TCR_Public/110321.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, March 21, 2011, Vol. 15, No. 79

                            Headlines

3 G PROPERTIES: Unsecureds Get Nothing in Liquidation Scenario
A-NGAE1 LLC: Hearing to Schedule Plan Process on Wednesday
AEOLOUS PHARMACEUTICALS: Skibsted Has Right to Buy 360,000 Shares
AGS HOLDINGS: Moody's Gives 'Caa1'; Corrects Outlook to 'Stable'
AIRPORT GARDEN: Case Summary & 20 Largest Unsecured Creditors

ALION SCIENCE: Credit Suisse Hikes Revolver to $35 Million
AMERICANWEST BANCORP: Files Chapter 11 Plan of Distribution, DS
BIOLASE TECHNOLOGY: Presents at 23rd Growth Stock Conference
BLOCKBUSTER INC: Clearview Palms Seeks Immediate Payment of Lease
BLOCKBUSTER INC: Icahn Wins Dismissal of Creditor's Suit

BRUGNARA PROPERTIES: Plan Outline Hearing Continued to April 13
BUILDERS SHOWCASE: Case Summary & 20 Largest Unsecured Creditors
BUNGE LIMITED: Moody's Gives 'Ba1' Rating to Preferred Shares
C S HOTEL: Case Summary & 20 Largest Unsecured Creditors
CAFE FUNCHAL INC: Case Summary & 20 Largest Unsecured Creditors

CAFE FUNCHAL REAL: Case Summary & 2 Largest Unsecured Creditors
CARBON BEACH: April Hearing Set for Disclosure Statement, Others
CB HOLDINGS: Has Green Light to Sell 7 Liquor Licenses
CHAMPION LANES: Voluntary Chapter 11 Case Summary
CLAVERACK FOOD: Case Summary & 19 Largest Unsecured Creditors

CM CAPITAL: Faces License Revocation Due to Insolvency
COLONIAL BANCGROUP: SEC Charges Ex-Supervisor for $1.5-Bil. Fraud
COSINE COMMUNICATIONS: Terminates Registration of Common Stock
D&EP LLC: Case Summary & Largest Unsecured Creditor
DIETRICH'S SPECIALTY: Wins OK to Sell Assets for $6.2MM to Diehl

DJD-038 TRUST: Involuntary Chapter 11 Case Summary
EASTMAN KODAK: Debra Lee Won't Seek Re-Election to Board
EPIC ENERGY: Case Summary & 19 Largest Unsecured Creditors
GAS CITY: Has Accord With Lenders on Sale Proceeds Allocation
GENERAL MARITIME: In Talks for Potential Restructuring

GENERAL MOTORS: Seeks Court OK for Class Action Settlement
GLOBAL CROSSING LTD: Incurs $172-Mil. Net Loss in 2010
GREAT ATLANTIC: Court OKs Hilco as Real Estate Advisor
HENDRIX-BARNHILL: Case Summary & 20 Largest Unsecured Creditors
HCA HOLDINGS: Sells at $30 Apiece in Biggest US Private Equity IPO

HCA HOLDINGS: Appoints J. Light and G. Meyers as Directors
HI HOTEL: Case Summary & 20 Largest Unsecured Creditors
HOMELAND SECURITY: Posts $1.37-Mil. Net Income Fiscal Q2
IA GLOBAL: Unable to Timely File Dec. 31 Form 10-Q
IMAGE METRICS: Restates Fin'l Statements for Q1 and Q2 of 2010

INTEGRATED BIOPHARMA: Posts $423,000 Net Loss in Dec. 31 Quarter
ISTAR FINANCIAL: Chief Accounting Officer Owns 874 Shares
JARDEN CORP: S&P Assigns 'BB+' Rating to $1.25 Bil. Senior Notes
JOHNNY ROCKETS: Case Summary & 20 Largest Unsecured Creditors
JUNO MOTHER EARTH: Faces SEC Charges Over Investment Fraud

KV PHARMA: To Report Material Weaknesses, Going Concern Doubt
KEYSTONE AUTOMOTIVE: 9.75% Senior Notes Exchange Offer Expired
LITTLE TOKYO: Kyoto Grand Owner Reaches Deal for Bankruptcy Exit
LTAP US: Strikes Settlement With Life Wells Fargo
MAGIC BRANDS: Exclusive Solicitation Period Extended to June 20

MARGARITA LYDIA: Case Summary & 3 Largest Unsecured Creditors
MOLECULAR INSIGHT: Judge Approves Plan Support, Financing Deals
MORENA TILES: Case Summary & 20 Largest Unsecured Creditors
MORGANS HOTEL: Files Form 10-K; Net Loss at $83.64 Million
MPG OFFICE: Incurs $197.94 Million Net Loss in 2010

MPG OFFICE: Registers Potential Resale of 6.44MM Common Stock
MT. ZION: Has Interim Access to PNC Bank's Cash Collateral
N & D: Case Summary & 3 Largest Unsecured Creditors
NEC HOLDING: Committee Hires Environmental Consultant
NEC HOLDINGS: Rejects Pact for Dallas Cowboys Stadium Seats

NEC HOLDINGS: Sues Insurer to Recover $8 Million in Collateral
NEC HOLDINGS: Sues Linde, Airco for Remediation Costs
NEXSTAR BROADCASTING: Files Form 10-K; Posts $1.81MM Net Loss
NUVILEX INC: Restates 2009 Financial Statements
O&G LEASING: Mediation Conference Begins Wednesday

OSI RESTAURANT: Says Comp.-Store Sales Up for 3rd Straight Qtr.
PAVILIONS SHOPPING: Case Summary & 20 Largest Unsecured Creditors
PCH USA: Case Summary & Largest Unsecured Creditor
PINK MOON: Involuntary Chapter 11 Case Summary
PRETIUM PACKAGING: Moody's Assigns 'B3' Corporate Family Rating

PRM DEVELOPMENT: Lender Files Liquidating Plan of Reorganization
PROVO CRAFT: S&P Cuts Corporate to 'CCC' as Covenants Breach Looms
RADIOLOGY AND DIAGNOSTICS: Files For Chapter 11 Protection
RADIOLOGY & DIAGNOSTICS: Case Summary & 7 Largest Unsec Creditors
RADIO ONE: Files Form 10-K; Posts $26.62 Million Net Loss

ROBB & STUCKY: To Cut 380 Positions in Early May
ROYAL INVEST: European Subsidiary Faces Bankruptcy Proceedings
SABRE DEFENCE: Clears Manroy to Buy Assets for Nearly $5-Mil.
SAN MARCOS: Case Summary & 20 Largest Unsecured Creditors
SAND HILL: Panel Hires Engineer to Study Salt Water Disposal Wells

SCC/HARMONY GROVE: Involuntary Chapter 11 Case Summary
SEAHAWK DRILLING: Creditors Panel Hires Heller Draper as Counsel
SEAHAWK DRILLING: Equity Panel Hires Akin Gump as Counsel
SEAHAWK DRILLING: Equity Panel Hires Duff & Phelps as Advisors
SECUREALERT INC: Posts $2.07 Million Net Loss in Dec. 31 Quarter

SEITEL INC: Posts $2.7 Million Net Loss in Q4 2010
SENSIVIDA MEDICAL: M. Lydon Has Option to Buy 400,000 Shares
SEQUENOM INC: Registers 400,000 for New-Hire Incentive Plan
SEVERN BANCORP: Reports $1.15 Million Net Income in 2010
SINCLAIR BROADCAST: Unit Pays $45MM Under Term Loan B Facility

SINOFRESH HEALTHCARE: Withdraws Termination of Common Shares
SKY LOFTS: Has Court Okay to Hire EisnerAmper as Accountants
SMART-TEK SOLUTIONS: Posts $516,869 Net Income in Dec. 31 Quarter
SMITHFIELD FOODS: Fitch to Keep B+ Rating Despite High Corn Prices
SOUTH EDGE: Sec. 341 Creditors' Meeting Set for March 31

SOUTH PADRE: Has Green Light to Hire Wilkins as Counsel
STILLWATER MINING: Reports $50.36 Million Net Income in 2010
STRADELLA INVESTMENTS: Files Schedules of Assets & Liabilities
SUFFOLK OFF-TRACK BETTING: Gets Go Signal to File for Chapter 9
SUMMIT HOTEL: Terminates Registration of Class A Interests

SUMMIT HOTEL: Steven Kirby Does Not Own Common Shares
SUMMIT HOTEL: Boekelheide, Koehler Class A Shares All Converted
SUN CONTROL: U.S. Trustee Unable to Form Creditors Committee
SUNNY ENTERPRISES: Voluntary Chapter 11 Case Summary
SUPERIOR ACQUISITIONS: Chapter 11 Trustee Hires Accountant

SURGERY CENTER: Moody's Assigns 'B1' Corporate Family Rating
TAMPA SKATING: Hires Equity Partners to Search for Buyers
TBS INTERNATIONAL: Incurs $247.76 Million Net Loss in 2010
TECO ENERGY: S&P Revises Subsidiaries' Outlooks to Positive
TELTRONICS INC: Gregory Barr Acquires 202,000 Common Shares

TEMPUS MARKETING: Case Summary & 20 Largest Unsecured Creditors
TIB FINANCIAL: North American Holds 97.2% Equity Stake
TLRX LLC: Case Summary & 7 Largest Unsecured Creditors
TRADE UNION: Files Schedules of Assets and Liabilities
TRADE UNION: Hearing on Bid for Ch. 11 Trustee on March 29

TRANS-LUX CORPORATION: Common Stock Delisted From NYSE Amex
TSG INC: Court Okays Sale of Assets to First Quality
TSG INC: Court Sets April 6 Plan Confirmation Hearing
UNIFI INC: Pinnacle Associates Discloses 6.1% Equity Stake
UNIFI INC: Suzanne Present Owns 393,666 Common Shares

UNIGENE LABORATORIES: Doses First Patient in Phase 2 PTH Study
UNI-PIXEL INC: To Present at ROTH's 23rd Growth Stock Conference
UNISYS CORP: Reports $236.10 Million Net Income in 2010
UNITED WESTERN: Delisted From NASDAQ Stock Market
URBAN WEST: Files Schedules of Assets & Liabilities

US CORP: Involuntary Chapter 11 Case Summary
US FARMS: President, CEO, CFO and COO Resign from Posts
USI HOLDINGS: S&P Assigns 'B-' for Senior Secured Term Loan
UTSTARCOM INC: Incurs $65.29 Million Net Loss in 2010
VENATANA HILLS: Court Approves CB Richard as Appraiser

VERANO AT DELRAY: Case Summary & 20 Largest Unsecured Creditors
VERENIUM CORP: William Baum Disposes of 180 Common Shares
VERONA STONE: Case Summary & 20 Largest Unsecured Creditors
VERTRUE INCORPORATED: Moody's Cuts Corporate Family Rating to 'B3'
VISION SOLUTIONS: Moody's Junks Rating on Sr. Sec. 2nd Lien Debt

VISION SOLUTIONS: S&P Rates First-Lien Credit Facility at 'BB-'
VISUALANT INC: Posts $258,000 Net Loss in Dec. 31 Quarter
WARNER MUSIC: PP&S Agreements Treated as Confidential
WAVE SYSTEMS: Incurs $4.12 Million Net Loss in 2010
WELLCARE HEALTH: S&P Affirms 'B'; Outlook Revised to Positive

WESCO AIRCRAFT: Moody's Upgrades Corp. Family Rating to 'Ba3'
WESTMORELAND COAL: Jennifer Grafton Owns 1,756 Common Shares
WESTMORELAND COAL: Three Directors Do Not Own Any Securities
WINDMILL DURANGO: Allegiant Air Says Plan Unconfirmable
WJO INC: Creditors Panel Can Hire Keifer & Tsarouhis as Counsel

WJO INC: Ombudsman Seeks to Hire Eckert as Bankr. Counsel
WJO INC: Ombudsman Seeks to Hire Medical Operations Advisor
WJO INC: Taps Pond Lehocky as Counsel for Workers Salary Issues
WORLDGATE COMMS: Two Top Execs Resign; To Slash 65% of Workforce
YRC WORLDWIDE: 4 Yrs. of Losses; Restructuring Among Alternatives

YRC WORLDWIDE: Amends Bylaws to Modify Notice Requirements
YRC WORLDWIDE: S&P Cuts Rating to 'CC' on Rising Liquidity Woes
Z TRIM HOLDINGS: Inks Investment Banking Agreement with Legend
ZIP PROPERTIES: Files for Chapter 7 Bankruptcy Protection

* Fitch Says High Corn Prices Won't Move Ratings of Protein Cos.

* FDIC Paid $9 Billion in Loss-Share Deals, WSJ Says
* Sidley Austin's Bjork Earns Spot in Law360's Lawyers to Watch
* DLA Piper Nabs Edwards Angell Attorneys for Del. Office
* Kirkland's Seligman Earns Spot on Law360's Lawyers to Watch
* Mesirow Chief Executive Officer Jim Tyree Dies at 53

* BOND PRICING -- For Week From March 14 - 18, 2011


                            *********


3 G PROPERTIES: Unsecureds Get Nothing in Liquidation Scenario
--------------------------------------------------------------
3 G Properties, LLC, said in papers filed with the Bankruptcy
Court last week that unsecured creditors under a liquidation
scenario will get nothing.  Under its plan, unsecured creditors
will get 100% recovery.

The Debtor on March 15 filed with the Bankruptcy Court an amended
disclosure statement and accompanying liquidation analysis, at the
directive of Judge J. Rich Leonard.  The bankruptcy-exit plan was
filed Dec. 12.

A hearing was held on Feb. 22, 2011, in Raleigh, North Carolina,
to consider approval of the Debtor's plan documents.  At the
hearing, the Debtor indicated a willingness to amend certain
portions of its disclosure statement.  The Court required further
amendments in addition to those being voluntarily made; and, set a
deadline of 21 days from the hearing by which the Debtor must
comply.  Judge Leonard also overruled objections to the Debtor's
disclosure statement.

The Debtor's Plan classifies claims into 13 Classes of creditors.
The first three classes relate to costs of administration and
priority claims under the Bankruptcy Code, and the treatment of
each is governed by specific provisions of the Bankruptcy Code.
Classes 4 through 12 related to classes that are treated as
secured creditor classes.  Class 13 relates to allowed unsecured
creditor claims.

The Plan provides for the payment of all allowed, non-insider
creditor claims in full.  Any deferred payments are subject to an
applicable interest rate component, such that each creditor will
receive the present value of its respective claim in full.

The Plan provides that the Class 13 claims of general unsecured
Allowed Claims will be paid 100% of their claims, plus interest
accrued at 5% fixed, simple interest until date of payment.

Class 14 (LLC Member Interests) is comprised of all ownership
interests of the Members of 3 G Properties, LLC, comprised of
James M. Adams, Sr. and James D. Goldston, III.  3 G Properties
is owned 50% each by James M. Adams, Sr. and James D. Goldston,
III.  The Plan provides that the Class 14 LLC Member Interests
will be retained; however, the retained Member Interests will be
subordinate to all payments to creditors provided for in the Plan.

Since the Chapter 11 filing, the Debtor has continued its
sales and marketing efforts during the Chapter 11 proceeding by
entering into Exclusive Right to Sell Listing Agreements with
NAI Carolantic Realty, Inc., for all of the real property owned
by the Debtor.  The Debtor selected NAI Carolantic because of
its reputation and experience both locally and nationally.

The principal broker with NAI Carolantic assisting the Debtor in
its sales and marketing efforts is Scott Hadley.  The Bankruptcy
Court authorized the employment of NAI Carolantic by the Debtor in
October 2010.  Since being engaged NAI Carolantic has diligently
marketed all of the Debtor's real property for sale.

The Debtor principally operates two real estate projects located
primarily in Granville County, North Carolina: Triangle North
Development, an industrial tract and vacant excess land reserved
for additional phases, located in Oxford, North Carolina; and
Highland Trails Development, a mixed use development project in
Butner, North Carolina.

According to the liquidation analysis prepared by the Debtor,
in a hypothetical Chapter 7 liquidation, the Triangle North
Development has a liquidation value of $8,554,000, assuming
35% forced, distress sale reduction.   The Debtor expect the
project to fetch $13,160,000 if orderly marketing is conducted
as allowed by terms of the Plan.  The property has a market
value of $14,000,000 pursuant to a Nov. 1, 2010 appraisal
commissioned by and conducted for Capital Bank by Williams
Appraisers, Inc., less a 6% realtor commission.

The Triangle North Development is encumbered by: (1) a first
deed of trust in favor of Capital Bank in an approximate amount
of $8,408,367, (2) a second deed of trust in favor of James M.
Adams, Sr. in the approximate amount of $330,000, (3) a third
deed of trust in favor of Goldston Family Lim. Liab. LP #2 in
the approximate amount of $1,250,000, (4) a fourth deed of trust
in favor of County of Granville in the approximate amount of
$1,400,000, and (5) a fifth deed of trust in favor of Kerr Tar
Regional Econ. Dev. Corp. in the approximate amount of $0.

The Debtor expects the Highland Trails Development to fetch
$4,745,000 in a hypothetical Chapter 7 liquidation, assuming 35%
forced, distress sale reduction.  The property is anticipated to
sell for $6,862,000 if orderly marketing is conducted as allowed
by terms of the Plan.  The property has a listing price of
$7,300,000 with NAI Carolantic, less a 6% broker's commission.

The Highland Trails Property is subject to first deeds of trust on
the residential and commercial portions in favor of Southern
Community Bank in an approximate amount of $6,767,605.

                       About 3 G Properties

Wake Forest, North Carolina-based 3 G Properties, LLC, filed for
Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 10-04763) June 14,
2010.  3 G Properties is a North Carolina limited liability
company formed on June 14, 2010 as a result of the statutory
merger of three existing North Carolina limited liability
companies: (1) Lake Glad Road Partners, LLC, (2) Lake Glad Road
Commercial, LLC, and (3) Granville Park Partners, LLC.   The
Debtor principally operates two real estate projects located
primarily in Granville County, North Carolina: Triangle North
Development and Highland Trails Development.

Gregory B. Crampton, Esq., and Kevin L. Sink, Esq., at Nicholls &
Crampton, P.A., represent the Company in its restructuring effort.
The Company estimated its assets and debts at $10 million to
$50 million as of the Petition Date.


A-NGAE1 LLC: Hearing to Schedule Plan Process on Wednesday
----------------------------------------------------------
A-NGAE1, LLC, will return to Bankruptcy Court on March 23 to seek
approval of its request for a combined hearing on (i) the adequacy
of the disclosure statement explaining its prepackaged plan of
reorganization, as amended, and (ii) the confirmation of that
plan.

The Debtor will also ask the Court at Wednesday's hearing to set a
deadline and establish procedures for objecting to the disclosure
statement and the amended plan.

As reported by the Troubled Company Reporter on Feb. 28, 2011,
A-NGAE1 filed with the U.S. Bankruptcy Court for the District of
Nevada amended its proposed plan of reorganization on Feb. 17,
2011.  The original plan was filed on July 27, 2009.

Under the amended plan, the old membership units will be cancelled
and the Debtor will issue the Class A Membership Interests in
the reorganized Debtor to the Debtor's lenders and the Class B
Membership Interests in the reorganized Debtor to the Debtor's
parent, N.G.A. #2, LLC.

The Debtor will adopt a new operating agreement, which will
supersede all other operating agreements in respect of the Debtor.
The new operating agreement will provide at all times that, upon
the sale of the Debtor's property, the proceeds will be paid first
to reimburse the makers of the supplemental capital contributions
for any amounts contributed plus an 8% annual return; second, to
the makers of the additional capital contributions for any amounts
contributed plus an 8% annual return; third, until the holders
of Class A Membership Interests have received the initial Class
A amount of $9.90 million, (a) 90% to the holders of Class A
Membership Interests on a pro rata basis, provided that the pro
rata distributions of the Class A members will be adjusted so
that the makers of the supplemental capital contributions receive
an additional 12% annual return at the expense of the Class A
members that didn't make an additional capital contribution, and
(b) 10% to the Parent; and fourth, 70% to the holders of Class A
Membership Interests on a pro rata basis and 30% to the Parent.

The Debtor will be managed by LEHM, LLC, which will be established
for the purpose of managing the Debtor after the effective date,
and the steering committee.  The Manager, with the assistance
of the developer Focus Investment Group, LLC, will perform all
of the pre-development and entitlement work that is necessary
and reasonable to prepare the Property for sale and improve the
entitlement and master planning status of the Property.  The
Manager will also market and sell the Property when commercially
reasonable, subject to the approval of the Steering Committee and
the holders of Class A Membership Interests.

A copy of the amended plan is available for free at:

           http://bankrupt.com/misc/A-ngaE1_amendedPlan.pdf

                        Treatment of Claims

Administrative claims will be paid in full in cash.

Allowed claims for professional fees will be paid in full in cash.

Class 1 - Property Tax Claims are unimpaired and holders will each
receive a single full cash payment and all accrued postpetition
interest.

Class 2 - Note Claims are impaired.  These are claims of the
Lenders under or in connection with that certain promissory note
dated as of July 11, 2006, in the original principal amount of
$9.90 million issued by the Parent, and assumed by the Debtor
prior to the Petition Date.  Holders of these claims will receive
their pro rata share of 100% of the Class A Membership Interests.

Class 3 - Old Membership Unit claims are impaired.  The Old
Membership Units will be exchanged for the Class B Membership
Interests.

                        Changes to the Plan

These provisions in the Original Plan were taken out in the
Amended Plan:

   (a) Approval of the plan by lenders holding 51% or more of
       the total amount of the allowed note claims would be
       deemed to constitute an action by the lenders to release
       John A. Ritter, the Guarantor, from all of its obligations
       under the Guarantee and would be binding upon all Lenders
       pursuant to the terms of Chapter 645B of the NRS as amended
       by Section 8 of AB 513; and

   (b) any judgment obtained before or after the confirmation date
       in any court other than the bankruptcy court would be null
       and void as a determination of the liability of the Debtor
       with respect to any debt treated by the plan.

                        About A-NGAE1, LLC

Las Vegas, Nevada-based A-NGAE1, LLC, a Nevada limited liability
company, filed for Chapter 11 bankruptcy protection on May 12,
2010 (Bankr. D. Nev. Case No. 10-18719).  Georganne W. Bradley,
Esq., at Kaempfer Crowell Et Al., serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at
$10 million to $50 million and debts at $1 million to $10 million
as of the Petition Date.

Affiliates B-SWDE3, LLC (Bankr. D. Nev. Case No. 09-29051), et
al., filed separate Chapter 11 petitions.


AEOLOUS PHARMACEUTICALS: Skibsted Has Right to Buy 360,000 Shares
-----------------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Russell Skibsted, chief financial officer at Aeolus
Pharmaecuticals, Inc., disclosed that he has a non-qualified stock
option for 360,000 shares of common stock of the Company.
Mr. Skibsted can buy the shares at $0.6 per share until Dec. 15,
2020.

                       Aeolus Pharmaceuticals

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

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

Haskell & White LLP, in Irvine, California, expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's 2009 results.  The independent auditors
noted that the Company has suffered recurring losses, negative
cash flows from operations and management believes the Company
does not currently possess sufficient working capital to fund its
operations past the second quarter of fiscal 2012.


AGS HOLDINGS: Moody's Gives 'Caa1'; Corrects Outlook to 'Stable'
----------------------------------------------------------------
Moody's Investors Service has corrected a press release,
substituting Negative for Stable at the end of the AGS LLC's
ratings list.  Revised release is:

Moody's assigned a Caa1 Corporate Family Rating and Caa1
Probability of Default Rating to AGS Holdings, LLC.  Moody's
also assigned a Caa1 rating to the company's proposed five year
$150 million second lien note offering.  The rating outlook is
stable.

The proceeds from the second lien note offering will be used to
fully repay approximately $134.4 million of debt at AGS LLC --
a wholly-owned direct subsidiary of AGS Holdings -- fund AGS
Holdings' future working capital needs, and pay transaction costs.
The second lien notes will be guaranteed by domestic subsidiaries
and secured by all assets but will be structurally subordinated to
a $30 million first lien revolving credit facility that is
expected to be put in place at a later date.

Moody's also affirmed AGS, LLC's existing ratings, including
its Caa2 Corporate Family rating.  Assuming the AGS Holdings
second lien note transaction closes, AGS, LLC's will no longer
have any outstanding debt and its ratings will be withdrawn.  By
refinancing AGS LLC's existing debt in full, AGS Holdings avoids
the probability of a technical covenant default under AGS LLC's
bank credit facilities.  If the proposed transaction does not
close, AGS, LLC's existing ratings could be lowered given the
company's likely covenant breach, need to amend its existing bank
agreement, and weak liquidity.

New AGS Holdings, LLC ratings assigned:

AGS Holdings, LLC

* Corporate Family Rating at Caa1

* Probability of Default Rating at Caa1

* $150 million secured second lien notes due 2016 at Caa1 (LGD 4,
  57%)

* Stable rating outlook

AGS, LLC ratings affirmed and to be withdrawn once proposed
transaction closes:

* Corporate Family Rating at Caa2
* Probability of Default Rating at Caa3
* Senior secured delayed draw term loan at Caa2 (LGD 3, 34%)
* Senior secured revolving credit facility at Caa2 (LGD 3, 34%)
* Senior secured term loan at Caa2 (LGD 3, 34%)
* Negative rating outlook

                        Ratings Rationale

AGS Holdings, LLC's Caa1 Corporate Family Rating reflects its very
small scale and significant geographic and customer revenue
concentration.  Annual revenues are less than $100 million.  The
ratings acknowledge that the company's primary competitors are
larger and better capitalized, and that there is a significant
reliance on a key third party supplier and a few key managers for
game development.  The ratings are supported by the company's
moderate leverage -- debt/EBITDA is about 4.6 times -- and Moody's
view that gaming demand has shown signs of stability which should
enable AGS to grow its installed base, revenue, and EBITDA, albeit
modestly.

The stable rating outlook considers AGS Holdings, LLC, good
liquidity profile.  Pro forma for the new $150 million second
lien note offering, AGS Holdings, LLC will have approximately
$16 million, no long-term scheduled debt maturities, and no
material maintenance-type financial covenants.  The company plans
to put in place a $30 million first lien revolving credit facility
-- and will be allowed to do so by the second lien indenture --
but it is not a condition to closing with respect to the proposed
second lien notes.  AGS Holdings, LLC will, however have cash on
hand of approximately $16 million, a portion of which may be
needed to fund working capital and planned investments.

AGS Holdings, LLC's ratings could be downgraded if the company
is not able to grow its installed base and increase EBITDA,
or if its liquidity profile deteriorates for any reason.  The
company's ratings could be upgraded if its new management team
can successfully execute its growth strategy and increase revenues
and earnings.

AGS Holdings, LLC, designs, manufactures, and operates Class II
and Class III gaming machines principally for the Native American
casino market.  The company has an installed base of about 7,700
machines in approximately 127 gaming facilities (principally
Native American casinos across Oklahoma), 10 other US states and
Mexico.  AGS is owned by affiliates of Alpine Investors II, LP.


AIRPORT GARDEN: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Airport Garden Investors LLC
        dba Hilton Garden Inn Columbus Airport
        c/o Lodging First, LLC
        4900 Blazer Parkway
        Dublin, OH 43017

Bankruptcy Case No.: 11-52556

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Southern District of Ohio (Columbus)

Judge: Charles M. Caldwell

Debtor's Counsel: Robert J. Morje, Esq.
                  P.O. Box 6545
                  600 South Pearl Street
                  Columbus, OH 43206
                  Tel: (614) 224-8000
                  Fax: (614) 588-8826
                  E-mail: rmorje.attorney@gmail.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ohsb11-52556.pdf

The petition was signed by Peter Coratola, manager.


ALION SCIENCE: Credit Suisse Hikes Revolver to $35 Million
----------------------------------------------------------
On March 11, 2011 Alion Science and Technology Corporation entered
into an Incremental Assumption Agreement and Amendment No. 2 by
and among the Company, the subsidiary guarantors of the Company
party thereto, the lenders party thereto and Credit Suisse AG,
Cayman Islands Branch, as administrative agent for the Lenders,
and as issuing bank, in connection with a Credit Agreement dated
as of March 22, 2010.

Pursuant to the Assumption and Amendment Agreement, the parties
agreed to: (i) increase the aggregate revolving credit commitment
under the Credit Agreement from $25 million to $35 million; (ii)
increase the Issuing Bank's aggregate letter of credit commitment
under the Credit Agreement from $10 million to $35 million, and
(iii) make certain conforming changes to the Credit Agreement to
eliminate certain distinctions among lender commitments by
amending and restating the Credit Agreement.

A copy of the Assumption and Amendment Agreement is available at
http://is.gd/IcqE73

A copy of the Amended and Restated Credit Agreement are available
for free at http://is.gd/nRey2E

                        About Alion Science

Alion Science and Technology Corporation, based in McLean,
Virginia, 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 Science reported 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.

                           *     *     *

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."


AMERICANWEST BANCORP: Files Chapter 11 Plan of Distribution, DS
---------------------------------------------------------------
BankruptcyData.com reports that AmericanWest Bancorporation filed
with the U.S. Bankruptcy Court a Chapter 11 Plan of Distribution
and Disclosure Statement.

BData says that under the Plan, claims and equity owners are
treated as follows:

     * Class 1 - Secured Claims: Holders of Allowed Secured
       Claims, have been paid in full in accordance with the loan
       documents on or before the distribution date.  Class 1
       Claims are unimpaired;

     * Class 2 - Unsecured Claims: On the distribution date, each
       holder of an Allowed Unsecured Claim shall be paid pro rata
       from the sums remaining in the Distribution Fund after
       payment in full of all Unclassified Claims and the claims
       in Class 1, and less any reserves for Disputed Claims or
       estimated remaining Administrative Expenses.  The Trusts
       will be responsible for distributions to their respective
       beneficiaries under their respective trust agreements after
       payment of applicable fees and expenses of the Indenture
       Trustees pursuant to the trust agreements.  Class 2 Claims
       are impaired;

     * Class 3 - Equity Interests: holders of Equity Interests
       will receive nothing on account of their equity interests,
       and all of the issued and outstanding stock of the Debtor
       will be cancelled as of the Effective Date.

                About AmericanWest Bancorporation

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

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

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

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

In December 2010, AmericanWest Bancorporation completed the sale
of all outstanding shares of its wholly-owned subsidiary,
AmericanWest Bank, to a wholly owned subsidiary of SKBHC Holdings
LLC, in a transaction approved by the U.S. Bankruptcy Court.


BIOLASE TECHNOLOGY: Presents at 23rd Growth Stock Conference
--------------------------------------------------------------
On March 16, 2011, Federico Pignatelli, chairman and chief
executive officer of Biolase Technology, Inc., delivered a
presentation at the Roth 23rd Annual Growth Stock Conference that
included a written communication comprised of slides.  The slides
from the presentation are available for free at
http://is.gd/VQmFIa

                     About BIOLASE Technology

Irvine, Calif.-based BIOLASE Technology, Inc. (NASDAQ: BLTI)
-- http://www.biolase.com/-- is a dental laser company.  The
Company develops, manufactures and markets Waterlase technology
and lasers and related products that advance the practice of
dentistry and medicine.

The Company reported a net loss of $12.02 million on
$26.22 million of net revenue for the year ended Dec. 31, 2010,
compared with a net loss of $2.95 million on $43.35 million of net
revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed
$18.15 million in total assets, $21.19 million in total
liabilities and a $3.04 million stockholders' deficit.

As reported in the Troubled Company Reporter on March 22, 2010,
BDO Seidman, LLP, in Costa Mesa, Calif., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company has suffered recurring losses from operations, has had
declining revenues, has limited financial resources at Dec. 31,
2009, and is substantially dependent upon its primary distributor
for future purchases of the Company's products.


BLOCKBUSTER INC: Clearview Palms Seeks Immediate Payment of Lease
-----------------------------------------------------------------
BankruptcyData.com reports that Clearview Palms Shopping Center in
New Orleans, Louisiana, filed with the U.S. Bankruptcy Court a
motion to compel immediate payment of $49,000 by Blockbuster and
allowing the claim as an administrative expense claim for space
the Debtors lease in the shopping center.

The Court scheduled an April 21, 2011 hearing on the matter.

                        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 (Bankr. S.D.N.Y. Case No. 10-14997) on Sept. 23,
2010.  Blockbuster 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.


BLOCKBUSTER INC: Icahn Wins Dismissal of Creditor's Suit
--------------------------------------------------------
Bankruptcy Law360 reports that the New York judge overseeing the
bankruptcy of Blockbuster Inc. threw out a bondholder's lawsuit
against former Blockbuster board member Carl Icahn on Thursday,
calling the allegations of misdeeds by the billionaire investor
"sparse."

Judge Burton R. Lifland of the U.S. Bankruptcy Court for the
Southern District of New York dismissed with prejudice Lyme Regis
Partners LLC's equitable subordination case against Mr. Icahn,
according to Law360.

                       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 (Bankr. S.D.N.Y. Case No. 10-14997) on Sept. 23,
2010.  Blockbuster 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.


BRUGNARA PROPERTIES: Plan Outline Hearing Continued to April 13
---------------------------------------------------------------
The Hon. Dennis Montali of the U.S. Bankruptcy Court for the
Northern District of California has further adjourned to April 13,
2011, the hearing to consider adequacy of the Disclosure Statement
explaining Brugnara Properties VI's proposed Chapter 11 Plan,
amended as of Jan. 18, 2011.

On Feb. 23, 2011, the Office of the U.S. Trustee for Region 17
filed an objection to the approval of the Disclosure Statement.

The Disclosure Statement Hearing was originally set for March 2,
2011.  Prior to the adjournment of the hearing, Judge Montali said
that he would drop from calendar the March 2 hearing, unless, by
4:30 p.m. on March 1, the Debtor filed Monthly Operating Reports
for September 2010 through January 2011, paid the U.S. Trustee
fees for the fourth quarter of 2010, and filed a declaration of
the responsible officer or counsel confirming payment of those
fees.

On March 3, 2011, the Debtor filed the Declaration of Katherine
Brugnara in support of payment of quarterly U.S. Trustee's fees.
On that same day, the Debtor filed Monthly Operating Reports for
September 2010 through January 2011.

The Debtor's counsel can be reached at:

     Joel K. Belway, Esq.
     THE LAW OFFICE OF JOEL K. BELWAY
     Professional Corporation
     235 Montgomery St., Suite 668
     San Francisco, CA 94104
     Tel: (415) 788-1702
     Fax: (415) 788-1517

                   About Brugnara Properties VI

San Francisco, California-based Brugnara Properties VI owns a real
property located at 224 Sea Cliff Avenue, San Francisco,
California.  The Company filed for Chapter 11 protection (Bankr.
N.D. Calif. Case No. 10-33637) on Sept. 17, 2010.  The Company
disclosed $17,800,000 in assets and $11,667,750 in liabilities as
of the Chapter 11 filing.


BUILDERS SHOWCASE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Builders Showcase Interiors, Inc.
        70007 Highway 111
        Rancho Mirage, CA 92270

Bankruptcy Case No.: 11-18468

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Mark S. Wallace

Debtor's Counsel: James C. Bastian, Jr., Esq.
                  SHULMAN HODGES & BASTIAN LLP
                  26632 Towne Centre Dr #300
                  Foothill Ranch, CA 92610-2808
                  Tel: (949) 340-3400
                  E-mail: jbastian@shbllp.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/cacb11-18468.pdf

The petition was signed by Jack P. Downes, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

   Debtor                              Case No.  Petition Date
   ------                              --------  -------------
Boardroom Properties                   11-16499     02/28/11
S&J Property Holdings, LLC             11-16514     02/28/11
Morena Tile San Juan, Inc.             11-18465     03/15/11
Verona Stone Werx                      11-18467     03/15/11


BUNGE LIMITED: Moody's Gives 'Ba1' Rating to Preferred Shares
-------------------------------------------------------------
Moody's Investors Service has assigned a (P)Baa2 rating to Bunge
Limited Finance Corp.'s shelf filing for senior unsecured notes or
subordinated notes and a (P)Ba1 rating to Bunge Limited's shelf
filing for preferred shares.  Notes issued from the shelf are
fully, unconditionally, and irrevocably guaranteed by Bunge
Limited.  Proceeds are expected to be used for general corporate
purposes including working capital, funding acquisitions, and
reducing debt.  The rating outlook is stable.

                        Ratings Rationale

Bunge's (P) Baa2 long-term debt rating is supported by a modest
amount of balance sheet debt; relatively conservative balance
sheet leverage (as measured by balance sheet net debt-to-net
working capital); its established position in the agricultural
commodity industry, which includes both the merchandising and
processing (crushing) of a range of oilseeds, primarily soybeans,
and grains such as corn and wheat; and by its geographic
diversity.  Bunge has a broad presence in the food chain from
origination to the marketing of products including shortenings,
edible oils, and milled corn and wheat.

Bunge's ratings are stressed by its inconsistent financial
performance over the past three years.  However, high crop prices,
increased export volumes and elevated spreads between farmers and
the exchanges should allow the company to generate higher margins
similar to 2008.  Specifically Moody's expect that LTM EBITDA to
remain above $1.5 billion at the end of first quarter of 2011 and
rise closer to $2 billion by the end of 2011.

The stable outlook reflects the positive impact from higher crop
prices and increased export volumes and the expectation that
financial metrics will be much more supportive of Baa2 ratings in
2011.  There is limited upside to the rating over the near-term.
Moreover, the ratings could be negatively impacted if the company
fails to achieve the EBITDA targets Moody's have set for 2011.

Ratings assigned:

Issuer: Bunge Limited

  -- Preferred Stock Shelf at (P)Ba1

Issuer: Bunge Limited Finance Corp.

  -- Senior Unsecured Shelf at (P)Baa2
  -- Subordinated Shelf at (P)Baa3

With over $46 billion in FY2010 revenues, Bunge Ltd. is a global
agribusiness company engaged in acquiring, storing, transporting,
and processing agricultural commodities, including soybeans,
wheat, canola, and corn.  Bunge is a leading producer of sugar and
ethanol, and a retailer of fertilizers in Brazil and Argentina.


C S HOTEL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: C S Hotel Investors, LLC
           dba Comfort Suites Columbus Airport
        c/o Lodging First, LLC
        4900 Blazer Parkway
        Dublin, OH 43017

Bankruptcy Case No.: 11-52560

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Southern District of Ohio (Columbus)

Judge: John E. Hoffman Jr.

Debtor's Counsel: Robert J. Morje, Esq.
                  P.O. Box 6545
                  600 South Pearl Street
                  Columbus, OH 43206
                  Tel: (614) 224-8000
                  Fax: (614) 588-8826
                  E-mail: rmorje.attorney@gmail.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/ohsb11-52560.pdf

The petition was signed by Peter Coratola, manager.


CAFE FUNCHAL INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Cafe Funchal, Inc.
        123 Church Street
        New Bedford, MA 02746

Bankruptcy Case No.: 11-12239

Chapter 11 Petition Date: March 18, 2011

Court: U.S. Bankruptcy Court
       District of Massachusetts (Boston)

Judge: William C. Hillman

Debtor's Counsel: David B. Madoff, Esq.
                  MADOFF & KHOURY LLP
                  124 Washington Street, Suite 202
                  Foxboro, MA 02035
                  Tel: (508) 543-0040
                  Fax: (508) 543-0020
                  E-mail: madoff@mandkllp.com

Scheduled Assets: $331,336

Scheduled Debts: $3,846,760

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mab11-12239.pdf

The petition was signed by Duarte Da Silva, president.

Debtor-affiliate that filed separate Chapter 11 petition on
March 18, 2011:

        Entity                        Case No.
        ------                        --------
Cafe Funchal Real Estate              11-12241


CAFE FUNCHAL REAL: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Cafe Funchal Real Estate, LLC
        123 Church Street
        New Bedford, MA 02746

Bankruptcy Case No.: 11-12241

Chapter 11 Petition Date: March 18, 2011

Court: U.S. Bankruptcy Court
       District of Massachusetts (Boston)

Judge: William C. Hillman

Debtor's Counsel: David B. Madoff, Esq.
                  MADOFF & KHOURY LLP
                  124 Washington Street, Suite 202
                  Foxboro, MA 02035
                  Tel: (508) 543-0040
                  Fax: (508) 543-0020
                  E-mail: madoff@mandkllp.com

Scheduled Assets: $2,358,826

Scheduled Debts: $3,426,035

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mab11-12241.pdf

The petition was signed by Duarte Da Silva, manager.

Debtor-affiliate that filed a separate Chapter 11 petition on
March 18, 2011:

        Entity                        Case No.
        ------                        --------
Cafe Funchal, Inc.                    11-12239


CARBON BEACH: April Hearing Set for Disclosure Statement, Others
----------------------------------------------------------------
Trial on the disclosure statement explaining Carbon Beach
Partners, LLC's bankruptcy-exit plan will begin April 13 at
10:00 a.m., according to the case docket.

Judge Geraldine Mund has entered a stipulated order granting
relief from the automatic stay to allow Builders Bank to foreclose
on the Debtor's real property. The major remaining issues in the
case center on an adversary proceeding (Case No. 1:10-ap-01184-GM)
currently pending between the Bank and the Debtor.

A hearing was slated for March 10 on the Debtor's motion to value
collateral.  Pursuant to a stipulation on March 8, that motion is
moot and withdrawn, in light of the relief from stay order.  The
Debtor's motion to incur financing in connection with plan
confirmation, for which a status conference was set for March 10,
is also moot in light of the relief from stay order, and is
withdrawn.

Also set for status conference on March 10 was the Debtor's plan
of reorganization.  According to the stipulation, the plan needs
to be substantially amended along with the disclosure statement.
The stipulation also noted that the plan and disclosure statement
may both be moot depending on the outcome of the motion of
Builder's Bank to dismiss the adversary proceeding.  A pending
motion to amend the plan has become moot and was withdrawn.

The pending motion for allowance of an administrative claim, for
which the Debtor has filed a notice of non-opposition, is still
set for March 10, 2011.

Builders Bank has filed a motion to dismiss the complaint against
the Bank in the adversary proceeding.  A receiver appointed in a
pre-bankruptcy state court proceeding involving the Debtor has
filed his answer to the complaint.  The principals of the Debtor
and the Bank have agreed to meet to discuss a resolution of the
complaint and the bankruptcy case.  This matter will also be taken
up by the Bankruptcy Court at the April 13 trial.

                    The Plan of Reorganization

As reported by the Troubled Company Reporter, according to the
Disclosure Statement, as amended, the Plan provides that the
Debtor will emerge from Chapter 11 as a reorganized entity and
will complete construction of its primary asset (an 8-unit,
luxury condominium complex consisting of approximately 41,000
square feet, in Malibu, California), liquidate said asset and
distribute the proceeds of said liquidation to creditors in their
order of priority.  Payments under the Plan will be made from the
Reorganized Debtor's cash on hand from post-bankruptcy financing
and from cash to be generated by the sale of the condominiums
which will be completed and liquidated by the Reorganized Debtor.

Upon the Effective Date, Active Mortgage Corp., the new lender,
will make a loan to the Debtor in the amount of approximately
$2.7 million (the Finishing Loan).  The Reorganized Debtor will
pay loan points of 3% to the new lender, and the loan will bear
interest at 12% interest per annum, with the balance due and
payable on the 18 month anniversary of the Effective Date.

Active Mortgage Corp. is owned in part by certain relatives of
the president of the manager of the Debtor.  The repayment of the
Finishing Loan will be secured by a first priority deed of trust
on all the assets of the Reorganized Debtor from and after the
Effective Date.  The terms of the Finishing Loan are similar to
the loans that the receiver tried to put in place on the property
when the Bank failed to fund the Receiver and the completion of
the property.

Under the Plan, the claim of County of Los Angeles will be paid in
full.

Other secured claims will accrue interest at the rate of 5% per
annum.  The holders of the other secured claims will be paid the
amount of allowed secured claim from the proceeds of the
liquidation of the property by the Reorganized Debtor.

Holders of priority unsecured claims, if any, will be paid in full
in four quarterly installments beginning at the conclusion of the
first full quarter after the Effective Date.  The claims will earn
interest at 5% until paid in full.

Holders of general unsecured claims will receive their pro rata
share of any liquidation proceeds based upon the amount of an
allowed claim after payment of all other creditor claims as said
proceeds become available.  Holders of the claims will receive
their pro rata share of quarterly payments based upon the
Reorganized Debtor's actual sales and revenue.

All holders of equity interests in the Debtor will retain
their interests in the Reorganized Debtor.  There will be no
distributions to holders of equity interests in the Reorganized
Debtor until the time as claim holders have been paid in full.

Builders Bank is represented by:

     Bernard R. Given II, Esq.
     FRANDZEL ROBINS BLOOM & CSATO, L.C.
     6500 Wilshire Boulevard, Seventeenth Floor
     Los Angeles, California 90048-4920
     Tel: (323) 852-1000
     Fax: (323) 651-2577
     E-mail: bgiven@frandzel.com

                    About Carbon Beach Partners

Calabasas, California-based Carbon Beach Partners, LLC, owns an
eight-unit, luxury condominium complex consisting of approximately
41,000 square feet, in Malibu, California.   Carbon Beach filed
for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 09-24657)
on Nov. 3, 2009, Judge Geraldine Mund presiding.  Cynthia Futter,
Esq. -- cfutter@futterwells.com -- at Futter-Wells PC, and Anne
Wells, Esq. -- wellsanne@earthlink.net -- represent the Debtor.
The Company disclosed $21,000,004 in assets and $17,463,557 in
liabilities as of the Chapter 11 filing.  Robb Evans & Associates,
LLC, is the appointed receiver in the Debtor's case.


CB HOLDINGS: Has Green Light to Sell 7 Liquor Licenses
------------------------------------------------------
CB Holding Corp. and its debtor-affiliates obtained permission
from the Bankruptcy Court to sell:

     -- Liquor License No. 0261-33-001-005 to Forge of Tenafly
        Real Estate Associates, LLC;

     -- Liquor License No. 027400020 to Shack Foods of
        Dedham, LLC;

     -- Liquor License No. 2102-33-001-011 to Diane Hewitt;

     -- Liquor License Nos. 1217-33-017-006, 1808-33-006-004 and
        1512-33-003-010 to Thomas Whelan; and

     -- Liquor License No. R-19486 to Thomas S. Potteiger

Pursuant to the Court order, the net proceeds of the sale of the
Liquor Licenses are to be wire transferred to Ally Commercial
Finance LLC.

                         About CB Holding

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

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

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

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

                           *     *     *

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


CHAMPION LANES: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Champion Lanes, LLC
        400 Highway 12 West
        Starkville, MS 39759

Bankruptcy Case No.: 11-11222

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Northern District of Mississippi (Aberdeen)

Debtor's Counsel: Craig M. Geno, Esq.
                  HARRIS JERNIGAN & GENO, PLLC
                  P.O. Box 3380
                  Ridgeland, MS 39158-3380
                  Tel: (601) 427-0048
                  E-mail: cmgeno@hjglawfirm.com

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

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

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

The petition was signed by William D. Norris, Jr., member.

Debtor-affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
William D. Norris, Jr.
  dba Entertainment Properties, LLC    11-11220   03/15/11


CLAVERACK FOOD: Case Summary & 19 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Claverack Food Mart Inc.
        6 Park Street
        Claverack, NY 12513

Bankruptcy Case No.: 11-10770

Chapter 11 Petition Date: March 18, 2011

Court: U.S. Bankruptcy Court
       Northern District of New York (Albany)

Judge: Robert E. Littlefield, Jr.

Debtor's Counsel: Kenneth F. McCallion, Esq.
                  MCCALLION & ASSOCIATES, LLP
                  100 Park Avenue, 16th Floor
                  New York, NY 10017
                  Tel: (646) 366-0880
                  Fax: (646) 366-1384
                  E-mail: kfm@mccallionlaw.com

Scheduled Assets: $0

Scheduled Debts: $127,224

A list of the Company's 19 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nynb11-10770.pdf

The petition was signed by Damon Filli, principal.


CM CAPITAL: Faces License Revocation Due to Insolvency
------------------------------------------------------
John G. Edwards at Las Vegas Review-Journal reports that the
Nevada Mortgage Lending Division has posted a notice of its intent
to revoke the license of CM Capital Services, formerly known as
Consolidated Mortgage, because the firm is insolvent.

The Review-Journal relates that Nancy Corbin, acting commissioner
of the Mortgage Lending Division, also fined the Henderson-based
hard-money lender $50,000 for violations of state law.

The notice, according to the report, comes one month after former
Commissioner Joseph Waltuch accepted a $200,000 fine payment from
CM Capital, plus $15,000 for attorneys' fees and investigative
costs.

As part of the settlement, the Review-Journal says, Todd Parriott,
chief executive of CM Capital, agreed to provide the mortgage
division with a financial statement, showing whether it was
solvent, by Feb. 28.  The division declined to comment after the
deadline passed, the report notes.

The Review-Journal notes that the revocation notice filed March 14
said that CM Capital was insolvent as long ago as September 2009
if intangible assets were subtracted.  After the deduction, CM
Capital's net worth was negative $10.2 million, the Review-Journal
discloses.

Then in April 2009, says the Review-Journal, the state received an
audited financial statement that showed negative equity of
$4 million even when intangible assets were included.

CM Capital manages $400 million in assets and recently was
handling hard-money loans for 3,000 investors.  The Company
solicited money from investors and used the money to make short-
term loans to developers who provided real estate as collateral.


COLONIAL BANCGROUP: SEC Charges Ex-Supervisor for $1.5-Bil. Fraud
-----------------------------------------------------------------
The Securities and Exchange Commission on Wednesday charged the
former operations supervisor of Colonial Bank's mortgage warehouse
lending division -- MWLD -- with participating in a $1.5 billion
securities fraud scheme.

The SEC alleges that Teresa A. Kelly enabled the sale of
fictitious and impaired mortgage loans and securities from the
MWLD's largest customer -- Taylor, Bean & Whitaker Mortgage Corp.
-- to Colonial Bank.  She caused these securities to be falsely
reported to the investing public as high-quality, liquid assets.

The SEC previously charged former TBW chairman and majority owner
Lee B. Farkas in June 2010, charged TBW's former treasurer Desiree
E. Brown in February 2011, and charged the head of Colonial Bank's
MWLD Catherine L. Kissick earlier this month.

"For nearly seven years, Kelly abused her access to Colonial
Bank's accounting systems, allowing Farkas and TBW to defraud the
bank and its investors out of more than $1.5 billion," said
William P. Hicks, Associate Regional Director of the SEC's Atlanta
Regional Office.

According to the SEC's complaint filed in U.S. District Court for
the Eastern District of Virginia, Kelly along with Farkas, Kissick
and Brown perpetrated the fraudulent scheme from March 2002 to
August 2009, when Colonial Bank was seized by regulators and
Colonial BancGroup and TBW each filed for bankruptcy.  Because TBW
generally did not have sufficient capital to internally fund the
mortgage loans it originated, it relied on financing arrangements
primarily through Colonial Bank's mortgage warehouse lending
division to fund such mortgage loans.

The SEC alleges that TBW began to experience liquidity problems
and overdrew its then-limited warehouse line of credit with
Colonial Bank by approximately $15 million each day.  Kelly,
Farkas, Kissick and Brown concealed the overdraws through a
pattern of "kiting" in which certain debits were not entered until
after credits due for the following day were entered.  In order to
conceal this initial fraudulent conduct, Kelly, Farkas, Kissick
and Brown created and submitted fictitious loan information to
Colonial Bank and created fictitious mortgage-backed securities
assembled from the fraudulent loans.  By the end of 2007, the
scheme consisted of approximately $500 million in fake residential
mortgage loans and approximately $1 billion in severely impaired
residential mortgage loans and securities.  These fictitious and
impaired loans were misrepresented as high-quality assets on
Colonial BancGroup's financial statements.

The SEC's complaint charges Kelly with violations of the
antifraud, reporting, books and records and internal controls
provisions of the federal securities laws, including Sections
10(b) and 13(b)(5) of the Securities Exchange Act of 1934 and
Rules 10b-5 and 13b2-1 thereunder, and from aiding and abetting
violations of Sections 10(b), 13(a), 13(b)(2)(A) and 13(b)(2)(B)
of the Exchange Act and Rules 10b-5, 12b-20, 13a-1, 13a-11 and
13a-13 thereunder.

The SEC's case was investigated by Aaron W. Lipson, Yolanda L.
Ross and Barry R. Lakas of the Atlanta Regional Office.  The SEC
acknowledges the assistance of the Fraud Section of the U.S.
Department of Justice's Criminal Division, Federal Bureau of
Investigation, Office of the Special Inspector General for the
TARP, Federal Deposit Insurance Corporation's Office of the
Inspector General, U.S. Department of Housing and Urban
Development's Office of the Inspector General, and Civil Division
of the U.S. Attorney's Office for the Eastern District of
Virginia.  The SEC brought its enforcement action in coordination
with these other members of the Financial Fraud Enforcement Task
Force.

The SEC's investigation is continuing.

Colonial Bank, of Montgomery, Ala., is the fifth-largest bank
failure in U.S. History, according to a Wall Street Journal
report.

                  About The Colonial BancGroup

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

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

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

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


COSINE COMMUNICATIONS: Terminates Registration of Common Stock
--------------------------------------------------------------
CoSine Communications, Inc., filed a Form 15 notifying the
termination of registration of its common stock under Section
12(g) of the Securities Exchange Act of 1934 and suspension of
duty to file reports under Sections 13 and 15(d).  Pursuant to
Rule 12h-3, the Company is suspending reporting because there are
currently less than 300 holders of record of the common stock.
The holders of the common stock as of March 16, 2011, total 133.

                     About Cosine Communications

Los Gatos, California-based CoSine Communications, Inc. (Pink
Sheets:COSN.pk) was founded in 1998 as a global telecommunications
equipment supplier.  As of Dec. 31, 2006, CoSine had ceased all
its product and customer service related operations.  CoSine's
strategic plan is to redeploy its existing resources to identify
and acquire, or invest in, one or more operating businesses with
the potential for generating taxable income or capital gains.

Burr Pilger Mayer Inc. of San Jose, California, which audited the
Company's annual report for 2009, said that that CoSine
Communications' actions in September 2004 in connection with its
ongoing evaluation of strategic alternatives to terminate most
of its employees and discontinue production activities in an
effort to conserve cash, raise substantial doubt about its ability
to continue as a going concern.

The Company reported a net loss of $207,000 on $0 of revenue for
the three months ended Dec. 31, 2010, compared with a net loss of
$152,000 on $0 of revenue for the same period during the prior
year.


D&EP LLC: Case Summary & Largest Unsecured Creditor
---------------------------------------------------
Debtor: D&EP, LLC, a Utah limited liability company
        930 West Antelope Drive
        Layton, UT 84041

Bankruptcy Case No.: 11-23407

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Joel T. Marker

Debtor's Counsel: Anna W. Drake, Esq.
                  ANNA W. DRAKE, P.C.
                  175 South Main Street, Suite 300
                  Salt Lake City, UT 84111
                  Tel: (801) 328-9792
                  Fax: (801) 413-1620
                  E-mail: annadrake@att.net

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

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

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Mountain West Small       Real Property          $1,216,000
Business Finance
2595 E 3300 S
Salt Lake City, UT 84109

The petition was signed by Deanne B. Parry, managing member.


DIETRICH'S SPECIALTY: Wins OK to Sell Assets for $6.2MM to Diehl
----------------------------------------------------------------
Dietrich's Specialty Processing LLC won permission from the
Bankruptcy Court to sell substantially all of its assets to Diehl
Food Ingredients Inc., for a total price of $6.2 million, which
includes $1 million for real property assets.

The Debtor's assets were sold in an auction where Bluegrass
Specialty Processing LLC served as stalking horse bidder.  As
reported by the Troubled Company Reporter on Feb. 24, Bluegrass
offered $4.10 million for all of the assets including, without
limitation, all intellectual property, formulas, permits,
licenses, and general intangibles, but excluding the land and
building.

The Debtor decided to sell its assets after determining it cannot
continue to viably operate its business without the extension of
the DIP financing from VIST Bank, which expires March 31, 2011,
and VIST has indicated that it will not agree to an extension.
The Debtor believes that the sale process will maximize its
ability to obtain the full fair market of value of its assets
as a going concern and to be able to complete the sale on or
before March 31.

The Court's prior order approving related bid procedures
required that any initial counterbid must provide for the
proposed aggregate consideration to be paid of no less than
$5,398,000, which amount includes a termination fee of up to
$198,000 plus an additional $100,000.

The Debtor will be paying Bluegrass expense reimbursement of up
to $75,000 and a termination fee equal to 3% of the purchase
price, up to a combined maximum of $198,000.

Immediately upon the closing of the transaction, the Debtor will
distribute all net proceeds to VIST Bank first to pay all
postpetition obligations of the Debtor to VIST Bank and then
toward all prepetition obligations of the Debtor to VIST Bank.

VIST is represented in the case by:

          Gretchen M. Santamour, Esq.
          STRADLEY RONON STEVENS & YOUNG, LLP
          2600 One Commerce Square
          Philadelphia, PA 19103
          Telephone: 215-564-8523

                    About Dietrich's Specialty

Dietrich's Specialty Processing, LLC, owns a facility located in
Reading, Pennsylvania, that was built in 2007.  The facility is
currently in operation as a versatile contract spray drying and
processing facility.  The facility is set up for short production
runs and customized ingredient formulations, which include infant
formulas and flavor extracts.

Dietrich's Specialty Processing LLC in Reading, Pennsylvania,
filed for Chapter 11 bankruptcy (Bankr. E.D. Pa. Case No.
10-21399) on May 10, 2010, Judge Richard E. Fehling presiding.

Dexter K. Case, Esq. -- dkc@cdllawoffice.com -- and Jennifer R.
Alderfer, Esq. -- jra@cdllawoffice.com -- at Case, Digiamberardino
& Lutz, P.C., serve as bankruptcy counsel.

The Debtor estimated its assets and liabilities at $10 million to
$50 million.

As reported by the Troubled Company Reporter on Feb. 24, 2011,
the Debtor is facing a request by Roberta A. DeAngelis, the U.S.
Trustee for Region 3, for dismissal of the case or conversion to
Chapter 7 liquidation.  The Court will hold a hearing on the U.S.
Trustee's request on March 24, at 11:00 a.m.  According to the
U.S. Trustee, the Debtor is administratively insolvent, continues
to operate at a loss post-petition, and continues to accrue
administrative expenses as a result of these losses.


DJD-038 TRUST: Involuntary Chapter 11 Case Summary
--------------------------------------------------
Alleged Debtor: DJD-038 Trust
                7339 n. Highcliff Drive
                Paradse Valley, AZ 85253

Case Number: 11-06715

Involuntary Chapter 11 Petition Date: March 16, 2011

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

Judge: Charles G. Case II

Debtor's Counsel: Pro Se

Petitioner's Counsel: S. Matt Collins, Esq.
                      LAW OFFICES OF S. MATT COLLINS LLC
                      P.O. Box 7006
                      Chandler, AZ 85224
                      Tel: (480) 316-5769
                      Fax: (480) 963-3933
                      E-mail: smcollins101@qwest.net

Creditors who signed the Chapter 11 petition:

Petitioners                    Nature of Claim    Claim Amount
-----------                    ---------------    ------------
Matt Doney                     Loan               $25,000
33791 Lake Front Dr.
Warrenton, OR 57146

Bill Collamer                  Real Estate Comm.  $12,500
7135 E. Camelback Rd.
Scottsdale, AZ 85251

Shawn Riley                    Consulting/        $4,760
216 N Iowa St.                 Tech. Support
Chandler, AZ 85225


EASTMAN KODAK: Debra Lee Won't Seek Re-Election to Board
--------------------------------------------------------
Eastman Kodak Company announced that Debra L. Lee has decided, for
personal reasons, not to stand for re-election to its Board of
Directors in 2011.

Ms. Lee, 56, is presently Chairman and Chief Executive Officer of
BET Networks.  She has been a Kodak board member since 1999 and
participates on the Board's Audit and Finance committees.
Ms. Lee, will continue to serve as a Director of Kodak until the
Company's 2011 annual meeting of shareholders, on May 11.

"In her 12 years as a member of our Board, Debi has made
considerable contributions to Kodak and to the digital
transformation of our company," said Antonio M. Perez, Kodak's
chairman and chief executive officer.  "We have benefitted from
her deep knowledge of strategic planning, corporate finance and
consumer marketing.  We thank Debi for her exceptional service,
and we look forward to continuing to benefit from her knowledge
during the remainder of her term."

Commenting on her decision not to seek re-election, Ms. Lee noted,
"I am proud of the progress that we have achieved to date in
Kodak's historic business transformation.  A new company is
emerging, and Antonio and his leadership team are taking the right
actions to complete the transformation and to position Kodak for
sustained profitability."

                        About Eastman Kodak

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

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

As reported by the Troubled Company Reporter on March 2, 2011,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Eastman Kodak to 'CCC' from 'B-'.  S&P removed the
rating from CreditWatch, where S&P placed it with negative
implications on Jan. 26, 2011.  The rating outlook is negative.
Issue-level ratings on the company's debt were also lowered and
removed from CreditWatch in conjunction with the corporate credit
rating change.

The 'CCC' corporate credit rating reflects S&P's expectation that
Eastman Kodak's pace of cash consumption will remain high over the
near term.  It also reflects S&P's expectation of continued
secular volume decline of the traditional photographic products
and services business, that the company's consumer digital imaging
businesses will not quickly turn convincingly profitable, and that
intellectual property earnings, which constitute a significant
portion of the company's EBITDA, could decline significantly from
2010 levels.  These factors underpin S&P's view of Kodak's
business risk as vulnerable and support S&P's view that revenue
and EBITDA will decline in 2011.  S&P views the company's
financial risk profile as highly leveraged because of the risk
that its earnings and cash flow could become insufficient to
support its debt.

In the March 16, 2011 edition of the TCR, Fitch Ratings has
affirmed its 'CCC' Issuer Default Rating on Kodak.  The ratings
and Negative Outlook reflect Kodak's continued struggles to gain
traction in its digital businesses as secular declines persist and
broaden to entertainment film within the traditional film
business.


EPIC ENERGY: Case Summary & 19 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Epic Energy Resources, Inc.
          fka Epic Capital Group, Inc.
        10330-R Lake Road
        Houston, TX 77070

Bankruptcy Case No.: 11-15521

Chapter 11 Petition Date: March 18, 2011

Court: U.S. Bankruptcy Court
       District of Colorado (Denver)

Judge: Michael E. Romero

Debtor's Counsel: Kathryn Guild Foley, Esq.
                  Lee M. Kutner, Esq.
                  KUTNER MILLER BRINEN, P.C.
                  303 E. 17th Avenue, Suite 500
                  Denver, CO 80203
                  Tel: (720) 457-0391
                       (303) 832-2400
                  Fax: (303) 832-1510
                  E-mail: kgf@kutnerlaw.com
                          lmk@kutnerlaw.com

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

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

A list of the Company's 19 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cob11-15521.pdf

The petition was signed by John A. Hageman, chief legal officer.

Debtor-affiliate that filed a separate Chapter 11 petition on
March 18, 2011:

        Entity                        Case No.
        ------                        --------
Epic Integrated Services, Inc.        11-15523


GAS CITY: Has Accord With Lenders on Sale Proceeds Allocation
-------------------------------------------------------------
Gas City, Ltd., and The William J. McEnery Revocable Trust Dated
4/22/1993 are asking the Bankruptcy Court to approve a settlement
agreement with Bank of America, N.A., certain station lenders and
the official committee of unsecured creditors appointed in the
Debtors' Chapter 11 cases with respect to the allocation and
distribution of proceeds from the Debtors' proposed asset sale
and the release of certain claims and causes of action.

On the Petition Date, the Debtors sought approval of bidding
procedures to sell substantially all assets of Gas City and all
related real estate owned or leased by   William J. McEnery
Revocable Trust Dated 4/22/1993.  On Jan. 13, 2011, the Court
approved the Bidding Procedures and scheduled an auction and
hearing to consider the sale of assets.

In response to the Debtors' Sale Motion and the entry of the Bid
Procedures Order, and in light of the intertwined nature of the
assets owned by Gas City and the Trust, the Settlement Parties
expressed concern over the Debtors' proposed allocation of Sale
proceeds among the various stations, real property, working
capital and other assets, as well as the ultimate distribution
of those proceeds to lienholders and other creditors.  The
Debtors engaged the Settlement Parties in months of intensive
negotiations, ultimately resulting in the form of Settlement
Agreement.

The Settlement Agreement contains detailed provisions regarding
the allocation of the Sale proceeds among the Debtors' various
creditor constituencies that will enable the proceeds to be
distributed upon the closing of the Sale without the need for any
further adjudication by the Bankruptcy Court.  The Settlement
Agreement also provides for a meaningful recovery to the
Committee, for the benefit of unsecured creditors of Gas City,
based on the aggregate amount of net Sale proceeds realized even
if such net Sale proceeds are not sufficient to pay senior secured
creditors in full.  The Settlement Agreement also will provide the
Debtors' estates $6,000,000 from net Sale proceeds to satisfy
accrued and unpaid chapter 11 administrative expense claims as of
the Sale closing and administrative expenses incurred after
closing in connection with winding down the Debtors' affairs and
concluding the chapter 11 cases.

The Settlement Parties anticipate that the Chapter 11 cases will
be concluded through either a dismissal or conversion of the
chapter 11 proceedings and anticipate filing a motion seeking such
relief in the near future.

In essence, the Settlement Agreement provides that gross Sale
proceeds first will be used to pay real estate taxes and direct
costs of Sale, resulting in net Sale proceeds. Net Sale proceeds
then will be distributed pursuant to a "waterfall" of payments,
which waterfall is based upon the aggregate net Sale proceeds
realized at the Sale.  Depending upon the aggregate net Sale
proceeds realized, net Sale proceeds will be shared, in differing
percentages, among the Station Lenders, BofA, the Committee, and
the Debtors.  The Debtors will release the Station Lenders, BofA
and Gas City unsecured creditors from claims and causes of action,
including avoidance actions.  The Station Lenders and BofA
likewise will exchange releases.

Additionally, the Settlement Agreement resolves any potential
issues between the Debtors and their secured lenders regarding
credit bid rights.  Specifically, Station Lenders will be entitled
to submit credit bids for their respective station collateral.

If a credit bid is or is deemed the highest or otherwise best bid
with respect to any particular Station, the Station Lender who
submits the winning credit bid will be required to pay to the
Debtors' estates at closing cash to provide certain payments to
the Committee, to the Debtors' estates for payment of
administrative claims, and to BofA in its capacity as secured
lender to Gas City.  The Settlement Agreement therefore ensures
the Station Lenders' credit bid rights while also preserving the
Debtors' rights to a meaningful share of the credit bid price, in
cash, for satisfaction of other creditor constituencies.

In the event that no cash or credit bid is submitted with respect
to any particular Station, the Debtors, the applicable Station
Lender and BofA will cooperate in ownership of such Station to
the Station Lender holding a first mortgage on such Station, by
either: (i) consenting to the modification of the automatic stay
to allow such Station Lender to pursue non-bankruptcy remedies in
respect of the Station, provided, however, that BofA will retain
all of its rights with respect to its liens on and security
interests in any assets of Gas City located at such Station; or
(ii) at the applicable Station Lender's option, executing a deed
in lieu of foreclosure and other transfer documents with respect
to the Station and any personal property assets of Gas City
located at the Station.

If the applicable Station Lender chooses the first option, it
will not be entitled to any of the rights and benefits of the
Settlement Agreement (including its release provisions), and will
not be bound by any of the obligations or waivers set forth in
this Settlement Agreement.  If the applicable Station Lender
chooses the second option, it will be required to pay to the
Debtors' estates at the Sale closing a cash amount equal to its
pro rata share of its pro rata share of the allocations to the
Committee, to the Debtors' estates for payment of administrative
claims, and to BofA in its capacity as secured lender to Gas City
based on an agreed upon value for the subject Station.

The Settlement Agreement provides that the Debtors and their
estates shall release all non-insider creditors from claims and
causes of action arising under chapter 5 of the Bankruptcy Code.
In exchange for such releases, BP North American Products, Inc.,
a member of the Committee that has asserted a section 503(b)(9)
administrative priority claim in the amount of approximately
$680,000, has agreed to waive, release and discharge this and any
other prepetition priority claims against the Debtors.

The total amount of claims to be released by the settling Station
Lenders (including BofA) against Gas City presently exceeds
$130,000,000 (subject to reduction as a result of distribution of
the Sale proceeds on account of such Station Lenders' secured
claims).  As such, BofA and the Station Lenders will not be
asserting massive claims that would otherwise consume the vast
majority of the funds set aside for unsecured creditors of Gas
City, and the funds they are giving up from their own collateral
proceeds will be available in their entirety to non-lender
unsecured creditors.

Apart from the creditors committee, the non-debtor parties to the
settlement agreement are: (a) Bank of America, N.A., in its
capacity as lender to Gas City; (b) Banco Popular North America,
Bank of America, N.A. (in its capacity as a mortgage lender to the
Trust), Centier Bank, Cole Taylor Bank, First Community
Bank of Homer Glen and Lockport, First Midwest Bank, Great Lakes
Bank, N.A., HomeStar Bank and Financial Services, Integra Bank,
N.A., MB Financial Bank, N.A., The Northern Trust Company, Old
Second National Bank, The Private Bank and Trust Company, Standard
Bank and Trust Company, and Suburban Bank & Trust Co.,
collectively as Station Lenders; and (c) BP Products North
America, Inc.

                        About Gas City

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

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

The Bankruptcy Court extended Gas City's exclusive periods to file
and solicit acceptances for the proposed chapter 11 plan until
April 20, 2011, and May 20, respectively.


GENERAL MARITIME: In Talks for Potential Restructuring
------------------------------------------------------
General Maritime Corporation said it is engaged in ongoing
discussions with prospective lenders and investors to seek
additional liquidity through potential restructuring or
refinancing of its existing credit facilities or issuance of debt
or equity which have not yet concluded.

The Company's Board of Directors has established a committee
comprised of independent directors to oversee these potential
financing transactions as Peter C. Georgiopoulos, the Company's
Chairman, may have an economic interest in the counterparty to
such a financing transaction.

As a result of its pursuit of the restructuring initiatives,
General Maritime is not able to complete the preparation, review
and filing of its Annual Report on Form 10-K for the fiscal year
ended Dec. 31, 2010 within the prescribed time period without
unreasonable effort and expense.  The Company expects to file its
Form 10-K on or before March 31, 2011.

               $144 Million Operating Loss Expected

The Company, basing from preliminary results, provided a brief
summary of its expected financial results for the three months and
full year ended Dec. 31, 2010.

Excluding the non-cash impairment charges, the Company expects to
record a net loss of approximately $39 million for the three
months ended Dec. 31, 2010, compared to a net loss of
$12.0 million from the prior year period.  Management believes
that this measure enhances the understanding of the effect of net
loss on the Company's liquidity.

For the three months ended Dec. 31, 2010, the Company expects to
record a loss on impairment of vessels of approximately
$100 million, for which there was no comparable loss in the prior
year period.  For the three months ended Dec. 31, 2010, the
Company expects to record a loss on impairment of goodwill of
$28 million compared to $40.9 million during the prior year
period.

For the three months ended Dec. 31, 2010, the Company expects net
voyage revenue, which is gross voyage revenues minus voyage
expenses unique to a specific voyage, of approximately $51 million
compared to $60.1 million for the prior year period.

For the three months ended Dec. 31, 2010, the Company expects to
have an operating loss of approximately $144 million as compared
to an operating loss of $40.1 million for the prior year period.
Additionally, the Company's net interest expense is expected to
increase to approximately $23 million for the three months ended
Dec. 31, 2010 compared to $13.8 million for the prior year period.
As a result of this, the Company's net loss is expected to
increase to approximately $167 million for the three months ended
Dec. 31, 2010, compared to a net loss of $52.9 million during the
prior year period.

The Company expects to report the following results of operations
for the year ended Dec. 31, 2010.  Excluding the non-cash
impairment charges, the Company expects its net loss for the year
ended Dec. 31, 2010 to be approximately $89 million compared to
net income of $28.9 million for the prior year.

For the year ended Dec. 31, 2010, the Company expects to record a
loss on impairment of vessels of approximately $100 million, for
which there was no comparable loss in the prior year.  For the
year ended Dec. 31, 2010, the Company expects to record a loss on
impairment of goodwill of $28 million compared to $40.9 million
for the prior year.

The Company expects net voyage revenue for the year ending
Dec. 31, 2010 to be approximately $235 million compared to $291.6
million for the prior year.

The aforementioned non-cash losses are expected to be included in
operating (loss) income and are expected to be the primary causes
of the change in operating (loss) income for the year ended
Dec. 31, 2010 as compared to the prior year.  During the year
ended Dec. 31, 2010, the Company expects to have an operating loss
of approximately $133 million as compared to operating income of
$24.8 million for the prior year.  Additionally, the Company's net
interest expense is expected to increase to $82 million for the
year ended Dec. 31, 2010 compared to $37.3 million for the prior
year.  As a result, the Company's net loss is expected to increase
to approximately $217 million for the year ended Dec. 31, 2010 as
compared to a net loss of $12.0 million during the prior year.

                   About General Maritime Corp.

Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products.  The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.

Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications.  At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.

"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja.  "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter.  If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding.  General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011.  Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."

In the Dec. 22, 2010 edition of the TCR, Moody's Investors Service
lowered its ratings of General Maritime Corporation: Corporate
Family to B3 from B1, Probability of Default to Caa1 from B2 and
senior unsecured to Caa2 from Caa1.  Moody's also downgraded the
Speculative Grade Liquidity rating to SGL-4 from SGL-3.  The
outlook is negative.  The downgrade of the ratings reflects
GenMar's tightening liquidity position as a result of ongoing weak
tanker freight rates and upcoming debt maturities.  These
maturities include the recently arranged $22.8 million bridge loan
due October 21, 2011 ("Bridge Loan"), and two $50 million
repayments (one each on April 26, 2011 and October 26, 2011) that
are due on the company's $750 million revolving credit facility
that was almost fully drawn at Sept. 30, 2010.


GENERAL MOTORS: Seeks Court OK for Class Action Settlement
----------------------------------------------------------
BankruptcyData.com reports that Motors Liquidation Company,
formerly General Motors Corp., filed a motion with the U.S.
Bankruptcy Court for the Southern District of New York for an
order approving an agreement resolving a proof of claim based on a
previous settlement reached in a class action lawsuit alleging
that GM violated the Unfair Competition Law by creating an
"adjustment program" under the Motor Vehicle Warranty Adjustment
Programs statute, allegedly without providing the Class with
certain notices and repair reimbursements.

According to BData, approval of the agreement will result in: (i)
the resolution of approximately $10 million in claims against the
Debtors' estates; and (ii) the alleviation of the financial
burden, time, and uncertainty associated with litigation of the
proof of claim and the class action.

The Court scheduled an April 26, 2011 hearing on the matter.

                          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.


GLOBAL CROSSING LTD: Incurs $172-Mil. Net Loss in 2010
------------------------------------------------------
Global Crossing Limited reported a break even (total expenses
equal total revenues) on $683 million of consolidated revenue for
the three months ended Dec. 31, 2010, compared with a net loss of
$37 million on $651 million of revenue during the prior year.

Global Crossing Limited reported a consolidated net loss of
$172 million on $2.609 billion of consolidated revenue for the
twelve months ended Dec. 31, 2010, compared with a net loss of
$141 million on $2.159 billion of revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $2.31 billion
in total assets, $2.79 billion in total liabilities and $477
million in total stockholders' deficit.

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/CFXd56

                       About Global Crossing

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

                           *     *     *

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

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


GREAT ATLANTIC: Court OKs Hilco as Real Estate Advisor
------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court has
approved Great Atlantic & Pacific Tea Company's motion to approve
the retention of Hilco Real Estate as real estate advisors.

                           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.


HENDRIX-BARNHILL: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Hendrix-Barnhill Company, Incorporated
        P.O. Box 1904
        Greenville, NC 27835

Bankruptcy Case No.: 11-01974

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Randy D. Doub

Debtor's Counsel: Trawick H. Stubbs, Jr., Esq.
                  STUBBS & PERDUE, P.A.
                  P.O. Drawer 1654
                  New Bern, NC 28563
                  Tel: (252) 633-2700
                  Fax: (252) 633-9600
                  E-mail: efile@stubbsperdue.com

Scheduled Assets: $592,255

Scheduled Debts: $2,715,257

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb11-01974.pdf

The petition was signed by R. Kelly Barnhill, Jr., president.


HCA HOLDINGS: Sells at $30 Apiece in Biggest US Private Equity IPO
------------------------------------------------------------------
HCA Holdings Inc. said in a regulatory filing that on March 15,
2011, it completed the initial public offering of its common
stock, par value $0.01 per share, including the exercise in full
by the underwriters of their option to purchase additional shares,
of 145,130,000 shares of common stock for cash consideration of
$30.00 per share ($28.9125 per share, net of underwriting
discounts) to a syndicate of underwriters led by Merrill Lynch,
Pierce, Fenner & Smith Incorporated, Citigroup Global Markets
Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., Credit
Suisse Securities (USA) LLC, Deutsche Bank Securities Inc.,
Goldman, Sachs & Co., Morgan Stanley & Co. Incorporated and Wells
Fargo Securities, LLC.

In the offering, the Company sold 87,719,300 shares for
approximately $2.5 billion in net proceeds before expenses, and
the selling stockholders sold 57,410,700 shares for approximately
$1.7 billion in net proceeds before expenses.

Bloomberg News reported March 10 that HCA Holdings raised
$3.79 billion in the biggest U.S. initial public offering by a
private equity-backed company.

On March 9, 2011, in connection with the pricing of the initial
public offering of its common stock, par value $0.01 per share,
described in the Registration Statement on Form S-1 (File No. 333-
171369), as amended, HCA Holdings, Inc., entered into a
Stockholders' Agreement, which sets forth certain rights,
obligations and agreements of affiliates of or funds sponsored by
Bain Capital Partners, LLC, Kohlberg Kravis Roberts & Co., L.P.,
BAML Capital Partners and Company founder Dr. Thomas F. Frist,
Jr., as holders of the Company's common stock through their
investment in Hercules Holding II, LLC.  Pursuant to the
Stockholders' Agreement, the Investors have consent rights over
certain significant corporate actions and have certain rights to
nominate directors to the Company's board and appoint directors to
its committees.

Affiliates of the Investors have various relationships with the
Company, including acting as underwriters for the Offering.

A copy of the Stockholders' Agreement is available at
http://is.gd/E59ljAat no charge.

The Investors have provided management and advisory services to
the Company and HCA Inc., a wholly owned subsidiary of the
Company, pursuant to a management agreement among HCA and the
Investors executed in connection with Investors' acquisition of
HCA in November 2006.  The Management Agreement terminated
pursuant to its terms upon completion of the Offering, and the
Investors and certain members of the Frist family were paid a
final fee of approximately $211 million.

                           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.

As reported by the Troubled Company Reporter on March 14, 2011,
Moody's Investors Service commented that the completion of the IPO
by HCA Holdings, Inc., has no immediate impact on the company's B2
Corporate Family Rating.  The outlook for the ratings remains
positive.  While Moody's believes that the completion of the IPO
is a credit positive since proceeds are expected to be used to
repay outstanding debt, the estimated $2.6 billion of proceeds to
the company won't meaningfully reduce HCA's $28.2 billion debt
load.


HCA HOLDINGS: Appoints J. Light and G. Meyers as Directors
----------------------------------------------------------
On March 9, 2011, Jay O. Light and Geoffrey G. Meyers were
appointed to HCA Holdings, Inc.'s Board of Directors, thereby
joining Messrs. Richard M. Bracken, R. Milton Johnson, Christopher
J. Birosak, John P. Connaughton, James D. Forbes, Kenneth W.
Freeman, Thomas F. Frist III, William R. Frist, Christopher R.
Gordon, Michael W. Michelson, James C. Momtazee, Stephen G.
Pagliuca and Nathan C. Thorne.  Messrs. Light and Meyers will also
serve as members of the Company's Audit and Compliance Committee
and Compensation Committee.

Pursuant to the Company's 2006 Stock Incentive Plan for Key
Employees of HCA Holdings, Inc. and its Affiliates, as Amended and
Restated, the Company granted 9,167 restricted stock units to each
of Messrs. Light and Meyers.

Effective March 9, 2011, the Company's Board of Directors and its
shareholders adopted the Plan.  The Plan provides for the granting
of stock options, stock appreciation rights, and other stock-based
awards or dividend equivalent rights to key employees, directors,
consultants or other persons having a service relationship with
the Company, its subsidiaries and certain of its affiliates.  The
amendments to the Plan, among other things, increased the number
of shares authorized for issuance pursuant to such Plan by
40,000,000 (post-split) (no more than 1,000,000 of which may be
granted in the form of stock options in any given fiscal year).

                          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.

HCA Holdings Inc. said in a regulatory filing that on March 15,
2011, it completed the initial public offering of its common
stock, par value $0.01 per share.  In the offering, the Company
sold 87,719,300 shares for approximately $2.5 billion in net
proceeds before expenses, and the stockholders sold 57,410,700
shares for approximately $1.7 billion in net proceeds before
expenses.

                          *     *     *

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.

As reported by the Troubled Company Reporter on March 14, 2011,
Moody's Investors Service commented that the completion of the IPO
by HCA Holdings, Inc., has no immediate impact on the Company's B2
Corporate Family Rating.  The outlook for the ratings remains
positive.  While Moody's believes that the completion of the IPO
is a credit positive since proceeds are expected to be used to
repay outstanding debt, the estimated $2.6 billion of proceeds to
the company won't meaningfully reduce HCA's $28.2 billion debt
load.


HI HOTEL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: HI Hotel Investors, LLC
        dba Hilton Garden Inn Columbus Airport
        c/o Lodging First, LLC
        4900 Blazer Parkway
        Dublin, OH 43017

Bankruptcy Case No.: 11-52558

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Southern District of Ohio (Columbus)

Judge: Charles M. Caldwell

Debtor's Counsel: Robert J. Morje, Esq.
                  P.O. Box 6545
                  600 South Pearl Street
                  Columbus, OH 43206
                  Tel: (614) 224-8000
                  Fax: (614) 588-8826
                  E-mail: rmorje.attorney@gmail.com

Estimated Assets: $100,001 to $500,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ohsb11-52558.pdf

The petition was signed by Peter Coratola, manager.


HOMELAND SECURITY: Posts $1.37-Mil. Net Income Fiscal Q2
--------------------------------------------------------
Homeland Security Capital Corporation filed its quarterly report
on Form 10-Q, reporting net income of a $1,375,000 on $28,207,029
of net contract revenue for the three months ended Dec. 31, 2010,
compared with net income of $1,301,100 on $26,572,415 of net
contract revenue for the same period a year earlier.

Homeland Security reported net income of a $1,636,720 on
$53,266,167 of net contract revenue for the six months ended
Dec. 31, 2010, compared with net income of $555,251 on $47,421,857
of net contract revenue for the same period a year earlier.

The Company's consolidated balance sheet at Dec. 31, 2010, showed
$40,025,852 in assets, $39,940,470 in total liabilities, warrants
payable -- Series H Preferred Stock of $169,768, non-controlling
interest of $228,830, and a stockholders' deficit of $84,386.
Stockholders' deficit was $1,059,210 at June 30, 2010.


A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?753e

                   About Homeland Security

Homeland Security Capital Corporation is an international provider
of specialized technology-based radiological, nuclear,
environmental disaster relief and electronic security solutions to
government and commercial customers.


IA GLOBAL: Unable to Timely File Dec. 31 Form 10-Q
--------------------------------------------------
IA Global, Inc. filed last month a Form 12b-25 saying that it is
unable to file its Form 10-Q on time.  The Company said Feb. 14
that additional time is required for the preparation by management
and review by the independent registered accounting firm of
financial statements for the quarter ended Dec. 31, 2010.  The
Company said in the notice that the Form 10-Q would be filed on or
before Feb. 22.  However, as of March 18, the Form 10-Q has not
been filed.

                         About IA Global

San Francisco, Calif.-based IA Global, Inc. (OTCQB: IAGI.OB)
-- http://www.iaglobalinc.com/-- is a global services and
outsourcing company focused on growing existing businesses and
expansion through global mergers and acquisitions.  The Company is
utilizing its current partnerships to acquire growth businesses in
target sectors and markets at discounted prices.  The Company is
actively engaging in discussions with businesses that would
benefit from our business acumen and marketing expertise,
knowledge of Asian Markets, and technology infrastructure.

The Company's balance sheet at Sept. 30, 2010, showed
$4.65 million in total assets, $3.30 million in total current
liabilities, $2.79 million in long-term debt, and a stockholders'
deficit of $1.45 million.

As reported in the Troubled Company Reporter on July 20, 2010,
Sherb & Co., LLP, in New York, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the Company's results for the fiscal year ended March 31, 2010.
The independent auditors noted that the Company has incurred
significant operating losses, and has a working capital deficit as
of March 31, 2010.


IMAGE METRICS: Restates Fin'l Statements for Q1 and Q2 of 2010
--------------------------------------------------------------
Image Metrics, Inc., amended for the second time its quarterly
reports on Form 10-Q for the quarters ended March 31, 2010 and
June 30, 2010 for the purposes of restating its financial
statements.  Specifically, the Company has amended the
consolidated financial statements and footnotes to the
consolidated financial statements in the Form 10-Q/A to properly
apply the provisions of FASB Accounting Standards Codification No.
820, "Fair Value Measurements and Disclosures".  Additionally, the
Company has adjusted its equity presentation to reflect the
legally issued and outstanding shares of the combined companies as
if the exchange transaction occurred on Sept. 30, 2009 and
adjusted its statement of operations and earnings per share to
reflect the deemed dividend that was issued by Image Metrics
Limited to SHV and one other shareholder prior to the exchange
transaction.

A full-text copy of Amendment No. 2 to the Form 10-Q for the
quarter ended March 31, 2010, is available for free at:

           http://is.gd/HQmzwQ

A full-text copy of Amendment No. 1 to the Form 10-Q for the
quarter ended June 30, 2010, is available for free at:

           http://is.gd/WaKDtX

The Company's balance sheet at June 30, 2010, showed $1.16 million
in total assets, $13.76 million in total liabilities, and a
stockholders' deficit of $12.59 million.

The Company reported a net loss of $9.18 million on $4.89 million
of revenue for nine months ended June 30, 2010, compared with a
net loss of $5.82 million of revenue for nine months ended
June 30, 2009.

                      About Image Metrics

Santa Monica, Calif.-based Image Metrics, Inc., provides
technology-based facial animation solutions to the interactive
entertainment industry.  Using proprietary software and
mathematical algorithms that "read" human facial expressions, the
Company's technology converts video footage of real-life actors
into 3D computer generated animated characters.  Examples of the
Company's facial animation projects include the 2008 "Grand Theft
Auto IV" video game, the 2009 computer generated aging of Brad
Pitt in the feature film "The Curious Case of Benjamin Button,"
the 2009 Black Eyed Peas' "Boom Boom Pow" music video, and the
2010 "Red Dead Redemption" video game.

The Company's key intellectual property consists of one patent
registered in the United States, four additional patents in
process, the identification of 16 potential new patents, and
significant well-documented trade secrets.

BDO USA, LLP, in Los Angeles, expressed substantial doubt about
Image Metrics, Inc.'s ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has a net capital deficiency.


INTEGRATED BIOPHARMA: Posts $423,000 Net Loss in Dec. 31 Quarter
----------------------------------------------------------------
Integrated BioPharma, Inc., filed its quarterly report on Form 10-
Q, reporting a net loss of $423,000 on $10.33 million of revenue
for the three months ended Dec. 31, 2010, compared with a net loss
of $996,000 on $8.76 million of revenue for the same period a year
earlier.

Integrated BioPharma reported a net loss of $424,000 on
$21.42 million of revenue for the six months ended Dec. 31, 2010,
compared with a net loss of $1.94 million on $19.80 million of
revenue for the same period a year earlier.

The Company's balance sheet at Dec. 31, 2010, showed
$13.66 million in assets, $19.54 million in liabilities, all
current, and stockholders' deficit of $5.87 million.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7381

                   About Integrated BioPharma

Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) --
-- http://www.healthproductscorp.us/ -- is engaged primarily in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products.  The Company's
customers are located primarily in the United States.  The Company
was previously known as Integrated Health Technologies, Inc., and,
prior to that, as Chem International, Inc.  The Company was
reincorporated in its current form in Delaware in 1995.  The
Company continues to do business as Chem International, Inc., with
certain of its customers and certain vendors.


ISTAR FINANCIAL: Chief Accounting Officer Owns 874 Shares
---------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Lee Cochrane Collin, chief accounting officer at iStar
Financial Inc., disclosed that he beneficially owns 874 shares of
common stock of the Company.

Mr. Collin also holds a total of 46,490 Restricted Stock Units
that have not yet vested, representing the right to receive an
equivalent number of shares of iStar's common stock if and when
the Units vest.  Units that have not vested may not be pledged,
sold, or transferred except by will, the laws of descent or to or
for the benefit of Mr. Collin's family.  If Mr. Collin voluntarily
terminates his employment with iStar, or iStar terminates
Mr. Collin's employment for cause, any unvested portion of the
Units will be forfeited automatically as of the date of
termination.

                       About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

                          *     *     *

iStar carries a 'C' issuer default rating from Fitch Ratings
Services.  Fitch lowered, among other things, the IDR from 'CC' to
'C' in October 2010, noting that there is substantial amount of
debt maturities in the second quarter of 2011, consisting
primarily of a second lien term loan and second lien revolving
credit agreement in aggregate amounting to approximately $1.7
billion, and an unsecured revolving credit facility of
approximately $500 million.  In order to avoid maturity defaults
on the second lien obligations and unsecured revolving credit
facility due June 2011, a coercive debt exchange would need to be
effected, whereby the company negotiates with certain of its debt
holders a material reduction in terms to avert bankruptcy, Fitch
said.

As reported by the Troubled Company Reporter on Feb. 25, 2011,
Fitch Ratings said it expects to upgrade iStar Financial Inc.'s
Issuer Default Rating to 'B-' from 'C' upon the successful
completion of iStar's recently announced proposed senior secured
credit facilities transaction.  Fitch also expects to rate the new
senior secured credit facilities several notches above the IDR,
given that the new credit facilities would be secured by a first
lien on a collateral pool comprised primarily of performing loans
and corporate tenant lease assets.  The expected IDR upgrade is
based on iStar's improved liquidity profile, pro forma for the
expected refinancing that would extend certain of the company's
debt maturities, relieving the overhang of significant secured
loan facility maturities in June 2011 and June 2012.

In July 2010, Standard & Poor's Ratings Services lowered its long-
term counterparty credit rating on iStar Financial to 'CCC' from
'B-'.  The outlook is negative.  iStar's limited funding
flexibility and the severe credit quality deterioration in its
loan portfolio continue to put negative pressure on the rating,
S&P said.


JARDEN CORP: S&P Assigns 'BB+' Rating to $1.25 Bil. Senior Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it is assigning
issue-level and recovery ratings to Rye, N.Y.-based Jarden Corp.'s
proposed $1.25 billion senior secured credit facilities.  S&P
assigned a 'BB+' issue-level rating (two notches higher than the
corporate credit rating on Jarden) to the proposed senior secured
credit facilities.  The recovery rating is '1', indicating S&P's
expectation for very high (90% to 100%) recovery in the event of
a payment default.  The proposed credit facilities include a
$250 million senior secured revolving credit facility maturing
2016, a $500 million senior secured term loan A due 2016, and a
$500 million senior secured term loan B due 2018.

The company intends to use the proceeds to refinance its existing
$1.06 billion senior secured credit facilities and for general
corporate purposes.  This refinancing does not result in any
changes to the issue-level or recovery ratings on the company's
other existing note issues.  S&P will withdraw the ratings on the
company's existing senior secured credit facilities upon the close
of this refinancing transaction.  Issue-level ratings are based
upon preliminary documentation and are subject to review upon
final documentation.

The 'BB-' long-term corporate credit rating on Jarden and the
stable outlook remain unchanged.  Standard & Poor's ratings on the
company reflect its active acquisition strategy, leveraged
financial profile, and S&P's view of the highly competitive and
difficult operating environment in several of the company's
businesses.  S&P believes the company's diversified business
portfolio, well-recognized brand names, and good market positions
in numerous product categories somewhat offset these risk factors.
S&P characterize Jarden's business risk profile as fair and its
financial risk profile as aggressive.

                           Ratings List

                           Jarden Corp.

         Corporate credit rating          BB-/Stable/--

                           New Ratings

                         Senior Secured

               $250 mil rev credit fac         BB+
                Recovery rating                1

               $500 mil term loan A            BB+
                Recovery rating                1

               $500 mil term loan B            BB+
                Recovery rating                1


JOHNNY ROCKETS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Johnny Rockets of Puerto Rico, Inc.
        aka Johnny Rockets
        1311 Ponce De Leon Ave.
        Marcom Tower Bldg., Suite 402
        San Juan, PR 00907

Bankruptcy Case No.: 11-02151

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

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

Scheduled Assets: $4,629,290

Scheduled Debts: $2,931,769

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/prb11-02151.pdf

The petition was signed by Alfredo Mendez, general manager.


JUNO MOTHER EARTH: Faces SEC Charges Over Investment Fraud
----------------------------------------------------------
The Securities and Exchange Commission on Tuesday charged a hedge
fund investment advisory firm and its two founders with
orchestrating a multi-faceted scheme to defraud clients and
failing to comply with fiduciary obligations.

The SEC alleges that Eugenio Verzili and Arturo Rodriguez through
their firm Juno Mother Earth Asset Management LLC misappropriated
client assets, inflated assets under management, and filed false
information with the SEC.  Juno, Verzili and Rodriguez looted
approximately $1.8 million of assets from a hedge fund they
manage, misusing it to pay Juno's operating costs related to
payroll, rent, travel, meals, and entertainment.  They issued
promissory notes to conceal a substantial portion of their
misappropriation.  Juno, Verzili and Rodriguez also misrepresented
the amount of capital that some Juno partners had invested in one
of its funds, claiming they had invested millions of dollars when
they actually had invested nothing in the funds.

"Verzili, Rodriguez and their firm violated the most fundamental
duties of an investment adviser by lying to their clients and
misappropriating the money entrusted to their care," said George
S. Canellos, Director of the SEC's New York Regional Office.
"They compounded their wrongdoing by providing false information
in filings with the SEC that are designed to ensure that
registered investment advisers make full disclosure to investors."

Bruce Karpati, Co-Chief of the Asset Management Unit in the SEC's
Division of Enforcement, said, "Hedge fund investors derive
comfort from knowing the fund's adviser has so-called 'skin in the
game' by investing its own money side-by-side with investors and
sharing the same risks and rewards.  These managers deliberately
distorted their skin in the game."

According to the SEC's complaint filed in the U.S. District Court
for the Southern District of New York, Juno sold securities in
client brokerage and commodity accounts and directed 41 separate
transfers of cash to Juno's bank account, claiming falsely that
the transfers were reimbursements for expenses Juno had incurred
on behalf of the client fund.  Verzili and Rodriguez later
fabricated and issued nine promissory notes to make it appear that
the client fund had invested the money in Juno.  But they
concealed the so-called investment from the independent directors
of the client fund.

The SEC's complaint further alleges that Juno, Verzili and
Rodriguez marketed investments in the Juno-advised fund and failed
to disclose Juno's precarious financial condition to investors.
They also failed to disclose that Juno owed a client fund a
minimum of $1.2 million, which represented the proceeds of the
promissory notes.  While offering and selling securities in the
client fund, Juno repeatedly inflated and misrepresented the
amount of assets that Juno managed and claimed at one point that
Juno had as much as $200 million under management.  Verzili also
represented falsely to investors that Juno's partners had up to $3
million of their own capital invested in a client fund.  Juno's
partners had never actually invested any of their own money.

The SEC alleges that Juno filed false Forms ADV with the SEC in
order to avoid deregistration with the Commission, claiming in
those filings that Juno managed $40 million more than it actually
did.  Verzili and Rodriguez also caused Juno to provide a number
of false filings to the SEC that failed to disclose that Juno had
engaged in principal transactions with its client and had custody
of client assets.

The SEC's complaint charges Juno, Verzili and Rodriguez with
violations of the antifraud provisions of the Securities Act of
1933, the Securities Exchange Act of 1934 and the Investment
Advisers Act of 1940, as well as additional regulatory-based
violations of the Advisers Act.  The SEC seeks permanent
injunctions, disgorgement of ill-gotten gains plus prejudgment
interest, and monetary penalties.

The SEC's case was investigated by New York Regional Office staff
including Ken C. Joseph and Mark D. Salzberg of the Asset
Management Unit and Elzbieta Wraga, with assistance from examiners
Eugenio Cantiello, Majid Mahmood, Raymond Slezak and Joseph
DiMaria.  Jack Kaufman will lead the SEC's litigation.

The SEC acknowledges the assistance of the Cayman Islands Monetary
Authority and the Financial Market Authority Liechtenstein.


KV PHARMA: To Report Material Weaknesses, Going Concern Doubt
-------------------------------------------------------------
K-V Pharmaceutical Company disclosed that it was not in a position
to file its quarterly report on Form 10-Q for the Company's
quarter ended Dec. 31, 2010 with the U.S. Securities and Exchange
Commission due to the time required complete the audit of the
Company's financial statements for the fiscal year ended March 31,
2010, which was filed on Dec. 27, 2010 and the time required to
complete the filing of its quarterly report on Form 10-Q for the
quarters ended June 30, 2010 and Sept. 30, 2010.  The Company
expects to file the Form 10-Qs for the quarters ended June 30,
2010, Sept. 30, 2010 and Dec. 31, 2010 by March 31, 2011.

Upon completion of the Company's evaluation of its internal
controls over financial reporting, the Company reported in its
Form 10-K for fiscal year 2010, material weaknesses in internal
controls over financial reporting.  The Company expects to
continue to report material weaknesses in the Form 10-Q for the
quarters ended June 30, 2010, Sept. 30, 2010 and Dec. 31, 2010.

In addition, the Company disclosed that there is substantial doubt
regarding its ability to continue as a going concern and, as a
result, the Company's report of its independent registered public
accounting firm accompanying its annual consolidated financial
statements included an explanatory paragraph disclosing the
existence of substantial doubt regarding the Company's ability to
continue as a going concern.  The Company does not expect that the
substantial doubt will be resolved as of the end of the period
covered by the Form 10-Q for the quarters ended June 30, 2010,
Sept. 30, 2010 and Dec. 31, 2010.

The Company anticipates that it will experience significant
changes in its results of operations from the corresponding period
for the last fiscal year to be reflected by the earnings
statements to be included in the Form 10-Q when ultimately filed.
As the Company previously disclosed, on March 2, 2009, the Company
entered into a consent decree with the FDA regarding the Company's
drug manufacturing and distribution, which was entered by the U.S.
District Court, Eastern District of Missouri, Eastern Division on
March 6, 2009.  The consent decree requires, among other things,
that, before resuming manufacturing, the Company retain and have
an independent expert undertake a review of the Company's
facilities and certify compliance with the FDA's current good
manufacturing practice regulations.  The Company's actions and the
requirements under the consent decree have had a material adverse
effect on the Company's results of operations and liquidity
position.

Also, on Dec. 23, 2008, the Company announced it had voluntarily
suspended all shipments of its FDA-approved drug products in
tablet form and, effective Jan. 22, 2009, the Company voluntarily
suspended the manufacturing and shipment of the remainder of its
products, other than three products it distributes but does not
manufacture and which do not generate a material amount of revenue
for the Company.  In September 2010, the Company received approval
from the FDA to begin shipping Potassium Chloride ER Capsule,
including Micro-K(R)10mEq and Micro-K(R)8mEq products.  The
Company does not expect to generate any significant revenues from
products that we manufacture until we can resume shipping more of
our approved products.  The Company is continuing to prepare other
products for FDA inspection and does not expect to resume shipping
other products until the first quarter of calendar year 2011, at
the earliest.  During the quarter ended Dec. 31, 2010, while not
generating any material revenues as a result of the suspension of
shipments, the Company had to meet ongoing operating costs related
to its employees, facilities and FDA compliance, as well as costs
related to the steps the Company currently is taking to prepare
for reintroducing more of the Company's approved products to the
market.  As a result, the Company anticipates that it likely will
report net losses for the quarters ended June 30, 2010,
Sept. 30, 2010 and Dec. 31, 2010.

At present, the Company is unable to provide a reasonable estimate
of the results of operations for the quarter ended Dec. 31, 2010
due to the ongoing nature of the various matters described above.

                 About KV Pharmaceutical Company

KV Pharmaceutical Company (NYSE: KVa/KVb) --
http://www.kvpharmaceutical.com/-- is a fully integrated
specialty pharmaceutical company that develops, manufactures,
markets, and acquires technology-distinguished branded and
generic/non-branded prescription pharmaceutical products.  The
Company markets its technology distinguished products through
ETHEX Corporation, a subsidiary that competes with branded
products, and Ther-Rx Corporation, the company's branded drug
subsidiary.

KV Pharmaceutical has not timely filed its Form 10-K for the year
ended March 31, 2010 and its Form 10-Qs for the subsequent
quarterly periods.  The Company's independent accounting firm,
KPMG, resigned on June 25, 2010, and the Company has tapped BDO
USA, LLP, to audit the fiscal 2010 financial statements.  The Form
10-Q for the quarter ended June 30, 2010, was only filed March 10,
2011.

The Company's balance sheet at June 30, 2010 showed
$315.48 million in total assets, $488.04 million in total
liabilities and a $172.56 million shareholders' deficit.

The Company incurred a net loss of $283.61 million on
$152.22 million of net revenue for 12 months ended March 31, 2010,
compared with a net loss of $313.63 million on $312.33 million of
revenue in the same period in fiscal 2009.  The Company reported a
net loss of $34.60 million on $3.38 million of net revenue for
three months ended June 30, 2010, compared with a net loss of
$53.95 million on $6.30 million of revenue in the same period in
2009.


KEYSTONE AUTOMOTIVE: 9.75% Senior Notes Exchange Offer Expired
--------------------------------------------------------------
Keystone Automotive Operations, Inc.; A&A Auto Parts Stores, Inc.;
American Specialty Equipment Corp.; Arrow Speed Acquisition LLC;
DriverFx.com, Inc.; KAO Management Services, LLC; Key Comp, Inc.;
Keystone Automotive Distributors Company, LLC; Keystone Automotive
Holdings, Inc.; Keystone Automotive Warehouse, Inc.; Keystone
Automotive Operations of Canada, Inc.; and Keystone Automotive
Operations Midwest, Inc., previously announced that their exchange
offer and consent solicitation with respect to their 9 3/4% Senior
Subordinated Notes due 2013 and the transactions associated
therewith are set to expire at 5:00 PM New York City time on
March 16, 2011.  The associated withdrawal rights are set to
expire at such time as well.  The associated offering memorandum
and disclosure statement dated Feb. 15, 2011 has been supplemented
and such supplement is available from the exchange agent and
information agent identified in the Feb. 15, 2011 offering
memorandum and disclosure statement.

                     About Keystone Automotive

Keystone Automotive Operations, headquartered in Exeter,
Pennsylvania, competes as a distributor in the specialty
accessories and equipment segment of the broader automotive
aftermarket equipment industry.  Keystone is majority-owned by
Bain Capital, and had $485 million in revenues for the LTM period
ended Oct. 2, 2010.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 9, 2010,
Moody's Investors Service downgraded Keystone Automotive
Operations Inc.'s Corporate Family Rating and Probability of
Default Rating to Ca from Caa2 to reflect Moody's concerns about
the sustainability of the company's current capital structure.
The ratings on the term loan B due January 2012 and senior
subordinated notes due November 2013 were also downgraded to Caa2
and C from Caa1 and Caa3, respectively.  The rating outlook
remains negative.

In November 2010, Standard & Poor's Rating Services lowered all of
its ratings on Keystone Automotive Operations Inc., including the
corporate credit rating to 'CC' from 'CCC'.  At the same time, S&P
lowered its rating on the company's $200 million senior secured
term loan due 2012 to 'CC' from 'CCC' and lowered its rating on
the $175 million senior subordinated notes due 2013 to 'C' from
'CC'.

"S&P's ratings on Keystone reflect its expectation that the
company will pursue some form of debt restructuring during 2011,"
said Standard & Poor's credit analyst Brian Milligan.  S&P views
the company's financial risk profile as highly leveraged given its
continued poor credit measures, including total debt to EBITDA in
the mid-teens, EBITDA to interest below 1x, and funds from
operations to total debt of about 1% to 2%.  In addition, S&P
views Keystone's business risk profile as vulnerable because its
products are discretionary in nature and partially dependent on
new vehicle sales.


LITTLE TOKYO: Kyoto Grand Owner Reaches Deal for Bankruptcy Exit
----------------------------------------------------------------
Eric Richardson at blogdowntown.com reports that the owner of
Little Tokyo's Kyoto Grand Hotel and Weller Court shopping center
filed a motion to exit bankruptcy proceedings after reaching a
settlement with its major lender on the properties.

According to the report, that move would pave the way for the
hotel to become a Doubletree property, though it appears the
property would keep its Kyoto Grand name.  Doubletree's list of
upcoming hotels shows the hotel as the "Kyoto Grand Downtown Los
Angeles -- a Doubletree hotel."

Mr. Richardson notes Beverly Hills-based 3D Investments purchased
the hotel and shopping center in 2007 for $54 million.  It placed
the structures into Chapter 11 bankruptcy proceedings in July of
2010 after lender First-Citizens Bank & Trust started the
foreclosure process.

Under the terms of the settlement, which must still be approved by
the bankruptcy court on March 29, 2011, the owners will pay
approximately $6 million toward the $44 million loan and accrued
interest.  $200,000 will go to Seville Gateway Investments, the
Torrance-based group that the bank tried to sell the property to
in October.  Maturation on the loans will be extended to Dec. 31,
2014.

                         About Little Tokyo

Little Tokyo Partners LP filed for Chapter 11 protection (Bankr.
C.D. Calif. Case No. 10-39113) on July 15, 2010, in Los Angeles,
California.  The Debtor estimated assets and debts of $10,000,001
to $50,000,000 as of the Chapter 11 filing.

Little Tokyo, the owner of the Kyoto Grand Hotel in downtown Los
Angeles, was facing mortgage foreclosure on July 16.  The property
has two mortgages totaling $44 million.  There was a default since
January.  Financial problems were caused by a "precipitous drop in
revenue starting in the last quarter of 2008," a court filing
says.

Kyoto Grand is a 21-story hotel built in 1977.  It has 434 rooms.
It adjoins the three-story Weller Court outdoor mall which is also
in Chapter 11.




LTAP US: Strikes Settlement With Life Wells Fargo
------------------------------------------------
Dow Jones' DBR Small Cap reports that LTAP US LLLP is seeking to
sell life insurance policies that could pay out up to
$1.36 billion to a Wells Fargo Bank subsidiary under a deal that
prevents the lender from foreclosing on those very assets.  The
report relates that the investor in life insurance policies said
the deal is in the best interests of it and its creditors, which
it warned wouldn't necessarily be the case if Wells Fargo acted on
a recent court order lifting the shield of bankruptcy protecting
LTAP from Wells Fargo in a dispute between lender and borrower.

LTAP "believes that if the disputes with Wells Fargo are not
resolved now, Wells Fargo will immediately commence foreclosure
and exercise other remedies," the Company said in court papers,
according to DBR.

"Any value realized from an eventual foreclosure sale of the
policies would be for the sole and exclusive benefit of Wells
Fargo," the report notes.

Last month, Judge Kevin Gross of the U.S. Bankruptcy Court in
Wilmington, Del., authorized Wells Fargo to seize the policies,
DBR adds.

                           About LTAP US

Atlanta, Georgia-based LTAP US, LLLP, fka Life Trust Asset Pool
US, LLLP, invests in, manages, and arranges for the servicing of
life insurance policies.  LTAP US is managed by its general
partner, LT Partner, LLC, and eight limited partners.

Operating since 2003, LTAP US holds 410 policies on 313 lives,
with an aggregate death benefits of approximately $1.36 billion.
Berlin Atlantic Capital US -- BACH -- and SLG Life Settlements LLC
also provide support to the operations.  SLG, a subsidiary of
BACH, which is wholly owned by Berlin Atlantic Holding, is the
servicer for the Policies.

LTAP US filed for Chapter 11 bankruptcy protection (Bankr. D. Del.
Case No. 10-14125) on Dec. 22, 2010.  Adam G. Landis, Esq., Kerri
K. Mumford, Esq., and Kimberly A. Brown, Esq., at Landis Rath &
Cobb LLP, serve as the Debtor's bankruptcy counsel.

According to a court filing, the Debtor had assets of $358,781,430
and debts of $231,007,430 as of Sept. 30, 2010.


MAGIC BRANDS: Exclusive Solicitation Period Extended to June 20
---------------------------------------------------------------
The Bankruptcy Court extended the period within which Deel LLC,
fka Magic Brands LLC, and its debtor-affiliates have the exclusive
right to solicit acceptances of their Chapter 11 plan through and
including June 20, 2011.  The order is without prejudice to the
Debtors' right to seek a further extension of the exclusive
solicitation period.

                        About Magic Brands

Headquartered in Austin, Texas, Magic Brands, LLC --
http://www.fuddruckers.com/-- operated 62 Fuddruckers
locations in 11 states and 3 Koo Koo Roo restaurants in
California.

Magic Brands and its operating units filed for Chapter 11
protection on April 21, 2010 (Bankr. D. Del. Lead Case No.
10-11310).  It estimated assets of up to $10 million and
debts at $10 million to $50 million in its Chapter 11 petition.
Affiliate Fuddruckers, Inc., also filed, estimating assets and
debts at $50 million to $100 million.

FocalPoint Securities, LLC, serves as investment banker to Magic
Brands, and Goulston & Storrs serves as lead bankruptcy counsel.
Kurtzman Carson Consultants, LLC, is the claims and notice agent.

The Official Committee of Unsecured Creditors has tapped Kelley
Drye & Warren LLP as counsel and Klehr Harrison Harvey Branzburg
LLP as co-counsel.

Magic Brands in July 2010 closed the sale of the Fuddruckers
stores and franchise business to restaurant operator Luby's Inc.
for $63.5 million.

Magic Brands, which has changed its name to Deel LLC following the
Luby's sale, filed a liquidating Chapter 11 plan on Jan. 18.  Bill
Rochelle, the bankruptcy columnist for Bloomberg News, said the
Disclosure Statement explaining the Plan indicated that unsecured
creditors should have a "meaningful recovery."  Mr. Rochelle said
there are blanks in the disclosure statement where creditors later
will be told the expected percentage of their recovery.

The Bankruptcy Court will convene a hearing on March 21, 2011, to
consider adequacy of disclosure statement explaining the Plan of
Liquidation.


MARGARITA LYDIA: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Margarita Lydia, LLC
          fka Hugo Roland Villavicencio
        460 1/2 Day Street
        San Francisco, CA 94131

Bankruptcy Case No.: 11-31035

Chapter 11 Petition Date: March 17, 2011

Court: U.S. Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Thomas E. Carlson

Debtor's Counsel: Kayla Grant, Esq.
                  LAW OFFICE OF KAYLA GRANT
                  214 Duboce Avenue
                  San Francisco, CA 94103
                  Tel: (415) 863-3580
                  E-mail: kayla.grant@gmail.com

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

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

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/canb11-31035.pdf

The petition was signed by Hugo Villavicencio, member/owner.


MOLECULAR INSIGHT: Judge Approves Plan Support, Financing Deals
---------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Molecular Insight
Pharmaceuticals Inc. won approval for its plan-support agreement
and exit-financing letters, two key deals that lie at the heart of
its plan to exit bankruptcy.

According to the report, Judge Frank J. Bailey, the chief
bankruptcy judge with the U.S. Bankruptcy Court in Boston, Mass.,
Wednesday signed off on Molecular Insight's request, pushing the
Company further along the path to reorganization.  The report
relates that under the plan-support agreement, bondholders who had
protested the company's initial Chapter 11 proposal will support
its new restructuring roadmap, built largely on the strategy
proposed by the bondholders themselves.

According to the report, the fresh financing is also tied to the
new plan.  Certain bondholders are in line to provide $40 million
in new capital to the company through an exit-financing package,
the report notes.   The bonds would then be swapped for 100% of
the equity in the reorganized company, DBR discloses.

Meanwhile, unsecured creditors would share a $500,000 pot of cash
and all existing equity interests will be canceled, the report
adds.

                    About Molecular Insight

Cambridge, Massachusetts-based Molecular Insight Pharmaceuticals,
Inc., is a clinical-stage biopharmaceutical company that provides
services on the detection and treatment of various forms of cancer
and other life-threatening diseases.  The Debtor disclosed
$36,453,000 in total assets and $198,829,000 in total debts as of
Sept. 30, 2010.

Molecular Insight filed for Chapter 11 bankruptcy protection
(Bankr. D. Mass. Case No. 10-23355) on Dec. 9, 2010.  Kramer
Levin Naftalis & Franklin LLP serves as the Debtor's lead
bankruptcy counsel.  Alan L. Braunstein, Esq., at Riemer &
Braunstein, LLP, serves as the Debtor's local Massachusetts
counsel.  Foley & Lardner LLP is the Debtor's special counsel.
Tatum LLC, a division of SFN Professional Services LLC, is the
Debtor's financial consultant.  Omni Management Group, LLC, is the
claims, and balloting agent.


MORENA TILES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Morena Tile San Juan, Inc.
        75220 Merle Drive
        Palm Desert, CA 92211-5163

Bankruptcy Case No.: 11-18465

Debtor-affiliates simultaneously filing separate Chapter 11
petitions:

  Debtor                               Case No.
  ------                               --------
Builders Showcase Interiors, Inc.      11-18468
Verona Stone Werx                      11-18467

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Mark S. Wallace

Debtors' Counsel: James C. Bastian, Jr., Esq.
                  SHULMAN HODGES & BASTIAN LLP
                  26632 Towne Centre Dr #300
                  Foothill Ranch, CA 92610-2808
                  Tel: (949) 340-3400
                  E-mail: jbastian@shbllp.com

Morena Tile's Estimated Assets: $1,000,001 to $10,000,000

Morena Tile's Estimated Debts: $1,000,001 to $10,000,000

A list of Morena Tile's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-18465.pdf

The petition was signed by Jack P. Downes, chief executive
officer.

Debtor-affiliates that earlier sought Chapter 11 protection:

   Debtor                              Case No.   Petition Date
   ------                              --------   -------------
Boardroom Properties                   11-16499     02/28/11
S&J Property Holdings, LLC             11-16514     02/28/11


MORGANS HOTEL: Files Form 10-K; Net Loss at $83.64 Million
----------------------------------------------------------
Morgans Hotel Group Co. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, reporting a
net loss of $83.64 million on $236.37 million of total revenues
for the year ended Dec. 31, 2010, compared with a net loss of
$101.60 million on $225.05 million of total revenues during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$714.77 million in total assets, $716.58 million in total
liabilities, a $12.72 million shareholders' deficit and $10.92
million noncontrolling interest.

A full-text copy of the annual report on Form 10-K is available
for free at http://is.gd/KuEQOl

                         Hard Rock Hotel

As reported in the March 8, 2011 edition of the Troubled Company
Reporter, Morgans Hotel Group Co. announced that the Hard Rock
joint venture, in which the company holds a minority interest, has
reached a settlement agreement with its lenders effective March 1,
2011.  Pursuant to the terms of the settlement, the Hard Rock
joint venture's equity interests in the Hard Rock Hotel & Casino
in Las Vegas have been transferred to the first mezzanine lender
and MHG's management agreement has been terminated.

In connection with Hard Rock Hotel Holdings LLC's acquisition of
the Hard Rock in 2007, certain subsidiaries of the joint venture
entered into a debt financing comprised of a senior mortgage loan
and three mezzanine loans, which provided for a $760.0 million
acquisition loan that was used to fund the acquisition, of which
$110.0 million was subsequently repaid according to the terms of
the loan, and a construction loan of up to $620.0 million, which
was fully drawn and remains outstanding as of Sept. 30, 2010,
for the expansion project at the Hard Rock.

According to Morgans Hotel's Form 10-Q for the quarter ended Sept.
30, 2010, "Due to the downturn in the Las Vegas economy and Hard
Rock's high degree of leverage and seasonality, Hard Rock's
operating cash flows have not been sufficient to cover debt
service under the Hard Rock Credit Facility for the nine month
period ended Sept. 30, 2010 and there were months when the
joint venture was forced to use funds from the reserves it had
established under the Hard Rock Credit Facility to meet its
liquidity needs."

NorthStar Realty Finance Corp., is a participant lender in the
Hard Rock Credit Facility.

Hard Rock Hotel had assets of $1.29 billion, liabilities of
$1.43 billion and members' deficit of $143.3 million as of Sept.
30, 2010.

Net loss was $80.0 million on $179.3 million of net revenue for
nine months ended Sept. 30, 2010, compared with a net loss of
$70.1 million on $126.06 million of net revenue for nine months
ended Sept. 30, 2009.

                      About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.


MPG OFFICE: Incurs $197.94 Million Net Loss in 2010
---------------------------------------------------
MPG Office Trust, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K reporting a net
loss of $197.94 million on $406.89 million of total revenue for
the year ended Dec. 31 2010, compared with a net loss of
$869.72 million on $423.84 million of total revenue during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed $2.77 billion
in total assets, $3.81 billion in total liabilities and $1.04
billion in total deficit.

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

                        http://is.gd/wVJteY

                       About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.


MPG OFFICE: Registers Potential Resale of 6.44MM Common Stock
-------------------------------------------------------------
MPG Office Trust, Inc., initially registered the potential
issuance of up to 10,999,398 shares of its common stock in
exchange for units representing common limited partnership
interests, or common units, in MPG Office, L.P., the Company's
operating partnership, and the potential resale of such common
stock pursuant to a registration statement filed on Form S-3 on
July 12, 2004.  Subsequent to the date of the Original Filing, MPG
Office Trust, Inc., has become no longer eligible to use Form S-3.

On March 16, 2011, the Company filed with the U.S. Securities and
Exchange Commission an Amendment No. 2 on Form S-11 to register
the potential resale of up to 6,446,777 shares of the Company's
common stock by the selling stockholders should they exchange
their remaining outstanding common units for the Company's common
stock.  This registration statement utilizes a "shelf"
registration process or continuous offering process.  Under this
shelf registration process, the selling stockholders may from time
to time sell the common stock described in the registration
statement in one or more offerings.

The Company clarifies that the registration of the potential
resale of the shares of its common stock covered by the prospectus
does not necessarily mean that any of the holders of common units
will redeem their common units, that upon any such redemption the
will elect, in the Company's sole and absolute discretion, to
exchange some or all of the common units for shares of the
Company's common stock rather than cash, or that any shares of the
Company's common stock received in exchange for common units will
be sold by the selling stockholders.

The Company will receive no proceeds from any issuance of the
shares of its common stock to the selling stockholders in exchange
for common units or from any sale of those shares by the selling
stockholders, but the Company has agreed to pay certain
registration expenses.

The Company's common stock currently trades on the New York Stock
Exchange, or NYSE, under the symbol "MPG."  On March 11, 2011, the
last reported sales price of the Company's common stock on the
NYSE was $3.78 per share.

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

                        http://is.gd/6vbitJ

                       About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company reported a net loss of $197.94 million on $406.89
million of total revenue for the year ended Dec. 31 2010, compared
with a net loss of $869.72 million on $423.84 million of total
revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $2.77 billion
in total assets, $3.81 billion in total liabilities and $1.04
billion in total deficit.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.


MT. ZION: Has Interim Access to PNC Bank's Cash Collateral
----------------------------------------------------------
The Hon. Pamela Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois approved the amendment of a fourth
interim order authorizing Mt. Zion Limited Partnership to use the
cash collateral of PNC Bank, National Association.

A final hearing on the Debtor's cash collateral use will be held
on May 12, 2011, at 10:30 a.m.

As reported in the Troubled Company Reporter on May 6, 2010, the
bank asserts a senior position mortgage lien and claim against
the Debtor's residential apartment project in Florence, Kentucky,
known as Woodspring Apartments, which purportedly secures a
mortgage indebtedness of approximately $28,850,000.  The bank
also asserts a security interest in and lien upon the rents being
generated at the property.

The Debtor would use the cash collateral to fund its Chapter 11
case, pay suppliers and other parties.

In exchange for using the cash collateral, the bank will be
allowed to inspect, upon reasonable hours, the Debtor's books and
records.  The Debtor will maintain and pay premiums for insurance
to cover its assets from fire, theft and water damage.  The Debtor
will, upon reasonable request, make available to the bank evidence
of that which purportedly constitutes their collateral or
proceeds.  The Debtor will also property maintain the property in
good repair and properly manage the property.

                 About Mt. Zion Limited Partnership

Lake Forest, Illinois-based Mt. Zion Limited Partnership, dba
Woodspring Apartments, owns and operates a residential apartment
project located in Florence, Kentucky, known as Woodspring
Apartments.  The Company filed for Chapter 11 protection (Bankr.
N.D. Ill. Case No. 10-18075) on April 23, 2010.  David K Welch,
Esq., at Crane Heyman Simon Welch & Clar, assists the Debtor in
its restructuring effort.  The Company estimated its assets and
debts at $10 million to $50 million as of the Petition Date.


N & D: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------
Debtor: N & D Investments of America, Inc.
        12200 SW 47 Street
        Miami, FL 33175

Bankruptcy Case No.: 11-17063

Chapter 11 Petition Date: March 17, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Laurel M. Isicoff

Debtor's Counsel: Robert C. Meyer, Esq.
                  ROBERT C. MEYER, PA
                  2223 Coral Way
                  Miami, FL 33145
                  Tel: (305) 285-8838
                  Fax: (305) 285-8919
                  E-mail: meyerrobertc@cs.com

Estimated Assets: $500,001 to $1,000,000

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

A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flsb11-17063.pdf

The petition was signed by Duval Rodriguez, president.


NEC HOLDING: Committee Hires Environmental Consultant
-----------------------------------------------------
The Official Committee of Unsecured Creditors in the bankruptcy
cases of NEC Holdings Corp. has obtained permission to retain ELM
Group, Inc., as environmental consultants to the Committee to
assist the Committee with alleged environmental issues concerning
the Debtors' real property located in Union, New Jersey.

ELM will be paid on an hourly basis.  ELM has not received or
requested a retainer in the case.

Mark D. Fisher, a principal of ELM, attests that his firm is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code, as modified by section 1107(b) of the
Bankruptcy Code.  ELM does not hold or represent an interest
adverse to the estates that would impair its ability to
objectively perform professional services for the Committee, in
accordance with section 327(a) and 1103 of the Bankruptcy Code.

On June 23, 2010, the United States Trustee for Region 3
appointed the Committee to represent the interests of all
unsecured creditors in the chapter 11 cases.  The Committee
members are: (i) 29-10 Hunters Point Ave. Co. LLC; (ii) Gadge
USA, Inc.; (iii) Henkel Corporation; (iv) Multi-Plastics, Inc.;
(v) Neenah Paper, Inc.; (vi) Team Ten LLC, dlb/a American Eagle
Paper Mills; and (vii) the United Steel, Paper and Forestry,
Rubber, Manufacturing, Energy, Allied Industrial and Service
Workers International Union.  Counsel to the Official Committee
of Unsecured Creditors are:

          Jeffrey N. Pomerantz, Esq.
          Robert J. Feinstein, Esq.
          Bradford J. Sandier, Esq.
          PACHULSKI STANG ZIEHL & JONES LLP
          919 North Market Street, 17th Floor
          Wilmington, Delaware 19899
          Telephone: (302) 652-4100
          Facsimile: (302) 652-4400
          E-mail: jpomerantz@pszjlaw.com
                  rfeinstein@pszjlaw.com
                  bsandler@pszjlaw.com

                         About NEC Holdings

Uniondale, New York-based National Envelope Corporation
was the largest manufacturer of envelopes in the world with
14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

NEC Holdings Corp., together with affiliates, including
National Envelope Inc., filed for Chapter 11 on June 10,
2010 (Bankr. D. Del. Lead Case No. 10-11890).  Kara Hammond
Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves
as bankruptcy counsel to the Debtors.  David S. Heller, Esq.,
at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at
Latham & Watkins LLP, serve as co-counsel.  The Garden City
Group is the claims and notice agent.  Bradford J. Sandler,
Esq., and Robert J. Feinstein, Esq., at Pachuiski Stang Ziehl
& Jones LLP, represent the Official Committee of Unsecured
Creditors.  Morgan Joseph & Co., Inc., is the financial advisor
to the Committee.  NEC Holdings estimated assets and debts of
$100 million to $500 million in its Chapter 11 petition.

In September 2010, National Envelope's key assets were bought in
a roughly $208 million deal by The Gores Group LLC, a West Coast
private equity firm that manages about $2.9 billion of capital.


NEC HOLDINGS: Rejects Pact for Dallas Cowboys Stadium Seats
-----------------------------------------------------------
Judge Peter J. Walsh is slated to convene a hearing on March 30,
2011, at 3:00 p.m. to consider the request of NEC Holdings Corp.
to reject a Seat Option Agreement with Cowboys Stadium LP in
Dallas, Texas, effective as of Feb. 25, 2011.  The Debtors said
the deal is a net drain on their estate because they do not
currently utilize the contract and do not anticipate any future
use for it.  The Debtors said rejection of the Cowboys Stadium
agreement will eliminate roughly $13,960 in yearly expenses.  The
Debtors said Cowboys Stadium may assign the seats to another
customer.

                         About NEC Holdings

Uniondale, New York-based National Envelope Corporation
was the largest manufacturer of envelopes in the world with
14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

NEC Holdings Corp., together with affiliates, including
National Envelope Inc., filed for Chapter 11 on June 10,
2010 (Bankr. D. Del. Lead Case No. 10-11890).  Kara Hammond
Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves
as bankruptcy counsel to the Debtors.  David S. Heller, Esq.,
at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at
Latham & Watkins LLP, serve as co-counsel.  The Garden City
Group is the claims and notice agent.  Bradford J. Sandler,
Esq., and Robert J. Feinstein, Esq., at Pachuiski Stang Ziehl
& Jones LLP, represent the Official Committee of Unsecured
Creditors.  Morgan Joseph & Co., Inc., is the financial advisor
to the Committee.  NEC Holdings estimated assets and debts of
$100 million to $500 million in its Chapter 11 petition.

In September 2010, National Envelope's key assets were bought in
a roughly $208 million deal by The Gores Group LLC, a West Coast
private equity firm that manages about $2.9 billion of capital.


NEC HOLDINGS: Sues Insurer to Recover $8 Million in Collateral
--------------------------------------------------------------
NEC Holdings Corp. has commenced an adversary proceeding against
ACE American Insurance Company, one of its insurers, to recover
property of the estate that ACE allegedly held since the Debtor's
bankruptcy filing, and avoid and recover avoidable transfers made
by the Debtor and its affiliates to ACE.  NEC Holdings also seeks
damages for breaches of the automatic stay committed by ACE and
its unit, ESIS Inc.

ACE issued various insurance policies to the Debtors between
2003 and 2010.  ESIS served as the claims administrator under
each of the various policies.  According to the complaint, ACE
currently holds over $8 million of collateral as "security" to
secure deductible and other payment obligations of the Debtors
in connection with claims made under the policies.  NEC Holdings
asserts that ACE needs nowhere close to this amount to secure the
Debtors' obligations.  NEC Holdings points out that as of Jan. 4,
2011, ESIS estimated that the net outstanding claims against the
policies would total only $3.368 million.

According to NEC Holdings, ACE, despite repeated requests from the
Debtors, refused to return any of the over $8 million in
collateral or provide any information whatsoever that would
justify retention of the proceeds.

NEC Holdings also alleges that ACE received significant payments
from the Debtors just prior to and after the petition date.  NEC
Holdings contends that ACE's refusal to remit the Collateral to
the Debtors constitutes a violation of the automatic stay.

                         About NEC Holdings

Uniondale, New York-based National Envelope Corporation
was the largest manufacturer of envelopes in the world with
14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

NEC Holdings Corp., together with affiliates, including
National Envelope Inc., filed for Chapter 11 on June 10,
2010 (Bankr. D. Del. Lead Case No. 10-11890).  Kara Hammond
Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves
as bankruptcy counsel to the Debtors.  David S. Heller, Esq.,
at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at
Latham & Watkins LLP, serve as co-counsel.  The Garden City
Group is the claims and notice agent.  Bradford J. Sandler,
Esq., and Robert J. Feinstein, Esq., at Pachuiski Stang Ziehl
& Jones LLP, represent the Official Committee of Unsecured
Creditors.  Morgan Joseph & Co., Inc., is the financial advisor
to the Committee.  NEC Holdings estimated assets and debts of
$100 million to $500 million in its Chapter 11 petition.

In September 2010, National Envelope's key assets were bought in
a roughly $208 million deal by The Gores Group LLC, a West Coast
private equity firm that manages about $2.9 billion of capital.


NEC HOLDINGS: Sues Linde, Airco for Remediation Costs
-----------------------------------------------------
NEC Holdings Corp. sued various entities early this month to seek
cost recover and contribution for the defendants' fair share of
the response costs that the Debtors have incurred as a result of
releases, threatened releases and discharges of one or more
hazardous substances at or from a manufacturing facility in Union,
New Jersey.  The defendants are:

     * Linde LLC and Linde Inc.
     * Airco Welding Products, Inc.
     * Air Reduction Company, Inc.
     * Airco, Inc.
     * The BOC Group Inc.
     * John Does I through X

The lawsuit is brought pursuant to Section 107 of the
Comprehensive Environmental Response, Compensation, and
Liability Act, as amended, 42 U.S.C. Sections 9601 et seq.;
the New Jersey Spill Compensation and Control Act, N.J.S.A.
Sections 58:10-23:11 et seq.; and the New Jersey Joint
Tortfeasors Contribution Law, N.J.S.A. Sections 2A:53A-1

Certain of the Debtors have owned the Union Facility since
1981.  The Union Facility and surrounding properties have been
impacted by chlorinated volatile organic compounds, including
Trichloroethene, 1,1,1-Trichloroethene and Tetrachloroethylene,
that where commonly used as degreasing agents in manufacturing
processes through the 1960s and 1970s.

Under the oversight of the New Jersey Department of Environmental
Protection, the Debtors have been investigating the extent and
sources of the contamination and are taking actions to remediate
the contamination and address the impacts on neighboring
properties.

Pursuant to the Court's Aug. 23, 2010 Order approving the
Debtors' sale of their assets other than the Union Facility, the
Debtors were allowed to reserve $2 million of the sale proceeds
to fund environmental remediation at the Union Facility.  In its
complaint, NEC Holdings said it is unlikely that the $2 million
reserve will be sufficient to pay for the entire remediation at
the Facility, which is presently estimated to cost roughly
$5.7 million.

The Union Facility was constructed in 1951.  According to the
complaint, the Facility was operated from 1951 through the late
1970s by Linde's predecessors-in-interest, Air Reduction Company
Inc., and Airco Inc., which manufactured welding tools and
supplies.

                         About NEC Holdings

Uniondale, New York-based National Envelope Corporation
was the largest manufacturer of envelopes in the world with
14 manufacturing facilities and 2 distribution centers and
approximately 3,500 employees in the U.S. and Canada.

NEC Holdings Corp., together with affiliates, including
National Envelope Inc., filed for Chapter 11 on June 10,
2010 (Bankr. D. Del. Lead Case No. 10-11890).  Kara Hammond
Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves
as bankruptcy counsel to the Debtors.  David S. Heller, Esq.,
at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at
Latham & Watkins LLP, serve as co-counsel.  The Garden City
Group is the claims and notice agent.  Bradford J. Sandler,
Esq., and Robert J. Feinstein, Esq., at Pachuiski Stang Ziehl
& Jones LLP, represent the Official Committee of Unsecured
Creditors.  Morgan Joseph & Co., Inc., is the financial advisor
to the Committee.  NEC Holdings estimated assets and debts of
$100 million to $500 million in its Chapter 11 petition.

In September 2010, National Envelope's key assets were bought in
a roughly $208 million deal by The Gores Group LLC, a West Coast
private equity firm that manages about $2.9 billion of capital.


NEXSTAR BROADCASTING: Files Form 10-K; Posts $1.81MM Net Loss
-------------------------------------------------------------
NexStar Broadcasting Group, Inc., filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K reporting a
net loss of $1.81 million on $313.35 million of net revenue for
the year ended Dec. 31, 2010, compared with a net loss of $12.61
million on $251.97 million of net revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$602.53 million in total assets, $777.70 million in total
liabilities and $175.17 million in total stockholders' deficit.

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

                        http://is.gd/NscRNs

                 About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida.  Nexstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

                          *     *     *

As reported by the Troubled Company Reporter on Aug. 30, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Nexstar Broadcasting Group to 'B' from 'B-'.  The rating
outlook is stable.

"The 'B' corporate credit rating reflects S&P's expectation that
Nexstar's core ad revenue will continue growing modestly in 2010
and 2011," said Standard & Poor's credit analyst Deborah Kinzer.
The EBITDA growth resulting from the rebound in core advertising,
combined with political ad revenue from the 2010 midterm
elections, should, in S&P's view, enable Nexstar to reduce its
leverage significantly by the end of the year.


NUVILEX INC: Restates 2009 Financial Statements
-----------------------------------------------
Nuvilex, Inc., said in a current report on Form 8-K/A that in
conjunction with its change of registered certified public
accountant, the Company was informed on Aug. 16, 2010 that a re-
examination of the Company's financial statements for the year
ending April 30, 2009 and the application of generally accepted
accounting principles for the application of the purchase method
of accounting necessitated the Company's restatement of its
April 30, 2009 balance sheet, results of operations and cashflows
for the year then ended.  As part of this reevaluation the Company
obtained a third party valuation analysis and purchase price
allocation of the Freedom-2 Holdings, Inc. acquisition.  This
restatement also resulted in the restatement of the interim
financial reports for the quarters ended July 31, 2009, Oct. 31,
2009, and Jan. 31, 2010.  Accordingly, the financial reports as
originally filed for these periods should not be relied upon.

A full-text copy of the filing with the Securities and Exchange
Commission is available for free at http://is.gd/blrFWG

                        About Nuvilex Inc.

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.

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.


O&G LEASING: Mediation Conference Begins Wednesday
--------------------------------------------------
A mediation conference involving debtors O&G Leasing LLC and
Performance Drilling Company LLC and creditors First Security Bank
and Washington State Bank will commence on March 23 and 24, at
9:00 a.m. at the Thad Cochran United States Bankruptcy Courthouse
in Aberdeen, Mississippi.  The mediation is set to be completed by
May 1.

Judge Edward Ellington referred the case, as well as an adversary
proceeding initiated by First Security Bank, to mediation pursuant
to a February order.  First Security serves as indenture trustee
to the holders of debentures issued by O&G Leasing.  The parties
agreed to the Mediation Order.

The Hon. David W. Houston, III, Chief Judge of the United States
Bankruptcy Court for the Northern District of Mississippi, has
agreed to serve as mediator.

Pursuant to the Mediation Order, the period within which the
Debtors have the exclusive rights under Sec. 1121 of the
Bankruptcy Code to file a plan of reorganization is suspended.
The Court previously extended the Exclusive Plan Filing Period
through March 1, 2011.  According to the Mediation Order, the
Debtors will have 30 days from the date of completion of the
mediation, absent agreement of the parties, to file a plan and
disclosure statement.

First Security is seeking the appointment of a Chapter 11 Trustee
or Examiner for the Debtors.  The Debtors' response to that Motion
is suspended and the Court will reset the motion for hearing and
establish a new response deadline upon completion of the
mediation.

Washington State Bank is seeking relief from the automatic stay
or, in the alternative, for adequate protection.  Proceedings
related to this matter are also suspended pending completion of
the mediation.

            About O&G Leasing and Performance Drilling

Based in Jackson, Mississippi, O&G Leasing LLC and Performance
Drilling Company LLC filed for Chapter 11 bankruptcy (Bankr. S.D.
Miss. Case No. 10-01851) on May 21, 2010, Judge Edward Ellington
presiding.  Douglas C. Noble, Esq. -- dnoble@mmqlaw.com -- at
McCraney Montagnet & Quin, PLLC; and Robert L. Holladay, Jr., Esq.
--  rob.holladay@youngwilliams.com -- at Young Williams PA, serve
as bankruptcy counsel.  In its schedules filed with the Court, the
Debtor reported $14,414,893 in total assets and $56,580,540 in
total liabilities.


OSI RESTAURANT: Says Comp.-Store Sales Up for 3rd Straight Qtr.
---------------------------------------------------------------
OSI Restaurant Partners, LLC reported comparable-store sales for
the Company's significant restaurant brands for the quarter ended
December 31, 2010.

Liz Smith, Chief Executive Officer, remarked, "We were pleased
with our top line results in generating a third consecutive
quarter of positive comparable-store sales growth and share gains
across all of our major concepts.  We also made good progress
during the quarter on our key objective of building the
organization and infrastructure to achieve long-term sustainable
growth."

Compared to the same quarter in 2009 comparable-store sales
changed by approximately:
                                        Franchise and
                               Company   Development
  Qtr. Ended Dec. 31, 2010     Owned   Joint Venture  System-Wide
  ------------------------      -----   -------------  -----------
Domestic comparable-store sales
(stores open 18 months or more)
  Outback Steakhouse            2.5%         1.6%         2.4%
  Carrabba's Italian Grill      5.4%         8.7%         5.4%
  Bonefish Grill                9.3%        10.0%         9.3%
  Fleming's Prime Steakhouse
    and Wine Bar               18.4%        n/a          18.4%

                        About OSI Restaurant

OSI Restaurant Partners, Inc., is the #3 operator of casual-dining
spots (behind Darden Restaurants and Brinker International), with
more than 1,400 locations in the U.S. and 20 other countries.  Its
flagship Outback Steakhouse chain boasts more than 950 locations
that serve steak, chicken, and seafood in Australian-themed
surroundings.  OSI also operates the Carrabba's Italian Grill
chain, with about 240 locations.  Other concepts include Bonefish
Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise.
Most of the restaurants are company owned.  A group led by
Chairman Chris Sullivan took the company private in 2007.

The Company's balance sheet at June 30, 2010, showed $2.34 billion
in total assets, $2.450 billion in total liabilities, and a
deficit of $106.2 million.


PAVILIONS SHOPPING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Pavilions Shopping Center Limited Partnership
        2850 East Skyline Drive, Suite 200
        Tucson, AZ 85718

Bankruptcy Case No.: 11-07161

Chapter 11 Petition Date: March 18, 2011

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Sally M. Darcy, Esq.
                  MCEVOY, DANIELS & DARCY P.C.
                  Camp Lowell Corporate Center
                  4560 East Camp Lowell Drive
                  Tucson, AZ 85712
                  Tel: (520) 326-0133
                  Fax: (520) 326-5938
                  E-mail: DarcySM@aol.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb11-07161.pdf

The petition was signed by Saunders Pavilions LLC, general
partner.


PCH USA: Case Summary & Largest Unsecured Creditor
--------------------------------------------------
Debtor: PCH USA 26, LLC
        11911 San Vicente Boulevard #255
        Los Angeles, CA 90049

Bankruptcy Case No.: 11-21105

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Peter Carroll

Debtor's Counsel: Andrew A. Goodman, Esq.
                  GOODMAN FAITH LLP
                  21550 Oxnard St., Suite 830
                  Woodland Hills, CA 91367
                  Tel: (818) 887-2500
                  Fax: (818) 887-2501
                  E-mail: agoodman@goodmanfaith.com

Scheduled Assets: $3,500,100

Scheduled Debts: $3,850,000

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Joseph and Dalia Farfhar  Single asset real      $1,350,000
                          estate:
                          230 Glenroy Place,
                          Los Angeles, CA 90049

The petition was signed by Shahram Elyaszadeh, general partner.


PINK MOON: Involuntary Chapter 11 Case Summary
----------------------------------------------
Alleged Debtor: Pink Moon Enterprises LLC
                123 E Atlantic Ave
                Deerfield Beach, FL 33444

Case Number: 11-16907

Involuntary Chapter 11 Petition Date: March 16, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Creditor who signed the Chapter 11 petition:

Petitioner                     Nature of Claim    Claim Amount
----------                     ---------------    ------------
Phillip McFillin               Money Owed         $1,175,000
123 E Atlantic Ave
Deray Beach, FL 33444


PRETIUM PACKAGING: Moody's Assigns 'B3' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating to
Pretium Packaging, LLC, with a stable ratings outlook.  Moody's
also assigned a B3 rating to Pretium's new $150 million of senior
secured notes due 2016.  The proceeds of the transaction will be
used to refinance existing debt and pay a dividend to
shareholders.

Moody's took these actions for Pretium Packaging, LLC:

  -- Assigned B3 Corporate Family Rating

  -- Assigned B3 Probability of Default Rating

  -- Assigned $150 million senior secured notes due 2016, B3 (LGD
     4, 56%)

The rating outlook is stable

                        Ratings Rationale

The B3 corporate family rating reflects Pretium's weak adjusted
credit metrics, relatively small size and scale and largely
commoditized product line.  Pro-forma leverage is over 8.0 times
and EBIT/Interest less than 1.0 time (including Moody's standard
adjustments including the addition of preferred stock to debt).
The rating also reflects the company's financial aggressiveness,
acquisitiveness, signifcant percentage of business that doe not
have long-term contracts with cost pass-through provisions, and
sometimes significant lags in cost pass throughs for business that
is under contract.

The rating is supported by the company's long-term relationships
with customers, large percentage of business under contracts with
raw material cost pass-throughs and high percentage of sales from
more stable end markets.  The rating is also supported by some
projected improvement in credit metrics from lagged raw material
cost pass-throughs and synergies and in the existence of some
switching costs for customers.

                What Could Change the Rating -- Up

The rating could be upgraded if the EBIT margin remains above mid
single digits, free cash flow to debt improves above low single
digits, adjusted debt-to-EBITDA declines below 6.0 times, and
EBIT/Interest improves above 1.4 times.

               What Could Change the Rating -- Down

The rating could be downgraded if the EBIT margin fails to improve
to positive mid single digits, free cash flow to debt remains
negative and debt-to-EBITDA fails to improve below 7.5 times and
EBIT/Interest remains below 1 times.

Pretium Packaging LLC is a manufacturer of rigid plastic
containers for food, pharmaceuticals, personal care and household
products.  Pretium's sales totaled approximately $224 million in
the twelve months ended Dec. 31, 2010.

Note: Checked the dockets.  Did not find any disclosure statement
to the lender's plan or any notice of hearing on the DS.


PRM DEVELOPMENT: Lender Files Liquidating Plan of Reorganization
----------------------------------------------------------------
Liberty Bankers Life Insurance Company filed with the U.S.
Bankruptcy Court for the Northern District of Texas its
liquidating joint plan of reorganization for PRM Development, LLC
and Econometric Management, Inc.

The bankruptcy judge will consider confirmation of the Lender's
Liquidating Plan on April 20, 2011 at 2:00 p.m., according to a
notice filed by the Lender's counsel.

The Lender did not file a disclosure statement together with the
Liquidating Plan.

According to the confirmation hearing notice, a copy of the
Liquidating Plan will be mailed to each creditor and party-in-
interest in the Debtors' Chapter 11 cases together with this
notice of hearing.

The Lender is not soliciting acceptances or rejections of the
Liquidating Plan from any impaired creditor because the Lender, as
an impaired creditor, intends to accept the plan and to seek
confirmation under the "cram-down" provisions of Section 1129(b)
of the Bankruptcy Code.

A full-text copy of the Liquidating Plan is available for free at:

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

The Plan's objective is to liquidate all of the property of each
Debtor following confirmation of the Plan and to distribute the
net sales proceeds realized from those liquidation sales to
secured and unsecured creditors in accordance to priorities
established under the Bankruptcy Code.

The proposed treatment of claims under the Plan is as follows:

                        Est. No.    Est. Aggregated
                           of       Amt. of          Proposed
Class - Name          Claimants    Allowed Claims   Treatment
------------          ------------ ---------------  ---------
Administrative Claims      3         $20,000 to     Payment on
                                        $30,000      Effective
                                                     Date -
                                                     Unimpaired

Administrative and       None            $0         Payment on
Priority Claims                                     Effective
                                                     Date -
                                                     Unimpaired

Class 1 - Priority       None            $0         Payment on
Claims                                              Effective
                                                     Date -
                                                     Unimpaired

Class 2 - Secured         1           $8,115,203    Payment from
Claim of Lender                                     sales
                                                     proceeds of
                                                     collateral -
                                                     Impaired

Class 3A - PRM            7             $19,073     Allowed
Unsecured Claims                                    claims paid
                                                     without
                                                     interest
                                                     from pro
                                                     rata share
                                                     of any
                                                     excess sales
                                                     proceeds of
                                                     PRM
                                                     Partnership
                                                     Interests or
                                                     other
                                                     property of
                                                     PRM -
                                                     Impaired

Class 3B - EMI           19          $10,035,675    Allowed
Unsecured Claims                                    Claims paid
                                                     without
                                                     interest
                                                     proceeds of
                                                     EMI
                                                     Partnership
                                                     Interests or
                                                     other
                                                     property of
                                                     EMI -
                                                     Impaired

Class 3C - Winnfield      2    More than $82,000    No
Life Insurance                                      Distributions
Company and                                         Subordinated
Liberty Bankers Life                                to Classes 3A
Insurance Deficiency                                and 3B -
Claims                                              Impaired

Class 4A - PRM Equity     1         100%            All Equity
Interests                                           Interests
                                                     retained -
                                                     Unimpaired

Class 4B - EMI Equity     3         100%            All Equity
Interests                                           Interests
                                                     retained -
                                                     Unimpaired

                      About PRM Development

Chicago, Illinois-based PRM Development, LLC, filed for Chapter 11
protection (Bankr. N.D. Tex. Case No. 10-35547) on Aug. 6, 2010.
Gerrit M. Pronske, Esq., at Pronske & Patel, P.C., assists the
Debtor in its restructuring effort.  The Debtor estimated its
assets at $10 million to $50 million and debts at $1 million to
$10 million as of the Petition Date.

Affiliates Bon Secour Partners, LLC; PRS II, LLC; PRM Realty
Group, LLC; PMP II, LLC; Maluhia Development Group, LLC; Maluhia
One, LLC; Maluhia Eight, LLC; Maluhia Nine, LLC; and Long Bay
Partners, LLC, filed separate Chapter 11 petitions.

On Oct. 14, 2010, the Court jointly administered Econometric
Management, Inc., with the Debtors.


PROVO CRAFT: S&P Cuts Corporate to 'CCC' as Covenants Breach Looms
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on South Jordan, Utah-based Provo Craft &
Novelty Inc. to 'CCC+' from 'B'.

At the same time, S&P lowered the ratings on the company's
remaining $170 million senior secured credit facility to 'B-' from
'B+'.  The '2' recovery rating on the facility remains unchanged.

S&P has revised the CreditWatch listing for the corporate credit
and issue-level ratings to developing from negative.  Ratings were
initially placed on CreditWatch with negative implications on
Dec. 8, 2010, reflecting S&P's belief that the company may not be
able to comply with its financial covenants over the near term due
to potentially weaker-than-expected operating performance and very
weak covenant cushion.  About $142 million of total senior debt
was outstanding at Provo Craft at Dec. 31, 2010.

"The downgrade of Provo Craft reflects S&P's belief that the
company might breach the total leverage or senior leverage ratio
covenants in the near term," said Standard & Poor's credit analyst
Stephanie Harter.  "S&P also anticipates a decline in operating
performance and profitability in the near term, which could
further strain S&P's estimate of the company's already existing
single-digit covenant cushion on its total leverage and senior
leverage ratio covenants.  Relatively weak economic conditions
could lead to further volatility in operating performance,
resulting in a covenant breach."


RADIOLOGY AND DIAGNOSTICS: Files For Chapter 11 Protection
----------------------------------------------------------
Radiology & Diagnostics, PLC, has sought Chapter 11 protection
from creditors.

Radiology and Diagnostics disclosed more than $2 million in assets
and $763,000 in liabilities in its schedules attached to the
petition filed in the bankruptcy court in Nashville, Tennessee.

Annie Johnson, staff writer at the Nashville Business Journal,
notes that among the firm's largest secured creditors is Regions
Bank for a commercial loan with a balance of $605,000.  Unsecured
creditors include a list of doctors as well as $112,000 to North
Carolina-based Empiric Systems, which provides web-based radiology
information and picture archiving.


RADIOLOGY & DIAGNOSTICS: Case Summary & 7 Largest Unsec Creditors
-----------------------------------------------------------------
Debtor: Radiology & Diagnostics, PLC
        P.O. Box 332669
        Murfreesboro, TN 37133

Bankruptcy Case No.: 11-02661

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Keith M. Lundin

Debtor's Counsel: Steven L. Lefkovitz, Esq.
                  LAW OFFICES LEFKOVITZ & LEFKOVITZ
                  618 Church St., Suite 410
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  E-mail: slefkovitz@lefkovitz.com

Scheduled Assets: $2,098,430

Scheduled Debts: $762,592

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/tnmb11-02661.pdf

The petition was signed by Deborah Winters, chief manager.

Debtor-affiliate that previously sought Chapter 11 protection:

   Debtor                              Case No.   Petition Date
   ------                              --------   -------------
Deborah Winter                         10-17532      12/30/10


RADIO ONE: Files Form 10-K; Posts $26.62 Million Net Loss
---------------------------------------------------------
Radio One, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$26.62 million on $279.90 million of net revenue for the year
ended Dec. 31, 2010, compared with a net loss of $48.55 million on
$272.09 million of net revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$999.21 million in total assets, $774.24 million in total
liabilities, $30.64 million in redeemable noncontrolling interests
and $194.33 million in total stockholders' equity.

In its report dated Aug. 23, 2010, for the Company's fiscal 2009
financial statements, Ernst & Young LLP expressed substantial
doubt as to the Company's ability to continue as a going concern,
given certain covenant violations under the Company's loan
agreements which could have resulted in significant portions of
the Company's outstanding debt becoming callable by the Company's
lenders.  The Company noted that these violations were cured as a
part of certain refinancing transactions more fully described in
our Current Report on Form 8-K filed, Dec. 1, 2010.  Having cured
these violations, the Company's audited financial statements for
2010 have been prepared assuming that it will continue as a going
concern.

Management believes the Company can meet its liquidity needs
through at least Dec. 31, 2011 with cash and cash equivalents on
hand, projected cash flows from operations and, to the extent
necessary, through additional borrowing available under the
amended senior secured credit facility.  Based on these
projections, management also believes it is probable that the
Company will be in compliance with its debt covenants through at
least Dec. 31, 2011.

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

                        http://is.gd/HAajn5

                          About Radio One

Based in Washington, Radio One, Inc. (Nasdaq:  ROIAK and ROIA) --
http://www.radio-one.com/-- is a diversified media company that
primarily targets African-American and urban consumers.  The
Company is one of the nation's largest radio broadcasting
companies, currently owning 53 broadcast stations located in 16
urban markets in the United States.   Radio One operates
syndicated programming including the Russ Parr Morning Show, the
Yolanda Adams Morning Show, the Rickey Smiley Morning Show, CoCo
Brother Live, CoCo Brother's "Spirit" program, Bishop T.D. Jakes'
"Empowering Moments", the Reverend Al Sharpton Show, and the
Warren Ballentine Show.

The Company also owns a controlling interest in Reach Media, Inc.
-- http://www.blackamericaweb.com/-- owner of the Tom Joyner
Morning Show and other businesses associated with Tom Joyner.
Radio One owns Interactive One -- http://www.interactiveone.com/
-- an online platform serving the African-American community
through social content, news, information, and entertainment,
which operates a number of branded sites, including News One,
UrbanDaily, HelloBeautiful, Community Connect Inc. --
http://www.communityconnect.com/-- an online social networking
company, which operates a number of branded Web sites, including
BlackPlanet, MiGente, and Asian Avenue and an interest in TV One,
LLC -- http://www.tvoneonline.com/-- a cable/satellite network
programming primarily to African-Americans.

                           *     *     *

In the Dec. 10, 2010 edition of the TCR, Moody's confirmed the
Caa1 rating for Radio One, Inc.'s Corporate Family Rating and
confirmed its Caa2/LD Probability of Default Rating.  According to
Moody's, the Caa1 corporate family rating will reflect Radio One's
high pro forma debt-to-EBITDA leverage of approximately 8.0x
(incorporating Moody's standard adjustments) mitigated by improved
operating performance due to expected political advertising gains
in 4Q10 followed by double digit EBITDA gains in 1Q11 compared to
a weak 1Q10.  Despite expected growth in EBITDA and improving
debt-to-EBITDA leverage ratios, reported debt balances will remain
flat at approximately $655 million for the next 12 months due to
the anticipated funding of the TV One capital call as well as the
potential accretion of the PIK portion of the new 12.5%/15%
subordinated notes due 2016.

As reported by the Troubled Company Reporter on March 11, 2011,
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.  "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."


ROBB & STUCKY: To Cut 380 Positions in Early May
------------------------------------------------
The Herald Tribune reports that Robb & Stucky Limited -- which
began a court-ordered liquidation sales last week at all 20
stores, including one in Sarasota County -- told the state of
Florida it planned to cut 380 positions by early May.

The Herald-Tribune relates that the Company had said earlier in a
so-called WARN notice that it was cutting 178 positions by April
23.

As reported in the Troubled Company Reporter on March 11, 2011,
Robb & Stucky will conduct a court-ordered bankruptcy liquidation
sale beginning March 11, 2011.  The going out of business sale
will include all 20 Robb & Stucky stores located in Florida,
Texas, Arizona and Nevada.

                        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.


ROYAL INVEST: European Subsidiary Faces Bankruptcy Proceedings
--------------------------------------------------------------
Royal Invest International Corp. said in a filing with the U.S.
Securities and Exchange Commission that the Bank of Scotland on
Feb. 15, 2011, filed for bankruptcy proceeding against Royal
Invest Europe BV and its subsidiaries for failure to pay mortgages
in accordance with the financing agreements agreed on Dec. 27,
2007, due to adverse changes in the real estate market in The
Netherlands.  The lender has requested from the Court in the
Netherlands for a hearing date on March 8, 2011.

On Dec. 27, 2007, Royal Invest International through its
subsidiary Royal Invest Europe, closed on the various real estate
acquisitions in The Netherlands for a total market value of
EUR97,626,379,25 (approximately US$142,534,513.70).  The
acquisitions were financed by a new mortgage for EUR79.866.194,25
(approximately US$116,604,643.60) from the Bank of Scotland and an
additional EUR17.760.185,00 (US$25,929,870.10) in equity
financing.

"The Company is attempting to work with the bank and their
attorneys to resolve the dispute.  The Company at this time does
not know what will be the outcome of the proceeding.  If the court
grants the request from the bank, a receiver will be appointed by
the court to liquidate the assets.  If that happens, the Company,
will lose its sole operating subsidiary and that may force it to
file for bankruptcy protection in the United States," Royal Invest
said in an SEC filing.

                         About Royal Invest

Shelton, Conn.-based Royal Invest International Corp. (OTC BB:
RIIC) -- http://www.royalinvestinternational.com/-- owns,
operates and manages real estate, in Europe.  At Sept. 30,
2010, the Company owned 17 properties located in the Netherlands.
The properties aggregate approximately 77,594 square meters
(approximately 835,215 square feet), which are comprised of office
buildings and business centers.  Effective June 30, 2010, the
Company sold its majority ownership in Royal Invest Germany
Properties 1 B.V. ("RIGP1"), a wholly-owned subsidiary which owned
the Company's sole property in Germany.

The Company has incurred a net loss of $6.4 million for the nine
months ended Sept. 30, 2010, has an accumulated deficit of
$71.5 million at Sept. 30, 2010, and is in default of its
mortgage payable and related debt covenants at Sept. 30, 2010.

The Company's balance sheet as of Sept. 30, 2010, showed
$85.6 million in total assets, $144.9 million in total
liabilities, and a stockholders' deficit of $59.3 million.

As reported in the Troubled Company Reporter on April 21, 2010,
Meyler & Company, LLC, in Middletown, N.J., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company had a net loss of
US$44.0 million for the year ended Dec. 31, 2009, an
accumulated deficit of US$65.1 million at Dec. 31, 2009, is in
default of one of the mortgages payable and related debt covenants
at Dec. 31, 2009, and there are existing uncertain conditions
which the Company faces relative to its obtaining financing and
capital in the equity markets.


SABRE DEFENCE: Clears Manroy to Buy Assets for Nearly $5-Mil.
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that a judge cleared Manroy USA
LLC to buy the assets of Sabre Defence Industries LLC after the
buyer prevailed for a second time at auction.

Headquartered in Nashville, Tenn., Sabre Defence Industries LLC
is a maker of semi-automatic, fully-automatic and assault rifles.
Sabre Defence Industries LLC filed a Chapter 11 petition (Bankr.
M.D. Tenn. Case No. 11-01431) on Feb. 15, 2011.  Sabre reported no
more than $50,000 each in assets and debts in a bare-bones
bankruptcy filing.  See http://bankrupt.com/misc/tnmb11-01431.pdf


SAN MARCOS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: San Marcos Captial Partners, LP
        700 17th Street, Suite 2400
        Denver, CO 80202

Bankruptcy Case No.: 11-07144

Chapter 11 Petition Date: March 18, 2011

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

Judge: George B. Nielsen, Jr.

Debtor's Counsel: Duncan E. Barber, Esq.
                  BIEGING SHAPIRO & BURRUS, LLP
                  4582 S. Ulster Street Parkway, #1650
                  DENVER, CO 80237
                  Tel: (720) 488-0220
                  Fax: (720) 488-7711
                  E-mail: dbarber@bsblawyers.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/azb11-07144.pdf

The petition was signed by Jeffrey B. Witt, managing member of
general partner.


SAND HILL: Panel Hires Engineer to Study Salt Water Disposal Wells
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in the bankruptcy
cases of Sand Hill Foundation, LLC, Sand Hill Panola SWD #2, and
Sand Hill Panola SWD #5 LLC, received Judge Bill Parker's blessing
to retain Geo Logic Environmental Services, LLC as engineer in the
bankruptcy proceedings.  No objection to the Committee's
Application has been timely filed by any party.

Geo Logic may be reached at:

          William E. Godsey
          GEO LOGIC ENVIRONMENTAL SERVICES, LLC
          340 West Tyler Street (PO Box 1904)
          Longview, Texas 75606
          Sand Hill Foundation, LLC

The Creditors' Committee needs Geo Logic as engineer for the
specific task in connection with the evaluation of two salt water
disposal wells working in conjunction with, but not duplication
of, Bailes & Co., P.C., which has been previously retained in this
regard.  The Creditors' Committee represents that the methodology
for evaluation of salt water disposal wells requires both a
business analysis and geologic analysis to determine both the
income possible from operations and the prospective life of the
well from a geologic stand point.  The Committee said the wells
are an important part of the consolidated Debtors' estate.

Mr. Godsey attests that Geo Logic, its members and associates, do
not hold or represent any interest adverse to that of the
Creditors' Committee or the Debtors' estates.  The Creditors'
Committee is informed of the normal billing rates of Geo Logic.
The rates were not disclosed in the Committee's Application.

                           About Sand Hill

Sand Hill Foundation, LLC is an oilfield service and construction
company.  Sand Hill Foundation employs 145 people and owns assets
in the approximate amount of $10,000,000 including numerous
vehicles and equipment pieces of equipment.

Sand Hill Panola SWD #2 LLC owns a saltwater disposal well in
Panola County, Texas scheduled at over $2,500,000.  Sand Hill
Panola SWD #5 LLC also owns a saltwater disposal well in Panola
County, Texas scheduled at over $1,500,000.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Tex. Case No. 10-90209) on May 25, 2010.  Jeffrey Wells
Oppel, Esq., at Oppel, Goldberg & Saenz P.L.L.C., assists the
Debtor in its restructuring effort.  The Company estimated its
assets and debts at $10 million to $50 million.

The U.S. Trustee has formed an official committee of unsecured
creditors in the Chapter 11 case.


SCC/HARMONY GROVE: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: SCC/Harmony Grove
                aka Suncal Companies
                2392 Morse Ave.
                Irvine, CA 92614

Case Number: 11-13660

Involuntary Chapter 11 Petition Date: March 16, 2011

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Erithe A. Smith

Creditors who signed the Chapter 11 petition:

Petitioners                    Nature of Claim    Claim Amount
-----------                    ---------------    ------------
Tesla Gray                     Failure to pay     $33,000,000
POB 538                        Account Receivable
Fallbrook, CA 92088

Ray Gray                       Failure to pay     $5,000,000
POB 538                        created a liability
Fallbrook, CA 92088

Debtor-affiliate that previously sought Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Palmdale Hills Property LLC            08-12206   01/06/09


SEAHAWK DRILLING: Creditors Panel Hires Heller Draper as Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
bankruptcy cases of Seahawk Drilling Inc. et al., seeks permission
from the Bankruptcy Court to retain Tristan E. Manthey, Esq., and
the law firm of Heller, Draper, Hayden, Patrick & Horn, L.L.C., as
its bankruptcy counsel to enable the Committee to protect the
rights and interests of its constituents.

The firm may be reached at:

          Tristan E. Manthey, Esq.
          HELLER, DRAPER, HAYDEN, PATRICK & HORN, L.L.C.
          650 Poydras Street, Suite 2500
          New Orleans, Louisiana 70130-6103
          Telephone: (504) 299-3300
          Facsimile: (504) 299-3399

Mr. Manthey discloses that Heller Draper is bankruptcy counsel for
the debtors in the bankruptcy case entitled In re Probe Resources
US Ltd., et al. (Bankr. S.D. Tex. Case No. 10-40395).  Hercules
Offshore, Inc., the proposed purchase of Seahawk Drilling's
assets, is a creditor in the Probe bankruptcy case.  Offshore
Towing, which is a member of the Seahawk creditors committee, is
also a creditor in that case.

Notwithstanding, Mr. Manthey attests that Heller Draper is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code, as modified by section 1107(b).  Heller
Draper does not hold or represent an interest adverse to the
Debtors' estates or the Committee or any member thereof.  Heller
Draper has no connection with any Debtor, creditor, other party in
interest, their attorneys and accountants, the U.S. Trustee, or
any person employed in the office of the U.S. Trustee.

Heller Draper's hourly billing rates for bankruptcy work range
from $225 to $495 for attorneys and from $80 to $120 for
paralegals.  These professionals are presently expected to have
primary responsibility for providing services to the Committee
with current applicable rates:

          Tristan Manthey, Esq.          $425
          Other Partners                 $325 - $450
          Associates                     $225 - $300
          Paralegal                       $80 - $120

Heller Draper has not received a retainer in this case.
Additionally, there are no amounts due Heller Draper for
prepetition services.

                     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.

The Company and several affiliates filed for Chapter 11 bankruptcy
protection on Feb. 11, 2011 (Bankr. S.D. Tex. Lead Case Nos.
11-20089).  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
creditors committee.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEAHAWK DRILLING: Equity Panel Hires Akin Gump as Counsel
---------------------------------------------------------
The Official Committee of Equity Security Holders appointed in the
bankruptcy cases of Seahawk Drilling Inc., et al., seeks
permission from the Bankruptcy Court to retain Akin Gump Strauss
Hauer & Feld LLP as its bankruptcy counsel.  Charles R. Gibbs,
Esq., will lead the engagement.

The Equity Committee held that the Debtors commenced the chapter
11 cases to fast-track a proposed sale of substantially all their
assets to Hercules Offshore Inc.  As the Debtors and their counsel
have stated in their filings and on the record at hearings before
the Court, the proposed sale is expected to result in payment of
secured and unsecured claims in full.  Accordingly, equity
holders, as the "fulcrum" security holders, have a tangible
economic interest in the direction and outcome of these cases.

Akin Gump is currently representing and has represented official
committees in many significant chapter 11 reorganizations,
including in the chapter 11 cases of Saint Vincents Catholic
Medical Centers of New York, Nortel Networks Inc., Washington
Mutual, Inc., Chemtura Corporation, General Growth Properties,
Inc., Calpine Corporation, WorldCom, Inc. and Delta Air Lines,
Inc.

The firm will be paid on an hourly basis at these rates:

          Billing Category                 Range
          ----------------                 -----
          Partners                       $500-$1,200
          Special Counsel and Counsel    $410-$850
          Associates                     $280-$510
          Paraprofessionals              $125-$300

Akin Gump attorneys currently expected to have primary
responsibility for providing services to the Equity Committee are:

     Charles R. Gibbs (Partner; Financial Restructuring)  $840/hr
     David H. Botter (Partner; Financial Restructuring)   $900/hr
     James L. Rice III (Partner; Energy &
                     Global Transactions)                 $735/hr
     W. Thomas Weir (Partner; Tax)                        $770/hr
     Michael P. Cooley (Senior Counsel;
                     Financial Restructuring)             $660/hr
     David F. Staber (Senior Counsel;
                     Financial Restructuring)             $660/hr
     Machir Stull (Associate; Financial Restructuring)    $360/hr

Mr. Gibbs discloses that Akin Gump's current clients that are
parties in interest to the Debtors' cases include:

     * Proposed DIP Lender D.E. Shaw Direct Capital
       Portfolios, L.L.C.;
     * Secured Creditors Natixis, New York Branch;
     * Unsecured Creditors KPMG LLP, Sirius Solutions LLLP,
       McGriff Seibels and Williams of TX; and
     * Shareholders MHR Fund Management, LLC, Blackrock,
       Institutional Trust Company, NA, and Chilton Investment
       Company, LLC

Mr. Gibbs, nonetheless, attests that Akin Gump is a "disinterested
person" as that term is defined in Sec. 101(14) of the Bankruptcy
Code, as modified by Sec. 1107(b).  The Equity Committee further
submits that Akin Gump neither represents nor holds any interest
adverse to the Debtors' estates or the Equity Committee in the
matters upon which Akin Gump is to be engaged.  Akin Gump has no
connection with any Debtor, creditor, other party in interest,
their respective attorneys and accountants, the U.S. Trustee, or
any person employed in the office of the U.S. Trustee.

                     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.

The Company and several affiliates filed for Chapter 11 bankruptcy
protection on Feb. 11, 2011 (Bankr. S.D. Tex. Lead Case Nos.
11-20089).  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
creditors committee.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SEAHAWK DRILLING: Equity Panel Hires Duff & Phelps as Advisors
--------------------------------------------------------------
The Official Committee of Equity Security Holders appointed in the
bankruptcy cases of Seahawk Drilling Inc., et al., seeks
permission from the Bankruptcy Court to retain Duff & Phelps
Securities, LLC, as its financial advisors.  The Equity Committee
(among other things) needs assistance in collecting and analyzing
financial and other information in relation to the chapter 11
cases.

The Equity Committee said D&P's experience makes it qualified to
do the work in this case.  In particular, D&P has served, or is
serving, as financial advisor or investment banker to numerous
equity committees in bankruptcy proceedings, including: In re
Granite Broadcasting Corp.; In re Adelphia Communications Corp.;
In re Owens Corning; In re Footstar, Inc.; In re Loral Space and
Communications; In re WHX Corporation; and In re Comdisco, Inc.

The Equity Committee says the Firm will be paid on these terms:

     (a) A cash fee of $100,000.00 per month payable in advance on
the first day of each month through the earlier of (i) the
termination of the engagement and (ii) the Effective Date of a
confirmed plan in these chapter 11 cases; provided, however, that
50% of each Monthly Fee earned after the fifth month of the
engagement will be credited against a transaction fee or deferred
fee; and provided, further, that in no event shall the Deferred
Fee be reduced below zero.

     (b) A transaction fee or Deferred Fee of $500,000 will be
payable on the Effective Date of a Restructuring Transaction.

     (c) Monthly reimbursement of reasonable out-of-pocket
expenses incurred in connection with the services to be provided
under the Engagement Letter.

Duff & Phelps managing director Brent C. Williams attests that D&P
has no connection with, and holds no interest adverse to, the
Debtors, their estates, their creditors, or any other party in
interest or their respective attorneys in the matter for which D&P
is proposed to be retained, except that D&P may have represented,
and may continue to represent, certain of the Debtors' creditors
or other parties or interests adverse to such creditors or parties
in interest in matters unrelated to these chapter 11 cases.  D&P
is a "disinterested person," as defined in Sec. 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.

The Company and several affiliates filed for Chapter 11 bankruptcy
protection on Feb. 11, 2011 (Bankr. S.D. Tex. Lead Case Nos.
11-20089).  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
creditors committee.

The Debtors disclosed $504,897,000 in total assets and
$124,474,000 in total debts as of the Petition Date.


SECUREALERT INC: Posts $2.07 Million Net Loss in Dec. 31 Quarter
----------------------------------------------------------------
SecureAlert, Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $2.07 million on $3.68 million of revenue
for the three months ended Dec. 31, 2010, compared with a net loss
of $5.53 million on $3.20 million of total revenue for the same
period a year earlier.

The Company's balance sheet at Dec. 30, 2010, showed
$11.61 million in assets, $7.98 million in liabilities, and total
equity of $3.63 million.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7382

                     About SecureAlert Inc.

Sandy, Utah-based SecureAlert, Inc. (OTC BB: SCRA)
-- http://www.securealert.com/-- is an international provider of
electronic monitoring systems, case management and services widely
utilized by more than 650 law enforcement agencies worldwide.


SEITEL INC: Posts $2.7 Million Net Loss in Q4 2010
--------------------------------------------------
Seitel, Inc., announced Thursday its financial results for the
fiscal quarter ended Dec. 31, 2010.

Total revenue for the fourth quarter of 2010 was $64.1 million
compared to $38.7 million during the fourth quarter of 2009.
Total resale revenue increased $12.1 million, or 37%, and
acquisition revenue increased $13.4 million, more than four times
the 2009 fourth quarter level.  Acquisition revenue was $17.8
million in the fourth quarter of 2010 compared to $4.4 million in
the 2009 fourth quarter, reflecting increased activity in the
Eagle Ford area in south Texas, the Haynesville area in east Texas
and Montney area in British Columbia, Canada.

Total revenue for the year ended Dec. 31, 2010, was $175.6 million
compared to $115.3 million for the same period in 2009.  The 52%
increase in revenue was primarily due to an increase in resale
revenue of $57.9 million and a $3.1 million increase in
acquisition revenue.  Solutions revenue was $3.8 million for 2010,
a decrease of $700,000 from 2009.

For the fourth quarter of 2010, the net loss was $2.7 million
compared to the 2009 fourth quarter net loss of $18.3 million.
For the year ended Dec. 31, 2010, the net loss was $63.4 million
compared to the 2009 net loss of $96.8 million.  The higher level
of revenue was the primary driver of the improvement in both
periods.

Cash balances on Dec. 31, 2010, were $90.0 million, an increase of
$44.3 million during the quarter.  For the year, the Company had
$63.7 million in cash generation.

Gross capital expenditures for the year ended Dec. 31, 2010, were
$72.3 million, of which $59.4 million related to new data
acquisition.

The Company's balance sheet at Dec. 31, 2010, showed
$491.0 million in total assets, $498.0 million in total
liabilities, and a stockholders' deficit of $7.0 million.

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

               http://researcharchives.com/t/s?7502

                        About Seitel, Inc.

Houston, Tex.-based Seitel, Inc. -- http://www.seitel.com/--
provides onshore seismic data to the oil and gas industry in North
America.  Seitel's data products and services are critical for the
exploration for, and development and management of, oil and gas
reserves by oil and gas companies.  Seitel has ownership in an
extensive library of proprietary onshore and offshore seismic data
that it has accumulated since 1982 and that it licenses to a wide
range of oil and gas companies.  Seitel believes that its library
of onshore seismic data is the largest available for licensing in
North America.  Seitel's seismic data library includes both
onshore and offshore 3D and 2D data.  Seitel has ownership in
approximately 43,000 square miles of 3D and approximately 1.1
million linear miles of 2D seismic data concentrated in the major
active North American oil and gas producing regions.

                          *     *     *

Seitel, Inc., carries Standard & Poor's Ratings Services corporate
credit rating 'CCC+'.  The outlook is developing.


SENSIVIDA MEDICAL: M. Lydon Has Option to Buy 400,000 Shares
-----------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Margaret Anne Lydon, chief operating officer at
SensiVida Medical Technologies, Inc., disclosed that she has the
option to buy 400,000 shares of common stock of the Company.
Stock options vest as follows: 100,000 options will vest and
become exercisable on Aug. 14, 2011, 100,000 options will vest and
become exercisable on Aug. 14, 2012, and 200,000 options will vest
and become exercisable on Aug. 14, 2013.

                       About SensiVida Medical

Based in West Henrietta, New York, SensiVida Medical Technologies,
Inc. (formerly Mediscience Technology Corp.) has operated in one
business segment and continues to be engaged in the design and
development of medical diagnostic instruments that detect cancer
in vivo in humans by using light to excite the molecules contained
in tissue and measuring the differences in the resulting natural
fluorescence between cancerous and normal tissue.  Effective
March 3, 2009, with the merger of SensiVida Medical Systems, Inc.,
into the Company's wholly-owned subsidiary BioScopix, Inc., the
Company's technology will also focus on the automation of analysis
and data acquisition for allergy testing, glucose monitoring,
blood coagulation testing, new tuberculosis testing, and
cholesterol monitoring.

The Company's balance sheet at Nov. 30, 2010, showed $2.57 million
in total assets, $3.14 million in total liabilities, all current,
and a stockholders' deficit of $571,910.

As reported in the Troubled Company Reporter on June 21, 2010,
Morison Cogen LLP, in Bala Cynwyd, Pa., expressed substantial
doubt about SensiVida Medical's ability to continue as a going
concern, following the Company's results for the fiscal year ended
February 28, 2010.  The independent auditors noted that the
Company has no revenues, incurred significant losses from
operations, has negative working capital and an accumulated
deficit.


SEQUENOM INC: Registers 400,000 for New-Hire Incentive Plan
-----------------------------------------------------------
In a Form S-8 filing with the U.S. Securities and Exchange
Commission, Sequenom, Inc., registered 400,000 shares of common
stock, par value $0.001 per share, issuable under New-Hire Equity
Incentive Plan at a proposed maximum offering price of $6.865 per
share.

                         About Sequenom

Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a
life sciences company committed to improving healthcare through
revolutionary genetic analysis solutions.  Sequenom develops
innovative technology, products and diagnostic tests that target
and serve discovery and clinical research, and molecular
diagnostics markets.  The company was founded in 1994 and is
headquartered in San Diego, California.

Sequenom reported a net loss of $120.85 million on $47.45 million
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $71.01 million on $37.86 million of total revenue
during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $174.27
million in total assets, $23.54 million in total liabilities and
$150.73 million in total stockholders' equity.

Ernst & Young LLP of San Diego, California, in its audit report
attached to the 2010 financial statements, did not include a going
concern qualification for Sequenom.  E&Y, in its report on the
2009 results, expressed substantial doubt against Sequenom's
ability as a going concern, noting that the Company "has incurred
recurring operating losses and does not have sufficient working
capital to fund operations through 2010."


SEVERN BANCORP: Reports $1.15 Million Net Income in 2010
--------------------------------------------------------
Severn Bancorp, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, reporting net income of
$1.15 million on $49.53 million of interest income for the year
ended Dec. 31, 2010, compared with net income of $15.23 million on
$52.65 million of interest income during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed
$962.54 million in total assets, $856.44 million in total
liabilities and $106.10 million in total stockholders' equity.

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

              http://ResearchArchives.com/t/s?7552

                     About Severn Savings Bank

Founded in 1946, Severn Savings Bank, FSB --
http://www.severnbank.com/-- is a full-service community bank
offering a wide array of personal and commercial banking products
as well as residential and commercial mortgage lending.  It has
assets of nearly $1 billion and four branches located in
Annapolis, Edgewater and Glen Burnie.  The bank specializes in
exceptional customer service and holds itself and its employees to
a high standard of community contribution.  Severn Bancorp, Inc.,
(Nasdaq: SVBI) is the parent company of Severn Savings Bank.

As reported by the TCR on Nov. 25, 2009, Annapolis, Maryland-
based Severn Bancorp along with its Bank unit, has entered into
supervisory agreements with the Office of Thrift Supervision, the
Bank's primary federal regulator.  The agreements set forth steps
being taken in response to regulatory concerns with its operating
results and effects of the current economic environment facing the
financial services industry.


SINCLAIR BROADCAST: Unit Pays $45MM Under Term Loan B Facility
--------------------------------------------------------------
Sinclair Broadcast Group, Inc., announced that its wholly-owned
subsidiary, Sinclair Television Group, Inc., has refinanced a
portion of its senior secured bank credit facility and amended
certain of its terms.

Under the amendment, Sinclair paid down $45.0 million of its
existing $270.0 million term loan B.  Pricing on the term loan B
was reduced by 100 basis points to LIBOR plus 3.00% with a LIBOR
floor of 1.00%, which was reduced from 1.50%.  The term loan B
maturity was extended 1 year to Oct. 29, 2016.  Sinclair also
raised a new $115.0 million term loan A that matures March 15,
2016.  The term loan A is priced at LIBOR plus 2.25%.  A portion
of the proceeds from the term loan A was used to pay down $45.0
million of the term loan B and the remaining proceeds will be used
to redeem the Company's outstanding 6% convertible bonds due
September 2012.

In addition, certain terms of the Bank Credit Agreement were also
amended to provide Sinclair more incremental term loan capacity
and more flexibility to use its cash balances and the revolving
credit facility for restricted payments and television
acquisitions.

A full-text copy of the Second Amendment is available for free at:

                        http://is.gd/aoqm73

                      About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

The Company's balance sheet at Dec. 31, 2010 showed $1.48 billion
in total assets, $1.64 billion in total liabilities and
$157.08 million in total deficit.

                           *     *     *

Sinclair Broadcast has a 'B1' corporate family rating from
Moody's.  It has a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.

"The CFR continues to reflect still high financial risk,
nonetheless, and the inherent cyclicality of the broadcast
television business, among other factors," Moody's said in August
2010.

"The 'B+' rating reflects S&P's expectation that Sinclair will be
able to reduce its leverage further by the end of 2010 through
revenue and EBITDA growth and lower debt balances," explained
Standard & Poor's credit analyst Deborah Kinzer in August.

Moody's raised its ratings for Sinclair Broadcast Group, Inc., and
subsidiary Sinclair Television Group, Inc., including the
Corporate Family Rating and Probability-of-Default Rating, each to
Ba3 from B1, and the ratings for individual debt instruments,
concluding its review for possible upgrade as initiated on
Aug. 5, 2010.  Moody's also assigned a B2 (LGD 5, 87%) rating to
the proposed $250 million issuance of Senior Unsecured Notes due
2018 by STG.  The Speculative Grade Liquidity Rating remains
unchanged at SGL-2.  The rating outlook is now stable.

As reported by the Troubled Company Reporter on Feb. 24, 2011,
Standard & Poor's Ratings Services raised its corporate credit
rating on Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast
Group Inc. to 'BB-' from 'B+'.  The rating outlook is stable.

"The 'BB-' rating on Sinclair reflects S&P's expectation that the
company could keep its lease-adjusted debt to EBITDA below
historical levels throughout the election cycle, absent a reversal
of economic growth, meaningful debt-financed acquisitions, or
significant shareholder-favoring measures," explained Standard &
Poor's credit analyst Deborah Kinzer.


SINOFRESH HEALTHCARE: Withdraws Termination of Common Shares
------------------------------------------------------------
SinoFresh Healthcare, Inc., requested immediate withdrawal of its
request to terminate the registration of its common shares under
Section 12(g) of the Exchange Act, which was filed with the
Securities and Exchange Commission on Nov. 1, 2010.

The Company believes that withdrawal of the Form 15 is consistent
with the public interest and the protection of investors.  The
Company is withdrawing the Form 15 because, while it believes that
the number of common shareholders is less than 500 as is required
under Section 12(g), it needs additional time to substantiate that
belief.  The Form 15 was a voluntary filing under Section 12(g) of
the Securities Exchange Act of 1934, as amended.

                    About SinoFresh HealthCare

Headquartered in Englewood, Florida, SinoFresh HealthCare Inc.
(OTC BB: SFSH) -- http://www.sinofresh.com/-- researches,
develops, and markets novel therapies to treat inflammatory and
infectious diseases, and disorders of the upper respiratory
system.  Its products include SinoFresh Nasal Mist, a nasal spray
and SinoFresh Daily Throat Spray, a throat and mouth spray.

At Dec. 31, 2007, the company's balance sheet showed $1,969,852 in
total assets and $4,211,710 in total liabilities, resulting in
$2,241,858 stockholders' deficit.

Moore Stephens Lovelace, P.A., raised substantial doubt on the
ability of SinoFresh HealthCare Inc., to continue as a going
concern after it audited the company's financial statements for
the year ended Dec. 31, 2007.


SKY LOFTS: Has Court Okay to Hire EisnerAmper as Accountants
------------------------------------------------------------
The Bankruptcy Court has granted the request of Sky Lofts LLC to
employ EisnerAmper LLP as its accountants.  Ira Spiegel on behalf
of EisnerAmper LLP attests that the firm is a "disinterested
person" and represents no interests adverse to the Debtor, or the
estate in the matter which EisnerAmper LLP, is to be engaged.

Brooklyn, New York-based Sky Lofts, LLC, owns and maintains real
estate.  It filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case
No. 10-51510) on Dec. 8, 2010, Judge Elizabeth S. Stong presiding.
The Law Offices of David Carlebach, Esq. -- david@carlebachlaw.com
-- serves as bankruptcy counsel.  The Debtor estimated its assets
at $10 million to $50 million and debts at $1 million to
$10 million.

Affiliates Twin City Lofts, LLC (Bankr. E.D. N.Y. Case No.
10-50625) and S & Y Enterprises, LLC (Bankr. E.D. N.Y. Case No.
10-50623) filed separate Chapter 11 petitions on Nov. 11, 2010.


SMART-TEK SOLUTIONS: Posts $516,869 Net Income in Dec. 31 Quarter
-----------------------------------------------------------------
Smart-tek Solutions Inc. filed its quarterly report on Form 10-Q,
reporting net income of $516,869 on $5.69 million of total revenue
for the three months ended Dec. 31, 2010, compared with net income
of $548,686 on $3.18 million of total revenue for the same period
a year earlier.

The Company's balance sheet at Dec. 30, 2010, showed $6.86 million
in assets, $6.26 million in total liabilities, all current, and
stockholder's equity of 605,347.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7539

                   About Smart-tek Solutions

Newport Beach, Calif.-based Smart-tek Solutions Inc. has two
business lines.  Through its wholly owned subsidiary Smart-Tek
Communications Inc. the Company specializes in the design and
development of Radio Frequency Identification (RFID) integration,
monitoring and tracking solutions to meet industry demands.
Through its wholly owned subsidiary Smart-Tek Automated Services
Inc. the Company provides professional employer organization
services.

John Kinross-Kennedy, of Irvine, California, expressed substantial
doubt about the Company's ability to continue as a going concern.
Mr. Kinross-Kennedy noted that that the Company has suffered
recurring losses until the latest fiscal year, and has a working
capital deficiency of $994,278 and a stockholders' deficiency of
$438,164 at June 30, 2010.


SMITHFIELD FOODS: Fitch to Keep B+ Rating Despite High Corn Prices
------------------------------------------------------------------
According to a new report issued by Fitch Ratings, credit ratings
of the major U.S. protein companies are expected to remain stable
despite high corn prices, which approached $7/bushel earlier this
year but have since eased.  Fitch upgraded Tyson Foods Inc.'s
Issuer Default Rating one notch to 'BBB-' on Feb. 23, 2011, and
Smithfield Foods Inc.'s IDR two notches to 'B+' on Jan. 31, 2011.
The Rating Outlook for both companies is currently Stable.

Moderate near-term margin deterioration is anticipated and has
been factored into the companies' ratings.  However, significant
debt reduction, incremental operating efficiencies and more astute
hedging practices are expected to lessen the likelihood of severe
declines in credit quality.  Furthermore, tight overall protein
supply and stable to increasing livestock and poultry prices are
expected to continue.  Fitch expects high feed costs to restrain
production while export conditions, particularly for beef and
pork, remain favorable.

"Bondholders should be able to rest a little easier knowing that
the industry has embraced a more conservative financial strategy,"
said Carla Norfleet Taylor, Director at Fitch.  Unlike in 2008,
when corn prices peaked at over $7/bushel, the protein industry is
much better positioned to navigate through the current high feed
cost environment.'


SOUTH EDGE: Sec. 341 Creditors' Meeting Set for March 31
--------------------------------------------------------
A meeting of creditors in the bankruptcy case of South Edge LLC is
set for March 31, 2011, at 2:00 p.m., to be held at 300 Las Vegas
Blvd., South, Room 1500, in Las Vegas, Nevada.  This is the first
meeting of creditors pursuant to Sec. 341 of the Bankruptcy Code.

The Debtor's representative must be present at the meeting to be
questioned under oath by the trustee and by creditors.  Creditors
are welcome to attend, but are not required to do so.  The meeting
may be continued and concluded at a later date without further
notice.

Pursuant to the notice of the 341 meeting, creditors will have 90s
from the first 341 meeting to file proofs of claim in the Debtor's
case.  Governmental units have until 180 days from the petition
date to file proofs of claim.

                         About South Edge

Las Vegas, Nevada-based South Edge LLC owns the Inspirada project,
an uncompleted 2,000-acre residential development in Henderson,
Nevada, about 16 miles (26 kilometers) southeast of Las Vegas.
The eight owners of the project include an affiliate of KB Home, a
49% owner.  Other owners are Coleman Toll LP with 10.5%, Pardee
Homes Nevada Inc. with 4.9%, Meritage Homes with 3.5%, and Beazer
Homes USA Inc. with 2.6%.

JPMorgan Chase Bank N.A. and two other lenders filed an
involuntary petition on December 9, 2010, in Las Vegas against
South Edge LLC (Bankr. D. Nev. Case No. 10-32968). The lenders
who filed the involuntary petition are part of a group that
provided a $595 million credit.  New York-based JPMorgan is a
lender and agent for the lenders.  Other lenders filing the
involuntary petition were Credit Agricole Corporate and Investment
Bank and Wells Fargo Bank NA.

On Jan. 6, 2011, South Edge filed motions with the court to
dismiss the involuntary bankruptcy petition by JPMorgan Chase
Bank, N.A., Wells Fargo Bank, N.A. and Cr,dit Agricole Corporate
and Investment Bank.

The court held a trial that commenced on Jan. 24, 2011.  On Feb.
3, 2011, the court denied South Edge's motions and entered an
order for relief and for the appointment of a trustee.


SOUTH PADRE: Has Green Light to Hire Wilkins as Counsel
-------------------------------------------------------
Judge Richard S. Schmidt granted South Padre Investment, Inc.'s
application to employ:

          James S. Wilkins, Esq.
          WILLIS & WILKINS, L.L.P.,
          OF COUNSEL TO BARTON, EAST, & CALDWELL, P.L.L.C.
          100 W. Houston Street, Suite 1275
          San Antonio, Texas 78205
          Telephone (210) 271-9212
          Facsimile (210) 271-9389
          E-mail: jwilkins@stic.net

as the Debtor's bankruptcy counsel.

Mr. Wilkins, a shareholder of Willis & Wilkins, attests that the
neither the Firm nor any member or associate of the Firm,
represent any interest adverse to the Debtor, or to its estate.
"The Firm and I are disinterested parties within the meaning of
the Bankruptcy Code," Mr. Wilkins says.

The Debtor retained the Firm on Jan. 20, 2011, to file its
voluntary petition.  The Firm has requested and received a
retainer of $25,000.

South Padre Investment, Inc., filed for Chapter 11 bankruptcy
(Bankr. S.D. Tex. Case No. 11-20056) on Jan. 28, 2011.


STILLWATER MINING: Reports $50.36 Million Net Income in 2010
------------------------------------------------------------
Stillwater Mining Company filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K reporting net
income of $50.36 million on $555.87 million of total revenue for
the year ended Dec. 31, 2010, compared with a net loss of $8.65
million on $394.43 million of total revenue during the prior year.

The Company also reported net income of $16.53 million on
$144.67 million of total revenue for the three months ended
Dec. 31, 2010, compared with a net loss of $5.75 million on
$101.82 million of total revenue for the same period during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed $909.47
million in total assets, $326.40 million in total liabilities and
$583.07 million in total stockholders' equity.

Reflecting on 2010, Francis R. McAllister, Stillwater Chairman and
CEO, commented, "This past year or so has been an extraordinary
time for Stillwater Mining Company.  After going through the pain
of the economic recession and corporate restructuring in late 2008
and early 2009, it was refreshing to see the PGM markets gradually
get back on their feet during 2009 and then move ahead
dramatically in 2010.  We observed as we issued our 2009 Annual
Report in early 2010 that the economic stars seemed to be aligned
in favor of the platinum-group metals, given the worldwide demand
for automobiles -- and therefore for catalytic converters --
rebounding, constrained production of these metals and the
apparent winding down of palladium exports from the old Russian
government stockpiles.  Not only did PGM prices increase during
2010 as we had predicted, but the market price of palladium, our
principal product, doubled and converged upward toward the market
price of platinum -- advancing from 21% of the price of platinum
at the bottom of the recession to 45% at the end of 2010.  In view
of the interchangeability of the two metals in many applications,
this convergence simply makes economic sense.

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

                       http://is.gd/jk8YCN

                      About Stillwater Mining

Billings, Montana-based Stillwater Mining Company --
http://www.stillwatermining.com/-- is the only U.S. producer of
palladium and platinum and is the largest primary producer of
platinum group metals outside of South Africa and Russia.  The
Company's shares are traded on the New York Stock Exchange under
the symbol "SWC."

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


STRADELLA INVESTMENTS: Files Schedules of Assets & Liabilities
--------------------------------------------------------------
Stradella Investments Inc. filed with the U.S. Bankruptcy Court
for the Central District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property               $25,000,000
  B. Personal Property
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $61,202,319
  E. Creditors Holding
     Unsecured Priority
     Claims
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $59,798,351
                                ------------     ------------
        TOTAL                    $25,000,000     $121,000,671

A full-text copy of the Schedules of Assets and Liabilities is
available for free at http://ResearchArchives.com/t/s?752e

San Juan Capistrano, California-based Stradella Investments, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif.
Case No. 10-23193) on Sept. 19, 2010.  Timothy J. Yoo, Esq., at
Levene Neale Bender Rankin & Brill LLP, assists the Debtor in its
restructuring effort.


SUFFOLK OFF-TRACK BETTING: Gets Go Signal to File for Chapter 9
---------------------------------------------------------------
The Associated Press reports that Long Island, New York officials
have given Suffolk County Off-Track Betting Corp. the go ahead to
file for bankruptcy.

According to the AP, Newsday said the county legislature approved
a resolution permitting OTB to reorganize under Chapter 9 to gain
temporary protection from creditors.  County Executive Steve Levy
signed the measure following Wednesday's vote.

The AP relates that Suffolk OTB President Jeff Casale said the
agency has developed a reorganization plan that will cut the
number of branches from 12 to six and lay off 16 employees.  It
will also expand Internet betting operations and double the number
of betting machines now in 18 bars and restaurants.  He said it
will take six to eight months for the reorganization plan to be
approved by the court.

The New York City Off-Track Betting Corp. is currently
reorganizing under bankruptcy court protection, notes the AP.


SUMMIT HOTEL: Terminates Registration of Class A Interests
----------------------------------------------------------
Summit Hotel Properties, LLC notified the U.S. Securities and
Exchange Commission regarding the termination of registration of
its Class A Membership Interest, no par value pursuant to Section
12(g) of the Securities Exchange Act of 1934 or suspension of duty
to file reports under Sections 13 and 15(d) of the Securities
Exchange Act of 1934.  As of Feb. 18, 2011, there are no holders
of record of the Company's Class A Membership Interests.

                         About Summit Hotel

Summit Hotel Properties, LLC is a developer, owner and manager of
hotels categorized as mid-scale without food and beverage and
upscale hotels located throughout the United States.  As of
Dec. 31, 2009, the Company owned 65 hotels in 19 states. The
Company's revenues and earnings are derived from hotel operations
of its owned hotels.  An affiliate, The Summit Group, Inc.,
provides a number of services for its hotels, including hotel
operations management, location of acquisition targets and
construction sites, development of construction sites, and
construction supervision.  As of Dec. 31, 2009, Summit Hotel
Properties had two wholly owned limited liability companies that
own hotel properties.  Summit Hospitality I, LLC owns 25 of the
Company's hotels.  In addition, Summit Hospitality V, LLC, is a
wholly owned subsidiary, which owns 13 of the Company's hotels.

The Company's balance sheet as of Sept. 30, 2010, showed
$509,968,783 in total assets, $180,303,464 in total current
liabilities, $255,826,259 in long term-debt, and total equity of
$73,839,060.

The Company reported a net loss of $6,924,991 on $104,812,943 of
revenue for nine months ended Sept. 30, 2010, compared with a net
loss of $8,745,555 on $92,804,297 of revenue in the same period
for the prior year.


SUMMIT HOTEL: Steven Kirby Does Not Own Common Shares
-----------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Steven T. Kirby and his affiliates disclosed
that they do not beneficially own any shares of Class A Membership
Interests of Summit Hotel Properties, LLC.

In connection with the merger of the Company with and into Summit
Hotel OP, LP, a Delaware limited partnership, on Feb. 14, 2011,
all of the Class A Interests of the Company held of record or
beneficially owned by Mr. Kirby and his affiliates were exchanged
for limited partnership units of Summit OP.  As a result, the
Filers no longer beneficially own any Class A Interests of the
Issuer, and therefore, the Filers are no longer reporting persons.

                        About Summit Hotel

Summit Hotel Properties, LLC is a developer, owner and manager of
hotels categorized as mid-scale without food and beverage and
upscale hotels located throughout the United States.  As of
Dec. 31, 2009, the Company owned 65 hotels in 19 states. The
Company's revenues and earnings are derived from hotel operations
of its owned hotels.  An affiliate, The Summit Group, Inc.,
provides a number of services for its hotels, including hotel
operations management, location of acquisition targets and
construction sites, development of construction sites, and
construction supervision.  As of Dec. 31, 2009, Summit Hotel
Properties had two wholly owned limited liability companies that
own hotel properties.  Summit Hospitality I, LLC owns 25 of the
Company's hotels.  In addition, Summit Hospitality V, LLC, is a
wholly owned subsidiary, which owns 13 of the Company's hotels.

The Company's balance sheet as of Sept. 30, 2010, showed
$509,968,783 in total assets, $180,303,464 in total current
liabilities, $255,826,259 in long term-debt, and total equity of
$73,839,060.

The Company reported a net loss of $6,924,991 on $104,812,943 of
revenue for nine months ended Sept. 30, 2010, compared with a net
loss of $8,745,555 on $92,804,297 of revenue in the same period
for the prior year.


SUMMIT HOTEL: Boekelheide, Koehler Class A Shares All Converted
---------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Kerry W. Boekelheide and James P. Koehler
disclosed that they do not own any shares of Summit Hotel
Properties, LLC's Class A Membership Interests.

In connection with the merger of the Company with and into Summit
Hotel OP, LP, a Delaware limited partnership, on Feb. 14, 2011,
all of the Class A Interests of the Issuer held of record or
beneficially owned by Boekelheide and Koehler were exchanged for
limited partnership units of Summit OP.  As a result, Boekelheide
and Koehler no longer beneficially own any Class A Interests of
the Company, and therefore, the Filers are no longer reporting
persons.

                         About Summit Hotel

Summit Hotel Properties, LLC is a developer, owner and manager of
hotels categorized as mid-scale without food and beverage and
upscale hotels located throughout the United States.  As of
Dec. 31, 2009, the Company owned 65 hotels in 19 states. The
Company's revenues and earnings are derived from hotel operations
of its owned hotels.  An affiliate, The Summit Group, Inc.,
provides a number of services for its hotels, including hotel
operations management, location of acquisition targets and
construction sites, development of construction sites, and
construction supervision.  As of Dec. 31, 2009, Summit Hotel
Properties had two wholly owned limited liability companies that
own hotel properties.  Summit Hospitality I, LLC owns 25 of the
Company's hotels.  In addition, Summit Hospitality V, LLC, is a
wholly owned subsidiary, which owns 13 of the Company's hotels.

The Company's balance sheet as of Sept. 30, 2010, showed
$509,968,783 in total assets, $180,303,464 in total current
liabilities, $255,826,259 in long term-debt, and total equity of
$73,839,060.

The Company reported a net loss of $6,924,991 on $104,812,943 of
revenue for nine months ended Sept. 30, 2010, compared with a net
loss of $8,745,555 on $92,804,297 of revenue in the same period
for the prior year.


SUN CONTROL: U.S. Trustee Unable to Form Creditors Committee
------------------------------------------------------------
W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, notified
the U.S. Bankruptcy Court for the District of Maryland that he has
not appointed an unsecured creditors' committee in the Chapter 11
case of Sun Control Systems, Inc.

The U.S. Trustee explained that the number of persons eligible and
willing to serve on a committee is insufficient to form a
committee.

The U.S. Trustee also said that he will appoint a committee upon
the request of an adequate number of eligible unsecured creditors.

                    About Sun Control Systems

Based in Rockville, Maryland, Sun Control Systems, Inc., is a
specialty contractor furnishing and installing commercial window
treatments and visual communication tools.  Sun Control Systems
filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 10-37991)
on December 13, 2010. Judge Wendelin I. Lipp presides over the
case.  Richard H. Gins, Esq., at The Law Office of Richard H.
Gins, LLC, serves as bankruptcy counsel.  The Debtor disclosed
$4,987,407 in assets and $10,372,515 in liabilities as of the
Chapter 11 filing.


SUNNY ENTERPRISES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Sunny Enterprises of Florida, LLC
          dba Quality Inn & Suites
        4800 N. Tamiami Trail, #101
        Sarasota, FL 34234

Bankruptcy Case No.: 11-04894

Chapter 11 Petition Date: March 18, 2011

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

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

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

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

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

The petition was signed by Bharat Patel, manager.


SUPERIOR ACQUISITIONS: Chapter 11 Trustee Hires Accountant
----------------------------------------------------------
Linda S. Green, the acting Chapter 11 trustee in the bankruptcy
case of Superior Acquisitions, Inc., sought and obtained
permission to retain:

         Jay D. Crom, Certified Public Accountant
         BACHECKI, CROM & CO., LLP, CPA
         180 Montgomery Street, Suite 2340
         San Francisco, CA 94104-4203
         Telephone: (415) 398-3534

as the Trustee's accountant to prepare and file tax returns;
perform tax analysis; to prepare operating reports; assist the
Trustee with investigation of assets, potentially recoverable
transfers, and plan development; analyze tax claims filed in this
case, if necessary; analyze the tax impact of potential
transactions, if necessary; analyze as to avoidance issues, if
necessary; testify as to avoidance issues, if necessary; prepare a
solvency analysis, if necessary; prepare wage claim withholding
computations and payroll tax returns, if necessary; serve as the
Trustee's general accountant and consult with the Trustee and the
Trustee's counsel as to those matters during the Chapter 11
proceeding.

The normal billing rates for the Accountant are:

          Partners                 $375-450/hour
          Senior Accountant        $195-325/hour
          Junior Accountant        $140-165/hour

Mr. Crom has a license as certified public accountant for over 29
years, and a certificate from the Association of Insolvency and
Reorganization Advisors as a certified insolvency and
reorganization advisor.  He also holds a certificate as a
Certified Fraud Examiner.

Mr. Crom attests that Bachecki Crom has no connection with any of
the parties or interested persons in the within bankruptcy case.
Neither the accounting firm and its members, nor its employees
have connections with the debtor, creditors, or any other party in
interest, their respective attorneys and accountants, or the
United States Trustee or any other person employed by the office
of the United States Trustee.  The accounting firm is not
presently employed by any creditor of the estate; does not hold
any interest adverse to the estate; and, the accounting firm, its
officers and employees, are disinterested persons as defined by 11
U.S.C. Sec. 101(14), all as required by Section 327 (a).

                    About Superior Acquisitions

Superior Acquisitions, Inc., in Lakeport, California, filed for
Chapter 11 bankruptcy (Bankr. N.D. Calif. Case No. 10-13730) on
Sept. 28, 2010, Judge Alan Jaroslovsky presiding.  The Law Offices
of Michael C. Fallon -- mcfallon@fallonlaw.net -- serves as
bankruptcy counsel to the Debtor.

Linda S. Green was later appointed as Chapter 11 trustee.  She is
represented by John H. MacConaghy, Esq. -- macclaw@macbarlaw.com
-- at MacConaghy and Barnier, as counsel.  The Debtor disclosed
$13,889,530 in assets and $14,866,437 in liabilities as of the
Chapter 11 filing.


SURGERY CENTER: Moody's Assigns 'B1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service assigned B1 Corporate Family and
Probability of Default Ratings to Surgery Center Holdings, Inc.
and a Ba3 rating to the company's $257.5 million of senior secured
credit facilities in connection with the acquisition of NovaMed,
Inc. for approximately $198 million.  The rating outlook is
stable.

These ratings were assigned:

Surgery Center Holdings, Inc.

  -- Corporate Family Rating at B1;

  -- Probability of Default Rating at B1;

  -- $237.5 million senior secured 1st lien term loan at Ba3
     (LGD3, 42%);

  -- $20 million revolving credit facility at Ba3 (LGD3, 42%);

The rating outlook is stable.

The B1 Corporate Family Rating reflects the combined company's
high leverage at the inception of the transaction at about 4.7
times pro forma debt-to-EBITDA, relatively small scale even after
the acquisition as well as integration challenges associated with
incorporating a larger business as measured by revenues or number
of surgery centers.  Additional concerns include the weak economic
environment and still high unemployment rate which has lead to
slower growth in procedures.  While some modest rate improvement
is currently expected, the potential for rate compression from
government sponsored programs (mostly Medicare) and commercial
payors exists.

However, the ratings also incorporate the positive long term
growth prospects of the sector as many patients and payors prefer
the outpatient environment (primarily due to lower cost and better
outcomes) for certain specialty procedures.  Moreover, in Moody's
view, the acquisition of NovaMed by Surgery Partners provides an
opportunity to increase utilization of existing facilities while
developing new partnerships.  Moody's also notes Surgery Partners'
cash flow margin (as measured by EBITDA less minority interest-to-
revenues) is relatively strong at around 25% despite offering
lower cost services and supports Moody's expectation that the
company will be able generate free cash flow increasing to above
5% of total debt over the next two years.

Downward rating pressure would be likely if unforeseen integration
challenges or the reimbursement environment resulted in lower
revenues and cash flow such that de-leveraging or free cash flow
were constrained.  Specifically, the rating would likely be
lowered if leverage is sustained above 5 times or free cash flow
were to trend below 5% of total debt.

An upgrade is unlikely over the near term, given the still small
size of the combined company and the focus on integration and new
ventures with physicians.  Moody's would consider a higher rating
as revenues approach $500 million and leverage declines to under 4
times debt-to-EBITDA.

Surgery Partners' ratings were assigned by evaluating factors
Moody's believe are relevant to the credit profile of the issuer,
such as i) the business risk and competitive position of the
company versus others within its industry, ii) the capital
structure and financial risk of the company, iii) the projected
performance of the company over the near to intermediate term, and
iv) management's track record of tolerance for risk.  These
attributes were compared against other issuers both within and
outside of Surgery Partners' core industry and Surgery Partners'
ratings are believed to be comparable to those other issuers of
similar credit risk.

Surgery Partners, headquartered in Tampa, FL., owns and operates
49 Ambulatory Surgical Centers in partnership with its physician
partners, across 19 states.  The Company has diversified core
competencies in pain management, orthopedics, gastrointestinal,
ophthalmology, ear, nose and throat, general surgery and urology.
Surgery Partners also provides ancillary services including
anesthesia and physician practice services.  Surgery Partners is
majority owned by H.I.G. Capital and management.  On a pro forma
basis for the fiscal year ended Dec. 31, 2010, Surgery Partners
generated revenue of about $249.2 million.


TAMPA SKATING: Hires Equity Partners to Search for Buyers
---------------------------------------------------------
The Tampa Bay Business Journal reports that Clearwater Ice Arena
has retained Equity Partners Inc. of Easton, Maryland, to find
sources of refinancing, additional equity or a buyer for its
32,000-square-foot, single-sheet ice skating rink located in the
Rubin Icot Center.

Tampa Skating, LLC doing business as Clearwater Ice Arena filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-00085) on
Jan. 5, 2011).  See http://bankrupt.com/misc/flmb11-00085p.pdf

The Debtor is represented by:

         Angelina E. Lim, Esq.
         JOHNSON POPE BOKOR RUPPEL & BURNS
         911 Chestnut Street
         Clearwater, FL 33756-5643
         Tel: (727) 461-1818
         E-mail: angelinal@jpfirm.com


TBS INTERNATIONAL: Incurs $247.76 Million Net Loss in 2010
----------------------------------------------------------
TBS International plc reported a net loss of $218.54 million on
$100.77 million of total revenue for the three months ended
Dec. 31, 2010, compared with a net loss of $10.70 million on
$84.79 million of total revenue for the same period during the
prior year.

The Company also reported a net loss of $247.76 million on
$411.83 million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $67.04 million on $302.51 million of
total revenue during the prior year.

A copy of the press release announcing the financial results is
available for free at http://ResearchArchives.com/t/s?7553

                    About TBS International plc

Dublin, Ireland-based TBS International plc (NASDAQ: TBSI)
-- http://www.tbsship.com/-- provides worldwide shipping
solutions to a diverse client base of industrial shippers through
its Five Star Service: ocean transportation, projects, operations,
port services and strategic planning.  The TBS shipping network
operates liner, parcel and dry bulk services, supported by a fleet
of multipurpose tweendeckers and handysize/handymax bulk carriers,
including specialized heavy-lift vessels and newbuild tonnage.
TBS has developed its franchise around key trade routes between
Latin America and China, Japan and South Korea, as well as select
ports in North America, Africa, the Caribbean and the Middle East.

                          *     *     *

As reported in the Troubled Company Reporter on March 19, 2010,
PricewaterhouseCoopers LLP, in New York, expressed substantial
doubt about TBS's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company believes it will not be in compliance with
the financial covenants under its credit facilities during 2010,
which under the agreements would make the debt callable.  "This
has created uncertainty regarding the Company's ability to fulfill
its financial commitments as they become due."

As reported in the TCR on Feb. 8, 2011, TBS International on
Jan. 31, 2011, announced that it had entered into amendments to
its credit facilities with all of its lenders, including AIG
Commercial Equipment, Commerzbank AG, Berenberg Bank and Credit
Suisse and syndicates led by Bank of America, N.A., The Royal Bank
of Scotland plc and DVB Group Merchant Bank (the "Credit
Facilities").  The amendments restructure the Company's debt
obligations by revising the principal repayment schedules under
the Credit Facilities, waiving any existing defaults, revising the
financial covenants, including covenants related to the Company's
consolidated leverage ratio, consolidated interest coverage ratio
and minimum cash balance, and modifying other terms of the Credit
Facilities.

The Company currently expects to be in compliance with all
financial covenants and other terms of the amended Credit
Facilities through maturity.

As a condition to the restructuring of the Company's credit
facilities, three significant shareholders who also are key
members of TBS' management agreed on Jan. 25, 2011, to provide up
to $10 million of new equity in the form of Series B Preference
Shares and deposited funds in an escrow account to facilitate
satisfaction of this obligation.  In partial satisfaction of this
obligation, on Jan. 28, 2011, these significant shareholders
purchased an aggregate of 30,000 of the Company's Series B
Preference Shares at $100 per share directly from TBS in a private
placement.


TECO ENERGY: S&P Revises Subsidiaries' Outlooks to Positive
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on TECO
Energy Inc. and subsidiaries Tampa Electric Co. and TECO Finance
Inc. to positive from stable and affirmed all its ratings on the
three entities.

"The outlook revision is based on potential improvement in both
TECO's financial performance and Tampa Electric's service
territory economy," said Standard & Poor's credit analyst  Todd
Shipman.

The ratings on TECO Energy reflect the company's ongoing
commitment to maintaining credit quality by shedding some of its
unregulated businesses, restoring its balance sheet, and focusing
attention on improving its financial performance through
regulatory initiatives and cost controls amid less-attractive
economic conditions.  TECO's business strategy centers on the
operations of its high-quality electric and gas utilities in
historically high-growth areas of Florida.  The utilities manage
regulatory risk effectively, as demonstrated by base-rate
decisions in 2009 that provide a solid earnings and cash-flow
base. Continued exposure to elevated business risk in ventures
outside of Florida, including coal mining operations in Appalachia
and electric generation overseas, detracts from credit quality.
The utilities exhibit excellent credit characteristics such as
relatively healthy service territories, a supportive regulatory
environment, and stable cash flow and earnings.

S&P said, "We assess TECO's business risk profile as excellent,
based on our corporate ratings matrix, and we consider the
financial risk profile aggressive."

TECO is the parent company of Tampa Electric, which includes an
electric utility division and local natural gas distribution
division People's Gas System (unrated) and accounts for about 75%
of TECO's credit profile. Sales growth eased but began to resume
in 2010.  Tampa Electric's service territories have experienced a
worse-than-average economic downturn, but the favorable factors
that have led to population gains and economic activity over many
decades remain in place and should provide an attractive platform
for the utilities as economic conditions improve.

TECO's unregulated business activities, which contribute to about
one-quarter of the company's credit profile, center on a coal
mining operation in Kentucky and electric power production in
Guatemala.  "Although domestic utility operations now form the
majority of TECO's core credit characteristics, we expect the
unregulated sector to remain a significant component of TECO's
business profile. Better prices, especially in metallurgical coal
because of rising demand from Asia, have offset the weakness in
domestic electricity sales and depressed steam coal use.  We
expect conditions in the sector to improve gradually," S&P said.

The positive outlook on TECO and its subsidiaries is based on the
company's commitment to its redefined business strategy, steady if
less spectacular balance sheet improvement, containment of
regulatory risk, and an improvement in Greater Tampa's economy.
"We could raise the ratings if TECO makes further changes in the
business strategy away from unregulated activities coupled with a
return to historical economic growth rates in Florida and
continued low regulatory risk.  We could also raise our ratings if
we believe the company can sustain its ability to achieve
financial performance that produces credit protection measures
that support a significant financial risk profile.  We would lower
ratings if a combination of renewed emphasis on unregulated
ventures were accompanied by a deterioration in the economy and
regulatory climate in Florida," S&P said.

                           *     *     *

As reported by the Troubled Company Reporter on June 15, 2007, S&P
afffirmed its 'BB' corporate credit rating on TECO Energy and
revised its outlook on the company to positive from stable.  The
outlook revision follows the enactment in Florida of a power plant
law designed to encourage development of a type of "clean coal"
generation that TECO intends to build.

S&P also affirmed its 'BBB-' corporate credit rating on utility
subsidiary Tampa Electric Co. The outlook on Tampa Electric is
stable.


TELTRONICS INC: Gregory Barr Acquires 202,000 Common Shares
-----------------------------------------------------------
In a Form 5 filing with the U.S. Securities and Exchange
Commission, Gregory G. Barr, a director at Teltronics Inc.,
disclosed that he acquired 202,000 shares of common stock of the
Company on March 20, 2003.  Mr. Barr further disclosed that he has
option to buy 10,000 shares of common stock, which option expired
on Oct. 21, 2009.

In a separate filing, Robert B. Ramey, senior VP Manufacturing at
Teltronics Inc., disclosed that he beneficially owns 11,880 shares
of common stock of the Company.  Mr. Ramey also disclosed that he
acquired an aggregate of 155,000 shares of incentive stock options
from April 14, 1999 to June 7, 2010.

                        About Teltronics Inc.

Palmetto, Fla.-based Teltronics, Inc. (OTC BB: TELT)
-- http://ww.teltronics.com/-- designs, installs, develops,
manufactures and markets electronic hardware and application
software products, and engages in electronic manufacturing
services primarily in the telecommunication industry.

The Company's balance sheet at Sept. 30, 2010, showed $10.25
million in total assets, $14.70 million in total current
liabilities, $4.43 million in total long-term liabilities, and a
stockholders' deficit of $8.88 million.


TEMPUS MARKETING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Tempus Marketing International, LLC
        7380 Sand Lake Road, Suite 600
        Orlando, FL 32819

Bankruptcy Case No.: 11-03712

Chapter 11 Petition Date: March 17, 2011

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

Debtor's Counsel: Elizabeth A. Green, Esq.
                  Tiffany D. Payne, Esq.
                  BAKER & HOSTETLER LLP
                  200 S. Orange Avenue
                  Suntrust Center, Suite 2300
                  Orlando, FL 32801
                  Tel: (407) 649-4000
                       (407) 649-4079
                  Fax: (407) 841-0168
                  E-mail: egreen@bakerlaw.com
                          tpayne@bakerlaw.com

Scheduled Assets: $0

Scheduled Debts: $116,429,447

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-03712.pdf

The petition was signed by Roger Farwell, authorized
representative.

Debtor-affiliate filing a separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Tempus Resorts International, Ltd.    10-20709          11/19/10


TIB FINANCIAL: North American Holds 97.2% Equity Stake
------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, North American Financial Holdings, Inc.,
disclosed that it beneficially owns 23,333,334 shares of common
stock of TIB Financial Corp. representing 97.2% of the shares
outstanding.  The percentage was calculated based on 24,015,243
shares of Common Stock outstanding, which is the sum of (i)
11,815,547 shares of Common Stock outstanding as of December 16,
2010, as reported on the Prospectus filed by TIB Financial Corp.
with the SEC on Dec. 20, 2010 (ii) 533,029 shares of Common Stock
reported issued in connection with a rights offering of TIB
Financial Corp., as reported on the Form 8-K filed by TIB
Financial Corp. with the Securities and Exchange Commission on
Jan. 21, 2011; and (iii) 11,666,667 shares of Common Stock
issuable upon exercise of the Warrant referred to in the Schedule
13D.

North American is seeking regulatory approval to combine the three
depository institutions in which it owns direct or indirect
controlling interests (the Company's subsidiary TIB Bank, Capital
Bank and NAFH National Bank).  North American may also seek to
combine with the Company and to combine with Capital Bank
Corporation.  In connection with these transactions, North
American may exercise the Warrant in whole or in part.  There is
no assurance that applicable regulatory approvals required for
these transactions will be obtained, that the transactions will be
consummated, or if consummated, as to the timing, price, structure
or other terms of the transactions.

                      About TIB Financial Corp.

Headquartered in Naples, Florida, TIB Financial Corp.
-- http://www.tibfinancialcorp.com/-- is a financial services
company with approximately $1.7 billion in total assets and 28
full-service banking offices throughout the Florida Keys,
Homestead, Naples, Bonita Springs, Fort Myers, Cape Coral and
Venice.  TIB Financial Corp. is also the parent company of Naples
Capital Advisors, Inc., a registered investment advisor with
approximately $169 million of assets under advisement.  TIB
Financial Corp., through its wholly owned subsidiaries, TIB Bank
and Naples Capital Advisors, Inc., serves the personal and
commercial banking and investment management needs of local
residents and businesses in its market areas.

The Company's balance sheet as of Sept. 30, 2010, showed
$1,740,891,000 in total assets, $1,563,826,000 in total
liabilities, and $177,065,000 in stockholders' equity.

                          *     *     *

As reported in the Troubled Company Reporter on April 6, 2010,
Crowe Horwath LLP, in Fort Lauderdale, Fla., expressed substantial
doubt about the Company's ability to continue as a going concern,
following its 2009 results.  The independent auditors noted that
the Company incurred net losses in 2009, 2008 and 2007, primarily
from loan and investment impairments.  In addition, the Company's
bank subsidiary is operating under an informal agreement with bank
regulatory agencies that requires, among other provisions, higher
regulatory capital requirements.  The Bank did not meet the higher
capital requirement as of Dec. 31, 2009, and therefore is not
in compliance with the regulatory agreement.  Failure to comply
with the regulatory agreement may result in additional regulatory
enforcement actions.


TLRX LLC: Case Summary & 7 Largest Unsecured Creditors
------------------------------------------------------
Debtor: TLRX, LLC
        11620 Wilshire Boulevard, 10th Floor
        Los Angeles, CA 90025

Bankruptcy Case No.: 11-21738

Chapter 11 Petition Date: March 18, 2011

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

Debtor's Counsel: Leslie A. Cohen, Esq.
                  LESLIE COHEN LAW PC
                  506 Santa Monica Boulevard Ste 200
                  Santa Monica, CA 90401
                  Tel: (310) 394-5900
                  Fax: (310) 394-9280
                  E-mail: leslie@lesliecohenlaw.com

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

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

A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-21738.pdf

The petition was signed by Robert A. Robotti, managing member.

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Robert Robotti                        11-_____          03/18/11
SCI Real Estate Investments, LLC      11-15975          02/11/11
Secured California Investments, Inc.  11-15987          02/11/11


TRADE UNION: Files Schedules of Assets and Liabilities
------------------------------------------------------
Trade Union International Inc. filed with the U.S. Bankruptcy
Court for the Central District of California its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property
  B. Personal Property           $11,350,971
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $11,500,000
  E. Creditors Holding
     Unsecured Priority
     Claims
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $8,326,869
                                ------------     ------------
        TOTAL                    $11,350,971      $19,826,869

A full-text copy of the Schedules of Assets and Liabilities is
available for free at http://ResearchArchives.com/t/s?755a

Montclair, California-based Trade Union International Inc.
supplies aftermarket aluminum alloy wheels and wheel and truck
accessories.  It filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-13071) on January 31, 2011.  James
C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, serves as
the Debtor's bankruptcy counsel.  The Debtor estimated its assets
and debts at $10 million to $50 million.

Affiliate Duck House, Inc., a California corporation, filed a
separate Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-
13072) on Jan. 27, 2011.


TRADE UNION: Hearing on Bid for Ch. 11 Trustee on March 29
----------------------------------------------------------
The Bankruptcy Court will continue the hearing to consider the
request of Cathay Bank to oust management and appoint a chapter 11
trustee in the bankruptcy cases of Trade Union International Inc.
and Duck House Inc., on March 29, 2011 at 11:00 a.m.  The bank
filed the request as an "emergency application" last month.

At the March 29 hearing, the Court will also consider the Debtors'
continued use of cash collateral securing their obligations to
their lenders.  The Court will also conduct a status hearing on
the chapter 11 proceedings.

Cathay Bank is represented in the case by:

          Michael Gerard Fletcher, Esq.
          Nicholas A. Merkin, Esq.
          FRANDZEL ROBINS BLOOM & CSATO LC
          6500 Wilshire Blvd, 17th Floor
          Los Angeles, CA 90048-4920
          Telephone: 323-85-1000

As reported by the Troubled Company Reporter on Feb. 9, Bill
Rochelle, the bankruptcy columnist for Bloomberg News, reported
that Trade Union International filed for Chapter 11 protection
after banks cut off access to its bank account and said they would
seek the appointment of a receiver to liquidate the business.  Mr.
Rochelle said Trade Union imports and distributes after-market
aluminum wheels and truck accessories.  Duck House supplies
sports-licensing products.  Both are owned by Wen Ping Chang and
Mei Lien Chang.  The companies import from China and Taiwan.  They
owe $11.5 million to Cathay Bank and China Trust Bank.

Montclair, California-based Trade Union International Inc.
supplies aftermarket aluminum alloy wheels and wheel and truck
accessories.  It filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 11-13071) on Jan. 31, 2011.  James C.
Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.

Affiliate Duck House, Inc., a California corporation, filed a
separate Chapter 11 petition (Bankr. C.D. Calif. Case No. 11-
13072) on Jan. 27, 2011.


TRANS-LUX CORPORATION: Common Stock Delisted From NYSE Amex
-----------------------------------------------------------
NYSE Amex notified the U.S. Securities and Exchange Commission
regarding the removal from listing or registration under Section
12(b) of the Securities Exchange Act of 1934 of Trans Lux Corp.'s
common stock.

                    About Trans-Lux Corporation

Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.

The Company's balance sheet as of Sept. 30, 2010, showed
$35.43 million in total assets, $33.30 million in total
liabilities, and stockholders' equity of $2.13 million.

The Company reported a net loss of $8.8 million on $28.5 million
of revenue for 2009, compared with a net loss of $8.0 million on
$36.7 million of revenue for 2008.  The Company incurred a net
loss of $5.26 million for the nine months ended Sept. 30, 2010,
and has a working capital deficiency of $17.17 million as of Sept.
30, 2010.

As reported in the Troubled Company Reporter on April 24, 2010,
UHY LLP, in Hartford, Connecticut, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred significant recurring losses
from continuing operations and has a significant working capital
deficiency.  Further, the Company is in default of the indenture
agreements governing its outstanding 9 1/2% Subordinated
Debentures and its 8 1/4% Limited Convertible Senior Subordinated
Notes.


TSG INC: Court Okays Sale of Assets to First Quality
----------------------------------------------------
The Hon. Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has approved TSG Incorporated's
asset purchase agreement with First Quality Nonwovens, Inc.

In January 2011, the Debtor asked the Court to approve its asset
purchase agreement with Ahlstrom Fibercompsites India Private
Limited.  Under that agreement, the Debtor would sell certain
assets to Ahlstrom for $2 million, subject to higher and better
offers.

Given the Combeau Division's diminishing domestic customer base,
the Debtor has been concerned about the future viability of the
Combeau Division and the cash drain that would result if the
Debtor continues to retain underutilized assets.  As a result, the
Debtor, with its advisors, concluded that the best means of
avoiding significant loss of value to the Debtor's bankruptcy
estate, maximizing the recovery for creditors, and preserving
significant going concern value, is to consummate a prompt sale of
certain assets comprising the Combeau Division.

In an auction conducted on Feb. 16, 2011, First Quality was
determined by the Debtor to be the highest and best bidder.  Under
the APA with First Quality, the Debtor will sell certain assets to
First Quality, free and clear of all liens, claims, encumbrances
and other interests.

The Debtor will be authorized to pay to PNC Bank, National
Association, the Debtor's secured lender, the proceeds received
under the Asset Purchase Agreement, net of any taxes whatsoever
arising out of or relating to the transaction approved herein and
any costs and expense incurred or estimated to be incurred by the
Debtor arising out of or relating to the transaction approved
herein.  Prior to the bankruptcy filing, the Debtor was indebted
to PNC Bank in the approximate total amount of $4.9 million under
three separate loans.

North Wales, Pennsylvania-based TSG Incorporated operates a real
estate business.  Founded in 1901 under the name of Levy's
International Water Shrinking and Drying Company, the Debtor has
operated as a privately held, family owned business for over 108
years.  Locally headquartered in North Wales, Pennsylvania, the
Debtor is in the business of fabric finishing, coating and
embossing.  TSG -- which is an acronym for "The Synthetics Group"
-- is one of the largest commission finishers in the United
States.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Pa. Case No. 09-19124) on Nov. 29, 2009.  Michael Jason
Barrie, Esq., at Benesch Friedlander Coplan & Aronoff LLP, serves
as the Company's bankruptcy counsel.  The Company estimated its
assets at $10 million to $50 million and debts at $1 million to
$10 million.


TSG INC: Court Sets April 6 Plan Confirmation Hearing
-----------------------------------------------------
U.S. Bankruptcy Court for the Eastern District of Pennsylvania has
approved the accompanying disclosure statement that TSG
Incorporated filed together with its amended second amended plan
of reorganization.

The holders of prepetition claims can vote to accept or reject the
Plan until April 1, 2011.

A hearing to consider confirmation of the Plan will be held on
April 6, 2011, at 11:30 a.m., prevailing Eastern time.  Objections
to the confirmation of the Plan must be filed with the Court by
5:00 p.m., Eastern time, on April 1, 2011.

As reported by the Troubled Company Reporter on Feb. 8, 2011, the
Debtor filed with the Court a proposed Plan and an explanatory
disclosure statement.  That Plan stated that confirmation hearing
was scheduled for March 30, 2011, at 11:00 a.m., and that the
deadline for the filing of objections to the confirmation of the
Plan was March 25, 2011, at 5:00 p.m.

The Debtor filed its second amended Plan together with the amended
disclosure statement on March 4, 2011.  A copy of the amended Plan
is available for free at:

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

In the amended Plan, only this change, other than the confirmation
hearing date and the plan objection deadline, was made: the Debtor
mentioned that it believes that its indebtedness to PNC Bank
totals $4,726,230 as of Jan. 21, 2011.  PNC Bank contends that its
prepetition claim totals $5,034,300.07 (without accounting for
$150,000 in postpetition principal payments as of Jan. 21, 2011).
The difference between the Debtor's and PNC Bank's respective
asserted liability, excluding the postpetition principal payments
of $150,000, represents PNC Bank's legal fees and a termination
fee arising from PNC Bank's termination of an interest rate swap
agreement.  The Debtor disputes that the amounts are owed to PNC
Bank.  Although the Debtor cannot assure creditors that the Court
will rule in favor of the Debtor on the issue of whether the
Debtor owes the fees to PNC Bank, no ruling, whether adverse or
non-adverse to the Debtor, will have any impact on the proposed
treatment of general unsecured creditors under the Plan.  While
the Debtor proposes to pay PNC Bank the same rate of interest
contained in the loan documents, prime minus 50 basis points, PNC
Bank contends that it is entitled to a rate of interest that is
higher than the Debtor's proposal.  Although the Debtor believes
its proposed post-confirmation interest rate based on the loan
agreement is an appropriate market rate of interest, the Debtor
can make no assurance about how the Court will rule on the issue.

                      About TSG Incorporated

TSG Incorporated was founded in 1901 under the name of Levy's
International Water Shrinking and Drying Company.

Locally headquartered in North Wales, Pennsylvania, the Company is
in the business of fabric finishing, coating and embossing.  TSG -
- which is an acronym for "The Synthetics Group" -- is one of the
largest commission finishers in the United States.  While the
Company does not manufacture or market any of its own fabrics, it
supplies fabric finishing services that enhance the fabrics of
others for uses in a variety of industries.

Through its four operating divisions -- Synfin Industries,
Synthetics Finishing, Combeau Industries, and Longview Machinery
Company -- the Company enhances and manufactures equipment to
enhance fabrics by applying unique chemicals, colors, coatings,
laminations, and mechanical processes that make fabrics perform
specific job functions.

The Company filed for Chapter 11 bankruptcy protection on
November 29, 2009 (Bankr. E.D. Pa. Case No. 09-19124).  Michael
J. Barrie, Esq., Raymond H. Lemisch, Esq., and Jennifer R. Hoover,
Esq. at Benesch Friedlander Coplan & Aronoff LLP, in Philadelphia,
Pa., assist the Debtor in its restructuring effort.  In its
schedules, the Debtor disclosed $19,046,129 in assets and
$8,936,074 in liabilities as of the petition date.

Attorneys at Duane Morris LLP serve as the Debtor's special
intellectual property counsel.  Prudential Hickory Metro Real
Estate Brokers is the Debtor's realtor in connection with the sale
of certain of its real estate holdings.

No official committee of unsecured creditors has been appointed by
the United States Trustee for the Eastern District of Pennsylvania
in this Bankruptcy Case.


UNIFI INC: Pinnacle Associates Discloses 6.1% Equity Stake
----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Pinnacle Associates Ltd. disclosed that it
beneficially owns 1,230,746 shares of common stock of Unifi, Inc.,
representing 6.1% of the shares outstanding.  The number of shares
outstanding of the Company's common stock, par value $.10 per
share, as of Feb. 1, 2011 was 20,066,765.

                            About Unifi

Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.

The Company's balance sheet at Dec. 26, 2010, showed
$514.80 million in total assets, $223.95 million in total
liabilities, and $290.84 million in stockholders' equity.

In December 2010, Standard & Poor's Ratings Services said that it
raised its corporate credit and senior secured debt ratings on
Greensboro, N.C.-based Unifi Inc. to 'B' from 'B-'.  The ratings
upgrade and stable outlook reflect S&P's belief that Unifi will
continue to improve its operating performance and sustain its
recently strengthened credit measures as it end-use markets
continue to recover.


UNIFI INC: Suzanne Present Owns 393,666 Common Shares
-----------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Suzanne Present, a director at Unifi Inc., disclosed
that she indirectly beneficially owns 393,666 shares of common
stock of the Company.  Ms. Present is an indirect member of the
general partner of Marlin Sams Fund, LP.

                            About Unifi

Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and
http://www.repreve.com/-- is a diversified producer and processor
of multi-filament polyester and nylon textured yarns and related
raw materials.

The Company's balance sheet at Dec. 26, 2010, showed
$514.80 million in total assets, $223.95 million in total
liabilities, and $290.84 million in stockholders' equity.

In December 2010, Standard & Poor's Ratings Services said that it
raised its corporate credit and senior secured debt ratings on
Greensboro, N.C.-based Unifi Inc. to 'B' from 'B-'.  The ratings
upgrade and stable outlook reflect S&P's belief that Unifi will
continue to improve its operating performance and sustain its
recently strengthened credit measures as it end-use markets
continue to recover.


UNIGENE LABORATORIES: Doses First Patient in Phase 2 PTH Study
--------------------------------------------------------------
Unigene Laboratories, Inc., announced the dosing of the first
subject in a Phase 2 study with an experimental oral parathyroid
hormone (PTH) analog for the treatment of osteoporosis in
postmenopausal women.  Unigene is developing its oral PTH in
collaboration with GlaxoSmithKline (GSK) as part of an exclusive
worldwide licensing agreement.

Ashleigh Palmer, President and Chief Executive Officer of Unigene
Laboratories, Inc., said, "The initiation of this oral PTH Phase 2
study with our proprietary oral formulation of the recombinantly
produced PTH analog is a major accomplishment for Unigene, and we
are thrilled with the significant progress we have made advancing
this program over the past nine months.  Palmer added, "We are
extremely grateful to our partner for its continued support and
hope, through the results of this study, to be providing GSK with
a compelling basis for electing to proceed with the next stages of
development."

                       Phase 2 Study Design

This multicenter, double blind with respect to placebo,
randomized, repeat dose placebo controlled study will include an
open label comparator arm of the Forsteo(R) injectable
formulation.  The primary endpoint will be an increase in bone
mineral density (BMD) at the lumbar spine in subjects at 24 weeks
in 93 postmenopausal osteoporotic women following once daily
treatment with the orally delivered PTH analog compared to
baseline.  Secondary endpoints will evaluate biochemical markers
of bone formation and resorption, as well as the safety,
tolerability and pharmacokinetics of the oral formulation.

Patient enrollment for this study is ongoing and expected to be
completed in the first half of 2011.  The Company expects to
report top-line results before year end.

                         About Osteoporosis

Osteoporosis is a disease in which bones become brittle and so are
more likely to break. In osteoporotic women and men, the density
and quality of bone are reduced, leading to deterioration of the
skeleton and increased risk of fracture.  It's often diagnosed
only after an osteoporosis-related fracture happens because prior
to such an event, the patient has no outward signs or symptoms.
The disease has a significant impact on patients' quality of life
and it is estimated that one in three women and one in five men
over the age of 50 will develop osteoporosis during their
lifetimes.

The prevalence of osteoporosis is growing as the number of post-
menopausal women rises, along with the general increase in life
expectancy.  Osteoporosis affects an estimated 75 million people
in Europe, the US and Japan.  In women over 45, osteoporosis
accounts for more days spent in hospital than many other diseases,
including diabetes, heart attack and breast cancer.  There is
currently no cure for osteoporosis, but available treatments can
strengthen bones and help reduce the risk of fractures.

                    About Unigene-GSK Agreement

On Dec. 10, 2010, Unigene entered into an amended and restated
exclusive worldwide license agreement with GSK to develop and
commercialize an oral formulation of a recombinantly produced PTH
analog for the treatment of osteoporosis in postmenopausal women.
Under the terms of the amended and restated agreement, Unigene is
responsible for the manufacture of the PTH and the conduct of the
Phase 2 study.  The Company received an upfront payment of $4M to
cover costs associated with the Phase 2 study, and will also
receive an additional $4M payment upon completion of Phase 2
patient enrollment, as well as further payments of up to $142M
based on the achievement of regulatory and commercialization
milestones.  In addition, Unigene is eligible to receive tiered
double-digit royalties in the low-to-mid teens on global sales.
Once the Phase 2 study has been completed and based on a review of
the data, GSK may elect to assume responsibility for all future
development and commercialization of the product.

                           About Unigene

Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.

Grant Thornton LLP, in New York, expressed substantial doubt about
Unigene Laboratories' ability to continue as a going concern
following the Company's 2009 results.  The firm noted that the
Company has incurred a net loss of $13,400,000 during the year
ended Dec. 31, 2009 and has an accumulated deficit of
approximately $143,000,000 as of Dec. 31, 2009.  As of that
date, the Company's current liabilities exceeded its current
assets by $1,251,000 and its total liabilities exceeded total
assets by $30,442,000.

The Company reported a net loss of $27.87 million on $11.34
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $13.38 million on $12.79 million of revenue during
the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $28.47 million
in total assets, $68.90 million in total liabilities and $40.43
million in total stockholders' deficit.


UNI-PIXEL INC: To Present at ROTH's 23rd Growth Stock Conference
----------------------------------------------------------------
UniPixel's senior vice president and chief technology officer,
Dr. Robert Petcavich, presented at the ROTH Capital Partners 23rd
Annual OC Growth Stock Conference to be held at The Ritz Carlton
in Dana Point, California on March 13-16, 2011.

According to a regulatory filing prior to the event, the Company
said Dr. Petcavich is discussing the Company's progress on a
number of products based on its performance engineered film
technology, including the initial sales of its FingerPrint
Resistant films under the Clearly Superior UniPixel brand.  Dr.
Petcavich was also set to discuss the company's patented UniBossTM
production process, which enables the industrial-size fabrication
of flexible films embedded with electronics, including the highly
efficient manufacturing of transparent touch screens used for
computer displays and mobile devices.  Compared to traditional
screens based on Indium Tin Oxide, the patented UniBoss process
produces copper-effused touch screens that offer greater
transparency, sensitivity and flexibility, along with 75% lower
power consumption and substantially lower material and production
costs.  In addition, Dr. Petcavich will also discuss the company's
fashion films and our free space communication project.

In 2010, PatentVest ranked UniPixel's intellectual property (IP)
in the 90th percentile among more than 4,000 public companies, and
Frost & Sullivan recognized the company's IP with its 2010 North
American Technology Innovation Award.

The presentation will be broadcast simultaneously and available
for replay via the Investor Relations section of the company's
website at www.unipixel.com or go to
http://www.wsw.com/webcast/roth24/unxl/

This three-day event features 1,000+ buy-side investors and 400+
company presentations across seven designated tracks from a
diverse selection of both domestic and international companies
engaged in eight growth sectors, including industrials, technology
services, energy, healthcare, software, media, consumer, and
retail.

                        About ROTH Capital

ROTH Capital Partners, LLC is a relationship-driven investment
bank focused on identifying opportunities for institutional
investors in U.S.-listed equity securities of companies based in
the U.S. and China.  Headquartered in Newport Beach, CA, with
offices throughout the U.S., Hong Kong and a Shanghai
Representative Office, the employee-owned firm provides analytical
research, trading, capital raising, and business combination
advisory services.  ROTH seeks to implement innovative financing
strategies to efficiently meet the liquidity and valuation
requirements of both its corporate and institutional investor
clients. For more information, go to www.roth.com.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $3.81 million on $243,519 of
thin film revenue for the year ended Dec. 31, 2010, compared with
a net loss of $5.37 million on $0 of thin film revenue during the
prior year.

The Company's balance sheet at Dec. 31, 2010 showed $13.21 million
in total assets, $427,447 in total liabilities and $12.79 million
in total shareholders' equity.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


UNISYS CORP: Reports $236.10 Million Net Income in 2010
-------------------------------------------------------
Unisys Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting net income
attributable to Unisys of $236.10 million on $4.01 billion of
revenue for the year ended Dec. 31, 2010, compared with net income
attributable to Unisys of $189.30 million on $4.38 billion of
revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $3.02 billion
in total assets, $3.95 billion in total liabilities and $933.80
million in total stockholders' deficit.

A full-text copy of the annual report on Form 10-K is available
for free at http://is.gd/tUOtVB

                         About Unisys Corp.

Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS)
-- http://www.unisys.com/-- provides a portfolio of IT services,
software, and technology that solves critical problems for
clients.  With more than 26,000 employees, Unisys serves
commercial organizations and government agencies throughout the
world.

As reported by the Troubled Company Reporter on Feb. 24, 2011,
Moody's Investors Service has affirmed Unisys' B1 corporate family
rating and all other ratings, and also changed the rating outlook
to positive from stable.  This outlook change follows the
announcement by Unisys of plans to issue mandatory convertible
preferred stock, redeem secured notes, and tender for additional
bonds which Moody' estimates will reduce secured debt by up to
$390 million.  Upon completion of the transactions, the loss given
default assessments will be revised based on the remaining debt
balances.


UNITED WESTERN: Delisted From NASDAQ Stock Market
-------------------------------------------------
The NASDAQ Stock Market LLC notified the U.S. Securities and
Exchange Commission regarding the removal from listing or
registration of United Western Bancorp Inc.'s common stock under
Section 12(b) of the Securities Exchange Act of 1934.

                    About United Western Bancorp

Denver, Colorado-based United Western Bancorp, Inc. (NASDAQ: UWBK)
-- http://www.uwbancorp.com/-- is a holding company whose
principal subsidiary, United Western Bank, is a community bank
focused on Colorado's Front Range market and selected mountain
communities.

United Western Bank of Denver, Colo., was closed on January 21,
2011, by the Office of Thrift Supervision, which appointed the
Federal Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with First-Citizens Bank & Trust Company of Raleigh,
N.C., to assume all of the deposits of United Western Bank.

As of Sept. 30, 2010, United Western Bank had around $2.05
billion in total assets and $1.65 billion in total deposits.
First-Citizens Bank & Trust Company did not pay the FDIC a premium
for the deposits of United Western Bank.  In addition to assuming
all of the deposits of the failed bank, First-Citizens Bank &
Trust Company agreed to purchase essentially all of the assets.


URBAN WEST: Files Schedules of Assets & Liabilities
---------------------------------------------------
Urban West Rincon Developers II, LLC, has filed with the U.S.
Bankruptcy Court for the Northern District of California its
schedules of assets and liabilities, disclosing:

  Name of Schedule                      Assets         Liabilities
  ----------------                      ------         -----------
A. Real Property                              $0
B. Personal Property                 $28,851,986
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                      $38,006,585
E. Creditors Holding
   Unsecured Priority
   Claims                                                       $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                               $1,173,771
                                     -----------       -----------
      TOTAL                          $28,851,986       $39,180,356

San Francisco, California-based Urban West Rincon Developers II,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Calif. Case No. 11-30924) on March 9, 2011.  Heinz Binder, Esq.,
and Roya Shakoori, Esq., at the Law Offices of Binder and Malter,
serves as the Debtor's bankruptcy counsel.


US CORP: Involuntary Chapter 11 Case Summary
--------------------------------------------
Alleged Debtor: US Corp and its Federal State of Arizona
                Employees Agents Instrumentalities
                405 W Congress Suite 4800
                Tucson, AZ 85701

Bankruptcy Case No.: 11-06731

Involuntary Chapter 11 Petition Date: March 16, 2011

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

Judge: Eileen W. Hollowell

Creditors who signed the Chapter 11 petition:

Petitioners                    Nature of Claim    Claim Amount
-----------                    ---------------    ------------
M & E Home
3051 W Mexico Street
Tucson, AZ 85746

Jerald J Gustafson
7311 E 33rd St
Tucson, AZ

James P Moreno
3031 N Edith Blvd
Tucson, AZ 85716


US FARMS: President, CEO, CFO and COO Resign from Posts
-------------------------------------------------------
On March 8, 2011, US Farms, Inc., accepted the resignations from
Yan Skwara as president, chief executive officer, chief financial
officer and chairman of the board of directors.  Effective on the
same date to fill the vacancies created by Mr. Skwara's
resignation, the Company appointed Jim Farooquee as president,
chief executive officer, chief financial officer and chairman of
the board of directors.  The Company and Mr. Farooquee are
currently in the processes of finalizing an employment agreement;
however, as of March 14, 2011 there is not a written employment
agreement in place.

On March 9, 2011, the Company accepted the resignations from Rick
Hogan as the Company's chief operating officer and member of the
board of directors.  At this time, no one has been chosen to fill
the vacancies left by the resignations of Mr. Hogan.

As of March 14, 2011, Mr. Farooquee is the sole officer and
director of the Company.

Mr. Farooquee, with association of CBR Commercial, a Real Estate
broker, brings several decade of experience in investing,
developing and sales of residential and commercial Real Estate.
Mr. Farooquee has been an entrepreneur for 30 years; building his
high tech firm with a $12,000 investment in 1987 to over
$400,000,000 in 1994 as the CEO he sold his position of New York
Stock exchange listed company.  He brings vast knowledge of
mergers and acquisitions and strategic partnership with like
minded investors and financial partners.  His extensive background
in Green Energy technologies and Real Estate project development
gives him the ability to bring together right people, talents and
products-technologies into practical projects.

Having years of experience running a public company Mr. Farooquee
negotiated multi million dollar deals and brought several rounds
of investments dollars worth over one hundred million dollars to
the company.  An expert in mergers, acquisitions, financing and
investment strategies Mr. Farooquee feels right at home to provide
assistance, support and reinforcement to this project.

                        About US Farms Inc.

US Farms Inc. (OTC BB: USFI.OB) -- http://www.usfarmsinc.com/--
is a diversified commercial Farming, Nursery and Brokerage company
based in Southern California.  The company's principal operations
are located in Southern California in the Imperial Valley, North
County San Diego and Los Angeles.  US Farms Inc. grows, markets
and distributes horticultural products through a number of wholly
owned subsidiaries which include: American Nursery Exchange Inc.
(ANE); California Management Solutions Inc. (CMS); California
Produce Exchange Inc. (CPE); American Aloe Vera Growers Inc.
(AAVG); Imperial Ethanol Inc. (IE); Sammy's Produce Inc. (SPI); US
Ag Transportation Inc (USAT); US Produce Inc. (USPI); Texas Garlic
& Spice Inc. (TGS); US Trading Group, Inc. (USTG); and World
Garlic & Spice Inc. (WGS).

The Company's last financial statements filed with the Securities
and Exchange Commission on November 2008, which was for the
quarter ended Sept. 30, 2008.  At Sept. 30, 2008, the Company had
$2,524,295 in total assets, $5,389,569 in total liabilities, and a
stockholders' deficit of $2,865,274.


USI HOLDINGS: S&P Assigns 'B-' for Senior Secured Term Loan
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' rating on USI
Holdings Corp.'s planned $98.8 million incremental senior secured
term loan D due in May 2014.

"The recovery rating on the term loan is '3', indicating our
expectation for meaningful (50%-70%) recovery for lenders in the
event of a payment default. These ratings are based on preliminary
terms and conditions.  The 'B-' counterparty credit rating and
stable outlook on USI remain unchanged," S&P said.

The planned term loan D is a repricing of USI's existing
incremental senior secured term loan C, which the company will
retire once the planned transaction closes.  "We expect that
pricing on the incremental term loan D will be approximately LIBOR
plus 400 basis points (with a 1.5% LIBOR floor).  This compares
with LIBOR plus 500 basis points (with a 2% LIBOR floor) on the
company's existing term loan C.  All other terms and conditions
are identical to the existing senior secured credit agreement.
The new term loan will rank pari passu with the company's existing
senior secured credit facility and will be subject to the same
financial covenant maintenance performance tests," S&P said.

USI's total debt level will remain unchanged following the
repricing, and annual interest expense savings will be roughly
$1.5 million (about 2% of full-year 2010 interest expense).
Accordingly, financial leverage and fixed-charge coverage will
remain largely unchanged following the transaction.

The counterparty credit rating on USI reflects the company's
leveraged balance sheet and constrained financial flexibility
following the leveraged buyout (LBO) by Goldman Sachs Capital
Partners (GSCP) in 2007. Furthermore, soft pricing and the weak
economy have hurt the company's organic growth and profitability
because of the unfavorable rate and exposure impact on commission
and fee income. (Soft premium rates have a negative impact on
commissions because commission streams are calculated as a
percentage of premiums.  An unfavorable economy has a negative
impact on commissions since the premium exposure base from which
broker commissions are derived fluctuates depending on the level
of payroll, inventories, and other insured risk.) In addition,
USI's operating performance, though improving, has historically
lagged its peers'.  Further, frequent extraordinary charges,
including accounting write-offs, goodwill impairments, and legal
settlements, have weakened operating performance, though notably
the company has worked extensively to improve its internal audit
controls and accounting processes.

Somewhat offsetting these weaknesses, USI has a good competitive
position in the national and regional insurance brokerage
marketplaces in which it competes (although it's marginal compared
with the top three global brokers').  The company has enhanced its
national footprint, primarily from acquisitions, and it has become
one of the 10 largest U.S. insurance brokers (as measured by
annual brokerage revenue).  USI's earnings are also diversified
outside the commission-based property/casualty (P/C) insurance
industry through its employee benefits product offerings.  This
segment accounts for roughly half of the company's consolidated
revenues and is one of the largest in the country for a broker.
Lastly, management's refocused strategy (since Mike Sicard became
CEO in 2007) of emphasizing organic growth and operating
efficiencies has begun to have a positive impact on results.

Standard & Poor's expects USI's organic revenue in 2011 to be
nearly flat with the prior year.  "This expectation stems from our
belief that positive new business and retention trends supported
by the company's strategic initiatives and producer investments
will mitigate the negative rate and exposure impact from the
market.  Further, we expect that EBITDA margins (excluding earnout
payments) will continue to exceed 25% and that the company will
improve its margins as it continues to focus on synergies and
expense savings.  In addition, EBITDA coverage likely will be at
least 2x, with debt to last 12 months' adjusted EBITDA of less
than 6.5x.  We expect USI's acquisitions to total less than $50
million as the company focuses on fewer and smaller strategic
acquisitions.  Finally, we expect USI to have positive cash flow,
and we believe that it will be able to meet its restrictive
covenants in the near to medium term," S&P said.

"We could lower the ratings if the company's revenue and
profitability and resultant coverage metrics fall short of our
expectations because of the unsuccessful execution of recent
strategic initiatives, a greater-than-anticipated impact from low
pricing or the weak economy, or more aggressive financial
management.  On the other hand, if the company significantly
exceeds our expectations, we would consider raising the rating."

RATINGS LIST

USI Holdings Corp.
Counterparty Credit Rating           B-/Stable/--

New Rating

USI Holdings Corp.
Senior Secured
  $98.8 mil. term loan D due 2014     B-
   Recovery Rating                    3


UTSTARCOM INC: Incurs $65.29 Million Net Loss in 2010
-----------------------------------------------------
UTStarcom, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$65.29 million on $291.53 million of net sales for the year ended
Dec. 31, 2010, compared with a net loss of $225.70 million on
$386.34 million of net sales during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $784.28
million in total assets, $535.34 million in total liabilities and
$248.94 million in total equity.

The Company has recorded operating losses in 23 of the 24
consecutive quarters in the period ended Dec. 31, 2010.  At
Dec. 31, 2010, the Company hasan accumulated deficit of $1,132.3
million.  The Company has incurred net cash outflows from
operations of $92.2 million, $67.4 million and $55.2 million in
2010, 2009 and 2008, respectively.  As operating results are
expected to improve in 2011 compared with prior years, the Company
expects to break-even on a full year basis in 2011.

A full-text copy of the annual report on Form 10-K is available
for free at http://is.gd/wrsPHG

                       About UTStarcom, Inc.

UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support.  The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world.  UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks.  The Company's
headquarters are currently in Alameda, California, with its
research and design operations primarily in China.


VENATANA HILLS: Court Approves CB Richard as Appraiser
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
authorized Ventana Hills Associates Ltd. to employ CB Richard
Ellis as its appraiser for the purpose of updating "the CBRE
appraisal", in accordance with the terms of the engagement letter,
dated Feb. 16, 2011.

According to the Troubled Company Reporter on March 2, 2011,
Richard H. Fimoff, Esq., at Robbins, Salomon & Patt, Ltd., in
Chicago, Illinois, related that the Debtor requires the CBRE
Appraisal to be updated due to:

   (a) Declines in capitalization rates since the completion date
       of the CBRE Appraisal, which declines have substantially
       increased the value of the Debtor's apartment complex;

   (b) The need to establish the value of the Debtor's apartment
       complex as of the confirmation hearing date, set for April
       12, 2011; and

   (c) Debtor's ongoing efforts to refinance its apartment
       complex, which requires a current valuation of the
       Debtor's apartment complex by a highly respected
       appraiser.

According to the Engagement Letter, CBRE's scope of work will
include:

     * Phase I:  Property inspection to the extent necessary to
       adequately identify the real estate.  Research relevant
       market data, to the extent necessary to produce credible
       appraisal results.

     * Consulting and Advisory Services and Litigation Support
       Services, including expert testimony; preparation of
       critiques of opposing experts' reports or testimony;
       preparation of rebuttal reports; forensic real property
       investigations; and additional research or financial
       modeling.

The Debtors and CBRE proposed that the fee for the assignment to
be (i) $5,000 for Phase I - Written Appraisal Reports, and (ii)
based on an hourly rate for Phase II - Consulting and Advisory
Services and Litigation Support Services.

All work will be prepared under the direction of Mr. Dawson.  He
can be contacted at:

     Randal D. Dawson, MAI, MRICS
     Senior Vice President
     CB RICHARD ELLIS, INC.
     311 South Wacker Drive, Suite 400
     Chicago, Illinois 60606
     Tel: (312) 233-8685
     Fax: (312) 277-3453
     E-mail: randal.dawson@cbre.com

Based on the affidavit of Randal Dawson, CBRE and its
professionals do not hold or represent any interest adverse to the
estate and are "disinterested persons" as the term is defined in
Section 101(14) of the Bankruptcy Code.

                  About Ventana Hills Associates

Ventana Hills Associates, Ltd., is the owner and operator of a
residential apartment project located in Pittsburgh, Pennsylvania,
known as "Ventana Hills Apartments.  Ventana Hills Apartments was
constructed in 2002 as a rental apartment community, in two
phases, and was purchased by the Debtor in 2004 for $50,000.

Ventana Hills Associates and affiliate Ventana Hills Phase II,
L.P., filed for Chapter 11 protection on November 3, 2009 (Bankr.
N.D. Ill. Case No. 09-41755).  The Debtors each estimated assets
of and debts of $50 million to $100 million in their respective
petitions.  Richard H. Fimoff, Esq., at Robbins, Salomon & Patt
Ltd., in Chicago, Illinois, represent the Debtor.


VERANO AT DELRAY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Verano at Delray Condominium Association, Inc.
          c/o A & N Management, Inc.
        902 Clint Moore Road, Suite 110
        Boca Raton, FL 33487

Bankruptcy Case No.: 11-17143

Chapter 11 Petition Date: March 18, 2011

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman, Jr.

Debtor's Counsel: Bradley S. Shraiberg, Esq.
                  SHRAIBERG, FERRARA, & LANDAU P.A.
                  2385 NW Executive Center Drive, #300
                  Boca Raton, FL 33431
                  Tel: (561) 443-0801
                  Fax: (561) 998-0047
                  E-mail: bshraiberg@sfl-pa.com

Scheduled Assets: $0

Scheduled Debts: $29,310,375

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flsb11-17143.pdf

The petition was signed by Arturo Heinsen, president.


VERENIUM CORP: William Baum Disposes of 180 Common Shares
---------------------------------------------------------
In a Form 5 filing with the U.S. Securities and Exchange
Commission, William H. Baum, EVP Bioscience Products at Verenium
Corp., disclosed that he disposed of 180 shares of common stock of
the Company on Dec. 15, 2010.  At the end of the transaction, Mr.
Baum beneficially owned 13,337 shares.

                     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.

The Company reported 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.

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.


VERONA STONE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Verona Stone Werx
        72-091 Woburn Court
        Thousand Palms, CA 92276

Bankruptcy Case No.: 11-18467

Chapter 11 Petition Date: March 15, 2011

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Deborah J. Saltzman

Debtor's Counsel: James C. Bastian, Jr., Esq.
                  SHULMAN HODGES & BASTIAN LLP
                  26632 Towne Centre Dr #300
                  Foothill Ranch, CA 92610-2808
                  Tel: (949) 340-3400
                  E-mail: jbastian@shbllp.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/cacb11-18467.pdf

The petition was signed by Jack P. Downes, president.

Debtor-affiliates that filed separate Chapter 11 petitions:

   Debtor                              Case No.  Petition Date
   ------                              --------  -------------
Boardroom Properties                   11-16499     02/28/11
S&J Property Holdings, LLC             11-16514     02/28/11
Builders Showcase Interiors, Inc.      11-18468     03/15/11
Morena Tile San Juan, Inc.             11-18465     03/15/11


VERTRUE INCORPORATED: Moody's Cuts Corporate Family Rating to 'B3'
------------------------------------------------------------------
Moody's Investors Service downgraded Vertrue Incorporated's
Corporate Family and Probability of Default Ratings to B3 from B2.
Simultaneously, Moody's also downgraded each of Vertrue's debt
instrument ratings by one notch and changed the outlook to
negative

The downgrade reflects Moody's concern that expected revenue
declines and continued earnings pressure will extend beyond
current levels due to the company's declining member base and
higher marketing spending projected for fiscal 2011.  In addition,
Moody's expects that financial flexibility will be further
pressured by the requirement to post an approximate $17 million
bond associated with a $33.5 million legal judgment from an Iowa
court against the company, based primarily on the violation of
Iowa's Buying Club law.

This is a summary of Moody's rating actions.

Vertrue Incorporated:

Ratings Lowered:

* Corporate Family Rating to B3 from B2

* Probability of Default Rating to B3 from B2

* 1st lien revolver expiring 2015 to B1 (LGD 2, 28%) from Ba3 (LGD
  3, 31%)

* 1st lien term loan due 2015 to B1 (LGD 2, 28%) from Ba3 (LGD 3,
  31%)

* 2nd lien term loan due 2015 to Caa2 (LGD 5, 81%) from Caa1 (LGD
  5, 83%)

The outlook changed to negative from stable.

                        Ratings Rationale

Vertrue's B3 Corporate Family and Probability of Default Ratings
are constrained by its materially declining billed member base, as
well as, Moody's expectation that revenues and earnings will be
pressured in the year ahead as Vertrue had scaled back its
marketing spending in 2010, which will suppress revenue and
earnings in 2011.  Revenue declined in the first nine months of
2010 due to decreasing member billings, but profitability
increased due to lower-than-planned spending on marketing.
Ratings are also constrained by a heightened level of litigation
risk, given recent intense public and political scrutiny and
lawsuits over the use of private consumer information by internet-
related information companies.

The company's liquidity position is adequate, characterized by
modest free cash flow, a relatively small committed bank revolving
credit facility, and a fully encumbered asset base.  Furthermore,
the company's liquidity position will be further pressured
following its need to post of a $17 million bond associated with a
$33.5 million judgment by an Iowa court against the company.

The ratings are supported by the company's scale in its core
marketing services segment, low capital intensity and a large
variable component to the company's cost structure.

The negative outlook reflects Moody's concern that operating
performance and liquidity will remain under pressure during 2011
and that a rebound in financial performance and credit metrics is
not anticipated until 2012.

Vertrue's ratings could be downgraded if its operating performance
does not stabilize and begin to improve, if its member base
continues to decline, if the company is subjected to additional
unfavorable lawsuit judgments, or if the probability of default
should increase for any reason.

Given the weak revenue and profit trends, an upgrade is unlikely
in the near term.  Over the medium term, a strong rebound in
performance in the marketing services segment accompanied by
profitable growth in ancillary businesses lines in addition to a
positive resolution of litigation could result in an upgrade.  In
addition, Moody's will be looking for an improvement in credit
metrics leading to sustained debt/EBITDA in the 4 times range for
a rating upgrade.

Vertrue Incorporated, headquartered in Norwalk, Connecticut, is a
leading internet marketing services company.  The company markets
its services through internet marketing, inbound call marketing,
television and newspaper advertising, direct mail and outbound
telemarketing.  Vertrue has been owned by private equity sponsors
One Equity Partners, Rho Ventures and Brencourt Advisors since
2007.  Revenues were approximately $714 million for the twelve
months ending Sept. 30, 2010.


VISION SOLUTIONS: Moody's Junks Rating on Sr. Sec. 2nd Lien Debt
----------------------------------------------------------------
Moody's Investors Service downgraded Vision Solutions Inc.'s
corporate family rating to B2 from B1 and assigned ratings to its
new debt facilities -- senior secured first lien debt at B1 and
senior secured second lien debt at Caa1.  The new debt issued will
refinance Vision's existing senior secured loans and fund a
payment to the sponsors.  Ratings on the existing senior secured
loans will be withdrawn upon completion of the transaction.  The
rating outlook is stable.

The rating action is driven by the increase in Vision's debt to
fund a $150 million payment to equity holders, and the indication
that Vision is willing to operate at higher levels of financial
leverage than in the past.  The distribution comes about nine
months after Vision bought Double-Take Software, Inc., for
$153 million, which effectively doubled Vision's size.

                        Ratings Rationale

The B2 CFR reflects high financial leverage (with debt to EBITDA
estimated at 5.9x, pro forma the new debt as well as for a full
year of Double-Take performance), aggressive financial policy, and
limited scale.  The ratings also recognize the company's strong
position providing sophisticated high availability, recovery and
related software for key IBM System i and Windows based server
platforms.

The Double-Take acquisition positioned Vision to be one of the few
recovery software providers that provide solutions to mixed IBM
Power Systems and Windows server environments which should be a
market advantage.  The market for high availability and related
software is expected to grow at 4-6% as complexity increases in
server environments and a greater proportion of servers implement
or upgrade their disaster recovery, replication, data migration
and high availability systems.

While the overall industry is expected to grow, Vision's sales of
IBM System i licenses are expected to grow at a slower rate.
Though the IBM System i platform continues to be a well
established machine in numerous transaction intensive
environments, it is a mature line.

The ratings also consider the challenges of integrating the
Double-Take acquisition, turning around its performance and
improving its maintenance renewal rates to bring the performance
up to industry levels.  Double-Take, though well regarded in the
industry, has experienced revenue declines.  These declines likely
reflect shortcomings in its product lineup that Vision must remedy
to match industry growth.

Vision has made several acquisitions in the last several years and
appears to have successfully integrated them, though none have
been the size of Double-Take.  Considering the challenges required
in fixing Double-Take though, the ratings are viewed as weakly
positioned in the B2 category given the high debt and financial
leverage compared to other software companies also at the B2
rating level.

Ratings could face downward pressure if Double-Take revenues
continue to decline or if leverage is expected to exceed 6x for an
extended period.  Given the company's willingness to use leverage
as evidenced by this transaction, an upgrade is unlikely.

Liquidity is expected to be good post the dividend transaction
driven by expectations of positive free cash flow and a small
($15 million) but undrawn revolver.  Both businesses historically
generated positive free cash flow although with smaller interest
burdens.

This rating was downgraded:

* Corporate family rating to B2 from B1

These ratings were unchanged

* Probability of default: B2
* Speculative Grade Liquidity Rating: SGL-2

These ratings were assigned:

* Sr. Secured Revolver due 2015, B1 (LGD3 -- 31%)
* Sr. Secured First Lien Term Loan due 2016, B1 (LGD3 -- 31%)
* Sr. Secured Second Lien Term Loan due 2017 Caa1 (LGD5 -- 85%)

Ratings on the existing debt facilities will be withdrawn at
closing.  Ratings on the proposed debt instruments were determined
in conjunction with Moody's Loss Given Default Methodology.  The
first lien debt are rated B1, the same as the previous first lien
debt which was similar in amount.  The second lien debt rated at
Caa1 to reflects the relatively lower priority in recovery of that
instrument.

Moody's most recent rating action was June 17, 2010, when Moody's
assigned first time ratings to Vision Solutions.

Vision Solutions, Inc., headquartered in Irvine, CA, is a provider
of recovery and related software for IBM Power Systems and Windows
based servers.  Vision is majority owned and controlled by the
private equity firm, Thoma Bravo.  The company had pro forma sales
of approximately $178 million for the fiscal year ended
October 31, 2010.


VISION SOLUTIONS: S&P Rates First-Lien Credit Facility at 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Irvine,
Calif.-based Information Availability (IA) solutions provider
Vision Solutions Inc. to stable from negative.  It also affirmed
its 'B+' corporate credit rating on the company.

"We also assigned a 'BB-' issue-level rating and a '2' recovery
rating to the company's new $255 senior secured credit facilities,
consisting of a $15 million revolving credit facility maturing
2015 and a $240 million first-lien term loan due 2016.  The '2'
recovery rating indicates our expectations for substantial (70%-
90%) recovery in the event of payment default," S&P said.

"In addition, we assigned a 'B-' rating and a '6' recovery rating
to the company's $130 million second-lien term loan maturing 2017.
The '6' recovery rating indicates our expectations for negligible
(0%-10%) recovery in the event of a payment default.  The company
intends to use the proceeds of the term loan to refinance its
existing debt, redeem preferred stock, and make a distribution to
shareholders.

"The rating on Vision Solutions reflects the company's limited
operational scale; its participation in a highly competitive
industry segment with several larger, well-capitalized
competitors; and the potential for integration challenges related
to the July 2010 acquisition of similarly sized Double-Take," said
Standard & Poor's credit analyst Jennifer Pepper.  An aggressive
financial profile is another factor.  Long-term customer
relationships, a material base of recurring maintenance revenue,
and solid cash flow characteristics partially offset these risks.


VISUALANT INC: Posts $258,000 Net Loss in Dec. 31 Quarter
---------------------------------------------------------
Visualant, Inc filed its quarterly report on Form 10-Q, reporting
a net loss of $258,124 on $2.06 million of revenue for the three
months ended Dec. 31, 2010, compared with a net loss of $185,638
for the same period a year earlier.

The Company's balance sheet at Dec. 30, 2010, showed $3.74 million
in assets, $4.14 million in current liabilities, $1.67 million in
long-term debt, stockholder's deficit of $2.12 million and non-
controlling interest of $50,230.

A full-text copy of the quarterly report on Form 10-Q is available
for free at http://ResearchArchives.com/t/s?7331

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.


WARNER MUSIC: PP&S Agreements Treated as Confidential
-----------------------------------------------------
Warner Music Group Corp. and WMG Acquisition Corp. submitted an
application under Rule 24b-2 requesting confidential treatment for
information they excluded from the Exhibits to a Form 10-Q filed
on Feb. 8, 2011.

Based on representations by Warner Music Group Corp. and WMG
Acquisition Corp. that this information qualifies as confidential
commercial or financial information under the Freedom of
Information Act, 5 U.S.C. 552(b)(4), the Division of Corporation
Finance has determined not to publicly disclose it.  Accordingly,
excluded information from the following exhibits will not be
released to the public for the time periods specified:

US/Canada Manufacturing and PP&S Agreement       Jan. 31, 2014
US/Canada Transition Agreement                   Oct. 31, 2014
International Manufacturing and PP&S Agreement   Jan. 31, 2014
International Transition Agreement               Oct. 31, 2014

                      About Warner Music Group

Based in New York, Warner Music Group Corp. (NYSE: WMG)
-- http://www.wmg.com/-- was formed by a private equity
consortium of investors on November 21, 2003.  The Company is the
direct parent of WMG Holdings Corp., which is the direct parent of
WMG Acquisition Corp.  WMG Acquisition Corp. is one of the world's
major music-based content companies and the successor to
substantially all of the interests of the recorded music and music
publishing businesses of Time Warner Inc.

The Company classifies its business interests into two fundamental
operations: Recorded Music and Music Publishing.  The Company's
Recorded Music business primarily consists of the discovery and
development of artists and the related marketing, distribution and
licensing of recorded music produced by such artists.  The
Company's Music Publishing operations include Warner/Chappell, its
global Music Publishing company, headquartered in New York with
operations in over 50 countries through various subsidiaries,
affiliates and non-affiliated licensees.

The Company's balance sheet at Dec. 31, 2010 showed $3.60 billion
in total assets, $3.83 billion in total liabilities and $228
million in total deficit.

                          *     *     *

As reported by the Troubled Company Reporter, Standard & Poor's
Ratings Services on Aug. 13, 2010, revised its rating outlook on
Warner Music Group Corp. to negative from stable.  Ratings on the
company, including the 'BB-' corporate credit rating, were
affirmed.  "The revised outlook reflects continued revenue and
EBITDA declines amid a light album release schedule and ongoing
challenges in maintaining profitability levels due to the digital
transition taking place within the industry, notwithstanding
vigilant cost management," said Standard & Poor's credit analyst
Michael Altberg.

As reported by the TCR on Oct. 4, 2010, Fitch affirmed these
ratings: Warner Music Group Corp. (IDR at 'BB-'.); WMG Holdings
Corp. (IDR at 'BB-'; and -- Unsecured notes at 'B'); and WMG
Acquisition Corp. (IDR at 'BB-'; Secured notes at 'BB';
Subordinated notes at 'B+').

Fitch's ratings are supported by WMG's market position as the
third largest music distributor/label, with a 20% market share
according to Nielsen SoundScan.  Fitch said liquidity is
sufficient, as the company generates sufficient cash to support
operations and capital expenditures.  As of June 30, 2010, WMG had
$400 million in consolidated cash and cash equivalents (including
$176 million of cash at the parent holding company).  There are no
maturities until 2014, when approximately $900 million in
subordinated debt (including WMG Holdings Corp. notes) are due.

Standard & Poor's Ratings Services lowered its corporate credit
rating on New York City-based Warner Music Group Corp. to 'B+'
from 'BB-'.  The rating outlook is stable.


WAVE SYSTEMS: Incurs $4.12 Million Net Loss in 2010
---------------------------------------------------
Wave Systems Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K reporting a net
loss of $4.12 million on $26.05 million of total net revenues for
the year ended Dec. 31, 2010, compared with a net loss of $3.34
million on $18.88 million of total net revenues during the prior
year.

The Company's balance sheet at Dec. 31, 2010 showed $17.08 million
in total assets, $14.38 million in total liabilities and $2.70
million in total stockholders' equity.

Due to the early stage nature of its market category Wave is
unable to predict with a high enough level of certainty whether
enough revenue will be generated in calendar 2011 to fund its cash
flow requirements.  Given the uncertainty with respect to Wave's
revenue forecast for 2011, Wave may be required to raise
additional capital through either equity or debt financing in
order to adequately fund its capital requirements for the year
ending Dec. 31, 2011.  As of Dec. 31, 2010, the Company had
approximately $3.6 million of cash on hand and positive working
capital of approximately $2.6 million.  Considering the Company's
current cash balance and Wave's projected operating cash
requirements, the Company projects that it has enough liquid
assets to continue operating through Dec. 31, 2011.  Due to the
Company's current cash position, its capital needs over the next
year and beyond, the fact that the Company may require additional
financing and uncertainty as to whether the Company will achieve
its sales forecast for its products and services, substantial
doubt exists with respect to the Company's ability to continue as
a going concern.

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

                http://ResearchArchives.com/t/s?7557

                         About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave's independent registered public accounting firm has issued a
report dated March 16, 2010, that includes an explanatory
paragraph referring to its significant operating losses and
substantial doubt about its ability to continue as a going
concern.


WELLCARE HEALTH: S&P Affirms 'B'; Outlook Revised to Positive
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on WellCare
Health Plans Inc. to positive from stable.  Standard & Poor's also
said that it affirmed its 'B' counterparty credit rating on the
company.

"The positive outlook reflects the continued improvement in
WellCare's overall financial metrics, which has enhanced its
overall creditworthiness," said Standard & Poor's credit analyst
Hema Singh.  WellCare's operating earnings continue to be very
good.  In addition, the company has sustained its market presence
and expanded its operating scale despite some challenges
throughout 2008-2010 related to ongoing government investigations.

"The resolutions WellCare reached with various government agencies
and civil and class-action suits in 2009 and 2010 were significant
and have diminished some of the regulatory and business risks
relating to the investigation that WellCare tried to defraud
Florida's Medicaid and Healthy Kids programs under certain
contracts (2004-2007).  The positive outlook also reflects our
expectation that regulatory or legislative intervention will not
bar WellCare from operating in its key markets."

S&P said, "the positive outlook reflects the expectation that the
company will sustain the level of operating performance it
achieved in the recent two years.  We could raise the rating by
one notch if WellCare's return on revenue (ROR) remains at 3%-4%,
it maintains very good capitalization at the 'BBB' level as per or
capital model, and sustains its current business position.
Assuming a stable medical loss ratio of about 85% (plus or minus
100 basis points), we expect that in 2011, the company's ROR will
be 3%-3.5% on revenue of $5.8 billion-$5.9 billion.  Moderately
reducing its administrative expense ratio will also be a key
contributor to this improvement.  Although we do not currently
contemplate it, we could lower the rating by one notch if
WellCare's financial metrics deteriorate outside of our
expectations for 2011.  Profitability depends largely on funding
for government health care programs to continue at or above
current levels."


WESCO AIRCRAFT: Moody's Upgrades Corp. Family Rating to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating of
Wesco Aircraft Hardware to Ba3 from B1.  Separately, Moody's
assigned a Ba3, LGD3-49 rating to the company's new first lien
senior secured bank term loans ($200 million Term Loan A due March
2016; $415 million Term Loan B due March 2017) and revolving
credit facility ($150 million due March 2016), proceeds of which
will re-finance the existing bank debt.  Moody's intends to
withdraw the ratings of Wesco's current first-lien and second-lien
bank credit facilities, upon the closing of the new bank
facilities.  The rating outlook is stable.

These ratings/assessments have been upgraded:

Issuer: Wesco Aircraft Hardware Corp.

  -- Probability of Default Rating, Upgraded to Ba3 from B1

  -- Corporate Family Rating, Upgraded to Ba3 from B1

Assignments:

Issuer: Wesco Aircraft Hardware Corp.

  -- Senior Secured Bank Credit Facilities, Assigned Ba3, 49 -
     LGD3

                        Ratings Rationale

The upgrade to Ba3 reflects good momentum in operating results, as
a parts distributor (fasteners, fittings, bearings, electrical
components) on a diverse platform of commercial and military
aircraft.  The company has generated positive free cash flow since
fiscal 2010 (began October 1, 2009), which has been applied to
reduce debt by about $80 million.  Wesco's high operating margins
(in the mid-20 percent range), combined with the debt reduction,
have produced credit metrics that are supportive of the Ba3
rating.  Moody's anticipates further improvement to operating
results as a result of the company's content on several high
profile commercial (B787 Dreamliner) and military (F-35 Joint
Strike Fighter) programs, which will ramp production over the next
several years, as well as the original equipment manufacturers'
commitment to commercial airplane production increases.

Wesco's maintained a good level of profitability through the
downturn, reflecting the company's leading market position as a
parts supplier on a diverse platform of commercial and military
aircraft.  The good diversity of platforms, as well as balance
between commercial and military aircraft (each about half of
sales), ensures some stability to revenues through the cyclicality
inherent in aerospace manufacturing.  Wesco provides the parts
inventory on an ad-hoc basis, "just-in-time" arrangements (on-site
procurement and inventory management) as well as through long-term
arrangements.

Wesco will need significant working capital investment (mainly
inventory) over the next several years, in support of the expected
production increases by the OEMs.  Wesco must buy inventory, or
manage inventory levels of others, while considering the supply
needs of its customers and forward market requirements.  Because
of Wesco's record of good execution on its commercial
arrangements, as well as the improved operating environment,
Moody's anticipates that Wesco will adequately manage its working
capital levels while continuing to generate positive free cash
flow.

The Ba3 rating is supported by Wesco's overall good liquidity.
The company's current revolving credit facility of $75 million is
undrawn, and provides an adequate backstop for the expected
inventory build-up over the next several years.  Wesco plans to
upsize the revolving credit facility to $150 million, which would
provide even greater support for working capital needs.  Wesco's
other cash needs are modest, as the refinancing of Wesco's bank
credit facilities will eliminate meaningful debt maturities until
2016 and capital spending is low relative to the company's
revenues.

The stable rating outlook reflects Moody's expectation that Wesco
will maintain its good liquidity profile and strong interest
coverage over the medium term, supported by expectation for
continued high level of profitability and realization of positive
free cash flow.

The last rating action was on November 16, 2009, when Moody's
upgraded Wesco's corporate family rating to B1 from B2.

Wesco Aircraft Hardware Corp., headquartered Valencia, CA, a
wholly-owned subsidiary of Wesco Holdings Inc. owned by affiliates
of The Carlyle Group.  Wesco is a leading provider of integrated
Just-in-Time inventory management services focused on distribution
of aerospace components to the global aerospace industry.


WESTMORELAND COAL: Jennifer Grafton Owns 1,756 Common Shares
------------------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Jennifer S. Grafton, general counsel and secretary at
Westmoreland Coal Co., disclosed that she indirectly beneficially
owns 1,567 shares of common stock and directly beneficially owns
189 shares of common stock of the Company.  Ms. Grafton
beneficially owns an aggregate of 1,656 of restricted stock units.

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

The Company reported a net loss of $3.2 million on $506.1 million
of revenues for 2010, compared with a net loss of $29.2 million on
$443.4 million of revenues for 2009.  Operating income was
$20.5 million in 2010 compared to a loss of $31.8 million in 2009.

The Company's balance sheet at Dec. 31, 2010, showed
$750.3 million in total assets, $912.7 million in total
liabilities, and a stockholders' deficit of $162.4 million.

                           *     *     *

As reported in the TCR on March 4, 2011, Standard & Poor's Ratings
Services said that it assigned a 'CCC+' corporate credit rating to
Colorado Springs, Colorado-based Westmoreland Coal Co.  The rating
outlook is stable


WESTMORELAND COAL: Three Directors Do Not Own Any Securities
------------------------------------------------------------
In separate Form 3 filings with the U.S. Securities and Exchange
Commission, Jan B. Packwood, Gail Hamilton and Robert C. Scharp,
directors at Westmoreland Coal Co., disclosed that they do not own
any securities of the Company.

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

The Company's balance sheet at Dec. 31, 2010, showed
$750.3 million in total assets, $912.7 million in total
liabilities, and a stockholders' deficit of $162.4 million.

The Company reported a net loss of $3.2 million on $506.1 million
of revenues for 2010, compared with a net loss of $29.2 million on
$443.4 million of revenues for 2009.  Operating income was
$20.5 million in 2010 compared to a loss of $31.8 million in 2009.

As reported in the TCR on March 4, 2011, Standard & Poor's Ratings
Services said that it assigned a 'CCC+' corporate credit rating to
Colorado Springs, Colorado-based Westmoreland Coal Co.  The rating
outlook is stable.


WINDMILL DURANGO: Allegiant Air Says Plan Unconfirmable
-------------------------------------------------------
Allegiant Air LLC filed with the U.S. Bankruptcy Court for the
District of Nevada an objection to the disclosure statement
explaining the Chapter 11 plan of reorganization of Windmill
Durango Office LLC.  Allegiant Air says the disclosure statement
is inadequate for several reasons and the Plan is facially
unconfirmable.

According to Allegiant Air, the Disclosure Statement fails to
provide sufficiently detailed information to allow a creditor to
make an informed decision to accept or reject the plan.  Among
other inadequacies, the Disclosure Statement is deficient in that
it:

   i) fails to adequately explain the facts that lead to Debtor's
      Chapter 11 filing;

  ii) fails to adequately and accurately describe Debtor's assets;

iii) fails to explain the basis or economic necessity for
      treating Class 3 - Undisputed General Unsecured Claims as
      an impaired class for voting purposes; and (iv) fails to
      adequately describe the source of funding for the plan.

Kolesar & Leatham, CHTD., represents Allegiant Air.

                     The Chapter 11 Plan

As reported in the Feb. 23, 2011 edition of the Troubled Company,
under the plan, the Debtor intends to maintain the commercial
property it owns in the ordinary course of business upon
confirmation of the Plan.

Administrative Claims, which are unclassified under the Plan, will
be paid in full.

The Debtor's property is encumbered by a lien securing a loan with
a principal balance of $16,188,110 as of Nov. 22, 2010, currently
held by Beal Bank Nevada.

Beal Bank will be paid the total principal loan amount of
$16,188,110 fully amortized over thirty (30) years, with principal
and interest (2.75%) paid monthly at the rate of $66,086.53, with
the balance of the remaining unpaid principal balance of
$12,189,347.85 paid as a final balloon payment at the end of ten
years.

Undisputed General Unsecured Creditors will be paid in full 90
days after the entry of the confirmation order.

Equity Interest Holders in the Debtor will be paid only if funds
remain after all other classes of creditors have been paid
pursuant to the terms of the Plan.

A copy of the Disclosure Statement describing the Debtor's
Chapter 11 Plan is available for free at:

               http://ResearchArchives.com/t/s?7536

                      About Windmill Durango

Las Vegas, Nevada-based Windmill Durango Office, LLC, currently
owns 4.49 acres of commercial real estate developed with a Class A
office with improvements in Clark County, Nevada.  IDC Windmill
Durango, LLC, is the general partner of Windmill Durango, LP,
which is the sole member of the Debtor.  The Debtor is managed by
Jeff Susa, Manager of IDC Windmill Durango, LLC.  The Company
filed for Chapter 11 protection on August 17, 2010 (Bankr. D. Nev.
Case No. 10-25594).  Zachariah Larson, Esq., and Shara Larson,
Esq., at Larson & Stephens, in Las Vegas, represent the Debtor as
counsel.  The Debtor proposed the law firm of Flangas McMillan Law
Group as special counsel.  The Debtor disclosed $21,389,774 in
assets and  $16,535,000 in liabilities as of the Petition Date.

Affiliates Windmill Durango Op, LLC (Bankr. D. Nev. Case No.
10-18058) and Windmill Durango Retail, LLC (Bankr. D. Nev. Case
No. 10-18056) filed for Chapter 11 protection on May 3, 2010.


WJO INC: Creditors Panel Can Hire Keifer & Tsarouhis as Counsel
---------------------------------------------------------------
Judge Jean K. FitzSimon has issued a revised order authorizing the
retention of Keifer & Tsarouhis LLP as counsel to the official
committee of unsecured creditors in the bankruptcy case of WJO
Inc.

The firm may be reached at:

          Demetrios Tsarouhis, Esq.
          KEIFER & TSAROUHIS, LLP
          21 S. 9th Street, Suite 200
          Allentown, PA 18102
          Telephone: 610-439-1500
          Facsimile: 610-439-8760
          E-mail: tsarouhis@hotmail.com

Demetrios H. Tsarouhis, Esq., a partner at the three-attorney
firm, leads the engagement.  The firm will be paid on an hourly
basis at these rates:

     David C. Schattenstein, Esq.            $275
     Demetrios H. Tsarouhis, Esq.            $225
     Richard Keifer, Esq.                    $225
     Paralegal                                $80

Mr. Tsarouhis attests that his firm is disinterested and does ot
hold or represent an interest adverse to the bankruptcy estate.
The firm does not have any claims against the Debtor.

                         About WJO Inc.

Bristol, Pennsylvania-based WJO, Inc., operates six family
practices located in Newtown, Bristol, Bensalem, Bustleton, South
Philadelphia, and Bethlehem, Pennsylvania and consists of Board
Certified Osteopathic Physicians specializing in Family Medicine.
Prior to the petition date, and to allow the Company to
restructure effectively, HyperOx Inc., HyperOx I, LP, HyperOx
III, LP, and East Coast TMR, Inc., were merged into WJO.

WJO filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa.
Case No. 10-19894) on Nov. 15, 2010.  Holly Elizabeth Smith,
Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin,
P.C., serve as the Debtor's bankruptcy counsel.  Attorneys at
Keifer & Tsarouhis LLP serve as counsel to the official committee
of unsecured creditors.  The Debtor disclosed $19,923,802 in
assets and $6,805,255 in liabilities as of the Chapter 11 filing.

The United States Trustee has appointed David Knowlton as patient
care ombudsman in the case.  The Ombudsman is represented in the
case by Karen Lee Turner, Esq., at Eckert Seamans Cherin &
Mellott, LLC, as counsel.


WJO INC: Ombudsman Seeks to Hire Eckert as Bankr. Counsel
---------------------------------------------------------
David Knowlton, the patient care ombudsman appointed in the
Chapter 11 bankruptcy estate of WJO Inc., seeks permission from
the Bankruptcy Court to retain as legal counsel:

          Karen Lee Turner, Esq.
          ECKERT SEAMANS CHERIN & MELLOTT, LLC
          Two Liberty Place
          50 S. 16th Street, 22nd Floor
          Philadelphia, PA 19102
          Telephone: 215-851-8400
          Facsimile: 215-851-8383
          E-mail: kturner@eckertseamans.com

Ms. Turner attests that Eckert Seamans has no connection with the
Debtor or any other parties in interest and does not represent an
interest adverse to the Ombudsman or to the estate.  The firm also
is a "disinterested person" within the meaning of Section 101(14)
of the Bankruptcy Code.

Eckert Seaman will be paid on an hourly basis at these rates:

          Karen Lee Turner                    $510
          Paralegals                          $100 - $155
          Associates                          $220 - $250
          Other partners                      $375 - $425

                         About WJO Inc.

Bristol, Pennsylvania-based WJO, Inc., operates six family
practices located in Newtown, Bristol, Bensalem, Bustleton, South
Philadelphia, and Bethlehem, Pennsylvania and consists of Board
Certified Osteopathic Physicians specializing in Family Medicine.
Prior to the petition date, and to allow the Company to
restructure effectively, HyperOx Inc., HyperOx I, LP, HyperOx
III, LP, and East Coast TMR, Inc., were merged into WJO.

WJO filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa.
Case No. 10-19894) on Nov. 15, 2010.  Holly Elizabeth Smith,
Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin,
P.C., serve as the Debtor's bankruptcy counsel.  Attorneys at
Keifer & Tsarouhis LLP serve as counsel to the official committee
of unsecured creditors.  The Debtor disclosed $19,923,802 in
assets and $6,805,255 in liabilities as of the Chapter 11 filing.

The United States Trustee has appointed David Knowlton as patient
care ombudsman in the case.  The Ombudsman is represented in the
case by Karen Lee Turner, Esq., at Eckert Seamans Cherin &
Mellott, LLC, as counsel.


WJO INC: Ombudsman Seeks to Hire Medical Operations Advisor
-----------------------------------------------------------
David Knowlton, the patient care ombudsman appointed in the
Chapter 11 bankruptcy estate of WJO Inc., won permission from the
Bankruptcy Court to retain Mary Paul as medical operations advisor
to assist him in the fulfillment of his duties as ombudsman.

Ms. Paul is a consultant at Knowlton & Associates Consultants, in
Pennington, New Jersey.  The Ombudsman says Ms. Paul may be called
upon to, among others, conduct patient and hospital staff
interviews as required; review license and governmental permits;
review adequacy of staffing, suppliers and equipment; review
safety standards, review facility maintenance issues or reports;
and review litigation with relates to the Debtor's patient care or
which may effect the interests of patients.

According to the Ombudsman, Ms. Paul does not hold or represent
any interest adverse to the Debtor or its Chapter 11 estate, its
creditors, or any other parties in interest, and is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Ms. Paul will be paid $150 per hour for her services.  The Court
held that Ms. Paul's compensation will be included as an expense
in the fee application to be filed by the Ombudsman.

                         About WJO Inc.

Bristol, Pennsylvania-based WJO, Inc., operates six family
practices located in Newtown, Bristol, Bensalem, Bustleton, South
Philadelphia, and Bethlehem, Pennsylvania and consists of Board
Certified Osteopathic Physicians specializing in Family Medicine.
Prior to the petition date, and to allow the Company to
restructure effectively, HyperOx Inc., HyperOx I, LP, HyperOx
III, LP, and East Coast TMR, Inc., were merged into WJO.

WJO filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa.
Case No. 10-19894) on Nov. 15, 2010.  Holly Elizabeth Smith,
Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin,
P.C., serve as the Debtor's bankruptcy counsel.  Attorneys at
Keifer & Tsarouhis LLP serve as counsel to the official committee
of unsecured creditors.  The Debtor disclosed $19,923,802 in
assets and $6,805,255 in liabilities as of the Chapter 11 filing.

The United States Trustee has appointed David Knowlton as patient
care ombudsman in the case.  The Ombudsman is represented in the
case by Karen Lee Turner, Esq., at Eckert Seamans Cherin &
Mellott, LLC, as counsel.


WJO INC: Taps Pond Lehocky as Counsel for Workers Salary Issues
---------------------------------------------------------------
WJO Inc. seeks the Bankruptcy Court's permission to employ Pond
Lehocky Stern Giordano as special counsel to represent the
Debtor's interests in pending worker's compensation matters.  The
Debtor said it is not sufficiently familiar with the rights and
duties involved in defending these actions without the aid of
competent counsel.

Prior to the filing of the bankruptcy case, Pond Lehocky Stern
Giordano represented the Debtor in legal matters, and as of the
Petition Date, there were no outstanding fees owed by the Debtor
for these services. Pond Lehocky Stern Giordano has no connection
with the Debtor and is not an insider or affiliate of the Debtor.

Samuel H. Pond, Esq., will lead the engagement.  The firm's
compensation arrangement was not disclosed in the Debtor's
application.

                         About WJO Inc.

Bristol, Pennsylvania-based WJO, Inc., operates six family
practices located in Newtown, Bristol, Bensalem, Bustleton, South
Philadelphia, and Bethlehem, Pennsylvania and consists of Board
Certified Osteopathic Physicians specializing in Family Medicine.
Prior to the petition date, and to allow the Company to
restructure effectively, HyperOx Inc., HyperOx I, LP, HyperOx
III, LP, and East Coast TMR, Inc., were merged into WJO.

WJO filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa.
Case No. 10-19894) on Nov. 15, 2010.  Holly Elizabeth Smith,
Esq., and Thomas Daniel Bielli, Esq., at Ciardi Ciardi & Astin,
P.C., serve as the Debtor's bankruptcy counsel.  Attorneys at
Keifer & Tsarouhis LLP serve as counsel to the official committee
of unsecured creditors.  The Debtor disclosed $19,923,802 in
assets and $6,805,255 in liabilities as of the Chapter 11 filing.

The United States Trustee has appointed David Knowlton as patient
care ombudsman in the case.  The Ombudsman is represented in the
case by Karen Lee Turner, Esq., at Eckert Seamans Cherin &
Mellott, LLC, as counsel.


WORLDGATE COMMS: Two Top Execs Resign; To Slash 65% of Workforce
----------------------------------------------------------------
WorldGate Communications Inc. CEO and President George E. Daddis,
Jr. and Chief Financial Officer, Treasurer and Senior Vice
President, Finance James G. Dole have resigned from their posts
effective March 11, 2011.

Worldgate appointed Christopher V. Vitale as Chief Administrative
Officer of the Company, in addition to his positions of senior
vice president, legal and regulatory, general counsel and
secretary and will serve as principal executive officer.

On March 14, 2011, the Company began reducing the size of its
workforce due to liquidity issues.  Following completion of this
reduction in the size of the workforce, the Company's workforce
will be reduced by approximately 65 percent, or 28 employees,
through layoffs across all departments and levels throughout the
organization.  Affected employees are not eligible for any
severance benefits.

According to Citybizlist, the Company is in the midst of a
liquidity crisis and is cutting expenses and exploring a sale or
merger.  Citybizlist says WorldGate's controlling shareholder, WGI
Investor LLC, denied to fund its revolving loan agreement, which
has a principal of about $2.3 million.  Major customer ACN Digital
Phone Service LLC also said it would be buying fewer video phones
from WorldGate in the future, according to Citybizlist.

                    About Worldgate Communications

Trevose, Pa.-based Worldgate Communications, Inc., is a provider
of digital voice and video phone services and next generation
video phones.  The Company designs and develops digital video
phones featuring real-time, two-way video.  It also provides a
turn-key digital voice and video communication services platform
supplying complete back-end support services.

Worldgate Communications reported a net loss of $2.96 million on
$124,000 of net revenues for the three months ended June 30, 2010,
compared with $4.34 million on $143,000 of net revenues for the
same period a year earlier.

The Company's balance sheet at June 30, 2010, showed
$14.31 million in total assets, $17.92 in million total
liabilities, and a $3.61 million stockholders' deficit.


YRC WORLDWIDE: 4 Yrs. of Losses; Restructuring Among Alternatives
-----------------------------------------------------------------
YRC Worldwide Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting a net loss of
$324.19 million on $4.33 billion of operating revenue for the year
ended Dec. 31, 2010, compared with a net loss of $622.02 million
on $4.87 billion of operating revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $2.59 billion
in total assets, $2.78 billion in total liabilities and $190.01
million in total shareholders' deficit.

                           Going Concern

KPMG LLP's audit reports on the consolidated financial statements
of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each
contain an explanatory paragraph that states that the Company has
experienced significant declines in operations, cash flows and
liquidity and these conditions raise substantial doubt about the
Company's ability to continue as a going concern.

In the recent Form 10-K, the Company said it is reporting net
losses for the year ended Dec. 31, 2010 for the fourth consecutive
year.  The Company says its ability to continue as a going concern
depends on the achievement of profitable operations and the
success of the Company's financial and strategic alternatives
process, which may include the restructuring of the Company's
capital structure.  Therefore, the Company may not be able to
realize its assets and settle its liabilities in the ordinary
course of business, adversely impacting amounts actually realized
relative to the Company's financial statements.  Until the
possible completion of the financial and strategic alternatives
process, the Company's future remains uncertain, and there can be
no assurance that the Company's efforts in this regard will be
successful.

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

              http://ResearchArchives.com/t/s?752a

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

                           *     *     *

In January 2011, Standard & Poor's Ratings Services placed its
'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on
CreditWatch developing.  At the same time, S&P is withdrawing the
existing issue level ratings on Yellow Corp.'s senior unsecured
debt, given the negligible amounts outstanding.

"The ratings on Overland Park, Kan.-based YRCW reflect its near-
term liquidity challenges, meaningful off-balance-sheet contingent
obligations related to multiemployer pension plans, as well as its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Standard & Poor's credit analyst Anita
Ogbara.  "YRCW's substantial (albeit deteriorating) market
position in the less-than-truckload (LTL) sector, which has high
barriers to entry, partially offsets these characteristics.  We
characterize YRCW's business profile as weak, financial profile as
highly leveraged, and liquidity as weak."


YRC WORLDWIDE: Amends Bylaws to Modify Notice Requirements
----------------------------------------------------------
On Feb. 10, 2011, YRC Worldwide Inc., upon recommendation of the
Governance Committee, approved amendments to the Company's Bylaws
to modify the notice requirements, including notices for special
meetings of the Board of Directors and its committees, to shorten
the amount of notice required and to allow notice to be delivered
telephonically, by email or by other form of electronic
communication.  In addition, the amendments clarified who could
call meetings of committees of the Board of Directors.

                         About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that through
wholly owned operating subsidiaries offers its customers a wide
range of transportation services.  These services include global,
national and regional transportation as well as logistics.

The Company's balance sheet at Dec. 31, 2010, showed
$2.63 billion in total assets, $2.73 billion in total liabilities
and $95.84 million in total shareholders' deficit.

KPMG LLP's audit reports on the consolidated financial statements
of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each
contain an explanatory paragraph that states that the Company has
experienced significant declines in operations, cash flows and
liquidity and these conditions raise substantial doubt about the
Company's ability to continue as a going concern.

                           *     *     *

In January 2011, Standard & Poor's Ratings Services placed its
'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on
CreditWatch developing.  At the same time, S&P is withdrawing the
existing issue level ratings on Yellow Corp.'s senior unsecured
debt, given the negligible amounts outstanding.

"The ratings on Overland Park, Kan.-based YRCW reflect its near-
term liquidity challenges, meaningful off-balance-sheet contingent
obligations related to multiemployer pension plans, as well as its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Standard & Poor's credit analyst Anita
Ogbara.  "YRCW's substantial (albeit deteriorating) market
position in the less-than-truckload (LTL) sector, which has high
barriers to entry, partially offsets these characteristics.  We
characterize YRCW's business profile as weak, financial profile as
highly leveraged, and liquidity as weak."


YRC WORLDWIDE: S&P Cuts Rating to 'CC' on Rising Liquidity Woes
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on YRC Worldwide Inc. to 'CC' from 'CCC-'.  At the same
time, it revised the CreditWatch implications to negative from
developing, where it had placed the ratings on Jan. 20, 2011.

"The rating actions reflect our increasing concerns regarding
YRCW's liquidity position and proposed financial restructuring,"
said Standard & Poor's credit analyst Anita Ogbara.  On Feb. 28,
2011, YRCW's lenders reached a non-binding agreement in principle
that detailed a proposed restructuring of the company's balance
sheet.  In this agreement, YRCW lenders and employees represented
by the International Brotherhood of the Teamsters (IBT) approved
plans to exchange some portion of secured debt for equity and to
refinance the asset-backed securitization facility.  If this plan
is successful, we would likely lower our corporate credit rating
to 'SD' (selective default) in accordance with our criteria for
distressed debt exchanges.

The agreement also included plans for YRCW to amend the note
securing certain deferred multi-employer pension fund
contributions (maturing March 31, 2015) at previously agreed
interest rates.  As of the March 10 deadline, the majority of
YRCW's multi-employer pension funds were not in agreement with the
existing terms of the restructuring.  Based on these events, YRCW
included a statement in the company 10K stating "the Required
Lenders have the right, but not the obligation, to declare an
event of default under the Credit Agreement."

The ratings on YRCW reflect its near-term liquidity challenges,
meaningful off-balance-sheet contingent obligations related to
multiemployer pension plans, and its participation in the
competitive, capital-intensive, and cyclical trucking industry.
YRCW's substantial (albeit deteriorating) market position in the
less-than-truckload (LTL) sector, which has high barriers to
entry, partially offsets these characteristics.  S&P characterizes
YRCW's business risk profile as weak, financial risk profile as
highly leveraged, and liquidity as weak.

S&P said, "We will monitor developments regarding YRCW's liquidity
position, capital structure, and operating prospects to resolve
the CreditWatch.  If YRCW is successful in completing the proposed
restructuring in accordance with our criteria for distressed debt
exchanges, we would lower our ratings to 'SD' (selective default)
from 'CC'.  Alternatively, if YRCW files Chapter 11, we would
lower the ratings to 'D'.


Z TRIM HOLDINGS: Inks Investment Banking Agreement with Legend
--------------------------------------------------------------
Z Trim Holdings, Inc., On Feb. 9, 2011, the Company entered into
an Investment Banking Agreement with Legend Securities, Inc.,
pursuant to which Legend agreed to provide business advisory
services to the Company for a period of up to twelve months.

In exchange for Legend's services, the Company agreed to pay
Legend the sum of $10,000 per month and to issue Legend a one time
fee of 350,000 shares of Common Stock.  If the Company files a
registration statement within the next 6 months, the Company
agrees to seek to register such shares on any such registration
statement.

Z Trim determined that all of the securities issued pursuant to
the agreement were exempt from registration under the Securities
Act of 1933, as amended pursuant to Section 4(2) of the Act and
Rule 506 of Regulation D promulgated under the Act.  The Company
based this determination on the non-public manner in which it
offered the securities and on the representations of the persons
purchasing such securities, which included, in pertinent part,
that such persons were "accredited investors" within the meaning
of Rule 501 of Regulation D promulgated under the Act, and that
such persons were acquiring such securities for investment
purposes for their own respective accounts and not as nominees or
agents, and not with a view to resale or distribution, and that
each such person understood such securities may not be sold or
otherwise disposed of without registration under the Act or an
applicable exemption there from.

                            About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

The Company's balance sheet as of June 30, 2010, showed
$4.4 million in total assets, $14.8 million in total liabilities,
and a stockholders' deficit of $10.4 million.

As reported in the Troubled Company Reporter on April 12, 2010,
M&K, CPAs, PLLC, in Houston, 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 requires additional
financing to continue in operation.


ZIP PROPERTIES: Files for Chapter 7 Bankruptcy Protection
---------------------------------------------------------
Annie Johnson, staff writer at the Nashville Business Journal,
reports that Zip Properties filed for voluntary Chapter 7
bankruptcy protection in the U.S. Bankruptcy Court Middle District
of Tennessee.  The firm disclosed nearly $2 million in total
assets and $7 million in total liabilities.

Chapter 7 filings, Business Journal notes, involve sale of a
debtor's nonexempt property and the distribution of the proceeds
to creditors.

Among Zip Properties' largest secured creditors is Lebanon-based
Wilson Bank and Trust for commercial property on Medical Center
Parkway valued at $1.6 million.  That claim, however, is for more
than $4 million.  On the list of unsecured creditors, Deborah
Winters -- chief manager of Zip Properties, according to the
documents -- lists herself for $460,000 and Mark Winters for more
than $124,000.


* Fitch Says High Corn Prices Won't Move Ratings of Protein Cos.
----------------------------------------------------------------
According to a new report issued by Fitch Ratings, credit ratings
of the major U.S. protein companies are expected to remain stable
despite high corn prices, which approached $7/bushel earlier this
year but have since eased.  Fitch upgraded Tyson Foods Inc.'s
Issuer Default Rating one notch to 'BBB-' on Feb. 23, 2011, and
Smithfield Foods Inc.'s IDR two notches to 'B+' on Jan. 31, 2011.
The Rating Outlook for both companies is currently Stable.

Moderate near-term margin deterioration is anticipated and has
been factored into the companies' ratings.  However, significant
debt reduction, incremental operating efficiencies and more astute
hedging practices are expected to lessen the likelihood of severe
declines in credit quality.  Furthermore, tight overall protein
supply and stable to increasing livestock and poultry prices are
expected to continue.  Fitch expects high feed costs to restrain
production while export conditions, particularly for beef and
pork, remain favorable.

"Bondholders should be able to rest a little easier knowing that
the industry has embraced a more conservative financial strategy,"
said Carla Norfleet Taylor, Director at Fitch.  Unlike in 2008,
when corn prices peaked at over $7/bushel, the protein industry is
much better positioned to navigate through the current high feed
cost environment.'


* FDIC Paid $9 Billion in Loss-Share Deals, WSJ Says
----------------------------------------------------
Robin Sidel, writing for The Wall Street Journal, reports that
U.S. banking regulators have paid out nearly $9 billion to cover
losses on loans and other assets at 165 failed institutions that
were sold to stronger companies during the financial crisis.  The
payments were made under loss-sharing agreements struck by the
Federal Deposit Insurance Corp. that shield buyers from much of
the risk associated with loans inherited from failed banks.

According to the report, as the number of bank failures surged,
FDIC officials dangled loss-share arrangements as an incentive for
banks to acquire institutions and then work to improve the value
of their assets over time.

The Journal relates that as of Jan. 31, the latest month for which
figures are available, the FDIC has paid out $8.89 billion to
banks under the loss-share agreements.  The deals are in place at
236 financial institutions, with the FDIC agreeing to assume most
future losses on $160 billion of assets.

According to the Journal, FDIC officials expect to make an
additional $21.5 billion in payments from 2011 to 2014.  More than
half of that total is predicted for this year, followed by an
estimated $6 billion in loss-share reimbursements in 2012,
according to the agency.  Some of the loss-share deals will be in
place for 10 years.

The Journal also says the payments to date are smaller than FDIC
officials anticipated, and they say it would cost much more to
liquidate the mountain of bad loans at fair-market value.  The
FDIC said Wednesday that it couldn't be more specific about its
previous estimates for future payouts because the agency
continually revises those estimates based on new loss-share deals
and claims submitted under existing arrangements.

The Journal relates that the biggest stream of reimbursements,
$1.21 billion in all, has gone to BankUnited Inc., of Miami Lakes,
Fla.  Its private-equity owners resurrected a similarly named
savings institution that collapsed in 2009 under the weight of
home loans made before the housing bust.  The FDIC is on the hook
to cover as much as 95% of losses on some loans at BankUnited,
which went public in January.

The report further notes that BB&T Corp., of Winston-Salem, N.C.,
has received $1.09 billion in reimbursements for soured loans it
got in the 2009 takeover of Colonial BancGroup Inc.'s failed
banking operations. Colonial, of Montgomery, Ala., is the fifth-
largest bank failure in U.S. history.

The report also says U.S. Bancorp has collected $594.2 million
under loss-share deals it struck when it bought PFF Bancorp's PFF
Bank & Trust in Pomona, Calif., in 2008 and FBOP Corp.'s
California National Bank in 2009.

The report says as of January, seven banks with loss-share deals
had no reimbursements from the FDIC. The biggest: OneWest Bank
FSB, Pasadena, Calif., which bought the loan portfolio of failed
IndyMac Bank FSB.


* Sidley Austin's Bjork Earns Spot in Law360's Lawyers to Watch
---------------------------------------------------------------
Sidley Austin LLP's Jeffrey E. Bjork has brokered innovative
resolutions in major restructurings such as those of R.H.
Donnelley Corp. and Station Casinos Inc., earning him a spot on
Law360's five bankruptcy lawyers under 40 to watch.

Bjork, 37, is a partner in Sidley Austin's corporate
reorganization and bankruptcy group in Los Angeles, and has
counseled an array of stakeholders in Chapter 11 cases and cross-
border insolvency, Law360 says.


* DLA Piper Nabs Edwards Angell Attorneys for Del. Office
---------------------------------------------------------
Bankruptcy Law360 reports that DLA Piper LLP announced Wednesday
the opening of a new Wilmington, Del., office, which the firm
staffed with five Edwards Angell Palmer & Dodge LLP partners in
order to expand its restructuring, corporate, intellectual
property and technology practices.  Law360 says Stuart M. Brown,
who led Edwards Angell's Wilmington office, will be a managing
partner at DLA Piper's new location.


* Kirkland's Seligman Earns Spot on Law360's Lawyers to Watch
-------------------------------------------------------------
David Seligman of Kirkland & Ellis LLP guided Trans World Airlines
Inc. and United Air Lines Inc. to steady landings in each of their
bankruptcies and has since provided winning restructuring counsel
to a slew of big-name domestic and international clients, earning
him a spot on Law360's list of five bankruptcy lawyers under 40 to
watch.


* Mesirow Chief Executive Officer Jim Tyree Dies at 53
------------------------------------------------------
Dow Jones DBR Small Cap reports that Jim Tyree, chief executive of
Mesirow Financial and one of the most prominent members of the
Midwest business community, died from complications during his
treatment for stomach cancer.

A full-service financial advisory consulting provider, Mesirow
Financial Consulting provides corporate recovery, litigation and
investigative services, valuation services, interim management,
operations and performance improvement and other consulting
services.

Visit Mesirow Financial online at http://www.mesirowfinancial.com/
to learn more about the firm's Financial Advisory services.


* BOND PRICING -- For Week From March 14 - 18, 2011
---------------------------------------------------

  Company           Coupon      Maturity    Bid Price
ADVANTA CAP TR        8.990%   12/17/2026       13.000
AMBAC INC             5.950%    12/5/2035       11.500
AMBAC INC             6.150%     2/7/2087        1.000
AMBAC INC             7.500%     5/1/2023       15.200
AMBAC INC             9.500%    2/15/2021       11.000
AMBASSADORS INTL      3.750%    4/15/2027       38.250
BANK NEW ENGLAND      8.750%     4/1/1999       11.250
BANK NEW ENGLAND      9.875%    9/15/1999       13.000
BANKUNITED FINL       6.370%    5/17/2012        5.500
BCFACT-CALL04/11     11.125%    4/15/2014      103.420
BIGLARI HOL-CALL     14.000%    3/30/2015       96.000
BUFFALO THUNDER       9.375%   12/15/2014       36.000
CAPMARK FINL GRP      5.875%    5/10/2012       46.000
CS FINANCING CO      10.000%    3/15/2012        3.000
DUNE ENERGY INC      10.500%     6/1/2012       75.000
EDDIE BAUER HLDG      5.250%     4/1/2014        4.000
EVERGREEN SOLAR      13.000%    4/15/2015       65.223
FAIRPOINT COMMUN     13.125%     4/1/2018       10.375
FRIEDE GOLDMAN        4.500%    9/15/2004        0.950
GENERAL MOTORS        7.125%    7/15/2013       29.050
GENERAL MOTORS        7.700%    4/15/2016       29.350
GENERAL MOTORS        9.450%    11/1/2011       26.000
GLOBAL CASH ACC       8.750%    3/15/2012      100.250
GREAT ATLA & PAC      5.125%    6/15/2011       35.750
GREAT ATLA & PAC      6.750%   12/15/2012       38.740
GREAT ATLANTIC        9.125%   12/15/2011       37.100
HARRY & DAVID OP      9.000%     3/1/2013       30.500
KEYSTONE AUTO OP      9.750%    11/1/2013       25.125
LEHMAN BROS HLDG      4.500%     8/3/2011       25.500
LEHMAN BROS HLDG      4.700%     3/6/2013       22.500
LEHMAN BROS HLDG      4.800%    2/27/2013       22.500
LEHMAN BROS HLDG      4.800%    3/13/2014       25.625
LEHMAN BROS HLDG      5.000%    1/22/2013       22.750
LEHMAN BROS HLDG      5.000%    2/11/2013       25.030
LEHMAN BROS HLDG      5.000%    3/27/2013       25.750
LEHMAN BROS HLDG      5.000%     8/5/2015       23.880
LEHMAN BROS HLDG      5.100%    1/28/2013       24.000
LEHMAN BROS HLDG      5.150%     2/4/2015       24.000
LEHMAN BROS HLDG      5.250%     2/6/2012       25.500
LEHMAN BROS HLDG      5.250%    2/11/2015       23.300
LEHMAN BROS HLDG      5.500%     4/4/2016       25.000
LEHMAN BROS HLDG      5.625%    1/24/2013       25.158
LEHMAN BROS HLDG      5.750%    7/18/2011       25.000
LEHMAN BROS HLDG      5.750%    5/17/2013       25.000
LEHMAN BROS HLDG      5.750%     1/3/2017        0.010
LEHMAN BROS HLDG      6.000%    7/19/2012       24.900
LEHMAN BROS HLDG      6.000%    6/26/2015       24.000
LEHMAN BROS HLDG      6.000%   12/18/2015       23.100
LEHMAN BROS HLDG      6.200%    9/26/2014       25.500
LEHMAN BROS HLDG      6.625%    1/18/2012       24.750
LEHMAN BROS HLDG      8.500%     8/1/2015       25.000
LEHMAN BROS HLDG      8.800%     3/1/2015       25.250
LEHMAN BROS HLDG      8.920%    2/16/2017       25.750
LEHMAN BROS HLDG      9.500%   12/28/2022       23.500
LEHMAN BROS HLDG      9.500%    1/30/2023       23.151
LEHMAN BROS HLDG     10.000%    3/13/2023       22.000
LEHMAN BROS HLDG     10.375%    5/24/2024       21.375
LEHMAN BROS HLDG     11.000%    6/22/2022       23.250
LEHMAN BROS HLDG     11.000%    8/29/2022       22.250
LEHMAN BROS HLDG     11.000%    3/17/2028       23.750
LEHMAN BROS HLDG     12.120%    9/11/2009        5.390
LEHMAN BROS HLDG     18.000%    7/14/2023       22.500
LEHMAN BROS HLDG     22.650%    9/11/2009       24.000
LOCAL INSIGHT        11.000%    12/1/2017        4.000
LTX-CREDENCE          3.500%    5/15/2011       90.000
MAGNA ENTERTAINM      7.250%   12/15/2009        3.000
MAJESTIC STAR         9.750%    1/15/2011       15.800
NEWPAGE CORP         10.000%     5/1/2012       66.750
NEWPAGE CORP         12.000%     5/1/2013       35.617
RASER TECH INC        8.000%     4/1/2013       35.000
RESTAURANT CO        10.000%    10/1/2013       13.500
RESTAURANT CO        10.000%    10/1/2013        8.500
SBARRO INC           10.375%     2/1/2015       24.500
SPHERIS INC          11.000%   12/15/2012        1.500
THORNBURG MTG         8.000%    5/15/2013        2.000
TIMES MIRROR CO       7.250%     3/1/2013       41.250
TRANS-LUX CORP        8.250%     3/1/2012       16.200
TRICO MARINE          3.000%    1/15/2027        6.625
TRICO MARINE SER      8.125%     2/1/2013       10.250
TXU ENERGY CO         7.000%    3/15/2013       29.000
VIRGIN RIVER CAS      9.000%    1/15/2012       48.000
WASH MUT BANK FA      5.125%    1/15/2015        0.225
WOLVERINE TUBE       15.000%    3/31/2012       30.000


                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
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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