network monitoring.  The company's weak business risk profile
reflects its narrow market focus and related supplier
concentration, modest share within the larger IT services market,
relative lack of geographic diversity, and modest but consistent
operating margins.  Nevertheless, S&P expects the company's focus
on and technical expertise in data networking, as well as expected
near-term revenue growth, will enable Presidio to maintain
adjusted EBITDA margins of 7%-8%, which fall at the high end of
peer-company margins in the value-added IT reseller market.


PT-1 COMMUNICATIONS: Court Issues 4th Ruling on Tax Refund Dispute
------------------------------------------------------------------
Chief Bankruptcy Judge Carla E. Craig issued on March 3, 2011, the
fourth in a series of decisions addressing the claims of the
Internal Revenue Service in the bankruptcy cases of PT-1
Communications, Inc.; PT-1 Long Distance, Inc.; and PT-1
Technologies, Inc., and addressing the Debtors' counterclaims
against the IRS seeking payment of tax refunds.  This matter
arises in the context of a motion of the Liquidating Trustee of
the Liquidating Trust U/A/W PT-1 Communications, Inc., PT-1 Long
Distance, Inc., and PT-1 Technologies, Inc., seeking, among other
things, a tax refund of $6,913,228.53 plus interest, which was
paid with the tax return for the period of March 9, 2001 -
December 31, 2001.  Prior decisions were issued in 2006, 2007 and
2009.  Judge Craig held that the Trustee's motion seeking a tax
refund is granted in part to the extent that certain deductions
are allowed.  A copy of the Court's decision is available at
http://is.gd/AlOccWfrom Leagle.com.

PT-1 Communications, Inc., PT-1 Long Distance, Inc., and PT-1
Technologies, Inc., sought chapter 11 protection (Bankr. E.D.N.Y.
Case Nos. 01-12655, 01-12658, and 01-12660) on March 9, 2001.  The
Debtors filed their Second Amended Joint Plan of Reorganization
dated as of Aug. 31, 2004, and the Bankruptcy Court confirmed
that plan on Nov. 23, 2004.

Laurence May, Esq., and Greg Friedman, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, P.A., in New York, represent Edward P.
Bond, the Liquidating Trustee of the Liquidating Trust U/A/W PT-1
Communications, Inc., PT-1 Long Distance, Inc., and PT-1
Technologies, Inc.


QUEPASA CORP: Closes Stock Purchase Agreement With XtFt Games
-------------------------------------------------------------
On March 2, 2011, Quepasa Corporation closed the Stock Purchase
Agreement with XtFt Games S/S Ltda, the owner of substantially all
of the assets of TechFront Desenvolvimento de Software S/S Ltda, a
Brazilian company.

The Company acquired all of the outstanding equity interests of
XtFt and issued XtFt owners $3,700,000 of the Company's common
stock (348,723 shares) at $10.61 per share which was based on the
average closing price per share for the 10 trading days prior to
the date of closing the Agreement.  In addition, the Company paid
a $300,000 brokerage fee.  XtFt may receive a potential earnout
fee of 250,000 shares of the Company's common stock based on XtFt
achieving specific performance milestones.  Further, under a
separate agreement, the Company lent TechFront $500,000.

Mr. Lars Batista, a recently appointed director of the Company,
was a large shareholder of XtFt and received 140,938 shares of the
Company's common stock under the Agreement.  Additionally, a
corporation controlled by Mr. Batista's brother received a
$300,000 brokerage fee in connection with the acquisition.

In a separate development, James Ferris resigned as a director of
the Company on Feb. 28, 2011,.

                     About Quepasa Corporation

West Palm Beach, Fla.-based Quepasa Corporation (OTC BB: QPSA)
through its Web site -- http://www.Quepasa.com/-- operates as an
online social community for young Hispanics.

The Company's balance sheet at Dec. 31, 2010 showed $16.45 million
in total assets, $7.26 million in total liabilities and
$9.19 million in total stockholders' equity.

As reported in the Troubled Company Reporter on March 9, 2010,
Salberg & Company, P.A. expressed substantial doubt about the
Company's ability to continue as a going concern following the
2009 results.  The independent auditors noted of the Company's
net loss and net cash used in operating activities in 2009 of
$10.58 million and $3.88 million, respectively, and a
stockholders' deficit and an accumulated deficit of $3.90 million
and $159.33 million, respectively, at Dec. 31, 2009.


QUVIS INC: SeaCoast Wins Round in Equitable Subordination Suit
--------------------------------------------------------------
WestLaw reports that a lender that, while having a right to
appoint a single director to the debtor's board of directors, had
no equity interest in the debtor and was but one of many creditors
that had lent money to the debtor, with a similar right of access
to its books and records, did not qualify as a "non-statutory
insider," for equitable subordination purposes.  There was no
evidence that the lender obtained any uniquely available "inside"
information by virtue of having one seat on the debtor's board,
and subsequent transactions between the lender and the debtor were
conducted at arm's length.  In re QuVIS, Inc., --- B.R. ----, 2011
WL 754784 (Bankr. D. Kan.) (Nugent, J.).

The Honorable Robert E. Nugent made these findings and conclusions
in a summary judgment order entered on Feb. 18, 2011, in Friesen,
et al. v. Seacoast Capital Partners II, L.P., Adv. Pro. No. 10-
5142 (Bankr. D. Kan.).

QuVIS, Inc., located in Topeka, Kan., sells software and hardware
that compresses and processes video data for various digital video
applications in the medical, entertainment, and military
industries.  Three of QuVIS' creditors filed an involuntary
Chapter 11 petition (Bankr. D. Kan. Case No. 09-10706) against the
company on March 20, 2009.  An order for relief (Doc. 16) was
entered on May 18, 2009, by consent.  The Debtor filed a Chapter
11 plan in November 2009.  The Court held the disclosure statement
inadequate and granted the debtor additional time to file an
amended plan.  None was forthcoming and the debtor advises that no
further plan will be forthcoming because it lacks the resources to
resolve disputes with its Noteholders.  The Debtor's Schedules of
Assets and Liabilities suggest the company's assets are worth
$1.4 million; other papers filed with the Court indicate that 2008
sales were about $3 million.


RADIENT PHARMACEUTICALS: Robert Rooks Owns 40,000 Common Shares
---------------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Robert Rooks, a director at Radient Pharmaceuticals
Corp. disclosed that he beneficially owns 40,000 shares of common
stock of Radient Pharmaceuticals Corp.

                   About Radient Pharmaceuticals

Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is engaged in the
research, development, manufacturing, sale and marketing of its
ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States,
Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and
other markets throughout the world.

Radient said in October 2010 it incurred a trigger event on the
12% Convertible Notes issued in first and second quarter of 2010
due to its failure to have the related registration statement
declared effective by June 1, 2010.  The Company filed on Sept. 7,
2010, an Event of Default under those same notes occurred since it
did not hold the related shareholder meeting by August 31, 2010.

As reported in the Troubled Company Reporter on April 19, 2010,
KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company incurred a significant operating
loss and negative cash flows from operations in 2009 and had a
working capital deficit of $4.2 million at Dec. 31, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$23.56 million in total assets, $34.22 million in total
liabilities, and a stockholders' deficit of $10.66 million.


R.C. SAMANTA: Drops Appeal of Prior Cases' Dismissal
----------------------------------------------------
The Shawano Leader reports a few days after filing a new
bankruptcy petition in Delaware, R.C. Samanta Roy Institute of
Science and Technology Inc. withdrew from its appeal of a federal
court decision dismissing its previous bankruptcy filing.

According to the report, SIST and six of its subsidiaries
originally filed for Chapter 11 bankruptcy in March 2009 but the
bankruptcy court dismissed the cases in September 2009.  The
dismissal order was subsequently appealed to the U.S. Third
Circuit Court of Appeals.  SIST's withdrawal makes it the fourth
SIST-related entity to drop out of the appeal to clear the way for
the filing of a new petition.

The report notes, previously, Midwest Properties of Shawano, LLC,
Midwest Oil of Minnesota, LLC, and U.S. Acquisitions and Oil Inc.
pulled out of the appeal only to refile new Chapter 11 petitions
in Delaware.  In those instances, the withdrawal preceded the new
filing.

SIST's withdrawal leaves only three SIST subsidiaries remaining in
the appeal -- Midwest Oil of Wisconsin, LLC, Midwest Oil of
Shawano, LLC, and Midwest Hotels & Motels, LLC, report relates.

The report says the new SIST filing came about a week after a
civil suit was filed seeking foreclosure of seven properties in
Shawano owned by SIST.  The suit filed by Marshall & Ilsley (M&I)
Bank alleges SIST and its founder Avraham Cohen, formerly R.C.
Samanta Roy, defaulted on a loan taken out in March 2008
consolidating previous commercial loans taken out since 2001.

The total amount of the 2008 loan was $992,133, according to the
civil complaint, which also states Samanta Roy -- as he was then
known -- executed a commercial guaranty taking responsibility for
the debt.  With interest, bank costs and fees, the amount due was
more than $1.16 million as of Jan. 21, according to the complaint,
and has continued to mount at about $245 a day since then.

The report says the properties targeted for foreclosure in the
complaint include the Midwest Gift and Fudge House at 104 Old Lake
Road; the property at 143-145 S. Main St., part of which is leased
by Hunan's Chinese Restaurant; the former Ponderosa Restaurant
building at 1247 E. Green Bay St., as well as an out-lot of that
property; a property at 128 E. Green Bay St.; a property at N5670
State Highway 47-55; and a property at 1214 E. Green Bay St.

                      About R.C. Samanta Roy

Based in Wilmington, Delaware, Dr. R.C. Samanta Roy Institute of
Science and Technology, Inc., filed for Chapter 11 bankruptcy
protection on Feb. 21, 2011 (Bankr. D. Del. Lead Case No. 11-
10504).  Rebekah M. Nett, Esq., at Westview Law Center, PLC,
represents the Debtors.  In their petition, the Debtors estimated
both assets and debts of between $1 million and $10 million.

Pending Chapter 11 cases by affiliates are:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
U.S. Aquisitions & Oil Inc.            10-14121   12/22/2010
Midwest Oil of Minnesota, LLC          11-30319   01/19/2011
Midwest Properties of Shawano, LLC     11-10407   02/08/2011


RDK TRUCK: Gets Final OK to Hire Morse & Gomez as Bankr. Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
authorized, on a final basis, RDK Truck Sales And Service, Inc.,
to employ Morse & Gomez, P.A., as bankruptcy counsel.

According to the Troubled Company Reporter on Feb. 11, 2011, the
firm will, among other things:

     a. give the Debtor legal advice with respect to its duties
        and powers as debtor and debtor-in-possession;

     b. take necessary steps to set aside preferential transfers;

     c. prepare motions, notices, pleadings, petitions, answers,
        orders, reports and other legal papers required in the
        Debtor's bankruptcy case; and

     d. assist the Debtor in taking legally appropriate steps to
        effectuate the continued operations of the Debtor.

The Debtor paid a $32,388 prepetition retainer to M&G.  Of the
total amount received, $7,813 is related to representation of the
Debtor relating to potential work-out settlement efforts.
Accordingly, the amount of $24,575 is the prepetition bankruptcy
retainer.

Alberto F. Gomez, Jr., Esq., a shareholder at M&G, assures the
Court that the firm does not hold or represent any interest
adverse to the Debtor, its estate, its creditors or any other
party with an actual or potential conflict in its Chapter 11 case.

Tampa, Florida-based RDK Truck Sales & Service, Inc., specializes
in both the sale and rental of new and reconditioned waste
management vehicles.  It filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 11-01877) on Feb. 1, 2011.
The Debtor estimated its assets and debts at $10 million to
$50 million.


RDK TRUCK: Must File Disclosure Statement & Plan by April 29
------------------------------------------------------------
The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the
Middle District of Florida has required RDK Truck Sales & Service
Inc. to file a Chapter 11 plan of reorganization and an
explanatory disclosure statement on or before April 29, 2011.

Tampa, Florida-based RDK Truck Sales & Service, Inc., specializes
in both the sale and rental of new and reconditioned waste
management vehicles.  It filed for Chapter 11 bankruptcy
protection on February 1, 2011 (Bankr. M.D. Fla. Case No. 11-
01877).  The Debtor estimated its assets and debts at $10 million
to $50 million.

An affiliate, RDK Municipal Truck Center, Inc., also filed for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-01878) on
Feb. 1, 2011.  RDK Municipal estimated assets and debts of $1
million to $10 million as of the Chapter 11 filing.


RDK TRUCK: Taps Nelson & McKay as Accountants
---------------------------------------------
RDK Truck Sales and Service Inc. and RDK Municipal Truck Center
Inc. ask the U.S. Bankruptcy Court for the Middle District of
Florida for permission to employ Nelson & McKay CPA's LLC as their
accountants.

The firm is expected to assist the Debtors in preparing a Federal
2010 U.S. Income Tax Return for an S Corporation for both Debtors,
plus an IRC computation for truck sales.

The Debtors will pay between $1,750 and $2,000 for municipal, and
$2,800 and $3,300 for truck sales.

The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

Tampa, Florida-based RDK Truck Sales & Service, Inc., specializes
in both the sale and rental of new and reconditioned waste
management vehicles.  It filed for Chapter 11 bankruptcy
protection on February 1, 2011 (Bankr. M.D. Fla. Case No. 11-
01877).  Alberto F Gomez, Jr., Esq., at Morse & Gomez, PA, serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets and debts at $10 million to $50 million.

An affiliate, RDK Municipal Truck Center, Inc., also filed for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-01878) on
Feb. 1, 2011.  RDK Municipal estimated assets and debts of $1
million to $10 million as of the Chapter 11 filing.


RDK TRUCK: Taps Renaissance Consulting as Consultant
----------------------------------------------------
RDK Truck Sales and Services Inc. and RDK Municipal Truck Center
Inc. ask the U.S. Bankruptcy Court for the Middle District of
Florida for permission to employ Renaissance Consulting &
Development LLC as their financial adviser and consultant.

The firm is expected to

   a) evaluate the Debtors' business and assisting Debtors in
      the development of a strategy/plan with regard to their
      businesses;

   b) perform a financial analysis for each development plan;

   c) assist the Debtors in dealings and negotiations with
      lenders, landlords, lessors and creditors;

   d) assist the Debtors in securing debtor in possession
      financing, as may be necessary, and meeting the custodial
      and reporting requirements of the lenders; and

   e) assist the Debtors in managing and complying with the
      requirements imposed by the Bankruptcy Code and the
      Bankruptcy Court;

Kevin E. Riggs, member of the firm will charge $100 per hour.

The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                          About RDK Truck

Tampa, Florida-based RDK Truck Sales & Service, Inc., specializes
in both the sale and rental of new and reconditioned waste
management vehicles.  It filed for Chapter 11 bankruptcy
protection on February 1, 2011 (Bankr. M.D. Fla. Case No. 11-
01877).  Alberto F Gomez, Jr., Esq., at Morse & Gomez, PA, serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets and debts at $10 million to $50 million.

An affiliate, RDK Municipal Truck Center, Inc., also filed for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-01878) on
Feb. 1, 2011.  RDK Municipal estimated assets and debts of $1
million to $10 million as of the Chapter 11 filing.


REALOGY CORP: Incurs $97 Million Net Loss in 2010
-------------------------------------------------
Realogy Corporation filed its annual report on Form 10-K with the
U.S. Securities and Exchange Commission.  The Company reported a
net loss of $97 million on $4.09 billion of net revenue for the
year ended Dec. 31, 2010, compared with a net loss of $260 million
on $3.93 billion of net revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $8.02 billion
in total assets, $9.10 billion in total liabilities and $1.07
billion in total deficit.

"In spite of another difficult year in housing and the economy,
management remained highly focused on our strategic growth
initiatives," said Richard A. Smith, Realogy's chief executive
officer, in a statement  "The Realogy Franchise Group increased
its domestic franchise sales by 56% in 2010 compared to 2009,
adding new franchisees and sales associates with $332 million in
franchisee gross commission income (GCI).  NRT, our owned
brokerage company, added $60 million of annualized GCI through the
acquisition of nine companies encompassing 23 offices and more
than 1,000 sales associates.  Cartus strengthened its position as
a global provider of relocation services through the acquisition
of Primacy, as well as adding more than 140 new clients and
expanding relationships with approximately 300 of its existing
clients.  Title Resource Group continued to develop both its
lender channel and title underwriting business, further
diversifying its revenue base."

A full-text copy of the annual report on Form 10-K is available
for free at http://ResearchArchives.com/t/s?748c

                         About Realogy Corp.

Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services.  Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

It has 'Caa2' corporate family rating and 'Caa3' probability of
default rating, with positive outlook, from Moody's.  The rating
outlook is positive.  Moody's said in January 2011 that the 'Caa2'
CFR and 'Caa3' PDR reflects very high leverage, negative free cash
flow and uncertainty regarding the timing and strength of a
recovery of the residential housing market in the US.  Moody's
expects Debt to EBITDA of about 14 times for the 2010 calendar
year.  Despite the recently completed and proposed improvements to
the debt maturity profile, the Caa2 CFR continues to reflect
Moody's view that current debt levels are unsustainable and that a
substantial reduction in debt levels will be required to stabilize
the capital structure.

As reported in the February 8, 2011 edition of TCR, Standard &
Poor's Ratings Services raised its corporate credit
rating on Realogy Corp. to 'CCC' from 'CC'.  S&P removed the
rating from CreditWatch, where it was placed with positive
implications Jan. 18, 2011.  The rating outlook is positive.

In addition, S&P revised its recovery rating on the company's non-
extended senior secured credit facilities to '1', indicating its
expectation of very high (90% to 100%) recovery for lenders in the
event of a payment default.  S&P raised its issue-level rating on
this debt to 'B-' -- two notches higher than the 'CCC' corporate
credit rating -- in accordance with its notching criteria for a
recovery rating of '1'.


RECIPROCAL ALLIANCE: Deadline for Claims Set for May 16
-------------------------------------------------------
Insurance Journal reports that Justice Russell Perkins of
Tennessee's Twentieth Judicial District court has set May 16,
2011, as the final date to resolve all outstanding claims against
three insolvent risk retention groups that were closed in 2003
after the failure of their Virginia reinsurer, Reciprocal of
America.

Insurance Journal relates that the three Tennessee companies --
the American National Lawyers Reciprocal, the Doctors Insurance
Reciprocal and the Reciprocal Alliance -- were risk-retention
groups that reinsured virtually all their business with Reciprocal
of America, a Glenn Allen, Virginia-based Company that was placed
in receivership in January 2003 after regulators discovered its
liabilities exceed its assets by more than $200 million. The three
risk retention groups operated under common management.

Justice Perkins has imposed a final deadline of May 16 to
liquidate all claims following a request by Tennessee Insurance
Commissioner Julie Mix McPeak as special receiver, according to
Insurance Journal.  The report relates Justice Perkins said that
the deadline is warranted to provide closure to what has been a
long drawn out process of trying to settle the companies' estates.

According to Insurance Journal, the court order states that all
claims against the companies must be submitted by May 16.  The
court also orders that any claim submitted after the date of the
order and May 16 must carry with it some explanation why the claim
wasn't made earlier.  Further, Insurance Journal says, the court
found that all outstanding unliquidated claims must be settled at
a specific dollar amount or denied by the receiver.

In 2008, Virginia insurance regulators dismissed the claims of the
three insolvent Tennessee risk retention groups against ROA,
ruling that as reinsureds of ROA, the three insurers were general
creditors and not policyholders under the Virginia insurer
liquidation statute.

American National Lawyers Insurance, started in 1993, is a
professional liability insurance company that is completely
owned by its lawyer insureds. It is licensed to do business in
Tennessee and South Carolina, and provides liability coverage
for about 3,100 Tennessee lawyers.

The Tennessee Department of Commerce and Insurance placed American
National Lawyers Insurance, along with two affiliated insurers,
Doctors Insurance Reciprocal Risk Retention Group and Reciprocal
Alliance Risk Retention Group, under receivership on Jan. 31,
2003.


RIVER ISLAND: Section 341(a) Meeting Scheduled for April 5
----------------------------------------------------------
The U.S. Trustee for Region 21 will convene a meeting of River
Island Farms, Inc.'s creditors on April 5, 2011, at 1:00 p.m.  The
meeting will be held at the U.S. Courthouse, 299 E Broward
Boulevard #411, Fort Lauderdale, Florida.

This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Fort Lauderdale, Florida-based River Island Farms, Inc., filed for
Chapter 11 bankruptcy protection on Feb. 28, 2011 (Bankr. S.D.
Fla. Case No. 11-15410).  Martin L. Sandler, Esq., at Sandler &
Sandler By M. L. Sandler, P.A., serves as the Debtor's bankruptcy
counsel.  The Debtor estimated its assets and debts at $10 million
to $50 million.


ROSS ENTERPRISES: Mich. App. Ct. Reverses Insurance Policy Ruling
-----------------------------------------------------------------
Badger Mutual Insurance Company, Plaintiff/Counter Defendant-
Appellant, v. Ross Enterprises, Inc., Defendant/Counter Plaintiff,
and Suzanne Dimilia and Michael Brzezinski, Co-Personal
Representatives of the Estate of Kenneth Brzezinski, Defendants-
Appellees, No. 294489 (Mich. App. Ct.), is an appeal in a
declaratory action arising from the death of Kenneth Brzezinski,
who was killed when his vehicle was struck by a vehicle driven by
Ronnie Jackson.  Defendants Suzanne DiMilia and Michael
Brzezinski, as co-personal representatives of the decedent's
estate, filed an underlying dramshop action against Ross
Enterprises, the owner of a gentlemen's club that served Mr.
Jackson alcoholic beverages shortly before the accident.
Defendants later amended their complaint to add a claim against
Ross for negligence based on Ross's actions in arranging for a
taxicab for Mr. Jackson, but then furnishing Mr. Jackson with his
car and car keys and allowing him to drive away.  Plaintiff,
Ross's insurer under a commercial liability policy, brought the
declaratory action to determine whether it had a duty to defend
and indemnify Ross under the policy.  The parties filed cross-
motions for summary disposition.  The trial court denied
plaintiff's motion and granted defendants' motion in part, holding
that plaintiff had a duty to defend Ross, as well as a duty to
indemnify Ross up to the policy limits "to the extent the fact
finder so determines negligence in Count II in the underlying
action."  Plaintiff appeals as of right.

After the appeal was filed, Ross filed a petition for Chapter 11
bankruptcy.  The Appeals Court closed the appeal with respect to
Ross, but allowed the appeal to continue with respect to
defendants DiMilia and Brzezinski.  Badger Mut Ins Co v Ross
Enterprises, Inc, unpublished order of the Court of Appeals,
entered April 19, 2010.

A three-man panel consisting of Justices William C. Whitbeck, and
Peter D. O'Connell and Kurtis T. Wilder reverse, concluding that
the trial court erred in finding that defendants' underlying
negligence claim was covered by the general liability policy.  A
copy of the Appeals Court's March 3, 2011 order is available at
http://is.gd/6eutdxfrom Leagle.com.


ROSSCO HOLDINGS: Court Extends Plan Filing Deadline Until May 24
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
extended the exclusive periods of Rossco Holdings Inc. to file a
Chapter 11 plan of reorganization until May 24, 2011, and solicit
acceptances of that plan until July 24, 2011.

                    About Rossco Holdings, Inc.

College Station, Texas-based Rossco Holdings, Inc., filed for
Chapter 11 protection on August 2, 2010 (Bankr. W.D. Tex. Case No.
10-60953).  The new California Case No. of Rossco Holdings is
LA10-55951BB.  Ronald E. Pearson, Esq., at Pearson & Pearson,
represents the Debtor.  The Debtor disclosed $28,415,681 in assets
and $10,567,302 in liabilities as of the Petition Date.

Affiliates Monte Nido Estates, LLC; LJR Properties, Ltd.; WM
Properties, Ltd.; Colony Lodging, Inc.; and Rossco Plaza, Inc.,
filed separate Chapter 11 petitions.


ROSSCO HOLDINGS: Taps Hyatt Gidlow as Accountants
-------------------------------------------------
Rossco Holdings Inc. asks the U.S. Bankruptcy Court for the
Central District of California for permission to employ Hyatt,
Gidlow & Company CPA as accountants.

The firm will:

    i) assist the Debtor in gathering the Debtor's financial
       information and in analyzing the Debtor's financial
       position, assets and liabilities;

   ii) assist the Debtor in preparation of the Debtor's schedules,
       monthly operating reports and other bankruptcy reporting
       requirements;

  iii) assist the Debtor in analyzing and resolving tax matters;

   iv) testify at any hearings and trials as to one or more of the
       matters as is determined to be necessary and appropriate;
       and

    v) perform all other accounting services to the Debtor as may
       be required or necessary.

The firm's standard rate is $75 per hour for services rendered.

The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.

                    About Rossco Holdings, Inc.

College Station, Texas-based Rossco Holdings, Inc., filed for
Chapter 11 protection on August 2, 2010 (Bankr. W.D. Tex. Case No.
10-60953).  The new California Case No. of Rossco Holdings is
LA10-55951BB.  Ronald E. Pearson, Esq., at Pearson & Pearson,
represents the Debtor.  The Debtor disclosed $28,415,681 in assets
and $10,567,302 in liabilities as of the Petition Date.

Affiliates Monte Nido Estates, LLC; LJR Properties, Ltd.; WM
Properties, Ltd.; Colony Lodging, Inc.; and Rossco Plaza, Inc.,
filed separate Chapter 11 petitions.



S & Y ENTERPRISES: Proposes Full-Payment Plan
---------------------------------------------
S & Y Enterprises, LLC, filed with the U.S. Bankruptcy Court for
the Eastern District of New York on Feb. 24, 2011, a disclosure
statement explaining its Chapter 11 Plan of Reorganization dated
Feb. 24, 2011.

Pursuant to the Plan terms, the secured claim of Capital One Bank,
N.A., will be paid in full on the Effective Date of the Plan.
Capital One, owed approx. $5.6 million, currently holds a mortgage
lien on the Debtor's primary asset located at 130 North 4th Street
(a/k/a 193 Berry Street, a/k/a 240 Bedford Ave.), in Brooklyn, New
York.

Priority unsecured claims of the Internal Revenue Service and the
New York State Dept. of Taxation and Finance will likewise be paid
in full on the Effective Date.

Non-Insider General Unsecured claims totaling $33,077 will be paid
in full on the Effective Date.

Insider General Unsecured Claims, totaling $2,269,000, will be
paid on a pro-rata basis with the proceeds remaining from the sale
of the S & Y Property, after the payment of all allowed secured
claims, priority unsecured claims, non-insider general unsecured
claims and all administrative claims.

Equity interest holders Yehuda Backer, a 99% equity interest
holder, and Ruthe Backer, a 1% equity interest holder, will
continue to retain their respective equity interests.

In this case, the Plan Proponent believes that no classes are
impaired and that holders of claims in each class are therefore
not entitled to vote to accept or reject the Plan.
Notwithstanding, the Debtor proposes to nevertheless send a ballot
to the unimpaired secured creditors, although the Debtor as
previously stated believes that they have no right to vote.

The source of the funds will be from the proceeds of a sale of the
real estate owned by S&Y Enterprises, LLC, and Sky Lofts to CAB
Bedford LLC.  The sale of the real estate of the those parties
will be for the amount of $16,500,000.

A complete text copy of the disclosure statement is available for
free at http://bankrupt.com/misc/S&YEnterprises.DS.pdf

                  About S & Y Enterprises, LLC

Brooklyn, New York-based S & Y Enterprises, LLC, own and maintain
real estate.  The Company filed for Chapter 11 protection on
November 11, 2010 (Bankr. E.D. N.Y. Case No. 10-50623).  David
Carlebach, Esq., who has an office in New York, assists the Debtor
in its restructuring effort.  In its amended schedules, the
Company disclosed $20,200,095 in assets and $8,707,506 in
liabilities.


SATELITES MEXICANOS: Starts Soliciting Votes on Chapter 11 Plan
---------------------------------------------------------------
Satelites Mexicanos, S.A. de C.V. disclosed on January 25, 2011
that it had reached an agreement with the holders of more than
two-thirds of the outstanding principal amount of its 10 1/8%
Second Priority Senior Secured Notes due 2013 regarding a
comprehensive recapitalization to be effected through a
prepackaged plan of reorganization to be filed in the United
States Bankruptcy Court for the District of Delaware.

As part of the implementation of the Prepackaged Plan, Satmex and
its subsidiaries Alterna'TV Corporation and Alterna'TV
International Corporation commenced a solicitation of votes on the
Prepackaged Plan from holders of record as of March 3, 2011 of the
Company's First Priority Senior Secured Notes due 2011, and the
Company's 10 1/8% Second Priority Senior Secured Notes due 2013.
The solicitation period will expire on April 4, 2011.  If
sufficient votes are received for the Prepackaged Plan, the
Debtors intend to file voluntary petitions for relief under
Chapter 11 of the U.S. Bankruptcy Code and seek prompt
confirmation of the Prepackaged Plan.

The Disclosure Statement Relating to the Joint Prepackaged Plan of
Reorganization of Satelites Mexicanos, S.A. de C.V., Alterna'TV
Corporation and Alterna'TV International Corporation Under Chapter
11 of the Bankruptcy Code and the Prepackaged Plan are available
on the public website of the Company at http://www.satmex.com.The
Disclosure Statement contains certain projected financial
information and valuation analysis which are based on numerous
assumptions, as set forth in the Disclosure Statement, including,
without limitation, confirmation and consummation of the
Prepackaged Plan in accordance with its terms; realization of the
operating strategy of the Reorganized Debtors; industry
performance; no material adverse changes in general business and
economic conditions; adequate financing; and other matters, many
of which will be beyond the control of the Reorganized Debtors.

Accordingly, the Projections are only estimates and are
necessarily speculative in nature.  The Projections were not
prepared in accordance with standards for projections promulgated
by the American Institute of Certified Public Accountants or with
a view to compliance with published guidelines of the Securities
and Exchange Commission regarding projections or forecasts.  The
Projections have not been audited, reviewed, or compiled by the
Debtors' independent public accountants.  The Projections should
be read together with the information in Part VI of the Disclosure
Statement entitled "Certain Factors to be Considered," which sets
forth, among other things, important factors that could cause
actual results to differ from those in the Projections.

The securities being offered pursuant to the proposed Prepackaged
Plan will not be and have not been registered under the Securities
Act of 1933, as amended, and may not be offered or sold in the
United States absent registration or an applicable exemption from
registration requirements.

The foregoing summary of the solicitation of votes does not
purport to be complete and is qualified in its entirety by the
provisions of the Disclosure Statement and the Prepackaged Plan.

                        About Satmex SAB

Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based
satellite service provider in Latin America.  Satmex's fleet
offers hemispheric and regional coverage throughout the Americas.

Satmex balance sheet a June 30, 2010, showed US$438.29 million in
assets, US$516.55 million in liabilities, and a US78.26 million
shareholders' deficit.

Satmex had a net loss of US$6.12 million on US$53.06 million of
revenue for the six months ended June 30, 2010, compared with a
net loss of US$8.81 million on US$50.35 million of revenue for six
months ended June 30, 2009.

Satmex has a 'C' issuer rating and 'Ca' long term corporate family
rating, with negative outlook, from Moody's Investors Service.


SATELITES MEXICANOS: Has $325-Mil. Exit Financing Commitment
------------------------------------------------------------
Satelites Mexicanos, S.A. de C.V. announced in January that it had
reached an agreement with the holders of more than two-thirds of
the outstanding principal amount of its Second Priority Senior
Secured Notes due 2013 regarding a comprehensive recapitalization
to be effected through a prepackaged plan of reorganization to be
filed in the United States Bankruptcy Court for the District of
Delaware.

The Company said early this month it has been advised that certain
of the holders of Satmex's First Priority Senior Secured Notes due
2011 have retained Michael J. Sage, Esq., at Dechert LLP, and were
scheduled for a March 2 organizational meeting to discuss their
next steps.

The Company is presently confirming that under the terms of the
proposed Plan, holders of the First Priority Senior Secured Notes
will be paid out in cash at par plus accrued interest without
premium or penalty.  To the extent not paid pursuant to a
bankruptcy court order authorizing the use of cash collateral or
otherwise, the accrued and unpaid fees and expenses of the
indenture trustee and the collateral trustee related to the First
Priority Senior Secured Notes (including the accrued and unpaid
fees and expenses of their counsel and the counsel to the ad hoc
committee of holders of the First Priority Senior Secured Notes)
will be paid in full in cash on the effective date of the Plan.

Satmex has also entered into a commitment letter with Jefferies
Finance LLC providing for $325 million of committed senior secured
exit financing, which may be used, along with the proceeds of the
previously-announced $96.25 million fully-backstopped rights
offering of equity securities to holders of Second Priority Senior
Secured Notes, to, among other things, repay the First Priority
Senior Secured Notes as outlined above and fund the timely
completion of Satmex 8, a satellite scheduled to be launched in
2012 to replace the Company's Satmex 5 satellite.

                         Prepackaged Plan

Satelites Mexicanos has reached an agreement with the holders of
more than two-thirds of the outstanding principal amount of its
Second Priority Senior Secured Notes due 2013 regarding a
comprehensive recapitalization to be effected through the
solicitation of a prepackaged plan of reorganization to be filed
in the United States bankruptcy court. The recapitalization will
provide the resources for the Company to finance the timely
completion of Satmex 8, a satellite scheduled to be launched in
2012 to replace the Company's Satmex 5 satellite, and to lay the
groundwork for the future construction of Satmex 7, which is
intended to replace the Company's Solidaridad 2 satellite.

Satmex has joined in a Restructuring Support Agreement among the
Supporting Holders and Holdsat Mexico S.A.P.I. de C.V., a Mexican
company which was newly formed in cooperation with the Supporting
Holders to effect the proposed recapitalization, and which will be
majority controlled by certain Mexican partners in compliance with
applicable Mexican foreign investment laws.  The Plan contemplates
that the recapitalization will be financed with the proceeds of an
offering of up to US$325 million in aggregate principal amount of
new senior secured debt financing and the proceeds of a rights
offering of equity securities in the indirect parent of
reorganized Satmex to eligible holders of Second Priority Senior
Secured Notes in an aggregate amount of up to US$96.25 million.
Eligible holders of Second Priority Senior Secured Notes will also
have the right to invest in their pro rata share of a follow-on
issuance of equity securities in an aggregate amount of up to
$40 million, which may be called by the reorganized company for
purposes of funding the construction and launch of Satmex 7.

Under the terms of the Plan, holders of Satmex's First Priority
Senior Secured Notes due 2011 will be paid out in cash at par plus
accrued interest.  Holders of Satmex's Second Priority Senior
Secured Notes will receive their pro rata share of (i) a pool of
equity interests in the indirect parent of reorganized Satmex (the
"Parent Interests"), (ii) the Primary Rights to invest in
additional Parent Interests, and (iii) the Follow-On Rights, but
only to the extent that holders have exercised their Primary
Rights.  In the alternative, such holders may elect to receive, in
lieu of the Parent Interests, Primary Rights and Follow-On Rights,
a cash payment of 38 cents for every dollar of Second Priority
Senior Secured Notes held by such electing holders, which payment
will be funded by certain of the Supporting Holders.  It is
anticipated that other creditors, including trade creditors, will
be paid in full under the Plan.  If the Plan is consummated and
certain other conditions are satisfied, existing stockholders of
Satmex will receive their share of US$6.25 million under a
purchase agreement with Holdsat Mexico S.A.P.I. de C.V. as part of
the recapitalization transactions.

The Restructuring Support Agreement provides that the Supporting
Holders will vote in favor of the Plan. Furthermore, Centerbridge
Partners, L.P., Monarch Alternative Capital, L.P., Moneda Asset
Management, New Generation Advisors, LLC and Outrider Management,
LLC and certain of their affiliates have committed to exercise all
of the rights granted to them under the Plan as holders of the
Second Priority Senior Secured Notes and to purchase any interests
which are not subscribed by other holders.

Completion of the transaction is subject to certain regulatory
approvals and other conditions precedent.

Lazard and its Mexican alliance partner, Alfaro, Davila y Rios,
S.C., are serving as financial advisors to Satmex, and Greenberg
Traurig is serving as U.S. counsel and Santamarina y Steta and
Rubio Villegas & Asociados are serving as the Company's Mexican
counsels.

Jefferies & Company, Inc. is serving as the financial advisor to
certain holders of the Second Priority Senior Secured Notes, and
Ropes & Gray LLP is serving as U.S. counsel and Cervantes Sainz as
Mexican counsel to this group.

                      U.S. Bankruptcy in 2006

Satelites Mexicanos will be seeking a prepackaged bankruptcy
reorganization in the U.S. less than five years after emerging
from a prior U.S. Chapter 11 case.

Bill Rochelle, the bankruptcy columnist at Bloomberg News, notes
that litigated disputes began in May 2005, when bondholders filed
an involuntary Chapter 11 petition against Satmex.  The company
responded in June 2005 by filing a concurso mercantil, the Mexican
version of reorganization.  It later asked the U.S. bankruptcy
judge to dismiss the involuntary petition.  A partial settlement
was made in mid-2005 entailing a dismissal of the involuntary
Chapter 11 petition while Satmex filed a Section 304 ancillary
petition in New York, so that the bankruptcy court could assist
the Mexican court by enjoining legal actions in the U.S.  The
Section 304 ancillary petition was the predecessor to what is now
Chapter 15 for cross-border insolvencies.

After reaching final agreement with bondholders to restructure
$800 million in debt, the Company filed a prepackaged Chapter 11
petition in New York.  The plan called for swapping US$203.4
million of senior secured floating notes for US$234.4 million in
first-lien senior-secured notes, while US$320 million in 10.125%
unsecured notes became US$140 million of second-lien notes and 78%
of the new common stock.

The prior petition disclosed assets of US$906 million against
debts totaling US$743.5 million.

In August 2003, Satmex defaulted on US$320 million in senior
unsecured notes.  It was roughly half-owned by Loral Space &
Communications Ltd., with the remainder split between Mexican
shareholders and the Mexican government, which had 23% of the
stock.  Satellite manufacturer Loral underwent its own Chapter 11
reorganization in July 2003.

                         About Satmex SAB

Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based
satellite service provider in Latin America.  Satmex's fleet
offers hemispheric and regional coverage throughout the Americas.

Satmex balance sheet a June 30, 2010, showed US$438.29 million in
assets, US$516.55 million in liabilities, and a US78.26 million
shareholders' deficit.

Satmex had a net loss of US$6.12 million on US$53.06 million of
revenue for the six months ended June 30, 2010, compared with a
net loss of US$8.81 million on US$50.35 million of revenue for six
months ended June 30, 2009.

Satmex has a 'C' issuer rating and 'Ca' long term corporate family
rating, with negative outlook, from Moody's Investors Service.


SEAHAWK DRILLING: Court Adjourns Sale Hearing to March 22
---------------------------------------------------------
The Hon. Richard S. Schmidt of the U.S. Bankruptcy Court for the
Southern District of Texas adjourned the pre-trial conference to
March 18, 2011, at 10:00 a.m., at United States Courthouse, 1133
N. Shoreline Blvd., Second Floor, Corpus Christi Texas regarding
the motion of Seahawk Drilling Inc. and its debtor-affiliates to
(i) approve the sale of substantially all the Debtors' assets to
Hercules Offshore Inc. free and clear of all liens, claims,
encumbrances and interests; and (ii) authorize the assumption and
assignment of certain executory contracts.  Judge Schmidt also
adjourned the final sale hearing to March 22, 2011, at 10:00 a.m.

As reported in the Feb. 15, 2011 edition of the Troubled Company
Reporter, the Company has filed for Chapter 11 protection to
complete the sale of all assets to Hercules Offshore.

A copy of the Asset Purchase Agreement with Hercules Offshore is
available for free at:

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

The executed APA contemplates the acquisition by Hercules or one
or more of its subsidiaries of substantially all of the assets and
jackup rigs of the Debtors through a sale.  The aggregate
consideration for the Purchased Assets is:

     a) 22,321,425 shares of Hercules Common Stock plus

     b) cash in an amount equal to $25,000,012.

Using the closing stock price of Hercules' stock as of February
10, 2011, the Base Aggregate Consideration would be valued at
approximately $105 million before any adjustments.  The Base
Aggregate Consideration is to be payable at closing by the
Purchaser to the Debtors.

                    About Seahawk Drilling

Houston, Texas-based Seahawk Drilling, Inc., engages in a jackup
rig business in the United States, Gulf of Mexico, and offshore
Mexico.  It offers rigs and drilling crews on a day rate
contractual basis.  It filed for Chapter 11 bankruptcy protection
on February 11, 2011 (Bankr. S.D. Tex. Case No. 11-20089).

Affiliates Seahawk Drilling LLC (Bankr. S.D. Tex. Case No. 11-
20088), Seahawk Drilling, Inc. (Bankr. S.D. Tex. Case No. 11-
20089), Seahawk Mexico Holdings LLC (Bankr. S.D. Tex. Case No. 11-
20090), Seahawk Drilling Management LLC (Bankr. S.D. Tex. Case No.
11-20091), Seahawk Offshore Management LLC (Bankr. S.D. Tex. Case
No. 11-20092), Energy Supply International LLC (Bankr. S.D. Tex.
Case No. 11-20093), Seahawk Global Holdings LLC (Bankr. S.D. Tex.
Case No. 11-20094), and Seahawk Drilling USA LLC (Bankr. S.D. Tex.
Case No. 11-20095) filed separate Chapter 11 petitions.

Berry D Spears, Esq., and Johnathan Christiaan Bolton, Esq., at
Fullbright & Jaworkski L.L.P., serve as the Debtors' bankruptcy
counsel.  Jordan, Hyden, Womble, Culbreth & Holzer, P.C., serve as
the Debtors' co-counsel.  Alvarez And Marsal North America, LLC,
is the Debtors' restructuring advisor.  Simmons And Company
International is the Debtors' transaction advisor.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEAHAWK DRILLING: Shareholders Oppose 'Excessive' Breakup Fee
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that shareholders of Seahawk
Drilling Inc. are raising concerns about the Houston oil rig
company's proposal to sell itself to a rival drilling company,
saying executives have proposed an overly generous, and atypical,
breakup fee and sale guidelines that would make it impossible for
them to consider challenging bids.

As reported in the Feb. 15, 2011 edition of the Troubled Company
Reporter, the Company has filed for Chapter 11 protection to
complete the sale of all assets to Hercules Offshore.

A copy of the Asset Purchase Agreement with Hercules Offshore is
available for free at:

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

The executed APA contemplates the acquisition by Hercules or one
or more of its subsidiaries of substantially all of the assets and
jackup rigs of the Debtors through a sale.  The aggregate
consideration for the Purchased Assets is:

     a) 22,321,425 shares of Hercules Common Stock plus

     b) cash in an amount equal to $25,000,012.

Using the closing stock price of Hercules' stock as of February
10, 2011, the Base Aggregate Consideration would be valued at
approximately $105 million before any adjustments.  The Base
Aggregate Consideration is to be payable at closing by the
Purchaser to the Debtors.

                    About Seahawk Drilling

Houston, Texas-based Seahawk Drilling, Inc., engages in a jackup
rig business in the United States, Gulf of Mexico, and offshore
Mexico.  It offers rigs and drilling crews on a day rate
contractual basis.  It filed for Chapter 11 bankruptcy protection
on February 11, 2011 (Bankr. S.D. Tex. Case No. 11-20089).

Affiliates Seahawk Drilling LLC (Bankr. S.D. Tex. Case No. 11-
20088), Seahawk Drilling, Inc. (Bankr. S.D. Tex. Case No. 11-
20089), Seahawk Mexico Holdings LLC (Bankr. S.D. Tex. Case No. 11-
20090), Seahawk Drilling Management LLC (Bankr. S.D. Tex. Case No.
11-20091), Seahawk Offshore Management LLC (Bankr. S.D. Tex. Case
No. 11-20092), Energy Supply International LLC (Bankr. S.D. Tex.
Case No. 11-20093), Seahawk Global Holdings LLC (Bankr. S.D. Tex.
Case No. 11-20094), and Seahawk Drilling USA LLC (Bankr. S.D. Tex.
Case No. 11-20095) filed separate Chapter 11 petitions.

Berry D Spears, Esq., and Johnathan Christiaan Bolton, Esq., at
Fullbright & Jaworkski L.L.P., serve as the Debtors' bankruptcy
counsel.  Jordan, Hyden, Womble, Culbreth & Holzer, P.C., serve as
the Debtors' co-counsel.  Alvarez And Marsal North America, LLC,
is the Debtors' restructuring advisor.  Simmons And Company
International is the Debtors' transaction advisor.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEAHAWK DRILLING: Section 341(a) Meeting Set for March 24
---------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 7, will convene a meeting
of creditors of Seahawk Drilling Inc. and its debtor-affiliates on
March 24, 2011, at 12:45 p.m., in Room 1107, 606 North Carancahua,
Corpus Christi, Texas.

This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                    About Seahawk Drilling

Houston, Texas-based Seahawk Drilling, Inc., engages in a jackup
rig business in the United States, Gulf of Mexico, and offshore
Mexico.  It offers rigs and drilling crews on a day rate
contractual basis.  It filed for Chapter 11 bankruptcy protection
on February 11, 2011 (Bankr. S.D. Tex. Case No. 11-20089).

Affiliates Seahawk Drilling LLC (Bankr. S.D. Tex. Case No. 11-
20088), Seahawk Drilling, Inc. (Bankr. S.D. Tex. Case No. 11-
20089), Seahawk Mexico Holdings LLC (Bankr. S.D. Tex. Case No. 11-
20090), Seahawk Drilling Management LLC (Bankr. S.D. Tex. Case No.
11-20091), Seahawk Offshore Management LLC (Bankr. S.D. Tex. Case
No. 11-20092), Energy Supply International LLC (Bankr. S.D. Tex.
Case No. 11-20093), Seahawk Global Holdings LLC (Bankr. S.D. Tex.
Case No. 11-20094), and Seahawk Drilling USA LLC (Bankr. S.D. Tex.
Case No. 11-20095) filed separate Chapter 11 petitions.

Berry D Spears, Esq., and Johnathan Christiaan Bolton, Esq., at
Fullbright & Jaworkski L.L.P., serve as the Debtors' bankruptcy
counsel.  Jordan, Hyden, Womble, Culbreth & Holzer, P.C., serve as
the Debtors' co-counsel.  Alvarez And Marsal North America, LLC,
is the Debtors' restructuring advisor.  Simmons And Company
International is the Debtors' transaction advisor.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEAHAWK DRILLING: US Trustee Forms Three-Member Creditors' Panel
----------------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 7, appointed three
creditors to serve on an Official Committee of Unsecured Creditors
of Seahawk Drilling Inc. and its debtor-affiliates.

The members of the Committee are:

   1) Brian C. Voegele - Temporary Chairman
      Pride International, Inc.
      5847 San Felipe Street, Suite 3300
      Houston, Texas 77057
      Tel: (713)789-1400
      E-mail: bvoegele@prideinternational.com

   2) Celena Rousse, Sr. V.P.
      Offshore Towing, Inc.
      11812 Hwy. 308
      Larose, Los Angeles 70373
      Tel: (985)798-7831
      E-mail: celena@offshoretowing.com

   3) Chris Dooley
      Dooley Tackaberry, Inc.
      1515 W. 13th Street
      Deer Park, Texas 77536
      Tel: (713)427-3127
      E-mail: chris.dooley@dtihome.com

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 Seahawk Drilling

Houston, Texas-based Seahawk Drilling, Inc., engages in a jackup
rig business in the United States, Gulf of Mexico, and offshore
Mexico.  It offers rigs and drilling crews on a day rate
contractual basis.  It filed for Chapter 11 bankruptcy protection
on February 11, 2011 (Bankr. S.D. Tex. Case No. 11-20089).

Affiliates Seahawk Drilling LLC (Bankr. S.D. Tex. Case No. 11-
20088), Seahawk Drilling, Inc. (Bankr. S.D. Tex. Case No. 11-
20089), Seahawk Mexico Holdings LLC (Bankr. S.D. Tex. Case No. 11-
20090), Seahawk Drilling Management LLC (Bankr. S.D. Tex. Case No.
11-20091), Seahawk Offshore Management LLC (Bankr. S.D. Tex. Case
No. 11-20092), Energy Supply International LLC (Bankr. S.D. Tex.
Case No. 11-20093), Seahawk Global Holdings LLC (Bankr. S.D. Tex.
Case No. 11-20094), and Seahawk Drilling USA LLC (Bankr. S.D. Tex.
Case No. 11-20095) filed separate Chapter 11 petitions.

Berry D Spears, Esq., and Johnathan Christiaan Bolton, Esq., at
Fullbright & Jaworkski L.L.P., serve as the Debtors' bankruptcy
counsel.  Jordan, Hyden, Womble, Culbreth & Holzer, P.C., serve as
the Debtors' co-counsel.  Alvarez And Marsal North America, LLC,
is the Debtors' restructuring advisor.  Simmons And Company
International is the Debtors' transaction advisor.  Kurtzman
Carson Consultants LLC is the Debtors' claims agent.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEXY HAIR: Plan Confirmation Hearing on April 4
-----------------------------------------------
Judge Geraldine Mund of the U.S. Bankruptcy Court for the Central
District of California, San Fernando Valley Division, will convene
a hearing on April 4, 2011, at 9:00 a.m. to consider confirmation
of the proposed Chapter 11 plan of Sexy Hair Concepts Inc.

The Chapter 11 plan headed for the confirmation hearing pertains
only to Sexy Hair and does not include affiliates Ecoly and Medco.

The ballots must be delivered so as to be received by Kurtzman
Carson Consultants, the noticing agent, no later than March 28,
2011, at 5:00 p.m., Pacific time. Ballots may be provided to KCC
at the following:

   If by fax: (310) 751-1559

   If by e-mail: sexyhairinfo@kccllc.com

   If by mail: Sexy Hair Ballot Processing Center
               c/o Kurtzman Carson Consultants LLC
               2335 Alaska Avenue
               El Segundo, CA 90245

The last day and time to file with the Bankruptcy Court and
deliver to key parties any objections to confirmation of the Plan
is March 28, 2011.

The Court entered an order approving the disclosure statement
explaining the Chapter 11 plan on March 3, following a hearing on
Feb. 25.  The Debtor filed a revised Plan and Disclosure Statement
on Feb. 21.

                      Terms of Chapter 11 Plan

The Debtor has secured obligations to lenders led by Bank of
Montral as administrative agent, of not less than $62,580,138
under a senior secured credit facility.   The Debtor has unsecured
debt obligations totaling $25 million to The Northwestern Mutual
Life Insurance Company on account of subordinated notes.  SHC's
remaining unsecured obligations, including trade debt, total
approximately $4 million.

The Debtor is also facing a putative class-action lawsuit alleging
violations of certain advertising and competition laws, including
the Lanham Act.  A class proof of claim has been filed with
respect to the claims asserted in the putative Class Action
Lawsuit, but the Debtor and NML have reserved their rights to
object to such claim on all ground, including class certification
and the merits of the claim, while they have undertaken
negotiations to settle the claim under the auspices of a plan of
reorganization.

Under the Plan, as amended, Sexy Hair, Inc., as plan sponsor, will
provide a capital infusion to the Debtor.  From the cash provided
by SHI and ongoing operations, the Debtor is expected to have
$48,726,000 amount of cash on hand on the effective date of the
Plan.

Buyout firm TSG Consumer Partners is the entity that controls the
Plan Sponsor.

Under the Plan, the Debtor will transfer certain of its assets
free and clear of all liens, claims, charges or other encumbrances
to the Reorganized Debtor, a newly formed corporation.  The
Reorganized Debtor will issue its newly created equity interests
to the Plan Sponsor upon the Plan Sponsor's investment of
$43 million (which amount has been increased as provided under the
Amended Plan).  The Reorganized Debtor will also assume $35
million of the Senior Secured Loans, pursuant to a New Credit
Facility and will enter into a $5 million Exit Revolver Facility

Under the new reorganization proposal, the company's largest
unsecured creditor, Northwestern Mutual Life Insurance Company and
Northwestern Mutual Capital Mezzanine Fund I, will receive an
additional $1.5 million to $2 million.

The Amended Plan treats the claims as follows:

      Classification                        Treatment
      --------------                        ---------
A-1 - Allowed Secured Lender   Impaired; Senior Secured Lenders
      Claims                   will receive on account of its
                               Allowed Claims (x) its pro rata
                               share of Cash in an amount
                               sufficient to reduce the aggregate
                               outstanding amount of all Secured
                               Lender Claims from their allowed
                               amount to $35 million and
                               (y) its pro rata share of 100% of
                               the Loans under the New Term
                               Facility.

A-2 - Allowed Other Secured    Unimpaired; To the extent not
      Claims                   satisfied by the Debtor prior to
                               the Effective Date, at the option
                               of the Reorganized Debtor, on or
                               after the Effective Date, (i) the
                               claim will be reinstated, (ii) a
                               holder of the claim will receive
                               the Collateral securing its allowed
                               claim and any interest on the
                               allowed claim required to be paid,
                               or (iii) a holder will receive the
                               treatment as to which holder and
                               the Reorganized Debtor otherwise
                               agree.

B - Allowed Priority Non-Tax   Unimpaired; Holders of the claim
    Claims                     will receive cash in an amount
                               equal to the claim on the later of
                               the Effective Date and the date the
                               claim becomes an allowed priority
                               non-tax claim, or as soon
                               thereafter as is practicable,
                               unless the holder and the
                               Reorganized Debtor or the Debtor,
                               with the consent of the Plan
                               Sponsor, otherwise agree.

C - Trade Claims               Unimpaired; Claims will be assumed
                               by the Reorganized Debtor and
                               holders of the claim will be paid
                               cash in the amount of 100% of its
                               claim from the Reorganized
                               Debtor on customary payment terms
                               consistent with past practice,
                               plus, if the payment is made after
                               the date on which the payment would
                               have been due by its terms,
                               interest, as determined by the
                               Bankruptcy Court, sufficient to
                               render the Claim Unimpaired.

D - Allowed General            Impaired; Holders of the claim will
    Unsecured Claims           receive its pro rata share of the
                               Plan Trust Interests allocable to
                               the holders on account of their
                               claims.

E - Old Equity Interests       Impaired; Holders won't be entitled
                               to, and will not receive or retain
                               any property or interest in
                               property on account of the Old
                               Equity Interest.

                        Changes to the Plan

The Debtor negotiated the terms of the Plan with the secured
lenders and the Plan Sponsor prepetition.

After filing of the Chapter 11 case, NML -- as well as other
parties -- raised and objections about the sale and negotiation
process leading up to the initial version of the Investment
Agreement and Plan of Reorganization.  SHC, the Plan Sponsor and
the Bank of Montreal disagreed with these concerns and objections.

SHC and the Plan Sponsor later engaged in talks with various
constituencies, including BMO, the statutory committee of
unsecured creditors, the class action plaintiffs and NML.

On Feb. 16, the parties reached a consensual resolution by signing
a non-binding term sheet.  The salient terms of the settlement
are:

   a) The Plan Sponsor's Transaction purchase price increased by
      $1,092,000

   b) If the closing occurs on or before April 30, 2011, the
      Senior Secured Lenders agree to waive $728,000 of the
      default interest accrued under the Credit Agreement through
      March 31, 2011; such default interest will stop accruing on
      and after March 31, 2011;

   c) Imperial Capital's fee, as calculation for the originally
      proposed transaction, to be reduced by $350,000.

   d) NML to withdraw its various objections to the Transaction
      and other SHC pleadings, including use of cash collateral.

   e) All parties to minimize go-forward professional fees
      required to consummate the Plan.

   f) To the extent any debtor in possession financing is
      necessary, the Plan Sponsor will offer a process neutral
      junior facility using the Plan Sponsor's $2.4 million
      deposit under the Investment Agreement as the source of the
      financing.

The Amended Plan also provides that if the holder of the Class
Action claim votes in favor of the Plan, the Class Action claims
will be proposed to be certified as settlement class without opt-
out rights and receive $1 million in Cash on the Effective Date
from the Plan Trust and other non-cash agreements to be embodied
in a separate settlement agreement approved by the Bankruptcy
Court in full and complete satisfaction of their claims and have
no other right to a distribution from the Plan Trust.

A copy of the Disclosure Statement for the First Amended Chapter
11 Plan of Sexy Hair is available for free at:

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

                   Investment Agreement Approved

On March 2, the bankruptcy court also approved the Debtor's
request to enter into and assume an Investment Agreement with the
Plan Sponsor.

The principle terms of the Investment Agreement are as follows:

   a) Termination Fee: The Investment Agreement includes a
      termination fee equal to $2,340,000, payable by SHC to the
      Plan Sponsor; and

   b) Exclusivity: The Investment Agreement includes an
      exclusivity provision requiring that SHC and its affiliates
      to not (i) solicit, initiate, or encourage the submission of
      any proposal or offer from any person or entity relating to,
      or enter into or consummate any transaction relating to, the
      acquisition of any equity interests in SHC, or any merger,
      recapitalization, share exchange, sale of substantial assets
      (other than sales of inventory in the ordinary course of
      business) or any similar transaction or alternative to the
      Transaction, or (ii) participate in any discussions or
      negotiations regarding, knowingly furnish any information
      with respect to, assist or participate in, or facilitate in
      any other manner any effort or attempt by any person to do
      or seek any of the foregoing, except to send out notices as
      required under the Investment Agreement.

The Plan Sponsor is represented by:

      D. Ross Martin, Esq.
      ROPES & GRAY LLP
      Prudential Tower, 800 Boylston, St.
      Boston, MA 02199
      Telephone: 617-951-7266
      Facsimile: 617-235-0454
      E-mail: ross.martin@ropesgray.com

The Senior Secured Lenders are represented by:

      Dimitri G. Karcazes, Esq.
      GOLDBERG KOHN LTD.
      55 East Monroe, Suite 3300
      Chicago, IL 60603
      E-mail: dimitri.karcazes@goldbergkohn.com

                          About Sexy Hair

Chatsworth, California-based Sexy Hair Concepts, LLC, is an
operating company engaged in the development, distribution and
marketing of premium quality hair care products and brands.  It
outsources the production and manufacture of its various lines of
premier hair care products and operates from a single facility in
Chatsworth, California, that houses its corporate offices and
distribution warehouse.  It works with several distributors
domestically and internationally, but does not maintain any other
offices.

Sexy Hair filed for Chapter 11 bankruptcy protection on Dec. 21,
2010 (Bankr. C.D. Calif. Case No. 10-25922).  According to its
schedules, Sexy Hair disclosed $78,000,000 in total assets and
$91,141,147 in total debts as of the Petition Date.

Sexy Hair's bankruptcy case is jointly administered with those of
Ecoly International, Inc., a California corporation, and Luxe
Beauty Midco Corporation.  Ecoly is the lead case (Bankr. C.D.
Calif. Case No. 10-25919).

Scott F. Gautier, Esq., at Peitzman, Weg & Kempinsky LLP, serves
as Sexy Hair's bankruptcy counsel.  CRG Partners Group, LLC is the
financial advisor.  Imperial capital, LLC is the investment
banker.  Kurtzman Carson Consultants LLC has been designated as
the entity that will tabulate the ballots and prepare the ballot
summary in connection with Sexy Hair's proposed Chapter 11 plan.
Klee, Tuchin, Bogdanoff & Stern LLP serves as counsel for the
Official Committee of Unsecured Creditors.


SHADY ACRES: Disclosure Statement Hearing on March 15
-----------------------------------------------------
Shady Acres Dairy filed with U.S. Bankruptcy Court for the Eastern
District of California a disclosure statement explaining its
Chapter 11 plan of reorganization.

A hearing is set for March 15, 2011, at Fresno Courtroom 11,
Department A., to consider the adequacy of the Debtor's disclosure
statement.

Under the Plan, the Debtor will continue to operate its dairy
business at the Helm Dairy after confirmation of the Plan.  The
Debtor says it has made the improvements in order to increase its
milk production.  Such improvements will improve its ability to
make payments required under the Plan.

The Debtor projects that its business will generate the cash flow
necessary to make all required payments to administrative
claimants, creditors secured by real property, creditors secured
by personal property, lessors, post-petition creditors, and to
general unsecured creditors in the amounts set forth in the Plan.

In addition to its current expenses, the Plan contemplates the
Debtor's ability to pay its administrative claims, if any, upon
the effective date of the Plan.  Attorneys and accountants will be
paid after approval from the Court.  On the Effective Date, it is
estimated that Debtor will have $105,127 in cash on hand for the
payments required under the Plan.

The Debtor will make payments first to its administrative claims,
second to secured claims, third to allowed convenience claims,
which consist of allowed general unsecured claims of $3,500 or
less, and then to general unsecured claims in excess of $3,500
under the Plan.

Under the plan, among other things, Debtor believes that the
income received from current operations will be sufficient to
repay about 22% of its unsecured claims.  Payments on the
convenience class of general unsecured claims will be paid a pro
rata share of $4,000 within 30 days of the Effective Date.  The
general unsecured claims in excess of $3,500 will be paid semi-
annually in the amount of $50,000 over a period of five years.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?745f

A full-text copy of the Chapter 11 Plan of Reorganization is
available for free at http://ResearchArchives.com/t/s?7460

                     About Shady Acres Dairy

Visalia, California-based Shady Acres Dairy is engaged in a dairy
and farming business in Fresno and Tulare Counties, California.
It filed for Chapter 11 protection on August 9, 2010 (Bankr. E.D.
Calif. Case No. 10-19058).  Hagop T. Bedoyan, Esq., at Klein,
Denatale, Goldner, Cooper, Rosenlieb & Kimball, LLP, represents
the Debtor.  The Company disclosed $23,953,922 in assets and
$23,462,173 in liabilities as of the Petition Date.


SHAMROCK DEALER: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Shamrock Dealer Services, LLC
          dba Fountain Valley Shamrock Car Wash
        16650 Harbor Boulevard, Suite D01
        Fountain Valley, CA 92708

Bankruptcy Case No.: 11-13114

Chapter 11 Petition Date: March 5, 2011

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Mark S Wallace

Debtor's Counsel: Jeffrey B. Smith, Esq.
                  CURD, GALINDO & SMITH, LLP
                  301 E. Ocean Boulevard, Suite 1700
                  Long Beach, CA 90802
                  Tel: (562) 624-1177
                  Fax: (562) 624-1178
                  E-mail: jsmith@cgsattys.com

Scheduled Assets: $1,227,000

Scheduled Debts: $330,000

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cacb11-13114.pdf

The petition was signed by Robert Irish, managing member.


SINCLAIR BROADCAST: David Smith Discloses 36.6% Equity Stake
------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, David D. Smith and his affiliates disclosed
that they beneficially own 29,127,903 shares of Class A common
stock of Sinclair Broadcast Group, Inc. representing 36.6% of the
shares outstanding.  As of Feb. 21, 2011, there were 51,211,722
shares of Class A Common Stock outstanding.

                      About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

                           *     *     *

Sinclair Broadcast has a 'B1' corporate family rating from
Moody's.  It has a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.

"The CFR continues to reflect still high financial risk,
nonetheless, and the inherent cyclicality of the broadcast
television business, among other factors," Moody's said in August
2010.

"The 'B+' rating reflects S&P's expectation that Sinclair will be
able to reduce its leverage further by the end of 2010 through
revenue and EBITDA growth and lower debt balances," explained
Standard & Poor's credit analyst Deborah Kinzer in August.

Moody's Investors Service raised its ratings for Sinclair
Broadcast Group, Inc., and subsidiary Sinclair Television Group,
Inc., including the Corporate Family Rating and Probability-of-
Default Rating, each to Ba3 from B1, and the ratings for
individual debt instruments, concluding its review for possible
upgrade as initiated on August 5, 2010.  Moody's also assigned a
B2 (LGD 5, 87%) rating to the proposed $250 million issuance of
Senior Unsecured Notes due 2018 by STG.  The Speculative Grade
Liquidity Rating remains unchanged at SGL-2.  The rating outlook
is now stable.


SINCLAIR BROADCAST: Reports $75.04 Million Net Income in 2010
-------------------------------------------------------------
Sinclair Broadcast Group Inc. filed its annual report on Form 10-K
with the U.S. Securities and Exchange Commission.  The Company
reported net income of $75.04 million on $767.18 million of total
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $138.02 million on $656.47 million of revenue during the prior
year.

The Company's balance sheet at Dec. 31, 2010 showed $1.48 billion
in total assets, $1.64 billion in total liabilities and
$157.08 million in total deficit.

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

                http://ResearchArchives.com/t/s?748d

                     About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

                           *     *     *

Sinclair Broadcast has a 'B1' corporate family rating from
Moody's.  It has a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.

"The CFR continues to reflect still high financial risk,
nonetheless, and the inherent cyclicality of the broadcast
television business, among other factors," Moody's said in August
2010.

"The 'B+' rating reflects S&P's expectation that Sinclair will be
able to reduce its leverage further by the end of 2010 through
revenue and EBITDA growth and lower debt balances," explained
Standard & Poor's credit analyst Deborah Kinzer in August.

Moody's Investors Service raised its ratings for Sinclair
Broadcast Group, Inc., and subsidiary Sinclair Television Group,
Inc., including the Corporate Family Rating and Probability-of-
Default Rating, each to Ba3 from B1, and the ratings for
individual debt instruments, concluding its review for possible
upgrade as initiated on August 5, 2010.  Moody's also assigned a
B2 (LGD 5, 87%) rating to the proposed $250 million issuance of
Senior Unsecured Notes due 2018 by STG.  The Speculative Grade
Liquidity Rating remains unchanged at SGL-2.  The rating outlook
is now stable.


SOUTH BAY EXPRESSWAY: Sets April 14 Plan Confirmation
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that South Bay Expressway LP scheduled an April 14
confirmation hearing when the bankruptcy judge approved a
disclosure statement last week explaining the reorganization plan
under Chapter 11.

According to the report, under the Plan:

    * Senior secured debt will be reduced from $535 million to
      $288 million for distribution under the plan.

    * There is to be no distribution to unsecured creditors with
      more than $600 million in claims, except for those who
      reduce their claims to $25,000.

    * Secured term-loan lenders with $363 million in debt are
      treated as having a $210 million secured claim and a
      $153 million unsecured deficiency claim. On account of the
      secured debt, they are to share the new secured loan and
      receive 68% of the new equity.  The recovery for the term-
      loan lenders is estimated at 57.8%.

    * The U.S. Transportation Department, owed $172 million, will
      share the new secured debt and receive 32% of the new
      equity, for an estimated recovery of 57.8% on the secured
      claim.  The department's secured claim is $72.6 million
      under the plan. The remainder, $99.4 million, is an
      unsecured claim.

According to Mr. Rochelle, the disclosure statement says that the
equity value of the reorganized toll road is $21 million.

Mr. Rochelle relates that progress toward a plan had been held up
by litigation until October when the bankruptcy judge ruled that
the lenders' liens came ahead of mechanics' liens.

                   About South Bay Expressway

South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed
for Chapter 11 (Bankr. S.D. Calif. Case No. 10-04516) on March 22,
2010.  Its affiliate, California Transportation Ventures Inc.,
also filed for bankruptcy.

The Debtors developed and operate a four lane, nine mile express
toll road in Southern California commonly referred to as the South
Bay Expressway or State Road 125.  Both estimated assets and debts
of $500 million to $1 billion in their bankruptcy petitions.

Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the
Debtors in their restructuring effort.  PricewaterhouseCoopers LLP
is auditor and tax advisor.  Imperial Capital LLC is financial
advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice
agent.

The Debtors say that as of the bankruptcy filing, they have
roughly $640 million in book value of total assets and roughly
$570 million in book value of total liabilities.


SPOT MOBILE: Completes Sale of 5 Units for $216,250
---------------------------------------------------
On Feb. 28, 2011, Spot Mobile International Ltd. completed the
final closing of a private placement with nine accredited
investors, pursuant to which the Company sold to the Investors an
aggregate of 5 units at a purchase price of $50,000 per Unit.
Each Unit is comprised of (i) 100,000 shares of the Company's
common stock, $.001 par value per share; and (ii) a three-year
warrant to purchase 100,000 shares of Common Stock at an exercise
price of $0.75 per share, subject to adjustment for stock splits,
stock dividends, recapitalizations and similar events.  In the
final closing, the Company sold 5 Units and received net proceeds
of approximately $216,250 after payment of placement agent fees
and costs relating to the Private Placement.

As previously reported, on Jan. 25, 2011, the Company completed an
initial closing of the Private Placement, having sold 41 Units and
received net proceeds of approximately $1.8 million.  The total
gross proceeds of the Private Placement were $2.3 million and the
Company sold an aggregate of 46 Units comprised of 4,600,000
shares of Common Stock and Investor Warrants to purchase an
additional 4,600,000 shares of Common Stock.  The net proceeds
from the Private Placement will be used to fund the Company's
ongoing operations and to provide working capital.  As of
Feb. 28, 2010, the Private Placement has been terminated and no
further securities will be offered in connection with the Private
Placement.

In consideration for services rendered as the placement agent in
the Private Placement, upon the final closing, the Company paid
the placement agent cash commissions and an expense allowance fee
aggregating $33,750.  In addition, as consideration for services
rendered in connection with the Private Placement, at the final
closing date of the Private Placement, the Company will sell to
the placement agent (i) warrants to purchase 10,000 shares of
Common Stock for each Unit sold in the private placement at an
aggregate cost of $10.00, and (ii) 10,000 warrants identical to
those sold to Investors.  The Placement Agent Warrants will have a
term of five years and will be exercisable at $0.60 per share,
subject to adjustment for stock splits, stock dividends,
recapitalizations and similar events.  The Placement Agent
Warrants will also contain weighted average anti-dilution
protection, cashless exercise provisions and "piggy-back"
registration rights during the lifetime of the Placement Agent
Warrants.

The Units were offered and sold in reliance upon exemptions from
registration under the Securities Act of 1933, as amended in
reliance on Section 4(2) of the Securities Act and Rule 506 of
Regulation D promulgated thereunder, as transactions by an issuer
not involving a public offering.  The subscription agreements
executed in connection with the transactions contain
representations from the Investors to support the Company's
reasonable belief that: (i) the Investors either received or had
access to adequate information concerning the Company's operations
and financial condition in order to make an informed investment
decision, (ii) the Investors acquired the Units for their own
account for investment purposes only and not with a view to the
distribution thereof in the absence of an effective registration
statement or an applicable exemption from registration, and (iii)
the Investors are sophisticated within the meaning of Section 4(2)
of the Securities Act and are "accredited investors" as defined by
Rule 501 under the Securities Act.

Neither the shares of Common Stock nor the Investor Warrants or
Placement Agent Warrants, or the Common Stock issuable upon
exercise thereof, have been registered under the Securities Act
nor may any such securities be offered or sold absent registration
or an applicable exemption from registration.  The Company has
agreed to file a registration statement with the Securities and
Exchange Commission, within 90 days of the final closing of the
Private Placement, covering the resale by the Investors of the
shares of Common Stock issued in the Private Placement as well as
the resale by the Investors and the placement agent of the shares
of Common Stock issuable upon the exercise of the Investor
Warrants and Placement Agent Warrants.  Until this registration
statement is declared effective by the SEC such shares of Common
Stock may not be transferred or resold unless the transfer or
resale is registered or unless exemptions from the registration
requirements of the Securities Act and applicable state laws are
available.

                         About Spot Mobile

Spot Mobile, formerly Rapid Link Incorporated --
http://www.rapidlink.com/-- is a telecommunications services
company which, through its wholly owned subsidiary, provides
prepaid telecommunication and transaction based point of sale
activation solutions through 1,000 independent retailers in the
Eastern United States.  The Company also provides long distance
services and plans to expand its product offering to include
mobile and wireless services.

The Company's balance sheet at Oct. 31, 2010 showed $2.32 million
in total assets, $5.02 million in total liabilities and a $2.70
million stockholders' deficit.

The Company reported a net loss of $3.56 million on $16.08 million
of revenue for the year ended Oct. 31, 2010, compared with a net
loss of $712,601 on $23.74 million of revenue during the prior
year.


STATE INSULATION: Meeting to Form Asbestos Committee Tomorrow
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
will hold an organizational meeting on March 10, 2011, at 10:00
a.m. in the bankruptcy case of State Insulation Corp. for the
purpose of forming an Asbestos Claimants' Committee.  The meeting
will be held at the United States Trustee's Office, One Newark
Center, 21st Floor, Room 2106, Newark, NJ 07102.

Perth Amboy, New Jersey-based State Insulation Corporation filed
for Chapter 11 bankruptcy protection on Feb. 23, 2011 (Bankr. D.
N.J. Case No. 11-15110).  Kenneth Rosen, Esq., at Lowenstein
Sandler PC, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated is assets and debts at $1 million to $10 million.



STATE INSULATION: Meeting to Form Creditors Committee on March 14
-----------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on March 14, 2011, at 10:00 a.m. in
the bankruptcy case of State Insulation Corp.  The meeting will be
held at the United States Trustee's Office, One Newark Center,
21st Floor, Room 2106, Newark, New Jersey.

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

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

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

Perth Amboy, New Jersey-based State Insulation Corporation filed
for Chapter 11 bankruptcy protection on Feb. 23, 2011 (Bankr. D.
N.J. Case No. 11-15110).  Kenneth Rosen, Esq., at Lowenstein
Sandler PC, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated is assets and debts at $1 million to $10 million.


STRATEGIC AMERICAN: Completes Sale of 6.3MM Shares for $630,000
---------------------------------------------------------------
Effective on Feb. 25, 2011, Strategic American Oil Corporation
completed a private placement financing involving the sale of an
aggregate of 6,300,000 shares of the Company at a subscription
price of $0.10 per share, for gross proceeds of $630,000.

Effective on Feb. 28, 2011, the Company completed a shares-for-
debt private placement involving the sale of an aggregate of
1,959,140 shares of the Company at a deemed subscription price of
$0.10 per share, in settlement of an aggregate of $195,914 owed by
the Company to the shares-for-debt purchasers.

With respect to those issuances of shares in connection with the
private placements, the Company relied on exemptions from
registration under the United States Securities Act of 1933, as
amended, provided by Rule 506 of Regulation D and Regulation S,
based on representations and warranties provided by the purchasers
of the shares in their respective subscription agreements entered
into between each purchaser and the Company.

In addition, in connection with the closing of the Company's
previously disclosed share private placement that closed on
Feb. 14, 2011, the Company has issued, effective Feb. 14, 2011,
the following securities as finders' fees: (i) 1,500,000 shares at
a deemed issuance price of $0.10 per share, and (ii) warrants to
purchase an aggregate of 1,300,000 shares at an exercise price of
$0.10, expiring on Feb. 14, 2014.  In connection with the
Company's previously disclosed acquisition of Galveston Bay
Energy, LLC on Feb. 15, 2011, the Company has issued, effective
Feb. 15, 2011, 914,634 shares at a deemed issuance price of $0.164
per share as a finder's fee.  In connection with the closing of
the Company's share private placement that closed on Feb. 25,
2011, the Company has issued, effective Feb. 25, 2011, warrants to
purchase 260,000 shares at an exercise price of $0.10 per share,
expiring on Feb. 25, 2014.  In each case, the Company relied on
exemptions from registration under the Securities Act provided by
Section 4(2) thereunder or and Regulation S thereunder.

                   About Strategic American Oil

Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC
BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth
stage oil and natural gas exploration and production company with
operations in Texas, Louisiana, and Illinois.  The Company's team
of geologists, engineers, and executives leverage 3D seismic data
and other proven exploration and production technologies to locate
and produce oil and natural gas in new and underexplored areas.

The Company's balance sheet at Oct. 31, 2010, showed $1.89 million
in total assets, $2.96 million in total liabilities, and a
stockholders' deficit of $1.07 million.

MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about Strategic American Oil's ability to continue as a going
concern following the Company's results for the fiscal year ended
July 31, 2010.  The independent auditors noted that the Company
has suffered losses from operations and has a working capital
deficit.


STRIVER REALTY: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Striver Realty LLC
        2291 7th Avenue
        New York, NY 10030

Bankruptcy Case No.: 11-10959

Chapter 11 Petition Date: March 5, 2011

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

Debtor's Counsel: Cesar A. Fernandez, Esq.
                  LAW OFFICE OF CESAR A. FERNANDEZ
                  2298 First Avenue, Second Floor
                  New York, NY 10033
                  Tel: (212) 348-3334
                  Fax: (212) 348-3449
                  E-mail: cfernandezlaw@yahoo.com

Scheduled Assets: $1,439,500

Scheduled Debts: $1,005,393

The petition was signed by Davie Simmons, managing member.

The list of unsecured creditors filed together with its petition
contains only one entry:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
New York City Water Board             Trade Debt            $5,393
P.O. Box 410 Church Street Station
New York, NY 10008


SW OWNERSHIP: Asks for OK to Obtain DIP Financing From Soundview
----------------------------------------------------------------
SW Ownership LLC seeks authority from the U.S. Bankruptcy Court
for the Western District of Texas to obtain postpetition secured
financing from Soundview Real Estate Partners III, a Delaware
limited liability company.

Jay H. Ong, Esq., at Munsch Hardt Kopf & Harr, P.C., explains that
the Debtor needs the money to fund its Chapter 11 case, pay
suppliers and other parties.

The DIP Lender has committed to provide up to $9 million.  The DIP
Lender will provide an initial advance of up to $1.5 million.
Thereafter, the remainder of the DIP Loan will consist of monthly
advances pursuant to monthly draw requests submitted by the
Debtor.

The DIP Loan will be secured by a first priority mortgage lien on
all of the real property owned by the Debtor located in Llano
County, Texas, and Burnet County, Texas, as well as a first
priority lien on all other assets.

The DIP Lender will also receive an allowed super priority
administrative expense claim.

The interest rate is 12% per annum, with a maturity date of 18
months following closing.  Upon occurrence of an event of default,
interest will accrue to the Lender at the lower of the sum of the
contract rate and an additional 5% for a total default rate of 17%
or the maximum effective interest rate allowable under applicable
state or federal law on all amounts then outstanding from the date
of default.

Events of default include, inter alia: (i) confirmation of any
plan of reorganization in this case unless it proposes (a) to
treat the DIP Lender's claims in the same manner as provided in
the Commitment Letter and Loan Documents, or (b) other treatment
to which the DIP Lender consents, in its discretion; (ii)
conversion of this case to Chapter 7 of the U.S. Bankruptcy Code,
or dismissal of the case; (iii) appointment of a Chapter 11
trustee, or examiner with expanded powers, unless the DIP Lender
consents; (iv) entry of an order granting relief from stay with
regard to any interest in the Collateral, or approving the
transfer of any of the Collateral, to a party other than the DIP
Lender, or the institution of foreclosure proceedings with respect
to Collateral exceeding, in any single instance, $50,000, or
aggregating in excess of $250,000, other than (a) in the ordinary
course of business, or (b) with the DIP Lender's consent.

Upon execution of the commitment letter by the Debtor, the Debtor
paid the DIP Lender an initial deposit of $50,000, to pay all the
DIP Lender's reasonable fees, costs and expenses related to the
DIP Loan and this case.  On termination of the Commitment Letter
or at the closing on the DIP Loan, any unused portion of the
diligence deposit is refundable.

The Debtor will pay the DIP Lender a loan fee equal to 2% of the
DIP Loan; payable from proceeds of the Initial Advance.  If the
Debtor fails to consummate the Closing, because it received or
elected to receive alternative DIP Financing, the DIP Lender is
entitled to a break-up fee of $200,000, provided however that, if
DIP Lender has made the Initial Advance and received the Loan Fee,
then it will retain the Loan Fee in lieu of the Break-Up Fee, and
the Initial Advance plus a Reduced Exit Fee of 10% of the
Commitment Amount, less any portion of the Loan Fee that has
already been paid, will be repaid with interest upon Debtor
obtaining alternative DIP financing.

Upon termination of the DIP Loan for any reason, including without
limitation a payoff of the DIP Loan prior to the Maturity Date,
the Debtor must pay a fee equal to the greater of: (i) all
interest that has accrued and not been paid, including any
interest that accrued at the Default Rate; or (ii) $1,800,000 less
(a) any and all interest paid on the Loan and (b) the Loan Fee.

There is an agreed Carve-Out of $250,000, to be exclusively
utilized for the purpose of paying, including following a
termination event or event of default under the DIP Credit
Facility, United States Trustee fees and allowed administrative
expenses of estate professionals, including those of any official
committee or otherwise approved by the Court, provided however
that the Carve-Out available to retained professionals other than
those retained by the Debtor, if any, will be limited to $25,000.

More information on the DIP financing is available for free at:

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

                         About SW Ownership

Dallas, Texas-based SW Ownership, LLC, is a single member limited
liability company owned by SW Ownership Holdings LLC.  It owns an
approximately 1600 acre residential community project known as
Skywater Over Horseshoe Bay that is currently being developed in
Llano and Burnet counties.

SW Ownership, LLC, filed for Chapter 11 bankruptcy protection on
Feb. 28, 2011 (Bankr. W.D. Tex. Case No. 11-10485).  Jay Ong,
Esq., at Munsch Hardt Kopf & Harr, P.C., serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at
$50 million to $100 million and debts at $10 million to
$50 million.


SW OWNERSHIP: Ch 11 Case Transferred to Judge Craig Gargotta
------------------------------------------------------------
SW Ownership, LLC's Chapter 11 bankruptcy case has been reassigned
to the Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas.

H. Christopher Mott previously handled the case.

                         About SW Ownership

Dallas, Texas-based SW Ownership, LLC, is a single member limited
liability company owned by SW Ownership Holdings LLC.  It owns an
approximately 1600 acre residential community project known as
Skywater Over Horseshoe Bay that is currently being developed in
Llano and Burnet counties.

SW Ownership, LLC, filed for Chapter 11 bankruptcy protection on
Feb. 28, 2011 (Bankr. W.D. Tex. Case No. 11-10485).  Jay Ong,
Esq., at Munsch Hardt Kopf & Harr, P.C., serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at
$50 million to $100 million and debts at $10 million to
$50 million.


SW OWNERSHIP: Section 341(a) Meeting Scheduled for March 29
-----------------------------------------------------------
The U.S. Trustee for Region 7 will convene a meeting of SW
Ownership, LLC's creditors on March 29, 2011, at 10:00 a.m.  The
meeting will be held at Austin Room 118, Homer Thornberry
Building, 903 San Jacinto, Austin, TX 78701.

This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Dallas, Texas-based SW Ownership, LLC, is a single member limited
liability company owned by SW Ownership Holdings LLC.  It owns an
approximately 1600 acre residential community project known as
Skywater Over Horseshoe Bay that is currently being developed in
Llano and Burnet counties.

SW Ownership, LLC, filed for Chapter 11 bankruptcy protection on
Feb. 28, 2011 (Bankr. W.D. Tex. Case No. 11-10485).  Jay Ong,
Esq., at Munsch Hardt Kopf & Harr, P.C., serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at
$50 million to $100 million and debts at $10 million to
$50 million.


SWORDFISH FINANCIAL: SIC Code Changed to 6199 - Finance Services
----------------------------------------------------------------
The SIC code for Swordfish Financial, Inc. has been changed from
3861 - Photographic Equipment and Sales to 6199 - Finance
Services.

                         About the Company

Rockwall, Tex.-based Swordfish Financial, Inc., formerly Nature
Vision, Inc., designed, manufactured and marketed outdoor
recreation products primarily for the sport fishing and hunting
markets.  Based on the limited assets, product lines and resources
remaining after the M&I Business Credit LLC liquidation, Swordfish
Financial, Inc. has decided that there is not enough remaining of
the Nature Vision operations to continue as an outdoor
recreations products company and will concentrate on the business
on being an asset recovery company and using the financial
resources recovered to retire the Company's debts and invest in
other businesses domestically and internationally.

Patrick Rodgers, CPA, PA, expressed substantial doubt against
Swordfish Financial Inc.'s ability as a going concern because the
Company has suffered recurring losses from operations and negative
cash flows from operations the past three years.

The Company's balance sheet at Sept. 30, 2010 showed $3.72 million
in total assets, $5.32 million in total liabilities and $1.60
million in total stockholders' deficit.


TERRESTAR CORP: Proposes to Reject Elektrobit Agreements
--------------------------------------------------------
In separate motion filings under their own bankruptcy
proceedings, TerreStar Networks Inc. and its affiliated TSN
Debtors, and TerreStar Corp. and its jointly administered
affiliated debtors seek authority from Judge Sean Lane of the U.S.
Bankruptcy Court for the Southern District of New York to reject
certain agreements by and among the Debtors and Elektrobit, Inc.

On August 10, 2007, TerreStar Networks Inc. entered into a Master
Development and Licensing Agreement with Elektrobit, pursuant to
which Elektrobit would assist TSN in the development of the GENUS
headset.  Pursuant to an amendment dated November 18, 2009,
TerreStar Corp. purportedly guaranteed TSN's obligations to
Elektrobit under the Licensing Agreement.

On December 1, 2009, TSC entered into a Master Supply Agreement
with Elektrobit, which sets the terms for the individual purchase
orders for the GENUS smartphones.  Pursuant to the Supply
Agreement, Elektrobit provides manufacturing services, forward
and reverse logistics and after-market services support for
certain satellite-terrestrial smartphones, starting with the
GENUS smartphone.

A list of the Parties' various agreements is available for free
at http://bankrupt.com/misc/TSElekCons.pdf

On or about November 19, 2010, Elektrobit filed a lawsuit
against TSC in the Supreme Court of the State of New York,
seeking payment of outstanding receivables in the amount of
$25.8 million.  Elektrobit also filed a proof of claim in TSN's
Chapter 11 case amounting $25.8 million.

Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, relates that the Debtors, working with their
professional advisors, have undertaken a comprehensive review of
the Agreements and have determined that any benefit derived from
the Agreements is insufficient compared to the relative burden
because the Debtors no longer require the services provided under
the Agreements.  Therefore, as part of their efforts to
strengthen their business through Chapter 11, the Debtors have
determined, in their business judgment, to reject the Agreements.

Accordingly, pursuant to Section 365(a) of the Bankruptcy Code,
the Debtors seek the Court's authority to reject the Elecktrobit
Agreements nunc pro tunc to February 16, 2011.

Mr. Dizengoff contends that while Section 365 does not
specifically address whether the Court may order rejection to be
effective retroactively, courts in this Circuit have approved
retroactive effective dates for the rejection of executory
contracts.  He adds that the balance of equities favors
authorizing the Debtors to reject the Agreements nunc pro tunc to
date TerreStar Corp. filed for bankruptcy.

"Without authority to reject retroactively, the Debtors may be
forced to incur potential administrative expenses that the
Debtors have determined in their business judgment provide no
benefit to the[ir] estates and may, in fact, harm the[ir]
estates," Mr. Dizengoff says.

Allowing the Debtors to reject the Agreements nunc pro tunc to
TSC's Petition Date will not unduly prejudice Elektrobit as it
has been on notice since then that the Debtors would not be
continuing the Agreements with them, Mr. Dizengoff further
contends.

           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 CORP: THI Files Schedules of Assets & Liabilities
-----------------------------------------------------------

A.     Real Property                                       $0

B.     Personal Property
B.9    Interests in Insurance Policies
       See http://bankrupt.com/misc/THoldings_B9Insurance.pdf
B.13   Business Interests and stocks
       TerreStar 1.4 Holdings LLC                     Unknown
       100% Membership Interest
B.16   Accounts Receivable
       Intercompany Receivable -
         Motient Venture Holdings                   34,243,520

      TOTAL SCHEDULED ASSETS                       $34,243,520
      ========================================================

C.     Property Claimed as Exempt                          N/A
D.     Secured Claim
       Colbeck Capital Management LLC                 $875,000
       Nexbank SSB                                   4,308,262
E.     Unsecured Priority Claims                             0
F.     Unsecured Non-priority Claims
       Jefferies & Company Inc.                       $350,000

      TOTAL SCHEDULED LIABILITIES                   $5,533,262
      ========================================================

           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 CORP: THI Files Statement of Financial Affairs
--------------------------------------------------------
TerreStar Holdings Inc. disclosed that the second priority
interest in all of the assets of the company had been transferred
to Colbeck Capital Management LLC on January 28, 2011.

TerreStar Holdings also disclosed that all payments related to
debt counseling or bankruptcy made to its advisors and TerreStar
Corp.'s advisors are listed on the statements of TerreStar Corp.

Within two years prior to TerreStar Holdings' bankruptcy filing,
these bookkeepers and accountants kept or supervised the keeping
of its books of account and records:

Personnel                         Dates Services Rendered
---------                         -----------------------
Premsingh Giridharsuryakala         06/01/09 to Present
Controller

Vincent Loiacono                    02/16/09 to Present
Chief Financial Officer

TerreStar Holdings' books of accounts and records were at the
custody of Messrs. Giridharsuryakala and Loiacono at the time of
its bankruptcy filing.  Meanwhile, Ernst & Young audited the
books of account and records of the company for the fiscal year
ending December 31, 2009.

TerreStar Corp. has 100% of common stock ownership of Terrestar
Holdings.

           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)


TH PROPERTIES: Faces Third Chapter 7 Liquidation Plea
-----------------------------------------------------
Patrick Lester at the Morning Call reports that Robert C. Reeves
Jr. of Houston, a TH Properties real estate adviser, is now asking
the U.S. Bankruptcy Court in Philadelphia to convert the Chapter
11 bankruptcy case of the Company to Chapter 7 liquidation
proceedings.  Mr. Reeves told the Court that he does not foresee
the company being able to file a viable reorganization plan under
its Chapter 11 bankruptcy status.

"This court should convert the bankruptcy cases because of their
continuing losses and the absence [of] a reasonable likelihood of
rehabilitation, the inability of THP to effectuate a
[reorganization] plan and the unreasonable delays which have been
prejudicial to creditors," the Morning Call quotes wrote
Mr. Reeves as stating.

Mr. Reeves, according to the report, argued in court papers that
TH Properties cannot legally emerge from Chapter 11 bankruptcy
without approval of professionals like him who hold remaining,
unpaid administrative claims.  Mr. Reeves pointed out in court
records that TH Properties had racked up $2.6 million in
administrative expenses by the end of 2010 and "yet those
providing these services received payment of approximately
$385,000."

Mr. Reeves said he is owed $76,854. "Failure to pay administrative
professionals is considered adequate cause for seeking conversion
[to Chapter 7]," Mr. Reeves wrote.

                      Third Conversion Motion

The Morning Call notes a motion to convert the case to Chapter 7
liquidation has been filed three times.

U.S. Trustee Roberta A. DeAngelis on Feb. 28, 2011, filed a
similar motion to convert to Chapter 7, but withdrew that motion a
day later, according to court records.  In December, TH Properties
lender Wilmington Trust requested that the case be converted.  The
bank, which provided financing for THP's Village at Wynstone
property in New Hanover Township, Montgomery County, eventually
reached a settlement under which THP agreed to dismiss that
particular property from the bankruptcy case.

TH Properties co-founder Todd Hendricks said in December that his
company will reorganize and has no plans of going out of business.
The Company has received a number of extensions for its
exclusivity period, during which it can exclusively file a revised
reorganization plan.  Mr. Hendricks has not said when that plan
would be filed.

                       About T.H. Properties

Philadelphia-based T.H. Properties, L.P., has 12 working
developments in Pennsylvania and New Jersey.  Timothy Hendricks
and his brother Todd started the firm in 1992.  T.H. Properties
and its affiliates filed for Chapter 11 bankruptcy protection on
April 30, 2009 (Bankr. E.D. Pa. Case No. 09-13201).  Northgate
Development Company, LP (Bankr. E.D. Calif. Case No. 09-____) was
among the affiliates that filed. Barry E. Bressler, Esq., at
Schnader, Harrison, Segal & Lewis, LLP, and Natalie D. Ramsey,
Esq., at Montgomery McCracken Walker and Rhoads LLP, represent the
Debtors in their restructuring efforts.  T.H. Properties estimated
assets between $100 million and $500 million, and debts between
$10 million and $50 million in its Chapter 11 petition.  A
creditors' committee has been appointed in the Debtors' chapter 11
proceedings.

Affiliate Wynstone Development Group, LP (Bankr. E.D. Calif. Case
No. 10-17863) filed for Chapter 11 protection on September 14,
2010.  It estimated assets and debts of $1 million to $10 million
in its Chapter 11 petition.


THERMOENERGY CORP: Feb. 28 Promissory Notes Extended by 1 Year
--------------------------------------------------------------
On Feb. 25, 2011, ThermoEnergy Corporation entered into a Note
Extension and Amendment Agreement with The Quercus Trust; Robert
S. Trump; Focus Fund L.P.; Empire Capital Partners, LP; Empire
Capital Partners, Ltd; and Empire Capital Partners Enhanced Master
Fund, Ltd., all of whom were holders of the Company's Secured
Convertible Promissory Notes due Feb. 28, 2011.

Pursuant to the Note Extension and Amendment Agreement, the Old
Notes were amended and restated to read in the form of Amended and
Restated Secured Convertible Promissory Notes due Feb. 29, 2012 in
the respective principal amounts set forth below opposite the name
of each Noteholder:

                                     Principal Amount of Amended
Noteholder                               and Restated Note
----------                          ---------------------------
The Quercus Trust                            $1,009,737
Robert S. Trump                                $944,335
Focus Fund L.P.                                 $26,696
Empire Capital Partners, LP                    $274,106
Empire Capital Partners, Ltd                   $274,106
Empire Capital Partners Enhanced Master Fund   $274,106

The Restated Notes bear interest at the rate of 10% per annum.
The Company's obligations under the Restated Notes are secured by
a pledge of substantially all of the Company's assets.

The Restated Notes are convertible, in whole or in part, at any
time at the election of the Noteholders, into shares of the
Company's Series B Convertible Preferred Stock at the rate of
$2.40 per share.  In the event, prior to the maturity date of the
Restated Notes, the Company pays in full those certain Amended and
Restated Promissory Notes issued, as of Jan. 4, 2011, to (i)
BancBoston Ventures, Inc., (ii) BCLF Ventures I, LLC, (iii) Essex
Regional Retirement Board, (iv) Massachusetts Technology
Development Corporation and (v) Spencer Trask Specialty Group,
LLC, then simultaneously with the making of that payment the
entire outstanding principal of, and accrued and unpaid interest
on, the Restated Notes will automatically convert into shares of
the Company's Series B Convertible Preferred Stock at the rate of
$2.40 per share.  In the event that (i) the closing price of the
Company's Common Stock for 20 consecutive trading days equals or
exceeds $0.72 per share and (ii) the daily average trading volume
of the Company's Common Stock exceeds 30,000 shares for 20
consecutive trading days, then upon notice from the Company to the
Noteholders, given at any time thereafter, the entire principal
amount of the Restated Notes then outstanding, plus all accrued
and unpaid interest thereon, will automatically convert into
shares of the Company's Series B Convertible Preferred Stock at
the rate of $2.40 per share.  The Company has agreed that, upon
conversion of all or any portion of the Restated Notes, the
Company will issue to the converting Noteholder a five-year
warrant for the purchase, at an exercise price of $0.30 per share,
of that number of shares of our Common Stock determined by
dividing (i) 200% of the amount of principal and interest so
converted by (ii) $0.30.  The Restated Notes contain other
conventional terms, including events of default upon the
occurrence of which the Restated Notes become immediately due and
payable.

A full-text copy of the Note Extension and Amendment Agreement is
available for free at http://ResearchArchives.com/t/s?7481

                   About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

The Company's balance sheet as of Sept. 30, 2010, showed
$7 million in total assets, $18.8 million in total current
liabilities, and a stockholders' deficit of $11.8 million.

As reported in the Troubled Company Reporter on May 4, 2010,
Kemp & Company, a Professional Association, in Little Rock, Ark.,
expressed substantial doubt about the Company's ability to
continue as a going concern, following its 2009 results.  The
independent auditors noted that the Company has incurred net
losses since inception and will require substantial capital to
continue commercialization of the Company's technologies and to
fund the Company's liabilities.


TIGRENT INC: CAO's Annual Base Salary Hiked to $200,000
-------------------------------------------------------
On March 4, 2011, the Board of Directors of Tigrent Inc. made the
determination to increase the annual base salary of James E. May,
Chief Administrative Officer and General Counsel, to $200,000,
retroactive to Jan. 1, 2011.

                        About Tigrent Inc.

Cape Coral, Fla.-based Tigrent Inc. (OTC BB: TIGE)
-- http://www.tigrent.com/-- is a provider of practical, high-
quality and value-based training, conferences, publications,
technology-based tools and mentoring to help customers become
financially literate.  The Company provides customers with
comprehensive instruction and mentoring in the topics of real
estate and financial instruments investing and entrepreneurship in
the United States, the United Kingdom, and Canada.

The Company's balance sheet as of June 30, 2010, showed
$43.8 million in total assets, $80.7 million in total liabilities,
and a stockholders' deficit of $36.9 million.

In its Form 10-Q report for the quarter ended June 30, 2010, the
Company said it continues to incur a negative cash flow --
totaling $5.9 million for the period ending June 30, 2010 -- due
to the on-going challenges with sales of products.  "We have
insufficient working capital to meet operating needs, raising
substantial doubt about the ability of the Company to continue as
a going concern," the Company said.

In addition to the shift in strategic emphasis from live course
offerings to digitally-delivered programs, the Company said it
continues to implement reductions in staff to align with
anticipated sales level, decreased occupancy costs, and reduced
operating costs in all areas.  The Company is also in current
discussions with some of larger creditors to negotiate amounts
owed.

The Company said it if cannot generate the required revenues to
sustain operations or obtain additional capital on acceptable
terms, it will need to substantially revise its business plan,
file for bankruptcy, sell assets or cease operations and investors
could suffer the loss of a significant portion or all of their
investment in the Company.


TIGRENT INC: To Voluntarily Suspend SEC Reporting Obligations
-------------------------------------------------------------
Tigrent Inc. announced that it has determined to effect a
termination of the registration of its common stock under Section
12(g) of the Securities Exchange Act of 1934, as amended, and
suspend its reporting obligations under Section 15(d) of the
Exchange Act, by filing a Form 15 with the Securities and Exchange
Commission on March 18, 2011.

The Board of Directors has approved this action as a cost
reduction measure.  Suspending and, ultimately, terminating the
Company's SEC reporting obligations will allow it to reduce the
substantial legal, accounting and other expenses associated with
reporting compliance and make those savings available for
continued operation of the business.

"We expect that the Company will realize significant savings by
taking these steps, as we continue our efforts to control costs as
part of the difficult work we have undertaken to restructure the
business," said Charles F. Kuehne, Interim Chief Financial Officer
of the Company.

The Company is eligible to suspend its reporting obligations and
deregister its common stock because it has fewer than 300 record
holders of its common stock.  Immediately upon the filing of the
Form 15, certain reporting obligations of the Company, such as its
obligation to file Annual Reports on Form 10-K, Quarterly Reports
on Form 10-Q, and Current Reports on Form 8-K, will immediately be
suspended.   For a period of 90 days after the filing of the Form
15, the Company will still be subject to proxy rules, Section 16
reporting obligations, and certain provisions of the Williams Act.
The filing of the Form 15 will not affect the Company's obligation
to file its Annual Report on Form 10-K for the year ended
Dec. 31, 2010, which is expected to be filed by the Company in
March 2011.  Upon suspension of its reporting obligations, the
Company currently intends to provide at least limited financial
information to allow for public trading of Company securities on
the OTC Pink Sheets, although there can no assurances that the
Company will undertake to provide, or continue to provide, such
limited information, or that any trading market for Company
securities will exist, after the Company has filed Form 15.

                         About Tigrent Inc.

Cape Coral, Fla.-based Tigrent Inc. (OTC BB: TIGE)
-- http://www.tigrent.com/-- is a provider of practical, high-
quality and value-based training, conferences, publications,
technology-based tools and mentoring to help customers become
financially literate.  The Company provides customers with
comprehensive instruction and mentoring in the topics of real
estate and financial instruments investing and entrepreneurship in
the United States, the United Kingdom, and Canada.

The Company's balance sheet as of June 30, 2010, showed
$43.8 million in total assets, $80.7 million in total liabilities,
and a stockholders' deficit of $36.9 million.

In its Form 10-Q report for the quarter ended June 30, 2010, the
Company said it continues to incur a negative cash flow --
totaling $5.9 million for the period ending June 30, 2010 -- due
to the on-going challenges with sales of products.  "We have
insufficient working capital to meet operating needs, raising
substantial doubt about the ability of the Company to continue as
a going concern," the Company said.

In addition to the shift in strategic emphasis from live course
offerings to digitally-delivered programs, the Company said it
continues to implement reductions in staff to align with
anticipated sales level, decreased occupancy costs, and reduced
operating costs in all areas.  The Company is also in current
discussions with some of larger creditors to negotiate amounts
owed.

The Company said it if cannot generate the required revenues to
sustain operations or obtain additional capital on acceptable
terms, it will need to substantially revise its business plan,
file for bankruptcy, sell assets or cease operations and investors
could suffer the loss of a significant portion or all of their
investment in the Company.


TOUSA INC: Status Conference on Committee's Plan Set for April 7
----------------------------------------------------------------
The Honorable John K. Olson will hold a status conference at
10:00 a.m. on April 7, 2011, to talk about how to proceed with the
liquidating Chapter 11 plan and disclosure statement filed by the
Official Committee of Unsecured Creditors in the Chapter 11
proceeding involving TOUSA, Inc., and its debtor-affiliates.

The Committee filed revised Disclosure Statement (Doc. 6890) and a
revised Joint Plan of Liquidation of TOUSA, Inc. and Its
Affiliated Debtors and Debtors in Possession Under Chapter 11 of
the Bankruptcy Code (Doc. 6882) on Feb. 4, 2011.

The Committee's plan contemplates the establishment of a
liquidation trust and payment of all claims (including lender
deficiency claims) in order of their statutory priority.  The
Committee has not delivered a liquidation analysis to the court to
date.

The Plan contemplates the timely and orderly monetization of the
Plan Debtors' remaining assets.  Other than Cash and certain
Causes of Action, only limited assets remain in the Plan Debtors'
Estates at this time, and the Plan contemplates the transfer of
all such assets, including all Causes of Action, to a Liquidation
Trust on the Effective Date for the benefit of unsecured
creditors.  The Liquidation Trustee, at the direction of the
Liquidation Trust Committee, will supervise the liquidation of
such assets, including the prosecution of Causes of Action and the
distribution of Liquidation Trust Interests and/or Cash to the
holders of Allowed Claims.  The Liquidation Trustee will be
identified in the Plan Supplement.

The Plan proposes to relieve the First Lien Term Loan Lenders and
Second Lien Term Loan Lenders of certain disgorgement obligations
provided for in the Decision (referring to the Oct. 13, 2009
opinion and judgment in the Committee Action in favor of the
Committee, as amended and replaced on Oct. 30, 2009) by honoring
the Intercreditor Agreement between the First Lien Agents, the
Second Lien Term Loan Agent and the Debtors.  In the Decision,
among other things, the First Lien Term Loan Lenders and the
Second Lien Term Loan Lenders were ordered to disgorge all
payments received under their respective Loan Documents, plus
prejudgment interest.

Specifically, the Plan provides that, in lieu of disgorgement, all
payments (i) previously made to the First Lien Term Loan Lenders
and the Second Lien Term Loan Lenders or (ii) in respect of the
First Lien Term Loan Credit Agreement or the Second Lien Term Loan
Credit Agreement that are required to be disgorged pursuant to the
Decision will be deemed to have been made to the First Lien
Revolver Lenders and redistributed in accordance with the
waterfall provisions of the Intercreditor Agreement.  The
Committee believes that this approach, including the enforcement
of the Intercreditor Agreement, will allow for confirmation of a
plan in the Chapter 11 Cases, while preserving certain pending
litigation.  Based on the proposed reallocation, the remaining
First Lien Revolver Claims will be paid on the Initial
Distribution Date from (i) the 2007 Federal Tax Refund, (ii) a
share of the Net Proceeds of the Encumbered Assets of TOUSA and
(iii) Cash from the assets of the Conveying Subsidiaries, to the
extent applicable and as set forth in the Plan.  These
distributions will result in the First Lien Revolver Claims being
paid in full pursuant to the Plan.  The Prepetition Secured
Lenders may challenge the application of the Intercreditor
Agreement and the treatment of the First Lien Revolver Claims
under the Plan.

Unsecured creditors (other than unsecured creditors at Beacon
Hill, who will receive Cash) will receive Liquidation Trust
Interests in the series corresponding to the Plan Debtor
against which such unsecured creditor holds a Claim.  Accordingly,
there will be 37 different series of Liquidation Trust Interests -
one for each Plan Debtor (other than Beacon Hill) - entitling
unsecured creditors to Cash distributions from the Liquidation
Trust as the remaining assets of the Plan Debtors against which
they hold Allowed Claims are liquidated and Liquidation Trust
Causes of Action are settled or resolved by Final Order.  In
addition, the Plan provides for the distribution of a series of
Subordinated Note Liquidation Trust Interests at each applicable
Plan Debtor to holders of Subordinated Note Claims and PIK Note
Claims.  Distributions in respect of Subordinated Note Liquidation
Trust Interests will only be made if Senior Debt (as defined in
the Subordinated Note Indentures or the PIK Note Indenture, as
applicable) at the applicable entity is paid in full (including
postpetition interest).  The Committee does not project that any
distributions will be made on account of such Subordinated
Note Liquidation Trust Interests.

The Official Committee of Unsecured Creditors of TOUSA, Inc., et
al., is represented by:

     Patricia A. Redmond, Esq.
     STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P.A.
     150 West Flagler Street
     Miami, FL 33130
     Tel: (305) 789-3553
     Fax: (305) 789-3395
     E-mail: predmond@stearnsweaver.com

          - and -

     Daniel H. Golden, Esq.
     Philip C. Dublin, Esq.
     AKIN GUMP STRAUSS HAUER & FELD LLP
     One Bryant Park
     New York, NY 10036
     Tel: (212) 872-1000
     Fax: (212) 872-1002

A complete text of the Committee's revised proposed disclosure
statement for the Debtors is available for free at:

      http://bankrupt.com/misc/tousa.committeerevisedDS.pdf

                         About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA, Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  The Debtors have selected M. Natasha Labovitz,
Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M.
Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman,
Esq., at Berger Singerman, to represent them in their
restructuring efforts.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  Ernst & Young LLP is the Debtors' independent
auditor and tax services provider.  Kurtzman Carson Consultants
LLC acts as the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.


TOUSA INC: Creditors Lose $316 Million Loan Appeal
--------------------------------------------------
Bankruptcy Law360 reports that Judge Adalberto Jordan of the U.S.
District Court for the Southern District of Florida on Friday
upheld a bankruptcy court's order blocking creditors of Tousa Inc.
from attempting to claim $316 million in loans made to the
homebuilder.

                           About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  The Debtors have selected M. Natasha Labovitz,
Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M.
Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman,
Esq., at Berger Singerman, to represent them in their
restructuring efforts.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  Ernst & Young LLP is the Debtors' independent
auditor and tax services provider.  Kurtzman Carson Consultants
LLC acts as the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.

The Official Committee of Unsecured Creditors filed a Chapter 11
plan and explanatory disclosure statement for Tousa on July 16,
2010.


TOUSA INC: Seeks OK of Settlement with Michael J. Contracting
-------------------------------------------------------------
TOUSA, Inc., et al., ask the U.S. Bankruptcy Court for the
Southern District of Florida to approve the settlement and release
between the Debtors and Michael J. Contracting, Inc., pursuant to
which the parties agreed to resolve the specific claims the
parties raised against one other with respect to the preference
case and the transferred case.

The preference case refers to the adversary proceeding filed by
the Debtors in the Bankruptcy Court to recover certain prepetition
preferential transfers allegedly made by the Debtors to Michael J.
Valente Contracting, Inc., bearing Case No. 10-02417-JKO.  The
Transferred case refers to the action commenced against the
Debtors and certain of the Debtors' directors and officers, Case
No. CV2009-036318, in the Superior Court of the State of Arizona,
County of Maricopa, which was transferred to the Bankruptcy Court
and assigned Adv. Pro. No. 10-03666-JKO.

Pursuant to the settlement, the parties will exchange General
Releases against one another.  The parties cited that the expense,
inconvenience and delay that would be caused by litigating the
Preference Case and the Transferred Case would not be in the best
interest of the Debtors' estates and the creditors of the estates.

                         About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA, Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  The Debtors have selected M. Natasha Labovitz,
Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M.
Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman,
Esq., at Berger Singerman, to represent them in their
restructuring efforts.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  Ernst & Young LLP is the Debtors' independent
auditor and tax services provider.  Kurtzman Carson Consultants
LLC acts as the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.


TOUSA INC: District Judge Affirms Dismissal of Claims vs. Lenders
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports the official committee of unsecured creditors for Tousa
Inc. lost another appeal when U.S. District Judge Adalberto Jordan
in Miami ruled on March 4 that the bankruptcy judge was correct
when he dismissed some of the creditors' claims against secured
lenders.

Mr. Rochelle recounts that the bankruptcy judge had authorized the
creditors' committee to file suits alleging defects in the
lenders' pre-bankruptcy security agreements.  Some of the claims
related to the amendment in July 2007 of an existing revolving
credit which was secured by liens on property of Tousa and its
operating subsidiaries.

The bankruptcy judge, Mr. Rochelle discloses, dismissed portions
of the committee's suit contending that advances later made on the
revolving credit were fraudulent transfers.  Judge Jordon upheld
the ruling of the bankruptcy judge who held there could be no
fraudulent transfers as to categories property that were
collateral before the July 2007 refinancing.

According to Mr. Rochelle, Tousa's senior Transeastern lenders won
a major victory when Alan S. Gold, another district judge Miami,
ruled on Feb. 11 that there was no fraudulent transfer when
operating subsidiaries pledged their assets to secure new loans
taken out to refinance and bail out a joint venture in which Tousa
had an interest.

The reversal in February is 3V Capital Master Fund Ltd. v.
Official Creditors' Committee of Tousa Inc. (In re Tousa Inc.),
10-60017, U.S. District Court, Southern District Florida (Miami).

                         About Tousa Inc.

Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets:
TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A.
Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P.,
TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder
in the United States, operating in various metropolitan markets in
10 states located in four major geographic regions: Florida, the
Mid-Atlantic, Texas, and the West.

The Debtor and its debtor-affiliates filed for separate
Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case
No. 08-10928).  The Debtors have selected M. Natasha Labovitz,
Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M.
Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman,
Esq., at Berger Singerman, to represent them in their
restructuring efforts.  Lazard Freres & Co. LLC is the Debtors'
investment banker.  Ernst & Young LLP is the Debtors' independent
auditor and tax services provider.  Kurtzman Carson Consultants
LLC acts as the Debtors' Notice, Claims & Balloting Agent.

TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba
Eagle Homes, filed for Chapter 11 Protection on July 30, 2008
(Bankr. S.D. Fla. Case No. 08-20746).  It estimated assets and
debts of $1 million to $10 million in its Chapter 11 petition.

The Official Committee of Unsecured Creditors filed a Chapter 11
plan and explanatory disclosure statement for Tousa on July 16,
2010.


TRANSWEST RESORT: Has Use of Cash Collateral Until May 20
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona entered, on
March 1, 2011, its second interim order granting Transwest Tucson
Property, L.L.C., and Transwest Hilton Head Property, L.L.C.,
permission to use cash collateral of JPMCC 2007-C1 Grass Lodging
LLC until May 20, 2011, to pay necessary operational expenses, and
certain capital expenses as set forth in a 12 week cash flow
budget (subject to a 5% variance per line item).

Senior Lender, by virtue of the assignment by the original lender
(JP Morgan Chase Bank) of the Loan Documents, asserts liens in the
Debtors' Hilton Head (South Carolina) and Tucson (Arizona) hotel
properties, including all Rents, all present and future Leases,
and proceeds from the hotel properties, which constitute cash
collateral, to secure total obligations of $209 million granted to
the Debtors.

The Debtors however contend that they have the ability to avoid
the Senior Lender's lien against the monies accumulated in the
Starwood Controlled Operating Accounts as of the petition date.
The Senior Lender contests this and asserts that its lien against
the Starwood Account Funds constitute its cash collateral.

Debtors and Senior Lender, however, have agreed to resolve this
dispute by agreeing that certain of the Starwood Account Funds
will be considered the Senior Lender's Cash Collateral and that
certain of the Starwood Account Funds totaling $1,250,000 (the
"Settlement Funds") will be treated as unencumbered and therefore
available to pay administrative expenses and unsecured and
priority creditors in accordance with the Bankruptcy Code.  The
Debtors and Senior Lender will simultaneously seek approval of
this agreement by separate motion.

As adequate protection, Senior Lender is granted, (a) first
priority replacement liens and security interests in all assets of
the Debtors' estates (both pre-petition and postpetition
assets) to the same extent as Senior Lender's pre-petition liens
and security interests (the "Post-Petition Collateral"; and (b) a
priority claim for and in equal amount to the aggregate diminution
in value of Senior Lender's interest in the Pre-Petition
Collateral superior to all administrative expenses or priority
claims of the kind specified in or ordered pursuant to Sections
105, 326, 327, 328, 330, 331, 364, 503(b), 506(c), 507(a), 507(b),
726 or 1114 of the Bankruptcy Code, including, without limitation,
administrative expenses arising in connection with any superseding
proceeding under Chapter 7 of the Bankruptcy Code.

As additional adequate protection for the continued use of Cash
Collateral, and the other benefits provided for the Debtors and
their estates, Senior Lender will be entitled to adequate
protection payments in accordance with Section 361(1) of the
Bankruptcy Code.  Such adequate protection payments will be made
by the fifteenth (15th) day of each month for the immediately
preceding month, and will consist of (i) a minimum monthly payment
of $200,000; and (ii) all income received by the each of the
Debtors (excluding any Pass-Through Payments) in excess of
the Minimum Payment and amounts required to be expended under the
Budgets and the minimal working capital amounts for each property
in an amount agreed on by Debtors and Senior Lender as reflected
on the Budgets (the "Adequate Protection Payments").

The Debtors' right to utilize Cash Collateral under the terms of
this Second Interim Order will immediately terminate upon the
occurrence of certain conditions, including, among other things,
(a) non-compliance by the Debtors with any of the express terms or
provisions of this Second Interim Order; (b) entry of an order by
the Bankruptcy Court converting or dismissing either of the
Debtors' cases; (c) entry of an order by the Bankruptcy Court
appointing a Chapter 11 trustee or Chapter 7 trustee in the
Debtors' Cases; and failure of either Debtor to remit the Adequate
Protection Payments.

The Senior Lender is represented by:

     Ethan B. Minkin, Esq.
     Jaclyn D. Foutz, Esq.
     Dean C. Waldt, Esq.
     Jon Theodore Pearson, Esq.
     BALLAR SPAHR LLP
     1 E. Washington Street, Suite 2300
     Phoenix, AZ 85004

A complete text of the second interim cash collateral order is
available for free at:

     http://bankrupt.com/misc/TranswestResort.2ndCCorder.pdf

Transwest Properties, Inc., acquired the Debtor and luxury resorts
the Westin La Paloma Resort and Country Club in a $270 million
leveraged stock purchase transaction that closed on December 5,
2007.  Transwest Partners brought $30 million cash to the
transaction.  The balance of the transaction was accomplished
through a $209 million mortgage loan secured by the Resorts, a
$21.5 million mezzanine loan, and a $10 million junior mezzanine
carry-back loan from the seller.  The Mortgage Loan is evidenced
by two promissory notes dated December 5, 2007 -- the A-1 Note in
the original principal amount of $105 million, and the A-2 Note in
the original principal amount of $104 million -- and executed on
behalf of each of the Property Entities as co-makers.  The
Mortgage Notes are secured by a Deed of Trust Assignment of Leases
and Rents, Security Agreement and Fixture Filing encumbering the
La Paloma Resort and by a Mortgage, Assignment of Leases and
Rents, Security Agreement and Fixture Filing.

The original mortgage lender sold the Mortgage Notes into two
separate Commercial Mortgage Backed Securities Trusts.   The A-1
Note is owned by Wells Fargo Bank, NA, as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2007-C1, and the A-2
Note is owned by Bank of America, N.A., as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2008-C2.  Pursuant to
an intercreditor agreement, the trustee for the 2007-C1 CMBS Trust
is the beneficiary of the Arizona Deed of Trust and the South
Carolina Mortgage, and the collateral agent for the Mortgage
Lenders.  The Mortgage Loan is administered by a servicer-
presently LNR Partners, LLC, which took over special servicing of
the Mortgage Loan on June 1, 2010, from Midland Loan Services.

The Debtors said that the mortgage lenders will be adequately
protected by the continuing operating profits, by a replacement
lien in the receipts generated post-petition, by the new post-
petition cash management regime that transparently segregates
accumulating cash collateral, and by the improved operating
performance of the Resorts that result from the capital
expenditures.

                      About Transwest Resort

Tucson, Arizona-based Transwest Resort Properties, Inc., filed for
Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D.
Ariz. Case No. 10-37134).  Kasey C. Nye, Esq., and Elizabeth S.
Fella, Esq., at Quarles & Brady LLP, in Tucson, Ariz., assist the
Debtor in its restructuring effort.  The Debtor estimated its
assets at up to $50,000 and debts at $10 million to $50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
(Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on November 17, 2010.

Transwest Hilton Head Property estimated its assets at $10 million
to $50 million and debts at $100 million to $500 million.

Transwest Tucson Property estimated its assets at $50 million to
$100 million and debts at $100 million to $500 million.


TRANSWEST RESORT: Taps BeachFleischman PC as Tax Preparer
---------------------------------------------------------
Transwest Properties, Inc., et al., ask the U.S. Bankruptcy Court
for the District of Arizona for authority to employ
BeachFleischman PC as tax preparer and advisor, accountant and
auditor to the Debtors effective as of the petition date.

Pre-petition, BeachFleischman provided tax and accounting services
to the Debtors.  BeachFleischman had also begun preparation of the
Debtors' 2009 tax returns, including federal tax returns and
approximately twelve individual state tax returns.

To the best of the Debtors' knowledge, BeachFleischman and its
partners and employees who will render services to the
Debtors do not represent or hold any interest adverse to the
Debtors or the estates in connection with their services.

The customary hourly rates charged by BeachFleischman
professionals are:

     Jay Senkerik, Partner            $215 per hour
     Karen McCloskey, Partner         $225 per hour
     Bryan Eto, Partner               $205 per hour
     Marc Fleischman, Partner         $310 per hour
     Svetlana Pitman, Supervisor      $135 per hour

Transwest Properties, Inc., acquired the Debtor and luxury resorts
the Westin La Paloma Resort and Country Club in a $270 million
leveraged stock purchase transaction that closed on December 5,
2007.  Transwest Partners brought $30 million cash to the
transaction.  The balance of the transaction was accomplished
through a $209 million mortgage loan secured by the Resorts, a
$21.5 million mezzanine loan, and a $10 million junior mezzanine
carry-back loan from the seller.  The Mortgage Loan is evidenced
by two promissory notes dated December 5, 2007 -- the A-1 Note in
the original principal amount of $105 million, and the A-2 Note in
the original principal amount of $104 million -- and executed on
behalf of each of the Property Entities as co-makers.  The
Mortgage Notes are secured by a Deed of Trust Assignment of Leases
and Rents, Security Agreement and Fixture Filing encumbering the
La Paloma Resort and by a Mortgage, Assignment of Leases and
Rents, Security Agreement and Fixture Filing.

The original mortgage lender sold the Mortgage Notes into two
separate Commercial Mortgage Backed Securities Trusts.   The A-1
Note is owned by Wells Fargo Bank, NA, as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2007-C1, and the A-2
Note is owned by Bank of America, N.A., as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2008-C2.  Pursuant to
an intercreditor agreement, the trustee for the 2007-C1 CMBS Trust
is the beneficiary of the Arizona Deed of Trust and the South
Carolina Mortgage, and the collateral agent for the Mortgage
Lenders.  The Mortgage Loan is administered by a servicer-
presently LNR Partners, LLC, which took over special servicing of
the Mortgage Loan on June 1, 2010, from Midland Loan Services.

The Debtors said that the mortgage lenders will be adequately
protected by the continuing operating profits, by a replacement
lien in the receipts generated post-petition, by the new post-
petition cash management regime that transparently segregates
accumulating cash collateral, and by the improved operating
performance of the Resorts that result from the capital
expenditures.

Tucson, Arizona-based Transwest Resort Properties, Inc., filed for
Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D.
Ariz. Case No. 10-37134).  Kasey C. Nye, Esq., and Elizabeth S.
Fella, Esq., at Quarles & Brady LLP, in Tucson, Ariz., assist the
Debtor in its restructuring effort.  The Debtor estimated its
assets at up to $50,000 and debts at $10 million to $50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
(Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on November 17, 2010.

Transwest Hilton Head Property estimated its assets at $10 million
to $50 million and debts at $100 million to $500 million.

Transwest Tucson Property estimated its assets at $50 million to
$100 million and debts at $100 million to $500 million.


TRANSWEST RESORT: Wants Plan Filing Period Extended to Aug. 11
--------------------------------------------------------------
Transwet Properties, Inc., et al., ask the U.S. Bankruptcy Court
for the District of Arizona to extend their 120-day exclusive
period to file a plan to Aug. 11, 2011, and their 180-day
exclusive period to solicit acceptance of that plan to Oct. 17,
2011.

The Debtors state that they need additional time to negotiate a
consensual plan of reorganization with their creditors without the
interference of competing plans.  The Debtors aver that they have
already made significant progress in negotiating with their
creditor on a number of issues, especially those relating to
budgeting and use of cash, but that the initial stabilization
phase of the Reorganization Cases has taken longer than expected.

Transwest Properties, Inc., acquired the Debtor and luxury resorts
the Westin La Paloma Resort and Country Club in a $270 million
leveraged stock purchase transaction that closed on December 5,
2007.  Transwest Partners brought $30 million cash to the
transaction.  The balance of the transaction was accomplished
through a $209 million mortgage loan secured by the Resorts, a
$21.5 million mezzanine loan, and a $10 million junior mezzanine
carry-back loan from the seller.  The Mortgage Loan is evidenced
by two promissory notes dated December 5, 2007 -- the A-1 Note in
the original principal amount of $105 million, and the A-2 Note in
the original principal amount of $104 million -- and executed on
behalf of each of the Property Entities as co-makers.  The
Mortgage Notes are secured by a Deed of Trust Assignment of Leases
and Rents, Security Agreement and Fixture Filing encumbering the
La Paloma Resort and by a Mortgage, Assignment of Leases and
Rents, Security Agreement and Fixture Filing.

The original mortgage lender sold the Mortgage Notes into two
separate Commercial Mortgage Backed Securities Trusts.   The A-1
Note is owned by Wells Fargo Bank, NA, as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2007-C1, and the A-2
Note is owned by Bank of America, N.A., as trustee for J.P. Morgan
Chase Commercial Mortgage Securities Trust 2008-C2.  Pursuant to
an intercreditor agreement, the trustee for the 2007-C1 CMBS Trust
is the beneficiary of the Arizona Deed of Trust and the South
Carolina Mortgage, and the collateral agent for the Mortgage
Lenders.  The Mortgage Loan is administered by a servicer-
presently LNR Partners, LLC, which took over special servicing of
the Mortgage Loan on June 1, 2010, from Midland Loan Services.

The Debtors said that the mortgage lenders will be adequately
protected by the continuing operating profits, by a replacement
lien in the receipts generated post-petition, by the new post-
petition cash management regime that transparently segregates
accumulating cash collateral, and by the improved operating
performance of the Resorts that result from the capital
expenditures.

                       Abut Transwest Resort

Tucson, Arizona-based Transwest Resort Properties, Inc., filed for
Chapter 11 bankruptcy protection on November 17, 2010 (Bankr. D.
Ariz. Case No. 10-37134).  Kasey C. Nye, Esq., and Elizabeth S.
Fella, Esq., at Quarles & Brady LLP, in Tucson, Ariz., assist the
Debtor in its restructuring effort.  The Debtor estimated its
assets at up to $50,000 and debts at $10 million to $50 million.

Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz.
Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D.
Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D.
Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C.
(Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11
petitions on November 17, 2010.

Transwest Hilton Head Property estimated its assets at $10 million
to $50 million and debts at $100 million to $500 million.

Transwest Tucson Property estimated its assets at $50 million to
$100 million and debts at $100 million to $500 million.


TRIBUNE CO: Final Bids for Freedom Comms' Assets Due Thursday
-------------------------------------------------------------
The Wall Street Journal's Mike Spector and Anupreeta Das report
that people familiar with the matter said final bids are due
Thursday in the auction of Freedom Communications Inc.  They said
possible bidders include Denver Post publisher MediaNews Group
Inc.; Tribune Co.; Gores Group; and Platinum Equity, owner of the
San Diego Union Tribune.

According to the Journal, Freedom is giving bidders several
options.  Suitors can make offers for the entire company or they
can separately bid on Freedom's eight television stations, its
more than 100 daily and weekly newspapers or the Orange County
Register alone.

Investment bank Moelis & Co. is advising Freedom on the auction.

The Journal relates Freedom said it "continues its review of a
wide variety of strategic options" but declined to comment
further.  According to the Journal, it remained unclear what
prospective bidders might offer for Freedom's assets and which
pieces each might pursue.  The entire company won't likely fetch
more than $1 billion, said people familiar with the matter.  The
sources told the Journal Freedom's television stations could go
for about $400 million, or eight times the division's earnings
before interest, taxes, depreciation and amortization.  The
Register and other newspapers could fetch around $350 million, or
about four times that division's $90 million in such earnings,
these people said.

According to the Journal, people familiar with the matter
cautioned that a number of complexities surround potential offers
and it will take time to finalize a transaction:

     (A) Hedge fund Alden Global Capital owns shares of both
MediaNews and Freedom.  The Journal recounts MediaNews' holding
company last year restructured through a quick bankruptcy,
emerging owned by several hedge funds including Alden. Alden has
been studying folding some of its newspaper holdings into a single
company.  Besides stakes in MediaNews and Freedom, Alden also
acquired stakes in the publisher of the Philadelphia Inquirer and
the Journal Register Co. through bankruptcy proceedings and is
poised to own part of Tribune when it emerges from Chapter 11
protection sometime this year.

     (B) Hedge fund, Angelo, Gordon & Co., also holds a stake in
Freedom and is also set to own part of Tribune.

     (C) Some bids could be complicated by antitrust issues.
Tribune, for instance, owns the Los Angeles Times, a nearby
competitor to the Register.  Tribune's bankruptcy could also
muddle bidding plans . Still, Tribune has been doing due diligence
on Freedom's assets and continues to weigh a bid.

According to the Journal, a separate person familiar with the
matter said Gores Group, whose holdings include radio station
operator Westwood One Inc., plans to make a bid for Freedom assets
by Thursday.  Gores hasn't decided on which assets to bid, and is
"looking at all of it," this person said.

Another source told the Journal that Platinum Equity is looking at
Freedom's assets, but is not rushing to make an acquisition.

                     About Affiliated Media

Denver, Colorado-based Affiliated Media, Inc., is the holding
company for the MediaNews Group family of newspapers, the nation's
second-largest newspaper publisher by circulation and owner of 54
daily newspapers, over 100 non-daily newspapers, as well as Web
sites, television and radio broadcasters that serve markets in 12
states.

The Company filed for Chapter 11 bankruptcy protection on
January 22, 2010 (Bankr. D. Delaware Case No. 10-10202).  Hughes
Hubbard & Reed LLP, served as the Debtor's general bankruptcy
counsel, while Daniel B. Butz, Esq., at Morris, Nichols, Arsht &
Tunnell LLP, served as the Debtor's co-bankruptcy counsel.  Carl
Marks Advisory Group LLC acted as the Debtor's restructuring
advisor; Rothschild Inc., the Debtor's financial advisor; and Epiq
Bankruptcy Solutions, LLC, the Debtor's claims agent.  The Company
estimated $100 million to $500 million in assets and $500 million
to $1 billion in liabilities.

The Hon. Kevin J. Carey confirmed the Company's plan of
reorganization on March 4, 2010, less than six weeks after
the bankruptcy filing.  The Company had reached agreement
pre-bankruptcy with its lenders on terms of the plan, which
reduces the Company's debt from $930 million to $165 million and
involves no management change or change of control of the Company.

The Plan gives holders of senior notes aggregating $583.1 million
88% of the common stock, the proceeds of $150 million secured term
loan and certain cash payments.  Holders of general unsecured
claims retain their claims or would be paid in full.  Holders of
$326 million in subordinated notes would receive warrants to
purchase stock of the reorganized company.  Holders of equity
interests were wiped out.

Affiliated Media emerged from Chapter 11 protection in March 2010.

                       About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141).  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of December 8, 2008, the Debtors have $7,604,195,000 in total
assets and $12,972,541,148 in total debts.  Chadbourne & Parke LLP
and Landis Rath LLP serve as co-counsel to the Official Committee
of Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

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

                   About Freedom Communications

Freedom Communications, headquartered in Irvine, Calif., is a
national privately owned media company operating print
publications, broadcast television stations and interactive
businesses.  The company's print portfolio includes approximately
100 daily and weekly publications, plus ancillary magazines and
other specialty publications. The broadcast company's stations --
five CBS, two ABC network affiliates and one CW affiliate -- reach
more than 3 million households across the country. The Company's
news, information and entertainment websites complement its print
and broadcast properties.

Freedom Communications filed for Chapter 11 on Sept. 1, 2009
(Bankr. D. Del. Case No. 09-13046).  Attorneys at Young Conaway
Stargatt & Taylor, and Latham & Watkins LLP served as Chapter 11
counsel.  Houlihan, Lokey, Howard & Zukin, Inc., served as
financial advisors while AlixPartners LLC served as restructuring
consultants.  Logan & Co. served as claims and notice agent.

Freedom Communications had $757,000,000 in assets against debts of
$1,077,000,000 as of July 31, 2009.

The Bankruptcy Court confirmed Freedom Communications' Plan of
Reorganization on March 9, 2010.  The Plan became effective
April 30, 2010.  The Plan, which was supported by the Steering
Committee of the Company's secured lenders and the Official
Committee of Unsecured Creditors, eliminated $450 million of debt
from Freedom's balance sheet.


TRIDIMENSION ENERGY: March 23 Hearing on Liquidating Plan Outline
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
scheduled a hearing for March 23, 2011, at 1:30 p.m., to consider
the Disclosure Statement for the TriDimension Energy, L.P., and
its affiliated debtors' Joint Plan of Liquidation filed by the
Debtors on Feb. 18, 2011.

Objections, if any, to the Disclosure Statement must be in writing
and filed with the Court and served upon counsel for the Debtors
on or before March 18, 2011 at 4:00 p.m.

The Plan contemplates the creation of a Liquidating Trust to
liquidate certain Liquidating Trust Assets and distribute any
remaining funds (after the payment of certain Allowed Claims), in
accordance with the Plan, to holders of Allowed Senior Lien
Deficiency Claims and Allowed Non-Senior Lien General Unsecured
Claims.

Under the Plan, holders of Allowed Senior Lien Secured Claims will
be paid the Remaining Sale proceeds after the funding of various
Reserve Accounts.

Holders of Allowed Senior Lien Deficiency Claims will receive
their Pro Rata share of (a) Series A Liquidating Trust Interests
and (b) distributions of Available Cash from the Series A
Distribution Reserve on account of such Liquidating Trust
Interests in accordance with the terms of the Plan if and when
available for distribution.

Holders of Allowed Non-Senior Lien General Unsecured Claims will
receive their Pro Rata share of (a) Series B Liquidating Trust
Interests and (b) distributions of Available Cash from the Series
B Distribution Reserve on account of such Liquidating Trust
Interests in accordance with the terms of the Plan if and when
available for distribution.

All existing Equity Interests in or of the Debtors will be
cancelled, terminated and extinguished and, except as set forth in
the Plan, will have no rights or Entitlements.

Counsel for the L.P. Debtors may be reached at:

     William L. Wallander, Esq.
     Clayton T. Hufft, Esq.
     Beth Lloyd, Esq.
     Bradley R. Foxman, Esq.
     VINSON & ELKINS LLP
     Trammell Crow Center
     2001 Ross Avenue, Suite 3700
     Dallas, TX 75201-2975
     Tel: (214) 220-7700
     Fax: (214) 220-7716
     E-mail: bwallander@velaw.com
             chufft@velaw.com
             blloyd@velaw.com
             bfoxman@velaw.com

Counsel for the GP Debtors may be reached at:

     Peter Franklin, Esq.
     Erin K. Lovall, Esq.
     FRANKLIN SKIERSKI LOVALL HAYWARD LLP
     10501 N. Central Expressway, Suite 106
     Dallas, TX 75231
     Tel: (972) 755-7100
     Fax: (972) 755-7110
     E-mail: pfranklin@fslhlaw.com
             elovall@fslhlaw.com

A complete text of the Disclosure Statement is available for free
at http://bankrupt.com/misc/TriDimensionEnergy.DS.pdf

                  About TriDimension Energy

TriDimension Energy, L.P., and seven of its affiliated companies,
prior to Dec. 8, 2010, operated in the oil and gas industry.  The
Debtors' core operations consisted of exploration for, and
acquisition, production, and sale of, crude oil and natural gas.
Prior to such time, the Debtors held leases covering 165,000 net
acres of oil and gas property, operated approximately 150 wells,
and held working interests in approximately 300 wells in various
portions of Louisiana and Mississippi.  On Dec. 8, 2010, the
Debtors sold substantially all of their assets to SR Acquisition
I, LLC, and ceased their oil and gas and business operations.
Tridimension Energy disclosed $37,211,921 in assets and
$45,389,239 in liabilities.

TriDimension Energy, L.P. and seven of its affiliated companies
filed for Chapter 11 on May 21, 2010 (Bankr. N.D. Tex. Case No.
10-33565).  The LP Debtors retained Vinson & Elkins LLP as their
bankruptcy and restructuring counsel, and the GP Debtors retained
Franklin Skierski Lovall Hayward, LLP, as their bankruptcy and
restructuring counsel.  The LP Debtors retained Ottinger Herbert,
LLC, as their special and conflicts counsel, and Copeland, Cook,
Taylor & Bush as their special Mississippi counsel.

In May 2010, the Debtors retained FTI Consulting, Inc., to act as
the Debtors' financial advisors and assist with the Debtors' sale
process.  The Debtors have retained The BMC Group, Inc., to serve
as their claims and noticing agent, and as their Solicitation
Agent.

Attorneys at Gardere Wynne Sewell LLP serve as counsel to the
Official Committee of Unsecured Creditors.


TUBO DE PASTEJE: Says It Will File Plan 'Soon'
----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Tubo de Pasteje SA de CV and subsidiary Cambridge-Lee
Holdings Inc. for a fourth time are seeking an extension of the
exclusive right to propose a Chapter 11 plan.  If granted by the
bankruptcy judge at an April 8 hearing, the new deadline would be
April 11.

According to Mr. Rochelle, the Company said there is "significant
progress" toward a "consensual plan of reorganization" that it
expects to file "soon."

Industrias Unidas SA de CV said in February there was agreement in
principle with creditors for a $371 million debt swap.

                       About Tubo de Pasteje

Tubo de Pasteje SA and subsidiary Cambridge-Lee Holdings Inc.
filed Chapter 11 petitions (Bankr. D. Del. Case No. 09-14353) on
Dec. 7, 2009 following a Nov. 15 payment default on US$200 million
in 11.5% senior notes due 2016.  Tubo and its subsidiary sought
bankruptcy protection when the 30-day grace period was nearing its
end.

Tubo is a subsidiary of Mexico City-based Industrias Unidas SA de
CV, a manufacturer of copper and electrical products.  The
U.S. subsidiary Cambridge-Lee is based in Reading, Pennsylvania.
IUSA is the issuer of the notes which were secured by a pledge of
Cambridge-Lee stock.


TWIN CITY LOFTS: Adequate Protection Payment Deadline Nears
-----------------------------------------------------------
Judge Elizabeth S. Stong has signed a stipulation between Twin
City Lofts, LLC, and secured creditor, Capital One, N.A.,
extending to March 11, 2011, the Debtor's 90-day deadline to make
adequate protection payments or file a plan of reorganization
under 11 U.S.C. Section 362(d)(3).

Capital One is currently a secured creditor currently holding a
mortgage lien on the Property for $3,500,000 by way of numerous
loan documents which were most recently modified by the Fourth
Land Note and Mortgage Modification and Extension Agreement dated
June 16, 2010.

Brooklyn, New York-based Twin City Lofts, LLC, is a single asset
real estate case as that term is defined pursuant to 11 U.S.C.
Sec. 101(51)(B).  Its primary asset is the property located at
located at 1046-1050 Atlantic Avenue, Brooklyn, New York.

The 90-day deadline for the Debtor to make adequate protection
payments or file a plan of reorganization under 11 U.S.C. Sec.
362(d)(3) was set to expire Feb. 9, 2011, absent an extension.

Twin City Lofts filed for Chapter 11 bankruptcy protection on
Nov. 11, 2010 (Bankr. E.D.N.Y. Case No. 10-50625).  David
Carlebach, Esq., at Law Offices of David Carlebach, assists the
Debtor in its restructuring effort.  According to its schedules,
the Debtor disclosed $7,504,000 in total assets and $6,478,000 in
total debts.

Capital One, N.A., is represented by:

          Joseph C. Savino, Esq.
          LAZER, APTHEKER, ROSELLA & YEDID, P.C.
          225 Old Country Road
          Melville, NY 11747
          Telephone: (631) 761-0855
          E-mail: savino@larypc.com


TWIN CITY LOFTS: Has Green Light to Employ Carlebach Firm
---------------------------------------------------------
Twin City Lofts, LLC, won bankruptcy court permission to employ
the Law Offices of David Carlebach, Esq., as its bankruptcy
counsel under a general retainer in the Chapter 11 case.

Yehuda Backer, the Debtor's Managing Member, said that, to the
best of the Debtor's knowledge, Carlebach has no connection with,
and no interests adverse to, the Debtor, its creditors, other
parties in interest, or their respective attorneys or accountants.

                       About Twin City Lofts

Brooklyn, New York-based Twin City Lofts, LLC, is a single asset
real estate case as that term is defined pursuant to 11 U.S.C.
Sec. 101(51)(B).  Its primary asset is the property located at
located at 1046-1050 Atlantic Avenue, Brooklyn, New York.

Twin City Lofts filed for Chapter 11 bankruptcy protection on
Nov. 11, 2010 (Bankr. E.D.N.Y. Case No. 10-50625).  According to
its schedules, the Debtor disclosed $7,504,000 in total assets and
$6,478,000 in total debts.

Secured lender Capital One, N.A., is represented by Joseph C.
Savino, Esq., at Lazer, Aptheker, Rosella & Yedid, P.C.


TWIN CITY LOFTS: May Employ EisnerAmper LLP as Accountants
----------------------------------------------------------
Twin City Lofts, LLC, won permission from the Bankruptcy Court to
employ EisnerAmper LLP, to act as accountants to the Debtor, nunc
pro tunc, as of Nov. 11, 2010, to act as accountant to the Debtor
and to perform the necessary accounting services set forth in the
annexed Application and pursuant to Sec. 327 of the Bankruptcy
Code and Federal Rule of Bankr. Pro. 2014(a).

Ira Spiegel on behalf of EisnerAmper LLP said the firm is a
"disinterested person" and represents no interests adverse to the
Debtor, or the estate in the matter which EisnerAmper LLP, is to
be engaged.

                       About Twin City Lofts

Brooklyn, New York-based Twin City Lofts, LLC, is a single asset
real estate case as that term is defined pursuant to 11 U.S.C.
Sec. 101(51)(B).  Its primary asset is the property located at
located at 1046-1050 Atlantic Avenue, Brooklyn, New York.

Twin City Lofts filed for Chapter 11 bankruptcy protection on
Nov. 11, 2010 (Bankr. E.D.N.Y. Case No. 10-50625).  According to
its schedules, the Debtor disclosed $7,504,000 in total assets and
$6,478,000 in total debts.

Secured lender Capital One, N.A., is represented by Joseph C.
Savino, Esq., at Lazer, Aptheker, Rosella & Yedid, P.C.


TX BLACKHORSE: U.S. Trustee Unable to Form Creditors Committee
--------------------------------------------------------------
Judy A. Robbins, the United States Trustee for the Southern
District of Texas, has informed the U.S. Bankruptcy Court for the
Southern District of Texas that she has been unable to appoint a
committee of unsecured creditors in TX Blackhorse LLP's bankruptcy
case as there at not 3 eligible unsecured creditors who have come
forward to serve as members of the Committee.

Tempe, Arizona-based TX Blackhorse L.L.P. filed for Chapter 11
bankruptcy protection on Dec. 29, 2010 (Bankr. S.D. Tex. Case
No. 10-80760).  Thomas Baker Greene, III, Esq., at the Law Office
of Thomas B. Greene III, in Houston, serves as the Debtor's
bankruptcy counsel.  In its schedules, the Debtor discloaed
$19,100,280 in assets and $13,262,621 in liabilities as of the
petition date.


UNI-PIXEL INC: To Release 4Q and Full 2010 Results on March 10
--------------------------------------------------------------
UniPixel, Inc. will hold a conference call on Thursday, March 10,
2011 at 4:30 p.m. Eastern time to discuss the fourth quarter and
fiscal year ended Dec. 31, 2010.

UniPixel's President and CEO Reed Killion and CFO Jeff Tomz will
host the presentation, followed by a question and answer period.

The conference call will be broadcast simultaneously and available
for replay via the Investors section of the company's Web site at
www.unipixel.com.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company's balance sheet as of Sept. 30, 2010, showed
$1.26 million in total assets, $4.15 million in total liabilities,
and a stockholders' deficit of $2.89 million.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


US MINERAL: Garlock Wants to Intervene in 12 Bankruptcy Cases
-------------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                         About U.S. Mineral

Headquartered in Stanhope, New Jersey, United States Mineral
Products Company manufactures and sells spray-applied fire
resistive material to the constructions industry in North America
and South America.  The Company filed for chapter 11 protection on
July 23, 2001 (Bankr. D. Del. Case No. 01-2471).  Henry Jon
DeWerth-Jaffe, Esq., at Pepper Hamilton LLP, represent the Debtor
in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it disclosed total assets of
$23,773,000 and total debts of $13,864,000.  Anthony Calcisbetta
serves as the Debtor's chapter 11 trustee since Oct. 2, 2003.


USG CORP: Court Junks PI Trusts Suits vs. Insurers
--------------------------------------------------
Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware dismissed in their entirety the adversary
complaints brought by the Asbestos Personal Injury Trusts in the
cases of Owens Corning, Kaiser Aluminum Corp., and USG Corp. that
sought a preliminary injunction against the continuation of
certain discovery from the Trusts in excess of that permitted by
the bankruptcy plans and trust distribution procedures in those
cases.

The Adversary Proceedings were commenced on Oct. 27, 2010, seeking
to resolve in one jurisdiction and in one court the proper scope
of discovery of the claimant information and data that the
Defendants have sought from the Trusts, and the protections that
the Trusts may properly and consistently invoke in the event of
future, similar discovery efforts.  In the adversary proceeding,
the Trusts asked Judge Fitzgerald to enter a preliminary
injunction barring the continuation of discovery against the
Trusts and all discovery of a similar nature until the Court has
ruled on the issues raised in the Trusts' Adversary Complaint.

The Plaintiffs' Motion for Preliminary Injunction is denied,
Judge Fitzgerald held.

Upon close examination, Judge Fitzgerald found that the U.S.
Bankruptcy Court for the District of Delaware does not have
subject matter jurisdiction over the matters before it.

The discovery dispute raised by the Plaintiffs in the Adversary
Complaints does not involve the interpretation or effectuation of
the Plan, Judge Fitzgerald noted.  Moreover, the subpoenas served
on the Plaintiffs were issued in other jurisdictions in matters
that are not before the Delaware Court, she noted.  The issuing
courts are the appropriate fora to determine the scope of the
subpoenas and the courts in which actions are pending are best
suited to resolve any specific discovery disputes, including
consideration of confidentiality concerns any party to the
litigation may raise, Judge Fitzgerald opined.

"[The Court] recognizes the desire of the Trusts to have a
uniformly applicable principle regarding their obligations to
comply with discovery requests, some of which seem to far exceed
reasonable requests calculated to lead to relevant and admissible
evidence in a lawsuit," Judge Fitzgerald said.  "Nonetheless,
this court has no jurisdiction to create a 'one size fits all'
peremptory rule of discovery."

Accordingly, Judge Fitzgerald directed the Clerk of Court to
close each of the Adversary Complaints in the cases of Owens
Corning, Kaiser Aluminum and USG.

With respect to Plaintiff ACandS Trust, a scheduling conference
regarding the issue on whether the ACandS Trust Distribution
Procedures is a valid and enforceable forum selection clause, or
is otherwise enforceable, will be held on March 28, 2011, Judge
Fitzgerald ruled.

A copy of the memorandum opinion dated February 22, 2011,
reflecting Judge Fitzgerald's ruling is available for free at:

              http://ResearchArchives.com/t/s?749a

A subsequent order correcting the February 22 Memo Opinion was
entered to note that the Delaware Court recognizes that the Owens
Corning and USG Trust Distribution Procedures confirmed in 2006
did in fact include language requiring certain subpoenas to be
issued by the Delaware Court.  Judge Fitzgerald clarified that
the Court's error does not change the rationale of the Memo
Opinion with respect to any party.

A copy of the Corrective Order dated February 23, 2011, is
available for free at:

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

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3,252,000,000 in
assets and $2,739,000,000 in debts.  The Debtors emerged from
bankruptcy protection on June 20, 2006.


USG CORP: Garlock Wants to Intervene in 12 Bankruptcy Cases
-----------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3,252,000,000 in
assets and $2,739,000,000 in debts.  The Debtors emerged from
bankruptcy protection on June 20, 2006.


VALLEJO, CA: Plan Heading for June Confirmation Hearing
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Vallejo, California will have a confirmation hearing
in June for approval of the reorganization plan the city filed in
January, the bankruptcy judge said yesterday.  The judge said he
will file a written opinion regarding approval of the disclosure
statement explaining the plan.  Groups representing labor and
retirees want the city to give debt holders a bigger haircut to
preserve more benefits.

                       About City of Vallejo

Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States.  As of the 2000 census,
the city had a total population of 116,760.  It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay.  It
was named for General Mariano Guadalupe Vallejo.

Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide.  Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represent the City.  The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.


VAN HUNTER: Case Resolution Deadline Set for April 30
-----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas, after
consideration of the agreement of Van Hunter Development, Ltd.,
the U.S. Trustee, and Frost National Bank, has ordered that the
Debtor will (a) voluntarily dismiss its bankruptcy case, (b)
voluntariy convert the bankruptcy case to Chapter 7, or (c)
confirm a plan of confirmation in the bankruptcy case, on or
before April 30, 2011.

The Debtor may seek an extension of the Case Resolution Deadline,
for good cause; provided, any motion to extend the Case Resolution
Deadline must be filed prior to April 30, 2011.

In the event Debtor fails to adhere to the terms of the Order, the
Debtor agrees the U.S. Trustee may file a notice of noncompliance
and attach an order dismissing the Case with prejudice to the
refiling for a period of 180 days and the Court may dismiss the
Case without need for further notice or hearing.

Dallas, Texas-based Van Hunter Development, Ltd, filed for
Chapter 11 (Bankr. E.D. Texas Case No. 10-40052) on Jan. 4,
2010.  Singer & Levick, P.C., in Addison, Texas, serve as general
bankruptcy counsel.  In its schedules, the Debtor disclosed
$16,378,784 in assets and $15,294,367 in liabilities as of the
petition date.


VILLAGE AT CAMP: Disclosure Statement Hearing Reset to March 22
---------------------------------------------------------------
Judge D. Michael Lynn has reset the hearing to consider approval
of the disclosure statement explaining Village at Camp Bowie I,
L.P.'s bankruptcy exit plan to March 22, 2011, at 1:30 p.m.

Judge Lynn also extended the Debtor's exclusive time to confirm a
plan indefinitely.

As reported in the Troubled Company Reporter on Feb. 3, 2011,
Village at Camp Bowie I has filed a proposed Plan and explanatory
Disclosure Statement.  Pursuant to the terms of the Plan, all
creditors will be paid 100% of their Allowed Claims over time.
Funds for those payments will be sourced from cash on hand plus
$600,000 in preferred equity to be issued to participating
Interest Holders of the Debtor or third party investors and from
future revenue of the Reorganized Debtor.

Under the Plan, the Allowed Secured Claim of Western Real Estate
Equities, LLC, will be paid over a 5-year term with interest only
payments made monthly until maturity.  General unsecured creditors
will be paid 100% of their Allowed Claims, without interest,
through six monthly payments beginning on the Effective Date of
the Plan.  Interest holders will be diluted to the extent of the
new capital raised through the Preferred Equity issuance, but will
otherwise retain their interests in the Debtor under the Plan.

The Debtor's primary assets consist of the real property and
structures comprising the Village which the Debtor values for
purposes of the Plan at not less than $33,550,000 and projected
cash on hand as of the Effective Date of the Plan of $767,246.

The Debtor's main liabilities are: $31,292,824 in principal owed
to Western Real Estate Equities and approximately $64,000 in
general trade accounts payable.

The Court initially set a Feb. 10 hearing to consider the adequacy
of the Disclosure Statement.  A copy of the Disclosure Statement
is available for free at:

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

Western Real Estate Equities, a lender under a 2004 construction
loan, and the Debtor have agreed to a limited extension of
exclusivity.  The parties agreed that the Debtor's exclusive
period to obtain acceptances of its Plan is extended until the
Court concludes hearing on Western Real Estate Equities' motion
for relief from the automatic stay imposed in the bankruptcy case
and the lender's other request for valuation of the Village at
Camp Bowie property.  Western Real Estate Equities has asked the
Court to hold a valuation hearing and determine the value of the
Debtor's property so that the case can be efficiently administered
and the Court can prevent further wasting of estate assets.

The Debtor filed for bankruptcy to halt foreclose of Western Real
Estate Equities' lien, which secures in excess of $31 million in
debt.  Western Real Estate Equities has argued that the Debtor's
cash flow is insufficient to service the debt.  The lender said
the Debtor is in default on its obligation, and has no equity or,
at best, miniscule equity in the lender's collateral.  The lender
does not believe reorganization is feasible.  The lender wants the
stay lifted so it can proceed with foreclosure.

In its schedules filed in August 2010, the Debtor scheduled the
amount of the lender's secured claim at $31.292 million and
estimated the property's value at $34 million.

The Debtor has filed with the Court a proposed Stipulation and
Agreed Order giving it continued use of Cash Collateral through
March 31, 2011.

Western Real Estate Equities is represented in the case by:

          J. Robert Forshey, Esq.
          Matthew G. Maben, Esq.
          Kristin Schroeder, Esq.
          FORSHEY & PROSTOK, LLP
          777 Main Street, Suite 1290
          Forth Worth, TX 76102
          Telephone: 817-877-8855
          E-mail: bforshey@forsheyprostok.com
                  mmaben@forsheyprostok.com
                  kschroeder@forsheyprostok.com

                      About Village at Camp

Dallas, Texas-based Village at Camp Bowie I, L.P., is the owner of
a mixed use real estate development located in Forth Worth, Texas,
on Camp Bowie Boulevard between Bryant Irvin Road an Ridglea
Avenue, about 1/2 mile south of I-30 an known as the Village at
Camp Bowie.  The Debtor filed for Chapter 11 bankruptcy protection
on August 2, 2010 (Bankr. N.D. Tex. Case No. 10-45097).  J. Mark
Chevallier, Esq., at McGuire, Craddock & Strother, P.C., in
Dallas, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.


WASHINGTON MUTUAL: Equity Committee Now Has Two Members
-------------------------------------------------------
Pursuant to Section 1102(a)(1) of the Bankruptcy Code, Roberta A.
DeAngeles, the United States Trustee for Region III, filed her
fourth notice of appointment of the Official Committee of Equity
Security Holders in In re Washington Mutual, Inc., et al.  The two
current members of the Equity Committee are Michael Willingham and
Ho Pham.  This amendment reflects the resignation of Tim Pitsker
from the Committee as of Feb. 23, 2011.

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment.  When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  Fred S. Hodera, Esq., at Akin Gump Strauss Hauer &
Fled LLP in New York City and David B. Stratton, Esq., at Pepper
Hamilton LLP in Wilmington, Del., represent the Official Committee
of Unseucred Creditors.  Stephen D. Susman, Esq., at Susman
Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A.,
represent the Equity Committee.  Stacey R. Friedman, Esq., at
Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath &
Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which
acquired WaMu's assets prior to the Petition Date.


WB SANCTUARY: Files Schedules of Assets and Liabilities
-------------------------------------------------------
WB Sanctuary Development Partners, LP, has filed with the U.S.
Bankruptcy Court for the Southern District of Texas, its schedules
of its assets and liabilities, disclosing:

  Name of Schedule                    Assets           Liabilities
  ----------------                   ----------        -----------
A. Real Property                             $0
B. Personal Property                 $1,400,005
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                       $9,443,710
E. Creditors Holding
   Unsecured Priority
   Claims                                                       $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $660,736
                                     ----------        -----------
      TOTAL                          $1,400,005        $10,104,446

A complete text of the Schedules of Assets & Liabilities is
available for free at http://bankrupt.com/misc/WBSanctuary.SAL.pdf

                         About WB Sanctuary

Dallas, Texas-based WB Sanctuary Development Partners, LP, filed
for Chapter 11 bankruptcy protection on December 6, 2010 (Bankr.
S.D. Tex. Case No. 10-41169).  Micheal W. Bishop, Esq., at Looper
Reed, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.


WES CONSULTING: Name Changed to Liberator Inc.
----------------------------------------------
Effective Feb. 28, 2011, WES Consulting, Inc., changed its name to
"Liberator, Inc." by filing an Articles of Amendment to its
Articles of Incorporation with the Florida Department of State.  A
copy of the Articles of Amendment is available for free at:

              http://ResearchArchives.com/t/s?7482

In addition, effective March 4, 2011, the Company's quotation
symbol on the Over-the-Counter Bulletin Board will change from
WSCU to LUVU.  The new CUSIP number is 53012Q 10 7.

                       About WES Consulting

Atlanta, Ga. - based WES Consulting, Inc. (OTC BB: WSCU) was
incorporated February 25, 1999, in the State of Florida.  Until
October 19, 2009, the Company was in the business of consulting
and commercial property management.  On October 19, 2009, the
Company entered into a Merger and Recapitalization Agreement with
Liberator, Inc., a Nevada corporation.  Pursuant to the Agreement,
Liberator merged with and into the Company, with the Company
surviving as the sole remaining entity.  The Merger has been
accounted for as a reverse merger.

The Company is a designer and manufacturer of various specialty
furnishings for the sexual wellness market.  The Company's sales
and manufacturing operation are located in the same facility in
Atlanta, Georgia.  Sales are generated through the internet and
print advertisements.

The Company's balance sheet at June 30, 2010, showed $3.1 million
in total assets, $3.9 million in total liabilities, and a
stockholders' deficit of $738,000.

Gruber & Company, LLC, in Lake Saint Louis, Mo., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
incurred a net loss of $1.0 million and $3.6 million for the years
ended June 30, 2010, and 2009, respectively, and as of June 30,
2010, the Company had an accumulated deficit of $6.2 million and a
working capital deficit of $676,989.


W.R. GRACE: Garlock Wants to Intervene in 12 Bankruptcy Cases
-------------------------------------------------------------
Pittsburgh Corning Garlock Sealing Technologies LLC seeks an order
from the U.S. Bankruptcy Court for the District of Delaware and
the U.S. Bankruptcy Court for the Western District of Pennsylvania
to intervene in the bankruptcy cases of these 12 entities for the
limited purpose of establishing its right to access certain
judicial records:

       * Owens Corning
       * ACandS, Inc.
       * Armstrong World Industries, Inc.
       * Combustion Engineering, Inc.
       * The Flintkote Company
       * Kaiser Aluminum Corp.
       * US Mineral Products Company
       * USG Corp.
       * W.R. Grace & Co.
       * Mid-Valley, Inc.
       * North American Refractories Co.
       * Pittsburgh Corning Corp.

Garlock is filing the Motion to Intervene at the direction of the
Court and in furtherance of its Original 2019 Access Motions.
The 2019 Motions seek access to exhibits to 2019 Statements that,
while filed with the Clerk of the Court, have been omitted from
the electronic docket pursuant to orders of the Court requiring a
motion to obtain access.

Garlock is seeking to address its asbestos liabilities in its own
bankruptcy proceedings in the U.S. Bankruptcy Court for the
Western District of North Carolina before Judge George R. Hodges.
Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell
LP, in Wilmington, Delaware, asserts that the Rule 2019 Exhibits
are relevant to an assessment of those liabilities of Garlock.

Garlock maintains that it has standing to intervene in the
Bankruptcy Cases.  Any member of the public has standing to
intervene to vindicate the right to public access to documents
filed in court, Mr. Werkheiser relates.  Garlock, in particular,
he points out, has a right to intervene because its access to the
2019 Exhibits is being impeded and it needs the information
contained therein for its own bankruptcy reorganization.

Furthermore, Mr. Werkheiser adds, Garlock's Motion to Intervene
Motion and the 2019 Access Motions are timely and do not unduly
prejudice any party whose interests the Delaware Court is
required to consider, because Garlock seeks only to litigate its
right of access to the 2019 Exhibits -- an important interest
that courts have recognized may be vindicated at any time.

                      About W.R. Grace & Co.

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.

The Company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones,
LLP, represent the Debtors in their restructuring effort.  The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.  Stroock
& Stroock & Lavan, LLP, and Duane Morris, LLP, represent the
Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace and its debtor affiliates, with the support of the
Official Committee of Asbestos Personal Injury Claimants, the
Asbestos PI Future Claimants' Representative and the Official
Committee of Equity Security Holders, have submitted a proposed
Chapter 11 plan of reorganization.  The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  The Plan confirmation hearing
wrapped up on Jan. 25.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates.  (http://bankrupt.com/newsstand/or 215/945-7000)


* February Bankruptcy Filings Continue Lagging 2010
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports the although bankruptcy filings of all types perked up in
February from January's pace, they trail last year by 7.4%.
February filings totaled 109,000, representing a 12.5% increase at
a daily rate compared with January, according to data compiled
from court records by Epiq Systems Inc.  February's total filings
fell 7.4% from a year earlier, while commercial filings fell 13%
to 5,900, Epiq's statistics reveal.

According to the report, larger companies filing to reorganize or
liquidate in Chapter 11 also declined.  The almost 1,000 new
Chapter 11s in February fell 10.5% from the year before.

Mr. Rochelle relates that according to bankruptcydata.com, eight
public companies initiated Chapter 11 proceedings in February,
bringing the total to 15 this year, compared with 18 over the
first two months of 2010.

The decline in business and individual bankruptcies is coincident
with improving business revenue, Sageworks Inc. reports. Among the
smaller companies they study, construction was the only sector in
2010 not showing an increase in sales over 2009.


* Private Employers May Deny Job to a Bankrupt Person
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that private employers are entitled to deny a job to
someone who filed for bankruptcy, the U.S. Court of Appeals in New
Orleans ruled on March 4, in Burnett v. Stewart Title Inc. (In re
Burnett), 10-20250, 5th U.S. Circuit Court of Appeals (New
Orleans).

According to the report, the outcome stemmed from a different
wording in two provisions of the Bankruptcy Code, Circuit Judge
Carolyn D. King said in her opinion for the three-judge panel from
the 5th Circuit.

Mr. Rochelle discloses that the case involved an individual who
was offered a job from a private employer, contingent on a
background check and drug test. The background test turned up a
prior bankruptcy, and the job offer was rescinded.  The bankruptcy
judge dismissed her suit from wrongful denial of employment, and
the district court affirmed.  The Court of Appeals affirmed.


* D. Schrier-Rape Joins Goodwin Procter's Restructuring Practice
----------------------------------------------------------------
Goodwin Procter LLP, a national Am Law 50 firm, announced today
that Deborah L. Schrier-Rape has joined the firm's Business Law
Department in its Financial Restructuring practice.  Schrier-Rape
will be based in Goodwin's San Diego office and her practice will
focus on bankruptcy, insolvency, out-of-court restructurings and
creditors' rights.  She joins Goodwin from her own firm in Dallas
where she has practiced since 2002.

Schrier-Rape has advised a wide variety of financial institutions,
communications corporations, retailers, technology companies and
other parties in corporate restructuring and litigation matters.
While at Andrews & Kurth and as a principal of her own firm in
Dallas, her work included leading the representation of NextWave
Telecom and successfully confirming NextWave and its affiliates'
Chapter 11 cases, which protected NextWave's assets valued in
excess of $5 billion and finalized only after the United States
Supreme Court affirmed a D.C. Circuit decision preserving
NextWave's right to its wireless spectrum licenses.

Prior to her work at Schrier-Rape P.C., she was a partner at
Andrews & Kurth in Dallas where she co-led the bankruptcy practice
and led the successful argument before the Fifth Circuit Court
that upheld and affirmed confirmation of the General Wireless (now
Metro PCS) Chapter 11 plan. Her other clients at Andrews & Kurth
included NextWave, Hewlett-Packard, Wells Fargo and Zale
Corporation.

"Deborah's expertise and experience in financial restructuring
further enhances the firm's nationally recognized bankruptcy
practice, and her local presence will enable us to better serve
clients across our expanding California office network," said
Stephen Ferruolo, partner and San Diego office Chair.

Schrier-Rape received her B.A. degree, magna cum laude, from
DePauw University and her J.D. degree (with distinction) from
Stanford Law School.  She is admitted to practice in Colorado and
Texas and before the U.S. Supreme Court, the Courts of Appeals for
the Second, Third, Fifth, Tenth and D.C. Circuits and the state
courts in Colorado and Texas.  She is also a member of the
Bankruptcy Institute and the American Bar Association.

She can be reached at (858) 202-2751 or DSR@goodwinprocter.com.

                        About Goodwin Procter

Goodwin Procter LLP -- http://www.goodwinprocter.com/-- is one of
the nation's leading law firms, with offices in Boston, Hong Kong,
London, Los Angeles, New York, San Diego, San Francisco, Silicon
Valley and Washington, D.C. The firm provides corporate law and
litigation services, with a focus on matters involving real
estate, REITs and real estate capital markets; private equity;
technology companies; financial services; intellectual property;
products liability and mass torts; and securities litigation and
white collar defense.


* Perkins Coie Opens New NY Office with Former Arent Fox Partner
----------------------------------------------------------------
Bankruptcy Law360 reports that Perkins Coie LLP said Monday that
it hired a restructuring partner away from Arent Fox LLP to lead
the firm's new New York office.  Law360 says the opening of the
new office and the addition of Schuyler G. Carroll will broaden
the firm's restructuring practice, allowing it to represent
clients in bankruptcy proceedings.


* Saybrook Capital Discusses Next Situations Fund With Investors
----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that distressed investor Saybrook
Capital LLC is in preliminary discussions with investors about its
second fund, according to prospective limited partners.

Saybrook Capital, LLC -- http://www.saybrook.net/-- is an
investment bank specializing in fund management, corporate
restructuring, real estate and tax-exempt finance. Founded in
1990, Saybrook is a NASD-registered underwriter and broker-dealer,
having brought to market and sold over $20 billion in securities.
The firm also manages more than $300 million in capital, seeking
to achieve above-market yields in niche sectors.  Saybrook Capital
is headquartered in Santa Monica with offices in New York, San
Francisco and Seattle.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Mar. 7-9, 2011
  INTERNATIONAL COUNCIL OF SHOPPING CENTERS
     Debt Workout, Transactions, and Repositioning of
     Distressed Assets
        The Wharton School, University of Pennsylvania,
        Philadelphia, Pa.
           Contact: 1-646-728-3468 or www.icsc.org/2011UV

Mar. 7-9, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Conrad Duberstein Moot Court Competition
        Duberstein U.S. Courthouse, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 10, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - Florida
        Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 10-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     SUCL/ Alexander L. Paskay Seminar on
     Bankruptcy Law and Practice
        Marriott Tampa Waterside, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 17-19, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Byrne Judicial Clerkship Institute
        Pepperdine University School of Law, Malibu, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Mar. 31-Apr. 3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 27-29, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott, Chicago, IL
           Contact: http://www.turnaround.org/

May 5, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Nuts and Bolts - New York City
        Association of the Bar of the City of New York,
        New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

May 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     New York City Bankruptcy Conference
        Hilton New York, New York, N.Y.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Canadian-American Cross-Border Insolvency Symposium
        Fairmont Royal York, Toronto, Ont.
           Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Central States Bankruptcy Workshop
        Grand Traverse Resort and Spa, Traverse City, Mich.
              Contact: http://www.abiworld.org/

July 21-24, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Northeast Bankruptcy Conference
        Hyatt Regency Newport, Newport, R.I.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 27-30, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Sanctuary at Kiawah Island, Kiawah Island, S.C.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hotel Hershey, Hershey, Pa.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     NCBJ/ABI Educational Program
        Tampa Convention Center, Tampa, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. __, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     International Insolvency Symposium
        Dublin, Ireland
           Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
  TURNAROUND MANAGEMENT ASSOCIATION
     Hilton San Diego Bayfront, San Diego, CA
        Contact: http://www.turnaround.org/

Dec. 1-3, 2011
  AMERICAN BANKRUPTCY INSTITUTE
     23rd Annual Winter Leadership Conference
        La Quinta Resort & Spa, La Quinta, Calif.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 3-5, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        Grand Hyatt Atlanta, Atlanta, Ga.
           Contact: http://www.turnaround.org/

Apr. 19-22, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Annual Spring Meeting
        Gaylord National Resort & Convention Center,
        National Harbor, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Southeast Bankruptcy Workshop
        The Ritz-Carlton Amelia Island, Amelia Island, Fla.
           Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Mid-Atlantic Bankruptcy Workshop
        Hyatt Regency Chesapeake Bay, Cambridge, Md.
           Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Westin Copley Place, Boston, Mass.
           Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
  AMERICAN BANKRUPTCY INSTITUTE
     Winter Leadership Conference
        JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
           Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Spring Conference
        JW Marriott Chicago, Chicago, Ill.
           Contact: http://www.turnaround.org/

October 3-5, 2013
  TURNAROUND MANAGEMENT ASSOCIATION
     TMA Annual Convention
        Marriott Wardman Park, Washington, D.C.
           Contact: http://www.turnaround.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: Feb. 27, 2011

                           *********

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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