TCR_Public/110311.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, March 11, 2011, Vol. 15, No. 69

                            Headlines

2626 BWAY: Court Dismisses Chapter 11 Case
6TH & CEDAR: Case Summary & 4 Largest Unsecured Creditors
11700 SAN JOSE: Plan Confirmation Hearing Set for April 14
A. CORDERO BADILLO: Wants to Sell Grocery Store at Reduced Price
ACORN ELSTON: Wants to Keep Control of Case, Cites Equity Cushion

AES THAMES: U.S. Trustee Forms 5-Member Creditors Committee
AES THAMES: Wants to Hire Houlihan Lockey as Financial Advisor
AGE REFINING: To Auction Off Refinery Next Month
ALION SCIENCE: Incurs $15.23 Million Net Loss in Fiscal 2010
ALLEN PARK: S&P Downgrades Rating on GO Bonds to 'BB+'

AMERICAN INSTITUTIONAL: Voluntary Chapter 11 Case Summary
ANCHOR BLUE: Judge Approves Plan to Scrap Leases for 75 Stores
ARLINGTON GLASS: Case Summary & 12 Largest Unsecured Creditors
ASARCO LLC: Tackles Pilgrim's Pride Opinion on Fees Issue
ASARCO LLC: Sterlite Reimbursement Requests to Be Heard June 13

ASARCO LLC: Challenges Bankr. Ruling on $975,000 Fee for Barclays
AURASOUND INC: Restates Sept. 30 Quarter Report to Correct Errors
ATM FINANCIAL: IRS Prevails in Fraudulent Transfer Litigation
BATAA/KIERLAND, LLC: Files for Chapter 11 in Arizona
BATAA/KIERLAND, LLC: Voluntary Chapter 11 Case Summary

BERNARD L. MADOFF: Fairfield Battles HSBC, Others Over Venue
BLOCKBUSTER INC: Gets Green Light to Sell Assets
CAPSALUS CORP: Acquires Progressive Home Health Franchise
CATHOLIC CHURCH: Wilm. Wants Plan Exclusivity Until April 19
CATHOLIC CHURCH: Two Milw. Priests Removed Due to Allegations

CATHOLIC CHURCH: Wilm. Gets OK to Sell Bancroft Property for $385K
CB HOLDING: Bugaboo Creek Sells for $10 Million at Auction Sale
CELL THERAPEUTICS: Series 10 Articles of Amendment Effective
CHECKBURGERS SALISBURY: Case Summary & 15 Largest Unsec. Creditors
CHINA TEL GROUP: Incurs $1.93-Mil. Net Loss in Sept. 30 Quarter

CITADEL BROADCASTING: Inks $2.4BB Merger Deal With Cumulus Media
CITADEL BROADCASTING: Briscoe Probes Legal Claims
CITADEL BROADCASTING: Robbins Umeda Probes Shareholder Acquisition
CKE RESTAURANTS: S&P Downgrades Corporate Credit Rating to 'B-'
CLAIM JUMPER: Files Liquidating Chapter 11 Plan

COLTS RUN: Court Orders for Chapter 11 Trustee to Take Over
CORNERSTONE BANCSHARES: Incurs $2.96-Mil. Loss in Dec. 31 Qtr.
CORONELLA PROPERTIES: Riley Law Group Remains in Case
CRYOPORT INC: Agreement With Federal Express Kept Confidential
CUMULUS MEDIA: Inks $2.4BB Deal to Acquire Citadel

CUMULUS MEDIA: Robbins Umeda Probes Citadel Acquisition
CUMULUS MEDIA: Briscoe Probes Legal Claims Against Citadel
CUMULUS MEDIA: Richard Denning Owns 94,112 Common Shares
DAVID BROWN: Creditors Want to Take Properties
DAVIE YARDS: Obtains April 1 Extension of CCAA Stay Order

DEEP DOWN: Restates 2010 Form 10-Qs Due to Errors
DELUXE CORP: S&P Affirms 'BB-' Rating, Gives Stable Outlook
DILLARD LAND: Judge Sacca Dismisses Chapter 11 Case
DOLPHIN DIGITAL: Engages RBSM LLP as Independent Accountant
DULUTH ECONOMIC: S&P Gives Stable Outlook on $48.8 Mil. Bonds

DUPONT FABROS: S&P Assigns 'B-' Rating to $90 Mil. Preferred Stock
DYNEGY INC: Warns of Potential Chapter 11 Filing
E-BRANDS RESTAURANT: Tavistock Buys 7 Restaurants for $11-Mil.
EASTON TENNIS: Two Tennis Professionals Acquires Assets
ELM STREET: Case Summary & 20 Largest Unsecured Creditors

ENCOMPASS DIGITAL: S&P Assigns 'B' Corporate Credit Rating
ENERGYCONNECT GROUP: Increase of Base Salary of Execs. Approved
ENIVA USA: Has Court's Interim Nod to Use Cash Collateral
ENIVA USA: Taps Ravich Meyer as Bankruptcy Counsel
ENIVA USA: Wants To Hire GuideSource as Financial Consultant

EQUIPMENT MANAGEMENT: FCC Wants to Trustee, Cites Funds Use
EQUIPMENT MANAGEMENT: Wants Until April 15 to Files Schedules
EXTRA ROOM: Court Rules on Payment to Principal's Ex-Spouse
EVERGREEN ENERGY: Edgehill Partners Discloses 5.6% Equity Stake
FOXCO ACQUISITION: S&P Raises Corporate Credit Rating to 'B'

G2 MATERIAL: Case Summary & 20 Largest Unsecured Creditors
GAMETECH INT'L: Chennault Resigns; Robinson Hired as Replacement
GC MERCHANDISE: Asks for Court's Permission to Use Cash Collateral
GC MERCHANDISE: Section 341(a) Meeting Scheduled for March 30
GC MERCHANDISE: Taps Franklin Skierski as General Bankr. Counsel

GENERAL MOTORS: Chris Lidell to Step Down as CFO
GENERAL MOTORS: Old GM Creditors to Receive New GM Stock April 1
GENERAL MOTORS: Brown Rudnick Files Rule 2019 Statement
GENERAL MOTORS: UAW Wants New GM Dispute Out of Bankruptcy Court
GENERAL MOTORS: M. Schwartz's $334MM Class Claim Expunged

GLOUCESTER ENGINEERING: Blue Wolf Stays as Majority Investor
GREAT ATLANTIC & PACIFIC: NYSE to Delist A&P's Securities
GRIFFON CORP: S&P Assigns 'BB-' Corporate Credit Rating
GSC GROUP: Ch. 11 Trustee Wants Bonuses for Remaining Employees
GUIDED THERAPEUTICS: Updates FDA Review of Cervical Cancer Test
H&H CONSTRUCTION: Court Affirms Dismissal of Suit v. Power Comm

HCA HOLDINGS: Common Stock Listed on New York Stock Exchange
HEALTHSOUTH CORP: Presented at Raymond and Goldman Conference
HF THREE: Trustee Wants Case Dismissed or Converted to Chapter 7
HOWREY LLP: To Dissolve Operations Effective March 15
HSH DELAWARE: Plan of Reorganization Declared Effective

HYTHIAM INC: Change of Company Name to Catasys Approved
ICOP DIGITAL: Safety Vision Takes Business After Auction
IMPLANT SCIENCES: Restates 2009 Financial Statements
INDIANTOWN COGENERATION: S&P Affirms 'BB+' Rating to Senior Debt
INT'L COMMERCIAL: Issues 2.35-Mil. Stock Options to Employees

J&J WAREHOUSE: Section 341(a) Meeting Scheduled for April 12
JACKMAN FINANCIAL: Case Summary & 13 Largest Unsecured Creditors
JAMES RIVER: S&P Puts 'B-' Corp. Rating on CreditWatch Positive
JEVIC HOLDING: Has Access to Cash Collateral Until June 30
K-V PHARMACEUTICAL: Plans to Offer $200MM of Sr. Secured Notes

KATUMBH LLC: Travelodge Hotel Has $1.8-Mil. in Debts
KAUPTHING BANK: UK, Iceland Arrest 9 in Kaupthing Collapse Probe
KRONOS INTERNATIONAL: Reports $86.50 Million Net Income in 2010
L A X LLC: Case Summary & 8 Largest Unsecured Creditors
LACK'S STORES: Finger Furniture Gets Lease Right to Clute Location

LACK'S STORES: Has Until May 16 to Propose Chapter 11 Plan
LECG CORP: Transfers Certain Assets to Grant Thornton
LEVEL 3 COMMS: Inks $500 Million Indenture With New York Mellon
LOCAL INSIGHT: S&P Withdraws 'D' Corporate Credit Rating
LODGE NORTH: Case Summary & 25 Largest Unsecured Creditors

M & T REPAIR: Case Summary & 20 Largest Unsecured Creditors
M-WISE INC: All Assets to be Acquired by Vringo
MAJESTIC STAR: Court Approves Appointment of Mediator
MEG ENERGY: S&P Assigns 'BB' Rating to $500 Mil. Senior Debt

METAMORPHIX INC: Noteholders to Buy Assets for $6 Million
MGM RESORTS: Has 20,000 Stock Appreciation Rights
MMM DIVERSIFIED: Case Summary & 3 Largest Unsecured Creditors
MONEYGRAM INT'L: Announces Recapitalization Pact With THL
MSR RESORT: Has Until March 18 to File Schedules and Statements

MSR RESORT: Wins Nod for Kirkland & Ellis as Bankruptcy Counsel
NEW STREAM: Investors Approve Plan of Reorganization
NEWASURION CORP: S&P Assigns 'B+' Counterparty Credit Rating
NUVILEX INC: Posts $124,100 Net Loss in Jan. 31 Quarter
ONE RENAISSANCE: Case Summary & 11 Largest Unsecured Creditors

OSHKOSH CORP: S&P Raises Corporate Credit Rating to 'BB'
PACIFICHEALTH LABS: WeiserMazars LLP Raises Going Concern Doubt
PATRICK HACKETT: Midtown Shopping Plaza Excluded From Auction
PET RITZ: Case Summary & 3 Largest Unsecured Creditors
PETRA FUND: Disclosure Statement Hearing on April 6

PINNACLE DEVELOPMENT: 2 Pinnacle Homes Partnerships in Ch. 11
PIONEER VILLAGE: Has Access to Cash Collateral Until May 31
PIONEER VILLAGE: U.S. Trustee Names Five to Creditors Committee
PJ FINANCE: Organizational Meeting to Form Panel on March 16
PROTEONOMIX INC: Inks License Pact With Cohen McNiece Foundation

QUALITY MARKET: Owners File for Chapter 11
RADIO ONE: S&P Raises Corporate Credit Rating to 'B-'
RAY'S COLLISION: Case Summary & 20 Largest Unsecured Creditors
RDK TRUCK: Files Schedules of Assets And Liabilities
ROBB & STUCKY: To Begin Going Out of Business Sale

ROBB & STUCKY: Committee Taps Cooley LLP as Lead Counsel
ROBB & STUCKY: Panel Taps Broad And Cassel as Local Fla. Counsel
SAINT VINCENTS: Plan for New Medical Center Opposed
SANSWIRE CORP: Enters Into a $200,000 Secured Promissory Note
SBARRO INC: Forbearance Agreement Extended Until April 1

SCANWOOD CANADA: To Temporarily Shut Down Operations
SCI REAL ESTATE: Wants Until March 18 to File Schedules
SEAHAWK DRILLING: Judge Approves Breakup Fee for Hercules
SEAHAWK DRILLING: Creditors Committee Wants Alternative Financing
SEAHAWK DRILLING: Taps Sitrick & Co. as Corp. Comms. Consultant

SEP RIVERPARK: Files Plan of Reorganization & Disclosure Statement
SHERWOOD FARMS: Plan Confirmation Hearing Moved to March 16
SHERWOOD FARMS: To Auction Assets on March 15
SHS RESORT: Plan Confirmation Hearing on April 20
SIX3 SYSTEMS: S&P Assigns Corporate Credit Rating at 'B'

SMART ONLINE: Sells Additional $325,000 of Secured Note
SOUTHWEST STAINLESS: Case Summary & 20 Largest Unsecured Creditors
STATION CASINOS: Resolves CAI Disputes on Propco Rights Offering
STATION CASINOS: To Keep Name After Bankruptcy Emergence
STATION CASINOS: TPG Capital & Apollo to Take Over Aliante Station

SUSTAINABLE ENVIRONMENT: Amends Report on Pro Water Acquisition
TEE INVESTMENT: Section 341(a) Meeting Scheduled for April 4
TEE INVESTMENT: WBCMT 2006-C27 Tries to Block Cash Collateral Use
TN METRO HOLDINGS: Apartment Project in Chapter 11
TRIBUNE CO: Wants Removal Period Extended Until June 30

TRIBUNE CO: Court OKs $52-Mil. Contribution to Food Network
TRIBUNE CO: Illinois Court Certifies Workers' ERISA Suit
UNIVERSAL BUILDING: Clean-up Expense Not Administrative Claim
URBAN WEST: Case Summary & 20 Largest Unsecured Creditors
VALLEJO, CA: Told to Amend Disclosure by March 29

VERENIUM CORPORATION: Incurs $5.35 Million Net Loss in 2010

* Moody's Gives Banking Industry Credit Update for 4th Quarter

* BOOK REVIEW: Performance Evaluation of Hedge Funds

                            *********

2626 BWAY: Court Dismisses Chapter 11 Case
------------------------------------------
Judge Shelley C. Chapman issued an order on Feb. 17 dismissing the
Chapter 11 case of 2626BWAY LLC, at the behest of Broadway Metro
Associates LP, the Debtor's former landlord.  The Debtor leased
Broadway's commercial building in New York.  Broadway said the
bankruptcy case was undertaken by the Debtor in bad faith and for
the sole purpose of allowing the Debtor to gain the benefit of the
automatic stay to prevent the landlord from moving forward with
its eviction and seeking monetary damages in excess of $4 million
from the Debtor in several state court litigations.  Broadway said
the Debtor has failed to make rent payments since August 2008 and
owes at least $1.1 million in arrears.  Broadway noted that the
Debtor filed for bankruptcy shortly after termination of the lease
and issuance by the New York County Civil Court of a possessory
judgment in the landlord's favor.

Broadway was represented by:

         M. Teresa Daley, Esq.
         Andrea J. Lawrence, Esq.
         M. TERESA DALEY LAW OFFICES P.C.
         520 Eighth Avenue, 24th Floor
         New York, NY 10018
         Telephone: 212-560-3941
         Facsimile: 917-351-0983

                         About 2626 BWAY

New York-based 2626 BWAY, LLC, owns the The Metro Theater at 2626
Broadway, a landmarked Upper West Side building, between West 99th
and West 100th streets in Manhattan.  2626 BWAY filed for Chapter
11 bankruptcy protection on September 3, 2010 (Bankr. S.D.N.Y.
Case No. 10-14731).  Arnold Mitchell Greene, Esq., at Robinson
Brog Leinwand Greene Genovese & Gluck, P.C., assists the Debtor in
its restructuring effort.  The Debtor estimated assets at
$10 million to $50 million and debts at $1 million to $10 million
as of the Petition Date.


6TH & CEDAR: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 6th & Cedar, LLC
        11504 W. 183rd Street, Suite SW & NW
        Orland Park, IL 60467

Bankruptcy Case No.: 11-09621

Chapter 11 Petition Date: March 8, 2011

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

Judge: Carol A. Doyle

Debtor's Counsel: Chester H. Foster, Jr., Esq.
                  FOSTER & SMITH
                  3825 W 192nd St.
                  Homewood, IL 60430
                  Tel: (708) 799-6300
                  Fax: (708) 799-6339
                  E-mail: chf@fostersmithlaw.com

Scheduled Assets: $0

Scheduled Debts: $36,487,046

A list of the Company's four largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb11-09621.pdf

The petition was signed by John J. Mayher, Jr., managing member.


11700 SAN JOSE: Plan Confirmation Hearing Set for April 14
----------------------------------------------------------
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida will convene a hearing on April 14, 2011, at
9:00 a.m., to consider confirmation of 11700 San Jose Boulevard,
LLC's Plan of Reorganization as of Nov. 24, 2010.  Objections, if
any, are due seven days prior to the hearing date.

Ballots accepting or rejecting the Plan are due April 4.

According to the Disclosure Statement, the Plan provides for
payment of allowed administrative, priority, secured, and
unsecured claims.  The Debtor will make payments with money
obtained from owning and leasing Mandarin South Shopping Center in
Jacksonville, Florida.

Under the Plan, the Debtor proposes to pay Class 3 unsecured
claims in full, with no interest over 10 years.

The Debtor will make, among other things, to pay Class 4 Secured
Claim of Park Avenue Bank:

   -- monthly interest only payments for 6% for the first five
      years of the Plan; and

   -- monthly interest only payments amounting to $51,415
      amortized over 20 year term at an interest rate of 6% until
      the maturity date.

All Class 5 Equity Interest will be retained and all rights and
privileges as shareholders will remain unaltered

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/11700SanJose_DS.pdf

                       About 11700 San Jose

11700 San Jose Boulevard, LLC, is a Florida Limited Company which
owns and leases out a piece of commercial real estate in
Jacksonville, Florida.

11700 San Jose filed for Chapter 11 bankruptcy protection on
July 27, 2010 (Bankr. M.D. Fla. Case No. 10-06484).  Kevin B.
Paysinger, Esq., at Bankruptcy Law Firm of Lansing J. Roy, assists
the Debtor in its Chapter 11 case.  The Debtor disclosed
$11,268,667 in assets and $7,782,512 in liabilities as of the
Petition Date.  The U.S. Trustee was unable to form a creditors
committee.

An affiliate, Mardi Investments #2, LLC, filed a separate Chapter
11 petition on June, 25, 2010 (Bankr. M.D. Fla. Case No. 10-
05524).


A. CORDERO BADILLO: Wants to Sell Grocery Store at Reduced Price
----------------------------------------------------------------
The Hon. Sara De Jesus of the U.S. Bankruptcy Court for the
District of Puerto Rico will convene a hearing on March 11, 2011,
at 11:00 a.m., to consider A. Cordero Badillo's sale of its Coamo
grocery store to Angel H. Bonilla and Alfredo Soegard for
$1,800,000.

The Debtor related that on Oct. 18, 2010, the buyers offered to
buy the assets for $2,500,000.  However, the buyers have reduced
the offer because, among other things, (i) the store has ceased
operations and is closed, and as a result customers have been
lost, well as the basis of the sale existing when the store was in
operation; (ii) due to lack of daily maintenance, the conditions
of the store in general continue to be affected; and (iii) there
is a Wal-Mart store in Coamo, which impacts said market.

At the hearing the Court will also consider the objections of
Pepsi Cola Puerto Rico Distributing, LLC, and PDCM Associates,
S.E.

The Debtor is represented by:

     Charles A. Cuprill-Hernandez, Esq.
     CHARLES A. CUPRILL, P.S.C., LAW OFFICES
     356 Fortaleza Street - Second Floor
     San Juan, PR 00901
     Tel: (787) 977-0515
     Fax: (787) 977-0518
     E-Mail: ccuprill@cuprill.com

                     About A. Cordero Badillo

Catano, Puerto Rico-based A. Cordero Badillo, Inc., aka
Supermercados Grande, filed for Chapter 11 bankruptcy protection
(Bankr. D. P.R. Case No. 10-10705) on Nov. 12, 2010.  Charles
Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office,
assists the Debtor in its restructuring effort.  The Debtor
disclosed $5,424,595 in assets and $35,470,180 in liabilities as
of the Chapter 11 filing.

On Dec. 15, 2010, Donald F. Walton, the U.S. Trustee for Region
21, appointed these persons to the Official Committee of Unsecured
Creditors in the Debtor's Chapter 11 case:

1. De La Cruz & Asc, Inc.
2. Pepsi Cola Puerto Rico Distributing, LLC
3. Mi Pan Asociados, Inc.
4. V. Suarez y Co, Inc.
5. Marvel International, Inc.
6. Drogueria Betances, Inc.
7. Kraft Foods Puerto Rico/Cadbury Adams Puerto Rico


ACORN ELSTON: Wants to Keep Control of Case, Cites Equity Cushion
-----------------------------------------------------------------
Acorn Elston LLC asks the U.S. Bankruptcy Court for the Southern
District of New York to extend its exclusive periods to file a
Chapter 11 plan of reorganization until April 11, 2011, and t
solicit acceptances of that plan until June 10, 2011.

The Debtor believes that the value of the lender's prepetition
collateral provides a very healthy equity cushion for the Lender
and is sufficient to provide a significant return to the Debtor's
unsecured creditors.  The Debtor said an extension will allow it
to continue to pursue its goal of preserving that value for the
benefit of its stakeholders -- particularly unsecured creditors
and equity holders -- rather than suffer the forfeiture of that
value to the lender.

A hearing is set on March 17, 2011, at 10:00 a.m. (Prevailing
Eastern Time) to consider the Debtor's request for extension.
Objections, if any, are due March 10, 2011 at 4:00 p.m.
(Prevailing Eastern Time).

                       About Acorn Elston

Acorn Elston, LLC, owns the real property, together with the
improvements situated thereon, known as Elston Plaza Shopping
Center, a grocery-anchored retail shopping center in Chicago,
Illinois.

On May 15, 2009, a court appointed C. Michelle Panovich as
receiver with respect to lender Road Bay Investments, LLC's
collateral.

The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 10-14807) on Sept. 11, 2010.  Lawrence F. Morrison, Esq., and
Kasowitz, Benson, Torres & Friedman LLP, represent the Debtor in
its restructuring effort.  The Debtor disclosed $21.92 million in
assets and $16.49 million in liabilities as of the Chapter 11
filing.


AES THAMES: U.S. Trustee Forms 5-Member Creditors Committee
-----------------------------------------------------------
Roberta A. DeAngelis, U.S. Trustee for Region 3, last month, named
five members to sit on an official committee of unsecured
creditors in the Chapter 11 case of AES Thames, L.L.C.

The Creditors Committee members are:

1. ICG, LLC
   Attn: Christina Brumley
   300 Corporate Centre Drive
   Scott Depot, WV 25560
   Tel: (304) 760-2621
   Fax: (815) 572-0531

2. Headwaters Resources
   Attn: Curtis J. Brown
   10653 S. River Front Parkway, Suite 300
   South Jordan UT 84095
   Tel: (610) 222-8116

3. Moran Towing Corporation
   Attn: Bruce D. Richards
   50 Locust Avenue
   New Canaan CT 06840
   Tel: (203) 442-2850
   Fax: (203) 442-2195

4. Alpha Coal Sales Co., LLC
   Attn: Jill M. Harrison
   P.O. Box 2345
   Abingdon VA 24212
   Tel: (276) 623-2904
   Fax: (276) 623-4359

5. East River Energy Inc.
   Attn: Mr. Donald Herzog
   401 Soundview Road
   Guilford CT 06437
   Tel: (203) 453-1200
   Fax: (203) 453-3899

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.

The Committee is represented by:

     Juliet M. Sarkessian, Esq.
     Tel: (302) 573-6491
     Fax: (302) 573-6497

                        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 (Bankr. D.
Del. Case No. 11-10334) on Feb. 1, 2011.  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.


AES THAMES: Wants to Hire Houlihan Lockey as Financial Advisor
--------------------------------------------------------------
AES Thames, L.L.C., asks the U.S. Bankruptcy Court for the
District of Delaware for permission to employ Houlihan Lockey
Capital, Inc., as financial advisor and investment banker.

Houlihan Lockey will, among other things:

   -- assist the Debtor with the preparation of a cash collateral
      budget and near term liquidity forecast;

   -- assist the Debtor in preparing financial disclosures,
      schedules and other financial submissions required in
      connection with the bankruptcy case; and

   -- assist the Debtor in the development and distribution of
      selected information, documents and other material,
      including, if appropriate, advising the Company in the
      preparation of an offering memorandum.

The Debtor proposes to pay Houlihan Lockey:

    * a monthly fee of $100,000 for three months which will be
      reduced to $75,000 beginning with the fourth monthly fee;

    * a restructuring transaction fee or sale transaction fee of
      $1,000,000; and

    * a financing transaction fee equal to the sum of (i) 1% of
      the gross proceeds of any indebtedness raised or committed
      that is senior to other indebtedness of the Company, secured
      by a first priority lien, and unsubordinated, with respect
      to both lien priority and payment; (ii) 3% of the gross
      proceeds of any indebtedness raised or committed that is
      secured by a lien; and (iii) 5% of the gross proceeds of all
      equity or equity-linked securities placed or committed.

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

The Debtor proposes a March 30, 2011, hearing to consider its
application to employ Houlihan Lockey.

                        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 (Bankr. D.
Del. Case No. 11-10334) on Feb. 1, 2011.  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.


AGE REFINING: To Auction Off Refinery Next Month
------------------------------------------------
The San Antonio Business Journal reports that AGE Refining Inc. is
conducting a court-supervised auction on April 5 to 6.

The Business Journal recounts that AGE Refining temporarily shut
down its oil refinery in south San Antonio last year after a fire
ripped through the refinery's fuel truck loading rack.  The
Company has recently opened a new seven-bay truck loading rack at
the facility.

                        About Age Refining

Age Refining, Inc., based in San Antonio, Texas, manufactures,
refines and markets jet fuels, diesel products, solvents and other
highly specialized fuels.  The Company's clients cover a variety
of sectors, including commercial, local municipalities and the
federal government.  Founded in 1991 by Al Gonzalez, AGE is a
family owned and operated business in the heart of the San Antonio
community.  Starting on a shoe-string budget and a bushel of
determination, AGE is proud to have posted over 22% growth per
year since 1991.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Texas Case No. 10-50501) on Feb. 8, 2010.  Aaron Michael
Kaufman, Esq.; Carol E. Jendrzey, Esq.; and Mark E. Andrews, Esq.,
t Cox Smith Matthews Incorporated, represent the Chapter 11
debtor.  The Company estimated $10 million to $50 million in
assets and $100 million to $500 million in liabilities in its
bankruptcy petition.

Eric Moeller has been named chapter 11 trustee to take management
of the Debtor from Chief Executive Glen Gonzalez.  In November
2010, the trustee filed suit against Mr. Gonzalez, alleging he
breached his fiduciary duty by dipping into Company coffers for
his personal use while paying himself an excessive salary and
stock distributions, according to My San Antonio.


ALION SCIENCE: Incurs $15.23 Million Net Loss in Fiscal 2010
------------------------------------------------------------
Alion Science and Technology Corporation filed its annual report
on Form 10-K, reporting a net loss of $15.23 million on
$833.98 million of contract revenue for the year ended Sept. 30,
2010, compared with a net loss of $17.04 million on
$802.22 million of contract revenue during the prior year.

The Company's balance sheet at Sept. 30, 2010 showed
$646.30 million in total assets, $721.17 million in total
liabilities, $150.79 million in redeemable common stock,
$20.75 million in common stock warrants, and $246.27 million in
accumulated deficit.

A copy of the Form 10-K filed with the Securities and Exchange
Commission on Feb. 14, 2011 is available at:

                http://researcharchives.com/t/s?74db

A copy of the March 7, 2011 amendment to the Form 10-K to
incorporate the Schedule of Directors' Fees and Compensation in
Part III - Item 11- Executive Compensation, is available for free
at http://ResearchArchives.com/t/s?74c2

                       About Alion Science

Alion Science and Technology Corporation, based in McLean, VA, is
an employee-owned company that provides scientific research,
development, and engineering services related to national defense,
homeland security, and energy and environmental analysis.
Particular areas of expertise include communications, wireless
technology, netcentric warfare, modeling and simulation, chemical
and biological warfare, program management.

                           *     *     *

Alion carries 'Caa3' corporate family and probability of default
Ratings, with stable outlook, from Moody's.  Alion carries a 'B-'
corporate credit rating, with stable outlook, from Standard &
Poor's.

Moody's said in March 2010, "The Caa1 corporate family rating
would balance the continued high leverage against a promising
business backlog that could sustain the good 2009 revenue growth
rate, though credit challenges would remain pronounced."


ALLEN PARK: S&P Downgrades Rating on GO Bonds to 'BB+'
------------------------------------------------------
Standard & Poor's Ratings Services has lowered its long-term
rating on Allen Park City, Michigan's unlimited-tax general
obligation (GO) bonds to 'BB+' from 'BBB+'.  Standard & Poor's
also lowered its ratings on limited-tax GO bonds issued for the
city by itself and various issuers to 'BB+' from 'BBB'.  The
outlook is stable.

The downgrade reflects:

* The city's projected general fund balance decrease due to a
  rapid decrease in property values,

* Expected reductions in state aid, and

* Operating pressure from the city's other funds.

As a result of these factors, net of assets due from other funds,
Standard & Poor's expects the general fund to fall to levels it
considers low at the close of fiscal 2011.  Furthermore, without
including the potential impact of the city's recent issuance of
lay-off notices to its entire fire department, in 2012, the budget
gap is projected to be approximately 20% of current general fund
expenditures.

Supporting the city's credit rating are:

* Access to employment throughout the metropolitan area,

* Good income and strong wealth levels as represented by median
  household effective buying income and market value per capita,
  and

* Standard polices and procedures.

"S&P expects that management will take the necessary steps to
address the structural imbalance in the city's general fund.  If
the city can address the structural imbalance and maintain at
least good fund balance levels, the rating could be positively
affected," said Standard & Poor's credit analyst Sean Hughes.
"If, however, the structural imbalance in the general fund
persists and fund balances drop to levels S&P considers to be low,
the rating could be lowered," he added.

Allen Park City is located about 12 miles southwest of downtown
Detroit in southeastern Wayne County.


AMERICAN INSTITUTIONAL: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: American Institutional Partners, LLC
        10421 South Jordan Gateway, Suite 600
        Salt Lake City, UT 84095

Bankruptcy Case No.: 11-10709

Chapter 11 Petition Date: March 9, 2011

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

Judge: Mary F. Walrath

Debtor's Counsel: John D. McLaughlin, Jr., Esq.
                  CIARDI CIARDI & ASTIN
                  919 North Market Street, Suite 700
                  Wilmington, DE 19801
                  Tel: (302) 658-1100
                  Fax: (302) 658-1300
                  E-mail: jmclaughlin@ciardilaw.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by Mark H. Robbins, manager.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
AIP Resort Development, LLC           10-25027            04/19/10


ANCHOR BLUE: Judge Approves Plan to Scrap Leases for 75 Stores
--------------------------------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware approved Anchor Blue Holding Corp.'s plan to reject
leases for 75 of its retail stores in the western U.S.  A list of
leases rejected by the Debtor effective as of Feb. 28, 2011, is
available for free at:
http://bankrupt.com/misc/AnchorBlue_75_RejectedLeases.pdf


                         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.


ARLINGTON GLASS: Case Summary & 12 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Arlington Glass Co.
        4547 N. Milwaukee Ave.
        Chicago, IL 60630

Bankruptcy Case No.: 11-09234

Chapter 11 Petition Date: March 7, 2011

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

Judge: Jack B. Schmetterer

Debtor's Counsel: Robert R. Benjamin, Esq.
                  Beverly A. Berneman, Esq.
                  GOLAN & CHRISTIE, LLP
                  70 West Madison Street, Suite 1500
                  Chicago, IL 60602
                  Tel: (312) 263-2300
                  Fax: (312) 263-0939
                  E-mail: rrbenjamin@golanchristie.com
                          baberneman@golanchristie.com

Scheduled Assets: $99,699

Scheduled Debts: $1,395,425

A list of the Company's 12 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb11-09234.pdf

The petition was signed by Aleksandar Peric, president.


ASARCO LLC: Tackles Pilgrim's Pride Opinion on Fees Issue
---------------------------------------------------------
Reorganized ASARCO LLC filed with the U.S. Bankruptcy Court for
the Southern District of Texas a post-hearing brief regarding the
district court opinion in In re Pilgrim's Pride Corporation (CRG
Partners, LLC v. U.S. Trustee), No. 4:10-CV-688-Y, 2011 WL 500049
(N.D. Tex. Feb. 14, 2011).  The brief was filed in connection
with the requests for fee enhancement filed by Baker Botts L.L.P.
and other bankruptcy professionals.

In Pilgrim's Pride, the District Court reversed a prior ruling by
Bankruptcy Judge Russell F. Nelms (In re Pilgrim's Pride
Corporation, No. 08-45644 (Bankr. N.D. Tex. June 8, 2010)).
ASARCO says it submits the brief solely to address the new
opinion.

On behalf of ASARCO, J. Clifford Gunter III, Esq., at Bracewell &
Giuliani LLP, in Houston, Texas, relates that the District Court
concluded that Judge Nelms erred by treating the United States
Supreme Court's opinion in Perdue v. Kenny A. ex rel. Winn, 130
S. Ct. 1662 (2010) as controlling precedent in bankruptcy cases.

The District Court acknowledged that the Fifth Circuit and
bankruptcy courts in the Fifth Circuit have relied on federal
fee-shifting cases in bankruptcy cases, acknowledged that "[t]he
Fifth Circuit (or the Supreme Court) may eventually decide that
Perdue should apply to bankruptcy cases," acknowledged that "the
Fifth Circuit's prior reliance on civil-rights case precedent in
bankruptcy cases is relevant in determining whether Perdue should
be extended to the bankruptcy context;" but held that none of
these factors were conclusive of the issue in the absence of a
direct ruling from the Fifth Circuit or Supreme Court that Perdue
applies to bankruptcy cases, Mr. Gunter points out.  He asserts
that the District Court failed to give proper weight or
consideration to several factors in concluding that Perdue is not
controlling in bankruptcy cases.

The Bankruptcy Court does not, however, need to decide the issue
of whether Perdue is controlling precedent in bankruptcy cases,
Mr. Gunter says.  He explains that the District Court expressly
approved of courts looking to Perdue "as persuasive authority for
refusing to award a fee multiplier."

For the reasons expressed in ASARCO's fee enhancement brief and
for the reasons articulated by Judge Nelms in the Pilgrim's Pride
case, Perdue's principles are valid persuasive authority at a
minimum, Mr. Gunter maintains.  He points out that the fee
applicants in the case have not demonstrated a basis for a fee
enhancement under the law in existence before Perdue, and Perdue,
in its clarification of the existing rules that have already been
applied in fee enhancement cases, only makes that conclusion
clearer.

Hence, ASARCO asks the Bankruptcy Court deny the requests for fee
enhancements in its own bankruptcy case.

                      Baker Botts Responds

Like the District Court, the Bankruptcy Court should hold that
Perdue is not controlling in bankruptcy cases, Jack L. Kinzie,
Esq., at Baker Botts L.L.P., in Dallas, Texas, contends.  He
argues that in determining whether to grant Baker Botts' request
for an upward adjustment, the Bankruptcy Court should apply the
standard that has been used in Texas bankruptcy cases for
decades, not the standard that the Supreme Court established in
Perdue for civil-rights cases.

But regardless of which standard the Bankruptcy Court applies,
Baker Botts has met it, and therefore, the Bankruptcy Court
should grant Baker Botts' final fee and enhancement application
in its entirety, Mr. Kinzie asserts.

In refusing to ignore decades of established bankruptcy
jurisprudence based on a decision in a civil-rights case that
does not even contain the word "bankruptcy," the District Court
correctly observed that "[i]t is one thing for a court to seek
guidance from a case decided in a different context; it is
another thing entirely for a court to allow such a case to
displace its previously established precedent," Mr. Kinzie notes.
He emphasizes that the District Court held that while Perdue does
not apply in the bankruptcy context, it provides persuasive
caution that multipliers must be reserved for "rare" and
"exceptional" circumstances.

"Reorganized ASARCO attempts to blur the line between controlling
authority and persuasive authority, but the District Court's
opinion clearly and correctly draws this line.  Perdue is
persuasive authority in bankruptcy cases only in the sense that
it holds that fee enhancements are 'atypical,' 'must be reserved
for rare and exceptional circumstances,' and 'should not
duplicate the same considerations affecting the lodestar rate,'"
Mr. Kinzie further contends.

Mr. Kinzie reiterates that Baker Botts has demonstrated that its
professional services and the results achieved in the ASARCO case
are "rare" and "exceptional," and therefore, even if the
Bankruptcy Court finds Perdue to be persuasive, the case supports
granting the upward adjustment requested by Baker Botts.

                         About Asarco LLC

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

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

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

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


ASARCO LLC: Sterlite Reimbursement Requests to Be Heard June 13
---------------------------------------------------------------
The Bankruptcy Court will commence on June 13, 2011, and will
continue on June 17, the hearing to consider the application for
allowance of compensation for substantial contribution filed by
Sterlite (USA), Inc., and Sterlite Industries (India) Ltd. in
debtor Asarco LLC's Chapter 11 cases.

To recall, Grupo Mexico, S.A.B. DE C.V. (the parent of the Debtor)
and Sterlite engaged in a widely reported legal battle over the
control of ASARCO LLC's business.

In December 2009, Grupo Mexico, 's subsidiary, Americas Mining
Corp. (AMC) consummated its bankruptcy plan for ASARCO LLC,
reuniting ASARCO with its parent company.  The reintegration
follows U.S. District Court Judge Andrew S. Hanen's decision to
approve GMEXICO's full payment reorganization plan for ASARCO,
concluding the company's four-year Chapter 11 proceeding.  The
court-approved plan, among other things, called for AMC to make a
US$2.2 billion cash contribution to ASARCO for distribution to
creditors, additionally disburse to creditors an estimated US$1.4
billion in cash on hand from ASARCO's balance sheet and guarantee
ASARCO's issuance of a one-year promissory note for US$280 million
payable to the asbestos creditors.

The Debtor had previously signed a deal to sell substantially all
of its tangible and intangible operating assets for, among other
consideration, $2.6 billion in cash and the assumption of certain
substantial obligations and debt to Sterlite.  But Sterlite later
backed out of the deal.

In early 2010, Sterlite (USA), Inc., and Sterlite Industries
(India) Ltd. filed a request for reimbursement of (i) $6,103,573
in fees for 9,735 hours of services rendered, and (ii) out-of-
pocket expenses amounting to $315,781 for 'substantial
contribution' to the reorganization proceedings of ASARCO LLC.

ASARCO LLC, however, contends that Sterlite is not entitled to its
"substantial contribution" request given that it (1) brazenly
breached the Original Sterlite PSA, (2) rebid its contract to
purchase the same assets but also sought to obtain release from
its breach of contract liability for less than 50% of the purchase
price it had agreed to pay in the Original Sterlite PSA, and (3)
left another year of costly bankruptcy proceedings in its wake.

In March 2010, ASARCO commenced a lawsuit against Sterlite for
backing out of their original sale deal.

                         About Asarco LLC

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

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

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

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


ASARCO LLC: Challenges Bankr. Ruling on $975,000 Fee for Barclays
-----------------------------------------------------------------
Reorganized ASARCO, et al., are seeking to challenge, on appeal,
the decision of the U.S. Bankruptcy Court for the Southern
District of Texas to award Barclays Capital Inc., as purchaser of
rights to compensation of Lehman Brothers Inc., a fee enhancement
totaling $975,000 for work Lehman performed.

Marty L. Brimmage, Jr., Esq., at Haynes and Boone, LLP, in
Dallas, Texas -- marty.brimmage@haynesboone.com -- asserts that
Lehman chose to obtain advance approval of its compensation
package under Section 328(a) of the Bankruptcy Code.  This
election, he contends, (i) provided Lehman with the certainty
that it would be paid and guarded Lehman against efforts to
reduce its compensation, and (ii) strictly limited the Bankruptcy
Court's power to increase Lehman's compensation.

Under the plain language of Section 328(a), the Bankruptcy Court
only had power to change Lehman's compensation if circumstances
that Lehman was incapable of anticipating when it was hired
rendered the compensation agreement "improvident," Mr. Brimmage
explains.  He adds that the Fifth Circuit has made clear that
just because the parties fail to anticipate certain circumstances
do not justify reducing or increasing a professional's
compensation.

"The bankruptcy court faithfully quoted this statutory standard
and the Fifth Circuit decisions applying it but then inexplicably
failed to apply this rigorous legal test," Mr. Brimmage contends.
He argues that as a matter of law, the failure to foresee the
length and complexity of the bankruptcy case does not satisfy
Section 328(a), and thus, Barclays is not entitled to any fee
enhancement under the statute.

Mr. Brimmage asserts that Barclays first "modified" the Lehman
Engagement Letter, although the modification was never subject to
Section 328(a) review, so it could substantially improve the
economic terms of the original agreement.  He notes that Barclays
collected $8.2 million under the news terms, bringing the
Lehman/Barclays haul to $12.4 million -- more than fully
compensating Barclays for any alleged "improvidence" under the
Lehman Engagement Letter.

"Then, at the conclusion of the case, Barclays demanded
$9 million in additional fee enhancements based on a failed
auction and overstated claims that Lehman and Barclays were
somehow -- despite repeatedly and aggressively backing the
inadequate and losing proposed plans of reorganization offered by
Sterlite and promoted by the Debtor -- central to the success of
the bankruptcy," Mr. Brimmage cites.

Because the Bankruptcy Court had wide discretion, it wisely
rejected the bulk of those claims, but it improperly based its
award of $975,000 on Section 328(a), which affords no discretion
and instead requires strict adherence to the statutory standard,
Mr. Brimmage points out.

Hence, the Appellants ask the District Court to reverse this
portion of the Bankruptcy Court's Fee Enhancement Order.

                         About Asarco LLC

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

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

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

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


AURASOUND INC: Restates Sept. 30 Quarter Report to Correct Errors
-----------------------------------------------------------------
AuraSound, Inc., filed on March 7, 2011, Amendment No. 2 to its
quarterly report on Form 10-Q for the three months ended Sept. 30,
2010, to correct errors to the purchase accounting related to its
recent acquisition of the net assets and certain liabilities of
ASI Holdings and ASI Holding's wholly-owned subsidiary ASI Audio
Technologies, LLC, and the ongoing recording of accounts payable.
In addition, the inventory valuation on the historical, pre-
acquisition financial statements of AuraSound, Inc., was
overstated due to a valuation error in the affected financial
statements.

Management has determined that the principal errors to the
purchase accounting are primarily attributable to accounts payable
and accrued expenses of ASI that were either unrecorded, recorded
in the wrong period, or were not a liability assumed at the time
of the acquisition, along with lesser adjustments to reserves on
accounts receivable and inventories.

The Company reported net income of $35,452 on $11.0 million of
revenue for the three months ended Sept. 30, 2010, compared with a
net loss of $532,160 on $1.3 million of revenue for the same
period of the prior fiscal year.

The Company's balance sheet at Sept. 30, 2010, showed
$34.5 million in total assets, $34.3 million in total liabilities,
all current, and stockholders' equity of $211,310.

As reported in the Troubled Company Reporter on Oct. 4, 2010,
Kabani & Company, Inc., in Los Angeles, expressed substantial
doubt about AuraSound, Inc.'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 during the
year ended June 30, 2010, the Company incurred net losses of
$2.2 million, and had negative cash flow from operating activities
of $202,383.

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

               http://researcharchives.com/t/s?74c9

Santa Ana, Calif-based AuraSound, inc. (OTC BB: ARUZE)
-- http://www.aurasound.com/-- is a developer, manufacturer and
marketer of audio products.  AuraSound's broad range of products
include TV soundbars, an innovative Sound Station, high-quality
drivers for TV's and laptops, state-of-the art subwoofers and
tactile transducers.


ATM FINANCIAL: IRS Prevails in Fraudulent Transfer Litigation
-------------------------------------------------------------
WestLaw reports that a sister company whose tax debt was paid with
a cashier's check obtained utilizing funds in a Chapter 7 debtor's
account was not a mere "conduit" of a payment by the debtor to the
Internal Revenue Service, but had to be viewed as an "initial
transferee" of these funds.  Thus, the IRS was in the nature of a
"subsequent transferee" and could potentially assert a statutory
"good faith" defense to liability following avoidance of the tax
payment as a fraudulent transfer.  In re ATM Financial Services,
LLC, --- B.R. ----, 2011 WL 768716 (Bankr. M.D. Fla.).

Headquartered Leesburg, Florida, ATM Financial Services LLC --
http://atmdoctor.com/-- owned, installed, and serviced automated
teller machines.  The company filed for Chapter 11 protection
(Bankr. M.D. Fla. Case No. 08-00969) on Feb. 12, 2008, estimating
assets and debts between $1 million and $10 million.  In Mar.
2008, the Bankruptcy Court ordered the conversion of the Debtor's
chapter 11 case to a chapter 7 proceeding.


BATAA/KIERLAND, LLC: Files for Chapter 11 in Arizona
----------------------------------------------------
Bataa/Kierland, LLC, owner and operator of a Class "A" office
building known as Kierland Corporate Center located at 7047 E.
Greenway Parkway, Scottsdale, Arizona, filed a Chapter 11 petition
(Bankr. D. Ariz. Case No. 11-05850) on March 9, 2011.

JPMCC 2007-CIBC 19 East Greenway, LLC, has asserted a claim
against the Debtor, allegedly secured by the Property, in the
amount of roughly $22 million.  The Lender has noticed a trustee's
sale with respect to the Property for May 25, 2011.  Additionally,
in February 2011, Lender filed certain pleadings in Maricopa
County Superior Court for the State of Arizona seeking the
appointment of a receiver over the Property.

"Despite the Debtor's best efforts to negotiate a resolution of
the Lender's asserted claims against the Debtor, the Debtor was
unable to reach an agreement with the Lender and filed its
voluntary petition for relief on the Petition Date in order to
reorganize and restructure its debts and liabilities for the
benefit of all parties-in-interest," says John J. Hebert, Esq., at
Polsinelli Shughart PC, in Phoenix, counsel to the Debtor.

JPMCC asserts a lien in the rental and other income generated by
the Property, and that such income constitutes its "cash
collateral" as defined in 11 U.S.C. Sec. 363.  The Debtor proposes
to use the income generated by the property to pay the operating
and reorganization expenses of the Property and the Debtor.

The Debtor's 109,811 square feet two-story building is 41%
occupied.  The Property is managed by Calvin Enterprises, Inc.

JPMCC 2007-CIBC 19 East Greenway, LLC, is represented by:

         John G. Kerkorian, Esq.
         Nicole Siele Hood, Esq.
         BALLARD SPAHR LLP
         One E. Washington, Suite 2300
         Phoenix, AZ 85004
         E-mail: kerkorianj@ballardspahr.com
                 hoodn@ballardspahr.com


BATAA/KIERLAND, LLC: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Bataa/Kierland, LLC
        7047 E. Greenway Parkway, Suite 190
        Scottsdale, AZ 85254

Bankruptcy Case No.: 11-05850

Chapter 11 Petition Date: March 9, 2011

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

Judge: Sarah Sharer Curley

Debtor's Counsel: Mark W. Roth, Esq.
                  POLSINELLI SHUGHART P.C.
                  One East Washington Street
                  CityScape Building, Suite 1200
                  Phoenix, AZ 85004
                  Tel: (602) 650-2012
                  Fax: (602) 926-8562
                  E-mail: mroth@polsinelli.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by David Calvin, president of Bataa Oil,
Inc., managing member.


BERNARD L. MADOFF: Fairfield Battles HSBC, Others Over Venue
------------------------------------------------------------
Bankruptcy Law360 reports that an attorney for Fairfield Sentry
Ltd., Bernard L. Madoff's largest feeder fund, told a bankruptcy
judge Wednesday not to remand more than 40 adversary proceedings
against financial institutions and others back to state court.

Law360 says the defendants agreed to settle disputes in New York
and it made more sense to keep all actions before the same judge
in bankruptcy court.

Meanwhile, Bankruptcy Law360 reports that the trustee seeking to
recover assets from the Bernard L. Madoff megafraud filed an
amended complaint in New York bankruptcy court Tuesday seeking to
recover $430 million from French investment bank Natixis SA and
Tensyr Ltd., one of its funds.

                      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: Gets Green Light to Sell Assets
------------------------------------------------
Dow Jones Newswires' Joseph Checkler and Mike Spector report that
Judge Burton R. Lifland of U.S. Bankruptcy Court in Manhattan on
Thursday approved procedures for the auction of Blockbuster Inc.,
with a $290 million initial offer from a group of senior
bondholders led by hedge fund Monarch Alternative Capital.  The
deal is subject to higher and better offers.

The report notes lawyers spent all day in courthouse hallways
brokering a deal with movie studios that had objected to the sale
terms.  The report relates the ruling gives the movie studios a
better deal and staves off immediate liquidation of Blockbuster's
assets.

The report says Judge Lifland spent much of the day huddling with
the various sides to improve on a sale that he earlier in the day
called "totally unacceptable" and said "would not fly."  The
auction will be held in  Judge Lifland's courtroom.

The report notes several movie studios argued that the original
terms of the deal didn't offer them the recovery they wanted.
Summit Entertainment and the United States Trustee favored the
conversion of the case to a Chapter 7 liquidation.

As reported by BLOCKBUSTER BANKRUPTCY NEWS, Tracy Hope Davis, the
United States Trustee for Region 2, argued that "The Debtors are
administratively insolvent, the scheme they have proposed for the
sale of substantially all of their assets runs afoul of the
Bankruptcy Code, and it is unlikely that they will be able to
confirm a feasible plan of reorganization."  Ms. Davis told Judge
Lifland that despite an implicit recognition of these issues, the
Debtors have sought approval on an expedited basis of certain bid
procedures as well as a sale of substantially all of their assets.

              Chapter 7 Liquidation Option Removed

Messrs. Checkler and Spector report that Robert Feinstein, Esq.,
at Pachulski, Stang, Ziehl & Jones LLP, who represents several
movie studios, outlined many of the changes to the deal.
According to Mr. Feinstein, a provision that would allow the
Monarch group to convert the case to Chapter 7 has been removed.

According to the report, tensions flared between lawyers
negotiating the deal earlier in the afternoon in a hallway outside
the courtroom.

Messrs. Checkler and Spector report an exchange among the lawyers:

"You want to blow up the case? Blow up the case!" Mr. Feinstein
said to the other lawyers.

"The studios are blowing it up!" another lawyer shouted.

"Do it fairly!" Mr. Feinstein responded.

                          Sale Objections

BLOCKBUSTER BANKRUPTCY NEWS reports that more parties opposed the
sale.

The United States of America asserts that the Sale Motion and the
Purchase Agreement improperly suggest that the proposed sale of a
debtor property would afford the prospective purchaser a release
with respect to police and regulatory liabilities to governmental
entities.  The Government explains that transactions involving
environmentally contaminated property, however, may not be
construed as releasing or otherwise relieving an entity of any
police or regulatory liability to a governmental unit.

Lions Gate Films, Inc., joins in the oppositions filed by
Universal Studios Home Entertainment LLC, The Walt Disney Company
and Summit Distribution, LLC, against the approval of the Sale
Motion.

KFT Enterprises No. 2, LP, a landlord/creditor in the Debtors'
bankruptcy cases, joins in the objections of various landlords to
the Sale Motion.  Wisconsin Electric Power Company and Wisconsin
Gas, LLC, joins other utility companies, who filed objections to
the Sale Motion.

United HealthCare Insurance Company and Cognizant Technology
Solutions U.S. Corporation expressed concern on the proposed
treatment of administrative claims and postpetition obligations
incurred by the Debtors.  Cognizant Technology argues that the
Bankruptcy Code does not permit the Debtors and the Purchaser to
arbitrarily pick which administrative expense claims will and will
not be paid.

                          Sale Supporters

Those supporting the sale include Carl Icahn and his affiliated
entities, represented by John J. Rapisardi, Esq., at Cadwalader,
Wickersham & Taft LLP, in New York; The Steering Group of Senior
Secured Noteholders, who are also DIP Lenders, and which
beneficial holders are managed by Icahn Capital LP, Monarch
Alternative Capital LP, Owl Creek Asset Management, L.P.,
Stonehill Capital Management LLC and Varde Partners, Inc.,
represented by John G. Hutchinson, Esq. -- jhutchinson@sidley.com
-- at Sidley Austin LLP, in New York; and Cobalt Video Holdco LLC,
the Stalking Horse Bidder of the Debtors' assets.

Mark Shinderman, Esq. -- MShinderman@milbank.com -- at Milbank,
Tweed, Hadley & McCloy LLP, in Los Angeles, California, which
represents Cobalt, asserts that Cobalt Video's Asset Purchase and
Sale Agreement was the product of many weeks of good faith
negotiations between the Debtors and certain of the first lien
senior secured noteholders, which funds are managed by the
entities that ultimately formed Cobalt Video, Monarch Alternative
Capital LP, Owl Creek Asset Management LP, Stonehill Capital
Management, LLC and Varde Partners, Inc.  He notes that the Cobalt
Noteholders agreed to the sale provided the Debtors made explicit
that they did not currently have sufficient funds to pay
administrative claims in full but hoped to maximize the value of
the Debtors' assets through an auction.

                         More Suitors Seen

Messrs. Checkler and Spector report reactions after Judge
Lifland's ruling:

"Hopefully, there will be an overbid so there will be [more] money
available to pay these administrative claims," said Stephen
Karotkin, Esq., at Weil, Gotshal & Manges, a lawyer for
Blockbuster.

"We're obviously very happy with the ruling of the court," said
Dennis McGill, Blockbuster's finance chief, just after the hearing
concluded.

According to Messrs. Checkler and Spector, Mr. Karotkin, reading
testimony of one of Blockbuster's bankers, disclosed that at least
seven other suitors have expressed interest in Blockbuster.  The
report relates some of those possible bidders are different
players teaming on potential offers. Some are interested in pieces
of Blockbuster -- its stores, vending business or digital
operations. In those cases, Blockbuster hopes it can join those
disparate interests in a single bid for the company.

In an earlier report, Messrs. Spector and Checkler said
Blockbuster is in talks with several other possible bidders in the
hopes of getting a better offer than the stalking-horse bid,
citing a person close to the Company.  Among those listed as
potential bidders are Amazon.com Inc., Best Buy Co. and Coinstar
Inc., which operates Redbox DVD vending machines.

                Need for Chapter 11 Trustee Raised

Messrs. Checkler and Spector report that Blockbuster bondholders
-- including the Monarch-led group and billionaire investor Carl
Icahn -- had said that the Company should stay in Chapter 11 and
run an auction to get the most money for creditors.  The
bondholders said half a dozen other suitors may bid on
Blockbuster.  Even most of the movie studios, while they
originally objected to the Monarch-led deal, wanted the case to
remain in Chapter 11.

BLOCKBUSTER BANKRUPTCY NEWS also reported responses to the U.S.
Trustee's Conversion Motion.  Scott A. McMillan, Esq., in La Mesa,
California, lawyer to Lyme Regis Partners, LLC, said "Going
forward, the reorganization should be managed with the intention
of maximizing the value of the Estate for the entire creditor
body, rather than conferring an advantage upon a specific bidder."
Lyme Regis believes that management change requires the
appointment of a Chapter 11 trustee.

Twentieth Century Fox Home Entertainment LLC argues that
converting the bankruptcy cases to Chapter 7 or appointing a
Chapter 11 trustee is not appropriate at this time.  Fox asserts
that a sale through Chapter 11 will likely create the greatest
value for Debtors that are possibly administratively insolvent.
Fox is represented by Martin G. Bunin, Esq., at Alston & Bird LLP,
in New York.

Sony Pictures Home Entertainment Inc. says a liquidation would
depress proceeds, potentially do considerable damage to the
intellectual property and contract rights of all of Debtors' movie
and game suppliers, destroy jobs, diminish competition, deprive
all of the Debtors' suppliers with a future outlet for sales, and
guarantee no recovery for most creditors.  Pamela K. Webster,
Esq., at Buchalter Nemer, in Los Angeles, California, represents
Sony.

Messrs. Checkler and Spector report that Summit said it will
withdraw its request to convert the case to a Chapter 7
liquidation now that the studio will receive better treatment.  A
lawyer for the U.S. Trustee still argued for a liquidation,
although he said that didn't mean the company would immediately be
shut down.  Judge Lifland overruled his objection.

                     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 September 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)


CAPSALUS CORP: Acquires Progressive Home Health Franchise
---------------------------------------------------------
Capsalus Corp. announced its acquisition of Guava Franchising,
Inc. and its parent company Guava Healthcare, Inc., specialists in
providing customized in-home, non-medical and medical staffing and
services.

Operating as Guava Home & Health Care Services with headquarters
in Hockessin, Del., the healthcare provider delivers a scalable
suite of services ranging from personal hygiene, light
housekeeping and transportation, to medication reminders and 24-
hour live-in support.  Care is not limited to seniors; it is
available to clients ranging from pediatric to geriatric,
including new mothers, persons living with disabilities and
patients following same-day surgery.  Listed among Entrepreneur's
"Franchise 500" this year and last, Guava capitalized on its
regional success by expanding its franchising business and
diversifying its revenue streams to include nurse and doctor
visits, occupational and physical therapy and other clinical
services.

"With its proven, full-service care model, its demonstrated
ability to generate cash-flow and rapid high margin growth, Guava
more than met the criteria we look for in targeting acquisitions,"
said Kevin P. Quirk, Capsalus chief executive officer.  Given
hyper-growth rates year-over-year for the last three years, and
based on conservative Capsalus projections, total gross revenues
over the next three years may eclipse the $50 million threshold.

"We are also impressed by Guava's solid leadership," Quirk added.
"Mary Schreiber has a Ph.D. in business administration with 15-
plus years of vertical healthcare experience.  She is a dynamic
entrepreneur who will be a welcome addition to the Capsalus
family."

"When I read about Capsalus and their mission to help visionary
companies bring their progressive concepts and ideas for healthier
living to the mass market quickly and efficiently, I knew they
were the right place for me to realize my vision," said Guava
owner Mary Schreiber.  "Based on Capsalus management's background
and their focus on operations and execution, they clearly
understand what is required to take Guava to the next level."

Low overhead and substantial earnings potential in a depressed
economy initially attracted Capsalus (www.capsalus.com) to the
burgeoning home healthcare market.  According to the U.S. Census
Bureau, by 2030 there will be more than 70 million Americans aged
65 and older -- more than twice the number in 1995.  With baby
boomers beginning to reach retirement age, the number of older
Americans in need of care will be significant.  Yet, in an
industry of 18,000 agencies earning $55 billion in revenue, the 50
largest companies combined own less than a quarter of this highly
fragmented market.

Guava's unique "back of house" support of all administrative
operations will provide the franchisee's capacity to focus solely
on sales and marketing, while simultaneously offering Guava
financial reporting consistency and scale across the entire
franchise system.  It was this distinguishing factor that made
full ownership of the company an ideal fit for Capsalus, enabling
it to build on its already robust breadth of services.

Guava Home & Health Care Services joins Capsalus' current
portfolio of companies (www.capsalus.com/portfolio) across the
consumer products, media and technology, biotechnology and
healthcare industry spectrum, including Wish Upon a Hero, an
online community pioneering a new model of philanthropy by
connecting people in need with people who can help; White Hat
Brands, an emerging player in the branded functional food and
beverage market; and PanTheryx, creating and selling biologics,
pharmaceuticals and medical products to the expanding healthcare
professional market in India.

                       About Capsalus Corp.

Atlanta, Ga.-based Capsalus Corp. offers a broad range of
solutions to global health problems.  WhiteHat Holdings, LLC, was
acquired on April 14, 2010.  In combining with WhiteHat, the
Company is creating a new, consumer-driven business unit, the
Nutritional Products Division, focused on healthy food and
beverages.

The Company's balance sheet at Sept. 30, 2010, showed
$3.03 million in total assets, $4.58 million in total liabilities,
and a stockholders' deficit of $1.55 million.

The Company has accumulated losses totaling $18.64 million from
inception through Sept. 30, 2010, and a net working capital
deficit of $2.26 million as of Sept. 30, 2010.


CATHOLIC CHURCH: Wilm. Wants Plan Exclusivity Until April 19
------------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., asks the U.S. Bankruptcy
Court for the District of Delaware to further extend its exclusive
periods to:

  (a) file a Chapter 11 plan of reorganization through and
      including the final statutory deadline of April 19, 2011;
      and

  (b) solicit acceptances of that plan through and including
      the final statutory deadline of June 20, 2011.

James L. Patton, Jr., Esq., at Young Conaway Stargatt & Taylor,
LLP, in Wilmington, Delaware, relates that the Diocese reached a
$77.4 million settlement with its creditors, Abuse Survivors,
insurers, parish corporations and non-debtor Catholic entities.
He says that the settlement is to be memorialized and implemented
in an amended plan of reorganization, which has been drafted and
is under review.

The Diocese anticipates further discussions with the Official
Committee of Lay Employees regarding the terms of the Amended
Plan, and will work diligently to address employee concerns.

Mr. Patton explains that the Diocese seeks a further extension of
the Exclusive Periods so that it may finalize and prosecute the
Amended Plan containing the settlement, and continue to negotiate
with other key constituencies to make the Amended Plan fully
consensual.  Under the circumstances, the proposed extension is
both necessary and warranted, he asserts.  He adds that the
Exclusive Periods should be extended to allow the Diocese to
continue the process towards confirmation of the Amended Plan,
which process includes ongoing dialogue with key constituencies.

The Court will convene a hearing on April 19, 2011, to consider
the request.  Pursuant to Rule 9006-2 of the Local Rules of the
United States Bankruptcy Court for the District of Delaware, the
Diocese's Exclusive Plan Filing Period is automatically extended
until the conclusion of that hearing.

Parties have until March 14 to file objections.

                  About the Diocese of Wilmington

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

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

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

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


CATHOLIC CHURCH: Two Milw. Priests Removed Due to Allegations
-------------------------------------------------------------
Two priests have been removed from active ministry in the
Archdiocese of Milwaukee after allegations of child abuse
surfaced.

Father Laurin J. Wenig, pastor of St. Mary's in Elm Grove,
Wisconsin, was removed while authorities investigate an allegation
that he sexually molested a minor in the 1970s, the Journal
Sentinel reports.  The move was announced in a letter to
parishioners at St. Mary's Visitation Catholic Church, the report
says.

According to Annysa Johnson of the Journal Sentinel, the
allegation was made to the Archdiocese's Victim Assistance office
and turned over to the Milwaukee County district attorney's office
to determine whether charges should be filed.

"Someone made an allegation of sexual abuse against me, dating
back to a parish where I served over three and a half decades ago.
[I] absolutely deny this claim," Fr. Wenig said in a letter.

The other accused priest has not been named, but was officially
listed as "retired," Today's TMJ4 - Milwauke reports.

              About the Archdiocese of Milwaukee

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

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

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

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

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

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


CATHOLIC CHURCH: Wilm. Gets OK to Sell Bancroft Property for $385K
------------------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., sought and obtained an
order from the U.S. Bankruptcy Court for the District of Delaware,
pursuant to Section 363 of the Bankruptcy Code:

   (i) authorizing the private sale of a residential real
       property located at 1700 N. Bancroft Parkway, in
       Wilmington, Delaware, to Charles R. Williams and Kelly A.
       Williams for $385,000, and the payment of related closing
       costs, nunc pro tunc to January 7, 2011; and

  (ii) approving the terms of the Sale.

On Feb. 20, 2007, Thomas Braun executed a Revocable Trust
Agreement that directed that any interest he owned in the Property
at the time of his death be transferred to the Diocese, outright
and free from trust.  On March 6, 2007, Mr. Braun executed a Deed
of Gift in favor of the Diocese giving the Diocese half of his
undivided interest in the Property.

Thus, as of the Petition Date, the Diocese had a one-half
undivided interest in the Property as a result of Mr. Braun's
inter vivos gift, James L. Patton, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware, informs Judge
Sontchi.

Mr. Braun died subsequent to the Diocese's Chapter 11 filing, and
thereafter, the remaining interest in the Property was transferred
to the Diocese.  The Property was valued at $390,000 at a March
2010 appraisal.

The Buyers and the Diocese entered into a sale agreement, and
went to closing on Jan. 7, 2011, whereupon the Buyers tendered
the purchase price to the Diocese, which received a net of
$359,442.  The Diocese will hold the net amount pending the
outcome of their motion, Mr. Patton relates.

The official committees in the case indicated that they have no
objection to the relief requested, Mr. Patton says.

                  About the Diocese of Wilmington

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

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

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

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


CB HOLDING: Bugaboo Creek Sells for $10 Million at Auction Sale
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that RRGK LLC emerged as the
winning bidder for CB Holding Corp.'s Bugaboo Creek Steak House
chain following an auction that more than tripled the lead offer
for the business.  Landry's Restaurants Inc. started the auction
with its $3 million offer to buy 12 Bugaboo Creek stores.  The
hearing for approval of the sale will be March 11.

                         About CB Holding

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

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

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

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

                           *     *     *

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


CELL THERAPEUTICS: Series 10 Articles of Amendment Effective
------------------------------------------------------------
On Feb. 24, 2011, Cell Therapeutics, Inc., filed a current report
on Form 8-K reporting that it had entered into a Securities
Purchase Agreement with an institutional investor on Feb. 17,
2011.  Pursuant to the Purchase Agreement, the Company has agreed
to sell up to $25.0 million of shares of its Series 10 Non-
Convertible Preferred Stock, warrants to purchase up to
25.9 million shares of common stock and an additional investment
right to purchase up to $25.0 million of shares of its Series 11
Convertible Preferred Stock, in a registered offering to the
Investor.

The Company filed an amendment to the Current Report to reflect
the filing on March 3, 2011 and effectiveness on March 4, 2011 of
the Series 10 Articles of Amendment.

On March 3, 2011, the Company filed Articles of Amendment to its
Amended and Restated Articles of Incorporation with the Secretary
of State of the State of Washington to establish the Company's
Series 10 non-convertible preferred stock, no par value per share.
The descriptions of the Series 10 Preferred Stock and the Series
10 Articles of Amendment is available for free at:

                http://ResearchArchives.com/t/s?74c3

                      About Cell Therapeutics

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

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

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


CHECKBURGERS SALISBURY: Case Summary & 15 Largest Unsec. Creditors
------------------------------------------------------------------
Debtor: Checkburgers Salisbury I, LLC
        800 S. Salisbury Blvd.
        Salisbury, MD 21802

Bankruptcy Case No.: 11-14610

Chapter 11 Petition Date: March 8, 2011

Court: United States Bankruptcy Court
       District of Maryland (Baltimore)

Judge: Duncan W. Keir

Debtor's Counsel: Michael E. Crowson, Esq.
                  THE LAW FIRM OF ANN SHAW, P.A.
                  212 W. Main Street Suite 303
                  Salisbury, MD 21801
                  E-mail: michael@lawislocal.com

Scheduled Assets: $802,028

Scheduled Debts: $1,243,265

A list of the Company's 15 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mdb11-14610.pdf

The petition was signed by Clifford Pulliam, managing member
PITCO, LLC.


CHINA TEL GROUP: Incurs $1.93-Mil. Net Loss in Sept. 30 Quarter
---------------------------------------------------------------
China Tel Group, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $1.93 million on $270,298 of revenue for
the three months ended Sept. 30, 2010, compared with a net loss of
$12.30 million on $258,528 of revenue for the same period during
the prior year.

The Company also reported a net loss of $38.23 million on $729,701
of revenue for the nine months ended Sept. 30, 2010, compared with
a net loss of $26.34 million on $457,766 of revenue for the same
period during the prior year.

The Company's balance sheet at Sept. 30, 2010 showed $8.70 million
in total assets, $9.84 million in total liabilities and
$1.14 million in total deficit.

A full-text copy of the Form 10-Q filed with the U.S. Securities
and Exchange Commission is available for free at:

              http://ResearchArchives.com/t/s?6ef3

                          About China Tel

Based in San Diego, California, and Shenzhen, China, China Tel
Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/--
provides high speed wireless broadband and telecommunications
infrastructure engineering and construction services.  Through its
controlled subsidiaries, the Company provides fixed telephony,
conventional long distance, high-speed wireless broadband and
telecommunications infrastructure engineering and construction
services.  ChinaTel is presently building, operating and deploying
networks in Asia and South America: a 3.5GHz wireless broadband
system in 29 cities across the People's Republic of China with and
for CECT-Chinacomm Communications Co., Ltd., a PRC company that
holds a license to build the high speed wireless broadband system;
and a 2.5GHz wireless broadband system in cities across Peru with
and for Perusat, S.A., a Peruvian company that holds a license to
build high speed wireless broadband systems.

Mendoza Berger & Company, LLP, in Irvine, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2009 results.  The
independent auditors noted that the Company has incurred a net
loss of $56.0 million for 2009, cumulative losses of
$165.4 million since inception, a negative working capital of
$68.8 million and a stockholders' deficit of $63.2 million, and
that the Company's viability is dependent upon its ability to
obtain future financing and the success of its future operations.


CITADEL BROADCASTING: Inks $2.4BB Merger Deal With Cumulus Media
----------------------------------------------------------------
Cumulus Media Inc. said Thursday it has entered into a definitive
merger agreement to purchase Citadel Broadcasting Corporation,
under which Cumulus would acquire all of the outstanding common
stock and warrants of Citadel at a price of $37.00 per share.
This consideration is payable in cash and shares of Cumulus stock,
and values Citadel as an enterprise at approximately $2.4 billion.
Citadel owns and operates 225 radio stations in over 50 markets
and also operates the Citadel Media business, which is among the
largest radio networks in the U.S.

Cumulus, which previously announced the pending acquisition of the
remaining equity interests of Cumulus Media Partners LLC it does
not currently own, also expects to complete a refinancing of all
of the outstanding debt of Cumulus, Citadel and CMP in conjunction
with the proposed merger.  Cumulus has obtained commitments for up
to $500 million in equity financing from Crestview Partners and
Macquarie Capital, and commitments from a group of banks for up to
$2.525 billion in senior secured credit facilities and $500
million in senior note bridge financing, the proceeds of which
will be used to pay the cash portion of the merger consideration,
and effect the refinancings.

Cumulus anticipates that the merger, after giving effect to
anticipated synergies, will be accretive relative to Cumulus'
current Adjusted EBITDA trading multiple.  After giving effect to
the proposed acquisition, Cumulus would own 572 radio stations
across approximately 120 U.S. markets.  A combination of Cumulus
and Citadel, together with CMP, would provide Cumulus with the
following benefits:

    * true national platform with approximately 120 markets,
      including 8 of the top 10;

    * critical mass necessary to effectively compete and invest in
      the local digital media marketplace;

    * network distribution for the syndication of content and
      technology assets;

    * estimated synergies of at least $50 million with a
      capitalized value of approximately $1.50 to $2.00 per share;

    * optimal platform for further consolidation and increased
      vertical integration;

    * lower overall leverage and a simplified capital structure;
      And

    * significantly enhanced equity market capitalization for
      Cumulus, which would provide greater trading liquidity and
      strategic flexibility.

Cumulus' Chairman and CEO, Lew Dickey, commented, "This
transaction provides us with a unique opportunity to leverage our
proprietary operating systems and technology platform across a
vastly expanded national footprint. We'll have the national scope
and financial strength necessary to make critical investments in
content and technology necessary to compete in today's rapidly
evolving media landscape. I look forward to working together with
our 4,000 new team members to build Cumulus into a dynamic and
nationwide local media company."

Jeffrey Marcus, a Partner at Crestview Partners and former CEO of
AMFM, Inc. said, "We are pleased to be partnering with Lew Dickey,
who we know and respect, as well as his team of talented managers,
to create this remarkable national radio platform which we believe
will have the scale to effectively compete and, importantly, to
invest in the local digital media marketplace."

As a result of the merger, each outstanding share of Citadel
common stock will be converted into the right to receive, at the
election of its holder (subject to certain limitations and
adjustments as set forth in the merger agreement), (1) $37.00 in
cash or (2) 8.525 shares of Cumulus common stock.

Completion of the merger is subject to certain customary closing
conditions, including, among other things, approval of the Citadel
stockholders, expiration or termination of the waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
amended, and regulatory approval from the Federal Communications
Commission.

Cumulus expects to complete the merger by the end of 2011.

Stockholders holding approximately 54% of the voting power of
Cumulus common stock have executed a written consent action
adopting and approving the issuances of shares in connection with
the merger and equity investment (as well as a related amendment
to the Cumulus charter) simultaneously with the execution of the
definitive merger agreement. No additional Cumulus stockholder
action is required to complete the merger.

UBS Investment Bank is acting as lead financial advisor to
Cumulus, and it also has committed to Cumulus to provide debt
financing.  Macquarie Capital is also acting as a financial
advisor to Cumulus, and it has committed to provide debt and
equity financing.  Moelis & Company delivered a fairness opinion
to the Board of Cumulus.  Jones Day is acting as legal counsel to
Cumulus in the transaction.  Goldman, Sachs & Co. is acting as a
financial advisor to Crestview Partners.

The Company plans to discuss the merger in its upcoming earnings
call on March 14 at 9:00 AM (EST).  The dial-in number for this
conference call for domestic callers is 877-830-7699, and
international callers should dial 660-422-3366 for call access.
Please call five to ten minutes in advance to ensure that you are
connected prior to the presentation.  The call also may be
accessed via webcast at http://www.cumulus.com/

                     About Crestview Partners

Founded in 2004 and based in New York, Crestview Partners --
http://www.crestview.com/-- is a value-oriented private equity
firm.  With approximately $4 billion under management, the firm
focuses on the media/cable, healthcare, financial services, and
asset management industries.  Crestview is led by a group of
former partners and leaders in the private equity and media
business and senior management of Goldman Sachs and Morgan
Stanley.

                      About Macquarie Capital

Macquarie Capital comprises Macquarie Group's (ASX: MQG, ADR:
MQBKY) corporate advisory, capital markets and principal investing
capabilities. Macquarie Capital's expertise spans a variety of
industry sectors including telecommunications, media,
entertainment and technology, financial institutions, industrials,
energy and resources, real estate, infrastructure, utilities and
renewables.  Macquarie Group has more than 3,700 staff across 31
U.S. locations.

                           About Citadel

Citadel Broadcasting Corporation --
http:///www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets.  Citadel is comprised of 166 FM stations and
59 AM stations in the nation's leading markets, in addition to
owning and operating the Citadel Media business, which is among
the largest radio networks in the U.S.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company disclosed assets of $1.4 billion and debts of
$2.5 billion in its Chapter 11 filing.  Kirkland & Ellis LLP
served as legal counsel and Lazard Freres & Co. LLC as financial
advisor for the restructuring.  Kurtzman Carson Consultants served
as claims and notice agent.

On May 19, 2010, the Court entered an order confirming the
Debtors' Second Modified Joint Plan of Reorganization.  On June 3,
2010, the Debtors consummated their reorganization and the Plan
became effective.

                           *     *     *

As reported by the Troubled Company Reporter on Nov. 30, 2010,
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Citadel.  The rating outlook is stable.  "The
'BB-' rating and stable outlook reflect Standard & Poor's Ratings
Services' opinion of Citadel's improved financial flexibility
following its bankruptcy," said Standard & Poor's credit analyst
Michael Altberg.  "The elimination of roughly 65% of its debt load
should allow the company to generate healthy discretionary cash
flow and maintain adequate liquidity despite the potential for
longer-term secular declines in radio."

On Feb. 22, 2011, the TCR reported that S&P placed its 'BB-'
corporate credit rating for Citadel as well as all related issue-
level ratings, on CreditWatch with negative implications.  The
negative CreditWatch listing reflects the potential for a
downgrade if the proposed transaction is completed, due to the
resulting higher debt leverage and decreased financial
flexibility.

Citadel carries 'Ba2' Corporate Family Rating from Moody's
Investors Service.

                        About Cumulus Media

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

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

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

In February 2011, Standard & Poor's revised its rating outlook on
Cumulus Media Inc. to positive from stable.  "The positive outlook
revision reflects the asset and cash flow diversification benefits
that Cumulus will gain in acquiring Cumulus Media Partners LLC,"
said Standard & Poor's credit analyst Andy Liu.

Moody's on January 31, 2011, said that there is no operational nor
immediate credit impact upon closing of Cumulus Media Inc.'s
acquisition of Cumulus Media Partners.  Cumulus has operated CMP's
radio stations since it was formed in 2006 so there are no
meaningful changes to operations.


CITADEL BROADCASTING: Briscoe Probes Legal Claims
-------------------------------------------------
The Briscoe Law Firm, PLLC and the securities litigation law firm
of Powers Taylor, LLP are investigating potential legal claims
against the Board of Directors of Citadel Broadcasting Corporation
related to the proposed buyout of Citadel Broadcasting by Cumulus
Media, Inc.  The definitive merger agreement, which was announced
on March 10, 2011, involves a transaction valued at approximately
$2.4 billion.  Under the proposed buyout, Citadel Broadcasting
shareholders will elect to receive up to $37.00 in cash or a fixed
ratio of 8.525 shares of Cumulus Class A Common Stock for each
share of Citadel Broadcasting/CDELA common stock they hold.  The
transaction is expected to close by the end of 2011.

The investigation relates to the fairness of the proposed
transaction to Citadel Broadcasting shareholders, possible
breaches of fiduciary duty and other violations of state law by
the Board of Directors of Citadel Broadcasting for approving this
transaction, and whether Citadel Broadcasting's Board of Directors
acted in the shareholders' best interests.  In addition, the firms
seek to determine whether Citadel Broadcasting's Board of
Directors obtained the best value for shareholders, adequately
considered all viable alternatives, and properly shopped the
company before entering into the acquisition agreement.

In particular, the firms are investigating whether the proposed
price is fair, considering many factors, including that Citadel
Broadcasting recently emerged from bankruptcy and reported
positive earnings.  If you currently own shares of Citadel
Broadcasting /CDELA and would like additional information
regarding this investigation, or if you have information regarding
the allegations involved in this transaction, please contact
Patrick Powers at Powers Taylor, LLP, toll free 877-728-9607, via
e-mail at patrick@powerstaylor.com, or Willie Briscoe at The
Briscoe Law Firm, PLLC toll free 877-397-5991, or via email at
WBriscoe@TheBriscoeLawFirm.com.  There is no cost or fee to you.

The Briscoe Law Firm is a full service business litigation and
shareholder rights advocacy firm with more than 20 years of
experience in complex litigation matters.

Powers Taylor, LLP is a boutique litigation firm that handles a
variety of complex business litigation matters nationwide,
including claims of investor and stockholder fraud, shareholder
oppression, shareholder derivative suits, and security class
actions.

                          About Cumulus Media

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

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

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

In February 2011, Standard & Poor's revised its rating outlook on
Cumulus Media Inc. to positive from stable.  "The positive outlook
revision reflects the asset and cash flow diversification benefits
that Cumulus will gain in acquiring Cumulus Media Partners LLC,"
said Standard & Poor's credit analyst Andy Liu.

Moody's on January 31, 2011, said that there is no operational nor
immediate credit impact upon closing of Cumulus Media Inc.'s
acquisition of Cumulus Media Partners.  Cumulus has operated CMP's
radio stations since it was formed in 2006 so there are no
meaningful changes to operations.


CITADEL BROADCASTING: Robbins Umeda Probes Shareholder Acquisition
------------------------------------------------------------------
Robbins Umeda LLP, a shareholder rights litigation firm, is
investigating possible breaches of fiduciary duty and other
violations of state law by members of the board of directors of
Citadel Broadcasting Corporation in connection with their efforts
to sell Citadel Broadcasting to Cumulus Media, Inc. (CMLS 4.70, -
0.40, -7.84%) .

If you own stock in Citadel Broadcasting and would like more
information about your rights as a shareholder, please contact
attorney Gregory E. Del Gaizo at 800-350-6003 or by e-mail at
info@robbinsumeda.com.

On March 10, 2011, Cumulus announced it has entered into a
definitive merger agreement to purchase Citadel Broadcasting.
Under the current agreement, each outstanding share of Citadel
common stock will be converted into the right to receive, at the
election of its holder (subject to certain limitations and
adjustments as set forth in the merger agreement): (1) up to
$37.00 in cash; or (2) 8.525 shares of Cumulus common stock.  The
transaction is expected to close by the end of 2011.

The investigation seeks to determine whether Citadel
Broadcasting's board of directors undertook a fair process to
obtain maximum value for its shareholders.  Specifically, the
investigation concerns whether the board is taking advantage of
Citadel Broadcasting's recent emergence from bankruptcy and
positive third quarter earnings for 2010 by striking a deal while
the stock price is still depressed.

Robbins Umeda LLP represents individual and institutional
shareholders in derivative, direct, and class action lawsuits.
The law firm's skilled litigation teams include former federal
prosecutors, former defense counsel from top multinational
corporate law firms, and career shareholder rights attorneys.
Robbins Umeda LLP has helped its clients realize more than $1
billion of value for themselves and the companies in which they
have invested. For more information, please go to
http://www.robbinsumeda.com.

                            About Citadel

Citadel Broadcasting Corporation --
http:///www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets.  Citadel is comprised of 166 FM stations and
59 AM stations in the nation's leading markets, in addition to
owning and operating the Citadel Media business, which is among
the largest radio networks in the U.S.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company disclosed assets of $1.4 billion and debts of
$2.5 billion in its Chapter 11 filing.  Kirkland & Ellis LLP
served as legal counsel and Lazard Freres & Co. LLC as financial
advisor for the restructuring.  Kurtzman Carson Consultants served
as claims and notice agent.

On May 19, 2010, the Court entered an order confirming the
Debtors' Second Modified Joint Plan of Reorganization.  On June 3,
2010, the Debtors consummated their reorganization and the Plan
became effective.

                           *     *     *

As reported by the Troubled Company Reporter on Nov. 30, 2010,
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Citadel.  The rating outlook is stable.  "The
'BB-' rating and stable outlook reflect Standard & Poor's Ratings
Services' opinion of Citadel's improved financial flexibility
following its bankruptcy," said Standard & Poor's credit analyst
Michael Altberg.  "The elimination of roughly 65% of its debt load
should allow the company to generate healthy discretionary cash
flow and maintain adequate liquidity despite the potential for
longer-term secular declines in radio."

Citadel carries 'Ba2' Corporate Family Rating from Moody's
Investors Service.

                        About Cumulus Media

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

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

                           *     *     *

Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2'
probability-of-default rating from Moody's Investors Service.
Standard & Poor's Ratings Services early in February revised its
rating outlook on Cumulus Media to positive from stable.  All
ratings on the company, including the 'B-' corporate credit
rating, were affirmed.


CKE RESTAURANTS: S&P Downgrades Corporate Credit Rating to 'B-'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Carpinteria, Calif.-based CKE Restaurants Inc. to
'B-' from 'B'.  The outlook is stable.

At the same time, Standard & Poor's lowered the issue-level rating
on the company's first-lien revolving credit facility to 'B+' from
'BB-'.  The '1' recovery rating remains unchanged.  Standard &
Poor's also lowered the issue-level rating on the second-lien
notes to 'B-' from 'B'.  The '4' recovery rating on these notes is
unchanged.

At the same time, Standard & Poor's assigned a 'CCC' issue-level
rating to the proposed $175 million notes due 2016.  The recovery
rating is '6', indicating S&P's expectation of negligible (0% to
10%) recovery in the event of a payment default.

"The rating actions reflect S&P's view that CKE's leverage and
cash flow coverage will deteriorate with the new note issuance,"
said Standard & Poor's credit analyst Andy Sookram.  "S&P believes
the company will exercise the pay-in-kind feature under the
proposed notes in the near term, leading to a further increase in
debt levels in the future.  S&P also anticipate that commodity
cost inflation in 2011 will have a negative influence on credit
measures, which S&P see as being characteristic of a low 'B'
rating."

The stable outlook incorporates Standard & Poor's expectation that
the company will have adequate liquidity and maintain good cushion
under financial covenants even if performance declines in 2011 due
to commodity cost increases.  "S&P could take a negative rating
action if operating challenges pressures profitability.  An
upgrade is unlikely at this time given the company's elevated debt
levels."


CLAIM JUMPER: Files Liquidating Chapter 11 Plan
-----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Goldcoast Liquidating LLC, formerly Claim Jumper
Restaurants LLC before it sold the business, filed a proposed
liquidating Chapter 11 plan on March 8.  The explanatory
disclosure statement, filed at the same time, is scheduled for an
April 15 approval hearing. If approved, creditors can vote on the
plan.

Mr. Rochelle recounts that early in the case when financing was
approved, secured lenders carved out $400,000 for unsecured
creditors.  Claim Jumper sold the chain of 45 Western-themed
restaurants to Landry's Restaurants Inc. in a transaction valued
at $76.6 million, including $48.3 million cash, the assumption of
$23.3 million in debt, and $5 million cash to collateralize
existing letters of credit.  When the sale concluded, the lenders
were paid $37.3 million.

The Plan, according to the report, in essence provides for
distributing the assets according to priorities in bankruptcy law.
For now, the disclosure statement has blanks where creditors
ultimately will be told what percentage recovery to expect. There
are also blanks listing the total amount of unsecured and
subordinated claims.  Likewise, there is no projection as yet
about the recovery for secured creditors whose claims are listed
to be almost $70 million.

In addition to $69.5 million in secured debt, Claim Jumper owes
$112 million on subordinated notes.

                        About Claim Jumper

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

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

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

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

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

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


COLTS RUN: Court Orders for Chapter 11 Trustee to Take Over
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
entered an order directing the appointment of a Chapter 11 trustee
to oversee the bankruptcy case of Colts Run LLC.

PNC Bank National Association, which asserts a $23,172,000 claim
secured by perfected liens in substantially all the assets of the
Debtor, requested for the Chapter 11 trustee, due to the Debtor's
"misconduct".

PNC Bank said in court filings that the Debtor's Colts Run
Apartments generated significant net operating income prepetition.
Thus, according to the bank, the Debtor should have been able to
pay all expenses of operating the property, and also to pay at
least part of the indebtedness owed to the bank.

The bank discloses that instead, the Debtor:

   a) failed to pay real estate taxes, requiring bank to pay those
      taxes to avoid the imposition of a tax lien;

   b) withdrew funds from the security deposit accounts, in
      violation of applicable law;

   c) failed to make any payment whatsoever on account of its
      indebtedness to the bank from Feb. 1, 2010, through the
      petition date, and

   d) notwithstanding the foregoing, made a distribution to
      holders of equity interests.

PNC Bank claims to be the only significant creditor in this single
asset case.  It is represented by Goldberg Kohn Ltd.

                       About Colts Run, LLC

Lake Forest, Illinois-based Colts Run, LLC, owns and operates a
residential apartment project located in Lexington, Kentucky,
known as Colts Run Apartments.  The Company filed for Chapter 11
bankruptcy protection on April 23, 2010 (Bankr. N.D. Ill. Case No.
10-18071).  David K. Welch, Esq., at Crane Heyman Simon Welch &
Clar, represents the Debtor in its restructuring effort.  The
Company estimated its assets and debts at $10 million to
$50 million as of the Petition Date.


CORNERSTONE BANCSHARES: Incurs $2.96-Mil. Loss in Dec. 31 Qtr.
--------------------------------------------------------------
Cornerstone Bancshares, Inc., reported a net loss of $5.28 million
on $5.44 million of total interest income for the three months
ended Dec. 31, 2010, compared with a net loss of $2.96 million on
$6.61 million of total interest income for the same period during
the prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$441.50 million in total assets, $415.68 million in total
liabilities, and $25.82 million in total stockholders' equity.

"I am greatly encouraged by the positive trends and significant
improvements made year-over-year," said Cornerstone's President
Frank Hughes.  "We had positive cash-flow from operating
activities all four quarters of 2010, which was a dramatic
turnaround from the previous year," he said.  "Given our bank's
conservative loan loss allowance approach and our improved asset
quality position, management expects minimal loan loss provision
expense for 2011, which should translate positively to net income
and greater value for all of Cornerstone's stakeholders."

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

               http://ResearchArchives.com/t/s?74ca

                    About Cornerstone Bancshares

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

                         Going Concern Doubt

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

                          Consent Order

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

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

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


CORONELLA PROPERTIES: Riley Law Group Remains in Case
-----------------------------------------------------
Bankruptcy Judge Joan N. Feeney denied a motion by Maryclare
Flannery, Pro Se Party of Interest, Partner, and 50% Member
of Coronella Properties, LLC, asking the Court to withdraw its
order dated Nov. 19, 2010, approving the Chapter 7 trustee's
application to employ Lynne F. Riley, Esq., and Riley Law Group,
LLC as Successor Counsel in the case.  The Court said the request
is devoid of merit.

A copy of Judge Feeney's March 3 order is available at
http://is.gd/KUvRY0from Leagle.com

Coronella Properties, LLC, filed a voluntary Chapter 11 petition
(Bankr. D. Mass. Case No. 06-13886) on Oct. 26, 2006, disclosing
between $1 million and $100 million in both assets and debts.
James Coronella signed the petition as Manager. The Debtor
formerly operated an inn known as the Inn at Scituate Harbor,
located at 7 Beaver Dam Road in Scituate, Massachusetts. The
Stephen E. Shamban Law Offices, P.C., served as bankruptcy
counsel.

On Oct. 22, 2007, the Court authorized the appointment of a
Chapter 11 Trustee, and, the next day, the United States Trustee
appointed Lynne F. Riley the Chapter 11 Trustee.

On April 9, 2008, pursuant to the Chapter 11 Trustee's Motion to
Convert, the Court converted the Debtor's Chapter 11 case to a
case under Chapter 7.  The conversion of the case to Chapter 7
followed the foreclosure sale of the Debtor's hospitality business
and real property in February 2008.  Following the conversion, the
Untied States Trustee appointed Lynne F. Riley the Chapter 7
Trustee.  After her appointment, the Chapter 7 Trustee obtained
authority to employ Altman Riley Esher LLP as her counsel. The
Court granted the Application on Sept. 16, 2008.


CRYOPORT INC: Agreement With Federal Express Kept Confidential
--------------------------------------------------------------
CryoPort, Inc., submitted an application under Rule 24b-2
requesting confidential treatment for information it excluded from
the exhibits to a Form 10-Q filed on Nov. 9, 2010.  Based on
representations by CryoPort, Inc., that this information qualifies
as confidential commercial or financial information under the
Freedom of Information Act, 5 U.S.C. 552(b)(4), the Division of
Corporation Finance has determined not to publicly disclose it.
Accordingly, the agreement between the Company and Federal Express
Corporation will not be released to the public until Jan. 13,
2013.

                        About CryoPort Inc.

Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB:
CYRXD) -- http://www.cryoport.com/-- provides innovative cold
chain frozen shipping system dedicated to providing superior,
affordable cryogenic shipping solutions that ensure the safety,
status and temperature of high value, temperature sensitive
materials.  The Company has developed a line of cost-effective
reusable cryogenic transport containers capable of transporting
biological, environmental and other temperature sensitive
materials at temperatures below 0-degree Celsius.

At Sept. 30, 2010, the Company had total assets of $5.37 million,
total liabilities of $5.53 million, and a stockholders' deficit of
$153,700.

KMJ Corbin & Company LLP expressed substantial doubt about
CryoPort's ability to continue as a going concern, following
the Company's 2009 results.  The firm noted that the Company has
incurred recurring losses and negative cash flows from operations
since inception.


CUMULUS MEDIA: Inks $2.4BB Deal to Acquire Citadel
-------------------------------------------------- Cumulus Media
Inc. said Thursday it has entered into a definitive merger
agreement to purchase Citadel Broadcasting Corporation, under
which Cumulus would acquire all of the outstanding common stock
and warrants of Citadel at a price of $37.00 per share.  This
consideration is payable in cash and shares of Cumulus stock, and
values Citadel as an enterprise at approximately $2.4 billion.
Citadel owns and operates 225 radio stations in over 50 markets
and also operates the Citadel Media business, which is among the
largest radio networks in the U.S.

Cumulus, which previously announced the pending acquisition of the
remaining equity interests of Cumulus Media Partners LLC it does
not currently own, also expects to complete a refinancing of all
of the outstanding debt of Cumulus, Citadel and CMP in conjunction
with the proposed merger.  Cumulus has obtained commitments for up
to $500 million in equity financing from Crestview Partners and
Macquarie Capital, and commitments from a group of banks for up to
$2.525 billion in senior secured credit facilities and $500
million in senior note bridge financing, the proceeds of which
will be used to pay the cash portion of the merger consideration,
and effect the refinancings.

Cumulus anticipates that the merger, after giving effect to
anticipated synergies, will be accretive relative to Cumulus'
current Adjusted EBITDA trading multiple.  After giving effect to
the proposed acquisition, Cumulus would own 572 radio stations
across approximately 120 U.S. markets.  A combination of Cumulus
and Citadel, together with CMP, would provide Cumulus with the
following benefits:

    * true national platform with approximately 120 markets,
      including 8 of the top 10;

    * critical mass necessary to effectively compete and invest in
      the local digital media marketplace;

    * network distribution for the syndication of content and
      technology assets;

    * estimated synergies of at least $50 million with a
      capitalized value of approximately $1.50 to $2.00 per share;

    * optimal platform for further consolidation and increased
      vertical integration;

    * lower overall leverage and a simplified capital structure;
      And

    * significantly enhanced equity market capitalization for
      Cumulus, which would provide greater trading liquidity and
      strategic flexibility.

Cumulus' Chairman and CEO, Lew Dickey, commented, "This
transaction provides us with a unique opportunity to leverage our
proprietary operating systems and technology platform across a
vastly expanded national footprint. We'll have the national scope
and financial strength necessary to make critical investments in
content and technology necessary to compete in today's rapidly
evolving media landscape. I look forward to working together with
our 4,000 new team members to build Cumulus into a dynamic and
nationwide local media company."

Jeffrey Marcus, a Partner at Crestview Partners and former CEO of
AMFM, Inc. said, "We are pleased to be partnering with Lew Dickey,
who we know and respect, as well as his team of talented managers,
to create this remarkable national radio platform which we believe
will have the scale to effectively compete and, importantly, to
invest in the local digital media marketplace."

As a result of the merger, each outstanding share of Citadel
common stock will be converted into the right to receive, at the
election of its holder (subject to certain limitations and
adjustments as set forth in the merger agreement), (1) $37.00 in
cash or (2) 8.525 shares of Cumulus common stock.

Completion of the merger is subject to certain customary closing
conditions, including, among other things, approval of the Citadel
stockholders, expiration or termination of the waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
amended, and regulatory approval from the Federal Communications
Commission.

Cumulus expects to complete the merger by the end of 2011.

Stockholders holding approximately 54% of the voting power of
Cumulus common stock have executed a written consent action
adopting and approving the issuances of shares in connection with
the merger and equity investment (as well as a related amendment
to the Cumulus charter) simultaneously with the execution of the
definitive merger agreement. No additional Cumulus stockholder
action is required to complete the merger.

UBS Investment Bank is acting as lead financial advisor to
Cumulus, and it also has committed to Cumulus to provide debt
financing.  Macquarie Capital is also acting as a financial
advisor to Cumulus, and it has committed to provide debt and
equity financing.  Moelis & Company delivered a fairness opinion
to the Board of Cumulus.  Jones Day is acting as legal counsel to
Cumulus in the transaction.  Goldman, Sachs & Co. is acting as a
financial advisor to Crestview Partners.

The Company plans to discuss the merger in its upcoming earnings
call on March 14 at 9:00 AM (EST).  The dial-in number for this
conference call for domestic callers is 877-830-7699, and
international callers should dial 660-422-3366 for call access.
Please call five to ten minutes in advance to ensure that you are
connected prior to the presentation.  The call also may be
accessed via webcast at http://www.cumulus.com/

                     About Crestview Partners

Founded in 2004 and based in New York, Crestview Partners --
http://www.crestview.com/-- is a value-oriented private equity
firm.  With approximately $4 billion under management, the firm
focuses on the media/cable, healthcare, financial services, and
asset management industries.  Crestview is led by a group of
former partners and leaders in the private equity and media
business and senior management of Goldman Sachs and Morgan
Stanley.

                      About Macquarie Capital

Macquarie Capital comprises Macquarie Group's (ASX: MQG, ADR:
MQBKY) corporate advisory, capital markets and principal investing
capabilities. Macquarie Capital's expertise spans a variety of
industry sectors including telecommunications, media,
entertainment and technology, financial institutions, industrials,
energy and resources, real estate, infrastructure, utilities and
renewables.  Macquarie Group has more than 3,700 staff across 31
U.S. locations.

                           About Citadel

Citadel Broadcasting Corporation --
http:///www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets.  Citadel is comprised of 166 FM stations and
59 AM stations in the nation's leading markets, in addition to
owning and operating the Citadel Media business, which is among
the largest radio networks in the U.S.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company disclosed assets of $1.4 billion and debts of
$2.5 billion in its Chapter 11 filing.  Kirkland & Ellis LLP
served as legal counsel and Lazard Freres & Co. LLC as financial
advisor for the restructuring.  Kurtzman Carson Consultants served
as claims and notice agent.

On May 19, 2010, the Court entered an order confirming the
Debtors' Second Modified Joint Plan of Reorganization.  On June 3,
2010, the Debtors consummated their reorganization and the Plan
became effective.

                           *     *     *

As reported by the Troubled Company Reporter on Nov. 30, 2010,
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Citadel.  The rating outlook is stable.  "The
'BB-' rating and stable outlook reflect Standard & Poor's Ratings
Services' opinion of Citadel's improved financial flexibility
following its bankruptcy," said Standard & Poor's credit analyst
Michael Altberg.  "The elimination of roughly 65% of its debt load
should allow the company to generate healthy discretionary cash
flow and maintain adequate liquidity despite the potential for
longer-term secular declines in radio."

On Feb. 22, 2011, the TCR reported that S&P placed its 'BB-'
corporate credit rating for Citadel as well as all related issue-
level ratings, on CreditWatch with negative implications.  The
negative CreditWatch listing reflects the potential for a
downgrade if the proposed transaction is completed, due to the
resulting higher debt leverage and decreased financial
flexibility.

Citadel carries 'Ba2' Corporate Family Rating from Moody's
Investors Service.

                        About Cumulus Media

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

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

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

In February 2011, Standard & Poor's revised its rating outlook on
Cumulus Media Inc. to positive from stable.  "The positive outlook
revision reflects the asset and cash flow diversification benefits
that Cumulus will gain in acquiring Cumulus Media Partners LLC,"
said Standard & Poor's credit analyst Andy Liu.

Moody's on January 31, 2011, said that there is no operational nor
immediate credit impact upon closing of Cumulus Media Inc.'s
acquisition of Cumulus Media Partners.  Cumulus has operated CMP's
radio stations since it was formed in 2006 so there are no
meaningful changes to operations.


CUMULUS MEDIA: Robbins Umeda Probes Citadel Acquisition
-------------------------------------------------------
Robbins Umeda LLP, a shareholder rights litigation firm, is
investigating possible breaches of fiduciary duty and other
violations of state law by members of the board of directors of
Citadel Broadcasting Corporation in connection with their efforts
to sell Citadel Broadcasting to Cumulus Media, Inc. (CMLS 4.70, -
0.40, -7.84%) .

If you own stock in Citadel Broadcasting and would like more
information about your rights as a shareholder, please contact
attorney Gregory E. Del Gaizo at 800-350-6003 or by e-mail at
info@robbinsumeda.com.

On March 10, 2011, Cumulus announced it has entered into a
definitive merger agreement to purchase Citadel Broadcasting.
Under the current agreement, each outstanding share of Citadel
common stock will be converted into the right to receive, at the
election of its holder (subject to certain limitations and
adjustments as set forth in the merger agreement): (1) up to
$37.00 in cash; or (2) 8.525 shares of Cumulus common stock.  The
transaction is expected to close by the end of 2011.

The investigation seeks to determine whether Citadel
Broadcasting's board of directors undertook a fair process to
obtain maximum value for its shareholders.  Specifically, the
investigation concerns whether the board is taking advantage of
Citadel Broadcasting's recent emergence from bankruptcy and
positive third quarter earnings for 2010 by striking a deal while
the stock price is still depressed.

Robbins Umeda LLP represents individual and institutional
shareholders in derivative, direct, and class action lawsuits.
The law firm's skilled litigation teams include former federal
prosecutors, former defense counsel from top multinational
corporate law firms, and career shareholder rights attorneys.
Robbins Umeda LLP has helped its clients realize more than $1
billion of value for themselves and the companies in which they
have invested. For more information, please go to
http://www.robbinsumeda.com.

                            About Citadel

Citadel Broadcasting Corporation --
http:///www.citadelbroadcasting.com/-- is the third largest radio
group in the United States, with a national footprint reaching
more than 50 markets.  Citadel is comprised of 166 FM stations and
59 AM stations in the nation's leading markets, in addition to
owning and operating the Citadel Media business, which is among
the largest radio networks in the U.S.

Citadel Broadcasting filed for Chapter 11 with 50 affiliates on
Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422).
The Company disclosed assets of $1.4 billion and debts of
$2.5 billion in its Chapter 11 filing.  Kirkland & Ellis LLP
served as legal counsel and Lazard Freres & Co. LLC as financial
advisor for the restructuring.  Kurtzman Carson Consultants served
as claims and notice agent.

On May 19, 2010, the Court entered an order confirming the
Debtors' Second Modified Joint Plan of Reorganization.  On June 3,
2010, the Debtors consummated their reorganization and the Plan
became effective.

                           *     *     *

As reported by the Troubled Company Reporter on Nov. 30, 2010,
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Citadel.  The rating outlook is stable.  "The
'BB-' rating and stable outlook reflect Standard & Poor's Ratings
Services' opinion of Citadel's improved financial flexibility
following its bankruptcy," said Standard & Poor's credit analyst
Michael Altberg.  "The elimination of roughly 65% of its debt load
should allow the company to generate healthy discretionary cash
flow and maintain adequate liquidity despite the potential for
longer-term secular declines in radio."

Citadel carries 'Ba2' Corporate Family Rating from Moody's
Investors Service.

                        About Cumulus Media

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

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

                           *     *     *

Cumulus Media carries a 'Caa1' corporate family rating, and 'Caa2'
probability-of-default rating from Moody's Investors Service.
Standard & Poor's Ratings Services early in February revised its
rating outlook on Cumulus Media to positive from stable.  All
ratings on the company, including the 'B-' corporate credit
rating, were affirmed.


CUMULUS MEDIA: Briscoe Probes Legal Claims Against Citadel
----------------------------------------------------------
The Briscoe Law Firm, PLLC and the securities litigation law firm
of Powers Taylor, LLP are investigating potential legal claims
against the Board of Directors of Citadel Broadcasting Corporation
related to the proposed buyout of Citadel Broadcasting by Cumulus
Media, Inc.  The definitive merger agreement, which was announced
on March 10, 2011, involves a transaction valued at approximately
$2.4 billion.  Under the proposed buyout, Citadel Broadcasting
shareholders will elect to receive up to $37.00 in cash or a fixed
ratio of 8.525 shares of Cumulus Class A Common Stock for each
share of Citadel Broadcasting/CDELA common stock they hold.  The
transaction is expected to close by the end of 2011.

The investigation relates to the fairness of the proposed
transaction to Citadel Broadcasting shareholders, possible
breaches of fiduciary duty and other violations of state law by
the Board of Directors of Citadel Broadcasting for approving this
transaction, and whether Citadel Broadcasting's Board of Directors
acted in the shareholders' best interests.  In addition, the firms
seek to determine whether Citadel Broadcasting's Board of
Directors obtained the best value for shareholders, adequately
considered all viable alternatives, and properly shopped the
company before entering into the acquisition agreement.

In particular, the firms are investigating whether the proposed
price is fair, considering many factors, including that Citadel
Broadcasting recently emerged from bankruptcy and reported
positive earnings.  If you currently own shares of Citadel
Broadcasting /CDELA and would like additional information
regarding this investigation, or if you have information regarding
the allegations involved in this transaction, please contact
Patrick Powers at Powers Taylor, LLP, toll free 877-728-9607, via
e-mail at patrick@powerstaylor.com, or Willie Briscoe at The
Briscoe Law Firm, PLLC toll free 877-397-5991, or via email at
WBriscoe@TheBriscoeLawFirm.com.  There is no cost or fee to you.

The Briscoe Law Firm is a full service business litigation and
shareholder rights advocacy firm with more than 20 years of
experience in complex litigation matters.

Powers Taylor, LLP is a boutique litigation firm that handles a
variety of complex business litigation matters nationwide,
including claims of investor and stockholder fraud, shareholder
oppression, shareholder derivative suits, and security class
actions.

                          About Cumulus Media

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

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

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

In February 2011, Standard & Poor's revised its rating outlook on
Cumulus Media Inc. to positive from stable.  "The positive outlook
revision reflects the asset and cash flow diversification benefits
that Cumulus will gain in acquiring Cumulus Media Partners LLC,"
said Standard & Poor's credit analyst Andy Liu.

Moody's on January 31, 2011, said that there is no operational nor
immediate credit impact upon closing of Cumulus Media Inc.'s
acquisition of Cumulus Media Partners.  Cumulus has operated CMP's
radio stations since it was formed in 2006 so there are no
meaningful changes to operations.


CUMULUS MEDIA: Richard Denning Owns 94,112 Common Shares
--------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Richard Denning, SVP secretary general counsel at
Cumulus Media Inc., disclosed that he beneficially owns 94,112
shares of Class A common stock of the Company.  Mr. Denning also
disclosed that he has an option to buy 24,750 shares of Class A
common stock, which option will expire on Dec. 30, 2018.  The
option vests as follows: 50% on Dec. 30, 2010, 25% on Dec. 30,
2011, and 25% on Dec. 30, 2012.

                        About Cumulus Media

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

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

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

In February 2011, Standard & Poor's revised its rating outlook on
Cumulus Media Inc. to positive from stable.  "The positive outlook
revision reflects the asset and cash flow diversification benefits
that Cumulus will gain in acquiring Cumulus Media Partners LLC,"
said Standard & Poor's credit analyst Andy Liu.

Moody's on Jan. 31, 2011, said that there is no operational nor
immediate credit impact upon closing of Cumulus Media Inc.'s
acquisition of Cumulus Media Partners.  Cumulus has operated CMP's
radio stations since it was formed in 2006 so there are no
meaningful changes to operations.


DAVID BROWN: Creditors Want to Take Properties
----------------------------------------------
Danielle Harling at HipHop DX reports that creditors are asking
the bankruptcy court to lift the shield of bankruptcy guarding the
Tennessee rapper.  According to the Wall Street Journal several
companies including Wells Fargo Financial Tennessee Inc., Ally
Financial Inc., and Select Portfolio Servicing are all looking to
seize property from Young Buck.

HipHop DX also reports that Young Buck has recently been indicted
on a gun charge and could possibly face 10 years in prison.

Young Buck filed for Chapter 13 bankruptcy in 2010.  In January
2011, a federal judge converted the bankruptcy proceedings of
Nashville rapper Young Buck, whose real name is David Darnell
Brown, to Chapter 11 bankruptcy proceeding.  The ruling comes as
Well Fargo is attempting to repossess the Mr. Buck's BMW over
missed payments.  Jeanne Burton was named Chapter 11 trustee in
Young Buck's case.


DAVIE YARDS: Obtains April 1 Extension of CCAA Stay Order
---------------------------------------------------------
Davie Yards has obtained an order from the Quebec Superior Court
extending the stay of proceedings ordered by the Court to April 1,
2011, the whole pursuant to the Companies' Creditors Arrangement
Act.

Davie is making progress in its discussions with potential
investors, but still needs time to conclude an exclusivity
agreement with one of them.  The extension will also allow Davie
to continue working on its response to the request for proposals
to become one of the two selected shipyards under the National
Shipbuilding Procurement Strategy.

Davie has also secured interim financing required to continue its
restructuring efforts through the extension.  The Company has
obtained confirmation that, subject to the approval of the
required authorities, the Quebec Government will provide interim
financing to a maximum of $ 1.8 million to meet the cash
requirements for the duration of the extension.  "We truly
appreciate the support of the Quebec Government", said the
President and CEO of Davie, Mr. Gustav Johan Nydal.  He continued,
"This support is critical to continue the process to find a
solution, so the yard can eventually bring its 1500 employees back
to work and get a share of the $35B federal contracts".

The Court also granted Davie an extension of the exemption to hold
its shareholders' meeting until June 30, 2011.

                           About Davie Yards

Davie Yards Inc. owns and operates the Davie yard in Quebec.  With
over 185 years of operating experience, the shipyard is the
largest in Canada and among the largest and most sophisticated in
North America.  The Corporation has a focus on building large and
complex offshore service vessels and rigs, and other sophisticated
vessels for commercial and governmental use.


DEEP DOWN: Restates 2010 Form 10-Qs Due to Errors
-------------------------------------------------
Deep Down, Inc., filed on March 8, 2011, Amendment No. 1 to its
quarterly report on Form 10-Q for the three months ended Sept. 30,
2010, as filed with the Securities and Exchange Commission on
Nov. 19, 2010.

In conjunction with an internal review meeting of Flotation
Technologies, Inc., a Maine corporation and a wholly owned
subsidiary of the Company, management of the Company reviewed the
status of one of its long-term fixed price contracts that was
entered into by the Company in November of 2008 and is scheduled
to be completed in the third quarter of 2011.  As a result of this
review, management identified errors in the percentage of
completion accounting model for revenue recognition pertaining to
this Contract.

On Jan. 14, 2011, the Audit Committee of the Company's Board of
Directors concluded, based on recommendations from management,
that, as a result of these errors, the Company's unaudited interim
consolidated financial statements for the quarterly periods ended
March 31, 2010, June 30, 2010, and Sept. 30, 2010, should no
longer be relied on and should be restated.  The Company
considered the effect of the error to be immaterial to the
consolidated financial statements as of and for the year ended
Dec. 31, 2009.

The Company reported a net loss of $4.4 million on $10.4 million
of revenues for the three months ended Sept. 30, 2010, compared
with a net loss of $2.5 million on $8.0 million of revenues for
the same period of 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$49.3 million in total assets, $16.8 million in total liabilities,
and stockholders' equity of $32.5 million.

"The Whitney National Bank Amended and Restated Credit Agreement
becomes due on April 15, 2011, and we will need to raise
additional debt or equity capital or renegotiate the existing debt
prior to the expiration date," the Company said in the filing.
"Therefore, we are currently in discussions with several lenders
who have expressed interest in refinancing our debt.  Our plan is
to refinance the debt under the Whitney New Agreement in
conjunction with obtaining financing to consummate the purchase of
Cuming Corporation.  We cannot provide any assurance that any
financing will be available to us in the future on acceptable
terms or at all.  If we are unable to raise additional capital or
renegotiate our existing debt, this would have a material adverse
impact on our business or would raise substantial doubt about our
ability to continue as a going concern."

"Historically, as of Sept. 30, 2010, we were in compliance with
all financial covenants under our credit agreement with Whitney.
However, due to the Restatement adjustments, the leverage ratio
and the fixed charge coverage ratio are out of compliance as of
Sept. 30, 2010.  Under the terms of the New Agreement, Whitney
could accelerate and immediately require all amounts outstanding
under the New Agreement to become due on the basis of such
noncompliance."

A full-text copy of the Form 10-Q/A for the three months ended
Sept. 30, 2010, is available for free at:

               http://researcharchives.com/t/s?74cf

A full-text copy of the Form 10-Q/A for the three months ended
June 30, 2010, is available for free at:

               http://researcharchives.com/t/s?74d0

A full-text copy of the Form 10-Q/A for the three months ended
March 31, 2010, is available for free at:

               http://researcharchives.com/t/s?74ce
v
Houston, Tex.-based Deep Down, Inc. --
http://www.deepdowncorp.com/-- is an oilfield services company
specializing in complex deepwater and ultra-deepwater oil
production distribution system support services, serving the
worldwide offshore exploration and production industry.


DELUXE CORP: S&P Affirms 'BB-' Rating, Gives Stable Outlook
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' rating on
St. Paul, Minn.-based Deluxe Corp.  The outlook is stable.

At the same, S&P assigned the company's proposed $200 million
notes due 2021 S&P's issue-level rating of 'BB-' (at the same
level as the 'BB-' corporate credit rating on the company) with a
recovery rating of '4'.  The '4' recovery rating indicates S&P's
expectations for average (30%-50%) recovery for noteholders in the
event of a payment default.  (For the recovery analysis, see
Standard & Poor's recovery report on Deluxe Corp., to be published
on RatingsDirect as soon as possible following the release of this
report.) The company intends to use the proceeds from the new
notes to refinance its existing $280 million 5% notes due 2012.

In addition, S&P revised its recovery rating on the company's
7.375% senior notes due 2015 to '4' (indicating its expectation
for 30% to 50% recovery) from '3' (50% to 70%).  The issue-level
rating on this debt was affirmed at 'BB-'.

The 'BB-' rating reflects intermediate- and long-term operating
challenges to Deluxe's business segments.  In S&P's view, the
company has a weak business risk profile, principally because of
the significant risks of continued secular declines and keen
competition in the check printing sector, which accounted for 64%
of 2010 fiscal year revenues.  S&P's business risk assessment also
reflects the vulnerability of the Small Business Services segment
to economic cycles.  S&P views the financial risk profile as
significant, based on leverage that will enable the company to
absorb operating weakness at the current rating level, as well as
provide some capacity for acquisitions.


DILLARD LAND: Judge Sacca Dismisses Chapter 11 Case
---------------------------------------------------
The Hon. James R. Sacca of the U.S. Bankruptcy Court for the
Northern District of Georgia dismissed the Chapter 11 case of
Dillard Land Investments LLC, at the behest of 1615 Johnson Road
LLC.

1615 Johnson Road is the legal assignee and owner of the first
priority debt encumbering a certain tract of real property in
Fulton county and known as 1615 Johnson Road.  The property
consists of 25 acres of land improved with a 66,000 square foot
building.

1615 Johnson is assignee of a debt on account of a $3 million loan
made by Horizon Bank to the Debtor in March 2005.  The loan was
used to purchase the property.

1615 Johnson also purchased a promissory note the Debtor executed
in favor of Haven Trust Bank in September 2007.  The $5 million
note was set to mature Oct. 1, 2008.  A certain deed to secure the
indebtedness was executed in connection with the note.

1615 Johnson claims that the Debtor couldn't afford to make the
interest payments required under the loan documents.  1615 Johnson
says that the Debtor, solely in an attempt to frustrate and
prevent the foreclosure of the property, filed its Chapter 11
petition, approximately just 21 minutes prior to the scheduled
call of the foreclosure.

According to 1615 Johnson, while the Debtor has hoped to develop
the property into some sort of residential or mixed-use community,
the property has sat vacant for the past five years.  The Debtor
conducts no operations whatsoever on the property and has allowed
the property to become an eyesore and, in effect, a tire dump.

1615 Johnson is represented by Mahaffey Pickens Tucker, LLP.

                        About Dillard Land

Atlanta, Georgia-based Dillard Land Investments, LLC, filed for
Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. N.D.
Ga. Case No. 10-86573).  Herbert C. Broadfoot, II, Esq., at
Ragsdale, Beals, Seigler, et al., assists the Debtor in its
restructuring effort.  The Debtor estimated assets at $10 million
to $50 million and debts at $1 million to $10 million as of the
Petition Date.


DOLPHIN DIGITAL: Engages RBSM LLP as Independent Accountant
-----------------------------------------------------------
On Feb. 23, 2011, Jewett, Schwartz, Wolfe & Associates advised
Dolphin Digital Media, Inc., that its audit practice was acquired
by RBSM LLP, an independent registered public accounting firm, and
that, accordingly, JSW was resigning as the Company's independent
registered public accounting firm.  Except as noted in the
following paragraph, the reports of JSW on the Company's financial
statements for the years ended Dec. 31, 2009 and 2008 did not
contain an adverse opinion or disclaimer of opinion, and such
reports were not qualified or modified as to uncertainty, audit
scope, or accounting principle.

The reports of JSW on the Company's consolidated financial
statements as of and for the years ended Dec. 31, 2009 and 2008,
contained an explanatory paragraph which noted that there was
substantial doubt as to the Company's ability to continue as a
going concern due to a deficit in working capital and incurring
significant losses.

During the years ended Dec. 31, 2009 and 2008 through Feb. 23,
2011, the Company has not had any disagreements with JSW on any
matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements, if
not resolved to JSW's satisfaction, would have caused them to make
reference thereto in their reports on the Company's financial
statements for such periods.

During the years ended Dec. 31, 2009 and 2008 through Feb. 23,
2011, there were no reportable events, as defined in Item
304(a)(1)(v) of Regulation S-K.

On Feb. 24, 2011, the Company engaged RBSM LLP as its independent
registered public accounting firm for the Company's fiscal year
ended Dec. 31, 2010.  The decision to engage RBSM as the Company's
independent registered public accounting firm was approved by the
Company's Board of Directors.

During the two most recent fiscal years and through the Engagement
Date, the Company has not consulted with RBSM regarding either:

      1. the application of accounting principles to any specified
         transaction, either completed or proposed, or the type of
         audit opinion that might be rendered on the Company's
         financial statements, and neither a written report was
         provided to the Company nor oral advice was provided that
         RBSM concluded was an important factor considered by the
         Company in reaching a decision as to the accounting,
         auditing or financial reporting issue; or

      2. any matter that was either the subject of a disagreement
         (as defined in paragraph (a)(1)(iv) of Item 304 of
         Regulation S-K and the related instructions thereto) or a
         reportable event (as described in paragraph (a)(1)(v) of
         Item 304 of Regulation S-K).

                        About Dolphin Digital

Miami, Fla.-based Dolphin Digital Media, Inc (OTC BB: DPDM)
-- http://www.dolphindigitalmedia.com/-- is a creator of secure
social networking websites for children utilizing ground breaking
fingerprint identification technology.

The Company's balance sheet at Sept. 30, 2010, showed
$2.26 million in total assets, $3.53 million in total liabilities,
and a stockholders' deficit of $1.27 million.

"As of Sept. 30, 2010 the Company recorded an accumulated
deficit of approximating $30.16 million.  Further, the Company has
inadequate working capital to maintain or develop its operations,
and is dependent upon funds from private investors and the support
of certain stockholders," the Company said in its latest Form 10-
Q.

Jewett, Schwartz, Wolfe & Associates, in Hollywood, Florida,
expressed substantial doubt about Dolphin Digital's ability to
continue as a gong concern, following the Company's 2009 results.
The independent auditors noted that the Company has operating and
liquidity concerns, has incurred net losses approximating
$27,500,000 as of Dec. 31, 2009.


DULUTH ECONOMIC: S&P Gives Stable Outlook on $48.8 Mil. Bonds
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook to
stable from negative on the Duluth Economic Development Authority,
Minn.'s $48.8 million series 2002 hospital revenue bonds, issued
for St. Luke's Hospital of Duluth.  Standard & Poor's also
affirmed its 'BB-' long-term rating on the bonds.

"The outlook revision reflects St. Luke's improving balance sheet,
coupled with its elimination of reliance on a line of credit to
meet its cash-on-hand covenant for unaudited fiscal 2010," said
Standard & Poor's credit analyst Suzie Desai.

The 'BB-' rating reflects S&P's assessment of the hospital's:

* Light but improving operational liquidity of 48 days' cash on
  hand for the obligated group as of Dec. 31, 2010, with ongoing
  cash demands for pension funding, capital expenditures, and debt
  service;

* Moderately high leverage ratio of 60% as of Dec. 31, 2010; and

* Uneven, though positive, operating performance levels in recent
  years (however, payments for prior-year settlements for both
  Medicaid and disproportionate share funds supported 2010
  positive performance).

St.  Luke's, in Duluth, consists of the 267-bed hospital, the St.
Luke's Foundation, Lake View Memorial Hospital, a critical-access
hospital located in Two Harbors, Minn., and physician joint
ventures that include Northern Imaging of Duluth (in which St.
Luke's has a 21% interest) and Pavilion Surgery Center (a 50%
interest).


DUPONT FABROS: S&P Assigns 'B-' Rating to $90 Mil. Preferred Stock
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue rating
to the $90 million 7.625% series B preferred stock issued by
DuPont Fabros Technology Inc. The company plans to use proceeds
from the offering, together with borrowings under its revolving
credit facility, to fund the development of the second phase of
its CH1 data center in Elk Grove Village, Ill.  As of Feb. 28,
2011, the space was 50% preleased (up from 29% as of Feb. 8,
2011).

The series B preferred stock does not have a maturity date, but is
callable by the company on or after March 15, 2016.  The security
also has a conversion into common and redemption provision that
could be invoked by its holders if a change of control occurs.

S&P's ratings on DuPont Fabros reflect the company's fair business
risk profile.  The company's core portfolio exhibits moderate
tenant concentration, but remains well-leased to a renter base
with generally good credit quality.  S&P views the company's
financial profile as aggressive due to its weak fixed-charge
coverage (in the 1.5x area pro forma for the recent transaction)
and aggressive development appetite.  However, S&P notes that
leverage (with preferred stock as debt) on a cost basis is a
moderate 40% (pro forma for the recent transaction).  S&P also
believe that liquidity-which is supported by a sizable cash
balance of $227 million (as of Dec. 31, 2010), full availability
on a $100 million revolver, and a lack of near-term debt
maturities-is adequate to cover the company's near-term capital
needs.

As of Feb. 8, 2011, DuPont Fabros owned and operated eight data
centers, seven of which were 100% leased.  In the fourth quarter,
the company placed the first phase of its NJ1 facility (22%
leased) into service and maintained a development pipeline
consisting of two first-phase projects.

S&P's stable outlook on the company reflects its expectation that
its well-leased core portfolio, which has very manageable lease
expirations and contractual rent increases, along with expected
revenue contributions from the lease-up of new facilities, will
provide modest contributions to cash flows.  S&P also expect that
management will continue to fund development in a balanced manner
and maintain adequate liquidity.

                           Rating List

                  DuPont Fabros Technology Inc.

    Corporate credit                           BB-/Stable/--

                         Rating Assigned

                  DuPont Fabros Technology Inc.

          Series B preferred stock                   B-


DYNEGY INC: Warns of Potential Chapter 11 Filing
------------------------------------------------
Dynegy Inc. warned shareholders on Tuesday that it might be forced
into bankruptcy if it is unable to renegotiate the terms of its
existing debt.

"Our financing agreements governing our debt obligations require
us to satisfy specific financial covenants.   Using the latest
available forward commodity price curves and considering our
current derivative contracts, we project that it is likely that we
will not be able to comply with our EBITDA to Consolidated
Interest Expense covenant, particularly in the third and fourth
quarters of 2011," the Company said in its annual report on Form
10-K.  "Our failure to comply with the financial covenants would
have a material adverse impact on our business, financial
condition, results of operations and cash flows.  If we are unable
to successfully execute our plan to amend or replace our Credit
Facility or otherwise obtain additional sources of liquidity, it
may be necessary for us to seek protection from creditors under
Chapter 11 of the U.S. Bankruptcy Code, or an involuntary petition
for bankruptcy may be filed against us."

The Company explained in the filing with the U.S. Securities and
Exchange Commission that as of Dec. 31, 2011, the Company was in
compliance with its maintenance covenants, i.e. obligations
relating to ongoing financial covenants include the maintenance of
specified financial ratios regarding Secured Debt to EBITDA and
EBITDA to Consolidated Interest Expense.  The Company, however,
project that it is likely that it will not be able to comply with
its EBITDA to Consolidated Interest Expense covenant particularly
in the third and fourth quarters of 2011.

At Dec. 31, 2010, the Company has the following obligations
outstanding under the Credit Facility:

  * $68 million due April 2013 under the Term Loan B;

  * $850 million due April 2013 under the Term Facility (fully
    collateralized by $850 million of non-current restricted
    cash); and

  * $375 million in issued letters of credit.

                          About Dynegy Inc.

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

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

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

The Company's balance sheet at Dec. 31, 2010, showed
$10.013 billion in total assets, $7.267 billion in total
liabilities, and stockholders' equity of $2.746 billion.

Ernst & Young LLP, in Houston, said that Dynegy projects that it
is likely that it will not be able to comply with certain debt
covenants throughout 2011.  "This condition and its impact on
Dynegy Inc.'s liquidity raises substantial doubt about Dynegy
Inc.'s ability to continue as a going concern."

The Company reported a net loss of $234 million on $2.323 billion
of revenues for 2010, compared with a net loss of $1.262 billion
on $2.468 billion of revenues for 2009.

                           *     *     *

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

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

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


E-BRANDS RESTAURANT: Tavistock Buys 7 Restaurants for $11-Mil.
--------------------------------------------------------------
Richard Burnett at the Orlando Sentinel reports that Tavistock
Group has paid more than $11 million to acquire seven restaurants
of E-Brands Restaurants LLC.  According to the report, through its
Noble Corp. unit, Tavistock's bid for the restaurants was approved
by the bankruptcy court last month after a rival bid failed to
materialize from a group led by former E-Brands executives.

Based in Orlando, Florida, E-Brands Restaurants LLC fka E-Brands
Acquisition LLC filed for Chapter 11 bankruptcy protection on July
30, 2010 (Bankr. M.D. Fla. Case No. 10-18282).  Judge K. Rodney
May presides the case.  Richard C. Prosser, Esq., at Stichter,
Riedel, Blain & Prosser PA represents the Debtor.  In its petition
the Debtor estimated Assets of between $500,000 and $1 million,
and debts of between $10 million and $50 million.


EASTON TENNIS: Two Tennis Professionals Acquires Assets
-------------------------------------------------------
The Mansfield Patch reports that tennis professionals Dave Brown
and Brian Billone have purchased the Easton Tennis Club, which is
now called the Brown/Billone Club.  According to the report, the
club's former owner Dennis Czech closed the club around August
when the bank foreclosed on the property.  Club members told
Mr. Brown that the facility had been in disrepair for many years
before it closed.

Based in North Easton, Massachusetts, Easton Tennis Club Inc.
filed for Chapter 11 bankruptcy protection on April 29, 2010
(Bankr. D. Mass. Case No. 10-14629).  Judge Henry J. Boroff
presides over the case.  Herbert Weinberg, Esq., at Rosenberg &
Weinberg, represents the Debtor.  In its petition, the Debtor
estimated assets of $1 million and $10 million, and debts of
between $100,000 and $500,000.


ELM STREET: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Elm Street Partners, LLC
        415 7th Street
        Santa Monica, CA 90402

Bankruptcy Case No.: 11-20225

Chapter 11 Petition Date: March 9, 2011

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

Judge: Peter Carroll

Debtor's Counsel: James R. Selth, Esq.
                  WEINTRAUB & SELTH, APC
                  11766 Wilshire Boulevard, Suite 1170
                  Los Angeles, CA 90025
                  Tel: (310) 207-1494
                  Fax: (310) 207-0660
                  E-mail: jim@wsrlaw.net

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

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

The petition was signed by Denis Hann, managing member of Queenie
Properties, LLC, manager.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Jeffrey Segal                      Legal Fees              $90,000
9200 West Sunset Boulevard, 9th Floor
Los Angeles, CA 90069

The Floor Club                     Fees                    $19,938
8431 Canoga Avenue, Suite A
Canoga Park, CA 91304

IZ Construction, Inc.              Fees                    $12,963
12165 Branford Street, #Q
Sun Valley, CA 91352

Emanuel Napolitano                 Fees                    $12,400

Imperial Windows & Doors           Fees                    $10,490

KCE Matrix                         Fees                     $8,222

AJ Plumbing                        Fees                     $7,600

Steve Revit                        Legal Fees               $6,900

Altered Glass, Inc.                Association Dues         $6,168

Allen Robert Block                 Legal Fees               $4,500

Sign Zone                          Fees                     $4,014

MC Landcorp                        Fees                     $3,365

Laura Schwartz Design              Fees                     $3,200

Sandra Gottlieb                    Legal Fees               $3,000

Tycho Services                     Fees                     $2,431

Veneklasen Associates              Fees                     $2,350

Performance Elevator               Fees                     $1,623

NE Design                          Fees                     $1,326

JZ Terrazzo                        Fees                     $1,264

Rick's Gate Works                  Fees                       $882


ENCOMPASS DIGITAL: S&P Assigns 'B' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit rating to Los Angeles-based Encompass Digital
Media Inc. The rating outlook is stable.

S&P also assigned its 'B+' issue-level rating and '2' recovery
rating to the company's $195 million senior secured credit
facility, consisting of a $175 million term loan B and a $20
million revolver due 2016.  The recovery rating of '2' indicates
S&P's expectation for substantial recovery (70% to 90%) in the
event of default.  The company also entered into a $95 million
second-lien term loan with a payment-in-kind interest component,
which S&P does not rate, that consists of existing debt.

"Encompass used the proceeds to fund the approximately $120
million acquisition of Ascent Media's content distribution
business, repay existing debt, and cover related fees; S&P is
assigning final ratings that follow the closing of the financing
and acquisition on Feb. 28, 2011," said Standard & poor's credit
analyst Michael Senno.

The ratings on Encompass reflect a weak business risk profile,
including high customer concentration, a narrow addressable market
and a highly leveraged financial risk profile.  Further, despite
an experienced management team, Encompass has a limited operating
history, having been founded in 2008.  These risks more than
offset positive factors such as the company's long-term guaranteed
contracts with good credit quality customers, high barriers to
entry, and S&P's expectation for increased margins because of the
additional scale and diversity gained from the acquisition.  S&P
expects EBITDA margins to improve from about 23% on a pro forma
basis for the last 12 months ended Nov.  30, 2010, to above 25% in
the next year and toward the high-20% range in the intermediate
term.

Encompass provides outsourced media distribution services to
content providers.  Network origination, its core business
comprising about 56% of revenue pro forma for the acquisition, is
the process of aggregating various forms of content, including
inserting advertisements and overlaying graphics, into a
continuous linear cable channel that is distributed out to cable
and IPTV operators.  In addition, Encompass operates a fleet of
satellite uplink trucks to offer transmission services for live
events, which contributes about 18% of pro forma revenue.  The
remaining revenue comes from government contracts for transmission
services and from other outsourced media manipulation and
transmission services.  Encompass' business requires specialized
broadcast facilities equipped with technical infrastructure,
creating high barriers to entry in the industry.


ENERGYCONNECT GROUP: Increase of Base Salary of Execs. Approved
---------------------------------------------------------------
On March 2, 2011, the Board of Directors of EnergyConnect Group,
Inc. approved, effective as of the execution of that certain
Agreement and Plan of Merger by and among EnergyConnect, Johnson
Controls Holding Company, Inc., and Eureka, Inc., an Oregon
corporation and wholly owned subsidiary of JCI Holding, which
occurred on March 2, 2011, an increase to the base salary of each
of EnergyConnect Group, Inc.'s named executive officers, such that
their new base salary is as follows: Kevin R. Evans, President and
Chief Executive Officer ($300,000), John P. Stremel, Chief
Technology Officer and Vice President, Grid Operations ($180,000)
and D. Jay Crookston, Vice President, Sales ($170,000).

                    About EnergyConnect Group

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

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

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


ENIVA USA: Has Court's Interim Nod to Use Cash Collateral
---------------------------------------------------------
Eniva USA, Inc., sought and obtained interim authorization from
the Hon. Robert J. Kressel of the U.S. Bankruptcy Court for the
District of Minnesota to use up to $972,426 of cash collateral
until March 30, 2011.

As of the Petition Date, the Debtor is indebted to (i) Home
Federal Savings & Loan in the approximate principal amount of
$489,559; (ii) De Lage Landen Financial Services, Inc., in the
approximate amount of $15,565; (iii) Great America Leasing
Corporation in the approximate amount of $22,015; (iv) Northland
Capital Financial Services, LLC, in the approximate amount of
$31,422; and (v) Cisco Systems Capital Corporation in the
approximate amount of $106,857.  Obligations owing (a) Home
Federal are secured by a lien in substantially all personal
property of the Debtor; (b) De Lage are secured by a lien in
specific equipment; (c) Great America are secured by a lien in
specific equipment; (d) Northland are secured by a lien in
specific equipment; and (e) Cisco are secured by a lien in
specific equipment.

The Lenders do not consent to the use of their cash collateral

Michael F. McGrath, Esq., Ravich Meyer Kirkman McGrath NAUMAN &
Tansey, A Professional Association, explained that the Debtor
needs the money to fund its Chapter 11 case, pay suppliers and
other parties.  The Debtor will use the collateral pursuant to a
weekly budget, a copy of which is available for free at:

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

As adequate protection for Home Federal, De Lage, Great America,
Northland and Cisco, the Debtor will grant (i) replacement liens
in the Lender's collateral; and (ii) report cash collections and
expenditures monthly.

As additional adequate protection for Home Federal, the Debtor
will make adequate protection payments to Home Federal in the
amount of $7,915 on or before March 18, 2011, and $7,500 on or
before April 1, 2011.  As additional adequate protection,
Wellspring International, Inc., will make an equity contribution
to the Debtor per the Budget of at least $21,000 by March 19,
2011.  For purposes of adequate protection and to the extent of
use of prepetition cash collateral in which Home Federal has a
security interest, the Debtor is authorized to grant to Home
Federal replacement liens in the Debtor's postpetition assets of
the same type and nature as are subject to the prepetition liens
of the creditor.  The Debtor will provide weekly reporting to Home
Federal on the Debtor's actual income and actual expenses.

The Court will hold a final hearing on the Debtor's request to use
cash collateral on March 30, 2011, at 1:30 p.m.

Home Federal objected to the Debtor's request to use cash
collateral, saying that it has not had an opportunity to complete
its review and analysis of the Debtor's proposal and related
financial information.  Home Federal asked, among other things,
that it should be granted inspection and appraisal rights on the
Collateral with the right to add the expenses of the periodic
inspections and appraisals to the loan balance to the extent
permitted under the Debtor's prepetition loan documents with the
Lender.

Home Federal is represented by Richard D. Anderson --
randerson@briggs.com -- at Briggs And Morgan.

                       About Eniva USA

Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been
engaged in the development, production and sale of nutritional
supplements since 1998.  It is a wholly owned subsidiary of
Wellspring International, Inc.  It sells its products throughout
the U.S. through a network of approximately 25,000 active
independent sales representatives, each under non-exclusive
membership contract with the Debtor.  It also sells its products
in Mexico, Puerto Rico, Bermuda Canada and the U.K. through non
Debtor affiliates owned by Wellspring.

Eniva USA filed for Chapter 11 bankruptcy protection (Bankr. D.
Minn. Case No. 11-41414) on March 1, 2011.  Michael F. McGrath,
Esq., at Ravich Meyer Kirkman & Mcgrath Nauman, serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.


ENIVA USA: Taps Ravich Meyer as Bankruptcy Counsel
--------------------------------------------------
Eniva USA, Inc., asks for authorization from the U.S. Bankruptcy
Court for the District of Minnesota to employ the law firm of
Ravich Meyer Kirkman McGrath Nauman & Tansey, A Professional
Association, as bankruptcy counsel.

Ravich Meyer will represent the Debtor in connection with all
matters relating to the Debtor's Chapter 11 case.

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

         Michael F. McGrath                     $375
         Michael L. Meyer                       $450
         Will R. Tansey                         $305
         John N. Saunders                       $250
         Michael D. Howard                      $185
         Paralegal                              $150

Michael F. McGrath, Esq., a shareholder at Ravich Meyer, assures
the Court that the firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.

Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been
engaged in the development, production and sale of nutritional
supplements since 1998.  It is a wholly owned subsidiary of
Wellspring International, Inc.  It sells its products throughout
the U.S. through a network of approximately 25,000 active
independent sales representatives, each under non-exclusive
membership contract with the Debtor.  It also sells its products
in Mexico, Puerto Rico, Bermuda Canada and the U.K. through non
Debtor affiliates owned by Wellspring.

Eniva USA filed for Chapter 11 bankruptcy protection on March 1,
2011 (Bankr. D. Minn. Case No. 11-41414).  The Debtor estimated
its assets and debts at $10 million to $50 million.


ENIVA USA: Wants To Hire GuideSource as Financial Consultant
------------------------------------------------------------
Eniva USA, Inc., asks for authorization from the Hon. Robert J.
Kressel of the U.S. Bankruptcy Court for the District of Minnesota
to employ GuideSource as financial consultant.

GuideSource will advise and assist the Debtor in connection with,
among other things:

       a. the preparation of projections and pro forma financial
          statements in connection with the Debtor's business;

       b. the obtaining of DIP financing to provide needed working
          capital for the Debtor's business;

       c. the restructuring of the Debtor's leases and executory
          contracts; and

       d. the offering of the Debtor's business assets for sale,
          if appropriate, and the structuring of any proposed sale
          transaction.

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

          Richard Gallagher                  $112.50
          HR Consulting                       $45.75
          Staff Accounting                    $27.50

Richard Gallagher, Vice President of GuideSource, assures the
Court that the firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.

                          About Eniva USA

Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been
engaged in the development, production and sale of nutritional
supplements since 1998.  It is a wholly owned subsidiary of
Wellspring International, Inc.  It sells its products throughout
the U.S. through a network of approximately 25,000 active
independent sales representatives, each under non-exclusive
membership contract with the Debtor.  It also sells its products
in Mexico, Puerto Rico, Bermuda Canada and the U.K. through non
Debtor affiliates owned by Wellspring.

Eniva USA filed for Chapter 11 bankruptcy protection on March 1,
2011 (Bankr. D. Minn. Case No. 11-41414).  Michael F. McGrath,
Esq., at Ravich Meyer Kirkman & Mcgrath Nauman, serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.


EQUIPMENT MANAGEMENT: FCC Wants to Trustee, Cites Funds Use
-----------------------------------------------------------
FCC LLC, doing business as First Capital Western Region LLC, asks
the U.S. Bankruptcy Court for the District of Nevada to appoint a
Chapter 11 trustee to oversee the bankruptcy case of Equipment
Management Technology.

FCC has claims against the Debtor on account of a loan and
security agreement dated Aug. 25, 2008, in the original principal
amount of up to $22,000,000.  FCC was granted by the Debtor a
blanket security interest in all personal property.

FCC LLC tells the Bankruptcy Court that Vito Longo, the president
of the Debtor, has paid improper personal expenses from the
Debtor, diverted hundreds of thousands of dollars away from the
Debtor, failed to maintain adequate and appropriate records for
the business, and has tried to divert business and contracts away
from the Debtor for the benefit of his new competing venture.  In
short, Mr. Longo simply lacks credibility and clearly has no
concerns for the Debtor's creditors as a whole.

FCC LLC adds that the Debtor has limited prospects for
reorganization given that the Debtor has already admitted that it
is substantially over-encumbered.  FCC LLC says it has no
confidence in Mr. Longo's ability to discharge his duties as a
fiduciary in this case.

Prepetition, FCC won an order appointing Ashley Hall & Associates
and Fox Rothschild LLP as receiver for the Debtor's property.  FCC
LLC that the receiver be named as Chapter 11 trustee to avoid
disruptions to the business as a result of the appointment.

Gordon Silver in Las Vegas, Nevada, represents FCC LLC.

Las Vegas, Nevada-based Equipment Management Technology filed for
Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11-
11816) on Feb. 9, 2011.  Judge Linda B. Riegle presides over the
case.  Attorneys at The Schwartz Law Firm, Inc., represent the
Debtor in its restructuring effort.  The Debtor estimated its
assets and debts at $10 million to $50 million.


EQUIPMENT MANAGEMENT: Wants Until April 15 to Files Schedules
-------------------------------------------------------------
Equipment Management Technology asks the U.S. Bankruptcy Court for
the District of Nevada to extend the deadline to file its
schedules of assets and liabilities, and statements of financial
affairs until April 15, 2011, because the Debtor's counsel, The
Schwartz Law Firm, Inc., has not been able to focus appropriately
the Debtor's schedules and statements.

The Debtor proposes March 16, 2011, at 2:00 p.m., as hearing date
to consider it request for extension.

The Debtor says the proposed April 15 deadline will provide
sufficient time to prepare and file the requirements.

Las Vegas, Nevada-based Equipment Management Technology filed for
Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11-
11816) on Feb. 9, 2011.  Judge Linda B. Riegle presides over the
case.  Attorneys at The Schwartz Law Firm, Inc., represent the
Debtor in its restructuring effort.  The Debtor estimated its
assets and debts at $10 million to $50 million.


EXTRA ROOM: Court Rules on Payment to Principal's Ex-Spouse
-----------------------------------------------------------
Bankruptcy Judge Eileen W. Hollowell ruled that the $200,000
agreed upon payment to Katherine Phinny, the former spouse of
Extra Room Inc.'s principal, constituted satisfaction of the
Debtor's obligations to Ms. Phinny for her interest in the
Debtor's building in Telluride, Colorado.

At the time of the Debtor's filing, the Telluride Property was
encumbered by a deed of trust in favor of a secured lender.
Ms. Phinny, the ex-wife of Stephen Phinny, also claimed an
interest in an apartment and related space in the Telluride
Property pursuant to a November 2, 2004 property settlement
agreement entered in her divorce with Stephen Phinny.  On June 23,
2010, Katherine Phinny filed a $3 million proof of claim asserting
that she held a property interest in the Telluride Property.

A copy of the Court's March 7, 2011 Memorandum Decision is
available at http://is.gd/QXr7Fafrom Leagle.com.

Extra Room Inc. filed for Chapter 11 protection (Bankr D. Ariz.
Case No. 09-03694) on March 3, 2009.  Eric Slocum Sparks,
Esq., at Eric Slocum Sparks PC, assists the Company in its
restructuring effort.  The Company estimated $10 million to
$50 million in assets and liabilities as of the Chapter 11 filing.
The Debtor's liquidating Chapter 11 Plan was confirmed on Nov. 24,
2010.


EVERGREEN ENERGY: Edgehill Partners Discloses 5.6% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Edgehill Partners and its affiliates
disclosed that they beneficially own 1,463,244 shares of common
stock of Evergreen Energy Inc. representing 5.6% of the shares
outstanding.  On Nov. 10, 2010, there were 18,888,491 shares of
the Company's common stock, $.001 par value, outstanding.

                       About Evergreen Energy

Evergreen Energy Inc. has developed two, proprietary, patented,
and green technologies: the GreenCert(TM) suite of software and
services and K-Fuel(R).  GreenCert, which is owned exclusively by
Evergreen, is a science-based, scalable family of environmental
intelligence solutions that quantify process efficiency and
greenhouse gas emissions from energy, industrial and agricultural
sources and may be used to create verifiable emission reduction
credits.  K-Fuel technology significantly improves the performance
of low-rank coals, yielding higher efficiency and lowering
emissions.

The Company's balance sheet as of Sept. 30, 2010, showed
$33.93 million in total assets, $45.04 million in total
liabilities, $3,000 in temporary equity, and a stockholders'
deficit of $11.11 million.

Deloitte & Touche LLP, in Denver, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted of the Company's recurring losses from
operations and stockholders' deficit.


FOXCO ACQUISITION: S&P Raises Corporate Credit Rating to 'B'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
ratings on Fort Wright, Ky.-based TV broadcaster FoxCo Acquisition
LLC and operating subsidiary FoxCo Acquisition Sub LLC (which S&P
analyze on a consolidated basis) to 'B' from 'B-'.  The rating
outlook is stable.

At the same time, S&P raised its issue-level ratings on the
company's senior secured credit facilities to 'B+' from 'B', in
conjunction with the corporate credit rating change.  The recovery
rating on this debt remains unchanged at '2', indicating S&P's
expectation of substantial (70% to 90%) recovery for lenders in
the event of a payment default.

S&P also raised the issue-level rating on FoxCo's senior unsecured
notes to 'CCC+' from 'CCC'.  The recovery rating on this debt is
unchanged at '6', indicating S&P's expectation of negligible (0%
to 10%) recovery for noteholders in the event of a payment
default.

FoxCo has proposed an amendment to its credit agreement, which
will lower interest expense marginally.  While the amendment will
be modestly beneficial to the company's credit profile, it does
not affect S&P's ratings.

The rating upgrade reflects FoxCo's improved liquidity and credit
metrics as a result of a recovery in advertising demand and a
significant increase in political advertising revenue in 2010.

The 'B' corporate credit rating reflects S&P's expectation that
the company will be able to partially offset a decline in
political revenue in 2011, a non-election year, with growth in
retransmission and core advertising revenues.  The stable outlook
reflects S&P's view that FoxCo will be able to maintain adequate
liquidity and an appropriate cushion of compliance with covenants,
despite its very high leverage.  S&P expects that discretionary
cash flow will remain modestly positive due to retransmission and
core advertising revenue growth, a decrease in capital spending,
and lower interest expense.

S&P assess the company's business risk profile as weak because of
TV broadcasting's mature growth prospects and FoxCo's
concentration of stations in a few midsize markets, and because
the company's stations are primarily affiliated with one network.
The company's financial risk profile is highly leveraged, in S&P's
opinion, because of thin interest coverage, high debt to EBITDA,
and modest discretionary cash flow.

FoxCo owns and operates TV stations in eight midsize markets
ranking from No. 17 (Cleveland) to No. 58 (Richmond, Va.).  Seven
of the company's stations are affiliated with the Fox network, and
one is affiliated with CBS, resulting in some performance
vulnerability to Fox's audience ratings.  Sensitivity to political
spending is high, and the company's EBITDA can drop by 10% to 20%
in nonelection years.  FoxCo's Fox and CBS stations have either a
No. 1 or No. 2 late news ranking, which is important to stations'
profitability and to their ability to attract political
advertising.


G2 MATERIAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: G2 Material Handling, Inc.
        aka Southwest Stainless
        aka Southwest Stainless, Inc.
        4439 W. Billings St.
        Springfield, MO 65802

Bankruptcy Case No.: 11-60426

Chapter 11 Petition Date: March 8, 2011

Court: United States Bankruptcy Court
       Western District of Missouri (Springfield)

Judge: Arthur B. Federman

Debtor's Counsel: Raymond I. Plaster, Esq.
                  RAYMOND I. PLASTER, P.C.
                  2032 E. Kearney, Suite 107
                  Springfield, MO 65803
                  Tel: (417) 831-6900
                  Fax: (417) 831-6901
                  E-mail: riplaster@rip-pc.com

Scheduled Assets: $248,844

Scheduled Debts: $1,416,050

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mowb11-60426.pdf

The petition was signed by Geary Gorrell, president.


GAMETECH INT'L: Chennault Resigns; Robinson Hired as Replacement
----------------------------------------------------------------
On March 1, 2011, Suzanne Chennault resigned from her positions as
Interim Chief Financial Officer and Controller of Gametech
International, Inc.  Ms. Chennault's resignation was due to
personal reasons and not as a result of any disagreement with the
Company regarding the Company's operations, policies or practices.
Ms. Chennault will receive severance pay in an amount equal to
three months of pay at her salary rate in effect at the time of
her resignation.

The Board of Directors of the Company has appointed Andrew
Robinson, 57, as the Company's Senior Vice President, Chief
Financial Officer, and Treasurer, effective March 1, 2011.
Mr. Robinson joined the Company in August 2008 as Manager of
Financial Planning and Analysis and Corporate Internal Audit and
shortly thereafter became Director of Financial Planning and
Analysis and Corporate Internal Audit for the Company.  In July of
2010 he was promoted to the role of Vice President of Operations
for the Company.  Prior to joining the Company, from February 2007
to August 2008, Mr. Robinson was the Corporate Controller of CMS
International, Inc. a multi property gaming concern where he was
responsible for the financial reporting and gaming internal
control systems of five large casino properties as well as several
smaller casino properties.  From 2004 to 2007, Mr. Robinson held
the position of Casino Controller for the Jackson Rancheria Casino
Hotel and Conference Center.  Mr. Robinson is a Certified Public
Accountant licensed in the State of Nevada.  His twenty plus years
of public accounting experience includes assisting troubled
companies, forensic services and management consulting in the
tribal gaming sector.

On March 1, 2011, Steve Smallman, 49, was promoted to the role of
Executive Vice President of Product, Marketing, and Sales for the
Company.  Mr. Smallman rejoined the Company for a second tenure in
August 2009 as Vice President of Sales and General Manager of
Bingo.  Prior to rejoining the Company, Mr. Smallman was the
Senior Vice President and General Manager of the Bingo Strategic
Business Unit for Las Vegas Gaming, Inc., from January 2008 until
August 2009.  Mr. Smallman has extensive experience in the bingo
and gaming industries, beginning with Bingo Technologies
Corporation in 1997, where Mr. Smallman served as an Executive
Committee member and the head of Marketing and Customer Service
for BTC.  In 1999, Mr. Smallman joined GameTech International,
Inc. as part of the Company's acquisition of BTC. From 1999 to
2003, Mr. Smallman served in several Vice President roles with the
Company overseeing its operational and strategic planning
functions, including distributor and sales management, competition
and market analysis, and business development.  Following his
initial tenure with the Company, Mr. Smallman went on to serve
four years as Senior Vice President of Sales and Marketing for
Bettina Corporation (dba Blue Dog, Inc.), a manufacturer and
supplier of electronic bingo equipment.  From February 2006 to
December 2007, Mr. Smallman served as President of HomeMovie
Corporation, an online video sharing community operating from the
Web site http://www.stashspace.com/; and also worked as a
consultant brokering financing and cross-marketing arrangements
among casino and charitable gambling manufacturers, distributors,
and operators for Success Story Marketing & Consulting, LLC.

                           About GameTech

Based in Reno, Nevada, GameTech develops and manufactures gaming
entertainment products and systems.  GameTech holds a significant
position in the North American bingo market with its interactive
electronic bingo systems, portable and fixed-based gaming units,
and complete hall management modules.  It also holds a significant
position in select North American VLT markets, primarily Montana,
Louisiana, and South Dakota, where it offers video lottery
terminals and related gaming equipment and software.  It also
offers Class III slot machines and server-based gaming systems.

The Company reported a net loss of $20.4 million on $35.2 million
of revenue for the 52 weeks ended Oct. 31, 2010, compared with
a net loss of $10.5 million on $47.8 million of revenue for the
52 weeks ended Nov. 1, 2009.

Piercy Bowler Taylor & Kern, in Las Vegas, Nevada, expressed
substantial doubt about GameTech International, Inc.'s ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered reoccurring losses from operations and
has been unable to extend the maturity of its debt, or raise
additional capital necessary to execute its business plan.


GC MERCHANDISE: Asks for Court's Permission to Use Cash Collateral
------------------------------------------------------------------
GC Merchandise Mart, LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of Texas to use the cash
collateral of Berkadia Commercial Mortgage LLC until March 31,
2011.

As of the Petition Date, the Debtor was allegedly indebted to
Berkadia Commercial in the original principal amount of
$30 million.  Berkadia also owns a mortgage interest in the real
property upon which the Debtor's Denver Merchandise Mart is
situated.  Berkadia asserts a first lien priority on all of
Debtor's assets, alleged to include the Mart's revenue and the
accounts, which would constitute cash collateral

Melissa S. Hayward, Esq., at Franklin Skierski Lovall Hayward LLP,
explains that the Debtor needs the money to fund its Chapter 11
case, pay suppliers and other parties.  The Debtor will use the
collateral pursuant to a budget, a copy of which is available for
free at http://bankrupt.com/misc/GC_MERCHANDISE_budget.pdf

The Debtor submits that Berkadia's interests are adequately
protected by the Debtor's substantial equity in the real estate,
known as the Mart.  As of the Debtor's bankruptcy filing, the
outstanding principal owed on the loan was less than $22 million,
whereas the value of the Mart is no less than $40 million.
Further, the Mart is fully covered by commercial property and
liability insurance.  The Debtor will also provide Berkadia with a
replacement lien on post-petition income to protect Berkadia to
the extent of any diminution in value of its collateral.

Bank of New York Mellon says that all revenues, rents, income and
profits derived from the real property and improvements commonly
referred to as Merchandise Mart are the property of the Bank, as
successor trustee to JPMorgan Chase Bank, as Trustee for the
Registered Certificate holders of Commercial Capital Access One,
Inc., Commercial Mortgage Bonds, Series 3 acting through Berkadia,
under absolute assignment of the rents.  They also constitute the
Bank's cash collateral, all pursuant to inter alia, a first
priority Deed of Trust and Security Agreement and an Assignment of
Leases and Rents.

The Bank does not consent to the use or expenditure of the rents
and demands that all rents be segregated and that Debtor
immediately provide an accounting of cash collateral to the Bank.

The Bank is represented by Bryan Cave, LLP.

                     About GC Merchandise Mart

Dallas, Texas-based GC Merchandise Mart LLC and its affiliates
collectively operate the Denver Merchandise Mart, which is the
Rocky Mountain region's premier wholesale market center and a site
for international, national and regional trade shows, consumer
shows, and special events.

GC Merchandise filed for Chapter 11 bankruptcy protection on
March 1, 2011 (Bankr. N.D. Tex. Case No. 11-31563).  Melissa S.
Hayward, Esq., at Franklin Skierski Lovall Hayward LLP, serves as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
and debts at $10 million to $50 million.

Affiliate American Mart Hotel Corporation, dba Comfort Inn of
Denver, filed a separate Chapter 11 petition on Aug. 26, 2010
(Bankr. N.D. Tex. Case No. 10-36776).


GC MERCHANDISE: Section 341(a) Meeting Scheduled for March 30
-------------------------------------------------------------
The U.S. Trustee for Region 6 will convene a meeting of GC
Merchandise Mart LLC's creditors on March 30, 2011, at 9:15 a.m.
The meeting will be held at Office of the U.S. Trustee, 1100
Commerce Street, Room 976, Dallas, TX 75242.

This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                     About GC Merchandise Mart

Dallas, Texas-based GC Merchandise Mart LLC and its affiliates
collectively operate the Denver Merchandise Mart, which is the
Rocky Mountain region's premier wholesale market center and a site
for international, national and regional trade shows, consumer
shows, and special events.

GC Merchandise filed for Chapter 11 bankruptcy protection on
March 1, 2011 (Bankr. N.D. Tex. Case No. 11-31563).  Melissa S.
Hayward, Esq., at Franklin Skierski Lovall Hayward LLP, serves as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
and debts at $10 million to $50 million.

Affiliate American Mart Hotel Corporation, dba Comfort Inn of
Denver, filed a separate Chapter 11 petition on Aug. 26, 2010
(Bankr. N.D. Tex. Case No. 10-36776).


GC MERCHANDISE: Taps Franklin Skierski as General Bankr. Counsel
----------------------------------------------------------------
GC Merchandise Mart, LLC, asks for authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Franklin Skierski Lovall Hayward, LLP, as general bankruptcy
counsel, effective as of the Petition Date.

Franklin Skierski will perform the legal services that will be
necessary during the Debtor's Chapter 11 case.

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

          Melissa Hayward              $315
          Robert Johnson               $200
          Paralegal                    $150

To the best of the Debtor's knowledge, Franklin Skierski is a
"disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.

                     About GC Merchandise Mart

Dallas, Texas-based GC Merchandise Mart LLC and its affiliates
collectively operate the Denver Merchandise Mart, which is the
Rocky Mountain region's premier wholesale market center and a site
for international, national and regional trade shows, consumer
shows, and special events.

GC Merchandise filed for Chapter 11 bankruptcy protection on
March 1, 2011 (Bankr. N.D. Tex. Case No. 11-31563).  The Debtor
estimated its assets and debts at $10 million to $50 million.

Affiliate American Mart Hotel Corporation, dba Comfort Inn of
Denver, filed a separate Chapter 11 petition on Aug. 26, 2010
(Bankr. N.D. Tex. Case No. 10-36776).


GENERAL MOTORS: Chris Lidell to Step Down as CFO
------------------------------------------------
General Motors Vice Chairman and Chief Financial Officer Chris
Liddell said Thursday he will leave the company April 1, 2011,
having completed the largest public offering in history and
stabilizing the company's financial operations.  Mr. Liddell, 52,
joined GM in January, 2010 and led the company's financial and
accounting operations on a global basis.

"Chris was a major contributor during a pivotal time in the
company's history," said Dan Akerson, GM chairman and CEO.  "He
guided the company's IPO process and established a good financial
foundation for the future."

In addition to the successful IPO, Mr. Akerson recognized Mr.
Liddell's leadership over the last year noting four quarters of
sustained profitability, a strengthened balance sheet and the
elimination of material weakness in the financial reporting
process.

Dan Ammann will succeed Mr. Liddell as General Motors chief
financial officer, effective April 1, 2011.  Mr. Ammann, 38, is
currently GM vice president, finance and treasurer.

"Dan's depth of knowledge of the financial community and our
business will be instrumental as we continue to earn the trust of
global investors and customers," said Mr. Akerson.  "He is held in
high regard on Wall Street and within the company and, as we move
our financial strategy forward, his credibility and leadership
will be invaluable."

Mr. Ammann has played a major role in the key financial decisions
at the new GM.  He has been actively engaged in setting the
financial strategy and reducing debt.  Mr. Ammann was also
integral in the IPO process.

"We've made great strides this last year in setting the financial
strategy for the company," said Mr. Ammann.  "Chris and I have
worked together very closely during this time and I am committed
to a seamless transition and to building on what we started."

Since joining the company in March 2010, Mr. Ammann has led the GM
Treasurer's Office, based in New York, with operations around the
world.  Prior to GM, Mr. Ammann was managing director and head of
Industrials Investment Banking for Morgan Stanley and was
instrumental in many high profile assignments spanning a variety
of technology, service, and manufacturing clients.

"I came to General Motors to be part of something great," said Mr.
Liddell.  "My objective was to help rebuild this iconic company
and I am particularly pleased that through this process, we have
also developed a strong successor in Dan Ammann."

A successor for Mr. Ammann in GM's Treasurer's Office will be
announced at a later date.

                     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 202,000 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.

New GM 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.  The
U.S. government acquired a 60.8% stake in New GM in exchange for
its bailout loans.  The government intends to divest those shares.

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.

Judge Gerber said during the March 3, 2011, hearing that he will
confirm the Amended Joint Chapter 11 Plan of Reorganization filed
by Motors Liquidation Company and its debtor affiliates.

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


GENERAL MOTORS: Old GM Creditors to Receive New GM Stock April 1
----------------------------------------------------------------
Creditors of Motors Liquidation Company ("Old GM") are to receive
shares in General Motors Company ("New GM") as partial
compensation for losses around April 1, David Shepardson of The
Detroit News reported.

Brian Johnson, an analyst at Barclays Capital, said the Old GM's
bankruptcy is "winding to a close, bringing us closer to a date
when the bondholders of Old GM will receive their distribution of
stock and warrants in New GM," the report stated.

The report noted that at current trading prices, creditors could
receive around $0.35 on the dollar but the final amounts will be
known once all claims are resolved.  If total claims top $35
billion, Old GM creditors are entitled to another 2% in New GM
stock, the report mentioned.

Mr. Johnson wrote in a research note dated March 8, 2011 that it
is expected that administrators will release about 75% of the
stock and warrants immediately, about 112.5 million shares and
200 million warrants, The Detroit News relayed.

At midday of March 8, GM's stock was trading at $32.50, up 2.5
percent for the day or $0.80 per share, the report disclose.
Creditors are to receive 150 million shares of GM stock worth
$4.9 billion and warrants to purchase another 15%, the report.
The remainder of GM's stock will be paid in several months, the
report added.

Mr. Johnson further wrote that New GM is not likely to pay
dividends before 2013 or until its pension is fully funded, the
report noted.  Mr. Johnson said the dividends in 2013 could be
$0.50, $0.75 in 2014 and $1 in 2015, the report mentioned.

                     About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: Brown Rudnick Files Rule 2019 Statement
-------------------------------------------------------
Brown Rudnick LLP filed with the Bankruptcy Court a statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure
disclosing that it represents these parties in Old GM's Chapter 11
cases:

                                           Principal Amt.
  Party                                     of Notes Held
  -----                                    --------------
  Anchorage Capital Master Offshore Ltd.    GBP35,000,000

  Canyon-GRF Master Fund, L.P.                 GBP345,000

  Canyon Value Realization Fund, L.P.        GBP1,831,000

  CSS, LLC                                   GBP3,000,000

  CQS Directional Opportunities              GBP7,000,000
  Master Fund Limited

  KIVU Investment Fund Limited               GBP3,000,000

  Knighthead Master Fund, LP                GBP15,185,000

  LMA SPC for and on behalf of MAP 84          GBP815,000

  Lyxor/Canyon Value Realization Fund Limited  GBP761,000

  Onex Debt Opportunity Fund, Ltd.           GBP6,750,000

  Redwood Master Fund Ltd.                   GBP7,760,000

  The Canyon Value                           GBP5,631,000
  Realization Master Fund, L.P.

The Parties are holders of GBP350,000,000 8.375% Guaranteed Notes
due December 7, 2015 and the o250,000,000 8.875% Guaranteed Notes
due July 10, 2023, issued by General Motors Nova Scotia Finance
Company, which Notes are fully and unconditionally guaranteed by
Motors Liquidation Company.

Brown Rudnick insists that it does own any claims against or
interests in the Debtors.

As reported in the March 8, 2011 edition of the Troubled Company
Reporter, Bankruptcy Judge Robert Gerber entered an order
directing Brown Rudnick LLP, representing a group led by Anchorage
Capital Master Offshore Ltd., file a statement pursuant to Rule
2019 of the Federal Rules of Bankruptcy Procedure.

                     About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: UAW Wants New GM Dispute Out of Bankruptcy Court
----------------------------------------------------------------
The International Union, United Automobile, Aerospace and
Agricultural Implement Workers of America insists that:

  (i) the U.S. Bankruptcy Court for the Southern District of New
      York lacks jurisdiction over any aspect of the underlying
      controversy between General Motors LLC ("New GM") and the
      UAW; and

(ii) even if the Bankruptcy Court has jurisdiction over some
      aspect of the controversy, the Bankruptcy Court should
      abstain from exercising that jurisdiction.

Andrew D. Roth, Esq., at Bredhoff & Kaiser P.L.L.C., in
Washington, D.C., argues that New GM cannot properly invoke the
Bankruptcy Court's reserved jurisdiction under Section 26 of the
2009 UAW Retiree Settlement Agreement and the Sale Order merely
by filing a motion in the Bankruptcy Court taking the self-
serving "position" that an action before the U.S. District Court
for the Eastern District of Michigan to enforce and collect upon
New GM's $450 million payment obligation to the DC Voluntary
Employee Benefit Association under the 2007 Delphi Restructuring
MOU "is precluded by" the 2009 Agreement "fixing and capping" New
GM's payment obligations to the New VEBA.

As the UAW showed at its opening brief, New GM's asserted
"preclusion" defense based on the 2009 Agreement is a wholly
insubstantial defense that has no colorable merit, Mr. Roth
asserts.  Indeed, New GM's various arguments in support of its
"preclusion" defense are so patently baseless on their face --
and so unresponsive to the key points made by the UAW in its
Opening Brief -- that they serve only to buttress that prior UAW
showing, he insists.

Mr. Roth stresses that the "fixing and capping" provisions state
that New GM's contractual obligations set forth in the 2009
Agreement to make certain payments to the New VEBA under which
health benefits would be provided to GM retirees are "fixed and
capped" at the level specified in that 2009 Agreement.  Those
"fixing and capping" provisions of the 2009 Agreement cannot even
be interpreted as having the effect of "extinguishing" or
"precluding the enforcement of" New GM's separate and distinct
contractual obligation under the 2007 Delphi Restructuring MOU --
a pre-existing labor contract indisputably assumed by New GM in
this proceeding, he contends.

Indeed, the 2009 Agreement provision relied on by New GM is a
recital clause in the preamble, which only provides in generic
terms that the Agreement "has application to," among other
things, the UAW, New GM, and "the Existing External VEBA," Mr.
Roth asserts.  New GM ignores not only black-letter law that the
precatory language does not create binding obligations, but also
the provision in the 2009 Agreement pertaining to the DC VEBA
does not provide, or even remotely imply, that contractual
payment obligations of New GM inuring to the benefit of the DC
VEBA are "extinguished" or rendered unenforceable by the 2009
Agreement, Mr. Roth says.

Similarly, the Bankruptcy Court also lacks jurisdiction to rule
on whether the conditions precedent under the 2007 Delphi
Restructuring MOU have been satisfied, Mr. Roth argues.  "New
GM's effort to piggyback jurisdiction for the MOU Dispute onto
its arguments regarding the Preclusion Dispute is contradicted by
New GM's own papers -- New GM readily acknowledges that the MOU
Dispute is independent of the Preclusion Dispute," he complains.

Even if the Bankruptcy Court were to decide that it has
jurisdiction -- either solely as to the Preclusion Dispute, or
over the MOU Dispute as well -- the Bankruptcy Court should
abstain in favor of the pre-existing Michigan District Court
Action, Mr. Roth contends.  The Bankruptcy Court lacks any
expertise or familiarity with the MOU Dispute, which includes a
right to a jury trial that the Bankruptcy Court cannot conduct,
he maintains.

                     About General Motors

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

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

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

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

                     About Motors Liquidation

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

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

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


GENERAL MOTORS: M. Schwartz's $334MM Class Claim Expunged
---------------------------------------------------------
Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern
District of New York disallowed and expunged Claim Nos. 16440 and
16441 filed by Michael A. Schwartz.

As reported in the Jan. 5, 2011 edition of the Troubled Company
Reporter, Motors Liquidation Co., formerly General Motors Corp.,
and its affiliates ask the U.S. Bankruptcy Court for the Southern
District of New York to disallow Claim Nos. 16440 and 16441 for
$334,847,925 filed by Michael A. Schwartz.  Mr. Schwartz is a "co-
lead counsel for the class" that filed a purported class action
complaint against General Motor Corporation and Saturn Corporation
for alleged defective timing chains used in certain Saturn
vehicles and oiling nozzles that were insufficiently lubricating.
The Putative Classes were not certified before the Petition Date
and the Saturn Plaintiffs have not sought class certification from
the Bankruptcy Court.  The Claim should be disallowed because,
among other things, (i) the Saturn Plaintiffs have failed to
satisfy Rule 9014 of the Federal Rules of Bankruptcy Procedure;
(ii) the benefits that generally support class certification in
civil litigation are not realizable in these Chapter 11 cases; and
(iii) the putative class does not satisfy Rule 23, Joseph H.
Smolinsky, Esq., at Weil, Gotshal & Manges LLP, in New York,
contends.  He stresses that Saturn Plaintiffs are neither typical
of the putative classes nor adequate class representatives.

Judge Gerber also denied the Saturn Putative Class Claims class
treatment under Rule 23 of the Federal Rules of Civil Procedure.

Judge Gerber stated that the Debtors will have no obligation to
establish reserves for the Claims for purposes of the
confirmation of a Chapter 11 plan or plans in these Chapter 11
cases.

The individual class representatives William Anderson; Jeremy
Bauer; Antonio Burgos; Jennifer Cardwell; Amy Faust; Blain
Fowler; Jesus Leal; Linda S. Marchetta; Jeanne Menzer; Charles
Reid; Cynthia Scott and Debra Stoffer each will have 20 days
from the date of entry of this order to file individual proofs of
claim on behalf themselves in a fixed, liquidated amount solely
relating to the relief they seek individually in the lawsuit
styled In re Saturn L-Series Timing Chain Products Liability
Litigation, MDL NO. 1920, Lead Case No. 8:07cv298, Member Case
No. 8:08cv79, pending in the U.S. District Court for the District
of Nebraska.

Each party will be responsible for its own costs and attorneys'
fees.

                     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)


GLOUCESTER ENGINEERING: Blue Wolf Stays as Majority Investor
------------------------------------------------------------
Dow Jones' Small Cap reports that Gloucester Engineering Co.,
backed by Blue Wolf Capital Partners LLC, said Kabra
Extrusiontechnik Ltd. of India has acquired a 15% stake in the
company.  The report relates that terms of the transaction weren't
disclosed, but Blue Wolf remains the majority investor.  GEC said
the investment and relationship with Kabra will allow the
Gloucester, Mass.-based plastics extrusion and converting company
to develop opportunities in Southeast Asia.

"We consider Kabra's investment another significant vote of
confidence in GEC and we look forward to collaborating with them
as we continue to grow the company," said Mark Steele, GEC's chief
executive, in a statement obtained by the news agency.  As a new
stakeholder, Kabra will help GEC develop opportunities in
Southeast Asia, ensuring the company and its pipeline remain
robust, the report notes.

DBR says that Kabra also expects to gain exposure to customers in
North American, European and other western markets.

                  About Gloucester Engineering Co.

Since its inception in 1961, Gloucester Engineering Company has
been a global leader in advancing quality and production limits in
the plastics extrusion and converting market.  GEC offers a range
of innovative system and component solutions, for both new lines
and retrofits, that provide customers a competitive edge in
applications that include bag making, foam and sheet extrusion,
blown and cast film extrusion, and extrusion coating.

GEC manufactures its equipment from its headquarters in
Gloucester, MA, USA and through its joint-venture company in
Damman, India, Kabra Gloucester Engineering.

Gloucester Engineering's Chapter 7 case -- filed on March 23, 2010
-- was converted to Chapter 11 bankruptcy protection on June 25,
2010 (Bankr. D. Mass. Case No. 10-12967).  Gloucester emerged from
Chapter 11 on Dec. 31, 2010.

Gloucester Engineering Europe GmbH is the Vienna-based subsidiary
of Gloucester Engineering Co.  In August 2010, creditors of
Gloucester Engineering Europe voted to accept a settlement offer
from the Gloucester, Massachusetts-based parent company to pay 30%
of the money owed them, or about EUR360,000 (US$503,000).


GREAT ATLANTIC & PACIFIC: NYSE to Delist A&P's Securities
---------------------------------------------------------
In a regulatory filing with the U.S. Securities and Exchange
Commission dated February 23, 2011, the New York Stock Exchange
LLC announced its intention to delist The Great Atlantic and
Pacific Tea Company Inc.'s securities.

The securities include the entire class of Common Stock and
9 3/8% Senior Quarterly Interest Bonds due August 1, 2039.

NYSE said the securities are no longer suitable for continued
listing and trading and that its action is being taken in view of
the company's bankruptcy filing on December 12, 2010.  It noted
the uncertainty as to the timing and outcome of the bankruptcy
process as well as the ultimate effect of this process on the
company's common stockholders.

A&P had a right to appeal the determination to delist its
Securities but did not file a request within the specified time
period.

                            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).


GRIFFON CORP: S&P Assigns 'BB-' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'BB-'
preliminary corporate credit rating to Griffon Corp.  The rating
outlook is stable.

At the same time, S&P assigned a preliminary 'BB+' (two notches
above the corporate credit rating) issue-level rating to Griffon's
proposed $200 million revolving credit facility due 2016 with a
preliminary recovery rating of '1', indicating S&P's expectation
that lenders can expect very high (90% to 100%) recovery in the
event of a payment default.

S&P also assigned a preliminary 'BB-' issue-level rating (the same
as the corporate credit rating) to the company's proposed $500
million senior unsecured notes due 2018 with a preliminary
recovery rating of '3', indicating that lenders can expect to
receive meaningful (50% to 70%) recovery in the event of a payment
default.

The company plans to use proceeds from the proposed financings to
repay outstanding bank debt at its Clopay Ames subsidiary and to
replace existing revolving credit facilities at both Clopay Ames
and Telephonics, as well as to pay related fees and expenses.
Part of the proceeds may also go toward general corporate
purposes.

"The 'BB-' preliminary corporate credit rating on Griffon reflects
S&P's assessment of its fair business risk profile and aggressive
financial risk profile," said Standard & Poor's credit analyst
Thomas Nadramia.

The company has sizable customer concentrations in each of its
business segments and exposure to fluctuation in the construction
industry through its building products business (garage doors and
tools).  S&P categorize Griffon's financial risk profile as
somewhat aggressive given its expectation that adjusted debt
(including operating lease and pension liability adjustments) to
EBITDA will remain greater than 4x for the next six to 12 months.

In addition, the rating takes into account the company's good
diversity across distinct business segments: garage doors, lawn
and garden tools, defense communications and sensor systems, and
specialty plastics.  Griffon also benefits from relatively stable
margins in its plastics and Telephonics business (which produces
information systems for aerospace and defense and commercial
markets) and a growing international presence in tools and
plastics.  It has recognized brands and national footprint in
building products, and adequate liquidity as a result of healthy
cash balances and available funding under the proposed revolving
credit facility.

The rating and outlook incorporate S&P's expectation of some
improvement in Griffon's building products segment due to an
upturn in home improvement spending in 2011 as homeowners catch up
on deferred maintenance and high unemployment moderates.  S&P
expects a 3% to 5% increase in the company's building products
sales in the latter half of 2011 because of normal replacement
cycles and a gradual economic recovery.  S&P expects a similar
increase in Griffon's Telephonics revenues based on existing
backlog and new orders for the company's highly engineered
communications and surveillance products.  Finally, S&P expects
high-single-digit growth in Griffon's plastics business due to
increased sales in Europe.


GSC GROUP: Ch. 11 Trustee Wants Bonuses for Remaining Employees
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that the Chapter 11 trustee
renewing efforts to sell or restructure GSC Group Inc. is
requesting permission to pay bonuses to most of the hedge fund
manager's remaining employees in order to boost morale and
motivate them to help close a deal for GSC.

Chapter 11 trustee James L. Garrity Jr., according to DBR, says 20
U.S. and U.K. employees never received the full amount of their
promised year-end bonuses last year because they were tied to a
sale of GSC that never occurred.  The report relates Mr. Garrity
Jr. the trustee, is seeking to pay those out as well as a portion
of this year's bonuses as long as the employees remain with GSC
and help it close a sale or other transaction.

"Immediate payment of the unpaid 2010 bonuses and authorization of
the prorated 2011 bonus payments will improve employee morale and
incentivize employees to work toward a sale or reorganization of
the debtors' assets," Garrity said in court papers, the report
adds.

                          About GSC Group

Florham Park, New Jersey-based GSC Group, Inc. --
http://www.gsc.com/-- is a private equity firm specializing in
mezzanine and fund of fund investments.  It filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-14653) on Aug.
31, 2010.  Michael B. Solow, Esq., at Kaye Scholer LLP, serves as
the Debtor's bankruptcy counsel.  Epiq Bankruptcy Solutions, LLC,
is the Debtor's notice and claims agent.  Capstone Advisory Group,
LLC, is the Debtor's financial advisor.  The Debtor estimated its
assets at $1 million to $10 million and debts at $100 million to
$500 million as of the Chapter 11 filing.


GUIDED THERAPEUTICS: Updates FDA Review of Cervical Cancer Test
---------------------------------------------------------------
Guided Therapeutics, Inc., provided an update on the U.S. Food and
Drug Administration (FDA) review process for its pre-market
approval application for the LightTouchTM non-invasive test for
the early detection of cervical pre-cancer.  The PMA was accepted
for filing as of Sept. 23, 2010.

The FDA has inspected two clinical trial sites as part of its
review process and raised no formal compliance issues.  Advanced
Scientifics, Inc. (ASI), the manufacturer of the Company's single-
patient-use disposable patient interface, also reported a
successful FDA inspection.

As is typical in the FDA review process, the Company also received
a series of questions from the FDA regarding the PMA, covering the
clinical trial and various technical issues, for which the Company
has 180 days to respond.

"We are pleased with the results of the FDA's review of our
clinical sites and that of our contract manufacturer, ASI," said
Mark L. Faupel, Ph.D., CEO and President of Guided Therapeutics,
Inc.  "We fully expect to answer the FDA's questions in a timely
manner.  Given the timing of the FDA's inspections and questions,
though, it now appears less likely we will be part of the next
Obstetrics and Gynecology Devices Panel meeting, tentatively
scheduled for May 19-20, 2011.

"Still, we believe it is possible to meet our target for a year
end 2011 or early 2012 launch in the U.S. with the next currently
scheduled panel meeting date in September, 2011.  This would
assume the FDA's questions are answered successfully, any
additional inspections also are successful and final approval is
granted.  Meanwhile, we also continue to work toward an
international launch, which could occur prior to approval in the
U.S.," Dr. Faupel said.

                     About The LightTouchTM

The LightTouch, which consists of a base unit and single-patient-
use calibration disposable, scans the cervix with light to
identify cancer and pre-cancer painlessly and non-invasively.
Guided Therapeutics' patented biophotonic technology is able to
distinguish between normal and diseased tissue by detecting
biochemical and morphological changes at the cellular level.
Unlike Pap or HPV tests, the LightTouch test does not require
laboratory analysis or a tissue sample, is designed to provide
results immediately and eliminate costly unnecessary testing.

                     About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

The Company's balance sheet at Sept. 30, 2010, showed $3.4 million
in total assets, $2.8 million in total liabilities, and
stockholders' equity of $595,000.

As reported by the Troubled Company Reporter on March 29, 2010,
UHY LLP, in Atlanta, Georgia, expressed substantial doubt about
Guided Therapeutics' ability to continue as a going concern,
following the Company's 2009 results UHY noted of the Company's
recurring losses from operations, accumulated deficit and working
capital deficit.

"If sufficient capital cannot be raised at some point by the third
quarter of 2011, we might be required to enter into unfavorable
agreements or, if that is not possible, be unable to continue
operations, and to the extent practicable, liquidate and/or file
for bankruptcy protection," the Company said in its Form 10-Q for
the quarter ended Sept. 30, 2010.


H&H CONSTRUCTION: Court Affirms Dismissal of Suit v. Power Comm
---------------------------------------------------------------
H&H Construction & Investment Inc., The Landing at Park Heights,
R. William Hall, and Chad Shanholtz commenced an adversary
proceeding seeking to recover damages for, among other things,
allegedly defective/incomplete electrical work done by Power Comm,
Inc.  Through the course of the case, the court entered consent
orders dismissing the claims of all the plaintiffs except for
Mr. Hall.  In light of the dismissals, on Jan. 14, 2011, the court
issued an order to Mr. Hall directing him to show cause why his
claims in the adversary proceeding ought not be dismissed without
prejudice based on lack of subject matter jurisdiction and lack of
prosecution. After Mr. Hall failed to respond, the Court entered
an order dismissing the adversary proceeding.  On Feb. 13, 2011,
Mr. Hall filed a motion to reconsider the court's dismissal.  He
contends that the court should vacate its dismissal order because
he never received notice of the Order to Show Cause, or,
alternatively, grant his March 22, 2010, Motion to Withdraw the
Reference.  According to Bankruptcy Judge S. Martin Teel, Jr.,
because Mr. Hall has failed to address the jurisdictional concerns
the Court set forth in its Jan. 14, 2011, Order to Show Cause and
because the Court cannot grant a motion to withdraw the reference,
he would deny the motion.

R. William Hall, v. Power Comm, Inc., et al., Adv. Pro. No. 09-
10029 (Bankr. D. D.C.).  A copy of the Court's March 6, 2011
Memorandum Decision and Order is available at http://is.gd/dZuNfu
from Leagle.com.


HCA HOLDINGS: Common Stock Listed on New York Stock Exchange
------------------------------------------------------------
HCA Holdings, Inc., informed the U.S. Securities and Exchange
Commission on Form 8-A that its common stock has been registered
with the New York Stock Exchange.

                           About HCA Inc.

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 104
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of Sept. 30, 2010.  For the twelve months
ended Sept. 30, 2010, the company recognized revenue in excess
of $30 billion.

The Company's balance sheet at Dec. 31, 2010 showed $23.85 billion
in total assets, $34.64 billion in total liabilities and
$10.79 billion in stockholders' deficit.

                           *     *     *

In November 2010, Moody's Investors Service confirmed the existing
ratings of HCA, including the 'B2' Corporate Family and
Probability of Default Ratings.  Moody's assigned a Caa1 (LGD6,
96%) rating to HCA, Inc.'s proposed offering of $1.525 billion of
senior unsecured notes due 2021 to be issued at a parent holding
company.

HCA's 'B2' Corporate Family Rating anticipates that the company
will continue to operate with significant leverage.  Pro forma for
the proposed debt financed distribution Moody's estimate that
adjusted leverage would have been 5.2 times at Sept. 30, 2010.
Furthermore, the company has large maturities in 2012 and 2013
that will likely need to be refinanced in the capital markets.
However, the rating acknowledges the company's progress in
systematically extending its maturity profile.  Finally, the
rating reflects HCA's solid EBITDA growth, which has benefited the
credit metrics and demonstrated the company's ability to weather
industry pressures.


HEALTHSOUTH CORP: Presented at Raymond and Goldman Conference
-------------------------------------------------------------
HealthSouth Corporation participated in the Raymond James 32nd
Annual Institutional Investors Conference in Orlando, Florida on
March 6-9, 2011.  HealthSouth President and Chief Executive
Officer, Jay Grinney, made a presentation on March 8.  The Company
also participated in the Goldman Sachs Leveraged Finance
Healthcare Conference in New York City on March 8, 2011.
HealthSouth Senior Vice President and Treasurer, Ed Fay, made a
presentation at 3:05 p.m. ET.

Both presentations addressed, among other things, the Company's
strategy and financial performance and discuss industry trends and
dynamics.

In the slide presentation, the Company will provided its
observations for the first quarter of 2011.  These observations
are:

   * Volume: January and February 2011 exhibited strong discharge
     growth against easy comparatives from the first quarter of
     2010.  Discharge growth for the year ended Dec. 31, 2011
     is on track to be between 2.5% and 3.5%, as period-over-
     period comparatives become tougher as the year progresses.

   * Pricing: Pricing for the first quarter of 2011 includes a net
     Medicare price increase of approximately 2% that became
     effective Oct. 1, 2010.  Comparisons with the first quarter
     of 2010 will be impacted by the April 1, 2010 reduction of 25
     basis points to Medicare pricing resulting from the
     implementation of the Patient Protection and Affordable Care
     Act.

The Company uses "same store" comparisons to explain the changes
in certain performance metrics and line items within its financial
statements.  Same store comparisons are calculated based on
hospitals open throughout both the full current periods and
throughout the full prior periods presented.  These comparisons
include the financial results of market consolidation transactions
in existing markets, as it is difficult to determine, with
precision, the incremental impact of these transactions on the
Company's results of operations.

The slides used at the presentations are available for free at:

               http://ResearchArchives.com/t/s?74d5

                       About HealthSouth Corp.

Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) --
http://www.healthsouth.com/-- is the nation's largest provider of
inpatient rehabilitative healthcare services.  Operating in 26
states across the country and in Puerto Rico, HealthSouth serves
patients through its network of inpatient rehabilitation
hospitals, long-term acute care hospitals, outpatient
rehabilitation satellites, and home health agencies.

The Company's balance sheet at Dec. 31, 2010 showed $2.37 billion
in total assets, $1.99 billion in current liabilities,
$387.40 million in commitments and contingencies, and a
$2.20 million shareholders' deficit.

HealthSouth carries a 'B1' corporate family rating with "stable"
outlook, from Moody's.  It has 'B+' foreign and local issuer
credit ratings, with "positive" outlook, from Standard & Poor's.


HF THREE: Trustee Wants Case Dismissed or Converted to Chapter 7
----------------------------------------------------------------
The U.S. Trustee Ilene J. Lashinsky asks the U.S. Bankruptcy Court
for the District of Arizona to dismiss the Chapter 11 case of HF
Three I LLC or convert the Debtor's case to Chapter 7 liquidation
proceeding.

The U.S. Trustee notes the case has been pending for over six
months, and Debtor has never filed a monthly operating report for
August, September, October, November, December and January 2011.
The Debtor failed to make its required quarterly fee payments for
4th quarter 2010.

The U.S. Trustee says it filed a notice of non-compliance on Jan.
7, 2011, requiring the delinquencies be addressed.  The trustee
says it has not yet received a response.  To date, Debtor remains
delinquent on the following items and has offered no legitimate
and verifiable excuse or explanation.

HF Three I LLC is a single-asset real estate company in Paradise
Valley, Arizona.  It filed for Chapter 11 bankruptcy protection on
August 18, 2010 (Bankr. D. Ariz. Case No. 10-26198).  The Debtor
disclosed $26,830,900 in total assets and $21,749,987 in total
liabilities as of the Petition Date.


HOWREY LLP: To Dissolve Operations Effective March 15
-----------------------------------------------------
The Executive Committee of Howrey LLP on March 9 said that,
pursuant to a vote by the firm's partnership, it will dissolve the
existing Howrey partnership, effective March 15, and commence an
orderly wind down of its affairs.

"The firm had experienced disappointing financial performance over
the past two years and subsequently several partners had
resigned," according to Bob Ruyak, the firm's Chairman and CEO.
"This resulted in the conclusion that an orderly wind down of the
firm's activities over time was the only practical alternative."

A group of partners, associates and staff, mostly from the firm's
Houston office, will join Winston and Strawn; however, many others
were unable to do so because of significant client conflicts.
Those partners will be joining other AmLaw 100 firms.

"This is a very difficult time for our firm, for our attorneys and
for our staff," Mr. Ruyak said.  "Many of us have spent our entire
legal careers at Howrey and remain proud of what we built.  We
find some solace in the fact that our people have been so well
received by their new firms.  They are first class professionals
and deserve the respect accorded to leaders in their fields."

As required by the Howrey partnership agreement, a committee of
partners has been formed to oversee an orderly wind-down of the
firm over time.

Additionally, a Worker Adjustment and Retraining Notification
letter were sent to certain employees, in compliance with federal
and applicable state laws that require some employers to give
advance notice of significant layoffs to their employees and
others.  These layoff notice requirements are intended to protect
employees, their families, and communities by giving employees a
transition period in which they can adjust to losing their jobs,
obtain other work, or pursue training for other work.

                           About Howrey

Founded in 1956, Howrey LLP -- http://www.howrey.com/-- a global
law firm with offices throughout the United States and in Europe,
has focused on three practice areas of law -- antitrust,
intellectual property and global litigation.


HSH DELAWARE: Plan of Reorganization Declared Effective
-------------------------------------------------------
HSH Delaware GP LLC, et al., notified the U.S. Bankruptcy Court
for the District of Delaware that on Feb. 11, 2011, the Plan of
Reorganization was consummated in accordance with its terms.

On Jan. 18, the Court confirmed Debtors' Plan, thrice amended as
of Jan. 13.

As reported in the Troubled Company Reporter on Jan. 18, 2011, the
Plan provides for, among other things, the capitalization of
all outstanding and unpaid interest and costs under the

The Debtor's lenders include Commerzbank AG, Credit Agricole
Corporate and Investment Bank, Landsbanki Islands hf, Lloyds TSB
Bank plc, The Royal Bank of Scotland, N.V. and The Royal Bank of
Scotland plc, and any of their assignees or transferees.

As Troubled Company Reporter on September 3, 2010, the Plan will
convert the lenders' unpaid fees and expenses into principal owing
on the debt.  The maturity will be extended to Dec. 31, 2014.  The
Plan gives the company time to sell the equity or the assets.  If
there is a surplus above the debt to the lenders, the Plan
contains an agreed sharing of the excess between the company and
the lenders.  Unsecured creditors will be paid in full.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/HSHDELAWARE_BlacklinedDS.pdf

                       About HSH Delaware

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

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

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

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

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

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


HYTHIAM INC: Change of Company Name to Catasys Approved
-------------------------------------------------------
Hythiam, Inc., announced that all resolutions presented at the
Company's Special Meeting held on Friday, March 4, 2011 were
approved, including: the 2010 Stock Incentive Plan, an amendment
to the Company's certificate of incorporation to increase the
number of authorized shares of common stock from 200,000,000
shares to 2,000,000,000 shares, authorization to amend the
certificate of incorporation to effect a reverse stock split of
the Company's outstanding common stock at a ratio of not less than
1-for-2 and not more than an aggregate of 1-for-100 at any time or
times no later than Dec. 31, 2011, with the implementation, ratio
and timing of such reverse stock split to be determined by the
Board of Directors of the Company, and an amendment to the
Company's certificate of incorporation to change the name of the
Company from Hythiam, Inc. to Catasys, Inc.  The Company plans to
file an amendment to its certificate of incorporation to increase
the number of outstanding shares of common stock and change the
name of the Company to Catasys, Inc, but the Board has determined
not to implement the reverse stock split of the Company's common
stock at this time.

With the approval of the name change, the Company will request a
new trading symbol on the Over-The-Counter Bulletin Board
Exchange.

                        About Hythiam, Inc.

Based in Los Angeles, Hythiam, Inc., is a healthcare services
management company, providing through its Catasys(R) subsidiary
specialized behavioral health management services for substance
abuse to health plans.

The Company's balance sheet at Sept. 30, 2010, showed
$3.48 million in total assets, $4.11 million in total liabilities,
and a stockholders' deficit of $634,000.  Stockholders' deficit
was $588,000 at June 30, 2010.

As reported in the Troubled Company Reporter on April 19, 2010,
BDO Seidman, LLP, in Los Angeles, expressed substantial doubt
about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company has suffered recurring losses from operations and
negative cash flows from operating activities.


ICOP DIGITAL: Safety Vision Takes Business After Auction
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that ICOP Digital Inc. was authorized on March 7 by the
bankruptcy court in Kansas City to sell the assets to Safety
Vision LLC.  There were no other bidders at auction.  Safety
Vision is paying $800,000 cash plus 50% of collections on accounts
receivable.  The buyer also provided $500,000 in financing for the
Chapter 11 case.

                         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, 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.


IMPLANT SCIENCES: Restates 2009 Financial Statements
----------------------------------------------------
Implant Sciences Corporation filed an Amended No. 1 on Form 10-Q
to its Quarterly Report for the quarter ended Dec. 31, 2009,
initially filed with the U.S. Securities and Exchange Commission
on Feb. 22, 2010.  The Amendment is being filed to restate the
Company's consolidated financial statements at, and for the three
and six months ended Dec. 31, 2009 and the notes related thereto
and the related sections of the Management's Discussion and
Analysis of Financial Condition and Results of Operations.

On Oct. 14, 2010, the Audit Committee of the Company's Board of
Directors, in consultation with the Company's management,
determined that the condensed consolidated financial statements
included in the Company's Quarterly Report on Form 10-Q for the
fiscal quarters ended Sept. 30, 2009, Dec. 31, 2009 and March 31,
2010 should no longer be relied on due to issues raised by the
Company's independent accountants, Marcum LLP, regarding errors in
the Company's adoption of Accounting Standards Codification 815-
40-15 "Derivatives and Hedging" related to the non-cash accounting
treatment of financial instruments which are not deemed to be
indexed to the Company's common stock.  ASC 815-40-15 requires
issuers to record, as liabilities, financial instruments that
provide for reset provisions as an adjustment mechanism to the
relevant exercise or conversion price, since they are not deemed
to be indexed to the Company's common stock.  Further, the Company
is restating the aforementioned quarters to record, as of July 1,
2009 and Aug. 31, 2009, the commitment dates of the Company's
Series F Convertible Preferred Stock, to record the deemed
dividend resulting from the beneficial conversion feature
contained in the Series F Convertible Preferred Stock.

On Dec. 10, 2008, the Company entered into a note and warrant
purchase agreement with DMRJ Group LLC, pursuant to which the
Company issued a senior secured convertible promissory note in the
principal amount of $5,600,000 and a warrant to purchase 1,000,000
shares of the Company's common stock.  The promissory note and
warrant were each amended and restated as of March 12, 2009.  Both
the promissory note and the warrant contain reset provisions, in
the event that the Company issues additional shares of common
stock at a price below the amended conversion price then in
effect, the conversion price of the promissory note and the
exercise price of the warrant will be automatically adjusted to
equal the price per share at which such shares are issued or
deemed to be issued.   The Company determined that the conversion
option and the warrant derivative liability should initially and
subsequently be measured at fair value with changes in fair value
recorded in earnings in each reporting period and will record a
cumulative-effect adjustment to the opening balance of accumulated
deficit at July 1, 2009.

On July 1, 2009, the Company adopted the provisions of ASC 815-40-
15.  In accordance with ASC 815-40-15, the cumulative effect of
the change in accounting principle recorded by the Company in
connection with a warrant to purchase shares of the Company's
common issued to DMRJ and the reset provision contained in the
senior secured promissory note the Company issued to DMRJ, was
recorded as an adjustment of the opening balance of accumulated
deficit.  Upon adoption of ASC 815-40-15 at July 1, 2009, the
Company recorded a fair value note conversion option liability of
$1,183,000 resulting in an $802,000 adjustment to the opening
balance of accumulated deficit.

On July 1, 2009, in connection with the issuance of the $1,000,000
secured note, the Company also issued 871,763 shares of the
Company's Series F Convertible Preferred Stock to DMRJ, and agreed
that, if the Company were unable to obtain net proceeds of at
least $3,000,000 from the issuance of debt or equity securities by
Aug. 31, 2009, the Company would issue 774,900 additional shares
of Series F Preferred Stock to DMRJ.  DMRJ later extended this
deadline until Oct. 1, 2009.  The Company did not satisfy this
requirement and issued those additional shares to DMRJ.  In
accordance with Accounting Standards Codification 470-20 "Debt", a
conversion feature is beneficial, or "in the money," when the
conversion rate of the convertible security is below the market
price of the underlying common stock.  The beneficial conversion
feature is treated as a deemed dividend to the preferred
shareholders.

The Company's management identified a deficiency in its internal
controls over financial reporting, specifically in the Company's
controls over the adoption of Accounting Standards Codification
815-40-15 - "Derivatives and Hedging." related to the non-cash
accounting treatment of financial instruments which are not deemed
to be indexed to the Company's common stock.  Further, the Company
is restating the aforementioned quarters to record, as of July 1,
2009 and August 31, 2009, the commitment dates of the Company's
Series F Convertible Preferred Stock, the deemed dividend
resulting from the beneficial conversion feature contained in the
Series F Convertible Preferred Stock, as required under Accounting
Standards Codification 470-20 "Debt."  As a result of this
material weakness, the Company's Chief Executive Officer and Chief
Financial Officer, concluded that, the Company did not maintain
effective internal control over financial reporting as of Dec. 31,
2009 and further concluded that, as of that date, the Company's
disclosure controls and procedures were not effective at the
reasonable assurance level.  A material weakness is a deficiency,
or combination of control deficiencies, in internal control over
financial reporting, such that there is a reasonable possibility
that a material misstatement of the Company's annual or interim
financial statements will not be prevented or detected on a timely
basis.

The Company's restated statement of operations reflects a net loss
of $19.11 million on $603,000 of revenue for the three months
ended Dec. 31, 2009, compared with a net loss of $1.62 million on
$603,000 of revenue as originally reported.

The restated statement of operations also reflects a net loss of
$20.47 million on $2.42 million of revenue for the six months
ended Dec. 31, 2009, compared with a net loss of $3.27 million on
$2.42 million of revenue as originally reported.

The Company's restated balance sheet at Dec. 31, 2009 showed $5.47
million in total assets, $31.27 million in total liabilities, $5
million in commitments and contingencies and $30.80 million in
total stockholders' deficit.

A full-text copy of the Form 10-Q as amended on March 7, 2011 is
available for free at http://ResearchArchives.com/t/s?74c8

                      About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

The Company's balance sheet at June 30, 2010 showed $4.96 million
in total assets, $30.10 million in total liabilities and $25.14
million in total stockholders' deficit.

The audit report issued by the Company's independent registered
public accounting firm issued on the Company's audited financial
statements for the fiscal year ended June 30, 2010 contains a
qualification regarding the Company's ability to continue as a
going concern.  This qualification indicates there is substantial
doubt on the part of the Company's independent registered public
accounting firm as to its ability to continue as a going concern
due to the risk that the Company may not have sufficient cash and
liquid assets at June 30, 2010, to cover the Company's operating
capital requirements for the next twelve-month period and if
sufficient cash cannot be obtained the Company would have to
substantially alter its operations, or it may be forced to
discontinue operations.


INDIANTOWN COGENERATION: S&P Affirms 'BB+' Rating to Senior Debt
----------------------------------------------------------------
Standard & Poor's Ratings Services said affirmed its 'BB+' issue-
level rating on Indiantown Cogeneration Funding Corp.'s senior
secured debt and left the '3' recovery rating unchanged.  The
outlook remains stable.

Standard & Poor's rating on Indiantown Cogen's $505 million 1994
amortizing first mortgage bonds due 2020 (about $268 million
outstanding at Dec. 31, 2010) and the parity $125 million 1994
tax-exempt bonds issued by the Martin County (Fla.) Industrial
Development Authority on behalf of Indiantown Cogeneration L.P.
and due 2025 ($125 million outstanding at Dec. 31, 2010) is 'BB+'.
Principal payments on the tax-exempt bonds begin in 2020.
Indiantown Cogeneration Funding is a wholly owned subsidiary of
Indiantown Cogeneration L.P.  The recovery rating on the bonds is
'3', indicating expectations of meaningful recovery (50%-70%) if a
payment default occurs.  The outlook is stable.

Indiantown Cogen is a 330 megawatt pulverized coal-fired
cogeneration facility in Martin County, Fla. that began commercial
operations in late 1995.  The project has a power-purchase
agreement through 2025 with Florida Power & Light Co. (A-
/Stable/A-2) for the facility's entire capacity and energy output.
The plant is a qualifying facility (that generates electricity
sold to FP&L under a PPA that expires in 2025, and supplies steam
to Louis Dreyfus Citrus Inc., an adjacent food-processing plant
under an energy services agreement that expires in 2016.  The
project's coal supply agreement expires in about 2025, but has a
price reopener in late 2011 that it hasn't finalized yet.

The stable outlook on Indiantown Cogen reflects S&P's expectation
that the project's actual fuel costs in the near term will remain
aligned with the fuel index used in energy cost reimbursement,
although the risk of the continued mismatch exists.  Standard &
Poor's could lower the ratings if margins come under pressure due
to higher coal supply costs following renegotiation of the coal
contract price in about mid-2011.  S&P is not likely to raise the
ratings unless the project reaches an agreement with FP&L that
would provide long-term resolution to the potential energy
revenue/fuel cost mismatch issue.


INT'L COMMERCIAL: Issues 2.35-Mil. Stock Options to Employees
-------------------------------------------------------------
International Commercial Television Inc. issued a total of
2,350,000 options to purchase common stock to a total of nine
directors, officers, employees and consultants in order to provide
an additional incentive for their continuing services to the
Company.  The Options were issued pursuant to the Company's 2001
Stock Option Plan, which was approved by our shareholders on
Feb. 26, 2001.

The Options vest over a period of three years.  The exercise price
for the Options is $.0828 per share, which is equal to the average
closing prices for the Company's common stock for the 10 trading
days ending on the date the directors approved issuance of the
Options.  The Options allow for cashless exercise, and were
otherwise issued in accordance with the Company's 2001 Stock
Option Plan.  A total of 700,000 Options granted to two
consultants to the Company will terminate automatically, without
vesting, if the Company does not close an equity investment in the
Company on or before June 30, 2011, in an amount, and on terms,
acceptable to the Company, with an investor, or group of
investors, introduced to the Company by the consultants.

The issuance of the Options is exempt from registration under
Section 4(2) of the Securities Act of 1933.

Separately, in Dec. 2010 the Company issued 250,000 options to a
former consultant to the Company to settle a dispute as to the
term and compensation due under a consulting agreement which the
Company had terminated.  100,000 options are exercisable at $.075,
and 150,000 options are exercisable at $.25.  The options become
exercisable over a 2 1/2 year period.  The issuance of options to
the former consultant is exempt from registration under Section
4(2) of the Securities Act of 1933.

                  About International Commercial

Bainbridge Island, Wash.-based International Commercial Television
Inc. was organized under the laws of the State of Nevada on
June 25, 1998.  The Company sells various consumer products.  The
products are primarily marketed and sold throughout the United
States and internationally via infomercials.

As reported in the Troubled Company Reporter on June 25, 2010,
Amper, Politziner & Mattia LLP, in Edison, N.J., 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 recurring losses from operations
and negative cash flows.

The Company's balance sheet at Sept. 30, 2010, showed $911,500 in
total assets, $1.78 million in total liabilities, and a
stockholders' deficit of $878,000.

The Company's consolidated financial statements have been
prepared assuming the Company will continue as a going concern.
The Company noted that it generated negative cash flows from
operating activities in the nine month period ended Sept. 30,
2010 of approximately $245,000, and the Company, for the most
part, has experienced recurring losses from operations.  The
Company had a negative working capital of approximately $776,000
and an accumulated deficit of approximately $6,009,000 as of
Sept. 30, 2010.



J&J WAREHOUSE: Section 341(a) Meeting Scheduled for April 12
------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of J&J
Warehouse Company LLC's creditors on April 12, 2011, at 9:00 a.m.
The meeting will be held at Room 2610, 725 S Figueroa Street, Los
Angeles, California.

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.

Baldwin Park, California-based J&J Warehouse Company LLC, fdba
First Park Place LLC, filed for Chapter 11 bankruptcy protection
on March 1, 2011 (Bankr. C.D. Calif. Case No. 11-18813).  Ian
Landsberg, Esq., at Landsberg & Associates APC, serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.


JACKMAN FINANCIAL: Case Summary & 13 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Jackman Financial Corp
        5118 South Blackstone Avenue
        Chicago, Il 60615

Bankruptcy Case No.: 11-09341

Chapter 11 Petition Date: March 7, 2011

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

Judge: Susan Pierson Sonderby

Debtor's Counsel: Mitchell Elliot Jones, Esq.
                  JONES LAW OFFICES
                  1236 Chicago Avenue, #302
                  Evanston, IL 60202
                  Tel: (312) 282-7849
                  E-mail: mej@joneslaw.org

Estimated Assets: $0 to $50,000

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

A list of the Company's 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/ilnb11-09341.pdf

The petition was signed by Daniel Goldman, president.


JAMES RIVER: S&P Puts 'B-' Corp. Rating on CreditWatch Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its
ratings, including its 'B-' corporate credit rating, on Richmond,
Va.-based coal producer James River Coal Company, on CreditWatch
with positive implications.

The CreditWatch positive listing means S&P could affirm the rating
or raise it following the conclusion of S&P's analysis.

"Key factors of its analysis will include a review of the
strategic plans for the combined entity and the ultimate form of
financing," said Standard & Poor's credit analyst Fred Ferraro.

The CreditWatch listing follows James River Coal's announcement
that it will acquire International Resource Partners L.P., a steam
and metallurgical coal producer, for approximately $475 million in
an all-cash transaction.  This transaction gives James River Coal
exposure to the attractive metallurgical coal market, adds
management experience in overseas marketing, and expands the
company's reserve life.

The combined company will include approximately 36 mines in
Central Appalachia and the Midwest and have combined coal reserves
of approximately 410 million tons, including 61 million tons of
metallurgical coal reserves.  On a pro forma basis, 2010 combined
revenues and EBITDA would have been approximately $1.2 billion and
$257 million, respectively.

The deal is expected to close in the first half of 2011 and is
subject to regulatory approval.  James River Coal has secured $375
million in committed financing, which in addition to existing cash
balances, is expected to be sufficient to finance the acquisition.
The company will consider long-term financing options, which could
include equity, in place of the committed financing prior to the
transaction's closing.

Standard & Poor's will monitor the progress toward closing the
transaction and evaluate the company's near-to-intermediate term
financing and capital spending plans.  S&P will also assess the
business and financial risks of the combined company, including
the resulting capital structure.

S&P could raise the rating if its assessment leads us to conclude
that the acquisition improves the business risk profile and is
funded in such a way that is consistent with the current capital
structure.

S&P could affirm the rating if in its view the post-closing
capital structure results in credit metrics that outweigh the
modest benefits of an improved business risk profile.


JEVIC HOLDING: Has Access to Cash Collateral Until June 30
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized Jevic Holding Corp. and its debtor-affiliates to access
until June 30, 2011, cash securing repayment of a loan from their
prepetition lenders.

According to the Debtors, without use of the cash collateral, they
will have no ability to operate their businesses.  The Debtors
say, absent the cash collateral, they will not be able to pay
their vendors, fund their payroll and pay professionals necessary
for the successful wind-down of their businesses.

                         Prepetition Debt

Prepetition, on July 28, 2006, the Debtors entered into an
aggregate $101.2 million secured credit agreement with CIT as
agent and certain other lenders and lienholder parties.  The
prepetition facility consisted of a $85 million revolving facility
and a $16.2 million term loan.  Subsequent to a sale and lease-
back of the Debtors' facilities, the revolving facility was
reduced to $55 million and the term loan was eliminated.  The
prepetition facility is secured by eligible accounts receivable as
well as rolling stock.  At Dec. 31, 2007, the Debtors had $25.4
million of borrowings and $27.8 million of letters of credit
outstanding under the revolving facility.  The remaining minimum
availability was $4.8 million, which was below the minimum
availability covenant of $5.0 million.

The Debtors said, in June 2006, Sun Transportation LLC, which is
owned by Sun Capital Partners, IV, LP, acquired the Debtors.  Sun
Transportation continues to own substantially all of the stock of
Jevic Transportation, the parent of the other Debtors.

The Debtors entered into a forbearance agreement with the
prepetition lenders on Jan. 8, 2008, which was set to expire on
Feb. 28, 2008.  In connection with the forbearance agreement, Sun
provided a $2 million limited guaranty of the Prepetition
Facility.  The forbearance agreement with the Prepetition Lenders
was amended a number of times to extend the expiration date.
However, the forbearance agreement expired without extension on
May 12,2008.  Prior to their bankruptcy filing, Sun paid the
prepetition lenders $2.0 million under a limited guaranty that Sun
executed for the benefit of the prepetition lenders.

                        Adequate Protection

In exchange for the use of cash collateral, the Debtors will
provide the Prepetition Lenders with, among other things, these
primary forms of adequate protection:

   a) expenditures in compliance with the budget paid from
      receipts from the ongoing collection of proceeds of assets
      and from and liquidation of assets from Jan. 1, 2011
      through June 30, 2011;

   b) additional and replacement security interests and liens in
      and upon all prepetition and postpetition assets and
      properties, whether now existing or newly acquired or
      arising, and wherever located, excluding chapter 5 causes of
      action and their proceeds.

A full-text copy of the cash collateral budget is available for
free at http://ResearchArchives.com/t/s?74cb

                    About Jevic Transportation

Based in Delanco, New Jersey, Jevic Transportation Inc. --
http://www.jevic.com/-- provided trucking services.  Two
affiliates -- Jevic Holding Corp. and Creek Road Properties --
have no assets or operations.  Jevic et al. sought Chapter 11
protection (Bankr. D. Del. Case No. 08-11008) on May 20, 2008.
Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr
Harrison Harvey Branzburg & Ellers, in Wilmington, Del., represent
the Debtors.  The U.S. Trustee for Region 3 appointed five
creditors to serve on an Official Committee of Unsecured
Creditors.  Robert J. Feinstein, Esq., Bruce Grohsgal, Esq., and
Maria A. Bove, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.

Before filing for bankruptcy, the Debtors initiated an orderly
wind-down process.  As a part of the wind-down process, the
Debtors ceased substantially all of their business and
terminated roughly 90% of their employees.  The Debtors continue
to manage the wind-down process in an attempt to deliver all
freight in their system and to retrieve their assets.

When the Debtors sought protection from their creditors, they
estimated assets and debts between $50 million and $100 million.


K-V PHARMACEUTICAL: Plans to Offer $200MM of Sr. Secured Notes
--------------------------------------------------------------
K-V Pharmaceutical Company intends to offer $200 million of senior
secured notes due 2015 in a private placement, subject to market
conditions.

The Notes will be offered only to accredited investors pursuant to
Regulation D under the Securities Act of 1933, as amended.  The
Notes have not been registered under the Securities Act or any
state or other securities laws and may not be offered or sold in
the United States absent registration or an applicable exemption
from registration requirements of the Securities Act and
applicable state securities laws.

The Company intends to use the net proceeds from the offering of
the Notes to repay in full the Company's outstanding obligations
under its credit agreement with U.S. Healthcare I, L.L.C. and U.S.
Healthcare II, L.L.C. (including the payment of related premiums)
and terminate the related future loan commitments, to establish an
escrow reserve for one year of interest payments on the Notes and
for general corporate purposes.

                      About KV Pharmaceutical

KV Pharmaceutical Co., with headquarters in St. Louis, Missouri,
is a specialty pharmaceutical company that develops, manufactures
and markets innovative branded, quality generic/non-branded and
unique specialty ingredient products, utilizing proprietary drug
delivery technologies.  In addition to its comprehensive research
& development and manufacturing processes, KV has broad marketing
and sales capabilities through its two wholly owned subsidiaries,
Ther-Rx Corporation, marketing branded products and ETHEX
Corporation, marketing generic/non-branded products.

At March 31, 2010, the Company's balance sheet showed
$358.6 million in total assets, $497.7 million in total
liabilities, and a stockholders' deficit of $139.1 million.

                          *     *     *

As reported in the Troubled Company Reporter on Jan. 3, 2011,
BDO USA, LLP, in Chicago, expressed substantial doubt about K-V
Pharmaceutical'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 suspended the
shipment of all but one of the products manufactured by the
Company and must comply with a consent decree with the Food and
Drug Administration before approved products can be reintroduced
to the market.

The Company reported a net loss of $283.6 million on
$152.2 million of net revenues for fiscal 2010, compared to a net
loss of $313.6 million on $312.3 million of net revenue for fiscal
2009.


KATUMBH LLC: Travelodge Hotel Has $1.8-Mil. in Debts
----------------------------------------------------
Michael Buettner at The Progress-Index reported Katumbh LLC, which
has sought Chapter 11 protection, is the owner of a 42-year-old
Travelodge hotel at 530 E. Washington St. near Interstate 95, in
Petersburg, Virginia.

The Company disclosed total assets of $2.2 million and total
liabilities of $1.8 million.

A list of the Company's 13 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/vaeb11-31397.pdf

The Progress-Index notes the Company listed its largest unsecured
creditor as Travelodge Hotels Inc. of Parsippany, N.J., which
Katumbh said it owes $44,692 in franchise fees.  Next on the list
is a debt of $29,602 to the Petersburg Treasurer's Office for
taxes.  Combined with a $3,892 bill owed to the city's Utilities
Department, the hotel owner owes the city a total of $33,494.
Other major creditors include the state Department of Taxation,
which Katumbh said it owes $26,531 in taxes, and Dominion Virginia
Power, which the company said it owes $15,370.

The Company said it believes it will have some funds available to
distribute to the 13 unsecured creditors listed in court
documents.

Katumbh, LLC, formerly Katumbh, Inc., filed a Chapter 11 petition
(Bankr. E.D. Va. Case No. 11-31397) on March 3, 2011.  Alexander
Hamilton Ayers, Esq. at Ayers & Stolte, P.C., in Richmond,
Virginia, represents the Debtor.


KAUPTHING BANK: UK, Iceland Arrest 9 in Kaupthing Collapse Probe
----------------------------------------------------------------
Bankruptcy Law360 reports that British and Icelandic authorities
made nine arrests Wednesday as part of an ongoing investigation
into the 2008 collapse of Iceland's largest bank, Kaupthing Bank
HF.

The U.K.'s Serious Fraud Office and the City of London Police
searched two businesses and eight residential properties and
arrested seven men aged between 42 and 54 in London, Law360
relates.

                      About Kaupthing Bank

Headquartered in Reykjavik, Kaupthing Bank --
http://www.kaupthing.com/-- is Iceland's largest bank and among
the Nordic region's 10 largest banking groups.  With operations in
more than a dozen countries, the bank offers a range of services
including retail banking, corporate finance, asset management,
brokerage, private banking, treasury, and private wealth
management.  Kaupthing was created by the 2003 merger of
Bunadarbanki and Kaupthing Bank.  In October 2008, the Icelandic
government assumed control of Kaupthing Bank after taking similar
measures with rivals Landsbanki and Glitnir.

As reported by the Troubled Company Reporter-Europe, on Nov. 30,
2008, Olafur Gardasson, assistant for Kaupthing Bank hf., filed a
petition under Chapter 15 of title 11 of the United States Code in
the United States Bankruptcy Court for the Southern District of
New York commencing the Debtor's Chapter 15 case ancillary to the
Icelandic Proceeding and seeking recognition for the Icelandic
Proceeding as a "foreign main proceeding" under the Bankruptcy
Code and relief in aid of the Icelandic Proceeding.


KRONOS INTERNATIONAL: Reports $86.50 Million Net Income in 2010
---------------------------------------------------------------
Kronos International, Inc. filed its annual report on Form 10-K,
reporting net income of $86.50 million on $998.50 million of net
sales for the year ended Dec. 31, 2010, compared with a net loss
of $46.50 million on $819.90 million of net sales during the prior
year.

The Company also reported net income of $21.80 million on
$262.70 million of net sales for the three months ended Dec. 31,
2010, compared with net income of $600,000 on $227 million of net
sales for the same period during the prior year.

Steven L. Watson, Chief Executive Officer, said, "We saw
significant improvement in our business and the TiO2 industry
during 2010.  Worldwide demand for our TiO2 products continued to
strengthen and our manufacturing facilities successfully operated
at near full practical capacity utilization levels.  With
favorable industry dynamics, we were able to implement significant
increases in our TiO2 selling prices that resulted in increased
profitability and cash flows.  We continue to believe that profit
margins are still significantly lower than necessary to reasonably
justify green-field or other major expansions of TiO2 production
capacity.  Assuming demand for TiO2 products remains strong, we
expect the worldwide shortage will continue beyond 2011, and we
expect to implement additional increases in our TiO2 selling
prices.   As a result, we believe we will report additional
improvements in our operating and financial performance in 2011
and the foreseeable future as compared to 2010."

The Company's balance sheet at Dec. 31, 2010 showed $1.02 billion
in total assets, $843.30 million in total liabilities and $180.40
million of total stockholders' equity.

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

             http://researcharchives.com/t/s?74ad

                     About Kronos International

Kronos International, Inc., produces and markets TiO2 pigments in
Europe, and is a wholly owned subsidiary of Kronos Worldwide,
Inc., headquartered in Dallas, Texas.

                           *     *     *

As reported by the Troubled Company Reporter on June 25, 2010,
Moody's Investors Service raised Kronos International's Corporate
Family Rating to B3 from Caa1 and the rating on the EUR400 million
senior secured notes due 2013 to Caa1 from Caa2.  The upgrade
reflects KII's better operating results, improved titanium dioxide
market conditions and the expectation that credit metrics will
improve further in 2010.  The outlook is stable.

Moody's also said KII's liquidity is supported by its positive
cash flow from operations, cash balances and unused availability
under its EUR80 million revolving credit, which matures in less
than one year (May 2011).  Total use of the revolver was restored
to the company in May 2010 after complying with the amended
covenants in the first quarter 2010.  Availability had been
limited to EUR51 million since the facility was amended in
September 2009 to accommodate the shortfall in EBITDA generation
during the global economic downturn, which would have led to a
violation of the leverage covenant.  The improved profitability in
2010 could allow the company to meet the original financial
covenants and revert the credit facility to its pre-amendment
terms and conditions.

The TCR on April 19, 2010, reported that Fitch Ratings has
upgraded Kronos' Issuer Default Rating to 'B-' from 'CCC' and its
securities ratings: Senior secured revolving credit facility to
'BB-/RR1' from 'B+/RR1'; Senior secured notes to 'B-/RR4' from
'CCC/RR4'.  The Rating Outlook has been revised to Stable from
Negative.

Fitch said the ratings reflect high financial leverage at Kronos
International as well as Kronos Worldwide's solid market position
in the TiO2 industry, the fifth largest globally with 10% of
global capacity.  The ratings also reflect the early stages of a
recovery in the TiO2 industry and Fitch's expectations that
earnings over the next 24 months will remain below the average
over the period from 2005 through 2008.

Moody's Investors Service raised Kronos International, Inc.'s
Corporate Family Rating to B2 from B3 and the rating on the
EUR400 million senior secured notes due 2013 to B3 from Caa1.
The upgrade reflects KII's strong operating results, attractive
titanium dioxide market conditions and the expectation that the
company will continue to enjoy strong margins and positive free
cash flow.  The outlook is positive.


L A X LLC: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: L A X, LLC
        6066 Reseda Boulevard
        Tarzana, CA 91356

Bankruptcy Case No.: 11-12878

Chapter 11 Petition Date: March 8, 2011

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Victoria S. Kaufman

Debtor's Counsel: Raymond H. Aver, Esq.
                  LAW OFFICES OF RAYMOND H. AVER APC
                  1950 Sawtelle Blvd., Suite 328
                  Los Angeles, CA 90025
                  Tel: (310) 473-3511
                  Fax: (310) 473-3512
                  E-mail: ray@averlaw.com

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

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

A list of the Company's eight largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cacb11-12878.pdf

The petition was signed by Joseph Amin, manager.


LACK'S STORES: Finger Furniture Gets Lease Right to Clute Location
------------------------------------------------------------------
Heath E. Combs at Furniture Today says retailer Finger Furniture
is seeking lease rights to a former Lack's Home Furnishings store
located in Clute, Texas.

Furniture Today relates that according to a lease agreement
subject to bankruptcy court approval, Finger Furniture will rent
about 34,500 square feet at the store, which is about 50 miles
from Houston near the Texas coast.  Rodney Finger, president and
CEO, said that assuming the court approves the transaction, the
location will reopen as a Finger Furniture store.

Lack's and Finger Furniture executed an Assumption and Assignment
of Lease for the Clute store on March 1, 2011.  The bankruptcy
court will hear the motion later this month.

                        About Lack's Stores

Victoria, Texas-based Lack's Stores, Incorporated, is one of the
largest, independently-owned retail furniture chains in the United
States.  Lack's Stores is a chain of 36 retail stores and operates
under the trade styles Lacks and Lacks Home Furnishings.  The
Company sells a complete line of furnishings for the home
including furniture, bedding, major appliances and home
electronics.  The stores are located in South, Central, and West
Texas.

Lack's Stores and its affiliates filed for Chapter 11 bankruptcy
protection on November 16, 2010 (Bankr. S.D. Tex. Lead Case No.
10-60149).  The Debtor estimated its assets and debts at
$100 million to $500 million.

Katherine D. Grissel, Esq., Michaela Christine Crocker, Esq., and
Richard H. London, Esq., at Vinson & Elkins LLP, serve as counsel
to the Debtor.  Huron Consulting Group, Inc., is the financial
advisor.


LACK'S STORES: Has Until May 16 to Propose Chapter 11 Plan
----------------------------------------------------------
The Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas extended Lack's Stores, Inc., et al.'s exclusive
periods to file and solicit acceptances for the proposed Chapter
11 plan until May 16, 2011, and July 15, respectively.

                        About Lack's Stores

Victoria, Texas-based Lack's Stores, Incorporated, is one of the
largest, independently-owned retail furniture chains in the United
States.  Lack's Stores is a chain of 36 retail stores and operates
under the trade styles Lacks and Lacks Home Furnishings.  The
Company sells a complete line of furnishings for the home
including furniture, bedding, major appliances and home
electronics.  The stores are located in South, Central, and West
Texas.

Lack's Stores and its affiliates filed for Chapter 11 bankruptcy
protection on November 16, 2010 (Bankr. S.D. Tex. Lead Case No.
10-60149).  The Debtor disclosed $182,023,008 in assets and
$136,813,103 in liabilities as of the Chapter 11 filing.

Katherine D. Grissel, Esq., Michaela Christine Crocker, Esq., and
Richard H. London, Esq., at Vinson & Elkins LLP, serve as counsel
to the Debtor.  Huron Consulting Group, Inc., is the financial
advisor.

The Official Committee of Unsecured Creditors formed in the
Chapter 11 case has tapped Platzer, Swergold, Karlin, Levine,
Goldberg & Jaslow, LLP, as bankruptcy counsel; Strong Pipkin
Bissell & Ledyard, L.L.P., as local counsel; and The Conway Mac
Kenzie, Inc., is the financial advisor.


LECG CORP: Transfers Certain Assets to Grant Thornton
-----------------------------------------------------
On March 1, 2011, pursuant to an Instrument of Assignment, LECG
Corporation and LECG Partners LLP, which provides attest services
under an alternative practice structure, transferred certain
assets of their U.S. tax, consulting and business advisory, and
assurance practices of its Consulting and Governance business
segment to Grant Thornton LLP.

In conjunction with this transaction, approximately 33 managing
directors of LECG, and substantially all of the client-serving
employees and administrative staff serving under these managing
directors, became employees of Grant Thornton.  As consideration,
Grant Thornton paid LECG $6.325 million, of which $5.775 million
represented $175,000 per managing director that joined Grant
Thornton.

A non-binding letter of intent dated Feb. 25, 2011 between the
parties contemplates additional, related transactions, expected to
close in the immediate future.  LECG expects to sell LECG's
account receivables and work-in-progress attributed to the above-
referenced practices to Grant Thornton and to sell LECG's U.K.-
based consulting and business advisory practice to Grant Thornton
or Grant Thornton's U.K. member firm.  When consummated, these
transactions will represent the divestiture by LECG of a
substantial part of its Consulting and Governance segment.

This transaction does not cover LECG's other European practices,
which include economics consulting, forensic accounting services
and tax services.

                            About LECG

LECG is a global litigation; economics; consulting and business
advisory; and governance, assurance, and tax expert services firm
with approximately 1,100 employees in offices around the world.

LECG and certain of its 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, which among things waived LECG's failure to
be in compliance with certain representations and warranties and
financial and non-financial covenants under the facility.

The Limited Duration Waiver is the fourth the Company has received
since Nov. 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.


LEVEL 3 COMMS: Inks $500 Million Indenture With New York Mellon
---------------------------------------------------------------
On March 4, 2011 Level 3 Communications, Inc. and its wholly owned
subsidiary, Level 3 Financing, Inc., entered into an indenture
with The Bank of New York Mellon Trust Company, N.A., as trustee,
in connection with Level 3 Financing's issuance of $500,000,000 in
aggregate principal amount of its 9.375% Senior Notes due 2019.
The net proceeds from the offering, together with cash on hand,
are being used to redeem a portion of Level 3 Financing's
outstanding 9.25% Senior Notes due 2014.

The 9.375% Senior Notes are senior unsecured obligations of Level
3 Financing, ranking equal in right of payment with all other
senior unsecured obligations of Level 3 Financing.  Level 3 has
guaranteed the 9.375% Senior Notes.  The 9.375% Senior Notes will
mature on April 1, 2019.  Interest on the Notes will be payable on
April 1 and October 1 of each year, beginning on Oct. 1, 2011.

The 9.375% Senior Notes will be subject to redemption at the
option of Level 3 Financing, in whole or in part, at any time or
from time to time, upon not less than 30 nor more than 60 days'
prior notice, (i) prior to April 1, 2015, at 100% of the principal
amount of 9.375% Senior Notes so redeemed plus (A) the applicable
make-whole premium set forth in the Indenture, as of the
redemption date and (B) accrued and unpaid interest thereon (if
any) up to, but not including, the redemption date, and (ii) on
and after April 1, 2015, plus accrued and unpaid interest thereon
(if any) up to, but not including the redemption date.  The
redemption price for the 9.375% Senior Notes if redeemed during
the twelve months beginning (i) April 1, 2015 is 104.688%, (ii)
April 1, 2016 is 102.344% and (iii) April 1, 2017 and thereafter
is 100.0%.

At any time or from time to time on or prior to April 1, 2014,
Level 3 Financing may redeem up to 35% of the original aggregate
principal amount of the 9.375% Senior Notes at a redemption price
equal to 109.375% of the principal amount of the 9.375% Senior
Notes so redeemed, plus accrued and unpaid interest thereon (if
any) up to, but not including, the redemption date, with the net
cash proceeds contributed to the capital of Level 3 Financing from
one or more private placements of Level 3 or underwritten public
offerings of common stock of Level 3 resulting, in each case, in
gross proceeds of at least $100 million in the aggregate.
However, at least 65% of the original aggregate principal amount
of the 9.375% Senior Notes must remain outstanding immediately
after giving effect to such redemption.  Any such redemption will
be made within 90 days following such private placement or public
offering upon not less than 30 nor more than 60 days' prior
notice.

The offering of the 9.375% Senior Notes was not registered under
the Securities Act of 1933, as amended, and the 9.375% Senior
Notes may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.  The 9.375% Senior Notes were sold to "qualified
institutional buyers" as defined in Rule 144A under the Securities
Act of 1933, as amended, and non-U.S. persons outside the United
States under Regulation S under the Securities Act of 1933, as
amended.

On March 4, 2011, Level 3, Level 3 Financing and the initial
purchasers of the 9.375% Senior Notes entered into a registration
rights agreement regarding the 9.375% Senior Notes pursuant to
which Level 3 and Level 3 Financing agreed, among other things, to
file an exchange offer registration statement with the Securities
and Exchange Commission.

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

               http://ResearchArchives.com/t/s?74bf

                   About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

The Company's balance sheet at Dec. 31, 2010, showed $8.35 billion
in total assets, $8.51 billion in total liabilities and
a $157 million stockholders' deficit.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LOCAL INSIGHT: S&P Withdraws 'D' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on Local
Insight Regatta Holdings Inc.  S&P lowered its corporate credit
rating on the company to 'D' on Nov. 19, 2010, following Local
Insight's voluntary petitions for reorganization under Chapter 11
of the U.S. Bankruptcy Code in the District of Delaware.


LODGE NORTH: Case Summary & 25 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lodge North Investors-07, LLC
        240 North Avenue, Suite 212
        New Rochelle, NY 10801

Bankruptcy Case No.: 11-22429

Chapter 11 Petition Date: March 9, 2011

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

Judge: Robert D. Drain

Debtor's Counsel: David Carlebach, Esq.
                  LAW OFFICES OF DAVID CARLEBACH, ESQ.
                  40 Exchange Place
                  New York, NY 10005
                  Tel: (212) 785-3041
                  Fax: (212) 785-3618
                  E-mail: david@carlebachlaw.com

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

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

The petition was signed by Selim Zherka, managing member.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
TN Metro Holdings XII, LLC            11-22428            03/09/11

Lodge North's List of 25 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
KKAS, LLC                          --                   $3,400,000
93B Deming Road
Berlin, CT 06067

Yes We Can Mgmt., LLC              --                     $197,751
96 Ledgecrest Avenue
New Britain, CT 06051

Nashville Electric                 --                      $11,397
1214 Church Street
Nashville, TN 37264-0003

HD Supply                          --                      $10,226

Precision Plumbing Co.             --                       $7,438

Riterug                            --                       $4,625

The Home Decor Lawncare            --                       $3,450

Apartment Guide                    --                       $2,325

My New Place                       --                       $2,270

WILMAR                             --                       $2,194

RealPage-OneSite                   --                       $1,917

Rent.com                           --                       $1,850

Waste Industries                   --                       $1,407

Sears                              --                       $1,311

Lamar Advertising                  --                       $1,272

Leak Master, Inc.                  --                       $1,125

Mack Pest Control Inc.             --                       $1,021

Apartment Finder of Nashv          --                         $855

BerkleyNet                         --                         $841

Draper Lawn Service                --                         $800

Pitney Bowes                       --                         $760

Advance Communications             --                         $573

Gallatin Fire Extinguishe          --                         $432

ICI Paints                         --                         $317

AT&T                               --                         $303


M & T REPAIR: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: M & T Repair Service Inc.
        7059 West 900 South
        Brookston, IN 47923

Bankruptcy Case No.: 11-40144

Chapter 11 Petition Date: March 7, 2011

Court: United States Bankruptcy Court
       Northern District of Indiana
       (Hammond Division at Lafayette)

Judge: Robert E. Grant

Debtor's Counsel: Alfred E. McClure, Esq.
                  MCCLURE & O'FARRELL
                  210 Meijer Drive, Suite C
                  Lafayette, IN 47905
                  Tel: (765) 446-8228
                  Fax: (765) 446-8230
                  E-mail: almcclureecf@aol.com

Scheduled Assets: $1,415,000

Scheduled Debts: $3,366,665

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/innb11-40144.pdf

The petition was signed by J. Malcome Walker, president.


M-WISE INC: All Assets to be Acquired by Vringo
-----------------------------------------------
Vringo, Inc., a provider of video ringtones and personalization
solutions for mobile devices, announced that it has signed a non-
binding Letter of Intent to acquire substantially all of the
assets of m-Wise, Inc.

m-Wise provides a platform used by leading content owners and
service providers to manage, deliver and monetize mobile
entertainment, content and applications.  The m-Wise mobile
software as a service (SaaS) platform is used to power over three
million daily mobile service transactions world-wide, and m-Wise
has performed over one billion mobile transactions in the
aggregate since it was founded in March 2000.

m-Wise's platform has been utilized in over 300 applications
across more than 50 mobile networks by more than 50 international
content and media providers.  m-Wise's current customers include
leading companies such as Jesta Digital, Thumbplay, Universal
Music Group, Digicel and Snackable Media.  These m-Wise-enabled
applications for content and media partners include content
delivery services, ringtones, music, video, games, information
services, alerts and advertising and promotions, all of which were
developed and delivered from the cloud on a hosted basis.

For the nine months ending Sept. 30, 2010, m-Wise reported sales
of $2.1 million, gross profit of $1.2 million and a net loss
(including non-cash, stock-based expenses and options accounting)
of $0.8 million.  Vringo anticipates cost savings and operational
synergies from combining m-Wise's business with Vringo's core
business.  As a result, Vringo believes that the m-Wise
acquisition will be cash flow accretive with the potential to
reduce Vringo's overall burn rate in the first full year of
combined operations.

Under the terms of the LOI, Vringo will issue m-Wise 1.9 million
shares of its common stock, provide m-Wise's management with a
retention package comprised of options to purchase 500,000 shares
of common stock, and assume and pay over a two year period certain
of m-Wise's expenses and related costs in the amount of $615,000.
Vringo will also issue a five-year promissory note for $320,000
convertible into 200,000 shares of its common stock for certain
services provided in connection with the transaction.

"This business combination makes tremendous sense for Vringo,"
said Jon Medved, Vringo's Chief Executive Officer.  "By adding m-
Wise's rich back-end server technology to Vringo's proven video
application ability, we can generate significant product, customer
and cost synergies.  We intend to use the m-Wise platform to
release multiple new video and other mobile consumer services to
our growing family of content and carrier partners. We also expect
to acquire revenue and margin contribution as a result of this
transaction, which would bring us that much closer to
profitability."

Zach Sivan, m-Wise's CEO, commented, "We are excited about the
prospects of joining with Vringo to provide a rich end-to-end
mobile application service platform to an expanded list of
customers and directly to consumers.  Mobile services are moving
to the cloud, and video is the coming tsunami which will drive the
entire mobile market.  Together with Vringo's creative and market
leading video team, we expect to ride this huge wave to our mutual
benefit."

The proposed transaction is subject to the satisfactory completion
of due diligence by Vringo, the execution of a definitive
agreement, regulatory approval, and the approval of both the
boards of directors and stockholders of Vringo and m-Wise. Upon
the closing of a definitive agreement, Vringo expects to prepare
and file with the Securities and Exchange Commission ("SEC") a
Registration Statement on Form S-4 covering the shares issued in
this transaction.  The parties intend to complete the transaction
as soon as practicable after receiving all necessary approvals.

Vringo's fully-hosted carrier platform is currently deployed for
international partners in six markets with new launches
anticipated in the next quarter. Vringo's scalable cloud-based
distributed application architecture enables the carrier's
subscribers to browse and download mobile videos, set them as
video ringtones and instantly share them with friends.  In
addition to carrier partners such as Orange, Maxis and Etisalat,
Vringo has content partnerships with various major content
providers including EMI, T-Pain, Tiesto, Muhammad Ali, Turner,
Marvel, Discovery Mobile, RTL, Ingrooves and Agence France-Presse.

                            About Vringo

Founded in 2006, Vringo (NYSE Amex:VRNG) is bringing about the
evolution of the ringtone. With its award-winning video ringtone
application and mobile software platform, Vringo transforms the
basic act of making and receiving mobile phone calls into a highly
visual, social experience.  By installing Vringo's application,
which is compatible with more than 200 handsets, users can create
or take video, images and slideshows from virtually anywhere  and
make it into their personal call signature.  Vringo's patented
VringForward(TM) technology allows users to share video clips with
friends with a simple call.  Vringo has launched its service with
various international mobile operators and dozens of content
partners and maintains a library of more than 5,000 video
ringtones.  For more information, visit http://ir.vringo.com.

                         About m-Wise, Inc.

Based in Herzeliya Pituach, Israel, m-Wise, Inc. is a Delaware
corporation that develops interactive messaging platforms for
mobile phone-based commercial applications, transactions, and
information services with internet billing capabilities.

The Company's wholly-owned subsidiaries are: m-Wise Ltd., which is
located in Israel and was incorporated in 2000 under the laws of
Israel; and m-Wise Tecnologia LTDA., which is located in Brazil
and was incorporated in 2009 under the laws of Brazil.

The Company's balance sheet at Sept. 30, 2010, showed $686,394 in
total assets, $1.56 million in total liabilities, and a
stockholders' deficit of $868,610.


MAJESTIC STAR: Court Approves Appointment of Mediator
-------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court signed
an order appointing a mediator in The Majestic Star Casino case.
The motion for a mediator was filed by the Tax Assessor of Lake
County, Indiana.  The mediator's fees will be shared by both
parties.

                         About Majestic Star

The Majestic Star Casino, LLC -- aka Majestic Star Casino, aka
Majestic Star -- is based in Las Vegas, Nev., and is a wholly
owned subsidiary of Majestic Holdco, LLC, which is a wholly owned
subsidiary of Barden Development, Inc.  The Company was formed on
December 8, 1993, as an Indiana limited liability company to
provide gaming and related entertainment to the public.  The
Company commenced gaming operations in the City of Gary at
Buffington Harbor, located in Lake County, Inc., on June 7, 1996.
The Company is a multi-jurisdictional gaming company with
operations in three states -- Indiana, Mississippi and Colorado.

The Company sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-14136) on Nov. 23, 2009.  The Company's
affiliates -- The Majestic Star Casino II, Inc., The Majestic Star
Casino Capital Corp., Majestic Star Casino Capital Corp. II,
Barden Mississippi Gaming, LLC, Barden Colorado Gaming, LLC,
Majestic Holdco, LLC, and Majestic Star Holdco, Inc. -- filed
separate Chapter 11 petitions.

The Majestic Star Casino's balance sheet at June 30, 2009,
showed total assets of $406.42 million and total liabilities of
$749.55 million.

Kirkland & Ellis LLP is the Debtors' bankruptcy counsel.  James E.
O'Neill, Esq., Laura Davis Jones, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP, are the Debtors'
Delaware counsel.  Xroads Solutions Group, LLC, is the Debtors'
financial advisor, while EPIQ Bankruptcy Solutions LLC serves as
the Debtors' claims and notice agent.

Michael S. Stamer, Esq., and Alexis Freeman, Esq., at Akin Gump
Strauss Hauer & Feld LLP, in New York, and Bonnie Glantz Fatell,
Esq., and David W. Carickhoff, Esq., at Blank Rome LLP, in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.


MEG ENERGY: S&P Assigns 'BB' Rating to $500 Mil. Senior Debt
------------------------------------------------------------
Standard & Poor's Rating Services said it assigned its 'BB' issue-
level rating and '3' recovery rating to Calgary, Alta.-based MEG
Energy Corp.'s proposed US$500 million senior unsecured debt issue
due 2021.  At the same time, Standard & Poor's affirmed its 'BBB-'
issue-level rating on the company's existing senior secured debt.
The '1' recovery rating on the secured debt is unchanged,
indicating S&P's expectation of very high (90%-100%) recovery in a
default scenario.  Although S&P's estimated enterprise value at
the time of default provides significant recovery prospects for
MEG's existing and proposed debt, its recovery rating criteria
caps its rating on senior unsecured debt for issuers in the 'BB'
rating category at '3', a recovery rating that suggests meaningful
recovery (50%-70%) at the time of default.

S&P has revised its enterprise valuation and recovery ratings to
reflect its opinion of the company's reserves growth in 2010 from
year-end 2009 reported reserves, and its updated assumption that
borrowing base limits and bank overcollateralization targets could
restrict the total claim on the asset-based lending credit
facility to no more than 85% of S&P's reserves valuation at the
time of default.  As MEG's sizable oil sands, proven and probable
reserves, and vast contingent resource base provide substantial
recovery prospects at the time of default, S&P's revised criteria
regarding potential limitations on borrowing base availability
does not affect its estimates of MEG's credit facilities at the
time of default.

(S&P will publish a complete recovery analysis on RatingsDirect on
the Global Credit Portal once S&P review the notes' final terms
and conditions.)

"In S&P's view, the very high enterprise valuation at the time of
projected default in 2016 suggests there is a significant cushion
associated with the '1' recovery rating," said Standard & Poor's
credit analyst Michelle Dathorne.  "Given current coverage
metrics, there would have to be a material reduction in asset
values and a substantial increase in secured debt to affect the
recovery ratings," Ms. Dathorne added.

The 'BB' rating, and stable outlook, on MEG reflect Standard &
Poor's assessment of the company's weak cash flow generation,
below-average profitability in the initial phases of its multiyear
steam-assisted gravity drainage project development, and
discounted realized crude oil prices.  In S&P's opinion, the
company's large resource base and high recovery rates, good
visibility to long-term production growth, and competitive full-
cycle cost profile offset these weaknesses.

MEG holds a 100% interest in more than 800 square miles of oil
sands leases in the Athabasca region of northern Alberta, and is
producing its bitumen resources using SAGD technology.  The
company's oil sands leases are adjacent to Cenovus Energy Inc.'s
(BBB+/Stable/--) Christina Lake leases, and Devon Energy Corp.'s
(BBB+/Stable/A-2) JackFish SAGD project.  MEG also holds a 50%
joint venture interest in the Access pipeline, and owns and
operates an 85-megawatt cogeneration facility.

                          Ratings List

                        MEG Energy Corp.

            Corporate credit rating     BB/Stable/--

                         Rating Assigned

           US$500 million senior unsecured debt     BB
            Recovery rating                         3

                         Rating Affirmed

          Senior secured debt                      BBB-
           Recovery rating                         1


METAMORPHIX INC: Noteholders to Buy Assets for $6 Million
---------------------------------------------------------
Bankruptcy Law360 reports that Judge Mary F. Walrath of the U.S.
Bankruptcy Court for the District of Delaware said Wednesday she
would approve the sale of Metamorphix Inc.'s assets to noteholders
for a $6 million credit bid.

                       About Metamorphix Inc.

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

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

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

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

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

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


MGM RESORTS: Has 20,000 Stock Appreciation Rights
-------------------------------------------------
In an amended Form 3 filing with the U.S. Securities and Exchange
Commission, William A. Bible, a director at MGM Resorts
International, disclosed that he beneficially owns 20,000 stock
appreciation rights of the Company at a conversion exercise price
of 12.45.  The Stock Appreciation Rights are exercisable on March
24, 2011 and will expire on March 24, 2017.

                         About MGM Resorts

MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, Illinois and
Macau.

The Company's balance sheet at Sept. 30, 2010, showed
$19.14 billion in total assets, $1.32 billion in total current
liabilities, $2.40 billion in deferred income taxes,
$12.62 billion in long-term debt, $252.21 million in other
long-term obligations, and stockholders' equity of $2.54 billion

                          *     *     *

As reported by the Troubled Company Reporter on Oct. 18, 2010,
Standard & Poor's Ratings Services revised its rating outlook on
MGM Resorts to stable from developing.  At the same time, S&P
affirmed all of its existing ratings on MGM, including the 'CCC+'
corporate credit rating.

The 'CCC+' corporate credit rating reflects MGM's significant debt
burden, S&P's expectation for meaningful declines in cash flow
generation in 2010, and the company's weak liquidity position.
While MGM maintains a leading presence on the Las Vegas Strip,
2010 will be another challenging year for the Strip, and prospects
for a meaningful rebound in 2011 are uncertain.  The recent
pricing of the primary offering of common stock has bolstered
liquidity; however, the company's ability to weather the current
downturn and continue to service its debt obligations over the
longer term relies on continued progress toward addressing its
challenging debt maturity schedule, as well as a substantial
rebound in cash flow generation.

The TCR also reported that Fitch Ratings revised the Rating
Outlook for MGM Resorts to Positive following the company's equity
issuance.  In addition, Fitch affirmed the Issuer
Default Rating at 'CCC'.  MGM's 'CCC' IDR continues to reflect a
credit profile with substantial credit risk.  MGM's probability of
default still displays a high sensitivity to an uninterrupted
recovery in the Las Vegas market, significant reliance on a
favorable refinancing and capital markets environment due to its
heavy debt maturity schedule, a highly leveraged balance sheet
despite potential debt reduction from the equity issuance, and a
weak near-term free cash profile.  In addition, MGM's obligation
under the CityCenter completion guarantee continues to escalate,
and Fitch believes the company is currently under-investing in its
properties, which will likely impact asset quality.


MMM DIVERSIFIED: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: MMM Diversified, LLC
        5151 North 16th Street, Suite 224
        Phoenix, AZ 85016

Bankruptcy Case No.: 11-05675

Chapter 11 Petition Date: March 7, 2011

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Sarah Sharer Curley

Debtor's Counsel: Donald W. Powell, Esq.
                  CARMICHAEL & POWELL, P.C.
                  7301 N. 16th St., #103
                  Phoenix, AZ 85020
                  Tel: (602) 861-0777
                  Fax: (602) 870-0296
                  E-mail: d.powell@cplawfirm.com

Scheduled Assets: $1,189,300

Scheduled Debts: $497,279

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/azb11-05675.pdf

The petition was signed by Michael F. Sprinkle, managing member.


MONEYGRAM INT'L: Announces Recapitalization Pact With THL
---------------------------------------------------------
MoneyGram International, Inc., announced that it has entered into
a recapitalization agreement with affiliates of Thomas H. Lee
Partners, THL co-investors, and affiliates of Goldman, Sachs &
Co., holders of the Company's Series B Participating Convertible
Preferred Stock and non-voting Series B-1 Participating
Convertible Preferred Stock.

Under the terms of the Recapitalization Agreement, THL and its co-
investors will convert all of their Series B Preferred into common
stock in accordance with the terms of the Series B Preferred, and
Goldman Sachs will convert all of its Series B-1 Preferred into
shares of Series D Participating Convertible Preferred Stock, a
non-voting equivalent to common stock, in accordance with the
terms of the Series B-1 Preferred.  The Recapitalization Agreement
provides that THL and its co-investors will receive approximately
28.2 million additional shares of common stock and $140.8 million
in cash, and Goldman Sachs will receive approximately 15,504
additional shares of Series D Preferred (equivalent to 15.5
million shares of common stock) and $77.5 million in cash as
consideration for completing the recapitalization transaction.
As a result of the foregoing, THL and its co-investors are
expected to have approximately 314.6 million shares of common
stock, representing approximately 55.1% of the shares of common
stock outstanding after the transaction on a fully diluted basis,
and Goldman Sachs is expected to have approximately 173,190 shares
of Series D Preferred, which are convertible by holders other than
Goldman Sachs and its affiliates, in certain circumstances, into
approximately 173.2 million shares of common stock, representing
approximately 30.3% of the shares of common stock outstanding
after the transaction on a fully diluted basis.  The actual amount
of cash and number of shares of common stock and Series D
Preferred to be delivered in connection with the recapitalization
may vary depending on the date on which it closes.

In addition, the Company is currently working with certain of its
relationship banks to put in place a new senior secured credit
facility comprised of a revolver and a term loan, which would
refinance the Company's existing senior secured credit facility
and provide the funding for the recapitalization transaction.
"The recapitalization agreed to by THL and Goldman Sachs, is
recognition of the tremendous progress the company has made since
THL's and Goldman Sachs' initial investments in 2008.  This
transaction simplifies our capital structure, ends the dilution
from the continuing dividend payments required by the preferred
stock terms, and increases the attractiveness of our common
stock," said Pamela H. Patsley MoneyGram Chairman and chief
executive officer.  "The conversion of the preferred along with
the new senior secured credit facility also allows MoneyGram to
benefit from favorable credit market terms and extend our current
senior secured credit maturities. MoneyGram is well positioned in
a dynamic global industry and we look forward to building on the
momentum of this transaction."

The Preferred currently accrues non-cash dividends at 12.5% per
year (or receives cash dividends at 10% per year) and is directly
or indirectly convertible to common stock at a price of $2.50 per
share.  If the Preferred is not redeemed by March 2013, the non-
cash dividend rate will increase to 15%.  As of March 1, 2011, the
Preferred had an aggregate liquidation preference of approximately
$1.1 billion, and was directly or indirectly convertible into
approximately 440.4 million shares of common stock MoneyGram's
Board of Directors approved the recapitalization following the
recommendation of a special committee of the Board of Directors
comprised of independent and disinterested members of the
Company's Board of Directors.  JPMorgan Securities LLC served as
the Special Committee's financial advisor and Jones Day served as
the Special Committee's legal counsel.

The recapitalization is subject to certain closing conditions,
including the approval of the recapitalization by the affirmative
vote of a majority of the outstanding shares of the common stock
voting on the recapitalization at a special meeting of the
Company's stockholders and the Company's closing of its new senior
secured credit facility financing, or other satisfactory
financing, to consummate the recapitalization.  The
recapitalization is anticipated to close in mid-2011, with the
exact timing dependent on the completion of the proxy statement to
be filed with the Securities and Exchange Commission and the
holding of the special meeting of the Company's stockholders.

                  About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a leading global payment services
company.  The Company's major products and services include global
money transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company's balance sheet at Dec. 31, 2010, showed $5.12 billion
in total assets, $5.06 billion in total liabilities,
$999.35 million in mezzanine equity and a $942.48 million
stockholders' deficit.

                         *     *     *

According to the Troubled Company Reporter on July 1, 2010, Fitch
Ratings has affirmed the Issuer Default Ratings for MoneyGram
International Inc. and MoneyGram Payment Systems Worldwide, Inc.,
at 'B+'.  Outlook is stable.  Fitch noted that the ratings could
be negatively impacted by further declines in remittance volumes
driven by macro economic factors or decreases in migrant labor
populations worldwide.


MSR RESORT: Has Until March 18 to File Schedules and Statements
---------------------------------------------------------------
The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the
Southern District of New York extended until March 18, 2011, MSR
Resort Golf Course LLC, et al.'s deadline to file their schedules
of assets and liabilities and statements of financial affairs.

As reported in the Troubled Company Reporter on Feb. 3, the
Debtors asked the Court to extend the deadline for the filing of
schedules of assets and liabilities, schedules of executor
contracts and unexpired leases, and statements of financial
affairs for an additional 30 days until March 16.

The Debtors explained that they need to compile information
required to complete the schedules and statements.

                         About MSR Resort

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in a
portfolio of eight iconic U.S. resort properties with over 5,500
guest rooms known as MS Resorts through a foreclosure proceeding
on January 28, 2011.  CNL-AB LLC is a joint venture consisting of
affiliates of Paulson & Co. Inc., a joint venture affiliated

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels including the Arizona
Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando,
Fla. and Hawaii's Grand Wailea Resort Hotel & Spa in Maui.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature February 1 were sent to Chapter 11 by the
Paulson and Winthrop joint venture affiliates.  MSR Resort Golf
Course LLC and its affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on February
1, 2011.  The resorts subject to the filings are Grand Wailea
Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort
and Club and PGA West, Doral Golf Resort and Spa, and Claremont
Resort and Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.


MSR RESORT: Wins Nod for Kirkland & Ellis as Bankruptcy Counsel
---------------------------------------------------------------
The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the
Southern District of New York authorized MSR Resort Golf Course
LLC, et al. to employ Kirkland & Ellis LLP as counsel.

Kirkland & Ellis is:

   a. advising the Debtors with respect to their powers and duties
      as debtors-in-possession in the continued management and
      operation of their businesses and properties;

   b. advising and consulting on the conduct of the Chapter 11
      cases, including all of the legal and administrative
      requirements of operating in Chapter 11; and

   c. attending meetings and negotiating with representatives of
      creditors and other parties in interest.

The hourly rates of Kirkland & Ellis' personnel are:

     Partners               $590 - $995
     Of Counsel             $450 - $995
     Associates             $360 - $715
     Paraprofessionals      $145 - $305

These professionals are expected to have primary responsibility
for providing services to the Debtors:

     James H.M. Sprayregen      $995
     Paul M. Basta              $995
     Edward O. Sassower         $895
     Chad J. Husnick            $695

On Jan. 31, the Debtors paid a $750,000 flat fee.

To the best of the Debtors' knowledge, Kirkland & Ellis is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached at:

     James H.M. Sprayregen, P.C.
     Paul M. Basta, Esq.
     Edward O. Sassower, Esq.
     Chad J. Husnick, Esq.
     KIRKLAND & ELLIS LLP
     601 Lexington Avenue
     New York, NY 10022
     Tel: (212) 446-4800
     Fax: (212) 446-4900

                         About MSR Resort

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in a
portfolio of eight iconic U.S. resort properties with over 5,500
guest rooms known as MS Resorts through a foreclosure proceeding
on January 28, 2011.  CNL-AB LLC is a joint venture consisting of
affiliates of Paulson & Co. Inc., a joint venture affiliated

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels including the Arizona
Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando,
Fla. and Hawaii's Grand Wailea Resort Hotel & Spa in Maui.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature February 1 were sent to Chapter 11 by the
Paulson and Winthrop joint venture affiliates.  MSR Resort Golf
Course LLC and its affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on February
1, 2011.  The resorts subject to the filings are Grand Wailea
Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort
and Club and PGA West, Doral Golf Resort and Spa, and Claremont
Resort and Spa.

Houlihan Lokey Capital, Inc., is the Debtors' financial advisor.
Kurtzman Carson Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.


NEW STREAM: Investors Approve Plan of Reorganization
----------------------------------------------------
New Stream Capital, LLC's investors overwhelmingly approved its
plan of reorganization of New Stream Secured Capital, LP (NSSC),
one of the funds for which NSC is a general partner, and certain
of their affiliates.  Voting on the plan concluded on March 8,
2011.

With this approval, NSC and certain affiliates expect next week to
file voluntary petitions for Chapter 11 protection under the U.S.
Bankruptcy Code.

The company also noted that despite a small group of investors who
opposed the plan, it anticipates the process could move quickly
due to the approval by all investor classes.

The company has been winding down assets in the fund since late
2008, but investor disputes over priority of payments had been
made in both arbitration and the Bermuda Court.  The Company noted
that the Chapter 11 filing was a last resort to resolve the
disputes.

                     About New Stream

New Stream Capital, LLC (NSC) is a private investment manager
focused on providing non-traded private debt to the insurance,
real estate and commercial finance sectors.  It was founded in
2002 and is headquartered in Ridgefield, Connecticut.

Creditors of New Stream Secured Capital Fund (U.S.) LLC filed a
petition (Bankr. D. Del. Case No. 11-10690) seeking to force the
fund into involuntary bankruptcy, saying the fund owes $320
million to U.S. and Cayman creditors.

The petitioning investors in the New Stream investment enterprise
are collectively owed over $90 million, representing roughly 28%
of the approximately $320 million owed to all U.S. and Cayman
investors.

The investors filed involuntary Chapter 11 petitions for other New
Stream affiliates including New Stream Secured Capital Fund P1
(Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman),
Ltd.

The petitioning investors in the New Stream investment enterprise
are collectively owed over $90 million, representing roughly 28%
of the approximately $320 million owed to all U.S. and Cayman
investors.

The Investors filed together with the petition a request for a
Chapter 11 trustee, saying the appointment of a Chapter 11 trustee
is made all the more urgent because New Stream's management and
the Liquidators have distributed a prepackaged joint plan of
liquidation along with a disclosure statement for which they are
currently soliciting support, which they propose to confirm
immediately following the filing of voluntary Chapter 11 petitions
by four New Stream entities no later than March 11, 2011.

The Petitioners are represented by:

         Joseph H. Huston, Jr., Esq.
         Maria Aprile Sawczuk, Esq.
         Meghan A. Cashman, Esq.
         STEVENS & LEE, P.C.
         1105 North Market Street, 7th Floor
         Wilmington, DE 19801
         Tel: (302) 425-3310
              (302) 425-3306
              (302) 425-3307
         Fax: (610) 371-7972
         E-mail: jhh@stevenslee.com
                 masa@stevenslee.com
                 maca@stevenslee.com

                  - and -

         Beth Stern Fleming, Esq.
         STEVENS & LEE, P.C.
         1818 Market Street, 29th Floor
         Philadelphia, PA 19103
         Tel: (215) 575-0100
         E-mail: bsf@stevenslee.com

                  - and -

         Nicholas F. Kajon, Esq.
         David M. Green, Esq.
         Constantine Pourakis, Esq.
         STEVENS & LEE, P.C.
         485 Madison Avenue, 20th Floor
         New York, NY 10022
         Tel: (212) 319-8500
         E-mail: nfk@stevenslee.com
                 dmg@stevenslee.com
                 cp@stevenslee.com

                  - and -


         Edward Toptani, Esq.
         TOPTANI LAW OFFICES
         127 E. 59th Street, 3rd Floor
         New York, NY 10022
         Tel: (212) 699-8930
         E-mail: edward@toptanilaw.com

                  - and -

         John M Bradham, Esq.
         David Hartheimer, Esq.
         MAZZEO SONG & BRADHAM LLP
         708 Third Avenue, 19th Floor
         New York, NY 10017
         Telephone: (212) 599-0700
         E-mail: jbradham@mazzeosong.com
                 dhartheimer@mazzeosong.com


NEWASURION CORP: S&P Assigns 'B+' Counterparty Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
counterparty credit rating on Nashville, Tenn.-based NEWAsurion
Corp.  The outlook is stable.  At the same time, S&P assigned its
proposed 'B+' senior secured debt rating on NEWAsurion's $3.62
billion senior credit facility, which consists of a $3.5 billion
first-lien term loan and a $120 million revolving credit line.
S&P also assigned its 'B-' subordinated debt rating on the
company's $1.02 billion second-lien term loan.

The recovery rating on the company's first-lien term loan and
revolving credit facility is '3', indicating S&P's expectation of
meaningful (50% to 70%) recovery for lenders in the event of a
payment default.  The recovery rating on the company's second-lien
term loan is '6', indicating S&P's expectation of negligible (0%
to 10%) recovery for lenders in the event of a payment default.

"The 'B+' counterparty credit rating reflects NEWAsurion's
significant leverage and fluctuating credit metrics--resulting in
a leveraged balance sheet, which, in addition to the company's
financial management strategy, are weaknesses to the rating," said
Standard & Poor's credit analyst Polina Chernyak.  "NEWAsurion's
dependence on new subscribers and contract renewals could
challenge the sustainability of its leading competitive position."

"Offsetting these weaknesses are NEWAsurion's operating
performance, which is a key strength to the rating, as well as its
cash generating capabilities (as measured by revenue and EBITDA)
despite difficult market conditions, which support the company's
deleveraging capabilities," said Ms. Chernyak.  "In addition,
NEWAsurion has a well-integrated and effective business model and
an experienced and knowledgeable management team with a long and
effective track record in the warranty and handset protection
industry."

NEWAsurion is one of the largest global technology protection
companies focusing on the telecommunication and retail industries.
It provides handset protection and extended service warranty
protection to millions of customers globally.

The stable outlook reflects S&P's view that NEWAsurion will
continue to generate good cash flow and will be able to adequately
service its debt.  Standard & Poor's believes that the company's
good cash flow generating ability and EBITDA growth result largely
from its successful international expansion, strong attachment
rates, good competitive position in the handset protection and
extended service warranty market, and the value it offers to its
clients and customers.  S&P believes that these factors will
enable the company to sustain favorable operating performance
despite the weak economy.

The stable outlook also reflects Standard & Poor's expectation
that in spite of the difficult economic conditions and the global
pullback in costumer spending, extended service warranty and hand-
set protection coverage will remain a growing business for
NEWAsurion.  S&P believes that the solid client relationship for
NEWAsurion will enable the company to generate cash flow
supportive of the current rating for the next 24 months.  Standard
& Poor's believes the company will continue to successfully expand
its products and services on a global basis and to gain additional
market share through market penetration.  Projected cash flows are
good and are expected to maintain debt leverage at a level
adequate for the current rating.

The outlook also incorporates S&P's expectation that NEWAsurion's
credit metrics could be pressured at times by the company's
financial management strategy, which S&P considers to be a
weakness to the rating.  Therefore, S&P believes that it's
unlikely S&P would raise the rating in the next 12 months because
of financial profile constraints.

S&P could take a negative rating action if the company cannot
maintain its current operating performance and debt leverage and
EBITDA coverage that are appropriate for the rating level.  If the
longer term, if NEWAsurion can sustain its good competitive
position, favorable client relationships, and good operating
performance results, S&P could consider raising the rating.


NUVILEX INC: Posts $124,100 Net Loss in Jan. 31 Quarter
-------------------------------------------------------
Nuvilex Inc. filed its quarterly report on Form 10-Q, reporting a
net loss of $124,101 on $32,022 of revenues for the three months
ended Jan. 31, 2011, compared with a net loss of $1.9 million on
$75,150 of revenues for the same period of the prior fiscal year.

The Company's balance sheet at Jan. 31, 2011, showed $1.2 million
in total assets, $3.4 million in total liabilities, all current,
and a stockholders' deficit of $2.2 million.

M&K CPAS, PLLC, in Houston, expressed substantial doubt about
Nuvilex's ability to continue as a going concern, following the
Company's results for the fiscal year ended April 30, 2010.  The
independent auditors noted that the Company has suffered recurring
losses from operations.

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

               http://researcharchives.com/t/s?74d4

Scottsdale, Ariz.-based Nuvilex Inc. (OTC BB: NVLX) --
http://www.nuvilex.com/-- operates independently and through
wholly-owned subsidiaries and is dedicated to bringing to market
scientifically derived products designed to improve the health and
well-being of those who use them.  The Company currently
manufactures, directly or indirectly through independent
contractors Cinnergen(TM), Cinnechol(TM), Infinitink(R) (and
related private label ink products), and Talysn(TM) Scar Cream for
sale worldwide.

Nuvilex markets its products both directly and through retail
distribution partners.  The Company's retail distribution partners
include The Vitamin Shoppe and other regional retail
establishments



ONE RENAISSANCE: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: One Renaissance, LLC
        P.O. Box 17566
        Raleigh, NC 27619

Bankruptcy Case No.: 11-01793

Chapter 11 Petition Date: March 9, 2011

Court: U.S. Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Randy D. Doub

Debtor's Counsel: Jason L. Hendren, Esq.
                  HENDREN & MALONE, PLLC
                  4600 Marriott Drive, Suite 150
                  Raleigh, NC 27612
                  Tel: (919) 573-1422
                  Fax: (919) 420-0475
                  E-mail: bwood@hendrenmalone.com

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

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

The petition was signed by Thomas A. Saieed, Jr., manager.

Debtor's List of 11 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Kilpatrick Stockton, LLP           Business Debt           $23,469
P. O. Box 945614
Atlanta, GA 30394

Young Building                     Business Debt            $8,731
5144 Pine Hall Wynd Road
Raleigh, NC 27604

Infinity Fire Protection, LLC      Business Debt            $5,314
P. O. Box 14126
Raleigh, NC 27620

Brock Contract Services            Business Debt            $4,756

Phillips Architecture, PA          Business Debt            $4,246

Carolina Outdoor Care              Business Debt            $3,007

Sonitrol Security Systems          Business Debt            $1,950

Phillips Architecture, PA          Business Debt            $1,828

Penhall Company                    Business Debt            $1,600

Jacobs Glass Company, Inc.         Business Debt              $383

Voss Lighting                      Business Debt              $266


OSHKOSH CORP: S&P Raises Corporate Credit Rating to 'BB'
--------------------------------------------------------
Standard & Poor's Ratings Services said that it has raised its
ratings, including the CCR, on Oshkosh Corp. to 'BB' from 'BB-'.
At the same time, S&P raised its issue-level ratings on the
company's senior secured debt to 'BBB-' (two notches above the
CCR) from 'BB+' with a recovery rating of '1', indicating its
expectation that lenders would receive very high (90%-100%)
recovery in a payment default scenario.  S&P also raised its
rating on the company's unsecured debt to 'BB' (the same as the
CCR) from 'BB-' with a recovery rating of '4', indicating its
expectation that lenders would receive average (30%-50%) recovery
in a payment default scenario.  The outlook is stable.

"The rating actions reflect S&P's continued expectation that
Oshkosh's industrial businesses will improve in 2011 from very low
activity levels, partially offsetting reduced sales and
profitability at its defense segment," said Standard & Poor's
credit analyst Dan Picciotto.  "S&P continue to believe credit
measures will weaken from their strong current levels, but expect
that they will remain consistent with its expectations for the
rating as Oshkosh transitions away from its sizable mine-
resistant, ambush-protected, all-terrain vehicle program.  S&P
believes its profitability will likely decline somewhat in the
next year as defense sales decline, but S&P expects its funds from
operations will likely exceed 20%-25% in fiscal 2011--S&P's
expectation at the current rating."

The CCR reflects Oshkosh's significant financial risk profile,
which more than offsets its satisfactory business risk profile.
The business risk profile is marked by leading positions in key
segments of the cyclical specialty vehicle market, as well as good
product and end-market diversity.

The outlook is stable.  "S&P believes Oshkosh has solid credit
measures and some capacity to pursue debt-financed acquisitions at
the current ratings," Mr. Picciotto continued.  "S&P could lower
the ratings if a double-dip recession or debt-financed acquisition
results in weaker credit measures, for example, if adjusted debt
to EBITDA nears 4x and near-term improvement is not considered
likely.  Conversely, S&P could raise the ratings if S&P believed
the company was likely to maintain higher credit measures (such as
FFO to debt of more than 25%) through the operating cycle and S&P
did not expect debt-financed acquisitions to result in stretched
credit measures."


PACIFICHEALTH LABS: WeiserMazars LLP Raises Going Concern Doubt
---------------------------------------------------------------
PacificHealth Laboratories, Inc., filed on March 8, 2011, its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2010.

WeiserMazars LLP, in New York, expressed substantial doubt about
PacificHealth Laboratories' ability to continue as a going
concern.  The independent auditors noted that the Company has
incurred significant recurring operating losses and negative cash
flows from operations.

The Company reported a net loss of $761,422 on $7.2 million of
sales for 2010, compared with a net loss of $1.7 million on $8.0
million of sales for 2009.

The Company's balance sheet at Dec. 31, 2010, showed $1.4 million
in total assets, $869,690 in total liabilities, all current, and
stockholders' equity of $555,720.

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

               http://researcharchives.com/t/s?74cc

                 About PacificHealth Laboratories

Matawan, N.J.-based PacificHealth Laboratories, Inc., develops
protein-based nutritional products that activate biochemical
pathways to enhance muscle endurance and additionally the specific
peptides involved in appetite regulation.


PATRICK HACKETT: Midtown Shopping Plaza Excluded From Auction
-------------------------------------------------------------
David Winters at Watertown Daily Times reports that the former
Hacketts space in the Midtown Shopping Plaza in Ogdensburg, New
York, will not be included in a liquidation auction next month.

According to the report, an employee with Anderson Auction &
Realty, Buffalo, said the auction was also moved to April 6, 2011,
in Ogdensburg because the company is backlogged with work and has
not yet sent out a crew to review the property.  The auction was
scheduled for Saturday.

Mr. Winters noted that U.S. Bankruptcy Court Judge Diane Davis
last month ordered the Hacketts department store property to be
sold at public auction.

The sale will include all of Hacketts' remaining real estate in
Ogdensburg, which includes its offices and flagship store at 1223
Pickering St., along with its equipment and inventory, notes Mr.
Winters.

                      About Patrick Hackett

Patrick Hackett Hardware Company began in 1830 as a hardware store
in upstate New York.  Hackett now operates full-service
department stores and a specialty store, selling a full line of
clothes, consumer electronics, cell phones, shoes, housewares,
hardware and others.

Patrick Hackett filed for Chapter 11 on November 10, 2009 (Bankr.
N.D. N.Y Case No. 09-63135).  The Debtor estimated less than
$10 million in total assets in its Chapter 11 petition.

Hackett's Stores, Inc., is the parent company of Patrick Hackett.
Hackett's Stores (Pink Sheets:HCKI) is a holding of Seaway Valley
Capital Corporation (Pink Sheets:SEVA).  Hackett's Stores is not
nor has ever been in bankruptcy or bankruptcy protection.


PET RITZ: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Pet Ritz of NC, LLC
        dba Pet Ritz of the Triangle
        dba The Pet Resort @ the Triangle
        1708 Hemby Ridge Lane
        Morrisville, NC 27560

Bankruptcy Case No.: 11-01717

Chapter 11 Petition Date: March 7, 2011

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Randy D. Doub

Debtor's Counsel: J.M. Cook, Esq.
                  J.M. COOK, P.A.
                  5874 Faringdon Place, Suite 100
                  Raleigh, NC 27609
                  Tel: (919) 675-2411
                  E-mail: J.M.Cook@jmcookesq.com

Scheduled Assets: $1,999,055

Scheduled Debts: $1,992,624

A list of the Company's three largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/nceb11-01717.pdf

The petition was signed by William Robbins, member-manager.


PETRA FUND: Disclosure Statement Hearing on April 6
---------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing on April 6, 2011 at 10 a.m., to consider
approval of the disclosure statement explaining the proposed
Chapter 11 plan of reorganization for Petra Fund REIT Corp. and
Petra Offshore, L.P.  The Court will also consider approval of the
proposed solicitation and tabulation procedures at that hearing.

The remaining assets of the Debtors' estates consist of $500,000
cash, settlement payments, Class 5 bonds, Class G bonds, Class J
bonds, equity interests and investments in real estate-related
assets.

Pursuant to the Plan, administrative claims totaling $1,000,000
and priority tax claims totaling $750,000 will be paid in full.
RBS and JPMorgan will receive no cash, and instead, will receive a
new secured debt instrument in exchange of their secured claims.
General unsecured claims totaling $1,5000,000 will (i) receive
from the liquidation trust a pro rata share of the distributable
assets in a pro rata amount equal 100% of the holders' allowed
general unsecured claims, or (ii) absent a liquidation trust, a
pro rata share of the remaining assets after payment of higher
ranked claims.  Holders of interests in REIT and Offshore won't
receive anything.

The Debtors said they have had extensive discussions with James A.
Goodman, former bankruptcy judge for the District of Maine, for
the position of liquidation trustee.

The Debtors said that post-confirmation, they will be selling
these assets for an aggregate $100,000: equity interests in Petra
Fund Master REIT Corp and Petra Fund Holdings LLC, loan
participations in Detwiler and Fort Tryon, and equity interests in
PFRC Sub, LLC, and Petra Offshore TRS L.P.

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

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

                         About Petra Fund

Petra Fund REIT Corp. and its affiliates are in the business of
originating, investing in, structuring and trading loans secured
by commercial real-estate.  Petra Offshore Fund LP is the parent.

Petra Fund and Petra Offshore sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 10-15500) on Oct. 20, 2010, and are
represented by Shaya M. Berger, Esq., and Brian E. Goldberg, Esq.,
at Dickstein Shapiro, LLP.  At the time of the filing, each of the
Debtor estimated its assets at less than $10 million and its debts
at more than $100 million.

Petra Fund blamed its Chapter 11 filing on the extraordinary and
unprecedented collapse of the credit and commercial real estate
markets, which caused a mark-to-market value of its assets to
plummet.


PINNACLE DEVELOPMENT: 2 Pinnacle Homes Partnerships in Ch. 11
-------------------------------------------------------------
Robert Digitale at PressDemocrat.com reports that Pinnacle Homes,
a Santa Rosa, California-based construction company, has filed for
bankruptcy protection for Sebastopol and Ukiah partnerships that
together owe about $4 million to Westamerica Bank for home sites
in Sebastopol and near Ukiah.  In each case, Pinnacle estimate
partnership assets at less than $50,000.

Westamerica's attorneys, according to the report, have filed
motions designed to hasten the day when the bank might be allowed
to foreclose on the properties.

Pinnacle Homes is seeking to reorganize the partnerships under
Chapter 11 of the Bankruptcy Code.  Exchange Bank in January had
notified Pinnacle that it is late on loan payments and owes nearly
$2.6 million.  The debts involve loans for two properties in
Petaluma, as well as a revolving line of credit, according to the
report.

Mr. Digitale relates the downturn in the nation's housing and real
estate markets has battered some of Sonoma County's biggest
developers and real estate investors.  Prominent landowner Clem
Carinalli and developer Wendell Nordby each sought bankruptcy
protection.

A meeting of creditors is set for March 25 at 1:30 p.m. in the
U.S. Bankruptcy Court in Santa Rosa, notes Jeff Quackenbush at
North Bay Business Journal.


Pinnacle Development Number 19, L.P., filed a Chapter 11 petition
on Feb. 23, 2011 (Bankr. N.D. Calif. Case No. 11-10628).
Affiliate, Pinnacle Development Number 22, L.P., also filed a
Chapter 11 petition (Case No. 11-10629).  The two entities each
estimated assets of $0 to $50,000 and debts of $1,000,001 to
$10,000,000. Michael C. Fallon, Esq., in Santa Rosa, California,
serves as counsel to the Debtors.


PIONEER VILLAGE: Has Access to Cash Collateral Until May 31
-----------------------------------------------------------
Secured creditor Premier West Bank signed a stipulation allowing
Pioneer Village Investments, LLC, to continue using cash
collateral until May 31, 2011.  As adequate protection, Premier
West is granted a perfected lien to secure an amount of its
prepetition claims equal to the extent of any diminution in value
of its collateral.  Bankruptcy Judge Frank R. Alley signed the
stipulated order presented by the parties.  The use of cash
collateral will be in accordance with a budget, a copy of which is
available at:

    http://bankrupt.com/misc/Pioneer_Budget_Jan-May2011.pdf

Premier West Bank is represented by:

         David W. Criswell, Esq.
         BALL JANIK LLP
         101 SW Main, Suite 1100
         Portland, OR 97204
         Tel: (503) 228-2525
         Fax: (503) 226-3910
         E-mail: dcriswell@balljanik.com

                About Pioneer Village Investments

Portland, Oregon-based Pioneer Village Investments, LLC, operates
a continuing care retirement facility in the city of Jacksonville,
Oregon, providing for "independent living' facilities for elderly
residents, assisted living for residents who are less able to care
for themselves, and other facilities designed to accommodate the
needs of elderly residents.

Pioneer Village Investments, LLC, c/o Farmington Centers, Inc.,
filed for Chapter 11 (Bankr. D. Ore. Case No. 10-62852) on May 13,
2010.  Douglas P. Cushing, Esq., at Jordan Schrader Ramis PC,
in Lake Oswego, Ore., assists the Debtor in its restructuring
effort.  In its petition, the Debtor estimated assets and debts
of $10 million to $50 million.


PIONEER VILLAGE: U.S. Trustee Names Five to Creditors Committee
---------------------------------------------------------------
Robert D. Miller, Jr., the United States Trustee for Region 18,
through his attorney Ronald C. Becker, last month appointed these
unsecured creditors to the Committee of Unsecured Creditors of
Pioneer Village Investments, LLC:

     (1) Peggy P. Eccles Revocable Living Trust
         c/o Melvin D. Ferguson
         541 Walnut Ave
         Klamath Falls, OR 97601
         Tel: (541) 850-2828

     (2) Henry C. Winsor
         1601 Veranda Park Dr. #2
         Medford, OR 97504
         Tel: (541) 494-5143

     (3) Susan Casto
         888 Twin Creeks Crossing
         Central Point, OR 97502

     (4) Irene Kartsounis
         c/o Matthew Sutton
         Attorney at Law
         205 Crater Lake Ave
         Medford, OR 97504
         Tel: (541) 772-8050
         Fax: (541) 772-8077

     (5) Janice LaMorree
         805 N 5th St., Apt. 110
         Jacksonville, OR 97530
         E-mail: janicelamorree@gmail.com

Statutory 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 Pioneer Village Investments

Portland, Oregon-based Pioneer Village Investments, LLC, operates
a continuing care retirement facility in the city of Jacksonville,
Oregon, providing for "independent living' facilities for elderly
residents, assisted living for residents who are less able to care
for themselves, and other facilities designed to accommodate the
needs of elderly residents.

Pioneer Village Investments, LLC, c/o Farmington Centers, Inc.,
filed for Chapter 11 (Bankr. D. Ore. Case No. 10-62852) on May 13,
2010.  Douglas P. Cushing, Esq., at Jordan Schrader Ramis PC,
in Lake Oswego, Oregon, assists the Debtor in its restructuring
effort.  In its petition, the Debtor estimated assets and debts
of $10 million to $50 million.


PJ FINANCE: Organizational Meeting to Form Panel on March 16
------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on March 16, 2011, at 11:00 a.m. in
the bankruptcy case of PJ Finance Company, LLC (BLS).  The meeting
will be held at J. Caleb Boggs Federal Building, 844 King Street,
Room 5209, Wilmington, Delaware 19801.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

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

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

                         About PJ Finance

Chicago, Illinois-based PJ Finance Company, LLC, is the owner of
apartment communities in Arizona, Florida, Georgia, Tennessee and
Texas.  PJ Finance owns or holds ownership interests in 32
apartment communities that collectively have more than 9,500
rentable units.  It has 20 apartment locations in Texas, and the
remaining 12 in Arizona, Florida, Georgia and Tennessee.  The day-
to-day operations of the portfolio are managed by a third party,
WestCorp Management Group One, Inc.

PJ Finance filed for Chapter 11 bankruptcy protection on March 7,
2011 (Bankr. D. Del. Case No. 11-10688).

Affiliates PJ Holding Company Manager, LLC (Bankr. D. Del. Case
No. 11-10692), et al., filed separate Chapter 11 petitions.

Michelle E. Marino, Esq., and Stuart M. Brown, Esq., at Edwards
Angell Palmer & Dodge, LLP, serve as the Debtors' local bankruptcy
counsel.  Richard A. Chesley, Esq., and Kimberly D. Newmarch,
Esq., at DLA Piper LLP (US), serve as the Debtors' bankruptcy
counsel.  Kurtzman Carson Consultants, LLC, is the Debtors' claims
and notice agent.

The Debtors disclosed at least $275 million (estimated value of
portfolio securing loan to BankofAmerica) in total assets and at
least $479 million ($475 million owed to BofA, $4.4 million trade
debt) in total debts as of the Petition Date.


PROTEONOMIX INC: Inks License Pact With Cohen McNiece Foundation
----------------------------------------------------------------
On March 2, 2011, Proteonomix, Inc., entered into an agreement
with The Cohen McNiece Foundation, Inc., a Florida not-for-profit
corporation, to exclusively develop and license the Foundation's
UMK-121 Mobilization of Bone marrow Stem Cell technology which is
a proprietary technology based upon existing FDA approved drugs.
The License imposes no upfront costs on the Issuer which will
sublicense UMK-121 to its wholly owned subsidiary THOR BioPharma.
The Company is required to make milestone payments to the
Foundation upon 1) the issuance of a patent, 2) completion of
Phase III trials and 3) commercialization which will require the
payment of a 3% royalty on net sales.

A full-text copy of the License Agreement is available at no
charge at http://ResearchArchives.com/t/s?74d3

                       About Proteonomix Inc.

Proteonomix, Inc. (OTC BB: PROT) -- http://www.proteonomix.com/--
is a biotechnology company focused on developing therapeutics
based upon the use of human cells and their derivatives.

The Company's balance sheet at Sept. 30, 2010, showed $3.8 million
in total assets, $6.3 million in total liabilities, and a
stockholders' deficit of $2.5 million.

KBL, LLP, in New York, 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 operating losses and capital deficits.


QUALITY MARKET: Owners File for Chapter 11
------------------------------------------
Kristen MacBeth at BankruptcyHome.com reports that Quality
Market, a store in Medford, Oregon, has had its owners file for
bankruptcy, after being delinquent on multiple payments.  The
owners, Rozanna and Richard Mulhollen, filed in U.S. Bankruptcy
Court, citing debts in the range of $4.2 million, and only $1.4
million in assets.

According to the report, the store was on the path to foreclosure
before the filing, as the Mulhollens had not made a building
payment since 2008.  Sterling Savings Bank, who is owed the
building fees, claims $1.1 million.

The company still owes $1.8 million to United Grocers from a
previous ruling.  "The bank is going to ask for relief from the
stay so it can continue foreclosure," BankruptcyHome.com quotes
David Forakey, Sterling Savings Bank's attorney, as stating.
"Obviously, the bank just wants to get paid, but it doesn't appear
from the bankruptcy loan file that the debtors have the ability to
do that any time soon."

Rozanna Mulhollen filed for Chapter 11 bankruptcy protection on
Feb. 9, 2011 (Bankr. D. Ore. Case No. 11-60531).


RADIO ONE: S&P Raises Corporate Credit Rating to 'B-'
-----------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on U.S. radio broadcaster Radio One Inc.
to 'B-' from 'CCC+'.  The rating outlook is stable.

At the same time, S&P assigned ratings to the Lanham, Md.-based
Radio One's proposed $411 million senior secured credit
facilities.  S&P assigned an issue-level rating of 'B+' to the
company's proposed $25 million first-out revolving credit facility
due 2015, with a recovery rating of '1', indicating S&P's
expectation of very high (90% to 100%) recovery for lenders in the
event of a payment default.  S&P assigned the proposed $386
million term loan due 2016 an issue-level rating of 'B', with a
recovery of '2', indicating its expectation of substantial (70% to
90%) recovery for lenders in the event of a payment default.  In
addition, S&P raised the issue-level rating on Radio One's
existing senior subordinated notes to 'CCC' from 'CCC-', and the
recovery rating was left unchanged at '6', indicating S&P's
expectation of negligible (0% to 10%) recovery for lenders in the
event of a payment default.

"The 'B-' rating and stable outlook reflect S&P's view that the
proposed transaction will improve Radio One's financial
flexibility by eliminating near-term refinancing risk and
increasing headroom under financial covenants," said Standard &
Poor's credit analyst Michael Altberg.  "Going forward, S&P
believes the company's increased ownership in TV One LLC, a
growing African American-targeted cable TV network, provides
additional diversity to Radio One's business profile and access to
a more stable revenue stream."


RAY'S COLLISION: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Ray's Collision, Inc.
        dba Ray's Collision & Towing
        dba Ray's Carstar Collision & Towing
        dba BTS Auto & Tire
        185 Caprice, Suite 3
        Castle Rock, CO 80109

Bankruptcy Case No.: 11-14572

Chapter 11 Petition Date: March 8, 2011

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

Debtor's Counsel: Lee M. Kutner, Esq.
                  KUTNER MILLER BRINEN, P.C.
                  303 E. 17th Ave., Suite 500
                  Denver, CO 80203
                  Tel: (303) 832-2400
                  E-mail: lmk@kutnerlaw.com

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

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/cob11-14572.pdf

The petition was signed by Matthew R. Whetten, president.


RDK TRUCK: Files Schedules of Assets And Liabilities
----------------------------------------------------
RDK Truck Sales & Service Inc. files with the U.S. Bankruptcy
Court for the Middle District of Florida its schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property
  B. Personal Property            $6,537,342
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $9,421,962
  E. Creditors Holding
     Unsecured Priority
     Claims                                         1,020,793
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                         5,357,360
                                ------------     ------------
        TOTAL                     $6,537,342      $15,799,215

A full-text copy of the Schedules of Assets and Liabilities is
available for free at http://ResearchArchives.com/t/s?74b5

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.


ROBB & STUCKY: To Begin Going Out of Business Sale
--------------------------------------------------
Robb & Stucky will conduct a court-ordered bankruptcy liquidation
sale beginning Friday, March 11, 2011. The going out of business
sale will include all 20 Robb & Stucky stores located in Florida,
Texas, Arizona and Nevada.

In what will be the most substantial sale in Robb & Stucky's
extensive history, inventory valued at approximately $90 million
will be completely liquidated at significant discounts.  Customers
will find tremendous savings on Robb & Stucky's large assortment
of home furnishings in styles ranging from high-end traditional to
Caribbean chic to clean contemporary.  The sale will include all
of the Company's brand-name furnishings and accessories such as
Ralph Lauren, Elements, Tommy Bahama, Paloma, Trump Home and
Monterey, among others.

The Robb & Stucky sale is being managed by a joint venture group
of leading national retail liquidation firms, including: Hudson
Capital Partners, LLC; HYPERAMS, LLC; and SPCI.

"For nearly a century, customers have turned to Robb & Stucky for
its unparalleled collection of fine furnishings," said Jim Schaye,
Chief Executive Officer of Hudson Capital Partners.  "The
liquidation sale provides customers a final opportunity to take
advantage of the store's first-class merchandise all at a great
value."

In addition to store merchandise, the liquidation sale will
include store furnishings, fixtures and equipment throughout the
chain. Upon completion of the sale, the 20 Robb & Stucky stores
will be closed.

Robb & Stucky filed to reorganize under Chapter 11 on February 18
in the United States Bankruptcy Court for the District of Florida,
Case Number: 11-02801.

                          About Robb & Stucky

Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb &
Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division
of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine
Decorators; and Home of Fine Design by Robb & Stucky -- is a
retailer of upscale, high-end, interior-design-driven home
furnishings in the U.S.  It filed for Chapter 11 bankruptcy
protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801).
FTI Consulting, Inc., is the Debtor's advisor and Kevin Regan is
the Debtor's chief restructuring officer.  Bayshore Partners, LLC,
is the Debtor's investment banker.  AlixPartners, LLP, serves as
the Debtor's communications consultants.  Epiq Bankruptcy
Solutions, LLC, serves as the Debtor's claims and notice agent.

The Debtor estimated its assets and debts at $50 million to
$100 million.


ROBB & STUCKY: Committee Taps Cooley LLP as Lead Counsel
--------------------------------------------------------
The Official Committee of Unsecured Creditors of Robb & Stucky
Limited LLLP asks the U.S. Bankruptcy Court for the Middle
District of Florida for permission to employ Cooley LLP as its
lead counsel.

The firm will, among other things:

   a) attend the meetings of the Committee;

   b) review financial information furnished by the Debtor to the
      Committee;

   c) negotiate the budge and the use of cash collateral;

   d) monitor the Debtor's going out of business sales; and

   e) review and investigate the liens of purported secured
      parties.

The firm's attorneys and their hourly rates are:

                                               Hourly  Discounted
      Attorneys               Designations     Rates   Hour Rates
      ---------               ------------     ------  ----------
      Cathy Hershcopf, Esq.   Partner          $765    $688
      Jeffrey L. Cohen, Esq.  Partner          $630    $567
      Michael A. Klein, Esq.  Associate        $595    $535
      Alex R. Velinsky, Esq.  Associate        $375    $337
      Rebecca Goldstein       Paralegal        $245    $220

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

                        About Robb & Stucky

Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb &
Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division
of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine
Decorators; and Home of Fine Design by Robb & Stucky -- is a
retailer of upscale, high-end, interior-design-driven home
furnishings in the U.S.  It filed for Chapter 11 bankruptcy
protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801).
Paul S. Singerman, Esq., and Jordi Guso, Esq., at Berger Singerman
PA, serve as the Debtor's bankruptcy counsel.  FTI Consulting,
Inc., is the Debtor's advisor and Kevin Regan is the Debtor's
chief restructuring officer.  Bayshore Partners, LLC, is the
Debtor's investment banker.  AlixPartners, LLP, serves as the
Debtor's communications consultants.  Epiq Bankruptcy Solutions,
LLC, serves as the Debtor's claims and notice agent.

The Debtor estimated its assets and debts at $50 million to
$100 million.


ROBB & STUCKY: Panel Taps Broad And Cassel as Local Fla. Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Robb & Stucky
Limited LLLP asks the U.S. Bankruptcy Court for the Middle
District of Florida for permission to employ Broad And Cassel as
local Florida counsel.

The firm will represent and assist the Committee in carry out its
duties under the Bankruptcy Code.

The firm will be paid for its fees and costs, and granted a
postpetition retainer from the Debtor per any postpetition
approved budget.

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

                        About Robb & Stucky

Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb &
Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division
of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine
Decorators; and Home of Fine Design by Robb & Stucky -- is a
retailer of upscale, high-end, interior-design-driven home
furnishings in the U.S.  It filed for Chapter 11 bankruptcy
protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801).
Paul S. Singerman, Esq., and Jordi Guso, Esq., at Berger Singerman
PA, serve as the Debtor's bankruptcy counsel.  FTI Consulting,
Inc., is the Debtor's advisor and Kevin Regan is the Debtor's
chief restructuring officer.  Bayshore Partners, LLC, is the
Debtor's investment banker.  AlixPartners, LLP, serves as the
Debtor's communications consultants.  Epiq Bankruptcy Solutions,
LLC, serves as the Debtor's claims and notice agent.

The Debtor estimated its assets and debts at $50 million to
$100 million.


SAINT VINCENTS: Plan for New Medical Center Opposed
---------------------------------------------------
Eric Morath, writing for Dow Jones' Daily Bankruptcy Review,
reports that some residents of New York's Greenwich Village are
protesting a proposed new medical center at the site of the now-
closed St. Vincent's Hospital.  According to Mr. Morath, within
hours of St. Vincent's announcing that it struck a deal to sell
its main Manhattan campus to a developer for $260 million, the
Coalition for a New Village Hospital had organized a meeting for
Thursday night "to express outrage" over the plans.

The redevelopment project is subject to bankruptcy-court approval.
According to Mr. Morath, the project would turn much of the campus
into new housing, but it also called for a $110 million investment
to create a health-care center that will include an emergency
department.

DBR relates David Kaufman, a former St. Vincent's physician who's
leading the coalition, called the new medical center a "shoddy
attempt" to appease the community that really needs a full-fledged
hospital to reopen.

According to DBR, the plan to sell the property to the Rudin
family stipulated that North Shore-Long Island Jewish Health Care
System would operate a renovated health-care center and emergency
department.  The building would also include medical imaging and
ambulatory surgery centers, but patients who experience severe
trauma or require an overnight stay would be transferred to
hospitals elsewhere in the city.

DBR relates North Shore Chief Executive Michael Dowling said the
new center would have "a fully-functioning, comprehensive
emergency department" that would bring "badly needed medical
services back to Greenwich Village."  Mr. Dowling said the new
center is expected to open in the fall of 2013 and provide service
to 72,000 patients annually.

According to DBR, Dr. Kaufman said a full hospital at the St.
Vincent site could be up and running in four to six months.  Dr.
Kaufman said the difference would be instead of renovating the
O'Toole Building for a medical center, developers should reopen
another building that served as a functioning hospital until last
year.  That building, however, is part of the project slated for
housing.

DBR notes St. Vincent's is seeking court approval for the Rudin
deal because it can be completed quickly and provides a
substantial return to the hospital's creditors, who fully support
the sale plans.

                      About Saint Vincents

Saint Vincents Catholic Medical Centers of New York, doing
business as St. Vincent Catholic Medical Centers --
http://www.svcmc.org/-- was anchored by St. Vincent's Hospital
Manhattan, an academic medical center located in Greenwich Village
and the only emergency room on the Westside of Manhattan from
Midtown to Tribeca, St. Vincent's Westchester, a behavioral health
hospital in Westchester County, and continuing care services that
include two skilled nursing facilities in Brooklyn, another on
Staten Island, a hospice, and a home health agency serving the
Metropolitan New York area.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates first filed for Chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case Nos. 05-14945 through 05-14951).

St. Vincents Catholic Medical Centers returned to bankruptcy court
by filing another Chapter 11 petition (Bankr. S.D.N.Y. Case No.
10-11963) on April 14, 2010.  The Debtor estimated assets of
$348 million against debts totaling $1.09 billion in the new
petition.

Although the hospitals emerged from the prior reorganization in
July 2007 with a Chapter 11 plan said to have "a realistic chance"
of paying all creditors in full, the bankruptcy left the medical
center with more than $1 billion in debt.  The new filing occurred
after a $64 million operating loss in 2009 and the last potential
buyer terminated discussions for taking over the flagship
hospital.

Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer
Levin Naftalis & Frankel LLP, represent the Debtor in its
Chapter 11 effort.


SANSWIRE CORP: Enters Into a $200,000 Secured Promissory Note
-------------------------------------------------------------
On March 2, 2011, Sanswire Corp. entered into a 12% Secured
Promissory Note Due March 2, 2012 with a principal amount of
$200,000.  The Principal and interest thereon at an interest rate
of 12% is due on March 2, 2012 and the Company's obligations under
the Note are secured by a security interest in substantially all
of the assets of the Company pursuant to a Security Agreement
dated as of March 2, 2011.  The entire unpaid Principal amount of
the Note together with interest thereon may become due and payable
in full if the Principal and interest thereon is not paid in full
when due or on certain bankruptcy-related events.

On March 2, 2011 and effective immediately, the Board of Directors
of the Company approved Amended and Restated By-Laws of the
Company.  The most significant changes to the Amended and Restated
By-Laws were made to update the By-Laws for new rules and
technologies as well as to implement certain public company
protective provisions, including the addition of a staggered
Board of Directors with three classes and to require removal of a
director only for cause with a 75% shareholder vote.

A full-text copy of the Amended and Restated By-Laws of the
Company is available for free at:

             http://ResearchArchives.com/t/s?74ae

                        About Sanswire Corp.

Aventura, Fla.-based Sanswire Corp. develops, markets and sells
autonomous, lighter-than-air unmanned aerial vehicles capable of
carrying payloads that provide persistent security solutions at
low, mid and high altitudes.  The Company's airships are designed
for use by government-related and commercial entities that require
real-time intelligence, surveillance and reconnaissance support
for military, homeland defense, border and maritime missions.

The Company's balance sheet as of Sept. 30, 2010, showed
$1.6 million in total assets, $20.4 million in total liabilities,
and a stockholders' deficit of $18.8 million.  The Company had a
working capital deficit of $20.2 million and an accumulated
deficit of $142.4 million at Sept. 30, 2010.

As reported in the Troubled Company Reporter on April 14, 2010,
Rosen Seymour Shapss Martin & Company LLP, in New York, expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company has experienced significant losses
and negative cash flows, resulting in decreased capital and
increased accumulated deficits.


SBARRO INC: Forbearance Agreement Extended Until April 1
--------------------------------------------------------
On March 3, 2011, Sbarro, Inc., together with its parent, Sbarro
Holdings, LLC entered into a Third Forbearance Agreement with the
Company's lenders under its first lien credit agreement.  As
previously reported, the Company has been in discussions with its
various creditor groups and other stakeholders regarding long-term
solutions to its capital structure.  Constructive discussions are
continuing, including with holders of a majority of the Company's
senior notes, and the execution of the Third Forbearance Agreement
supports the continuation of these discussions.

Consistent with the terms of a Forbearance Agreement, which was
effective Jan. 3, 2011, and a Second Forbearance Agreement, which
was effective Jan. 31, 2011, with the lenders under that certain
Credit Agreement, dated Jan. 31, 2007, by and among the Company,
Holdings, the First Lien Holders and the Administrative Agent, the
Third Forbearance Agreement provides that the First Lien Holders
will continue to temporarily forbear for an additional 30 days
from exercising certain rights and remedies under the First Lien
Credit Agreement solely by reason of the Company's failure to meet
the EBITDA covenant contained in Section 7.16 of the First Lien
Credit Agreement as of Jan. 2, 2011 or the Company's receipt on
Dec. 29, 2010 of a "Notice of Default," dated Dec. 28, 2010, from
AFII US BD Holdings, L.P., which holds a majority of the Company's
senior notes, contending that the Company's incurrence of its
second lien credit facility in March 2009 violated certain
provisions of the Senior Notes Indenture, dated as of Jan. 31,
2007, among the Company, the guarantors named therein and The Bank
of New York, as Trustee.  The First Lien Holders also have agreed
to temporarily forbear for 30 days from exercising certain rights
and remedies under the First Lien Credit Agreement solely by
reason of the Company's previously reported failure to make the
interest payment that was due on Feb. 1, 2011 to the holders of
the Notes under the Indenture, which failure constitutes an Event
of Default under the First Lien Credit Agreement beginning on
March 3, 2011, as the grace period for making that interest
payment under the Indenture expired on March 2, 2011.
Specifically, until the Third Forbearance Agreement terminates,
the First Lien Holders have agreed not to terminate the
commitments, accelerate the loans, require cash collateral for the
letter of credit obligations, enforce liens granted under the
collateral documents or exercise any other rights or remedies that
may be available under the loan documents.

In the Third Forbearance Agreement, the Company continued various
acknowledgements as well as agreements to certain obligations to
maintain a minimum level of liquidity and limit capital
expenditures and provide the Administrative Agent with certain
information during the forbearance period.  The Third Forbearance
Agreement does not require the Company to pay any additional fees
to the consenting lenders.

The Third Forbearance Agreement terminates on the earliest of (i)
April 1, 2011, (ii) the date on which any event of default under
the First Lien Credit Agreement other than the First Lien Default
or the Cross-Default shall occur, (iii) the date of any breach by
Holdings or the Company of the covenants set forth in the Third
Forbearance Agreement, and (iv) the date on which any holder of
the Company's senior notes or any of the Company's second lien
lenders (A) accelerates any of the Company's obligations under the
Indenture or the second lien credit facility or (B) enforces any
rights to collect payment under their respective agreements with
the Company.  Approximately 95% of the Company's outstanding
second lien debt is held by an affiliate of MidOcean Partners.
MidOcean Partners, through various investment funds that it
manages, is the indirect, majority stockholder of the Company.

A full-text copy of the Third Forbearance Agreement is available
for free at http://ResearchArchives.com/t/s?74c4

                         About Sbarro Inc.

Melville, N.Y.-based Sbarro, Inc. -- http://www.sbarro.com/-- is
the world's leading Italian quick service restaurant concept and
the largest shopping mall-focused restaurant concept in the world.
The Company has 1,056 restaurants in 41 countries.

The Company's balance sheet at Sept. 30, 2010, showed
$455.55 million in total assets, $29.98 million in total current
liabilities, $7.47 million in deferred rent, $70.64 million in
deferred tax liabilities, $13.26 million in due to former
shareholders and other liabilities, $341.80 million in long-term
debt, and stockholders' equity of $16.17 million.

                          *     *     *

Standard & Poor's Ratings Services in January 2011 lowered its
corporate credit rating on Sbarro to 'CC' from 'CCC-'.  The
outlook is negative.

"The ratings on Sbarro reflect S&P's belief that the company's
current capital structure is unsustainable and that it is unable
to service its existing debt," said Standard & Poor's credit
analyst Mariola Borysiak.  Sbarro has engaged Rothschild Inc. as
its financial advisor to explore strategic alternatives addressing
its current capital structure.

As reported by the Troubled Company Reporter, on January 11, 2011,
The Wall Street Journal's Mike Spector said people familiar with
the matter indicated Sbarro has hired the law firm Kirkland &
Ellis to advise it on restructuring its balance sheet.  As
reported by the TCR on January 10, 2011, Sbarro hired investment
bank Rothschild Inc. for restructuring advice.


SCANWOOD CANADA: To Temporarily Shut Down Operations
----------------------------------------------------
Chris Lambie at The ChronicleHerald.ca reports that Scanwood
Canada Ltd. will shut down operations next week at its Burnside
Park plant due to a lack of supplies.

The ChronicleHerald.ca relates that Bo Thorn said most of the
company's approximately 220 workers will be off without pay for
the week as Scanwood waits for parts from the German firm
Formaplan.

"We are not getting critical parts from Europe in time. So just to
preserve cash, we are shutting down. It's a temporary thing.
Everybody who doesn't have to be here - that includes office staff
and people in the factory - will have to stay home next week ...
until Thursday evening or Friday until we get the new drawer
parts, because if we can't produce, obviously we cannot sell," the
ChronicleHerald.ca quotes Mr. Thorn as saying.  "It's very
unfortunate but it's the best way to preserve cash and protect the
company."

He estimated the measure will save Scanwood, which owes creditors
about $12 million, "well in excess of $150,000," according to the
ChronicleHerald.ca.

The ChronicleHerald.ca says that a judge granted Scanwood 30 days
of creditor protection early last month and extended that
protection again last week by another 45 days until April 18.

The ChronicleHerald.ca. adds that the Nova Scotia Supreme Court
also approved the company's request last month to obtain a
$1-million operating loan.  Some secured creditors were opposed
to the loan, insisting it will cut into available assets in the
event of liquidation, the report notes.

As reported in the Troubled Company Reporter on Feb. 4, 2011,
CBC/Radio-Canada said Scanwood Canada Ltd. was declared insolvent
on Feb. 2 by a Halifax court.  The Company was placed in creditor
protection and Green Hunt Wedlake was appointed to monitor
Scanwood.  The company is continuing as an on-going business.
According to the report, one of Scanwood's creditors, RBC Royal
Bank, unexpectedly called a $2.1-million line of credit in
January, which triggered the events leading to Wednesday's court
order.  The order protects Scanwood from creditors until March 3.
Secured creditors agreed to the order on Feb. 2, which allows
Scanwood time to come up with a proposal to go forward.  Justice
Heather Robertson granted the company's application for creditor
protection.

Scanwood Canada is a supplier of cabinets to Swedish retailer
Ikea.  It has 248 employees at its Burnside Industrial Park plant
in Dartmouth.  The four major creditors are RBC Royal Bank, the
Province of Nova Scotia, Ikea and the Business Development Bank of
Canada.


SCI REAL ESTATE: Wants Until March 18 to File Schedules
-------------------------------------------------------
SCI Real Estate Investments LLC asks the U.S. Bankruptcy Court for
the Central District of California to further extend the deadline
to file its schedules of assets and liabilities, and statements of
financial affairs until March 18, 2011.

Absent of an extension, the deadline to file the Debtor's
schedules and statements expired on Feb. 25, 2011.

Los Angeles, California-based SCI Real Estate Investments,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 11-15975) on Feb. 11, 2011.  Jeffrey W. Dulberg,
Esq., at Pachulski Stang Ziehl & Jones LLP, 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.


SEAHAWK DRILLING: Judge Approves Breakup Fee for Hercules
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that a Texas bankruptcy judge
said that Hercules Offshore Inc., a Texas oil drilling company
that's proposing to buy competitor Seahawk Drilling Inc. out of
bankruptcy, should be compensated for its troubles if the sale
falls through.

Bankruptcy Judge Richard S. Schmidt has 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: Creditors Committee Wants Alternative Financing
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Seahawk Drilling
Inc. objects to the Debtors' motion to access postpetition
financing -- and use of cash collateral -- from D.E. Shaw Direct
Capital Portfolios, LLC.  Natixis also objects to the Debtors'
request to use cash collateral.

The Debtors have received interim authority from the Court to
borrow $28.5 million from the lender.  The initial draw on the
loan will be used to pay off the existing $18.15 million secured
loan from Natixis.

The Creditors Committee tells the Court that there are certain
especially- unfavorable aspects of the debtor-in-possession credit
agreement and the proposed final DIP order.  The Committee has
raised these concerns with the Debtors, the DIP Lender and certain
other parties in interest, and is attempting to work through these
concerns.  However, to the extent the Committee is not able to do
so, the Committee respectfully requests the Court to consider
these concerns when it takes up the proposed final order.

The Creditors Committee says it understands that substantial
efforts are presently underway to determine if alternative debtor-
in-possession financing is available on more favorable terms than
those offered under the proposed final order and credit agreement.
Those efforts are spearheaded by the Official Committee of Equity
Security Holders.  Although the Equity Committee is diligently
exploring whether more favorable financing can be timely obtained,
in view of the very recent appointment of an Equity Committee, it
may take some additional time to understand whether better
financing is actually available on a timely basis.

The Creditors Committee suggests that a brief delay in entering
the proposed final order in order to allow the Equity Committee
additional time to complete its inquiry into the availability of
alternative funding would be in order.  The Credit Agreement
contains a deadline of 45 days from the Petition Date for the
entry of a final order on the DIP motion.  This allows the Court
until March 28, 2011 to enter a final order on the DIP motion.
Rather then entering the proposed Final Order now, almost three
weeks before the established deadline of March 28, 2011, the entry
of the Final Order should be delayed to see if a more attractive
financing package can be obtained from a new lender.

According to the Creditors Committee, there is another reason that
supports a delay in approving the Final DIP Order until closer to
the March 28, 2011 deadline for entry of a final order.  The
status of the proposed sale to Hercules Offshore, Inc., and the
timing thereof, are matters, which directly relate to the
reasonableness of certain terms of the proposed credit agreement.

At present, the proposed sale to Hercules is set for a final
hearing on March 22, 2011.  If this proposed sale is approved, and
is consummated as expeditiously as many suggest that it may be,
the debtor-in-possession financing loans by the DIP Lenders will
be repaid very soon, says the Committee.

The Committee relates that, for example, if the sale to Hercules
closes by April 11, 2011, then the DIP Lenders will be paid off on
April 11, 2011 for funds first advanced approximately 58 days
earlier.  As presently proposed, the DIP Lenders would then be
entitled, in addition to the approximately $1.505 million in fees
they have already been paid, and 15% interest on their advances,
to an "Exit Fee" of 6% of the $35 million DIP Facility.

If the DIP Lenders are to be repaid in full this quickly, the
reasonableness of the over- all costs of borrowing for a 60 day
loan is brought into sharper focus.  Assuming that the DIP loan is
paid off by April 11, 2011, and by that date the DIP Lenders have
advanced $30 million to the Debtors, the annualized internal rate
of return to the DIP Lenders on the funds advanced to the Debtors
would exceed 205%.

As noted, the Committee has concerns about the over-all costs
of the proposed DIP Loan.  These bankruptcy cases thus far
demonstrate every indication of becoming liquidating cases, and
the fees will come out of the pockets of stakeholders.  To the
extent that concessions in the proposed fees can be obtained,
either through alternative financing, or negotiated reductions
in fees payable to the current DIP lender, then the estates will
be benefited.

                     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., serves
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.  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.

Heller, Draper, Hayden, Patrick & Horn, L.L.C., represents the
Committee.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEAHAWK DRILLING: Taps Sitrick & Co. as Corp. Comms. Consultant
---------------------------------------------------------------
Seahawk Drilling Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of Texas for permission
to employ Sitrick & Co. Inc. as their corporate communications
consultant.

The firm will engage to render, among other things, professional
services that may include, writing and distributing press
releases, consulting on public relations strategies, media
relations, and media monitoring in connection with the Debtors'
Chapter 11 cases.

The firm's professionals will charge between $185 and $495 per
hour.

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

                    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.  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.

Heller, Draper, Hayden, Patrick & Horn, L.L.C., represents the
Committee.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEP RIVERPARK: Files Plan of Reorganization & Disclosure Statement
------------------------------------------------------------------
Sep Riverpark Plaza, LLC, has filed with the U.S. Bankruptcy Court
for the Western District of Oklahoma a plan of reorganization and
an accompanying disclosure statement.

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

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

A hearing to consider the approval of the Disclosure Statement
will be held on April 6, 2011, at 9:30 a.m.  Objections to the
disclosure statement must be filed by March 28, 2011, at 5:00 p.m.

The Plan is aimed at immediately placing the Debtor's property on
the market through Price Edwards Company, actively seeking a
purchase contract for the fair market value of the project, paying
all creditors in full with interest, and allowing the equity
security holder to receive any remaining funds left from the sale
proceeds.  The active marketing period will last until a qualified
buyer is found.  If this does not occur within 24 months from the
effective date, or the required monthly payments to two secured
creditors aren't timely made, the Debtor will be in default of the
Plan and all creditors will have their legal rights under
prevailing State law to pursue their individual claims.

One of the purposes of the Plan is to seek to maximize the
recovery from the Riverpark Plaza apartments which, according to
the Plan, might be best done by affecting a private sale, if
reasonably possible in a timely manner, rather than resorting to a
foreclosure sale.

The management of the Reorganized Debtor will remain with the
present security interest holders and it will continue to operate
the day to day affairs of the apartment complex.  It will retain
the present management company, which is Macco Properties, Inc.,
under the same terms as are presently in force.  It will collect
all rents and pay all post-confirmation ongoing expenses as they
are incurred and all payments required under the Plan including
the payments to the secured creditors under the Plan.  The
Reorganized Debtor will immediately proceed to take all steps that
are necessary to complete a sale of the Debtor's assets.

All classes of claims and interests are impaired under the Plan,
except Class 3 -- tenant security deposit claims characterized as
being entitled to priority.

Oklahoma City, Oklahoma-based SEP Riverpark Plaza, L.L.C., aka
Riverpark Plaza Apartments, filed for Chapter 11 bankruptcy
protection on November 11, 2010 (Bankr. W.D. Okla. Case No.
10-16832).  According to its schedules, the Debtor disclosed
$19,165,623 in total assets and $12,026,685 in total debts.  On
Jan. 13, 2011, Judge Sarah A. Hall authorized the Debtor's
employment of Hiersche Law Firm as its bankruptcy counsel.


SHERWOOD FARMS: Plan Confirmation Hearing Moved to March 16
-----------------------------------------------------------
Judge Karen S. Jennemann moved to March 16 the combined hearing to
consider approval of (i) the disclosure statement explaining
Sherwood Farms, Inc.'s Second Amended Plan of Liquidation and (ii)
the Plan itself.  This is to pave the way for the sale of the
Debtor's assets.  An auction is set for March 15, followed by the
sale hearing the following day.

As reported by the Troubled Company Reporter on December 14, 2010,
Judge Jennemann rejected Sherwood Farms and Sherwood Investments
Overseas Limited Incorporated's disclosure statement explaining a
prior version of their plan.

                       About Sherwood Farms

Groveland, Florida-based Sherwood Farms, Inc., owns and operates
an orchid farm from its real property in Lake County, Florida.
The Company filed for Chapter 11 bankruptcy protection on Jan. 15,
2010 (Bankr. M.D. Fla. Case No. 10-00578).  Mariane L. Dorris,
Esq., at Latham Shuker Eden & Beaudine LLP, in Orlando, Fla.,
assists the Debtor in its restructuring effort.  The Company
estimated its assets and debts at $10 million to $50 million.

An affiliate, Sherwood Investments Overseas Limited Incorporated,
filed a separate Chapter 11 petition on Jan. 15, 2010 (Bankr. M.D.
Fla. Case No. 10-00584).  Latham Shuker also represents the
affiliate as counsel.  At the time of the filing, the affiliate
also estimated its assets and debts at $10 million to $50 million.


SHERWOOD FARMS: To Auction Assets on March 15
---------------------------------------------
Sherwood Farms, Inc., and secured lender Centennial Bank received
permission from the Bankruptcy Court to sell substantially
substantially all of the Debtor's assets free and clear of liens,
claims and encumbrances, subject to higher and better offers.

All bids are due March 14, 2010, along with a deposit not less
than 5% of the purchase price offered by Centennial, which serves
as stalking horse bidder.  All bids are to be delivered to:

          Tranzon Driggers
          One NE 1st Ave., Suite 301
          Ocala, FL 34470

The Auction will be conducted at the offices of GrayRobinson,
P.A., Centennial's counsel, on March 15, 2011, beginning at 10:00
a.m.  The hearing to consider approval of the winning bid will be
held March 16.

Objections, if any, to the sale are due March 15.

Sherwood Farms and Centennial also won permission to hire Walter
Driggers of Tranzon Driggers to conduct the sale.

Judge Jennemann also ruled that the $350,000 lien of Pentagon
Apollo, Ltd., is secured by all of the Debtor's assets.  Should
Centennial be the successful bidder at the auction, Centennial
must satisfy, in cash, at closing, Pentagon's lien.

Counsel for Centennial is:

          Maureen A. Vitucci, Esq.
          GRAYROBINSON, P.A.
          301 E. Pine Street, Suite 1400
          Orlando, FL 32801
          Telephone: 407-843-8880
          Facsimile: 407-244-5690
          E-mail: maureen.vitucci@gray-robinson.com

Counsel for the Debtor are:

          Mariane L. Dorris, Esq.
          LATHAM SHUKER EDEN & BEAUDINE LLP
          390 North Orange Avenue, Suite 600
          Orlando, FL 32801
          Telephone: (407) 481-5800
          Facsimile: (407) 481-5801
          E-mail: bankruptcynotice@lseblaw.com

               - and -

          R. Scott Shuker, Esq.
          LATHAM SHUKER EDEN & BEAUDINE LLP
          Post Office Box 3353
          Orlando, FL 32802
          Telephone: (407) 481-5800
          Facsimile: (407) 481-5801
          E-mail: bankruptcynotice@lseblaw.com

               - and -

          Victoria Kothari, Esq.
          LATHAM SHUKER EDEN & BEAUDINE LLP
          390 North Orange Avenue, Suite 600
          Orlando, FL 32801
          Telephone: (407) 481-5800
          Facsimile: (407) 481-5801
          Email: vkothari@lseblaw.com

                       About Sherwood Farms

Groveland, Florida-based Sherwood Farms, Inc., owns and operates
an orchid farm from its real property in Lake County, Florida.
The Company filed for Chapter 11 bankruptcy protection on Jan. 15,
2010 (Bankr. M.D. Fla. Case No. 10-00578).  Mariane L. Dorris,
Esq., at Latham Shuker Eden & Beaudine LLP, in Orlando, Fla.,
assists the Debtor in its restructuring effort.  The Company
estimated its assets and debts at $10 million to $50 million.

An affiliate, Sherwood Investments Overseas Limited Incorporated,
filed a separate Chapter 11 petition on Jan. 15, 2010 (Bankr. M.D.
Fla. Case No. 10-00584).  Latham Shuker also represents the
affiliate as counsel.  At the time of the filing, the affiliate
also estimated its assets and debts at $10 million to $50 million.


SHS RESORT: Plan Confirmation Hearing on April 20
-------------------------------------------------
Judge Michael G. Williamson issued an order on March 3
conditionally approving the disclosure statement explaining the
Chapter 11 Plan of Reorganization, dated as of Feb. 28, 2011,
filed by S.H.S. Resort, LLC.

The Court will reconvene on April 20 to consider approval of the
Plan.  Objections to confirmation are due April 13.

Early in February, the Court extended the Debtor's exclusivity
period to propose a Plan and Disclosure Statement until Feb. 28.

Under the Plan, the Reorganized Debtor will continue to operate
the Safety Harbor Resort and Spa and will fund all distributions
required under the Plan from the resort's operation.  The
Reorganized Debtor will also explore the sale or development of
any vacant parcels on the Property to their highest and best use
to create addition revenue from which to fund Plan distributions.
At present, the Debtor expects a sale or refinancing of an 8-acre
parcel.  The Reorganized Debtor, in conjunction with Olympia
Hotels Management, LLC, will be responsible for management of the
Resort and the property.  The Reorganized Debtor will pay all
expenses from operating revenue as projected on a budget prepared
by the Debtor.

Wells Fargo Bank, N.A.'s secured claim is classified under Class 3
pursuant to the Plan.  The Property constituting the Secured
Lender's collateral was valued by stipulated order entered on
Jan. 25, 2011.  According to the Plan, the $13,857,816.67 valued
amount will be paid as follows: (A) The Debtor will pay the
Secured Lender the Net Principal amount of $11,057,816.67 less the
sum of adequate protection payments, made during the Chapter 11
case prior to the Effective Date, on the basis of a 25 year
amortization, with a 10-year balloon payment at interest rate of
the Prime Rate of interest (determined annually on January 1 of
each year) plus 1% interest, subject to an interest rate floor of
4.25%.  Each year the interest rate will adjust on the anniversary
date of the Effective Date and may be adjusted upwardly or
downwardly up to 0.5% per year based upon the Prime Rate plus 1%
Formula.  The Note A payments will be paid from operational cash
flow.

The Debtor will also pay the Secured Lender $2,800,000 on the
basis of a 3-year note which shall accrue interest rate of the
Prime Rate of interest (determined annually on January 1 of each
year) plus 1% interest, subject to an interest rate floor of 5.0%.
Each year the interest rate will adjust on the anniversary date of
the Effective Date and may be adjusted upwardly or downwardly up
to 0.5% per year based upon the Prime Rate plus 1% formula.  This
Note B obligation will be paid upon the sale or refinancing of the
8-acre parcel which can be sold without adversely affecting the
Resort and Spa portion of the property.

Non-Insider Unsecured Trade Claims under Class 4 will be paid
through a series of distributions totaling 90% of their Allowed
Claim, without interest, to be made on a quarterly basis, at a
rate of 4.5% of their Allowed Claim per quarter, beginning on the
Effective Date of the Plan and continuing for a period of five
years.

Allowed Undersecured Claim of the Secured Lender under Class 5
will be paid through a series of distributions totaling 10% of any
Allowed Undersecured Claim in equal quarterly installments
beginning on the Effective Date and continuing for a period of
five years.

Any Claimant holding a Claim in Class 4 or 5 may elect to
voluntarily reduce the amount of their Allowed Claim to $1,000 and
have that Reduced Allowed Claim paid in full within 90 days of the
Effective Date in complete satisfaction of the Claimant's Claim.

Unsecured Creditors who are Insiders or Affiliates of the Debtor
will be paid only after all Class 1 to 6 Allowed Claims have been
paid in full.

A full-text copy of the Disclosure Statement is available at:

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

Safety Harbor, Florida-based S.H.S. Resort, LLC, aka Safety Harbor
Resort and Spa, filed for Chapter 11 bankruptcy protection on
Oct. 28, 2010 (Bankr. M.D. Fla. Case No. 10-25886).  Steven M.
Berman, Esq., and Hugo S. de Beaubien, Esq., at Shumaker, Loop &
Kendrick, LLP, assist the Debtor in its restructuring effort.  The
Debtor scheduled $8,105,980 in assets and $31,705,109 in
liabilities.


SIX3 SYSTEMS: S&P Assigns Corporate Credit Rating at 'B'
--------------------------------------------------------
Standard & Poor's Ratings Services assigned McLean, Va.-based Six3
Systems Inc. its preliminary 'B' corporate credit rating.  The
rating outlook is negative.

At the same time, S&P assigned Six3's $170 million first-lien
credit facilities its preliminary issue-level rating of 'B' (at
the same level as the 'B' corporate credit rating).  S&P also
assigned this debt a preliminary recovery rating of '3',
indicating its expectation of meaningful (50%-70%) recovery for
lenders in the event of a payment default.  The facilities consist
of a $30 million revolver due 2016 and a $140 million term loan
due 2017.  The company plans to use proceeds from the term loan to
refinance existing debt and to add cash to the balance sheet.

"The preliminary 'B' rating reflects Six3's competitive pressures
and limited operating track record," said Standard & Poor's credit
analyst Jennifer Pepper.  "Still, S&P expects that the company's
unique capabilities in the areas of intelligence and cyber-
security will result in consistent profitability."

Six3 provides strategic services and solutions to the intelligence
community and the U.S. Department of Defense, including systems
design and engineering, operational analysis, identity
intelligence, biometrics, forensics, counter intelligence, human
intelligence, and diplomatic security support.  The company was
formed through the acquisition of three companies from 2009
through September 2010.  Revenues for the fiscal year ended
December 2010 were $230 million.

S&P views the company's business risk profile as weak, reflecting
its modest position in the highly competitive market for
government IT services and a limited operating track record.
However, Six3 has accumulated unique capabilities in the area of
intelligence, which positions the company for many sole sourced
awards, as well as a prime contractor position on many contracts.
These factors contribute to strong EBITDA margins relative to
Six3's peer group, and also provide revenue visibility.

Six3 has a highly leveraged financial profile, in S&P's view.
Operating lease-adjusted leverage is about 7.8x pro forma for the
transaction, but includes approximately $120 million of pay-in-
kind preferred stock, which S&P treat as debt for analytical
purposes.  In the absence of a debt-financed acquisition (the
credit facility allows for a flexible covenant package, which is
indicative of the company's acquisitive growth strategy), leverage
could trend moderately lower in the near term, primarily driven by
EBITDA growth.


SMART ONLINE: Sells Additional $325,000 of Secured Note
-------------------------------------------------------
On March 4, 2011, Smart Online, Inc. sold an additional
convertible secured subordinated note due Nov. 14, 2013 in the
principal amount of $325,000 to a current noteholder upon
substantially the same terms and conditions as the previously
issued notes sold on Nov. 14, 2007, Aug. 12, 2008, Nov. 21, 2008,
Jan. 6, 2009, Feb. 24, 2009, April 3, 2009, June 2, 2009, July 16,
2009, Aug. 26, 2009, Sept. 8, 2009, Oct. 5, 2009, Oct. 9, 2009,
Nov. 6, 2009, Dec. 23, 2009, Feb. 11, 2010, April 1, 2010, June 2,
2010, July 1, 2010, Aug. 13, 2010, Aug. 30, 2010, Sept. 14, 2010,
Sept. 30, 2010, Nov. 9, 2010 and Feb. 7, 2011.  The Company is
obligated to pay interest on the New Note at an annualized rate of
8% payable in quarterly installments commencing June 4, 2011.  The
Company is not permitted to prepay the New Note without approval
of the holders of at least a majority of the aggregate principal
amount of the Notes then outstanding.

The Company plans to use the proceeds to meet ongoing working
capital and capital spending requirements.

                        About Smart Online

Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC
BB: SOLN) -- http://www.smartonline.com/-- develops and markets
software products and services targeted to small  businesses that
are delivered via a Software-as-a-Service (SaaS), or SaaS, model.
The Company also provides Web site consulting services, primarily
in the e-commerce retail industry products and services.

Smart Online reported a net loss of $1.32 million on $260,968 of
total revenues for the three months ended Sept. 30, 2010, compared
with a net loss of $2.86 million on $293,650 of total revenues for
the same period a year ago.

The Company's balance sheet at Sept. 30, 2010, showed $631,424 in
total assets, $18.72 in total liabilities, and a stockholders'
deficit of $18.10 million.


SOUTHWEST STAINLESS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Southwest Stainless, Inc.
        aka Southwest Stainless
        aka G2 Material Handling, Inc.
        4439 W. Billings St.
        Springfield, MO 65802

Bankruptcy Case No.: 11-60424

Chapter 11 Petition Date: March 8, 2011

Court: United States Bankruptcy Court
       Western District of Missouri (Springfield)

Judge: Arthur B. Federman

Debtor's Counsel: Raymond I. Plaster, Esq.
                  RAYMOND I. PLASTER, P.C.
                  2032 E. Kearney, Suite 107
                  Springfield, MO 65803
                  Tel: (417) 831-6900
                  Fax: (417) 831-6901
                  E-mail: riplaster@rip-pc.com

Estimated Assets: $50,001 to $100,000

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

A list of the Company's 20 largest unsecured creditors
filed together with the petition is available for free
at http://bankrupt.com/misc/mowb11-60424.pdf

The petition was signed by Geary Gorrell, president.


STATION CASINOS: Resolves CAI Disputes on Propco Rights Offering
----------------------------------------------------------------
Station Casinos Inc. and its debtor affiliates and Commonwealth
Advisors, Inc., entered into a stipulation approved by the U.S.
Bankruptcy Court for the District of Nevada to resolve disputes
regarding the extent of participation of CAI and its affiliates in
the Propco Rights Offering.

CAI represents that CA Recovery Master Fund, LLC, an investment
fund managed by CAI, currently holds $62,974,000 in Class 5 Senior
Notes, and seeks to acquire equity in the Propco Rights Offering
based upon that approximate $63 million holding.

The parties agree that solely for the purpose of determining
CRMF's Pro Rata Share and its Maximum Initial Committed Amount in
connection with the Rights Offering, CRMF will be deemed to have
held $30 million of Eligible Claims on the Rights Offering Record
Date.  CRMF will be entitled to subscribe for Offered Units based
upon the $30 million Rights Offering Record Date holding as:

  (a) CRMF's Maximum Initial Committed Amount will be calculated
      based upon a holding of $5.52 million of Class 5 Senior
      Notes; and

  (b) CRMF may subscribe for additional Offered Units based upon
      the remaining $24.48 million of its deemed $30 million of
      Eligible Claims, and the Offered Units will dilute only
      the guaranteed allocation of equity subscription rights
      under the Rights Offering to the Put Parties.  The
      remaining claims held by CRMF or its affiliates will be
      deemed not to be Eligible Claims and the claims will not
      dilute the guaranteed allocation of equity subscription
      rights under the Rights Offering to the Put Parties.

                        About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STATION CASINOS: To Keep Name After Bankruptcy Emergence
--------------------------------------------------------
Station Casinos Inc. will retain its name after emergence from
bankruptcy protection, Las Vegas Review-Journal reports citing the
Company's Chief Operating Officer, Kevin Kelley.

Mr. Kelley added that the Company's 35-year history operating in
Las Vegas brought "enormous" loyalty from customers, the report
says.

Los Angeles-based national branding expert Rob Frankel said the
most common reason for a brand identity change is to get over a
bad chapter in their corporate history and erase the past, the Las
Vegas Review-Journal reports.  However, he noted that most of the
time, it does not work, the report says.

Howard Stutz of Las Vegas Review-Journal cites that MGM Mirage
officially became MGM Resorts International and Harrah's
Entertainment switched to Caesars Entertainment Corp.

"We recognize the brand value the Station Casinos name carries in
the community which is why we felt it would be a disservice to our
guests to change the company name," the Las Vegas Review-Journal
quotes Mr. Kelley as saying.

Joel Simkins, a gaming analyst at Credit Suisse Securities, agreed
that the Station Casinos' brand equity outweighs the negative
feelings brought by its bankruptcy, according to the report.
"I'll wager there were customers of the Station Casinos who had no
idea the company was in bankruptcy," Mr. Simkins said.  "As long
as the casinos were open, many people probably were unaware of the
problems.  That brand equity will return."

                        About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STATION CASINOS: TPG Capital & Apollo to Take Over Aliante Station
------------------------------------------------------------------
Creditors, including TPG Capital and Apollo Global Management LLC,
may take over Aliante Station hotel, Bloomberg News reports citing
two people familiar with the matter.  Aliante Station has
defaulted on a debt, and has drawn $392 million on a term loan,
which is due in 2012, the report says.

Aliante Station, which is owned by Station Casinos Inc. and
Greenspun Corp., has been negotiating with creditors after
defaulting, the unnamed sources said.  They added that discussions
are ongoing and could fall apart.

According to Beth Jinks and Jonathan Keehner of Bloomberg News,
the move would hand creditors the resort -- a $662 million project
when built -- at a fraction of the original cost.

                        About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


SUSTAINABLE ENVIRONMENT: Amends Report on Pro Water Acquisition
---------------------------------------------------------------
Pursuant to correspondence dated Feb. 1, 2011, from the U.S.
Securities and Exchange Commission, Sustainable Environmental
Technologies Corporation filed an amendment to the Company's
Current Report on Form 8-K, as filed with the SEC on July 9, 2010,
and as amended on Nov. 22, 2010 and January 10, 2011, to
supplement those filings with additional information.

On July 7, 2010, the Company entered into the Pro Water
Acquisition Agreement with Pro Water LLC, a Utah limited liability
company.  Pursuant to the Pro Water Acquisition Agreement the
Company purchased all of the issued and outstanding Membership
Interests of Pro Water from Metropolitan Real Estate, LLC, a New
York limited liability company.

Under the terms of the Pro Water Acquisition Agreement, the
Company acquired 100% of the equity of Pro Water from its sole
member, and Pro Water will become a wholly-owned subsidiary of the
Registrant in exchange for the payment of 20,000,000 shares of the
Company's restricted common stock, a secured convertible
promissory note payable quarterly over the period of one year from
the closing date in the amount of $2,000,000 million, with an
interest rate of 5% and a conversion feature at the option of the
holder into shares of the Company's common stock at a price of
$0.10 per share.  The note is secured by all the assets of Pro
Water and the wastewater treatment facility owned by the Company.
Metropolitan Real Estate LLC is an entity controlled by Horst
Franz Geicke, a significant shareholder of the Company.

On July 12, 2010, the terms of the Pro Water Acquisition Agreement
were amended pursuant to Amendment No. 1 to Pro Water Acquisition
Agreement, whereby the number of shares of common stock paid for
Pro Water was increased to 33,333,333 (from 20,000,000), and the
conversion rate of the $2,000,000 related secured convertible
promissory note, which previously all converted at $0.10 at the
option of the holder, such amended to so that $1,600,000 of the
note may be converted at $0.20 per share and $400,000 may be
converted at $0.025 per share.  The convertible note is due based
on the following: $100,000 paid on or before Sept. 30, 2010,
$200,000 paid on or before Dec. 31, 2010, $200,000 paid on or
before March 31, 2011 and the remaining amount of $1,500,000 with
unpaid interest on or before June 30, 2011.  The $100,000 payment
due in September 2010 was paid in October 2010. On Jan. 14, 2011,
the terms of the convertible note were amended.

The closing of the Pro Water Acquisition Agreement and the
Amendment No. 1 to Pro Water Acquisition Agreement, represented a
change in control of the Company.  For accounting purposes, this
change in control constitutes a re-capitalization of the Company,
and the acquisition has been accounted for as a reverse merger
whereby the Company, as the legal acquirer, are treated as the
acquired entity, and Pro Water, as the legal subsidiary, is
treated and the acquiring company with the continuing operations.

A full-text copy of the Amended Current Report is available for
free at http://ResearchArchives.com/t/s?74af

                   About Sustainable Environmental

Upland, Calif.-based Sustainable Environmental Technologies
Corporation (formerly RG Global Lifestyles, Inc.) offers water and
wastewater treatment engineering and construction services.

The Company's balance sheet at Dec. 31, 2010, showed
$3.1 million in total assets, $4.5 million in total liabilities,
and a stockholders' deficit of $1.4 million.


TEE INVESTMENT: Section 341(a) Meeting Scheduled for April 4
------------------------------------------------------------
The U.S. Trustee for Region 17 will convene a meeting of Tee
Investment Company, Limited Partnership's creditors on April 4,
2011, at 2:00 p.m.  The meeting will be held at 300 Booth Street,
Room 3024, Reno, NV 89509.

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.

Reno, Nevada-based Tee Investment Company, Limited Partnership,
dba Lakeridge Apartments, filed for Chapter 11 bankruptcy
protection on March 1, 2011 (Bankr. D. Nev. Case No. 11-50615).
Alan R. Smith, Esq., at The Law Offices of Alan R. Smith, serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets and debts at $10 million to $50 million.

Affiliates Lakeridge Centre Office Complex, LP (Bankr. D. Nev. 10-
53612), West Shore Resort Properties III, LLC (Bankr. D. Nev. 10-
51101), and West Shore Resort Properties, LLC, and (Bankr. D. Nev.
10-50506) filed separate Chapter 11 petitions.


TEE INVESTMENT: WBCMT 2006-C27 Tries to Block Cash Collateral Use
-----------------------------------------------------------------
Secured creditor WBCMT 2006-C27 Plumas Street, LLC, tells the U.S.
Bankruptcy Court for the District of Nevada that it does not
consent to the use or expenditure of the rents by Tee Investment
Company, Limited Partnership.

The Secured Creditor says that all rents, income and profits
derived from the real property and improvements located at 6155
Plumas Street, City of Reno, Washoe County, Nevada, commonly
referred to as Lakeridge Apartments are the property of the
Secured Creditor under an absolute assignment of rents, and that
they constitute the Secured Creditor's cash collateral, all
pursuant to, inter alia, a first priority Deed of Trust,
Assignment of Rents, Security Agreement And Fixture Filing, an
Assignment of Leases and Rents, and Financing Statements filed
pursuant to the Uniform Commercial Code as enacted in California,
all recorded against the Debtor's property.

The Secured Creditor demands that all rents be segregated and that
Debtor immediately provide an accounting of cash collateral to the
Secured Creditor.

The Secured Creditor is represented by Duane Morris LLP.

Reno, Nevada-based Tee Investment Company, Limited Partnership,
dba Lakeridge Apartments, filed for Chapter 11 bankruptcy
protection on March 1, 2011 (Bankr. D. Nev. Case No. 11-50615).
Alan R. Smith, Esq., at The Law Offices of Alan R. Smith, serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets and debts at $10 million to $50 million.

Affiliates Lakeridge Centre Office Complex, LP (Bankr. D. Nev. 10-
53612), West Shore Resort Properties III, LLC (Bankr. D. Nev. 10-
51101), and West Shore Resort Properties, LLC, and (Bankr. D. Nev.
10-50506) filed separate Chapter 11 petitions.


TN METRO HOLDINGS: Apartment Project in Chapter 11
--------------------------------------------------
TN Metro Holdings XII LLC filed a Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 11-22428) on March 10 in White Plains, New York.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that TN Metro is the owner of the 168-unit Pheasant Run
apartments in Hendersonville, Tennessee.  The property is said to
be worth $9 million.

Mr. Rochelle relates that the Company sought bankruptcy protection
after a receiver was appointed in a foreclosure suit.

The Federal National Mortgage Association is owed $8.6 million on
a mortgage.  There is another $3.7 million in unsecured debt.


TRIBUNE CO: Wants Removal Period Extended Until June 30
-------------------------------------------------------
Tribune Co. and its affiliates ask the Bankruptcy Court to extend
to June 30, 2011, their time to file notices of removal of claims
and causes of action relating to their Chapter 11 proceedings.

Given the expiration of the Debtors' removal period on Feb. 28,
2011, the Debtors ask that the operation of Rule 9006-2 of the
Local Rules of Bankruptcy Practice and Procedure of the U.S.
Bankruptcy Court for the District of Delaware extend the time
during which they remove actions from Feb. 28, 2011 expiration
until the Motion will be heard by the Court, which hearing is
schedule on March 22, 2011.

James F. Conlan, Esq., at Sidley Austin LLP, in Chicago Illinois,
tells the Court that since the Petition Date, the Debtors have
devoted substantially all their resources to stabilizing and
operating their businesses, addressing critical case management
issues, evaluating and resolving the prepetition claims,
formulating a plan of reorganization, and otherwise facilitating
the resolution of their Chapter 11 cases and their emergence
therefrom.  Mr. Conlan says given the size of the Debtors'
business enterprise and the unusually large number of Debtors
involved in the procedurally consolidated cases, transitioning the
Debtors' business into smooth operations in Chapter 11 and meeting
the ongoing requirements of the Chapter 11 process, together with
the substantial effort required to manage the Debtors' business
enterprise and pursue a joint plan of reorganization, and address
the numerous and varied tasks attendant to that process, have been
formidable undertakings.

Mr. Conlan notes that the Debtors have made substantial progress
in addressing the prepetition claims asserted against their
estates, particularly with regard to prepetition litigation
claims.  Since the Petition Date, the Debtors have filed 42
omnibus objection to claims, as well as numerous discrete
objections to individual prepetition litigation claims.  Those
actions have collectively resulted in the disallowance of more
than 1,800 proofs of claim against the Debtors' estates.  The
Debtors have continued to review their litigation-related proofs
of claim and to discuss potential resolutions of the claims
reflected therein, or to pursue objections thereto, as the Debtors
determine is warranted, Mr. Conlan relates.

"As a result of these tasks and their attendant demands on the
Debtors' personnel and professionals, the Debtors require
additional time to review their outstanding litigation matters and
evaluate whether those matters should properly be removed pursuant
to Bankruptcy Rule 9027," Mr. Conlan concludes.

                       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)


TRIBUNE CO: Court OKs $52-Mil. Contribution to Food Network
-----------------------------------------------------------
Tribune Co. and its units sought and obtained an order from the
Bankruptcy Court permitting Tribune to cause non-debtor Tribune
(FN) Cable Ventures, Inc., to make a capital contribution of
$52,803,821 to Television Food Network, G.P., in accordance with
the terms of a TFN partnership agreement, to which TVC is a party.

Formed as a Delaware general partnership in 1993, TFN owns and
operates "Food Network", a 24-hour lifestyle cable television
channel focusing on food and related topics.  As of the Petition
Date, TCV, a non-Debtor subsidiary of Tribune Broadcasting Company
and an indirect subsidiary of Tribune, owned a 31.3% partnership
interest in TFN, and Scripps Networks, LLC and Cable Program
Management Co., G.P. collectively held the remaining 68.7%
partnership interest in TFN.

In May 2010, Scripps commenced a new cable television channel,
"The Cooking Channel," primarily devoted to cooking instruction,
food information, and other directly related topics.  The Cooking
Channel is currently available in approximately 57 million
households with a lineup consisting of new, original programming,
as well as syndicated content and programming from Food Network's
library that explores the food content genre at a more detailed
level, including expert advice and techniques.  It was intended by
the Scripps Parties at the time The Cooking Channel was launched
that The Cooking Channel would be integrated into TFN to create a
unique pair of food-focused channels operating efficiently under
one infrastructure.

On August 27, 2010, Scripps made a capital contribution of all of
the outstanding membership interests of Cooking Channel, LLC, the
entity owning the assets comprising The Cooking Channel, to TFN,
resulting in Cooking Channel, LLC becoming a wholly-owned
subsidiary of TFN.  Based upon due diligence, the analysis
performed by Lazard Freres and Co. LLC, and extensive
negotiations, TCV agreed that the fair market value of the CC
Contribution is $350,000,000.

TCV wishes to make a capital contribution to TFN so that it may
continue to participate in the economic benefits of TFN without a
dilution of its percentage interest as result of the CC
Contribution.  The Debtors have determined that TCV must make a
capital contribution of $52,803,821 in order to avoid a dilution
of its ownership interest.

The Debtors said in court papers that the financial projections
and asset valuations contained in the disclosure statement
accompanying their plan of reorganization anticipate that the TVC
Contribution will be made and therefore do not reflect TVC's
interest in TFN as being diluted.

The Debtors believe that the TCV Contribution represents a prudent
and advantageous investment.  Failure to make the TVC Contribution
would, in the opinion of both the Debtors and Lazard, negatively
impact the distributable value available to creditor
constituencies in the Debtors' Chapter 11 cases, James F. Conlan,
Esq., at Sidley Austin LLP, in Chicago, Illinois, tells the Court.

                       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)


TRIBUNE CO: Illinois Court Certifies Workers' ERISA Suit
--------------------------------------------------------
Judge Rebecca R. Pallmeyer of the United States District Court for
the Northern District of Illinois certified a class of Tribune Co.
employees who allege that GreatBanc Trust Co. breached its
fiduciary duty to protect worker benefits when it oversaw the
Company's 2007 leveraged buyout.

The Illinois Action was filed in September 2008 by Dan Neil and
former Los Angeles Times employees Corie Brown, Henry Weinstein,
Walter Roche, Jr., Myron Levin, and Julie Makinen against Samuel
Zell and GreatBanc.  The former employees alleged violations of
the Employee Retirement and Income Security Act and common law
breach of fiduciary duty and aiding and abetting breaches of
fiduciary duty.

Judge Pallmeyer also refused to cap damages against GreatBanc for
purchasing $250 million in unregistered shares from Tribune Co.
rather than buying Tribune stock on the open market in the first
stage of the 2007 LBO.  In November 2010, the judge found that
GreatBanc violated its fiduciary duty by purchasing shares that
couldn't readily be traded, which is a prohibited transaction
under the federal law governing ESOPs.

GreatBanc had sought to limit its liability to either the $2.8
million cash principal payment made on the loan that funded the
stock purchase before Tribune filed for bankruptcy in 2008, or,
alternatively, the $15.3 million principal and interest paid at
that time, Chicago Breaking Business said.

The plaintiffs contend that about 11,000 current and former
Tribune employees were harmed by the transaction and are eligible
to collect damages.  The class is limited to Tribune ESOP
participants who received an allocation of Tribune stock and were
employed on Dec. 31, 2008, Chicago Breaking Business quoted Daniel
Feinberg, an attorney representing the employees in the lawsuit,
as saying.

Judge Pallmeyer indicated that she may be willing to narrow the
class, dropping about 4,000 workers who were laid off or took buy-
outs and signed waivers to ERISA litigation as part of their
severance packages, according to the report.

                       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)


UNIVERSAL BUILDING: Clean-up Expense Not Administrative Claim
-------------------------------------------------------------
Bankruptcy Judge Mary F. Walrath denied the request of UBP
Acquisition Corp. for payment of an administrative claim in the
bankruptcy cases of Universal Building Products Inc. and its
affiliates.

Upon filing for bankruptcy, the Debtors filed a motion to approve
a sale of substantially all of their assets to UBPAC, their
prepetition lender, and a motion for approval of DIP financing to
allow for the sale process to continue with a projected sale
hearing date in early September.  On Aug. 19, 2010, the Official
Creditors' Committee filed preliminary objections to the motions
for approval of the sale procedures and the final DIP financing.
At the Aug. 23 hearing on those motions, a global settlement among
the Debtors, the Committee, and UBPAC was announced pursuant to
which the Committee withdrew its objections and the parties agreed
to schedule the sale hearing for Sept. 7, 2010.  In exchange,
UBPAC agreed to allow any excess funds from the DIP budget and the
avoidance actions to be transferred to a liquidating trust for the
benefit of the unsecured creditors pursuant to an agreed plan of
reorganization.  After additional notice and hearing, the Court
approved the proposed procedure and ultimately the sale to UBPAC
was approved on Sept. 7.

On Oct. 6 and 13, 2010, the Court entered orders that, taken
together, rejected all of the Debtors' real estate leases.  The
Budget attached to the Final DIP Order included the Debtors' costs
required to clean the facilities upon termination of the leases in
accordance with the applicable lease terms.  The total line item
allocated to clean-up costs for all facilities was $635,000.
After the sale was approved, UBPAC (through its affiliate, Dayton
Superior Corp.) paid certain vendors and service providers
directly for clean-up and exit costs related to the Debtors'
vacating the eased facilities and UBPAC taking possession of the
acquired assets.  At the time of Dayton's actions, the Debtors had
not commenced any clean-up of their own.  Following Dayton's
clean-up and exit, UBPAC filed an application for payment of an
administrative expense claim for such costs in the amount of
$674,964.

The Debtors objected.

UBPAC argues that its efforts to leave the Debtors' sites in
"broom-swept" condition benefitted the estate by preventing the
Debtors from having to pay the clean-up costs required under their
respective leases.

The Court disagrees for two reasons. First, the actions taken by
UBPAC to clean up the Debtors' facilities were not "actual and
necessary" but were purely voluntary.  The APA did not contain any
obligation of UBPAC to do the clean-up, and there is no evidence
that the Debtors requested that UBPAC do so.  Second, UBPAC's
actions did not preserve the estate but could have actually harmed
the estates.  The Debtors are the ones obligated under the leases
to leave the premises in broom-swept condition, but they made a
determination not to perform the clean-up because the leases were
being rejected.  As a result, the landlords' claims for the clean-
up costs would have been part of their rejection damages which are
treated as prepetition claims.

In fact, rather than benefit the estate, UBPAC's administrative
claim would actually drain it.  By performing the clean-up, UBPAC
seeks to elevate the costs of clean-up from a prepetition claim to
an administrative expense claim.  It is the landlords that are
receiving a benefit, not the estate.

A copy of Judge Walrath's March 7, 2011 Opinion is available at
http://is.gd/FxbDEdfrom Leagle.com.

                      About Universal Building

Westminster, California-based Universal Building Products, Inc.,
dba UBP, filed for Chapter 11 bankruptcy protection on August 3,
2010 (Bankr. D. Del. Case No. 10-12453).  Mark Minuti, Esq.,
MaryJo Bellew, Esq., and Teresa K.D. Currier, Esq., at Saul Ewing
LLP, represents the Debtor.  UBP estimated $1 million to
$10 million in assets and $10 million to $50 million in debts in
its petition.

The Debtor's affiliates Accubrace, Inc. (Bankr. D. Del. Case No.
10-12454), Don De Cristo Concrete Accessories, Inc. (Case No. 10-
12455), Form-Co, Inc. (Case No. 10-12456), and Universal Form
Clamp, Inc. (Case No. 10-12457), filed separate Chapter 11
petitions on August 4, 2010.  Accubrace estimated $500,001 to
$1 million in assets and $10 million to $50 million in debts.
Universal Form Clamp, Inc, an affiliate, disclosed $62,384,813 in
assets and $50,837,823 in liabilities as of the Chapter 11 filing.

The Garden City Group, Inc., serves as the Debtors' claims and
noticing agent.


URBAN WEST: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Urban West Rincon Developers II, LLC
        c/o David Kriozere
        489 Harrison Street, #306
        San Francisco, CA 94105

Bankruptcy Case No.: 11-30924

Chapter 11 Petition Date: March 9, 2011

Court: U.S. Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Dennis Montali

Debtor's Counsel: Heinz Binder, Esq.
                  Roya Shakoori, Esq.
                  LAW OFFICES OF BINDER AND MALTER
                  2775 Park Avenue
                  Santa Clara, CA 95050
                  Tel: (408) 295-1700
                  E-mail: heinz@bindermalter.com
                          roya@bindermalter.com

Scheduled Assets: $28,851,986

Scheduled Debts: $39,180,356

The petition was signed by David Kriozere, vice president of The
Kriozere Corporation, et al.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Project Management Advisors, Inc.  Trade Debt             $190,801
150 South Wacker Drive, Suite 670
Chicago, IL 60606

Solomon Cordell Buenz &            Trade Debt             $108,877
Associates, Inc.
625 North Michigan Avenue, Suite 800
Chicago, IL 60611

Marelich Mechanical Co., Inc.      Trade Debt              $80,181
24041 Amador Street
Hayward, CA 94544-1201

SASCO                              Trade Debt              $66,250

Allied Fire Protection             Trade Debt              $50,000

Luce Forward Hamilton & Scripps    Legal Fees              $49,187

Bovis Lend Lease Inc.              Trade Debt              $41,890

FireStar Communications, Inc.      Trade Debt              $29,548

Wilsey Ham                         Trade Debt              $16,563

Construction Analysts, Inc.        Trade Debt              $14,955

CB Engineers                       Trade Debt              $13,150

Treadwell & Rollo                  Trade Debt              $11,741

Farella Braun & Martel             Trade Debt              $10,915

University of Western Ontario      Trade Debt               $4,500

Cliff Lowe Associates, Inc.        Trade Debt               $3,699

North American Curtainwall         Trade Debt               $3,689

John P. Lucy, An Accountancy Corp. Trade Debt               $3,300

Shenyang Yuanda Aluminum Industry  Trade Debt               $3,214

Rolf Jensen & Associates, Inc.     Trade Debt               $2,500

Jaidin Consulting Group            Trade Debt               $2,349


VALLEJO, CA: Told to Amend Disclosure by March 29
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the hearing where Vallejo, California, hopes the
bankruptcy judge will approve a disclosure statement will take
place April 11.  The revised description of the Chapter 9
municipal reorganization plan is due March 29.

According to Mr. Rochelle, the bankruptcy judge this week filed a
written memorandum listing the 15 complaints by creditors about
adequacy of disclosure.  The judge agreed that some items require
better explanation while others don't.

The plan, Mr. Rochelle relates, restructures $50 million of
publicly held debt secured by leases on public buildings. It also
adjusts the claims and benefits of current and former city
employees. It doesn't affect pensions.

                       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.


VERENIUM CORPORATION: Incurs $5.35 Million Net Loss in 2010
-----------------------------------------------------------
Verenium Corporation filed its annual report on Form 10-K with the
U.S. Securities and Exchange Commission reporting a net loss of
$5.35 million on $52.07 million of total revenue for the year
ended Dec. 31, 2010, compared with a net loss of $56.24 million on
$48.82 million of total revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $111.75
million in total assets, $108.58 million in total liabilities and
$3.17 million in total stockholders' equity.

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

               http://ResearchArchives.com/t/s?74c0

                    About Verenium Corporation

Cambridge, Mass.-based Verenium Corporation (NASDAQ: VRNM) --
http://www.verenium.com/-- is a pioneer in the development and
commercialization of high-performance enzymes for use in
industrial processes.  Verenium currently sells enzymes developed
using its R&D capabilities to industrial customers globally for
use in markets including biofuels, animal health and oil seed
processing

As reported in the Troubled Company Reporter on March 19, 2010,
Ernst & Young LLP, in San Diego, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that of the Company's recurring
operating losses and accumulated deficit of $630.0 million at
Dec. 31, 2009


* Moody's Gives Banking Industry Credit Update for 4th Quarter
--------------------------------------------------------------
In its latest quarterly credit update on the U.S. banking
industry, Moody's Investors Service said that although rated bank
asset quality continues to improve, it is maintaining its negative
credit outlook on the system.

"Although loan charge-offs decreased for a fifth consecutive
quarter, and non-performers and early-stage delinquencies improved
across all major asset classes, asset quality indicators are still
very weak by historical standards," said Vice President Joseph
Pucella.

Moody's expects a slow and uneven return to normal credit
conditions over the next twelve months.  While the likelihood of
another downturn in the global economy has diminished, further
deterioration could take a heavy toll on U.S. bank asset quality
and therefore ratings, absent mitigating actions to bolster
capital.

"We estimate that rated U.S. banks have now recognized about
three-fourths of their crisis-related loan charge-offs," Mr.
Pucella said.  "And though sizeable, remaining losses are
certainly manageable in the context of banks' pre-provision income
and the reserves they have built over the past couple of years."

The report discusses the fundamental credit conditions of the U.S.
banking industry, as well as the actual loss experience for rated
U.S. banks through the fourth quarter of 2010 in comparison to
Moody's loss estimates.

Report highlights:

   -- Loan charge-offs have decreased on an aggregate basis for
      five consecutive quarters and were 2.6% of loans in the
      fourth quarter, the lowest level since the fourth quarter of
      2008, but still near historic highs.  All major asset
      classes showed improvement in charge-offs during the fourth
      quarter.

   -- Non-performing loans were approximately 4.2% of loans at
      Dec. 31, 2010, the lowest level since March 2009.

   -- Moody's estimates that rated U.S. banks will incur
      $744 billion of loan charge-offs between 2008 and 2011.
      Moody's estimates $548 billion of these losses have been
      recognized, leaving $198 billion, or 27%, remaining. On

       an asset class basis, Moody's estimates 77% of residential
       mortgage losses have been taken versus 58% for commercial
       real estate.

    -- The rated U.S. banks' loan loss allowance stood at
       $193 billion (3.7% of loans) and tangible common equity was
       $638 billion at Dec. 31, 2010.

    -- Moody's has incorporated our expected loss estimates into
       its views of banks' capital adequacy and its ratings.
       However, its rating outlooks, about half of which remain
       negative, are influenced by the potential for a worse-than-
       expected macroeconomic environment.  More severe
       macroeconomic developments, the probability of which it
       places at 10% to 20%, would significantly strain U.S. bank
       fundamental credit quality.

The report is titled "U.S. Banking Industry Quarterly Credit
Update -- 4Q10" and is available on http://www.Moodys.com/


* BOOK REVIEW: Performance Evaluation of Hedge Funds
----------------------------------------------------
Edited by Greg N. Gregoriou, Fabrice Rouah, and Komlan Sedzro
Publisher: Beard Books
Hardcover: 203 pages
Listprice: $59.95
Review by Henry Berry

Hedge funds can be traced back to 1949 when Alfred Winslow Jones
formed the first one to "hedge" his investments in the stock
market by betting that some stocks would go up and others down.
However, it has only been within the past decade that hedge funds
have exploded in growth.  The rise of global markets and the
uncertainties that have arisen from the valuation of different
currencies have given a boost to hedge funds.  In 1998, there
were approximately 3,500 hedge funds, managing capital of about
$150 billion.  By mid-2006, 9,000 hedge funds were managing
$1.2 trillion in assets.

Despite their growing prominence in the investment community,
hedge funds are only vaguely understood by most people.
Performance Evaluation of Hedge Funds addresses this shortcoming.
The book describes the structure, workings, purpose, and goals of
hedge funds.  While hedge funds are loosely defined as "funds with
no rules," the editors define these funds more usefully as
"privately pooled investments, usually structured as a partnership
between the fund managers and the investors."  The authors then
expand upon this definition by explaining what sorts of
investments hedge funds are, the work of the managers, and the
reasons investors join a hedge fund and what they are looking for
in doing so.

For example, hedge funds are characterized as an "important avenue
for investors opting to diversify their traditional portfolios and
better control risk" -- an apt characterization considering their
tremendous growth over the last decade.  The qualifications to
join a hedge fund generally include a net worth in excess of
$1 million; thus, funds are for high net-worth individuals and
institutional investors such as foundations, life insurance
companies, endowments, and investment banks.  However, there are
many individuals with net worths below $1 million that take part
in hedge funds by pooling funds in financial entities that are
then eligible for a hedge fund.

This book discusses why hedge funds have become "notorious as
speculating vehicles," in part because of highly publicized
incidents, both pro and con.  For example, George Soros made
$1 billion in 1992 by betting against the British pound.
Conversely, the hedge fund Long-Term Capital Management (LTCP)
imploded in 1998, with losses totalling $4.6 billion.
Nonetheless, these are the exceptions rather than the rule, and
the editors offer statistics, studies, and other research showing
that the "volatility of hedge funds is closer to that of bonds
than mutual funds or equities."

After clarifying what hedge funds are and are not, the book
explains how to analyze hedge fund performance and select a
successful hedge fund.  It is here that the book has its greatest
utility, and the text is supplemented with graphs, tables, and
formulas.

The analysis makes one thing clear: for some investors, hedge
funds are an investment worth considering.  Most have a
demonstrable record of investment performance and the risk is low,
contrary to common perception. Investors who have the necessary
capital to invest in a hedge fund or readers who aspire to join
that select club will want to absorb the research, information,
analyses, commentary, and guidance of this unique book.

Greg N. Gregoriou teaches at U. S. and Canadian universities and
does research for large corporations. Fabrice Rouah also teaches
at the university level and does financial research.  Komlan
Sedzro is a professor of finance at the University of Quebec and
an advisor to the Montreal Derivatives Exchange.

                           *********

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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