TCR_Public/110427.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, April 27, 2011, Vol. 14, No. 115

                            Headlines

ADVANCED NANOTECH: Files Voluntary Chapter 7 Petition
AGCO CORP: Moody's Raises Rating to Ba1; Positive Outlook
AIRESURF NETWORKS: Issues 8,130,000 Shares to Creditors
ALABAMA AIRCRAFT: Faces Restructuring Trouble, Plans Auction
ALISO COMMONS: Court to Hear Bank's Case Dismissal Plea Today

ALLY FINANCIAL: Board Declares Dividends for Preferred Shares
AMBASSADORS INTERNATIONAL: Incurs $24.0 Million Net Loss in 2010
AMERICAN PACIFIC: U.S. Trustee Asks Court for Chapter 11 Trustee
APHM NORTH CHARLESTON: Sheraton Hotel Goes Into Receivership
ART COLLECTION: Owns 258 Acres of Land in Travis County

AVISTAR COMMUNICATIONS: Incurs $2.42MM Net Loss in 1st Quarter
AVISTAR COMMUNICATIONS: Gerald Burnett Holds 42.0% Equity Stake
AWAL BANK: Has Approval to Give Up EnerTech Partnership Interest
BEAZER HOMES: Stockholders OK to Hold "Say on Pay" Votes Annually
BILLY HARWELL: Dist. Ct. Affirms Dismissal of Suit v. Tom Hill

BLOCKBUSTER INC: Lenders Object to Asset Sale Deal with Dish
BLUE HERON: Court Converts Case to Chapter 7 Liquidation
BOUNDARY BAY: Files Schedules of Assets and Liabilities
BOWE BELL + HOWELL: Court OKs BBH Canada as Foreign Representative
BOWE BELL + HOWELL: Organizational Meeting Set for Friday

BPP TEXAS: Plan Filing Exclusivity Expires May 15
BPP TEXAS: Files Schedules of Assets and Liabilities
BROADBENT CO: 4 Malls Have Already Sought Bankruptcy Protection
CAPRIUS INC: Stockholders OK Merger with Vintage Capital
CARPENTER CONTRACTORS: Allowed to Obtain DIP Financing

CATALYST PAPER: Snowflake Mill to Restart Production
CATHOLIC CHURCH: Wilmington's The Dialog to End After 46 Years
CATHOLIC CHURCH: Milwaukee Gets Nod for Therapy Expenses
CLAIRE'S STORES: Reports $4.32-Mil. Profit in Year Ended Jan. 29
CLEARWATER DEVELOPMENT: Gypsum Has $62-Mil. Debt to Lender

COLONIAL BANCGROUP: Plan Voting Deadline Extended Until Tomorrow
CONSTAR INT'L: Has Plan Filing Exclusivity Until Sept. 8
CORBIN PARK: BofA Not a Party to Lienholders' Suit v. Surety
COWPER LLC: Voluntary Chapter 11 Case Summary
CREDIT-BASED ASSET: 0.53% Liquidating Chapter 11 Plan Confirmed

CROSS COUNTY: Files Schedules of Assets and Liabilities
CUSTOM POULTRY: Wants to Auction Assets on May 26
CYBEX INTERNATIONAL: Reports $379,000 Profit in 1st Quarter
DAVIS BUILDING: Sold to Bascom Group in Receivership Sale
DELTA AIR: Could Save Up to $30-Mil. in 2 Years from Tax Break

DELTA AIR: CEO Disposed Of 21,041 Shares
DELTA AIR: Partners with Farelogix for Distribution
DVI INC: Class Suit May Proceed, Except v. Clifford Chance
ECOSPHERE TECHNOLOGIES: Robert Cathey Appointed EES CEO
EDIETS.COM INC: Appoints Thomas Connerty to Board of Directors

EMMIS COMMUNICATIONS: Board Adopts New Bonus Plan for Fiscal 2012
ENERGY COMPOSITES: Moquist Thorvilson Raises Going Concern Doubt
ENVIRO VORAXIAL: RBSM LLP Raises Going Concern Doubt
FIRST FEDERAL: Amends Investment Agreement with Bear State
FISHER ISLAND: Examiner Charged With Probing Ownership Issues

FLORIDA EXTRUDERS: Files for Chapter 11 in Tampa
FLORIDA EXTRUDERS: Case Summary & 20 Largest Unsecured Creditors
FNB UNITED: To Issue Rights Under Tax Benefits Preservation Plan
FOUR SEASONS, SEATTLE: Investor Group Restructures Finances
FULTON HOMES: Debtor, Creditors Yet in Deadlock Over Plan

GENERAL MOTORS: Wilmington Trust to Serve as Trust Administrator
GENMED HOLDING: Cumulative Net Losses Cue Going Concern Doubt
GOLD HILL: Has OK to Sell Property to Fort Mill School District
GREAT LAKES TISSUE: All Points Holds Priority Lien Position
GREGORY A FRIEDMAN: Ch. 7 Conversion Stayed Pending Appeal

GREENWOOD SHOPPES: Fourth Broadbent Mall in Chapter 11
GUIDED THERAPEUTICS: SDS Capital Discloses 0.39% Equity Stake
HANMI FINANCIAL: Reports $10.4-Mil. Net Income in 1st Quarter
HARRY PAVILACK: Summerall Resigns as Trustee Due to Conflict
HOLLY MARINE: Payment to Counsel Did Not Violate Priority Scheme

HSD PARTNERS: Community West Bank Doesn't Get Relief from Stay
IMAGE METRICS: Dismisses BDO; Singer Lewak Hired as Replacement
IMH FINANCIAL: Amended and Restated Bylaws Adopted
IMH FINANCIAL: Inks $50-Mil. Commitment Letter with NW Capital
INTERNATIONAL GARDEN: Gardens Alive Signs $26.7-Mil. Contract

JACOBS AND SON: Case Summary & 20 Largest Unsecured Creditors
JAMES RIVER: Amends GE Credit Agreement; Hikes Loan to $75MM
JBI OIL: Recurring Losses Cue Going Concern Doubt
KIMMEL & ASSOCIATES: Emerges From Bankruptcy Protection
L.A. DODGERS: MLB Appoints Akin Gump Atty. to Oversee Operations

LEHMAN BROTHERS: Goldman Sachs, et al., Offer Rival Plan
LEHMAN BROTHERS: Wins Approval of Confirmation Discovery Process
LEHMAN BROTHERS: White & Case Files Rule 2019 Statement
LEHMAN BROTHERS: LBI Trustee Files Interim Report for Oct.-April
LINENS 'N THINGS: Levine Leichtman Unit Drops Noteholder Loss Suit

LOCATEPLUS HOLDINGS: Anthony Spatorico Appointed Interim Chairman
LOWER BUCKS: Seeking 7th Plan Exclusivity Extension
LYONDELL CHEMICAL: Trustee Hits Blavatnik Unit with $145M Suit
MACCO PROPERTIES: Creditors Committee Can Hire Welch as Counsel
MACCO PROPERTIES: Creditors Committee Against Hiring of Pinkerton

MAJESTIC CAPITAL: May File for Bankruptcy in U.S. or Bermuda
MAJESTIC CAPITAL: DOI Places Insurance Unit into Conservation
MAXON CORPORATION: Case Summary & 11 Largest Unsec. Creditors
MAXX TOWING: Court Values Auto Repair Facility at $255,000
MERUELO MADDUX: SCI-Arc Buys Campus Property for $23-Mil.

MIT HOLDING: Michael T. Studer Raises Going Concern Doubt
MONEYGRAM INT'L: Inks 3rd Supplemental Indenture With DBTCA
NEOMEDIA TECHNOLOGIES: Registers 2MM Shares Under Incentive Plan
NEW LEAF: Boots Mayer Hoffman, Hires Eisner Amper as Accountants
NEW MEXICO SYMPHONY: Files for Chapter 7 Bankruptcy Liquidation

NEW STREAM: Opens Asset Sale to Competing Bids
NEXSTAR BROADCASTING: Term Loan B Expanded to $149.5 Million
NORTEL NETWORKS: Asks Court OK for Pillar Purchase & Sale Deal
NORTEL NETWORKS: Asks Court to OK Stipulation With tw telecom
NORTEL NETWORKS: IPs Sent to Microsoft Subject to ARIN Deal

OPTI CANADA: To Conduct Conference Call Today on Q1 Results
PEBWORTH PROPERTIES: Sells Jupiter Shop for 49% Off Mortgage
PEREGRINE I, LLC: Files for Chapter 11 Due to Unpaid Loans
PEREGRINE I, LLC: Case Summary & 20 Largest Unsecured Creditors
PHILADELPHIA ORCHESTRA: PETA Offers Money In Exchange for Ads

PHILADELPHIA ORCHESTRA: Has Interim OK to Pay Critical Vendors
PHILADELPHIA ORCHESTRA: Taps Curley Hessinger as Special Counsel
PHILADELPHIA ORCHESTRA: Organizational Meeting Set for May 3
PIONEER VILLAGE: Creditors Approve Amended Chapter 11 Plan
PLASTINUM POLYMER: Posts $3.5 Million Net Loss in Sept. 30 Quarter

PLATINUM ENERGY: Tim Culp Discloses 7.97% Equity Stake
PLATINUM ENERGY: Syd Ghermezian Discloses 56.9% Equity Stake
PLATINUM PROPERTIES: Files for Chapter 11 to Sue Bank
PLATINUM PROPERTIES: Case Summary & 20 Largest Unsecured Creditors
PLATINUM STUDIOS: Board Accepts Resignation of Orrin Halper

PORTAGE OIL: Case Summary & 15 Largest Unsecured Creditors
RADIENT PHARMACEUTICALS: NYSE OKs Request for Continued Listing
REGEN BIOLOGICS: Organizational Meeting Set for April 28
RITE AID: Expects to Issue 5.33 Million New Options
RIVER ROAD: Lenders Set June 16 Plan Approval Hearing

ROBERT SETH WARD: Files for Bankruptcy With $43 Million in Debt
SAFE HARBOR BANK: Seeks U.S. Recognition of Caribbean Liquidation
SAFE HARBOR BANK: Chapter 15 Case Summary
SBARRO INC: Asks for Approval to Hire Lawyers and Advisors
SEDONA DEVELOPMENT: Files Amended Plan of Reorganization

SHALAN ENTERPRISES: Hearing on Perry Klein's Plan Moved to May 11
SHERATON HOTEL: Goes Into Receivership, Owner Owes $21-Mil.
SHERIDAN GROUP: Completes $150 Million Notes Offering
SHILOH INDUSTRIES: Completes Amended and Restated Credit Agreement
SHUBH HOTELS PITTSBURGH: Plan Confirmation Hearing Set for May 12

SIGHT AND SOUND: Case Summary & 18 Largest Unsecured Creditors
SOUPMAN INC: Posts $2.5 Million Net Loss in Feb. 28 Quarter
STATION CASINOS: Court Sets Units' Joint Plan Hearing to May 25
STATION CASINOS: April 12 Debtors Propose Kirkland as Counsel
STATION CASINOS: Units Have Jones Vargas as Gaming Counsel

SUN COUNTRY: To be Sold But Deal Not Imminent, Says CEO
SUNOVIA ENERGY: Kingery & Crouses Raises Going Concern Doubt
SWAY STUDIO: Case Summary & 20 Largest Unsecured Creditors
T3 MOTION: To Deliver Presentation Materials to Chardan, et al.
TAYLOR & BISHOP: Seeks May 21 Plan Exclusivity Extension

TENET HEALTHCARE: Board Rejects Revised Proposal from CHS
TERRESTAR NETWORKS: Sprint Seeks to Void Liens on FCC Licenses
TRANS ENERGY: Board Ratifies Appointment of John Tumis as CFO
TRANSATLANTIC PETROLEUM: Recurring Losses Cue Going Concern Doubt
TRIBUNE CO: Judge to Rule on Resolicitation of Plans on May 17

TRIBUNE CO: Sam Zell Objects to Two Competing Plans
TRIBUNE CO: Court Amends Committee Termination Event to June 15
TRIBUNE CO: Aurelius, et al., Win Nod to Sue LBO Shareholders
TURKPOWER CORPORATION: Posts $546,000 Net Loss in Feb. 28 Quarter
UNITED GILSONITE: U.S. Trustee Forms 5-Member Creditors Committee

UNITED GILSONITE: Court Approves Gibbons PC as Counsel
UNITED STATES OIL: M&K CPAS Raises Going Concern Doubt
UNIVERSAL BIOENERGY: Expects $41.28 Million of Revenue in 2010
USG CORP: Incurs $105 Million Net Loss in First Quarter
VILLAGE AT CAMP: Wins OK to Tap Houseman for Filing of Tax Returns

VILICA LLC: Hearing on Motion to Convert Case Rescheduled
VITRO SAB: Bankruptcy Court Denies 8 Involuntary Petitions
WEST CORP: Reports $34.58 Million Net Income in First Quarter
XIANBURG DATA: Won't Timely File 2010 Financial Statements
XSTREAM SYSTEMS: Former CEO Opposes 'Aggressive' Bankruptcy Loan

YOUNG'S CAPITAL: Case Summary & 2 Largest Unsecured Creditors
ZRMBH WASHINGTON: Case Summary & 20 Largest Unsecured Creditors

* Chetrit Works to Revive Stalled New York Residential Project
* Fitch: Liquidity Improves for Largest U.S. Leveraged Issuers
* Investors Buy Loan Servicers in Bid to Own Distressed Property
* Federal Reserve Launches Bankruptcy Studies

* Law Firm Meltdowns A Boon for Lawyers' Counsel

* Jenner & Block Taps Brian Hart to Lead Chicago Finance Practice
* Jenner & Block Adds Collins, Casella to New York Office
* McDonald Hopkins Gets McDermott's Rodriguez for New Miami Office

* Upcoming Meetings, Conferences and Seminars


                            *********


ADVANCED NANOTECH: Files Voluntary Chapter 7 Petition
-----------------------------------------------------
BankruptcyData.com reports that following a March 15, 2011
involuntary bankruptcy filing against the Company, Advanced
Nanotech filed a voluntary Chapter 7 petition (Bankr. D. Del. Case
No. 11-10776).  The Court subsequently approved of the case's
conversion to voluntary status and issued a related order of
relief.  The U.S. Trustee assigned to the case appointed Jeoffrey
L. Burtch as Chapter 7 trustee.  This development stage company
has ownership in Owlstone Nanotech.


AGCO CORP: Moody's Raises Rating to Ba1; Positive Outlook
---------------------------------------------------------
Moody's Investors Service raised AGCO Corporation's Corporate
Family Rating (CFR) and Probability of Default Rating (PDR) to Ba1
from Ba2.  Moody's also raised the rating of the company's
convertible subordinated notes to Ba2 from B1 and assigned a
Speculative Grade Liquidity rating of SGL-2.  The rating outlook
is positive.

Ratings Rationale

The upgrade and positive outlook reflect AGCO's highly competitive
position in the European and South American agricultural equipment
markets, the progress the company is making in improving the
profitability of its North American operations, and the positive
long-term fundamentals within the global farm equipment sector.
The rating actions also recognize the company's prudent financial
strategy.  As a result of these factors, AGCO should be able to
sustain credit metrics that are strongly supportive of the Ba1
rating.

For 2010 these metrics include: debt/EBITDA of 2.8x; EBIT/interest
of 5.1x; and free cash flow/debt of 20.8% (all metrics reflecting
Moody's standard adjustments).

Ongoing risks facing AGCO include the volatility in regional farm
economies due to changes in commodity prices, unfavorable weather
patterns, and shifts in government policies that support the farm
sector.  The company must also continue to strengthen its position
in the North American market.

We expect that AGCO will remain one of the largest and most
competitive operators in the European and Latin American
agricultural equipment market.  However, the company's competitive
and operating position in the North American market are much
weaker than in the company's other key regions.  AGCO is making
steady progress in North America by strengthening its line of
high-horse power equipment and implementing many of the operating
efficiencies that have been highly effective in Europe.  These
initiatives have enabled the company to begin generating modest
profitability during recent years after an extended period of
losses.  Nevertheless, it will be important for AGCO to make
further progress in this area.  A solid position in North America
will be necessary if the company is to have the global
diversification necessary to best contend with the inherent
cyclicality within the global farm equipment sector.

Notwithstanding regional cyclicality, the long-term fundamentals
within the farm equipment market are good.  Demand for equipment
will be supported by: continuing population growth; improving
diets in many emerging economies; the growing need for high-yield
farming techniques to meet rising food demand; and global grain
stocks that remain relatively low compared to consumption.
Intermediate-term demand will be supported by currently high
commodity prices which boost farm income and equipment purchases.

As AGCO's financial and operating performance has improved, the
company has maintained prudent financial policies characterized
by: consistently reinvesting earnings to support organic growth
and tactical acquisitions; the absence of a dividend payout and
share repurchased; and sound liquidity.  The company's financial
position is also supported by its relationship with Aaa-rated
Rabobank Nederland.  A joint-venture (49% owned by AGCO and 51%-
owned by Rabobank) makes retail financing available to the
purchasers of AGCO equipment, and also provides wholesale
financing to the company's dealers.  Importantly, Rabobank
provides all of the debt funding of the JV.  This relieves AGCO of
the funding and liquidity risks that might otherwise arise through
having its own captive finance operation.

AGCO's liquidity is supported by $719 million in cash, a
$300 million credit facility maturing in 2013, and approximately
$300 million in annual free cash flow.  These sources provide good
coverage of the potential liquidity requirements that could arise
during the coming twelve months.  These potential requirements
include: $163 million in convertible notes which could be put to
the company and $74 million in outstandings under a receivable
securitization facility that will mature.

There could be upward movement in AGCO's rating if the company
makes further progress in improving the market position and
profitability of its North American operations, and it maintains
a prudent approach toward share repurchases, dividends and
liquidity.  Upward rating pressure could occur AGCO demonstrates
the ability to sustain credit metrics approximating the following:
EBITA margin of 6%; debt/EBITDA below 2.75; EBIT/interest of 5.5x;
and retained cash flow/debt over 20%.

Pressure on the rating would most likely occur due to a regional
fall off in equipment demand or an aggressive shareholder
distribution strategy.  Downward rating pressure might be
evidenced by debt/EBITDA above 3.5x; and EBIT/interest below 3.0x.

The last rating action on AGCO was a change in the outlook to
stable from negative on Aug. 15, 2006.

The principal methodology used in rating AGCO Corporation was the
Global Heavy Manufacturing Industry Methodology, published
November 2009.  Other methodologies used include Loss Given
Default for Speculative Grade Issuers in the US, Canada, and EMEA,
published June 2009.


AIRESURF NETWORKS: Issues 8,130,000 Shares to Creditors
-------------------------------------------------------
AireSurf Networks Holdings Inc. disclosed that it has issued to
various creditors an aggregate of 8,130,193 common shares in the
capital of the Company, in accordance with its bankruptcy proposal
made on Sept. 22, 2010, and approved by the Ontario Superior Court
of Justice in Bankruptcy and Insolvency on Nov. 15, 2010.

Risman & Zysman Inc., the Company's trustee in bankruptcy, will
distribute the shares to the creditors of the Company who filed
valid proof of claims in connection with the Proposal.

AireSurf has 58,447,789 shares outstanding.

As reported in the Sept. 23, 2010 edition of the Troubled Company
Reporter, under the terms of the proposal filed by Risman & Zysman
Inc., trustee in bankruptcy, each unsecured creditor of the
Company will receive one common share in the capital of the
Company for every $0.05 of indebtedness.

Ontario, Canada-based Airesurf Networks is a researcher, designer
and manufacturer of digital communication amplifiers.   The
MegaFI(TM) System extends the range, coverage and throughput
capacity of WiFi access points without signal degradation.


ALABAMA AIRCRAFT: Faces Restructuring Trouble, Plans Auction
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that expecting to run out of cash
within weeks, Alabama Aircraft Industries Inc. has proposed to
sell itself through a bankruptcy auction in June to replace the
much-needed stream of operating money that will dry up once its
biggest defense contract runs out.

Alabama Aircraft Industries Inc. --
http://www.alabamaaircraft.com/-- provides aircraft maintenance
and modification services for the U.S. government and military
customers.  Its 190-acre facility, including its corporate
offices, is located at the Birmingham International Airport in
Birmingham, Alabama.  The Company currently has 92 salaried
employees and 234 hourly employees.  About 251 hourly employees
were furloughed since Jan. 1, 2010.

Alabama Aircraft filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10452) on Feb. 15, 2011.  Two
subsidiaries also filed -- Alabama Aircraft Industries, Inc.-
Birmingham (Case No. 11-10453) and Pemco Aircraft Engineering
Services, Inc. (Case No. 11-10454).

The Company said that the primary goal of the Chapter 11 filing is
to address long-term indebtedness and, in particular, long-term
pension obligations under the terms of its pension plan.  The
Company said it would likely cease operations by April 15,
2011, absent the elimination of its obligations under the pension
plan.  The Company owes $68.5 million to the Pension Benefit
Guaranty Corp.

Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway,
Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to
the Debtors.

Alabama Aircraft estimated assets and debts of $1 million to
$10 million as of the Chapter 11 filing.


ALISO COMMONS: Court to Hear Bank's Case Dismissal Plea Today
-------------------------------------------------------------
The Hon. Theodor Albert of the U.S. Bankruptcy Court for the
Central District of California will convene a hearing today,
April 27, 2011, at 10:00 a.m., to consider American Security
Bank's request to dismiss or convert the Chapter 11 case of Aliso
Commons Corner LLC.

As reported in the Troubled Company Reporter on April 12, American
Security, a secured creditor, asked that the Court dismiss or
convert the Debtor's case, or prohibit or condition the use of
cash collateral, explaining that:

   -- the Debtor has not cured its mismanagement or improved its
      dismal chances of reorganizing -- consistent with its first
      case dismissed on Dec. 7, 2010 -- and the case is merely the
      continuation of Debtor's tactics to delay an inevitable
      foreclosure of its real property.

   -- The Debtor failed to collect rents and CAM charges, some of
      which are not being paid due to Debtor's failure to obtain
      final certificates of occupancy.  The Debtor has also failed
      to respond to a tenant's requests to enter into a non-
      disturbance agreement and for disbursement of rents
      currently maintained in escrow.  The failure places that
      tenancy in jeopardy to the detriment of creditors.

   -- The Debtor also lacks the ability to reorganize as it does
      not have ability to cure its defaults (albeit uncurable)
      under its Development Agreement with the City of Aliso
      Viejo.  The Debtor lacks the ability to satisfy certain
      requirements which include devotion of substantial funds for
      community enhancement and safety measures or payment of a
      Parkland Fee of $2,497,500 by March 2010 and commencement of
      certain construction.

   -- Finally, the Debtor failed to obtain the bank's consent to
      use cash collateral.  Despite the bank's efforts since
      December 2010, for an accounting and information relating to
      collections and operations, the Debtor has failed to
      respond.

                     About Aliso Commons Corner

Capistrano, California-based, Aliso Commons Corner LLC, filed for
Chapter 11 protection (Bankr. Case No. 10-27372) on Dec. 8, 2010.
The Law Offices of Todd B. Becker represents the Debtor in its
restructuring effort.  The Debtor disclosed $12,259,356 in assets
and $9,721,851 in liabilities as of the Chapter 11 filing.


ALLY FINANCIAL: Board Declares Dividends for Preferred Shares
-------------------------------------------------------------
The Ally Financial Inc. Board of Directors has declared quarterly
dividend payments for certain outstanding preferred stock.

A quarterly dividend payment was declared on Ally's Fixed Rate
Cumulative Mandatorily Convertible Preferred Stock, Series F-2, of
approximately $134 million, or $1.125 per share, and is payable to
the U.S. Department of the Treasury.  A quarterly dividend payment
was also declared on Ally's Fixed Rate Cumulative Perpetual
Preferred Stock, Series G of approximately $46 million, or $17.69
per share, and is payable to shareholders of record as of May 2,
2011.  Additionally, a dividend payment was declared on Ally's
Fixed Rate/Floating Rate Perpetual Preferred Stock, Series A of
approximately $12 million, or $0.295 per share, and is payable to
shareholders of record as of May 1, 2011.  Each of these dividends
were declared by the board of directors on April 18, 2011, and are
payable on May 16, 2011.

Including the aforementioned dividend payments on the Series F-2
Preferred Stock, Ally will have paid a total of approximately $2.3
billion in dividends to the U.S. Treasury since February 2009.

                       About Ally Financial

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

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

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

                           *     *     *

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

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

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


AMBASSADORS INTERNATIONAL: Incurs $24.0 Million Net Loss in 2010
----------------------------------------------------------------
Ambassadors International, Inc., filed on April 22, 2011, its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2010.

The Company reported a net loss of $24.03 million on
$59.11 million of revenues for 2010, compared with a net loss of
$51.64 million on $61.28 million of revenues for 2009.

In 2010 the Company recorded non-cash impairment charges of
$6.3 million, which was comprised of a $4.5 million charge related
to the Windstar trade name and $1.8 million related to Majestic
American Line vessels.  During 2009 the Company recorded non-cash
impairment charges of $51.3 million.

The Company reported an operating loss from continuing operations
of $20.7 million in 2010 compared to $66.4 million in 2009 or a
decrease in operating losses of $45.7 million year over year.  The
primary driver of the 2009 operating loss is the non cash
impairment charges of $51.3 million described above.

At Dec. 31, 2010, the Company's balance sheet showed
$80.26 million in total assets, $87.64 million in total
liabilities, and a stockholders' deficit of $7.38 million.

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

                       http://is.gd/gk2O8B

                 About Ambassadors International

Headquartered in Seattle, Washington, Ambassadors International,
Inc. (NASDAQ: AMIE) -- http://www.ambassadors.com/-- operates
Windstar Cruises, a three-ship fleet of luxury yachts.  Carrying
148 to 312 guests, the luxurious ships of Windstar cruise to
nearly 50 nations, calling at 100 ports throughout Europe, the
Caribbean and the Americas.

Ambassadors International Inc. and 11 affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11002) on
April 1, 2011, to sell Windstar Cruises to Whippoorwill Associates
Inc. for $40 million, absent higher and better bids at a
bankruptcy auction.

The Company's subsidiaries organized outside the United States are
not Debtors in the Chapter 11 Case, nor are they parties to any
insolvency or reorganization proceedings in their home
jurisdictions.

Kristopher M. Hansen, Esq.; Sayan Bhattacharyya, Esq.; Marianne
Mortimer, Esq.; and Matthew G. Garofalo, Esq., at Stroock &
Stroock & Lavan LLP, serve as the Debtors' bankruptcy counsel.
Daniel J. DeFranceschi, Esq., and Michael Joseph Merchant, Esq.,
at Richards, Layton & Finger, serve as the Debtors' co-counsel.
Imperial Capital, LLC, is the Debtors' financial advisor.  Phase
Eleven Consultants, LLC, is the Debtors' claims and notice agent.


AMERICAN PACIFIC: U.S. Trustee Asks Court for Chapter 11 Trustee
----------------------------------------------------------------
August B. Landis, the Acting U.S. Trustee for Region 17, asks the
U.S. Bankruptcy Court for the District of Nevada, to appoint a
Chapter 11 trustee in the bankruptcy case of American Pacific
Financial Corporation.

The U.S. Trustee tells the Court that Mr. Pohill, the Debtor's
representative, president, director, 100% equity owner, and a
creditor for $442,554, withheld material information from Paul
Hazell, a creditor of American Pacific, concerning notes received
for Mr. Hazell's investment.

Specifically, Mr. Pohill told Mr. Hazell and his wife that one of
their notes was secured by the assets of U.S. Plastic Lumber Corp.
and another note was secured by real property, but failed to tell
them that USPL had recently filed bankruptcy, and that the real
property was subject to a secured claim that was in default.

"Had Mr. Hazell and his wife been told this information, they
would not have agreed to the terms of the notes," the U.S. Trustee
says.

The U.S. Trustee contends that cause has been established for the
appointment of a Chapter 11 trustee by the fraudulent or dishonest
acts committed by Mr. Polhill.

The hearing on the Motion was set for April 18, 2011 but the Court
rescheduled it to May 4, 2011 at 9:30 a.m.

                  About American Pacific Financial

Las Vegas, Nevada-based American Pacific Financial Corporation has
been involved in private equity and sub-debt investment in various
types of companies since 1978.  APFC's assets include loans and
investments in distressed real estate development projects and in
other types of distressed operating companies throughout various
industries.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Nev. Case No. 10-27855) on Sept. 21, 2010.
Kaaran Thomas, Esq., and Ryan J. Works, Esq., at McDonald Carano
Wilson, LLP, in Las Vegas, Nevada, represent the Debtor.  The
Company disclosed $16,597,647 in assets and $160,977,435 in
liabilities as of the Chapter 11 filing.


APHM NORTH CHARLESTON: Sheraton Hotel Goes Into Receivership
------------------------------------------------------------
Allyson Bird at The Post and Courier reports that the Sheraton
Charleston Airport Hotel, in Charleston, South Carolina, is under
receivership and will be put up for sale.  The report relates that
attorneys agreed to the appointment of a third party to take
possession of the hotel while a foreclosure lawsuit unfolds.

The owner of the Sheraton North Charleston, APHM North Charleston
LLC, paid $20 million for the property in 2006, according to the
report.

The Post and Courier discloses that an out-of-state firm called
Hospitality Receiver LLC will fill the role of receiver.  It will
collect all income the 289-room property generates during the
case.  The company also will list and sell the hotel.

The report notes that court documents filed on behalf of the U.S.
National Bank Association state that the owner of the property,
APHM North Charleston LLC, owes more than $21 million plus
interest, which continues to accrue at more than $6,000 per day.

County real estate records show that the company paid $20 million
for the Goer Drive lodging in 2006, the report recalls.

The report notes that a letter from the lender's attorney to APHM
said the borrower has not made a mortgage payment since July 2010.
The letter said that nonpayment constitutes a default under the
terms of the loan and demanded that APHM pay the entire
outstanding principal immediately, plus interest and charges, the
report relates.

The Post and Courier says that The mortgage document shows the
hotel ownership group is closely affiliated with American Property
Hospitality Management LLC, based in Southern California.

Attorneys representing the U.S. National Bank Association and APHM
North Charleston agreed in court Friday that employees at the
Sheraton would receive more than $51,000 in compensation for
earned and unused vacation time, the report adds.

Sheraton Charleston Airport Hotel is one of the largest full-
service hotels in the region.


ART COLLECTION: Owns 258 Acres of Land in Travis County
-------------------------------------------------------
Jacob Dirr at the Austin Business Journal reports that Art
Collection Inc., which filed for bankruptcy this month, owns 258
acres in Travis County, Texas, worth $17 million.  In its
schedules, the Debtor disclosed that California-based Dynamic
Finance Corp. holds a secured claim on the land for $15.3 million.
The Company, which said total debt was $15.77 million, also owes
Austin-based Longaro & Clarke Consulting Engineers $167,900.

Dallas, Texas-based Art Collection, Inc., filed for Chapter 11
bankruptcy protection (Bankr. W.D. Tex. Case No. 11-10874) on
April 7, 2011.  Eric A. Liepins, Esq., at Eric A. Liepins P.C.,
serves as the Debtor's bankruptcy counsel.


AVISTAR COMMUNICATIONS: Incurs $2.42MM Net Loss in 1st Quarter
--------------------------------------------------------------
Avistar Communications Corporation reported a net loss of $2.42
million on $1.39 million of total revenue for the three months
ended March 31, 2011, compared with net income of $10.23 million
on $14.77 million of total revenue for the same period during the
prior year.

The Company's balance sheet at March 31, 2011 showed $4.70 million
in total assets, $14.61 million in total liabilities, and a
$9.91 million total stockholders' deficit.

Bob Kirk, CEO of Avistar, said, "In 2010 Avistar invested heavily
in enhanced product development, and sales and marketing support
for our all-software and fully componentized visual communications
platform.  This included key deliverables that provide industry
leading unified communications, VDI (virtual desktop
infrastructure) and visual communications capabilities.  These
solutions allow our clients and partners to better leverage their
current technology investments and deliver a more productive
communications experience to their users and clients, while
improving the capabilities and lowering the cost of their
communications infrastructure and platforms."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/maka5j

                    About Avistar Communications

Headquartered in San Mateo, California, Avistar Communications
Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a
portfolio of 80 patents for inventions in video and network
technology and licenses IP to videoconferencing, rich-media
services, public networking and related industries.  Current
licensees include Sony Corporation, Sony Computer Entertainment
Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and
Emblaze-VCON.

The Company reported net income of $4.45 million on $19.65 million
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $3.98 million on $8.82 million of total revenue during
the prior year.


AVISTAR COMMUNICATIONS: Gerald Burnett Holds 42.0% Equity Stake
---------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Gerald J. Burnett disclosed that he
beneficially owns 16,414,700 shares of common stock of Avistar
Communications Corporation representing 42.0% of of the 39,121,360
shares of Company's common stock outstanding as of Dec. 31, 2010.
A full-text copy of the filing is available for free at:

                       http://is.gd/SmwhZO

                   About Avistar Communications

Headquartered in San Mateo, California, Avistar Communications
Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a
portfolio of 80 patents for inventions in video and network
technology and licenses IP to videoconferencing, rich-media
services, public networking and related industries.  Current
licensees include Sony Corporation, Sony Computer Entertainment
Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and
Emblaze-VCON.

The Company reported net income of $4.45 million on $19.65 million
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $3.98 million on $8.82 million of total revenue during
the prior year.

The Company's balance sheet at March 31, 2011 showed $4.70 million
in total assets, $14.61 million in total liabilities, and a
$9.91 million total stockholders' deficit.


AWAL BANK: Has Approval to Give Up EnerTech Partnership Interest
----------------------------------------------------------------
Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
the administrator for Awal Bank BSC was given authorization from
the bankruptcy court last week to sell its interest in a limited
partnership, EnerTech Capital Partners III.

As reported in the April 20, 2011 edition of the Troubled Company
Reporter, Awal Bank has proposed to sell its interest after
EnerTech's general partner placed it in default following the
bank's failure to contribute as much as $1.5 million under a
partnership agreement with EnerTech, and threatened to take legal
actions on account of the unpaid capital contributions.

According to the sale agreement, the Debtor holds a limited
partnership representing an aggregate capital commitment of
$5,000,000 in Enertech.

Dritte Vermogensverwaltung Wolbern Private Equitiy Future 03 GmbH
of Grosser Grasbrook 9, 20457 Hamburg, Germany, is the purchaser.

The purchase price is $1 and the agreement by the Purchaser to pay
all capital calls now outstanding or arising in the future in
respect of the Partnership Interest.

The sale agreement calls for the private sale and transfer of Awal
Bank's interest free and clear of liens and encumbrances.  It also
provides for the assumption and assignment of the partnership
agreement to the purchaser of Awal Bank's interest.

The sale agreement is subject to the satisfaction of certain
conditions, which include the prior consent of the general
partner, court approval of the agreement and the execution of an
assumption and assignment agreement with EnerTech.  The deal can
be terminated if those conditions are not met by April 30, 2011.

A full-text copy of the sale agreement is available for free at
http://bankrupt.com/misc/AwalBank_SaleEnerTech.pdf

                          About Awal Bank

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

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

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


BEAZER HOMES: Stockholders OK to Hold "Say on Pay" Votes Annually
-----------------------------------------------------------------
In a non-binding advisory vote on the frequency of the advisory
vote on the compensation paid to Beazer Homes USA, Inc.'s named
executive officers held at the 2011 Annual Meeting, stockholders
approved the recommendation of the Company's Board of Directors to
hold say on pay votes annually.  Accordingly, in light of this
result and other factors considered by the Board, the Board has
determined that the Company will hold advisory say on pay votes on
an annual basis until the next required vote on the frequency of
such say on pay votes.

                        About Beazer Homes

Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia.  Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."

The Company's balance sheet at Dec. 31, 2010, showed $1.90 billion
in total assets, $1.55 billion in total liabilities and
$349.65 million in stockholders' equity.

                          *     *     *

Beazer carries (i) a 'B-' issuer credit rating, with "stable"
outlook, from Standard & Poor's, (ii) 'Caa1' probability of
default and long term corporate family ratings from Moody's, and
(iii) 'B-' issuer default rating, with stable outlook, from Fitch
Ratings.

Fitch said in November 2010 that the ratings and Outlook for
Beazer reflect the company's healthy liquidity position, improved
capital structure as well as the challenges still facing the
housing market.  Fitch expects existing home sales will decline
7.5% in 2010 and increase 6% in 2011.

S&P said that although Beazer's business and liquidity profiles
have improved, S&P doesn't anticipate raising its ratings on the
company over the next 12 months because S&P expects costs
associated with the company's heavy debt load will weigh on
profitability.

The 'Caa1' corporate family rating, Moody's said in November 2010,
reflects its expectation that Beazer has reduced costs
sufficiently that it will continue to reduce losses in fiscal
2011.  The impairments and other charges are likely to be less
material going forward, given the company's improving gross margin
performance, stabilizing pricing environment, and increasing
absorptions.  However, Moody's expectation is that Beazer's cash
flow performance will weaken in 2011, as the benefits of inventory
liquidation have largely played out.  The ratings also reflect the
company's extended debt maturity profile, improved Moody's-
adjusted debt leverage, and increased net worth position.


BILLY HARWELL: Dist. Ct. Affirms Dismissal of Suit v. Tom Hill
--------------------------------------------------------------
Chief District Judge Wiley Y. Daniel affirmed a bankruptcy court
ruling dismissing Billy Jason Harwell's Fourth Amended Complaint
against Tom Clay Hill, concluding that Mr. Harwell's remaining
claims are barred by the doctrine of res judicata.

The District Court meanwhile denied Mr. Hill's motion to impose
sanctions for the filing of a frivolous appeal.

Mr. Hill filed a proof of claim for $1,539,099 in Mr. Harwell's
bankruptcy based on a state court judgment for the deficiency
balance on a promissory note executed by Mr. Harwell as partial
payment for land Mr. Harwell purchased from Mr. Hill in 2001.  Mr.
Harwell sought disallowance of Mr. Hill's proof of claim and
cancellation of any related judgment liens.

The case before the District Court is Billy Jason Harwell,
Plaintiff/Appellant, v. Tom Clay Hill, Defendant/Appellee, Civil
Action No. 10-cv-00339-WYD (D. Colo.).

A copy of the District Court's March 29, 2011 Order is available
at http://is.gd/KZYJEHfrom Leagle.com.

Based in Colorado Springs, Colorado, Billy Jason Harwell, a/k/a
8345 Bluffview Way, filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 05-41744) on Oct. 10, 2005.  The case
was later converted to a Chapter 7 proceeding.  Lynn H. Martinez
was appointed as Bankruptcy Trustee.  Judge A. Bruce Campbell
presided over the case.  In his petition, the Debtor disclosed
$2,661,355 in assets and $3,543,434 in debts.  The Bankruptcy
Court entered an order converting the case to Chapter 7 on
Feb. 28, 2007.


BLOCKBUSTER INC: Lenders Object to Asset Sale Deal with Dish
------------------------------------------------------------
BankruptcyData.com reports that the steering group of
Blockbuster's D.I.P. lenders, roll-up noteholders and senior
noteholders filed with the U.S. Bankruptcy Court an objection to
the Debtors' motion for approval of an amended and restated asset
purchase and sale agreement with DISH Network.

BankruptcyData.com says the group asserts, "The Delayed Closing
Penalty is designed to encourage a swift Closing with minimal
purchase price adjustments and with prompt payment and reserves
established pursuant to paragraph 24 of the Sale Order. The
Debtors should not be permitted to waive this aspect of the
Original APA which was specifically negotiated for the benefit of
the estates and the Debtors' creditors."

                        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.  It disclosed assets of $1 billion and debts of $1.4 billion
at the time of the filing.

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.

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.

The Bank of New York Trust Company, N.A., as trustee under that
certain indenture, dated as of Aug. 20, 2004, with respect to the
9% Senior Subordinated Notes due 2012 issued by Blockbuster Inc.,
is represented by Edward P. Zujkowski, Esq., at Emmet, Marvin &
Martin, LLP.

The Ad Hoc Studio Committee of Blockbuster Inc. et al. is
represented by Robert J. Feinstein, Esq., at Pachulski Stang Ziehl
& Jones LLP.

Blockbuster on Feb. 21, 2011, entered into an Asset Purchase and
Sale Agreement providing for the sale of substantially all of
their assets or the proceeds of those assets to a newly formed
entity named Cobalt Video Holdco LLC.  For purposes of entering
into the Purchase Agreement, the Purchaser was established by
Monarch Alternative Capital LP, Owl Creek Asset Management LP,
Stonehill Capital Management, LLC, and Varde Partners, Inc. who
collectively hold more than 50% of the Senior Secured Notes and
each of which is a member of the Steering Committee.  Cobalt Video
Holdco LLC, the stalking horse purchaser, was represented by Mark
Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP.

The auction was held earlier this month and Dish Network Corp. won
with an offer having a gross value of $320 million.  Dish said it
expects to pay $228 million cash after adjustments for
Blockbuster's cash and inventory.


BLUE HERON: Court Converts Case to Chapter 7 Liquidation
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon has converted
the Chapter 11 case of Blue Heron Paper Company to a bankruptcy
case under Chapter 7.

In an order dated April 1, 2011, the Court also ruled that Michael
A Siebers, who represents the Debtor in the capacity of president
and chief executive officer, is designated, pursuant to Rule
9001(5) of the Federal Rules of Bankruptcy Procedure, to perform
the duties imposed upon the Debtor by the Bankruptcy Code.

Peter C McKittrick, 13607 NW Cornell Rd PMB 229, Portland, Oregon,
is appointed interim trustee of the Debtor's estate.  The
trustee's bond will be the blanket bond on file with the U.S.
Bankruptcy Court Clerk.

                        About Blue Heron

Oregon City, Oregon-based Blue Heron Paper Company --
http://www.blueheronpaper.com/-- produces newsprint, and high
bright and heavyweight groundwood specialty printing papers.

Blue Heron filed for Chapter 11 protection (Bankr. D. Ore. Case
No. 09-40921) on Dec. 31, 2009.  David B. Levant, Esq., at Stoel
Rives LLP, in Portland, Oregon, serves as bankruptcy counsel to
the Debtor.  Attorneys at Barran Liebman LLP have been tapped as
labor and employment counsel.  The Debtor also hired Vanden Bos &
Chapman, LLP, as special counsel.  The Company estimated $10
million to $50 million in assets and debts as of the Chapter 11
filing.


BOUNDARY BAY: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Boundary Bay Capital LLC filed with the U.S. Bankruptcy Court for
the Central District of California, Santa Ana Division, its
schedules of assets and liabilities, disclosing:

  Name of Schedule                        Assets      Liabilities
  ----------------                        ------      -----------
A. Real Property                      $1,250,000
B. Personal Property                 $14,625,981
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                      $8,144,213
E. Creditors Holding
   Unsecured Priority
   Claims                                                $206,506
F. Creditors Holding
   Unsecured Non-priority
   Claims                                             $45,286,139
                                     -----------      -----------
      TOTAL                          $15,875,981      $53,636,859

                        About Boundary Bay

Irvine, California-based Boundary Bay Capital, LLC, a California
LLC, fka Covenant Bancorp, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. C.D. Calif. Case No. 11-14298) on March 28,
2011.  Hutchison B. Meltzer, Esq., at Weiland, Golden, Smiley,
Wang Ekvall & Strok, LLP, serves as the Debtor's bankruptcy
counsel.  The Debtor estimated its assets at $10 million to
$50 million and debts at $50 million to $100 million.

Affiliate Cartwright Properties, LLC, filed a separate Chapter 11
petition on June 9, 2010 (Bankr. C.D. Calif. Case No. 10-17823).


BOWE BELL + HOWELL: Court OKs BBH Canada as Foreign Representative
------------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware, at the behest of Bowe Systec, Inc., et al.,
has authorized BBH Canada to act as the foreign representative of
the Debtors in Canada in order to seek recognition of the Chapter
11 cases on behalf of the Debtors, and to request that the Ontario
Superior Court of Justice lend assistance to the Court in
protecting the Debtors' property, and to seek any other
appropriate relief from the Ontario Court.
.

                   About BOWE BELL + HOWELL

Headquartered in Wheeling, Ill., BOWE BELL + HOWELL --
http://www.bowebellhowell.com/-- is a leading provider of high-
performance document management solutions and services.  In 1936,
the company pioneered gripper arm mail-inserting systems and has
one of the world's largest installed bases of such inserters as a
result of the technology's flexibility, performance and
reliability.  The company's complete portfolio of inserting,
sorting, plastic card, integrity, cutting, packaging, print-on-
demand and software solutions is one of the most comprehensive
product offerings for paper-based communications.  These solutions
are supported by one of the largest dedicated service
organizations in the industry.  In addition to its headquarters
offices, the company maintains major manufacturing and service
locations in Durham, N.C. and Bethlehem, Penn.

Bowe Bell + Howell sought bankruptcy protection in the U.S. as
part of a deal to itself to creditor Versa Capital Management Inc.
to pay off debt.

Bowe Systec, Inc., Bowe Bell + Howell Holdings, Inc., and other
affiliates, including Bowe Bell + Howell Holdings, Inc., filed
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-11186) on
April 18, 2011.  Bowe Systec estimated assets and debt of $100
million to $500 million as of the bankruptcy filing.

Lee E. Kau fman, Esq., and Mark D. Collins, Esq., at Richards,
Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel.
McDermott Will & Emery is the Debtors' special corporate counsel.
Focus Management Group is the Debtors' financial advisors.  Lazard
Middle Market LLC is the Debtors' investment banker.  The Garden
City Group, Inc is the Debtors' claims and notice agent.

Bowe Bell + Howell International Ltd., BBH's Canadian subsidiary,
commenced parallel ancillary proceeding under Part IV of the
Companies' Creditors Arrangement Act.  BBH Canada, as the proposed
foreign representative for the Debtors in the ancillary
proceeding, will ask an Ontario Superior Court judge to recognize
the bankruptcy proceedings in the U.S.  PricewaterhouseCoopers
Inc. is the prospective Information Officer in the Canadian
Proceeding.


BOWE BELL + HOWELL: Organizational Meeting Set for Friday
---------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on April 29, 2011, at 10:00 a.m. in
the bankruptcy case of Bowe Systec, Inc., et al.  The meeting will
be held at DoubleTree Hotel Wilmington, 700 N King Street, Salon
L, Wilmington, Delaware.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

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

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

                   About BOWE BELL + HOWELL

Headquartered in Wheeling, Ill., BOWE BELL + HOWELL --
http://www.bowebellhowell.com/-- is a leading provider of high-
performance document management solutions and services.  In 1936,
the company pioneered gripper arm mail-inserting systems and has
one of the world's largest installed bases of such inserters as a
result of the technology's flexibility, performance and
reliability.  The company's complete portfolio of inserting,
sorting, plastic card, integrity, cutting, packaging, print-on-
demand and software solutions is one of the most comprehensive
product offerings for paper-based communications.  These solutions
are supported by one of the largest dedicated service
organizations in the industry.  In addition to its headquarters
offices, the company maintains major manufacturing and service
locations in Durham, N.C. and Bethlehem, Penn.

Bowe Bell + Howell sought bankruptcy protection in the U.S. as
part of a deal to itself to creditor Versa Capital Management Inc.
to pay off debt.

Bowe Systec, Inc., Bowe Bell + Howell Holdings, Inc., and other
affiliates, including Bowe Bell + Howell Holdings, Inc., filed
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-11186) on
April 18, 2011.  Bowe Systec estimated assets and debt of $100
million to $500 million as of the bankruptcy filing.

Lee E. Kau fman, Esq., and Mark D. Collins, Esq., at Richards,
Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel.
McDermott Will & Emery is the Debtors' special corporate counsel.
Focus Management Group is the Debtors' financial advisors.  Lazard
Middle Market LLC is the Debtors' investment banker.  The Garden
City Group, Inc is the Debtors' claims and notice agent.

Bowe Bell + Howell International Ltd., BBH's Canadian subsidiary,
commenced parallel ancillary proceeding under Part IV of the
Companies' Creditors Arrangement Act.  BBH Canada, as the proposed
foreign representative for the Debtors in the ancillary
proceeding, will ask an Ontario Superior Court judge to recognize
the bankruptcy proceedings in the U.S.  PricewaterhouseCoopers
Inc. is the prospective Information Officer in the Canadian
Proceeding.


BPP TEXAS: Plan Filing Exclusivity Expires May 15
-------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas has
signed an agreed order submitted by BPP Texas LLC and its Debtor
affiliates and Citizens Bank of Pennsylvania extending the
Debtors' exclusive period for the filing of a Chapter 11 plan
through May 15, 2011, and the exclusive period for solicitation of
that plan through and including July 27, 2011.

                        About BPP Texas

Pittsburgh, Pennsylvania-based BPP Texas, LLC, along with BPP
Illinois, LLC, BPP Iowa, LLC, BPP Michigan, LLC, BPP Minnesota,
LLC, and BPP Wisconsin, LLC, own and operate 22 hotels located in
Texas, Illinois, Iowa, Michigan, Minnesota, and Wisconsin.

BPP Texas and several affiliates filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Tex. Lead Case No. 10-44378) on Dec. 21,
2010.  Davor Rukavina, Esq., and Jonathan Lindley Howell, Esq., at
Munsch Hardt Kopf & Harr, P.C., serve as the Debtors' bankruptcy
counsel.  BPP Texas estimated its assets at $1 million to
$10 million and debts at $50 million to $100 million.

Affiliates BPP Illinois, BPP Iowa, BPP Michigan, BPP Minnesota,
and BPP Wisconsin filed separate Chapter 11 bankruptcy petitions.
BPP Wisconsin estimated its assets at $10 million to $50 million
and debts at $50 million to $100 million.


BPP TEXAS: Files Schedules of Assets and Liabilities
----------------------------------------------------
BPP Texas LLC filed with the U.S. Bankruptcy Court for the Eastern
District of Texas its schedules of assets and liabilities,
disclosing:

  Name of Schedule                        Assets      Liabilities
  ----------------                        ------      -----------
A. Real Property                      $2,979,472
B. Personal Property                    $751,672
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $65,813,707
E. Creditors Holding
   Unsecured Priority
   Claims                                                  $7,901
F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $71,223
                                     -----------      -----------
      TOTAL                           $3,731,144      $65,892,831

                        About BPP Texas

Pittsburgh, Pennsylvania-based BPP Texas, LLC, along with BPP
Illinois, LLC, BPP Iowa, LLC, BPP Michigan, LLC, BPP Minnesota,
LLC, and BPP Wisconsin, LLC, own and operate 22 hotels located in
Texas, Illinois, Iowa, Michigan, Minnesota, and Wisconsin.

BPP Texas and several affiliates filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Tex. Lead Case No. 10-44378) on Dec. 21,
2010.  Davor Rukavina, Esq., and Jonathan Lindley Howell, Esq., at
Munsch Hardt Kopf & Harr, P.C., serve as the Debtors' bankruptcy
counsel.  BPP Texas estimated its assets at $1 million to
$10 million and debts at $50 million to $100 million.

Affiliates BPP Illinois, BPP Iowa, BPP Michigan, BPP Minnesota,
and BPP Wisconsin filed separate Chapter 11 bankruptcy petitions.
BPP Wisconsin estimated its assets at $10 million to $50 million
and debts at $50 million to $100 million.


BROADBENT CO: 4 Malls Have Already Sought Bankruptcy Protection
---------------------------------------------------------------
Scott Olson at the Indianapolis Business Journal reports that
Greenwood Shoppes LP, which has filed for Chapter 11, is the owner
of the Greenwood Shoppes strip mall along U.S. 31 near County Line
Road, in Indiana.

The Company, a subsidiary of Indianapolis-based Broadbent Co.,
disclosed debt of $5.7 million and assets of $9 million, according
to the report.  Most of its assets -- $8.5 million -- are tied to
the value of the property.  And much of its debt is the $5.6
million principal remaining on an $8.5 million mortgage.

Based in Greenwood, Indiana, Greenwood Shoppes LP filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 11-
04748) on April 18, 2011.

                  3 Other Affiliates in Chapter 11

The Indianapolis Business Journal notes that in February, another
Broadbent subsidiary, Castleton Plaza LP, which owns the Castleton
Plaza strip mall along East 82nd Street in Indianapolis, filed for
Chapter 11 protection.  Castleton Plaza disclosed assets of nearly
$7.6 million, including more than $6.8 million in real property,
says Mr. Olson.  German American, a secured creditor, is seeking
to foreclose on the Castleton property.  It claims Castleton Plaza
owes nearly $8.7 million on the balance of a $9.5 million loan
made in August 2000, as well as $1.1 million in interest.
Additional fees bring the total to $10.1 million.  Castleton
Plaza, LP, filed for Chapter 11 protection (Bankr. S.D.
Ind. Case No. 11-01444) in Indianapolis, Indiana, on Feb. 16,
2011.

Broadbent's White River Investments LP voluntarily filed for
Chapter 11 in October 2010.  The Company filed for Chapter 11
protection (Bankr. S.D. Ind. Case No. 10-15018) on Oct. 4, 2010.
The Company disclosed assets of $1.4 million and liabilities of
$1.3 million.

Broadbent's Greenwood Point LP, which owns the Greenwood Point
shopping mall, located cloe to Greenwod Shoppes, filed for
reorganization (Bankr. S.D. Ind. Case No. 10-00569) in January
2010.  Greenwood Point estimated both assets and liabilities of
between $1 million and $10 million.

Paul T. Deignan, Esq., at Taft Stettinius & Hollister LLP,
in Indianapolis, serves as counsel to the Debtors.


CAPRIUS INC: Stockholders OK Merger with Vintage Capital
--------------------------------------------------------
Caprius, Inc., announced that at the special meeting of
stockholders held on April 21, 2011, its stockholders approved the
adoption of the Agreement and Plan of Merger among the Company,
Vintage Capital Group, LLC, and Capac Co., a wholly-owned
subsidiary of Vintage.  The Agreement was approved by stockholders
holding approximately 87.3% of the outstanding voting shares.
Following the special meeting, the merger was completed with
Caprius becoming a wholly-owned subsidiary of Vintage.

On Nov. 10, 2010, Caprius, Vintage and the Merger Sub entered into
an Agreement and Plan of Merger.

On April 21, 2011, Caprius filed a Certificate of Merger with the
Secretary of State of the State of Delaware, pursuant to which
Merger Sub was merged with and into Caprius, with Caprius
continuing as the surviving corporation and the separate corporate
existence of Merger Sub ceased.  As a result of the Merger,
Caprius became a wholly-owned subsidiary of Vintage.

Under the terms of the Agreement, the record holders of the
Company's outstanding capital stock will receive cash merger
consideration equal to: (i) $0.065 per share for each share of
common stock; (ii) $40.625 per share, representing the common-
equivalent consideration based upon its conversion rate of 625
shares of common stock, for each share of Series E Convertible
Preferred Stock; and (iii) $6.50 per share, representing the
common-equivalent consideration based upon its conversion rate of
100 shares of common stock, for each share of Series F Convertible
Preferred Stock, without interest and less any applicable
withholding taxes, excluding shares held by the Company, Vintage
and holders who perfected their statutory appraisal rights.

Stockholders of record will receive an Exchange Form and
instructions on how to surrender their Caprius share certificates
in exchange for the merger consideration.  Holders of the common
stock and preferred stock should wait until they receive the
Exchange Form and associated documents from Computershare Trust
Company, N.A., which is acting as the exchange agent and paying
agent for the Caprius stock, before surrendering their
certificates.  Holders whose shares are held through a bank or
broker will not have to take any action to exchange their share
certificates as the exchange will be handled with Computershare by
their bank or broker directly.

With the closing of the Merger, the Caprius common stock will no
longer trade in the Pink Sheets and Caprius will deregister the
common stock with the Securities and Exchange Commission.

In a Form 15 filing, Caprius, Inc., informed the SEC regarding the
termination of registration of its common stock, $0.01 par value
per share.  As of April 21, 2011, there was only one holder of
record of the Company's common stock.

                        About Caprius, Inc.

Paramus, N.Y.-based Caprius, Inc., is engaged in the infectious
medical waste disposal business, through its wholly-owned
subsidiary M.C.M. Environmental Technologies, Inc., which
developed, markets and sells the SteriMed and SteriMed Junior
compact systems that simultaneously shred and chemically disinfect
regulated medical waste, utilizing its proprietary, EPA
registered, bio-degradable chemical known as Ster-Cid.

The Company's balance sheet at Dec. 31, 2010 showed $1.58 million
in total assets, $9.34 million in total liabilities and a
$7.76 million stockholders' deficiency.

Marcum LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern following the
Company's results for fiscal years ended Sept. 30, 2009 and 2010.
The independent auditors noted that the Company has a working
capital deficiency and has substantial recurring losses from
operations.  In addition, under the terms of the Loan Facility
Agreement with Vintage Capital Group LLC, the Company was obliged
to fulfill certain defined covenants and achieve specific
milestones, including those relating to unit sales and the
relocation of manufacturing.  To date, these aforementioned
covenants and milestones have not been met and the Company has
been put on notice by Vintage of these defaults, Marcum said in
its report attached to the Form 10-K for the fiscal year ended
Sept. 30, 2010.


CARPENTER CONTRACTORS: Allowed to Obtain DIP Financing
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida has
authorized Carpenter Contractors of America, Inc., and CCA
Midwest, Inc. to obtain postpetition secured financing from First
American Bank and use cash collateral.

The DIP Facility will be used to fund the Debtors' Chapter 11
case, pay suppliers and other parties.

First American will provide (i) $2.5 million in the form of a term
note, which will be subject to a floating interest rate of 30-day
LIBOR plus 4.0% (with an interest rate floor of 6.0%), and (ii)
the lesser of the loan limit, which is $5.12 million, or the
advance rate, which is the sum of 80% of all eligible accounts
receivable and 35% of all eligible inventory (provided that the
cap on inventory advances is $2 million).

First American will have a (i) security interests in all of the
Debtors' assets, and (ii) superpriority claims with respect to the
Debtors' obligations under the DIP facility over any and all
administrative expenses.

                   About Carpenter Contractors

Pompano Beach, Florida-based Carpenter Contractors of America,
Inc., dba R&D Thiel, provides carpentry services to builders of
new homes primarily in Illinois and Florida.  It also manufactures
building components and distributes construction materials in
Illinois, Florida, and North Carolina.

CCA Midwest Inc. provides carpentry services to builders of new
homes in Illinois.  It is a wholly-owned subsidiary of Carpenter
Contractors.

Carpenter Contractors and CCA Midwest filed for Chapter 11
bankruptcy protection (Bankr. S.D. Fla. Lead Case No. 10-42604) on
Oct. 25, 2010.  Chad P. Pugatch, Esq., serves as the Debtors'
bankruptcy counsel, and Shaw Gussis Fishman Glantz Wolfson &
Towbin LLC, serve as special counsel.  GlassRatner Advisory &
Capital Group, LLC, led by Thomas Santoro, is the Debtors' as
financial advisor, and Scott L. Spencer, CPA and Crowe Horwath,
LLP is the Debtors' accountant for audit work.  Carpenter
Contractors disclosed $42,900,573 in assets and $25,861,652 in
liabilities as of the Chapter 11 filing.


CATALYST PAPER: Snowflake Mill to Restart Production
----------------------------------------------------
Catalyst Paper advised that it expects both paper machines will be
back in production Thursday after a fire in the storage yard at
its Snowflake, Arizona mill on Monday destroyed approximately
11,000 tonnes of recovered old newspapers .

The fire did not have any significant impact on any of the mill's
production equipment.  Quick and professional actions from the
mill staff and workforce, coupled with the great response from
numerous fire companies in the Snowflake area, prevented a more
serious outcome.  There were no serious injuries reported.  All
appropriate authorities were notified, and an investigation into
the cause of the fire is underway.  The combined impact of the
inventory loss, equipment damage, and fighting the fire is
expected to be under the insurance deductible of $5.0 million.

With 12 hours of de-inked pulp inventory on hand, customer orders
are being met with limited disruption.  In-transit and on-site
truck inventories of ONP are more than adequate for the next month
of production.

The Snowflake mill has an annual production capacity of 337,000
tonnes of recycled newsprint and uncoated specialty papers and is
chain-of-custody certified to the Forest Stewardship Council
standard.  The operation supports recovery and domestic recycling
of more than 430,000 tons of waste paper annually, and is the
second largest private sector employer in northeast Arizona.

                        About Catalyst Paper

Catalyst Paper -- http://www.catalystpaper.com/-- manufactures
diverse specialty mechanical printing papers, newsprint and pulp.
Its customers include retailers, publishers and commercial
printers in North America, Latin America, the Pacific Rim and
Europe.  With four mills, located in British Columbia and Arizona,
Catalyst has a combined annual production capacity of 1.9 million
tons.  The Company is headquartered in Richmond, British Columbia,
Canada and its common shares trade on the Toronto Stock Exchange
under the symbol CTL.

The Company posted a net loss of C$398.2 million on sales of
C$1.229 billion during 2010.  The Company's net loss in 2009 was
C$5.6 million on sales of C$1.224 billion.

The Company's balance sheet at Dec. 31, 2010, showed
C$1.696 billion in total assets, C$1.293 billion in total
liabilities, and stockholders' equity of C$403.4 million.

                          *     *     *

Catalyst Paper carried Moody's Investors Service's 'Caa1'
corporate family rating.  Outlook in Negative.  The Company also
carries Standard & Poor's CCC+ long-term corporate credit rating,
Outlook is Stable.


CATHOLIC CHURCH: Wilmington's The Dialog to End After 46 Years
--------------------------------------------------------------
The Catholic Diocese of Wilmington, Inc., will cease publication
of its official newspaper, The Dialog, after 46 years.

The Dialog, which serves the Catholic community of Delaware and
Maryland's eastern shore, published its first issue on
Sept. 3, 1965, when it was called the Delmarva Dialog to
reflect the geography of the Diocese then.  Current circulation of
the newspaper is about 55,000.

A copy of the recent April 14, 2011 issue of The Dialog, as well
as its previous issues, is available for free at the Diocese's Web
site at http://www.cdow.org/041411.pdf

As part of its budget cuts, the Diocese will eliminate 19 full-
time and three part-time positions as it cuts operating expenses
and prepares to pay more than $77.4 million to survivors of sexual
abuse by priests, The Dialog reports.

Among the services that will be discontinued because of the
layoffs are two run by Catholic Charities -- parish social
ministry and the adoption program.  The Diocese will also stop
publishing The Dialog and will let go the paper's staff of seven
full-time employees and one contract staff member.  Most of the
layoffs will be effective July 1, 2011.

The paper "will be phased out sometime this fall," the Diocese
said according to The Dialog.  "Alternative modes of communication
between the diocese, parishes and the faithful are being studied."

Jim Grant, Dialog Editor, says that The Diocese plans to continue
to publish The Dialog on its normal publication schedule -- weekly
through May 26 then every other week in summer -- while it
prepares its new communications approach.

              "I am pained by the loss of jobs,"
                     Bishop Malooly Says

Most Rev. W. Francis Malooly, Wilmington Bishop, published this
statement in the April 14 issue of The Dialog:

My Dear Friends in Christ,

Last week I sent a letter to all employees in our diocesan
ministries and offices advising them that due to the diocese's
current fiscal obligations, our capacity to operate diocesan
ministries at current levels is significantly reduced.
Reductions must be made in the fiscal year 2012 budget which in
turn require us to reduce staff.  Based on certain priorities
set by me and our ultimate goal to continue as best we can the
work of the diocesan ministries, certain reductions have been
recommended to me. I have accepted those recommendations.  As I
stated in my letter to the employees, the reductions in budget
have been spread throughout the six diocesan departments and
administrative offices.  All diocesan ministry and office
budgets were required to reduce expenses; most were required to
reduce expenses by 25%.  These reductions unfortunately have
caused us to initiate a series of layoffs, a most unfortunate
circumstance.

The ending of people's jobs with the diocese is a difficult
decision, and one made only with the greatest reluctance.  I
express my sincerest regret to those whose positions will be
eliminated.  Most reductions in staff will be effective July
1st of this year.  I have asked our Human Resources Office to
assist those having to leave us to help them in preparing
resumes and offer advice and counsel in their search for new
employment.  We are extending health insurance benefits for an
additional time period for employees whose positions have been
eliminated.

              Two goals in filing for bankruptcy

In October of 2009 when the diocese filed for Chapter 11
Reorganization Under the United States Bankruptcy Code, I
stated the diocese had two very clear moral obligations and
therefore two goals in filing for Chapter 11: to make
reparations and otherwise seek healing of legitimate abuse
survivors and to continue the pastoral, educational, charitable
and spiritual missions and ministries of the diocese.  We have
committed ourselves by agreement with the Official Committee of
Unsecured Creditors to meet our first moral obligation by
settling the bankruptcy.  In meeting our second obligation, we
have, through the settlement, protected our parishes and now we
are taking those necessary steps to continue the mission and
ministries of diocesan services, albeit in reduced fashion.  We
have done our best to preserve most of the services our offices
and ministries provide.  In addition to significant reductions
in staffing and operating costs, unfortunately, some few
services will have to be discontinued including Parish Social
Ministry and our Adoption Program, two Catholic Charities
services.  Catholic Charities will, however, continue to retain
its adoption license to attend to special cases.  Also, we must
phase out The Dialog as we know it today.  Alternative forms of
communication between the diocese, parishes and the Faithful
are being studied.  Attached to this letter is further
information detailing the reduction in diocesan staff.

I am pained by the loss of jobs by our dedicated, hard-working
members of the diocesan family. They and all of our employees
have been and are faithful friends and partners in ministry who
loyally serve the Mission of the Church.

I thank all of our employees for their service to the church
and our diocese, but especially in these very difficult days.
We continue to live in challenging times, but with God's grace,
we will continue the work He has entrusted to us.

Sincerely in Our Lord,
Most Rev. W. Francis Malooly
Bishop of Wilmington

                  Details of staff reductions

The Diocese of Wilmington released this list of positions to be
eliminated:

In cutting the operating expenses of Diocesan offices and
ministries, there will be a reduction of 19 full-time positions
and three part-time positions.  Most of the reductions will be
effective the beginning of the fiscal year, July 1:

  * Chancery Office: Reduction of one part-time position.

  * Office for Hispanic Ministry: Reduction of one full-time
    position.

  * Human Resources Office: Reduction of one full-time position.

  * Office for Religious Education: Reduction of one full-time
    position.

  * Office for Catholic Youth Ministry: A vacant staff position
    will not be filled.

  * Tribunal: Reduction of two part-time positions.

  * The Dialog: The Diocese of Wilmington can no longer afford
    to publish the diocesan newspaper and it will be phased out
    sometime this fall, resulting in the reduction of seven
    full-time staff positions and one contract position.
    Alternative modes of communication between the Diocese,
    parishes and the faithful are being studied.

  * Catholic Charities: Catholic Charities has been undergoing
    reorganization for several months, and a number of service
    positions were consolidated.  Further reductions in staff
    between now and July 1 will account for a total reduction
    of eight positions, including two positions vacated by
    retirement that will not be filled.  Services in Catholic
    Charities to be phased out or substantially curtailed
    include Parish Social Ministry and the Adoption Program.
    Regarding adoption: Catholic Charities will retain the
    services of a staff person licensed for adoption to serve
    potential clients at Bayard House, the agency's maternity
    home.

                  About the Diocese of Wilmington

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

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

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

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


CATHOLIC CHURCH: Milwaukee Gets Nod for Therapy Expenses
--------------------------------------------------------
The United States Bankruptcy Court for the Eastern District of
Wisconsin granted, in part, the Archdiocese of Milwaukee's request
to make certain payments under Section 363(b) of the Bankruptcy
Code.

Judge Susan V. Kelley authorized the Archdiocese to pay for
certain psychological counseling and therapy for abuse survivors,
with an annual cap of $100,000.

Judge Kelley ruled that should the Archdiocese believe it
necessary to spend more than $100,000 annually, it may file with
the Court that request.  Judge Kelley also said that she will rule
on the other relief sought in the Section 363(b) Motion at a later
date, which relief includes permission for the Archdiocese to
honor certain prepetition settlement agreement, and to participate
in voluntary mediations with two Abuse Survivors and pay any costs
incident to that activity.

Prior to the entry of the order, the Archdiocese's counsel
informed the Court that the Official Committee of Unsecured
Creditors and the U.S. Trustee have approved the form of the
proposed order.

The Archdiocese also responded to the Creditors Committee's
objection to the Section 363(b) Motion, arguing that the
Archdiocese does not and will not object to the Abuse Survivors
being represented by counsel at mediation sessions.

In response to the Creditors Committee's objection to the
Confidentiality Motion, the Archdiocese pointed out that by that
motion, it attempts to give the Abuse Survivors exclusive control
over the decision of whether to have their identities revealed.

              About the Archdiocese of Milwaukee

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

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

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

Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel.  The
Official Committee of Unsecured Creditors in the bankruptcy case
has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and
Howard, Solochek & Weber, S.C., as its local counsel.

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

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


CLAIRE'S STORES: Reports $4.32-Mil. Profit in Year Ended Jan. 29
----------------------------------------------------------------
Claire's Stores, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K reporting net income of
$4.32 million on $1.42 billion of net sales for the fiscal year
ended Jan. 29, 2011, compared with a net loss of $10.40 million on
$1.34 billion of net sales for the fiscal year ended Jan. 30,
2010.  The Company also reported net income of $21.31 million on
$421.91 million of net sales for the three months ended Jan. 29,
2011, compared with net income of $19.46 million on $410.69
million of net sales for the three months ended Jan. 30, 2010.

The Company's balance sheet at Jan. 29, 2011 showed $2.86 billion
in total assets, $2.89 billion in total liabilities and a $26.51
million in stockholders' deficit.

Chief Executive Officer Gene Kahn commented, "We are coming off a
very strong global performance in 2010 having posted a positive
6.5% same store sales increase for the year with a positive 7.8%
increase in North America and a 4.3% increase in Europe.  We are
encouraged by the fact that we have had five straight quarters of
same store sales growth.  While we benefited to some degree by the
stabilization of the broader economy, we were still well
positioned at the forefront of our peer group of specialty
retailers.

"As we began the year and emerged from the difficult economy in
2009, we reengaged for growth and put into place a series of
initiatives to achieve that performance.  The work that we did to
upgrade the merchandise selection, distort our assortment to
capitalize on the opportunity in Accessories and improve the in-
store environment enabled us to create strong positive momentum.
Our global team of committed and talented executives and
associates provided the strong leadership required for this level
of sales and EBITDA performance.

"In 2011, we will continue to drive organic growth through our
merchandise, stores and customer offense.  In addition, we intend
to increase our global reach through further new store expansion,
on both an owned and franchised basis, and new distribution
channels.  We are particularly excited about our upcoming launch
of E-Commerce in the U.S. this summer and the associated brand
enhancement that it will provide."

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

                       http://is.gd/PBUIya

                       About Claire's Stores

Claire's Stores, Inc. -- http://www.clairestores.com/-- is a
specialty retailer offering accessories and jewelry for kids,
tweens, teens, and young women in the 3 to 27 age range.  The
Company is organized based on its geographic markets, which
include North American division and European division.  As of
Jan. 30, 2010, it operated a total of 2,948 stores, of which
1,993 were located in all 50 states of the United States, Puerto
Rico, Canada, and the United States Virgin Islands (its North
American division) and 955 stores were located in the United
Kingdom, France, Switzerland, Spain, Ireland, Austria, Germany,
Netherlands, Portugal, and Belgium (its European division).  Its
stores operate under the trade names Claire's and Icing.  In
addition, as of Jan. 30, 2010, it franchised 195 stores in the
Middle East, Turkey, Russia, South Africa, Poland, Greece,
Guatemala and Malta under franchising agreements.  It also
operates 211 stores in Japan through its Claire's Nippon 50:50
joint venture with AEON Co. Ltd.

Moody's Investors Service in December 2010 upgraded Claire's
Stores' ratings, including its Corporate Family Rating and
Probability of Default Rating, to Caa2 from Caa3.  The upgrade
reflects a decrease in Claire's probability of default given that
the company can now fully cover its interest expense.  This is due
to earnings improvement from solid comparable store sales growth,
improved merchandise margins, and continued expense discipline.

Claire's Caa2 Probability of Default Rating reflects Moody's view
that although Claire's credit metrics have improved, they remain
very weak as a result of its heavy debt load.  For the twelve
months ending Oct. 30, 2010, Claire's debt to EBITDA was very
high at 9.3 times.


CLEARWATER DEVELOPMENT: Gypsum Has $62-Mil. Debt to Lender
----------------------------------------------------------
Kristen MacBeth at BankruptcyHome.com reports, citing
BusinessWeek, that Gypsum, Colorado-based Clearwater Development,
Inc., which has filed for Chapter 11 protection, owes Kennedy
Funding Inc., the largest creditor, more than $62 million, with
$58 million of the debt unsecured.

Clearwater operates The Gypsum, a gated golf community.  The
development is 35 miles outside of Vail, Colorado, which is a
popular ski resort town.  In total, Clearwater is approximately
963 acres.

Clearwater Development, Inc., filed a Chapter 11 petition (Bankr.
D. Colo. Case No. 11-18725) in Denver on April 18, 2011.  The
Debtor said in a court filing it has properties worth $8,000,000,
constituting 50 finished single family home sites, 65 partially
finished family home sites, 225 entitled single family home sites,
completed 18 hole Robert Trent Jones Jr. golf course, completed 18
hole putting course, 25 acres of lakes, among others.  The
properties secure a $69,543,133 debt.


COLONIAL BANCGROUP: Plan Voting Deadline Extended Until Tomorrow
----------------------------------------------------------------
BankruptcyData.com reports that Colonial BancGroup filed with the
U.S. Bankruptcy Court a notice, in accordance with Paragraph 23 of
the order granting the Company's amended motion to approve its
Disclosure Statement, proposed voting procedures and to schedule
the hearing to consider confirmation of Debtor's Second Amended
Plan of Liquidation and form of notice of confirmation, of
extension of the voting deadline until April 28, 2011.

Separately, the lead plaintiffs - Arkansas Teacher Retirement
System, The State-Boston Retirement System, Norfolk County
Retirement System and City of Brockton Retirement System - in the
consolidated securities class action entitled In re Colonial
BancGroup, Inc. Securities Litigation filed with the Court an
objection to the Plan.

The lead plaintiffs object to the Plan on the following grounds:
"(a) the protocol for the maintenance and abandonment of the
Debtor's books and records should be applicable to any books and
records that may have been transferred pre-confirmation; (b) the
Plan's extension of certain stays or injunctions beyond the
Effective Date is improper and prejudicial to Lead Plaintiffs; (c)
the Plan should not impact the rights of Lead Plaintiffs and the
Securities Claimants to proceed with their claims against the
Debtor to the extent of available insurance coverage, irrespective
of any injunctions, discharge or distribution under the Plan; and
(d) the Plan injunction provision is ambiguous and must
affirmatively exclude any claims of Lead Plaintiffs and the
Securities Claimants against the Non-Debtor Defendants and any
other non-Debtors, as similarly provided for in the Plan
exculpation provision."

BData relates that some of the creditor treatment includes:

   -- administrative claims, priority tax claims and
      priority non-tax claims will be paid in full;

   -- convenience class claims will recover 75%;

   -- general unsecured claims, statutorily subordinated
      and claims indenture claims will receive a portion
      of available cash after priority claims have been
      paid in full and money is reserved for disputed
      claims; and

   -- equity interests will be cancelled.

The Court scheduled a hearing to consider confirmation of the Plan
for May 11, 2011.

                   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, serve as counsel to 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.


CONSTAR INT'L: Has Plan Filing Exclusivity Until Sept. 8
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
extended Constar International, Inc. and its Debtor affiliates'
exclusive period to file a Chapter 11 plan to Sept. 8, 2011 and
the exclusive period to solicit acceptances of that plan to Nov.
7, 2011.

The Court's order is without prejudice to the Debtors' right to
seek further extensions.

As reported in the April 12, 2011 edition of the Troubled Company
Reporter, the Debtors sought an extension of their exclusive
periods out of an abundance of caution.  The Debtors relate that
the Court approved their first amended disclosure statement and
set an April 25 confirmation hearing which was rescheduled for
May 20, at 3:00 p.m.  Kurtzman Carson Consultants LLC, the
Debtors' claims, noticing and voting agent, will solicit plan
votes until May 10.

Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
the Debtors' prepackaged plan has holders of 75% of the $220
million in senior secured floating-rate notes who survived a prior
bankruptcy converting their debt into a new $70 million term loan
and $30 million of convertible preferred stock.  In the first
reorganization, $175 million of 11% subordinated notes were
exchanged for all the new stock.  The stock given out last time is
being extinguished this time.

                  About Constar International

Philadelphia, Pennsylvania-based Constar International Inc. --
http://www.constar.net/-- produces and supplies polyethylene
terephthalate plastic containers for food and beverages.

Constar filed for Chapter 11 protection in December 2008 (Bankr.
D. Del. Lead Case No. 08-13432), with a pre-negotiated Chapter 11
plan.  The plan, which reduced Constar's debt load by roughly
$175 million, became effective on May 29, 2009.  Attorneys at
Bayard P.A., and Wilmer Cutler Pickering Hale and Dorr LLP
represented the Debtor in the case.

Due to operating losses caused by a significant decline in demand
for its products from Pepsi-Cola Advertising and Marketing Inc.
and other customers, Constar and its affiliates returned to
Chapter 11 protection on Jan. 11, 2011 (Bankr. D. Del. Case No.
11-10109), with a Chapter 11 plan negotiated with holders of 75%
of the holders of $220 million in senior secured floating-rate
notes.

Andrew Goldman, Esq., and Dennis Jenkins, Esq., at Wilmer Cutler
Pickering Hale and Dorr LLP, serve as the Debtors' general
bankruptcy counsel.  Jamie Lynne Edmonson, Esq., and Neil B.
Glassman, Esq., at Bayard, P.A., serve as co-counsel to the
Debtors.  PricewaterhouseCoopers serves as the Debtors'
independent auditors and accountants.  Kurtzman Carson Consultants
LLC serves as the Debtors' claims agent.

The Debtors disclosed $418 million in total assets and
$414 million in total debts as of Sept. 30, 2010.

Constar filed for Chapter 11 protection with a pre-arranged
debt-for-equity exchange, expected to be completed by mid-2011.
The Company and holders of more than 75% of its senior secured
floating- rate notes agreed on a restructuring plan that would
reduce debt by as much as $150 million.


CORBIN PARK: BofA Not a Party to Lienholders' Suit v. Surety
------------------------------------------------------------
District Judge Kathryn H. Vratil ruled that Bank of America N.A.
is not a party to the suit, Faith Technologies, Inc., et al., v.
The Fidelity & Deposit Company of Maryland and Brown Commercial
Construction Company, Inc., Civil Action No. 10-2375-KHV/JPO (D.
Kan.).  Judge Vratil denied BofA's motion for leave to file a
declaratory judgment claim or, in the alternative, to intervene.

Albeit circuitously, the suit arose from a shopping center
development project gone bad.  The development, known as the
Corbin Park Shopping Center, is on the southeast corner of 135th
Street and Metcalf Avenue in Overland Park, Kansas.  Brown
Commercial Construction Company, Inc., was the general contractor
on the project.  Plaintiffs are subcontractors, sub-subcontractors
and suppliers who hold liens against Corbin Park property for
unpaid work.  On behalf of Brown, The Fidelity & Deposit Company
of Maryland issued payment and performance bonds for the Corbin
Park project.  In October 2008, BofA contracted with Corbin Park
to fund the project.  It stopped funding in July 2009, before the
project was completed.  On Jan. 5, 2010, Corbin Park, L.P., which
owns the property, filed for bankruptcy (Bankr. D. Kan. Case No.
10-20014).

This litigation involves plaintiffs' claims against Brown as
principal, and F&D as surety, for unpaid work on the shopping
center. Specifically at issue is F&D payment bond number 08764243
issued on October 9, 2008.  BofA asserts that the F&D bond is a
statutory or "release of lien" bond under K.S.A. Sec. 60-1110.  If
true, the bond would discharge plaintiffs' liens against the
Corbin Park property and permit them to seek payment only under
the F&D bond.  The bond states that "[t]he intent is that this
Bond shall be construed as a statutory bond and not as a common
law bond."  Defendants, and some plaintiffs, assert that the F&D
bond does not meet the requirements of Section 60-1110 and that it
is a common law bond.

A copy of the District Court's March 29, 2011 Memorandum and Order
is available at http://is.gd/5Ff27afrom Leagle.com.

Based in Omaha, Neb., Corbin Park, L.P., acquired part of a 97-
acre, partially developed, shopping center known as Corbin Park in
2008.  Corbin Park sought Chapter 11 protection (Bankr. D. Kan.
Case No. 10-20014) on Jan. 5, 2010.  Carl R. Clark, Esq., and
Jeffrey A. Deines, Esq., at Lentz Clark Deines PA, represent the
Debtor.  The Debtor estimated $50 million to $100 million in
assets and $10 million to $50 million in debts as of the Petition
Date.


COWPER LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Cowper, LLC
        P.O. Box 1013
        Rockwall, TX 75087

Bankruptcy Case No.: 11-32658

Chapter 11 Petition Date: April 20, 2011

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Barbara J. Houser

Debtor's Counsel: Hayward M. Rigano, Esq.
                  102 W. Methvin Street
                  Longview, TX 75601
                  Tel: (903) 238-9770

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 Brian Hanie, managing member.


CREDIT-BASED ASSET: 0.53% Liquidating Chapter 11 Plan Confirmed
---------------------------------------------------------------
Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
Credit-Based Asset Servicing & Securitization LLC, commonly known
as C-Bass, was told by the bankruptcy judge at a confirmation
hearing April 25 that he will approve the liquidating Chapter 11
plan carrying out an agreement made before the bankruptcy filing
in November.

Eric Hornbeck at Bankruptcy Law360 reports that Judge Allan L.
Gropper on Monday approved C-BASS's plan after receiving no
objections.

According to Law360, Judge Allan L. Gropper said the plan
"attempts to allocate the debtor's remaining resources as
reasonably as possibly considering all of the circumstances of
what I now gather is being called the great recession, but for
some was much more than that."

As reported in the March 9, 2011 edition of the Troubled Company
Reporter, the Plan would carry out an agreement reached with
secured lenders before the November bankruptcy filing that allows
the use of $8.2 million to operate in Chapter 11 and distribute to
lower-ranking creditors.

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

According to the Disclosure Statement, senior unsecured creditors
with $903 million in claims are told to expect a 0.53% recovery.
Holders of $539 million in two types of subordinated claims will
receive nothing.  The holders of $191.6 million in senior lenders'
claims receive nothing on account of the pre-bankruptcy agreement,
until the liquidating trust recovers more than $15 million.  To
receive a distribution, unsecured creditors must give releases to
the lenders.

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

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

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

The Official Committee of Unsecured Creditors has selected
Clifford A. Zucker to serve as the liquidation trustee subject to
confirmation of the Debtors' Plan.

               About Credit-Based Asset Servicing

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

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

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

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

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


CROSS COUNTY: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Cross County National Associates, LP filed with the U.S.
Bankruptcy Court for the Eastern District of Texas, its schedules
of assets and liabilities, disclosing:

  Name of Schedule                        Assets      Liabilities
  ----------------                        ------      -----------
A. Real Property                     $12,403,491
B. Personal Property                     $26,795
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $10,437,946
E. Creditors Holding
   Unsecured Priority
   Claims                                                $572,598
F. Creditors Holding
   Unsecured Non-priority
   Claims                                              $2,085,728
                                     -----------      -----------
      TOTAL                          $12,430,286      $13,096,273

Plano, Texas-based Cross County National Associates, LP, dba Cross
County Mall, filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Tex. Case No. 11-40915) on March 28, 2011.  John P. Lewis,
Jr., Esq., who has an office in Dallas, Texas, serves as the
Debtor's bankruptcy counsel.  The Debtor estimated its assets and
debts at $10 million to $50 million.


CUSTOM POULTRY: Wants to Auction Assets on May 26
-------------------------------------------------
Mary Pieper at the Courier Lee News Service reports that Custom
Poultry Processing LLC is proposing to to auction off its assets
on on May 26, 2011, at 9 a.m., in the courtroom for the U.S.
Bankruptcy Court for the Northern District of Iowa in Cedar
Rapids.

According to the report, the owners believe an asset sale "is the
best method for maximizing the return to the bankruptcy estate and
returning the facilities to production, thereby raising the
possibility of bringing back to work the debtor's laid-off
employees," the motion states.

The Courier Lee News Service relates that in the motion for
authority to sell assets, the Company said production at the plant
was to begin in September 2010, but the plant wasn't ready by then
although the company had contracted for delivery of chickens to
the plant.

                       About Custom Poultry

Custom Poultry owns a shuttered organic chicken processing plant
in Charles City, Iowa.  Custom Poultry Processing started
processing organic and antibiotic-free chickens in November but
then ran into financial difficulties. The Company filed for
Chapter 7 bankruptcy protection on Jan. 20, 2010, operations were
halted on Jan. 21 and employees were sent home.

As reported in the Feb. 7, 2011 edition of the Troubled Company
Reporter, Custom Poultry Processing was granted a request to
change its bankruptcy status from Chapter 7 to Chapter 11.


CYBEX INTERNATIONAL: Reports $379,000 Profit in 1st Quarter
-----------------------------------------------------------
Cybex International, Inc., reported net income of $379,000 on
$31.01 million of net sales for the three months ended March 26,
2011, compared with a net loss of $753,000 on $26.11 million of
net sales for the three months ended March 27, 2010.

The Company's balance sheet at March 26, 2011, showed
$84.35 million in total assets, $98.82 million in total
liabilities, and a $14.47 million stockholders' deficit.
Stockholders' deficit was $15.0 million at Dec. 31, 2010.

John Aglialoro, CYBEX Chairman and CEO stated, "I am pleased with
the Q1 operating results.  We continue to make investments in
marketing and new product development which I believe will build
on our success.  We are now producing two new treadmill models in
addition to our Big Iron line which is new for 2011.  The Bravo
Functional Training Line will be available in Q3 and represents a
new source of revenue.  Consistently introducing new and better
products plus effectively telling our story through multiple means
are key elements in our business development strategy."

As expected, CYBEX also announced that a judgment has been entered
with respect to the December 2010 jury verdict in the product
liability litigation, Barnhard v. Cybex International, Inc.  As
previously reported, CYBEX recorded as of Dec. 31, 2010 a
$62,696,000 litigation reserve as a current liability pertaining
to the Barnhard jury verdict and a corresponding litigation
related receivable for $15,904,000, representing the amount
recoverable from the co-defendant in the matter and the estimated
amount recoverable under the Company's insurance policies.  The
entry of the judgment has resulted in a first quarter 2011
addition of $380,000 to the litigation reserve and $24,000 to the
related receivable.  Interest at the annual rate of 9% will accrue
from the judgment date.

The Company believes that it was not at fault for the accident
that is the basis of the Barnhard suit and accordingly that this
case was wrongly decided as to liability, and further that the
amount of damages awarded by the jury was grossly overstated.  The
Company will continue to pursue all avenues to attain a reversal
or substantial reduction of this judgment.  An appeal of post
trial orders in the case has been filed with the Appellate
Division, Fourth Judicial Department, of the Supreme Court of the
State of New York, and the Company will promptly file an
additional appeal of the judgment.  The posting of a bond in the
full amount of the judgment, which is customarily a requirement
for a stay of enforcement of a judgment during the appellate
process, is beyond the Company's ability to secure.  The Company
is exploring ways of protecting itself during the pendency of its
appeals, which will include immediately requesting the Appellate
Division to grant a stay of enforcement of the judgment with a
limited bonding requirement.

The Company will host a conference call on Monday, May 2, 2011 at
4:30 p.m. ET to discuss first quarter financial results and answer
questions from the investor audience.  Those who wish to
participate may dial (888) 359-3610 from the U.S. or (719) 457-
2603 for international callers.  A live webcast of the conference
call will also be available on the Company's Web site at
www.cybexintl.com in the Company Press section.  Please visit the
Web site at least 15 minutes early to register for the
teleconference webcast and download any necessary software.  A
replay of the call will be available starting Monday, May 2, 2011
at 7:30 p.m. ET and lasting through Monday, May 9, 2011 by dialing
(877) 870-5176 from the U.S. or (858) 384-5517 for international
callers. The access code for the replay is 2918865.

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/0mVBiG

                     About Cybex International

Medway, Mass.-based Cybex International, Inc. (NASDAQ: CYBI)
-- http://www.cybexintl.com/--is a manufacturer of exercise
equipment and develops, manufactures and markets strength and
cardiovascular fitness equipment products for the commercial and,
to a lesser extent, consumer markets.

The Company reported a net loss of $58.2 million on $123.0 million
of sales for 2010, compared with a net loss of $2.4 million on
$120.5 million of sales for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $85.4 million
in total assets, $100.4 million in total liabilities, and a
stockholders' deficit of $15.0 million.

KPMG LLP, in Pittsburgh, Pa., expressed substantial doubt about
Cybex International's ability to continue as a going concern.  The
independent auditors noted that a December 2010 jury verdict in a
product liability suit apportions a significant amount of
liability to the Company.  "The Company does not have the
resources to satisfy a judgment in this matter that has not been
substantially reduced from the jury verdict, which raises
substantial doubt about the Company's ability to continue as a
going concern."


DAVIS BUILDING: Sold to Bascom Group in Receivership Sale
---------------------------------------------------------
City Biz Real Estate reports that Bascom Group LLC has acquired a
landmark redevelopment property, the Davis Building, in a
receivership sale.  The report relates that Ryan Epstein of Marcus
& Millichap Real Estate Investment Services brokered the sale.
The urban-infill, 20-story high rise has 183 loft-style
apartments, 52,235 square feet of retail space and a six-story,
600-space Metropolitan parking garage, the report notes.

According to the report, Bascom's acquisitions team consisted of
Jeffrey Fuller, Han Jang and Paul Miskowicz. J.E. Robert Cos.
provided debt financing.  With the takeover, the report notes,
Bascom has assigned on-site property management to Entrada
Partners, with LAZ Parking in charge of parking management
services.

City Biz Real Estate discloses that Bascom's new buy takes up a
full city block in the Main Street District at the junction of
Main, Elm and Field streets.  The purchase expanded Bascom's Texas
portfolio to 24 properties totaling 8,480 units, the report says.

Bascom Group LLC is a landmark redevelopment property.


DELTA AIR: Could Save Up to $30-Mil. in 2 Years from Tax Break
--------------------------------------------------------------
Delta Air Lines could save up to $30 million on taxes over two
years after the senate gave a certain tax break bill final
passage, Greenwichtime.com reports.

Supporters say the approval aims to keep Delta Air Lines in
Georgia because it brings in millions of dollars in economic
development, however, opponents point out that the tax break on
jet fuel originated six years ago and Delta reported more than $1
billion in profits for 2010, which means that it "doesn't need
the help now".

The bill caps the exemption at $20 million for fiscal year 2012
and $10 million for fiscal year 2013.  The current tax break had
been set to expire June 30, 2011.

                       About Delta Air Lines

Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) --
http://www.delta.com/or http://www.nwa.com/-- provides scheduled
air transportation for passengers and cargo throughout the United
States, and around the world.  The Company's route network is
centered on the hub system it operate at airports in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK,
Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo-
Narita. The hub operations include flights, which gather and
distribute traffic from markets in the geographic region
surrounding the hub to domestic and international cities and to
other hubs. The network is supported by a fleet of aircraft, which
is varied in terms of size and capabilities.  On Dec. 31,
2009, the Company's wholly owned subsidiary Northwest Airlines,
Inc., merged with and into Delta.  The wholly owned subsidiary of
the Company is Northwest Airlines Corporation.

Northwest and 12 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Stable/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's and "B-" LT
Issuer Default rating from Fitch.

S&P said at the end of February 2011 that its ratings on Atlanta,
Ga.-based Delta Air Lines Inc. reflect its highly leveraged
financial profile, with significant intermediate-term debt
maturities, and the risks associated with participation in the
price-competitive, cyclical, and capital-intensive airline
industry.  The ratings also incorporate the reduced debt load and
operating costs Delta achieved while in Chapter 11 in 2005-2007,
and its enhanced competitive position and synergistic
opportunities associated with its 2008 merger with Northwest
Airlines Corp. (parent of Northwest Airlines Inc.), with the two
airlines fully integrated in December 2009.  S&P characterize
Delta's business risk profile as weak and its financial risk
profile as highly leveraged.


DELTA AIR: CEO Disposed Of 21,041 Shares
----------------------------------------
In an April 4, 2011, Form 4 filing with the Securities and
Exchange Commission, Richard H. Anderson, Delta Air Lines, Inc.'s
chief executive officer, disclosed that he disposed of 21,041
shares of common stock at $9.82 per share.

After the transaction, Mr. Anderson was left with 1,693,529
shares of Delta Air Lines common stock.

                       About Delta Air Lines

Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) --
http://www.delta.com/or http://www.nwa.com/-- provides scheduled
air transportation for passengers and cargo throughout the United
States, and around the world.  The Company's route network is
centered on the hub system it operate at airports in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK,
Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo-
Narita. The hub operations include flights, which gather and
distribute traffic from markets in the geographic region
surrounding the hub to domestic and international cities and to
other hubs. The network is supported by a fleet of aircraft, which
is varied in terms of size and capabilities.  On Dec. 31,
2009, the Company's wholly owned subsidiary Northwest Airlines,
Inc., merged with and into Delta.  The wholly owned subsidiary of
the Company is Northwest Airlines Corporation.

Northwest and 12 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Stable/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's and "B-" LT
Issuer Default rating from Fitch.

S&P said at the end of February 2011 that its ratings on Atlanta,
Ga.-based Delta Air Lines Inc. reflect its highly leveraged
financial profile, with significant intermediate-term debt
maturities, and the risks associated with participation in the
price-competitive, cyclical, and capital-intensive airline
industry.  The ratings also incorporate the reduced debt load and
operating costs Delta achieved while in Chapter 11 in 2005-2007,
and its enhanced competitive position and synergistic
opportunities associated with its 2008 merger with Northwest
Airlines Corp. (parent of Northwest Airlines Inc.), with the two
airlines fully integrated in December 2009.  S&P characterize
Delta's business risk profile as weak and its financial risk
profile as highly leveraged.


DELTA AIR: Partners with Farelogix for Distribution
---------------------------------------------------
Delta Air Lines has signed a partnership agreement with Farelogix
to introduce a "direct-connect" distribution strategy for travel
agencies and corporations, Tnooz reports.

The Agreement allows Travel agencies and travel management
companies to access the Delta-Farelogix platform to access the
airline's full-content, including schedules, fares, and optional
services.

Delta plans on using the direct-connect for merchandising
purposes such as offering upgrades to individual travelers, says
the report.

Tnooz says plans for the direct-connect are said to be in their
initial stages with implementation slated for the fourth quarter
of 2011.

In addition to offering direct-connects to third parties, Delta
plans on implementing the Farelogix platform on a private label
basis on its WorldAgent Direct site for travel agents, note the
report.  Agents using the site would be able to settle their
transactions through ARC.

The Agreement was signed on April 12, 2011.

                       About Delta Air Lines

Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) --
http://www.delta.com/or http://www.nwa.com/-- provides scheduled
air transportation for passengers and cargo throughout the United
States, and around the world.  The Company's route network is
centered on the hub system it operate at airports in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK,
Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo-
Narita. The hub operations include flights, which gather and
distribute traffic from markets in the geographic region
surrounding the hub to domestic and international cities and to
other hubs. The network is supported by a fleet of aircraft, which
is varied in terms of size and capabilities.  On Dec. 31,
2009, the Company's wholly owned subsidiary Northwest Airlines,
Inc., merged with and into Delta.  The wholly owned subsidiary of
the Company is Northwest Airlines Corporation.

Northwest and 12 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan.  That amended plan took effect May 31, 2007.

Delta and 18 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan.  That plan
became effective on April 30, 2007.

(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

Delta Air Lines and Northwest Airlines carry a 'B/Stable/--'
corporate ratings from Standard & Poor's.  They also continue to
carry 'B2' corporate family ratings from Moody's and "B-" LT
Issuer Default rating from Fitch.

S&P said at the end of February 2011 that its ratings on Atlanta,
Ga.-based Delta Air Lines Inc. reflect its highly leveraged
financial profile, with significant intermediate-term debt
maturities, and the risks associated with participation in the
price-competitive, cyclical, and capital-intensive airline
industry.  The ratings also incorporate the reduced debt load and
operating costs Delta achieved while in Chapter 11 in 2005-2007,
and its enhanced competitive position and synergistic
opportunities associated with its 2008 merger with Northwest
Airlines Corp. (parent of Northwest Airlines Inc.), with the two
airlines fully integrated in December 2009.  S&P characterize
Delta's business risk profile as weak and its financial risk
profile as highly leveraged.


DVI INC: Class Suit May Proceed, Except v. Clifford Chance
----------------------------------------------------------
The United States Court of Appeals for the Third Circuit affirmed
a district court ruling granting class certification with respect
to all defendants in In re: DVI, Inc. Securities Litigation,
except one defendant, Clifford Chance.

Investors in Diagnostic Ventures, Inc., brought the class action
against multiple parties, alleging violations of Sec. 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5.  DVI was a
healthcare finance company that extended loans to medical
providers to facilitate the purchase of diagnostic medical
equipment and leasehold improvements, and offered lines of credit
for working capital secured by healthcare receivables.  Founded in
1986, DVI was a publicly traded company with reported assets of
$1.7 billion in 2003.  Its common stock began trading on the New
York Stock Exchange in 1992.  It issued two tranches of 9-7/8%
senior notes: the first, issued in 1997, totaled $100 million; the
second, issued in 1998, totaled $55 million. The Notes were
similar,1 but the 1997 Notes were traded on the NYSE, while the
1998 Notes were traded over the counter.

On Aug. 13, 2003, DVI announced it would file for Chapter 11
bankruptcy protection resulting from the public disclosure of
alleged misrepresentations or omissions as to the amount and
nature of collateral pledged to lenders.  In the ensuing years,
its common stock and 1997 Notes were de-listed from the NYSE, the
Securities and Exchange Commission and Department of Justice
undertook investigations, its former Chief Financial Officer,
Steven Garfinkel, pleaded guilty to fraud, the bankruptcy trustee
and multiple lenders filed lawsuits, and the company dissolved.

On Sept. 23, 2003, Cedar Street Fund, Cedar Street Offshore Fund,
and Kenneth Grossman filed a class action lawsuit alleging
violations of federal securities laws.  In their Fifth Amended
Complaint, plaintiffs assert claims under Sec. 10(b) of the
Securities Exchange Act of 1934, 15 U.S.C. Sec. 78j(b), and the
SEC's Rule 10b-5, 17 C.F.R. Sec. 240.10b-5, against multiple
defendants, of which only Deloitte & Touche LLP and Clifford
Chance LLP are involved in these appeals.  Deloitte was DVI's
certified public accountant from 1987 to June 2003.  Clifford
Chance served as the company's lead corporate counsel,
particularly advising on disclosure obligations under federal
securities laws during the time period relevant to these appeals.

The Fifth Amended Complaint alleges that between Aug. 10, 1999,
and Aug. 13, 2003, defendants engaged in a scheme designed to
artificially inflate the price of DVI securities.

The District Court granted plaintiffs' motion with respect to all
defendants but Clifford Chance.  The District Court analyzed the
Rule 23 prerequisites and concluded that each was met.
Specifically, it found plaintiffs met Rule 23(b)(3)'s predominance
requirement by successfully invoking the fraud-on-the-market
presumption of reliance.  But the District Court found plaintiffs
were not entitled to a presumption of reliance with respect to
Clifford Chance because its conduct was not publicly disclosed and
it owed no duty of disclosure to DVI's investors.  Therefore,
individual issues predominated over common issues and a class
could not be certified against Clifford Chance.

A three-judge panel of the Third Circuit -- consisting of Circuit
Judges Anthony Joseph Scirica and Thomas L. Ambro, and District
Judge John E. Jones, III, of the Middle District of Pennsylvania,
sitting by designation -- agreed.  In a decision penned by Judge
Scirica, the Third Circuit held that a plaintiff cannot invoke the
fraud-on-the-market presumption of reliance in a private action
under Rule 10b-5(a) and (c) unless the deceptive conduct has been
publicly disclosed and attributed to the actor.  In the DVI case,
because plaintiffs do not contend Clifford Chance's alleged role
in masterminding the fraudulent 10-Q was disclosed to the public,
they cannot invoke the presumption.  Accordingly, their claim
against the law firm cannot be certified as a class action because
individual issues of reliance predominate.

A copy of the Third Circuit's March 29, 2011 opinion is available
at http://is.gd/OdPXgwfrom Leagle.com.

Attorneys for Deloitte & Touche LLP are:

          David L. Comerford, Esq.
          Jeffrey A. Dailey, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          2001 Market Street Two Commerce Square, Suite 4100
          Philadelphia, PA 19103
          Tel: 215-965-1324
          Fax: 215-965-1210
          E-mail: dcomerford@akingump.com
                  jdailey@akingump.com

               - and -

          L. Rachel Helyar, Esq.
          Jessica M. Weisel, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          2029 Century Park East, Suite 2400
          Los Angeles, CA 90067
          Tel: 310-229-1079
          Fax: 310-229-1001
          E-mail: rhelyar@akingump.com
                  jweisel@akingump.com

Attorneys for Kenneth Grossman; Cedar Street Fund; Cedar Street
Offshore Fund are:

          Clinton A. Krislov, Esq.
          Michael R. Karnuth, Esq.
          Robert P. Dewitte, Esq.
          KRISLOV & ASSOCIATES, LTD.
          20 North Wacker Drive, Suite 1350
          Chicago, IL 60606
          Tel: 312-606-0500
          Fax: 312-606-0207

               - and -

          Steven A. Schwartz, Esq.
          Kimberly M. Donaldson, Esq.
          CHIMICLES & TIKELLIS LLP
          One Haverford Centre
          361 West Lancaster Avenue
          Haverford, PA 19041
          Tel: 610-645-4720
          E-mail: SteveSchwartz@chimicles.com
                  KimDonaldsonSmith@chimicles.com

Attorneys for Clifford Chance LLP and Clifford Chance US LLP are:

          Celia G. Barenholtz, Esq.
          COOLEY LLP
          1114 Avenue of the Americas, 47th Floor
          New York, NY 10036
          Tel: 212-479-6330
          E-mail: cbarenholtz@cooley.com

               - and -

          John G. Harkins, Jr., Esq.
          Marianne Consentino, Esq.
          HARKINS CUNNINGHAM LLP
          2800 One Commerce Square
          2005 Market Street
          Philadelphia, PA 19103
          Tel: (215) 851-6701
          E-mail: jharkins@harkinscunningham.com
                  mconsentino@harkinscunningham.com

DVI, Inc., the parent company of DVI Financial Services, Inc., and
DVI Business Credit Corporation, provide lease or loan financing
to healthcare providers for the acquisition or lease of
sophisticated medical equipment.  The Company, along with its
affiliates, filed for chapter 11 protection (Bankr. Del. Case
No. 03-12656) on Aug. 25, 2003.  Bradford J. Sandler, Esq., at
Adelman Lavine Gold and Levin PC, represents the Debtors in their
restructuring efforts.  When the Company filed for protection from
its creditors, it disclosed $1,866,116,300 in total assets and
$1,618,751,400 in total debts.  On Nov. 24, 2004, Judge Walrath
confirmed the Amended Joint Plan of Liquidation filed by DVI,
Inc., and its debtor-affiliates.


ECOSPHERE TECHNOLOGIES: Robert Cathey Appointed EES CEO
-------------------------------------------------------
Robert P. Cathey was appointed as Chief Executive Officer of
Ecosphere Energy Services, LLC.  EES is a majority owned
subsidiary of Ecosphere Technologies, Inc.  With the recent
exclusive sublicense to Hydrozonix LLC of ETI's patented Ozonix
technology for U.S. onshore oil and gas exploration and
production, Mr. Cathey will be responsible for expanding the
applications of Ecosphere's technologies into other energy related
fields and expansion into Canada and territories outside North
America, in addition to overseeing existing operations.

Mr. Aaron Horn, former EES CEO, has joined Hydrozonix as its
President where he will, with the Chief Executive Officer of
Hydrozonix, be responsible for the implementation of Hydrozonix'
long-term sublicensing agreement with EES wherein Hydrozonix is
required to purchase a minimum number of Ecosphere manufactured
EF-60 Ozonix systems per year for up to 20 years in order to
maintain the exclusivity of their license.  Under the exclusive
sublicense agreement, ETI is the manufacturer of the units.  The
first two EF-60 Units are scheduled for delivery in July 2011.
Hydrozonix' financial and industry partners include Ely and
Associates, Phillips and Jordan, and Siboney Contracting Company.

                   About Ecosphere Technologies

Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH)
-- http://www.ecospheretech.com/-- is a diversified water
engineering and environmental services company.  Ecosphere
Technologies provides environmental services and technologies for
use in large-scale and sustainable applications across industries,
nations and ecosystems.

The Company reported a net loss of $22.65 million on $8.96 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $19.05 million on $1.76 million of revenue during the
prior year.

The Company's balance sheet at Dec. 31, 2010, showed $8.98 million
in total assets, $6.88 million in total liabilities, $1.14 million
in redeemable convertible cumulative preferred stock series A,
$2.74 million in redeemable convertible cumulative preferred stock
series B, and $1.78 million in total stockholders' deficit.

Salberg & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern.  The accounting
firm noted that the Company has a net loss applicable to Ecosphere
Technologies common stock of $22,237,207, and net cash used in
operations of $1,267,206 for the year ended Dec. 31, 2010, and a
working capital deficit, a stockholders' deficit and an
accumulated deficit of $5,459,051, $1,780,735 and $110,025,222,
respectively, at Dec. 31, 2010.  In addition, the Company has
redeemable convertible cumulative preferred stock that is eligible
for redemption at a redemption amount of $3,877,796 including
accrued dividends as of Dec. 31, 2010.


EDIETS.COM INC: Appoints Thomas Connerty to Board of Directors
--------------------------------------------------------------
eDiets.com, Inc., has expanded the size of its Board of Directors
to eight and has appointed Thomas Connerty to fill the vacancy on
the Board for a term expiring at the 2012 annual meeting of
stockholders.  Mr. Connerty brings over 25 years of expertise in
direct response marketing with leading consumer branded companies.

"We are very excited to expand our board of directors with a
proven industry leader in direct response marketing," said Kevin
McGrath, President and Chief Executive Officer of eDiets.com.
"While at companies such as Nutrisystem and the Nautilus Group,
Mr. Connerty rapidly expanded consumer branded businesses through
direct response marketing.  As we previously announced, our meal
delivery business has recently achieved record quarterly revenue
and our recently implemented marketing programs designed to grow
our business in a more profitable way will truly benefit from
Tom's proven track record, insight and expertise.  We believe his
business acumen combined with our improving results, strong
management team, and recently implemented campaigns will enable us
to grow our meal delivery shipments while leveraging our cost to
acquire customers."

Mr. Connerty served as Chief Marketing Officer of Nutrisystem from
2004 to 2008, and, in addition, he was promoted to Executive Vice
President of Program Development in 2006.  At Nutrisystem, Mr.
Connerty was instrumental in successfully creating and
implementing innovative direct marketing programs which
contributed to Nutrisystem's rapid growth during his tenure at the
Company.  From 1999 to 2004, he served as Vice President of Direct
Marketing of the Nautilus Group, where he played a key role in
building the Bowflex division into one of the most profitable and
recognizable names in the direct response home fitness market.
Prior to Nautilus, he served as the Vice President of Broadcast
for the Home Shopping Network where he managed advertising,
programming and operations for two of the company's shopping
channels that generated more than $1 billion in annual sales.

Mr. Connerty stated, "I am excited to join the eDiets.com Board of
Directors.  eDiets.com has developed a personalized award-winning,
fresh-prepared diet meal delivery program that enables individuals
to achieve their weight loss goals in a safe and cost effective
manner.  I look forward to working with this team and offering my
experience and insight as they leverage their marketing programs
to greatly expand their customer base of satisfied consumers."

                           About eDiets

eDiets.com, Inc. is a leading provider of personalized nutrition,
fitness and weight-loss programs. eDiets currently features its
award-winning, fresh-prepared diet meal delivery service as one of
the more than 20 popular diet plans sold directly to members on
its flagship site, http://www.eDiets.com.

Ernst & Young LLP, in Boca Raton, Florida, expressed substantial
doubt about eDiets.com's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
recurring operating losses and has a working capital deficiency.

The Company reported a net loss of $43.3 million on $23.4 million
of revenues for 2010, compared with a net loss of $12.1 million on
$18.1 million of revenues for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $3.6 million
in total assets, $5.6 million in total liabilities, and a
stockholders' deficit of $2.0 million.


EMMIS COMMUNICATIONS: Board Adopts New Bonus Plan for Fiscal 2012
-----------------------------------------------------------------
The Compensation Committee of Emmis Communications Corporation's
Board of Directors adopted a new bonus plan for the fiscal year
ending Feb. 29, 2012.

Under the plan, bonuses paid to the Company's executive officers
will be based entirely on the attainment of specified EBITDA
goals.  At the end of each fiscal quarter, the Committee will
determine the extent to which pre-established quarterly domestic
radio EBITDA, international radio EBITDA, interactive EBITDA and
total Company EBITDA performance goals were achieved.  The
Committee will award a quarterly bonus to each participant based
upon the extent to which the quarterly performance goal was
achieved, with no quarterly bonus to be paid under the plan if
less than 95% of the quarterly performance goal was achieved.  The
quarterly bonus, if any, will be up to 20% of the participant's
annual target bonus amount.

At the end of the fiscal year, the Committee will determine the
extent to which the pre-established annual domestic radio EBITDA,
international radio EBITDA, interactive EBITDA and total Company
EBITDA performance goals were achieved and will award an annual
bonus to each participant based upon the extent to which the
annual performance goal was achieved, with no annual bonus to be
paid under the plan if less than 95% of the annual performance
goal was achieved.  The annual bonus, if any, will be up to the
participant's annual target bonus amount less quarterly bonuses
received during the year.  The Company will also establish an
excess bonus pool of 10% of the amount by which total Company
EBITDA for the year exceeds the total Company EBITDA goal for the
year.  Each participant in the plan who achieves their specified
annual EBITDA goal will participate in the excess bonus pool in
proportion to their annual target bonus amount.  Quarterly
bonuses, if any, will be paid following the filing of the
Company's quarterly report on Form 10-Q for the applicable
quarter, and annual bonuses, if any, will be paid following the
filing of the Company's annual report on Form 10-K.  Bonuses are
expected to be paid in cash, but may be paid in shares of the
Company's Class A Common Stock if the Committee determines to do
so.  The plan is generally designed to comply with Internal
Revenue Code Section 162(m) to maximize the tax deductibility of
any bonuses paid under the plan.  As such, the plan is
administered under the Company's 2010 Equity Compensation Plan.

                    About Emmis Communications

Headquartered in Indianapolis, Indiana, Emmis Communications
Corporation -- http://www.emmis.com/-- owns and operates 22 radio
stations serving New York, Los Angeles, Chicago, St. Louis,
Austin, Indianapolis, and Terre Haute, as well as national radio
networks in Slovakia and Bulgaria.  The company also publishes six
regional and two specialty magazines.

As of Nov. 30, 2010, the Company's balance sheet showed
$499.9 million in total assets, $487.4 million in total
liabilities, $140.5 million in Series A cumulative convertible
preferred stock, a $177.8 million shareholders' deficit, and non-
controlling interests of $49.4 million.

                           *     *     *

In November 2010, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating and 'Caa3' Probability of Default rating
for Emmis Communications Corporation, as well as its SGL-4
speculative grade liquidity rating.  Operating performance
improved with the economic recovery, but absent debt reduction
with proceeds from an asset sale or equity infusion Emmis will
likely breach its leverage covenant when the covenant suspension
period ends for the quarter ending November 30, 2011, in Moody's
opinion.

Emmis' CFR and PDR incorporate expectations for a covenant breach
in November 2011.  Moody's considers the Company's capital
structure unsustainable, and its operations in the cyclical
advertising business magnify this challenge.  Furthermore, Emmis
relies on two markets, Los Angeles and New York, for approximately
50% of its revenue, although its ownership of stations in top
markets including Chicago as well as NY and LA, support the
rating.

The negative outlook incorporates Moody's expectations that Emmis
will not comply with its maximum leverage covenant when effective
for the quarter ending November 30, 2011.


ENERGY COMPOSITES: Moquist Thorvilson Raises Going Concern Doubt
----------------------------------------------------------------
Energy Composites Corporation filed on April 19, 2011, its annual
report on Form 10-K for the fiscal year ended Dec. 31, 2010.

Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina,
Minnesota, expressed substantial doubt about Energy Composites'
ability to continue as a going concern.  The independent auditors
noted that the Company had net losses for the years ended Dec. 31,
2010, and 2009, and had an accumulated deficit at Dec. 31, 2010.

The Company reported a net loss of $4.9 million on $6.1 million of
revenue for 2010, compared with a net loss of $6.1 million on
$8.3 million of revenue for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $11.8 million
in total assets, $8.0 million in total liabilities, and
stockholders' equity of $3.8 million.

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

                       http://is.gd/bygvWb

Wisconsin Rapids, Wisconsin-based Energy Composites Corporation is
a manufacturer of composite structures and vessels for a range of
clean technology industries.  Based on its research of companies
in this sector, the Company believe it has the Midwest's largest
and most automated manufacturing capabilities.


ENVIRO VORAXIAL: RBSM LLP Raises Going Concern Doubt
----------------------------------------------------
Enviro Voraxial Technology, Inc., filed on April 21, 2011, its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2010.

RBSM LLP, in New York City, expressed substantial doubt about
Enviro Voraxial Technology's ability to continue as a going
concern.  The independent auditors noted that the Company has
suffered recurring losses from operations.

The Company reported a net loss of $1.7 million on $652,437 of
revenues for 2010, compared with a net loss of $814,487 on
$464,526 of revenues for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $1.10 million
in total assets, $1.06 million in total liabilities, and
stockholders' equity of $40,088.

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

                       http://is.gd/U47OXj

Fort Lauderdale, Fla.-based Enviro Voraxial Technology, Inc., has
developed and patented the Voraxial(R) Separator, a proprietary
technology that efficiently separates large volumes of
liquid/liquid, liquid/solids or liquid/liquid/solids fluid
mixtures with distinct specific gravities.


FIRST FEDERAL: Amends Investment Agreement with Bear State
----------------------------------------------------------
First Federal Bancshares of Arkansas, Inc., on April 20, 2011,
with its wholly-owned subsidiary, First Federal Bank, and Bear
State Financial Holdings, LLC, entered into an amendment to the
Investment Agreement dated Jan. 27, 2011, among the Company, the
Bank, and Bear State, which sets forth the terms and conditions of
the Company's recapitalization plan.

The obligation of Bear State to purchase shares of the Company's
common stock, par value $0.01 per share, pursuant to the terms of
the Investment Agreement is conditioned upon, among other things,
the Company receiving the approval of its stockholders to (i)
amend its Articles of Incorporation, as amended, to effect a 1-
for-5 reverse stock split of all outstanding shares of the
Company's Common Stock and  (ii) issue more than 20% of the
Company's post-Reverse Split outstanding Common Stock in
accordance with the terms of the Investment Agreement.  The
stockholders of the Company will vote on the foregoing matters at
a special meeting of the Company's stockholders to be held on
April 29, 2011.

Under the terms of the Investment Agreement, the Company and the
Bank are obligated to increase the size of the Company's and the
Bank's respective Boards of Directors so that each consists of
seven members and to appoint four individuals designated by Bear
State to serve on the Boards of Directors of the Company and the
Bank effective immediately following the closing of Bear State's
purchase of (i) 15,425,262 post-Reverse Split shares of the Common
Stock and (ii) a warrant to purchase 2 million shares of Common
Stock.  As promptly as practical following the First Closing, the
Company intends to commence a rights offering.  On the closing
date of the Rights Offering, the Company will sell to Bear State
any unsold shares of the Company's Common Stock offered in the
Rights Offering.  Prior to the adoption of the First Amendment,
Bear State's right to designate the Designated Investor Directors
continued following the First Closing (i) for as long as Bear
State owned at least 33% of the Company's outstanding Common
Stock, and (ii) under certain circumstances in connection with the
distribution of shares of the Company's Common Stock by Bear State
to its members.  The Investment Agreement, as modified by the
First Amendment, continues to give Bear State the right to
designate the Designated Investor Directors effective immediately
following the First Closing.  However, after giving effect to the
First Amendment and consistent with the NASDAQ Voting Rights Rule
and Policy, Bear State's right to designate the Designated
Investor Directors will cease following their initial appointment.

After giving effect to the Recapitalization Plan, Bear State will
own at least 81.80% of the Company's Common Stock, and could own
as much as 94.90% of the Company's common stock.  As a result,
Bear State will be able to determine our corporate and management
policies and determine the outcome of any corporate transaction or
other matter, including the election of directors, submitted to
our stockholders for approval.

A full-text copy of the Amendment No. 1 to Investment Agreement is
available for free at http://is.gd/rUtOoY

            About First Federal Bancshares of Arkansas

First Federal Bancshares of Arkansas, Inc. (NASDAQ GM:FFBH) --
http://www.ffbh.com/-- is a unitary savings and loan holding
company for First Federal Bank, a community bank serving consumers
and businesses with a full range of checking, savings, investment
and loan products and services.  The Bank, founded in 1934,
conducts business from 20 full-service branch locations, one
stand-alone loan production office, and 30 ATMs located in
Northcentral and Northwest Arkansas.

The Company reported a net loss of $4.03 million on $29.82 million
of total interest income for the year ended Dec. 31, 2010,
compared with a net loss of $45.49 million on $36.04 million in
total interest income during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed
$600.04 million in total assets, $563.92 million in total
liabilities and $36.12 million in total stockholders' equity.

BKD, LLP expressed substantial doubt about the bank holding
company's ability to continue as a going concern.  The accounting
firm noted that the Company has experienced significant losses in
recent years and has significant levels of nonperforming assets.
Furthermore, the Company has entered into a written agreement with
the Office of Thrift Supervision which requires the Company to
meet certain capital requirements by Dec. 31, 2010, which were not
met.


FISHER ISLAND: Examiner Charged With Probing Ownership Issues
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that a bankruptcy judge directed
the appointment of an examiner to probe the ownership issues
plaguing Fisher Island Investments Inc., which has seen two sets
of purported owners square off over an involuntary Chapter 11
filing.

According to the report, the U.S. trustee assigned James S.
Feltman to serve as examiner in the case, which has been mired in
conflict since first being launched by petitioning creditors in
March.  The report relates that the creditors sought to push the
company into bankruptcy, a move that one group, identifying itself
as the owner of Fisher Island Investments, supported, only to have
a rival group also claim ownership and simultaneously vow to fight
the filing.

Judge A. Jay Cristol of the U.S. Bankruptcy Court in Miami last
month said he would allow the parties to move forward with
existing litigation in state court, the report notes.  But one of
those lawsuits, filed in Florida state court, was recently bumped
to the bankruptcy court by the group that supports the bankruptcy
filing, Dow Jones' DBR Small Cap discloses.

                     About Fisher Island

Solby+Westbrae Partners; 19 SHC, Corp.; Ajna Brands, Inc.;
601/1700 NBC, LLC; Axafina, Inc.; and Oxana Adler, LLM, filed an
involuntary Chapter 11 petition against Miami Beach, Florida-based
Fisher Island Investments, Inc. (Bankr. S.D. Fla. Case No. 11-
17047) on March 17, 2011.

On the same date, involuntary Chapter 11 petitions were also filed
against the Company's affiliates, Mutual Benefits Offshore Fund,
LTD (Bankr. S.D. Fla. Case No. 11-17051) and Little Rest Twelve,
Inc. (Bankr. S.D. Fla. Case No. 11-17061).


FLORIDA EXTRUDERS: Files for Chapter 11 in Tampa
------------------------------------------------
Florida Extruders International, Inc., filed a bare-bones Chapter
11 petition (Bankr. M.D. Fla. Case No. 11-07761) on April 25,
2011, estimating assets and debts of $10 million to $50 million.

According to its Web site -- http://www.floridaextruders.com/--
Florida Extruders, headquartered in Sanford, Florida, was formed
in 1989 and is a low cost, vertically integrated aluminum
extruder, window, sliding glass door, and patio screen door
manufacturer, and building products distributor.

It started with 18 employees and annual sales of $2,800,000 in
1989, expanding to having 800 employees and annual sales of
$124,522,000 in 2005.


FLORIDA EXTRUDERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Florida Extruders International, Inc.
        2540 Jewett Lane
        Sanford, FL 32771

Bankruptcy Case No.: 11-07761

Chapter 11 Petition Date: April 25, 2011

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

Debtor's Counsel: Christopher C. Todd, Esq.
                  MCINTYRE, PANZARELLA, THANASIDES, ET AL
                  400 N. Ashley Drive, Suite 1500
                  Tampa, FL 33602
                  Tel: (813) 899-6059
                  Fax: (813) 899-6069
                  E-mail: chris@mcintyrefirm.com

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

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

The petition was signed by Joel G. Lehman, president.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
First Insurance Funding Group      Insurance              $475,292
P.O. Box 66468
Chicago, IL 60666-0468

The Castele 2000 Trust             Shareholder Loan       $249,900
16103 Lake Avenue
Lakewood, OH 44107

Florida Powder & Light             Trade Debt             $183,199
General Mail Facility
Miami, FL 33188-001

Dupont Powder Coatings USA Inc.    Trade Debt             $161,234

Akerman, Senterfitt & Eidson       Professional Fees      $124,777

Northeast Metal Traders, Inc.      Trade Debt             $115,330

CMC Commowealth Metals             Trade Debt              $86,688

Adler, Norman                      Shareholder Loan        $83,400

Adler, Dale, M.D.                  Shareholder Loan        $83,400

Youngstown Tool & Die              Trade Debt              $77,911

Arnson, Gerald I                   Shareholder Loan        $75,000

AGC Flat Glass North               Trade Debt              $70,619

Bulk Chemicals, Inc.               Trade Debt              $55,986

Guardian Industries Corp.          Trade Debt              $46,972

Zenith Insurance Co.               Insurance               $42,667

Thumb Tool & Engineering Co.       Trade Debt              $39,790

R. L. Best International, Inc.     Trade Debt              $31,800

Lebovitz, Harold, Restatement of   Shareholder Loan        $31,200
Trust F

Lebovitz, Margie                   Shareholder Loan        $31,200

Associated Packaging, Inc.         Trade Debt              $30,079


FNB UNITED: To Issue Rights Under Tax Benefits Preservation Plan
----------------------------------------------------------------
The board of directors of FNB United Corp., declared a dividend of
one preferred share purchase right in respect of each share of
common stock of the Company outstanding at the close of business
on April 25, 2011, and to become outstanding between the Record
Date and the earliest of the Distribution Date, the Redemption
Date and the Final Expiration Date.  The Rights will be issued
pursuant to a Tax Benefits Preservation Plan, dated as of
April 15, 2011, between the Company and Registrar and Transfer
Company, as Rights Agent.  Each Right represents the right to
purchase, upon the terms and subject to the conditions in the
Plan, 1/10,000th of a share of Junior Participating Preferred
Stock, Series B, par value $10.00 per share, for $0.64, subject to
adjustment.

The purpose of the Plan is to protect the Company's ability to use
certain tax assets, such as net operating loss carryforwards, to
offset future income.  The Company's use of the Tax Benefits in
the future would be significantly limited if it experiences an
"ownership change" for U.S. federal income tax purposes.  In
general, an "ownership change" will occur if there is a cumulative
increase in the Company's ownership by "5-percent shareholders"
that exceeds 50 percentage points over a rolling three-year
period.

The Plan is designed to reduce the likelihood that the Company
will experience an ownership change by discouraging any person
from becoming a beneficial owner of 4.99% or more of the then
outstanding Common Shares.  There is no guarantee, however, that
the Plan will prevent the Company from experiencing an ownership
change.

A corporation that experiences an ownership change will generally
be subject to an annual limitation on certain of its pre-ownership
change tax assets in an amount generally equal to the equity value
of the corporation immediately before the ownership change,
multiplied by the long-term tax-exempt rate.

After giving careful consideration to this issue, the Company's
Board of Directors has concluded that the Plan is in the best
interests of the Company and its shareholders.

Prior to the Distribution Date, the Rights would be evidenced by,
and trade with, the Common Shares and would not be exercisable.
After the Distribution Date, the Company would cause the Rights
Agent to mail rights certificates to shareholders and the Rights
would trade independently of the Common Shares.

The Rights would separate from the Common Shares and become
exercisable following the earlier of (i) the close of business on
the 10th business day after the date of the first public
announcement by the Company in a press release expressly referring
to the Plan indicating that an Acquiring Person has become such
and (ii) the close of business on the 10th business day after the
date of the commencement of a tender or exchange offer by any
person which would or could, if consummated, result in such person
becoming an Acquiring Person.

On or after the Distribution Date, each Right will generally
entitle the holder to purchase, at a price equal to the then
current Purchase Price multiplied by the number of 1/10,000ths of
a Preferred Share for which a Right is then exercisable, such
number of Common Shares as shall equal the result obtained by (i)
multiplying the then current Purchase Price by the number of
1/10,000ths of a Preferred Share for which a Right is then
exercisable and dividing that product by (ii) 50% of the then
current per share market price of the Common Shares on the date of
the occurrence of such event.

An "Acquiring Person" means any person who or which, together with
its affiliates, beneficially owns 4.99% or more of the Common
Shares, other than (i) the United States government; (ii) the
Company or any subsidiary or employee benefit plan or compensation
arrangement of the Company, or any entity or trustee holding
Company securities to the extent organized, appointed or
established by the Company or any Subsidiary for or pursuant to
the terms of any such employee benefit plan or compensation
arrangement; (iii) any person who or which, together with its
affiliates, was on the Record Date, the beneficial owner of 4.99%
or more of the Common Shares; (iv) any person who or which the
Board of Directors determines, in its sole discretion, has
inadvertently become a 4.99% holder so long as such person
promptly commits to divest sufficient shares; and (v) any person
that has become a 4.99% holder if the Board of Directors in good
faith determines that the attainment of such status has not
jeopardized or endangered the Company's utilization of the Tax
Benefits.

At any time after the Shares Acquisition Date, the Board of
Directors may, at its option, exchange all or part of the then
outstanding and exercisable Rights for Common Shares at an
exchange ratio of one Common Share per Right, subject to
adjustments and limitations described in the Agreement.

The issuance of the Rights is not taxable to holders of the
Company's Common Shares for U.S. federal income tax purposes.

The Board of Directors may, at its option, redeem all, but not
fewer than all, of the then outstanding Rights at a redemption
price of $0.0001 per Right at any time prior to the Shares
Acquisition Date.

The Rights will expire on the earlier of (i) the close of business
on Dec. 31, 2014, (ii) the time at which all Rights are redeemed,
(iii) the time at which all Rights are exchanged, (iv) such time
as the Board of Directors determines, in its sole discretion, that
the Rights and the Plan are no longer necessary for the
preservation of existence of the Tax Benefits and (v) a date prior
to the Shares Acquisition Date on which the Board of Directors
determines, in its sole discretion, that the Rights and the Plan
are no longer in the best interests of the Company and its
shareholders.

The Company may from time to time before the Shares Acquisition
Date supplement or amend the Plan without the approval of any
holders of Rights.  After the Shares Acquisition Date, the Plan
shall not be amended in any manner that would adversely affect the
interests of the holders of Rights.

A Rights holder has none of the rights of a shareholder of the
Company, including the right to vote and to receive dividends.
The Plan includes anti-dilution provisions designed to maintain
the effectiveness of the Rights.

A full-text copy of the Tax Benefits Preservation Plan is
available for free at http://is.gd/eNhCsx

In connection with the adoption of the Plan, the Board of
Directors approved an amendment to Company's Articles of
Incorporation for the purpose of creating the Junior Participating
Preferred Stock, Series B, par value $10.00 per share, and to fix
the designation, preferences, limitations and relative rights
thereof.  The Articles of Amendment were filed with the Secretary
of the State of North Carolina and became effective on April 15,
2011.  The Articles of Amendment is available for free at:

                       http://is.gd/So3zcV

                         About FNB United

Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank
holding company for CommunityOne Bank, N.A., and the bank's
subsidiary, Dover Mortgage Company.  Opened in 1907, CommunityOne
Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38
communities throughout central, southern and western North
Carolina.  Through these subsidiaries, FNB United offers a
complete line of consumer, mortgage and business banking services,
including loan, deposit, cash management, wealth management and
internet banking services.

The Company reported a net loss of $112.92 million on
$82.83 million of total interest income for the year ended Dec.
31, 2010, compared with a net loss of $101.69 million on $103.17
million of total interest income during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $1.92 billion
in total assets, $1.93 billion in total liabilities, and a
$9.93 million shareholders' deficit.

                    Going Concern Doubt Raised

Dixon Hughes PLLC, in Charlotte, North Carolina, in its
independent auditors' report dated March 14, 2011 and attached to
the financial statements, noted that the Company continued to
incur significant net losses in 2010, primarily from the higher
provisions for loan losses due to the significant level of non-
performing assets.  According to Dixon Hughes, the Company is
significantly undercapitalized per regulatory guidelines and has
failed to reach capital levels required in the Consent Order
issued by the Office of the Comptroller of the Currency in 2010.
These matters, the accounting firm maintains, raise substantial
doubt about the Company's ability to continue as a going concern.

Dixon Hughes also said that FNB United Corp. and Subsidiary has
not maintained effective internal control over financial reporting
as of Dec. 31, 2010, based on criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission.


FOUR SEASONS, SEATTLE: Investor Group Restructures Finances
-----------------------------------------------------------
A prominent Seattle investor group led by Jolene and Bruce McCaw
today announced that it has completed a successful financial
restructuring of Four Seasons Hotel and Private Residences Seattle
that resolves its major hurdles and sets the luxury development on
firm, long-term financial footing.

"The cloud over this project has lifted.  Working closely
together, our partners have created a great global solution to
Four Seasons Seattle's financial challenges," Bruce McCaw said.
"This landmark development is solidly back on track, giving our
guests, residents, prospective residents, the local real estate
market and Seattle community confidence that Four Seasons Seattle
is positioned as the preeminent luxury address in downtown
Seattle."

Built during the height of downtown's recent construction boom,
the $180+ million project opened in the fall of 2008, just as
Seattle's real estate market started to visibly crumble.  The
project went into default a year later in December 2009, unable to
meet the terms of its previous loans.  The project faced possible
foreclosure or bankruptcy, an untenable prospect to the investors,
which include a number of prominent Seattle families and residents
at Four Seasons Private Residences Seattle.

"To protect and preserve this true Seattle icon, our investor
group remained firmly supportive throughout this lengthy process,
and we all worked very hard to reach a great solution for the Four
Seasons Seattle investors, homeowners, contractors and lender,"
McCaw said.

Under the restructuring announced, affiliates of the Seattle Hotel
Group LLC, owner of Four Seasons Hotel and Private Residences
Seattle, invested additional funds and negotiated new terms with
its construction lender, Washington Real Estate Holdings, LLC,
which has agreed to extend the senior debt on terms and rate more
closely resembling conventional first mortgage debt.

Craig Wrench, president and CEO of Washington Real Estate
Holdings, said, "As a local company, we wanted to ensure the long-
term success of this great property, and we're proud to be a
partner in the solution.  This puts an end to the uncertainty
that's been swirling around this project."

Washington Real Estate Holdings, headquartered in Seattle, invests
in real estate assets throughout the western United States.

The investor team also settled a lawsuit brought by building
contractor Lease Crutcher Lewis and liens against the property by
Lease Crutcher Lewis and its subcontractors.

Bill Lewis, president and CEO of Lease Crutcher Lewis and an
original and continuing investor in Four Seasons Seattle, said,
"Everyone gave up something, which was challenging, but ultimately
this is a reasonable outcome for all parties.  This is a great
project that opened at a challenging time in the market.  This
restructuring solution is good for the project and good for
Seattle's real estate market."

McCaw added, "I would like to thank both Washington Holdings and
Lease Crutcher Lewis for their constructive efforts to resolve
these complex issues.  There were so many moving parts to this
deal; this is a remarkable outcome."

Other details of the restructuring:

The McCaws will lead a new ownership management board that will
control the development.  Original managers John Oppenheimer, Tom
Alberg and Paul Schell support this management transition plan and
remain investors.  In addition, Alberg will participate in the new
management board.

Substantial financial reserves are in place to meet loan payments,
homeowner association dues, capital improvements, etc.

The McCaws' team, led by David Brady, worked with restructuring
specialists Ragan Powers at Davis Wright Tremaine and Michael
Newsome of Zachary Scott.

Widely embraced by international business and leisure travelers
and the Seattle community, the Four Seasons Hotel Seattle has been
exceeding expectations.  Management of the hotel, under seasoned
general manager Ben Trodd, remains unchanged in the financial
restructuring.

"Four Seasons Hotel Seattle is performing exceptionally well, and
we are delighted that we have been welcomed back to Seattle in
such a warm and positive way by the local community.  We will
continue to provide our guests with the uncompromising commitment
to faultless service and attention to detail for which Four
Seasons is proudly known," Trodd said.

The 147 guest rooms and 36 private residences at Four Seasons
Hotel and Private Residences Seattle are ideally situated in the
cultural and business heart of downtown, just steps from Pike
Place Market, Seattle Art Museum and the city's best shopping,
dining and entertainment venues.

Four Seasons Hotel Seattle offers the consummate Seattle
experience.  The modern waterfront hotel has a full spectrum of
amenities that incorporate the best elements of the Pacific
Northwest, such as sweeping views of Elliott Bay, poolside lounge,
spa treatments that feature indigenous ingredients and a signature
restaurant, ART, which just announced an exciting new menu that
continues to highlight fresh, local ingredients.

Residents of Four Seasons Private Residences Seattle have access
to 24-hour dedicated residential concierge service, valet parking,
24-hour room service and the hotel's full spectrum of amenities
and services.  The private residences range from 1,300 square feet
to more than 7,500 square feet and from about $1.5 million to more
than $10 million.  To date, 25 of the 36 private residences have
been sold, closed and occupied.

Realogics Sotheby's International Realty is selling the remaining
residences.


FULTON HOMES: Debtor, Creditors Yet in Deadlock Over Plan
---------------------------------------------------------
J. Craig Anderson at the Arizona Republic reports that Fulton
Homes Corp. still does not have a court-approved Chapter 11
reorganization plan.

The Arizona Republic notes that, according to court documents,
negotiations between the homebuilder and its creditors, led by
Bank of America, appear hopelessly deadlocked.  A hearing
scheduled for April 25, 2011, will help determine what happens
next.  The options include continuing to work on a mutual
settlement, which Fulton Homes favors, or bringing in a mediator,
which the bank-led group favors.

According to the report, Fulton Homes and its creditors have
submitted substantially different debt-repayment plans to allow
the Company to emerge from bankruptcy.  The lenders' proposed plan
would force a much more rapid repayment of the company's debt,
with higher interest and less consideration for a $25 million debt
owed to Fulton Homes Chairman Ira Fulton.

                        About Fulton Homes

Fulton Homes Corporation -- http://www.fultonhomes.com/-- is
a Tempe, Arizona-based homebuilder.  The Company filed for
Chapter 11 protection (Bankr. D. Ariz. Case No. 09-01298) on
Jan. 27, 2009.  Mark W. Roth, Esq., at Shughart Thomson & Kilroy
PC, represents the Debtor in its restructuring efforts.  The
Debtor estimated assets and debts between $100 million and
$500 million in its Chapter 11 petition.


GENERAL MOTORS: Wilmington Trust to Serve as Trust Administrator
----------------------------------------------------------------
Wilmington Trust has been appointed as trust administrator of the
general unsecured creditor trust in the bankruptcy case of General
Motors Corporation, now known as Motors Liquidation Company.  This
appointment is the latest in a series of trustee and
administrative roles Wilmington Trust has fulfilled for GM and
related parties, both prior to and since GM's bankruptcy.

In June 2009, when GM filed for Chapter 11 protection in the
United States Bankruptcy Court, Southern District of New York,
Wilmington Trust was the successor indenture trustee on behalf of
creditors who held approximately $23 billion of unsecured debt
issued by GM.  Wilmington Trust subsequently was appointed to and
chaired the unsecured creditors' committee in the GM bankruptcy.

Now, as trust administrator of the Motors Liquidation General
Unsecured Creditor Trust, Wilmington Trust will oversee quarterly
distributions of assets to bondholders and other allowed
claimants, including the distribution of approximately $6.6
billion in GM stock and warrants to allowed claimants on April 21,
2011.  Other tasks include settling claims, filing trust reports
with the Bankruptcy Court, and performing other administrative
tasks.

"This latest appointment in GM's bankruptcy case is another
indication of our position as a leading global provider of
independent trustee and administrative services for corporate
clients," said William J. Farrell, executive vice president and
head of CCS.

Wilmington Trust is not a direct holder of debt issued by General
Motors Corporation and has no direct credit exposure to General
Motors Corporation.  Wilmington Trust is paid a fee for providing
trust services such as those related to this case.  On the
unsecured creditors' committee in the GM bankruptcy and as trust
administrator of the Motors Liquidation General Unsecured Creditor
Trust, Wilmington Trust was represented by Gibson, Dunn & Crutcher
LLP, a leading restructuring law firm in New York City.

                       About Wilmington Trust

Wilmington Trust Corporation is a financial services holding
company that provides Regional Banking services throughout the
mid-Atlantic region, Wealth Advisory Services for high-net-worth
clients in 33 countries, and Corporate Client Services for
institutional clients in 90 countries.

                        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.

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.


GENMED HOLDING: Cumulative Net Losses Cue Going Concern Doubt
-------------------------------------------------------------
Genmed Holding Corp. (formerly Satellite Newspapers Corp.) filed
on April 18, 2011, its annual report on Form 10-K for the fiscal
year ended Dec. 31, 2010.

Meyler & Company, LLC, in Middletown, N.J., expressed substantial
doubt about Genmed Holding's ability to continue as a going
concern.  The independent auditors noted that the Company has
incurred cumulative net losses of $69.99 million since inception,
and had net losses of $7.73 million and $8.59 million for the
years ended Dec. 31, 2010, and 2009.

The Company reported a net loss of $7.73 million on no revenue for
2010, compared with a net loss of $8.59 million on $51,992 of
revenue for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $1.23 million
in total assets, $1.73 million in total liabilities, and a
stockholders' deficit of $500,501.

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

                       http://is.gd/2ECbln

Based in The Netherlands, Genmed Holding Corp. (formerly Satellite
Newspapers Corp.) acquired on April 17, 2008, by a Stock Exchange
Agreement, GenMed B.V., a company organized in The Netherlands,
which is engaged in the production and distribution of generic
drugs.  Genmed B.V. maintains a network of manufacturing and
distribution relationships in The Netherlands, Belgium,
Luxembourg, United Kingdon, Ireland, Germany and France as well as
some other countries located outside the European Union to supply
low cost generic drugs to retail chains.  Genmed B.V.'s most
popular product is Paracetamol (acetaminophen), a generic form of
Tylenol.  Genmed B.V. currently has distribution contracts with
retail chains in The Netherlands, and is seeking contracts with
retail chains and government agencies and multi-national
corporations.

The Company presently has no employees other than its officers.

The Company, which is to be considered as a startup Company is
currently developing its business of the sale and distribution of
generic drugs and strives to start generating revenues through the
sales of generic drugs in 2011.


GOLD HILL: Has OK to Sell Property to Fort Mill School District
---------------------------------------------------------------
Gold Hill Enterprises, LLC, sought and obtained authorization from
the Hon. Helen E. Burris of the U.S. Bankruptcy Court for the
District of South Carolina to sell the Debtor's property free and
clear of liens, claims, encumbrances, and other interests on an
expedited basis.

The Debtor will sell 2.92 acres with improvements including two
buildings, and approximately 14 acres of land for $2.9 million to
Fort Mill School District No. 4.

B. Bayles Mack at 101 Allison Street, Fort Mill, South Carolina,
was the sales agent, and will receive 4% of purchase price or
$116,000.

Unpaid ad velorem taxes are due to York County on the property in
the approximate amount of $203,000 (the amount includes estimated
rollback taxes); and Synovus Bank holds a first mortgage on the
property in the amount of $6,335,101.16, which mortgage is secured
by additional property that is not included in this sale.

The proposed distribution of sale proceeds:

         Sale Price                   $2,900,000
         Closing Costs                   $50,000
         Commission                     $116,000
         Taxes                          $203,000
         Synovus                      $2,531,000

The benefit to the estate will be an approximate 40% reduction in
the outstanding principal due to Synovus while the estate
maintains approximately 86 acres with improvements from which to
satisfy the remaining amount due to Synovus.  In addition, it is
anticipated that this sale will create activity which will entice
further interest in the surrounding property, in addition to
creating a pricing comparable for future sales.

                      Objection Filed by NBSC

NBSC, a division of Synovus Bank, successor by merger with The
National Bank of South Carolina, filed an objection to the sale,
and requested clarification on the proposed calculation of sale
proceeds.  NBSC requested clarification and detail on the
calculation of the estimated taxes due in the amount of $203,000.
"This amount appears to include 'estimated rollback taxes',
however, the Debtor hasn't provided any detail on how the rollback
taxes are to be calculated," NBSC said.

NBSC's objection has been resolved and NBSC has consented to the
sale.

NBSC is represented by:

         Betsy Johnson Burn, Esq.
         Frank B.B. Knowlton, Esq.
         NELSON MULLINS RILEY & SCARBOROUGH LLP
         1320 Main Street / 17th Floor
         Post Office Box 11070 (29211-1070)
         Columbia, SC 29201
         Tel: (803) 799-2000
         E-mail: betsy.burn@nelsonmullins.com
                 frank.knowlton@nelsonmullins.com

Fort Mill, South Carolina-based Gold Hill Enterprises, LLC, dba
Jennings Enterprises, filed for Chapter 11 bankruptcy protection
(Bankr. D. S.C. Case No. 11-02458).  Barbara George Barton, Esq.,
at Barton Law Firm, P.A., serves as the Debtor's bankruptcy
counsel.  According to its schedules, the Debtor disclosed
$11,938,596 in total assets and $7,351,872 in total debts.


GREAT LAKES TISSUE: All Points Holds Priority Lien Position
-----------------------------------------------------------
Bankruptcy Judge Daniel S. Opperman ruled that All Points Capital
Corporation holds a priority lien position over the City of
Cheboygan with regard to certain machinery and equipment.

Following Great Lakes Tissue Company's Chapter 11 bankruptcy
filing (Bankr. E.D. Mich. Case No. 08-22796) on Sept. 22, 2008,
the lien priority dispute was originally brought before the Court
upon All Points' motion for adequate protection, to which both the
Debtor and Cheboygan objected, asserting that Cheboygan holds the
first priority lien with respect to the Disputed Collateral.  An
adversary proceeding was commenced by the conversion of the Motion
for Adequate Protection into the instant adversary proceeding, in
which all other entities which may assert an interest in the
Disputed Collateral were named as Defendants by All Points.
Pursuant to the March 10, 2009, Order in effect streamlining the
procedures for answering the adversary complaint, the end result
was that the priority determination regarding the Disputed
Collateral remains between All Points and Cheboygan only, both
agreeing that the Debtor's interest in the Disputed Collateral is
possessory only.

Specifically, the parties dispute that All Points is entitled to
rely upon and benefit from the assignment provisions of a second
subordination agreement between Cheboygan and RCA, a lender to the
Debtor, which thereafter assigned its interests under the
subordination agreement to All Points.  Cheboygan argues that the
Second Subordination Agreement was not assignable, and if it was,
that it was not properly assigned to All Points.  Thus, Cheboygan
argues it is entitled to a priority position under the Second
Subordination Agreement.

The adversary proceeding is All Points Capital Corporation, v.
City of Cheboygan, et al., Adv. Pro. No. 09-2007 (Bankr. E.D.
Mich.).  A copy of the Court's March 28, 2011 Opinion is available
at http://is.gd/zXF0PNfrom Leagle.com.

Cheboygan, Michigan-based Great Lakes Tissue Co., Inc.,
manufactures paper and stock towels, tissues and napkins.

The Company filed for Chapter 11 bankruptcy protection on Sept.
22, 2008 (Bankr. E.D. Mich. Case No. 08-22796).  Keith A.
Schofner, Esq., and Rozanne M. Giunta, Esq., represent the Debtor
in its restructuring efforts.  At the time of filing, the Debtor
disclosed total assets of $7,700,000 and total debts of
$14,293,125.


GREGORY A FRIEDMAN: Ch. 7 Conversion Stayed Pending Appeal
----------------------------------------------------------
Chief Bankruptcy Judge James M. Marlar stayed a prior order
converting the Chapter 11 cases of Gregory A. Friedman and Judith
Mercer-Friedman to one under Chapter 7 of the Bankruptcy Code,
pending the Debtors' appeal to the Bankruptcy Appellate Panel.
Judge Marlar acknowledged that the Debtors will suffer irreparable
injury if no stay is granted.  They may find that their principal
business asset is sold in a Chapter 7, leaving them without this
ability to earn a living.  If their plan is confirmed, they can
retain the asset.  Judge Marlar granted the Debtors' motion for
stay pending appeal "so long as the appeal to the BAP is viable".

A copy of Judge Marlar's March 30, 2011 Memorandum Decision is
available at http://is.gd/ldzdaPfrom Leagle.com.

Gregory A. Friedman and Judith Mercer-Friedman filed for Chapter
11 bankruptcy (Bankr. D. Ariz. Case No. 07-02135) on Oct. 26,
2007, listing under $1 million in assets and debts.  The Court
issued orders converting the cases to Chapter 7 on Feb. 17 and
March 10, 2011.


GREENWOOD SHOPPES: Fourth Broadbent Mall in Chapter 11
------------------------------------------------------
Scott Olson at the Indianapolis Business Journal reports that
Greenwood Shoppes LP, which has filed for Chapter 11, is the owner
of the Greenwood Shoppes strip mall along U.S. 31 near County Line
Road, in Indiana.

The Company, a subsidiary of Indianapolis-based Broadbent Co.,
disclosed debt of $5.7 million and assets of $9 million, according
to the report.  Most of its assets -- $8.5 million -- are tied to
the value of the property.  And much of its debt is the $5.6
million principal remaining on an $8.5 million mortgage.

Based in Greenwood, Indiana, Greenwood Shoppes LP filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 11-
04748) on April 18, 2011.  Judge Anthony J. Metz, III, presides
over the case.  Paul T. Deignan, Esq., Taft Stettinius & Hollister
LLP, represents the Debtor.  The Debtor disclosed $9,006,322 in
assets, and $5,768,704 in debts.

                  3 Other Affiliates in Chapter 11

The Indianapolis Business Journal notes that in February, another
Broadbent subsidiary, Castleton Plaza LP, which owns the Castleton
Plaza strip mall along East 82nd Street in Indianapolis, filed for
Chapter 11 protection.  Castleton Plaza disclosed assets of nearly
$7.6 million, including more than $6.8 million in real property,
says Mr. Olson.  German American, a secured creditor, is seeking
to foreclose on the Castleton property.  It claims Castleton Plaza
owes nearly $8.7 million on the balance of a $9.5 million loan
made in August 2000, as well as $1.1 million in interest.
Additional fees bring the total to $10.1 million.  Castleton
Plaza, LP, filed for Chapter 11 protection (Bankr. S.D.
Ind. Case No. 11-01444) in Indianapolis, Indiana, on Feb. 16,
2011.

White River Investments LP voluntarily filed for Chapter 11 in
October 2010.  The Company filed for Chapter 11 protection (Bankr.
S.D. Ind. Case No. 10-15018) on Oct. 4, 2010.  The Company
disclosed assets of $1.4 million and liabilities of $1.3 million.

Broadbent's Greenwood Point LP, which owns the Greenwood Point
shopping mall, located cloe to Greenwod Shoppes, filed for
reorganization  (Bankr. S.D. Ind. Case No. 10-00569) in January
2010.  Greenwood Point estimated both assets and liabilities of
between $1 million and $10 million.

Paul T. Deignan, Esq., at Taft Stettinius & Hollister LLP,
in Indianapolis, serves as counsel to the Debtors.


GUIDED THERAPEUTICS: SDS Capital Discloses 0.39% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission SDS Capital Group SPC, Ltd., and its
affiliates disclosed that they beneficially own 180,403 shares of
common stock of Guided Therapeutics, Inc., representing 0.39% of
the shares outstanding.  As of March 4, 2011, the Company had
outstanding 48,110,789 shares of Common Stock.  A full-text copy
of the filing is available for free at http://is.gd/LZI9nX

                     About Guided Therapeutics

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

The Company reported a net loss of $2.84 million on $3.36 million
of contract and grant revenue for the year ended Dec. 31, 2010,
compared with a net loss of $6.21 million on $1.55 million of
contract and grant revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $3.92 million
in total assets, $2.80 million in total liabilities and $1.12
million in total stockholders' equity.

As reported by the TCR on April 4, 2011, UHY LLP, in Atlanta,
Georgia, noted that the Company's recurring losses from
operations, accumulated deficit and lack of working capital raise
substantial doubt about its ability to continue as a going
concern.


HANMI FINANCIAL: Reports $10.4-Mil. Net Income in 1st Quarter
-------------------------------------------------------------
Hanmi Financial Corporation net income of $10.43 million on
$33.87 million of total interest and dividend income for the three
months ended March 31, 2011, compared with a net loss of
$49.48 million on $38.05 million of total interest and dividend
income for the same period during the prior year.

The Company's balance sheet at March 31, 2011 showed $2.87 billion
in total assets, $2.69 billion in total liabilities, and
$184.05 million in stockholders' equity.

"As we start 2011, we are pleased that our first quarter financial
results reflect improvement in the strength of our franchise.  Our
increasing profitability in this quarter reflects continuing
improvements in credit quality, net interest margin, and
efficiency," said Jay S. Yoo, president and chief executive
officer.  "Hanmi is emerging from this credit cycle with a
stronger balance sheet than a year ago, and we anticipate improved
operating results for the rest of 2011 and going forward.  We
believe our recent performance reflects the work of our employees
and the confidence our customers show in us."

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

                       About Hanmi Financial

Headquartered in Los Angeles, California, Hanmi Financial Corp.
(Nasdaq: HAFC) -- http://www.hanmi.com/-- is the holding company
for Hanmi Bank, a state chartered bank with headquarters located
at 3660 Wilshire Boulevard, Penthouse Suite A, in Los Angeles.
Hanmi Bank provides services to the multi-ethnic communities of
California, with 27 full-service offices in Los Angeles, Orange,
San Bernardino, San Francisco, Santa Clara and San Diego counties,
and a loan production office in Washington State.

The Company reported a net loss of $88.01 million on $144.51
million of total interest and dividend income for the year ended
Dec. 31, 2010, compared with a net loss of $122.27 million on
$184.14 million during the prior year.

                           Going Concern

The Company is required by federal regulatory authorities to
maintain adequate levels of capital to support its operations.
Hanmi Bank is also required to increase its capital and maintain
certain regulatory capital ratios prior to certain dates specified
in a Final Order issued by the California Department of Financial
Institutions.  By July 31, 2010, the Bank was required to increase
its contributed equity capital by not less than an additional $100
million and maintain a ratio of tangible stockholders' equity to
total tangible assets of at least 9.0%.

In addition, the Bank was also required to maintain a ratio of
tangible stockholders' equity to total tangible assets of at least
9.5 percent at Dec. 31, 2010 and until the Final Order is
terminated.

As a result of the successful completion of the registered rights
and best efforts offering in July 2010, the capital contribution
requirement set forth in the Final Order was satisfied.  However,
the tangible capital ratio requirement set for in the Final Order
has not been satisfied at Dec. 31, 2010. Further, should the
Company's asset quality continue to erode and require significant
additional provision for credit losses, resulting in added future
net operating losses at the Bank, or should the Company otherwise
fail to be profitable, the Company's capital levels will
additionally decline requiring the raising of more capital than
the amount currently required to satisfy the Company' agreements
with its regulators.

The Company said an inability to raise additional capital when
needed or comply with the terms of the Final Order or the Written
Agreement with the Board of Governors of the Federal Reserve
System, raises substantial doubt about its ability to continue as
a going concern.

The Company's independent registered public accounting firm in
their audit report for fiscal year 2010 has expressed substantial
doubt about the Company's ability to continue as a going concern.
Continued operations may depend on the Company's ability to comply
with the regulatory orders the Company is subject to.


HARRY PAVILACK: Summerall Resigns as Trustee Due to Conflict
------------------------------------------------------------
David Wren at the Sun News reports that Charles Summerall, the
trustee in Harry Pavilack's bankruptcy case, has resigned because
of potential conflicts of interest, but the move is not expected
to delay court hearings that will determine how $72.5 million in
mostly real estate-related debt will be resolved.

According to the report, Mr. Summerall submitted his resignation
and has recommended that Columbia lawyer Robert Anderson succeed
him as trustee.  A bankruptcy judge will have to approve the
resignation and Anderson's appointment before they become
official.

Mr. Summerall resigned because the Mount Pleasant law firm he
works for is being merged with a larger firm that has represented
some of the creditors in Pavilack's case.  That merger is expected
to occur by the end of this month.

The Sun News notes that meanwhile, Mr. Pavilack agreed last week
to waive a discharge in his Chapter 11 bankruptcy reorganization.
That means none of the debts will be canceled and Pavilack will be
responsible for paying them even after the bankruptcy proceedings
have ended.  The waiver is expected to gain approval during a
May 4 hearing in Charleston.

According to the report, Mr. Summerall said he sought the waiver
because Mr. Pavilack hasnot been able to provide a complete
accounting of his financial dealings in the months leading up to
the bankruptcy.  Mr. Summerall said Pavilack's inadequate
financial records are grounds to deny a bankruptcy discharge and
several creditors had been planning to file lawsuits seeking that
denial. The waiver avoids the need for those lawsuits.

Based in Myrtle Beach, South Carolina, Harold H. Pavilack, also
known as Harry H. Pavilack, filed for Chapter 11 bankruptcy
protection (Bankr. S.D. S.C. Case No. 10-06503) on Sept. 7, 2010.
Judge John E. Waites presides over the case.  Cheevin Ty Gardner,
Esq., at Harry Pavilack And Associates, represents the Debtor.
The Debtor estimated assets of less than $50,000, and debts
between $10 million and $50 million in its Chapter 11 petition.


HOLLY MARINE: Payment to Counsel Did Not Violate Priority Scheme
----------------------------------------------------------------
Glenn Dawson and Holly Headland, previously married and principals
of Holly Marine Towing, Inc., entered into an agreement with the
Chapter 7 Trustee of Holly Marine regarding distribution of
proceeds from selling the marine facility located at 9320 S. Ewing
in Chicago.  As a result of the agreement, the Chapter 7 Trustee
received 50% of the proceeds and Mr. Dawson and Ms. Headland each
received 25%.  Mr. Dawson and Ms. Headland paid Bauch & Michaels,
LLC, Holly Marine's bankruptcy attorney, out of these proceeds.
Scouler & Co., which provides financial and risk management
services, was also awarded $24,000 for administrative and
professional services provided to Holly Marine during the
administration of the Chapter 11 case.  The Bankruptcy Court
approved the settlement agreement despite Scouler's objection.
Scouler appeals the decision, maintaining that it violates the
priority scheme and was not in the best interest of the estate.
Bauch moves to dismiss Scouler's appeal for lack of standing and
the Chapter 7 Trustee moves to dismiss based on defective notice
of appeal.

Scouler claims that Bauch impermissibly received $65,000 from the
Settlement Agreement because Bauch, who is similarly situated as
an administrative claimant to Scouler, received these proceeds and
bypassed the rule of priorities, which requires pro rata
distribution of proceeds to Scouler and others.  Bauch and the
Chapter 7 Trustee respond that the priority rules do not apply
because the distribution to Bauch involved non-estate assets.

District Judge Virginia M. Kendall denied the motions to dismiss,
saying Scouler has standing to take an appeal.  However, the judge
also affirmed the Bankruptcy Court's ruling approving the
agreement, saying it was in the best interest of the estate.  She
said the Settlement Agreement does not violate the rule of
priorities.  The Court also denied Scouler's request for pro rata
distribution and disgorgement.

The case before the District Court is Scouler & Co., Appellant, v.
Bauch & Michaels, LLC, Appellee, Case No. 10 C 1204 (N.D. Ill.).
A copy of the Court's March 29, 2011 Memorandum Opinion and Order
is available at http://is.gd/3QnyTJfrom Leagle.com.

Holly Marine Towing, Inc., owned commercial tugboats and provided
towing and other marine-related services, and operated its
facility at 9320 S. Ewing in Chicago.  Holly Marine filed Chapter
11 bankruptcy on Jan. 8, 2007.  The company filed for Chapter 11
protection on Jan. 8, 2007 (Bankr. N.D. Il. Case No. 07-00266).
Paul M. Bauch, Esq., at Bauch & Michaels LLC, represents the
Debtor in its restructuring efforts.  When the Debtor filed for
protection from its creditors, it estimated assets and debts of
more than $100 million.

On March 26, 2008, the Bankruptcy Court entered an order
converting the case to Chapter 7 Liquidation bankruptcy, where a
Trustee was to take control of Holly Marine's assets, convert them
to cash, and pay creditors.


HSD PARTNERS: Community West Bank Doesn't Get Relief from Stay
--------------------------------------------------------------
WestLaw reports that the rental equipment securing a bank's claim
against a Chapter 11 debtor, which comprised virtually all of the
debtor's rental inventory, was logically required for a successful
reorganization for purposes of the provision of the automatic stay
statute allowing for relief from the stay where a debtor lacked
equity in property and the property was not necessary to an
effective reorganization.  Without the equipment, the debtor would
have nothing to rent and would cease operations.  Moreover, the
debtor's proposed plan had a reasonable possibility of success
within a reasonable time, as required for the equipment securing
the bank's claim to be necessary to an effective reorganization.
Thus, the bank was not entitled to stay relief.  In re HSD
Partners, LLC, --- B.R. ----, 2011 WL 1481492 (Bankr. S.D. Ga.)
(Davis., J.).

The Honorable Lamar W. Davis, Jr., entered his Memorandum and
Order denying Community West Bank's motion for relief from the
automatic stay in HSD Partners, LLC's chapter 11 case on Apr. 1,
2011.  The Debtor owes the bank $487,000, and the value of the
collateral securing repayment of that debt is about $200,000.

HSD Partners, LLC, is an equipment rental company located in
Savannah, Ga.  The Debtor sought chapter 11 protection (Bankr.
S.D. Ga. Case No. 10-40295) on Feb. 7, 2010.  A copy of the
Debtor's chapter 11 petition, estimating assets of less than $1
million and debts of less than $10 million, is available at
http://bankrupt.com/misc/gasb10-40295.pdfat no charge.  The
Debtor is represented by Charles V. Loncon, Esq. --
cloncon@brannenlaw.com -- at Brannen, Searcy & Smith, LLP, in
Savannah, Ga.  The Debtor filed an Amended Chapter 11 Plan on Nov.
19, 2010.


IMAGE METRICS: Dismisses BDO; Singer Lewak Hired as Replacement
---------------------------------------------------------------
Image Metrics, Inc., on April 15, 2011, dismissed BDO USA, LLP as
the independent registered public accountants for the Company.
Effective April 15, 2011, the Audit Committee of the Company's
Board of Directors engaged Singer Lewak LLP to serve as the
independent registered public accountants to audit the Company's
consolidated financial statements for the fiscal year ending
Sept. 30, 2011.  The decision to change accountants was approved
by the Audit Committee.  In deciding to engage Singer, the Audit
Committee reviewed auditor independence and existing commercial
relationships with Singer, and concluded that Singer has no
commercial relationship with the Company that would impair its
independence.

BDO's report on the Company's consolidated financial statements
for the fiscal year ended Sept. 30, 2010 (the only audit period
during its engagement) did not contain an adverse opinion or a
disclaimer of opinion, and was not qualified or modified as to
uncertainty, audit scope or accounting principles, except that
BDO's report on the Company's consolidated financial statements
for the fiscal year ended Sept. 30, 2010 did contain an
explanatory paragraph with respect to substantial doubt as to the
Company's ability to continue as a going concern.

During the Company's fiscal year ended Sept. 30, 2010 and the
interim period through April 15, 2011, the Company did not have
any disagreements with BDO on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to BDO's
satisfaction, would have caused BDO to make reference to the
subject matter of the disagreement in connection with its report.
During the Company's fiscal year ended Sept. 30, 2010 and the
interim period through April 15, 2011, BDO did not advise the
Company of any of the matters specified in Item 304(a)(1)(v) of
Regulation S-K.

During the Company's fiscal year ended Sept. 30, 2010, BDO agreed
with the Company's chief executive officer's and chief financial
officer's conclusion that material weaknesses existed in properly
applying the provisions of Financial Accounting Standards Board
Accounting Standards Codification No. 820, "Fair Value
Measurements and Disclosures" and No. 740 "Income Taxes" and that
material weaknesses existed in the Company's disclosure controls
and procedures due to the Company's accounting personnel not
having sufficient accounting knowledge related to disclosure
requirements.  These material weaknesses were discussed with the
audit committee of the Company.  The Company has authorized BDO to
respond fully to inquires of Singer regarding these material
weaknesses.

During the Company's last two fiscal years ended Sept. 30, 2009
and 2010 and the interim period through April 15, 2011, the
Company has not had any consultations with Singer concerning: (a)
the application of accounting principles to a specific transaction
or the type of opinion that might be rendered on the Company's
financial statements as to which the Company received oral advice
that was an important factor in reaching a decision on any
accounting, auditing or financial reporting issue; or (b) any
matter that was the subject of a disagreement as defined in Item
304(a)(1)(iv) of Regulation S-K or a reportable event as described
by Item 304(a)(1)(v) of Regulation S-K.

                        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, after auditing the Company's
financial statements for the year ended Sept. 30, 2010, 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.

The Company reported a net loss of $9.7 million on $5.9 million of
revenue for fiscal 2010, compared to a net loss of $6.8 million on
$4.0 million of revenue for fiscal 2009.

The Company's balance sheet at Sept. 30, 2010, showed $1.0 million
in total assets, $13.2 million in total liabilities, and a
stockholders' deficit of $12.2 million.


IMH FINANCIAL: Amended and Restated Bylaws Adopted
--------------------------------------------------
The board of directors of IMH Financial Corporation adopted
amended and restated bylaws effective April l5, 2011.  The amended
and restated bylaws reduce the number of authorized directors to
between two and seven (from between seven and fifteen), eliminate
the quorum requirement that a quorum constitute no less than one
third of the total number of authorized directors, as a result of
which a majority of directors in office will constitute a quorum,
and modify language relating to the interaction of the bylaws with
the terms of any future certificate of designation relating to any
series of preferred stock.

A full-text copy of the Amended and Restated Bylaws of IMH
Financial Corporation is available for free at:

                        http://is.gd/Nd3JLQ

                        About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

The Company is a commercial real estate lender based in the
southwest United States with over 12 years of experience in many
facets of the real estate investment process, including
origination, underwriting, documentation, servicing, construction,
enforcement, development, marketing, and disposition.  The Company
focuses on a niche segment of the real estate market that it
believes is underserved by community, regional and national banks:
high yield, short-term, senior secured real estate mortgage loans.
The intense level of underwriting analysis required in this
segment necessitates personnel and expertise that many community
banks lack, yet the requisite localized market knowledge of the
underwriting process and the size of the loans the Company seeks
often precludes the regional and community banks from efficiently
entering this market.

"Given the current state of the real estate and credit markets, we
believe the realization of full recovery of the cost basis in our
assets is unlikely to occur in a reasonable time frame and may not
occur at all, and we may be required to liquidate portions of our
assets for liquidity purposes at a price significantly below the
initial cost basis or potentially below current carrying values.
If we are not able to liquidate a sufficient portion of our assets
or access credit under the credit facility currently under
negotiation, there may be substantial doubt about our ability to
continue as a going concern. Nevertheless, we believe that our
cash and cash equivalents, coupled with liquidity derived from the
credit facility currently under negotiation and the disposition of
certain of the loans and real estate held for sale, will allow us
to fund current operations over the next 12 months," the Company
said in its Form 10-Q for the quarter ended Sept. 30, 2010.

The Company reported a net loss of $117.04 million on $3.75
million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $74.47 million on $22.52 million of
total revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed
$229.93 million in total assets, $28.57 million in total
liabilities, and $201.36 million in total owners' equity.

As reported by the TCR on April 20, 2011, BDO USA, LLP, in
Phoenix, Arizona, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses and is not
currently generating sufficient cash flows to sustain operations.


IMH FINANCIAL: Inks $50-Mil. Commitment Letter with NW Capital
--------------------------------------------------------------
IMH Financial Corporation, on April 22, 2011, sent a letter to its
stockholders regarding the company's entry into a commitment
letter for a proposed convertible loan with New York City based
NWRA Ventures I, LLC, to provide $50 million of senior convertible
debt to the Company, subject to the satisfaction of certain terms
and conditions.  The Company believes that the proceeds from the
loan would provide IFC with the funds needed to deploy into new
earning assets as well as assist in funding ongoing operations to
pay for property taxes, carrying costs, and overhead.  In addition
to the Company's efforts to secure the capital funding described
above, the Company is looking to the future and positioning the
Company for long term growth.

The terms of the convertible debt agreement with NW Capital would
permit IFC to pay a quarterly distribution to the Company's common
stockholders not to exceed 1% of the Company's current book value
per share (currently approximately $0.03 per share, per quarter or
$0.12 per share annually) over the next eight quarters.  The
Company currently expects to commence payment of the first such
distribution after the quarter ending June 30, 2011, subject to
the availability of legally distributable funds.  The Company is
hopeful that future improvements in operating results will allow
the Company to increase its quarterly distributions/dividends to
stockholders.

In addition to the $50 million of senior convertible debt, the
Company also plans to file a $10 million rights offering with the
SEC that will allow current stockholders the opportunity to
purchase notes with substantially similar economic terms to the
convertible loan with NW Capital.

NW Capital has also indicated that it is willing to conduct a
tender offer to buy up to $10 million of common shares from the
Company's stockholders at a yet to be determined price per share.
If the tender offer is consummated, this will provide an
opportunity for stockholders in need of shorter-term liquidity to
sell all or a portion of their shares.  The Company expects that
NW Capital will file the necessary tender documents with the SEC
in the near future, but NW Capital may terminate, cancel, modify
or postpone the tender offer in its sole discretion.

                 About New World Reality Advisors

New World Realty Advisors, LLC, an affiliate of NW Capital,
through a consulting arrangement, will assist the Company with
asset management, by providing their experience and knowledge to
help us to manage, develop, improve or liquidate the current real
estate assets in our portfolio.  In light of the elevated role New
World will play going forward in helping the Company to manage its
real estate portfolio, the Company's CEO and company founder,
Shane Albers, has decided to step down upon funding of the
transaction.  Shane started IFC in 1997 and has historically
focused his efforts on the underwriting and lending portion of
IFC'S business.  Given the disruption in the real-estate markets
and the likelihood of a protracted recovery, Mr. Albers believes
that the best interests of the Company's stockholders will be
served by the real estate management and capital strategies that
are at the core of New World's strengths.

New World is a real estate advisory and investment firm that
specializes in the restructuring, financing, development and
management of real estate enterprises and assets, across all
property types.  Challenging times, such as the current real
estate cycle, have led IFC to engage and retain New World to
provide expertise and implement alternative strategies for the
Company's existing assets.  Additionally, they will be involved
with assisting the Company in developing a renewed vision and
business plan for future growth of the Company, commensurate with
the current operating environment.  The New World team is
comprised of recognized industry leaders in the real estate,
mortgage and CMBS markets, who have served many of the largest
domestic and international institutional lenders, developers,
owners and investors for more than 25 years, through several
economic cycles.  New World's professionals have an extensive
track record in financing, developing, constructing, owning and
operating single and multifamily residential, commercial, and
hospitality assets.

New World has successfully guided numerous companies through all
stages of growth to achieve significant enterprise and stockholder
value, including initial public offerings.  Prior to working with
IFC, New World's demonstrated expertise earned them the role of
advisor to the interests of the founding family of General Growth
Properties, Inc.  New World was integrally involved in all aspects
of the turnaround and restructuring of General Growth, which was
the largest real estate bankruptcy in U.S. history to date.
During its engagement, New World's activities included developing,
advising and promoting alternative strategies to maximize
enterprise value; which contributed to the recovery of over $6
billion in equity value for General Growth stockholders.

                        About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

The Company is a commercial real estate lender based in the
southwest United States with over 12 years of experience in many
facets of the real estate investment process, including
origination, underwriting, documentation, servicing, construction,
enforcement, development, marketing, and disposition.  The Company
focuses on a niche segment of the real estate market that it
believes is underserved by community, regional and national banks:
high yield, short-term, senior secured real estate mortgage loans.
The intense level of underwriting analysis required in this
segment necessitates personnel and expertise that many community
banks lack, yet the requisite localized market knowledge of the
underwriting process and the size of the loans the Company seeks
often precludes the regional and community banks from efficiently
entering this market.

"Given the current state of the real estate and credit markets, we
believe the realization of full recovery of the cost basis in our
assets is unlikely to occur in a reasonable time frame and may not
occur at all, and we may be required to liquidate portions of our
assets for liquidity purposes at a price significantly below the
initial cost basis or potentially below current carrying values.
If we are not able to liquidate a sufficient portion of our assets
or access credit under the credit facility currently under
negotiation, there may be substantial doubt about our ability to
continue as a going concern. Nevertheless, we believe that our
cash and cash equivalents, coupled with liquidity derived from the
credit facility currently under negotiation and the disposition of
certain of the loans and real estate held for sale, will allow us
to fund current operations over the next 12 months," the Company
said in its Form 10-Q for the quarter ended Sept. 30, 2010.

The Company reported a net loss of $117.04 million on $3.75
million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $74.47 million on $22.52 million of
total revenue during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed
$229.93 million in total assets, $28.57 million in total
liabilities, and $201.36 million in total owners' equity.

As reported by the TCR on April 20, 2011, BDO USA, LLP, in
Phoenix, Arizona, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses and is not
currently generating sufficient cash flows to sustain operations.


INTERNATIONAL GARDEN: Gardens Alive Signs $26.7-Mil. Contract
-------------------------------------------------------------
Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
International Garden Products Inc. obtained approval from the
bankruptcy court to hold an auction on May 17 to test whether
there will be a bid to top the $26.67 million offer for the
business from land and garden product producer Gardens Alive Inc.
Under the court-approved procedures, competing bids are due
May 13.  A hearing to approve the sale will take place May 19.
Lawrenceburg, Indiana-based Gardens Alive will provide an extra
$250,000 for unsecured creditors if the official creditors'
committee supports the sale.

               About International Garden Products

International Garden Products, Inc. was incorporated in 1996 as a
holding company for Iseli Nursery, Inc., California Nursery
Supply, Weeks Wholesale Rose Grower, and Old Skagit, Inc.  The
company's operating businesses, Iseli and Weeks, focus primarily
on growing horticultural products for nationwide sale to
independent garden centers, landscape suppliers, landscapers and
similar parties.  Iseli's is known in the industry as the premium
source of dwarf conifers, Japanese maples and unique companion
plants.  Weeks is one of the largest wholesale breeders and
growers of premium roses in the U.S.

International Garden Products, Inc., and its affiliates filed
For Chapter 11 protection on Oct. 4, 2010 (Bankr. Lead Case No.
10-13207).  International Garden estimated assets and debts at
$10 million to $50 million in its Chapter 11 petition.

Andrew R. Remming, Esq., at Morris, Nichols, Arsht & Tunnell,
serves as bankruptcy counsel.  Bryan Cave LLP is the legal
counsel.  FTI Consulting is the restructuring advisor.  Garden
City Group is the claims and notice agent.

The debtor-affiliates are Weeks Wholesale Rose Grower (Bankr.
D. Del. Case No. 10-13208), California Nursery Supply (Case No.
10-13209), Iseli Nursery, Inc. (Case No. 10-13210), and Old
Skagit, Inc. (Case No. 10-13211).


JACOBS AND SON: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Jacobs and Son Enterprises, Inc.
        dba Jacobs and Son
        dba Jacobs and Son Landscaping Materials
        dba Jacobs and Son Stone Products
        1408 N. Bell Blvd.
        Cedar Park, TX 78613

Bankruptcy Case No.: 11-10952

Chapter 11 Petition Date: April 20, 2011

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: H. Christopher Mott

Debtor's Counsel: Alexander B. Wathen, Esq.
                  WATHEN & ASSOCIATES
                  10333 Northwest Freeway, Suite 503
                  Houston, TX 77092
                  Tel: (281) 999-9025
                  Fax: (713) 758-0330
                  E-mail: wathenecf@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/txwb11-10952.pdf

The petition was signed by Tony L. Jacobs, president and CEO.


JAMES RIVER: Amends GE Credit Agreement; Hikes Loan to $75MM
------------------------------------------------------------
James River Coal Company, on April 15, 2011, entered into a Fourth
Amendment to Amended and Restated Revolving Credit Agreement by
and among the Company, certain of its subsidiaries, the lenders
party thereto and General Electric Capital Corporation, as
Administrative Agent and Collateral Agent pursuant to which, among
other things, the Company's revolving credit facility under the
Amended and Restated Revolving Credit Agreement dated as of
Jan. 28, 2010, as amended was amended to (i) increase the
revolving line of credit from $65,000,000 to $75,000,000, and
increase the letter of credit subfacility from $65,000,000 to
$75,000,000; (ii) include within the definition of Permitted
Encumbrance any liens on cash collateral provided by the Company
or any of its subsidiaries to secure the reimbursement or other
obligations of such entity in respect of that certain letter of
credit issued by ABN Amro Bank, N.A. for the account of
International Resources Holdings II, LLC in favor of Travelers
Casualty and Surety Company of America, as beneficiary; and (iii)
deem the IRP Travelers Letter of Credit to have been issued
pursuant to the Revolving Credit Agreement, and to be a Letter of
Credit for all purposes under, the Revolving Credit Agreement and
related loan documents.

Section 8.08 of the Revolving Credit Agreement provides, among
other things, that the Company and any of it subsidiaries parties
to the Revolving Credit Agreement will (1) cause each entity that
becomes a subsidiary of that credit party promptly to guarantee
the obligations and to grant GE Capital, as Collateral Agent for
the benefit of the lenders, a security interest in the real,
personal and mixed property of such subsidiary, and (2) promptly
pledge to GE Capital, as Collateral Agent for the benefit of the
lenders, all of the equity interest owned by a credit party of
each entity that becomes a direct subsidiary of such credit party.
The GE Amendment provides that notwithstanding the provisions in
Section 8.08 of the Revolving Credit Agreement, as it relates to
the Acquisition and the business acquired pursuant thereto (i) in
lieu of certain actions otherwise required pursuant to Section
8.08 of the Revolving Credit Agreement, the Company is required to
(x) take the actions required by Section 8.08(c) of the Revolving
Credit Agreement to the extent described in Schedule 1 to the GE
Amendment by no later than May 3, 2011 in respect of the
Acquisition and the business acquired pursuant thereto, IRP and
its subsidiaries, IRP LP Holdco (as defined below) and IRP GP
Holdco; and (y) provide to GE Capital evidence no later than June
30, 2011 that all mortgages and local UCC financing statements
filed by Merrill Lynch Business Financial Services Inc. as secured
party and listing either IRP or any of its subsidiaries as debtor
have been terminated of record; (ii)  the eligible accounts and
eligible inventory relating to the business of IRP and its
subsidiaries may not be included in the calculation of the
Borrowing Base unless and until certain conditions as specified in
the GE Amendment have been satisfied as reasonably determined by
the Collateral Agent; and (iii) waives certain other actions
required to be taken by the Company and any of its subsidiaries
under Section 8.08 of the Revolving Credit Agreement in respect of
the Acquisition and the business acquired pursuant thereto, IRP
and its subsidiaries, IRP LP Holdco and IRP GP Holdco, unless and
until such time as the Company desires that any eligible inventory
relating to the business of IRP and its subsidiaries be included
in the Borrowing Base, in which case, certain conditions specified
in the GE Amendment would need to be satisfied to the reasonable
satisfaction of the Collateral Agent, including but not limited to
the actions described on Schedules 1 and 2 to the GE Amendment as
they relate to such inventory requested to be included in the
Borrowing Base or to the real estate from which that inventory
originates or upon which such inventory is or will be located.

On April 18, 2011, the Company completed its acquisition of
International Resource Partners LP pursuant to a Purchase
Agreement, dated March 6, 2011, by and between Lightfoot Capital
Partners, LP, International Industries, Inc., International
Resource Partners GP LLC, Kayne Anderson Energy Development
Company and Tortoise Capital Resource Corporation and the Company
and International Resource Partners GP LLC, as Agent.  Pursuant to
the terms of the Purchase Agreement, IRP LP Holdco Inc., a wholly-
owned subsidiary of the Company, acquired all of the outstanding
limited partnership interests of IRP and IRP GP Holdco LLC, a
wholly-owned subsidiary of IRP LP Holdco, acquired all of the
outstanding general partnership interests of IRP, for a cash
purchase price of $475,000,000, subject to certain adjustments as
set forth in the Purchase Agreement.

The Company, on April 18, 2011, announced that it had sent a
redemption notice to the trustee under the indenture governing its
9.375% Senior Notes due 2012 indicating that it intended to redeem
all outstanding Notes on June 1, 2011 at their par value.

The audited consolidated financial statements of IRP, including
its consolidated balance sheets as of Dec. 31, 2010, 2009 and
2008, the consolidated statements of income, statements of
partners' capital and statements of cash flows for each of the
three fiscal years in the period ended Dec. 31, 2010, and the
related notes and report of independent registered public
accounting firm related thereto, will be filed by amendment on or
before June 1, 2011.

The Company and IRP's unaudited pro forma condensed consolidated
financial information, comprised of a pro forma condensed
consolidated balance sheet as of Dec. 31, 2010 and a pro forma
condensed consolidated income statement for the year ended
Dec. 31, 2010.

                         About James River

Headquartered in Richmond, Virginia, James River Coal Company
(NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines,
processes and sells bituminous steam and industrial-grade coal
primarily to electric utility companies and industrial customers.
The company's mining operations are managed through six operating
subsidiaries located throughout eastern Kentucky and in southern
Indiana.

The Company's balance sheet at Dec. 31, 2010 showed
$784.56 million in total assets, $537.18 million in total
liabilities and $247.38 million in total shareholders' equity.

                           *     *     *

James River carries a 'B' corporate credit rating from Standard &
Poor's Ratings Services, and 'B3' corporate family rating from
Moody's Investors Service.

As reported by the TCR on March 25, 2011, Moody's Investors
Service upgraded James River Coal Company's Corporate Family
Rating to 'B3' from 'Caa2'.  The rating upgrade reflects post-
acquisition potential for significant increase in JRCC's
metallurgical coal production, increase in operational diversity
within Central Appalachia, and greater access to export markets.

The S&P corporate rating was upgraded from 'B-' in March 2011.
"The upgrade reflects S&P's view that the IRP acquisition provides
James River Coal exposure to the attractive metallurgical coal
market," said Standard & Poor's credit analyst Fred Ferraro.  "The
acquisition also adds management experience in overseas marketing,
and expands the company's reserve life.  Furthermore, S&P expects
that it will be funded in a way that is consistent with the
current capital structure so as to maintain the current credit
metrics."


JBI OIL: Recurring Losses Cue Going Concern Doubt
-------------------------------------------------
JBI, Inc., filed on April 20, 2011, its annual report on Form 10-K
for the fiscal year ended Dec. 31, 2010.

MSCM LLP, in Toronto, Canada, expressed substantial doubt about
JBI's ability to continue as a going concern.  The independent
auditors noted that of the Company's recurring losses from
operations and its dependency on future financing.

The Company reported a net loss of $14.3 million on $12.4 million
of sales for 2010, compared with a net loss of $1.8 million on
$3.9 million of sales for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $7.8 million
in total assets, $2.8 million in total liabilities, and
stockholders' equity of $5.0 million.

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

                       http://is.gd/CkRYYm

Thorold, Ontario-based JBI, Inc. (OTC QX: JBII)
-- http://www.plastic2oil.com/-- is an alternative oil and gas
company.  JBI developed a process that converts waste plastic into
fuel (Plastic20i1).


KIMMEL & ASSOCIATES: Emerges From Bankruptcy Protection
-------------------------------------------------------
Citizen-Times.com reports that local philanthropist Joe Kimmel and
his executive search firm, Kimmel & Associates, have emerged from
bankruptcy protection.

According to the report, Mr. Kimmel had pledged $6.9 million over
eight years to the construction management program at Western
Carolina University, which was named for him, and $2 million to
the new health and wellness center now called Kimmel Arena at UNC
Asheville.  He and his wife pledged $2 million to the Eblen Center
for Social Enterprise in 2007.  It was not clear Thursday how much
of those pledges has been made good.  A UNCA official said in
January 2010 that the school had received $1 million of Kimmel's
pledge for the arena.

Citizen-Times relate that reports to the U.S. Bankruptcy Court for
the Western District of North Carolina say Kimmel & Associates
took in just less than $2.6 million in the first three months of
the year and spent just more than $2.6 million for an operating
deficit of $36,483.  The Company finished March with $1.1 million
in cash on hand.

Based in Asheville, North Carolina, Kimmel & Fredericks
International Inc. dba Kimmel & Associates (Inc.) filed for
Chapter 11 bankruptcy protection (Bankr. W.D. N.C. Case No. 09-
11392) on Dec. 23, 2009.  David G. Gray, Esq., represents the
Debtor.  The Debtor estimated both assets and debts of between $1
million and $10 million.


L.A. DODGERS: MLB Appoints Akin Gump Atty. to Oversee Operations
----------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that Major League
Baseball appointed Akin Gump Strauss Hauer & Feld LLP's Tom
Schieffer on Monday to oversee operations at the Los Angeles
Dodgers over concerns of financial mismanagement by the club's
owner, Frank H. McCourt.

Mr. Schieffer - senior counsel at Akin Gump - is no stranger to
the national pastime, having been president of the Texas Rangers
from 1991-1999 before serving as a diplomat under President George
W. Bush, according to a statement from MLB Commissioner Bud Selig.


LEHMAN BROTHERS: Goldman Sachs, et al., Offer Rival Plan
--------------------------------------------------------
A group of creditors has filed with the U.S. Bankruptcy Court for
the Southern District of New York a rival Chapter 11 plan that
would boost creditor recoveries from Lehman Brothers Holdings
Inc. and its affiliated debtors.

The creditors include Goldman Sachs Bank USA and Deutsche Bank,
and hedge funds Oaktree Capital Management LP and Silver Point
Capital LP.

The group proposed the rival plan following LBHI's move to give
billions more to senior bondholders including Paulson & Co. and
the California Public Employees Retirement System, which also
proposed their own plan.  The group complained that LBHI's
proposed restructuring plan contains "gifts" that favor the
company's senior bondholders which have not been approved by
other creditors.

Under the rival plan, creditors that hold senior unsecured claims
against LBHI would only recover 16%, down from 21.4% under LBHI's
restructuring plan.  General unsecured creditors would recover
14.7%, down from 19.8% under LBHI's plan.

The Goldman Plan includes a table summarizing the classification
and estimated recoveries of claims against and interests in LBHI
under the rival plan and compares estimated recoveries with those
under the company's restructuring plan:

                             Recovery Under   Recovery Under
Class    Claims/Interests     LBHI Plan       Goldman Plan
-----    ----------------   --------------   --------------
   1      Priority Non-Tax        100%             100%
          Claims

   2      Secured Claims          100%             100%

   3      Senior Unsecured       21.4%            16.0%
          Claims

   4A     Senior Intercompany    16.6%            16.0%
          Claims

   4B     Senior Affiliate       16.1%            15.6%
          Guarantee Claims

   5A     Senior Third-Party     12.9%            15.6%
          Guarantee Claims

   5B     Senior Third-Party     11.2%            15.6%
          LBT/LBSN Guarantee
          Claims

   6      Derivative Claims          -                -

   7      General Unsecured      19.8%            14.7%

          Claims
   8A     Intercompany Claims    15.0%                -

   8B     Affiliate Guarantee    15.0%            14.7%
          Claims

   9      Derivative Guarantee   12.0%            14.7%
          Claims

   10A    Subordinated Class         -                -
          10A Claims

   10B    Subordinated Class         -                -
          10B Claims

   10C    Subordinated Class         -                -
          10C Claims

11      Section 510(b) Claims      -                -

   12     Equity Interests           -                -

Unlike the proposed plan filed by the Paulson group, the Goldman
Plan does not provide for the consolidation of LBHI's operating
subsidiaries into the same asset pool with the company.

The Paulson group's plan, which was filed late last year, calls
for substantive consolidation in which all assets are thrown into
one pot, and creditors receive a similar distribution regardless
of the Lehman company that owed the debt.  The proposed
consolidation results in larger recovery for senior creditors,
which would recover 24.5% of their claims under Paulson group's
plan.

The Goldman Plan also proposes that a representative of the
Goldman Sachs group be appointed to ensure a "more equitable
claims administration process."

Full-text copies of the Goldman Plan and accompanying disclosure
statement are available without charge at:

  http://bankrupt.com/misc/LBHI_GoldmanPlan042511.pdf
  http://bankrupt.com/misc/LBHI_GoldmanDS042511.pdf

Judge James Peck is set to hold a hearing on June 28, 2011, to
consider the rival plan, along with the Chapter 11 plans proposed
by LBHI and the Paulson group.

The bankruptcy judge earlier issued an order putting all
competing plans on the same timeline for court approval.  The
ruling came after LBHI's initial move opposing the Paulson
group's effort to proceed on the same timeline drew flak from
creditors and various other groups.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

Additional units, Merit LLC, LB Somerset LLC and LB Preferred
Somerset LLC, sought for bankruptcy protection in December 2009 or
more than a year after LBHI and its other affiliates filed their
bankruptcy cases.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on Sept. 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: Wins Approval of Confirmation Discovery Process
----------------------------------------------------------------
Bankruptcy Judge James Peck issued an order authorizing Lehman
Brothers and its units to implement procedures in connection with
discovery related to the confirmation of their Chapter 11 plan of
reorganization.

Judge Peck ordered that the schedule relating to the hearing to
approve the Debtors' disclosure statement, including the
scheduled hearing date, the deadline to file any objections and
responses, and the deadline to file any replies or an omnibus
reply will apply to the consideration of any alternative
disclosure statement and related plan filed by a party-in-
interest that otherwise complies with the applicable provisions
of the Bankruptcy Code and the Bankruptcy Rules and is filed on
or before the date that is at least 28 days before the objection
deadline under the Debtors' Disclosure Statement Schedule.

The Disclosure Statement hearing will be on June 28, 2011, at
10:00 a.m. (Eastern Time) before Judge Peck in Courtroom 601 of
the U.S. Bankruptcy Court for the Southern District of New York,
at One Bowling Green, in New York.

Objections and responses to the approval of the Disclosure
Statement must be in writing and submitted on or before May 27.

A full-text copy of the April 14 court order is available for
free at http://bankrupt.com/misc/LBHI_OrderPlanDiscovery.pdf

           3 Rival Plans Vying to Reorganize Lehman

A group of creditors has filed with the U.S. Bankruptcy Court for
the Southern District of New York a rival Chapter 11 plan that
would boost creditor recoveries from Lehman Brothers Holdings
Inc. and its affiliated debtors.  The creditors include Goldman
Sachs Bank USA and Deutsche Bank, and hedge funds Oaktree Capital
Management LP and Silver Point Capital LP.

The group proposed the rival plan following LBHI's move to give
billions more to senior bondholders including Paulson & Co. and
the California Public Employees Retirement System, which also
proposed their own plan.  The group complained that LBHI's
proposed restructuring plan contains "gifts" that favor the
company's senior bondholders which have not been approved by
other creditors.

Under the rival plan, creditors that hold senior unsecured claims
against LBHI would only recover 16%, down from 21.4% under LBHI's
restructuring plan.  General unsecured creditors would recover
14.7%, down from 19.8% under LBHI's plan.

Lehman's plan, as amended in January 2011, proposes to distribute
the $60.1 billion that has been collected against the $322 billion
in claims filed against the Debtors.  Creditors that hold senior
unsecured claims against LBHI would recover 21.4% of their claims,
up from 17.4% in the original plan.  Meanwhile, the company's
general unsecured creditors would recover 19.8% of their claims,
up from 14.7%.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

Additional units, Merit LLC, LB Somerset LLC and LB Preferred
Somerset LLC, sought for bankruptcy protection in December 2009 or
more than a year after LBHI and its other affiliates filed their
bankruptcy cases.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on Sept. 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: White & Case Files Rule 2019 Statement
-------------------------------------------------------
Judge James Peck has ordered the ad hoc group of Lehman creditors
to comply with the disclosure requirements under Rule 2019 of the
Federal Rules of Bankruptcy Procedure.

In an order dated April 14, 2011, Judge Peck ordered the group to
file a statement disclosing the names and addresses of its
members; the nature of and the amounts paid for their claims and
interests; and the date of acquisition and the details of any
disposition of those claims and interests.

The group was also required to provide a recital of facts and
circumstances in connection with its formation as well as
disclose the names of entities at whose instance the group was
formed.

                     White & Case Disclosure

At the Court's directive and pursuant to Rule 2019 of the Federal
Rules of Bankruptcy Procedure, Gerard Uzzi, Esq., at White & Case
LLP, in New York, discloses that his firm represents the ad hoc
group of Lehman Brothers creditors.

The Group was formed in or around May 2009 by Elliott Management
Corporation, King Street Capital Management, L.P., and Paulson &
Co. Inc. for the purpose of participating in the Chapter 11 cases
of Lehman Brothers Holdings Inc. and its debtor affiliates.  The
Group retained White & Case as counsel and, in April 2010,
engaged AlixPartners, LLP, as financial advisor.

As of April 22, 2011, the Group is comprised of the entities
listed at http://bankrupt.com/misc/whitecaseannexa.pdf

The Group, according to Mr. Uzzi, is empowered to act pursuant to
the Second Amended and Restated Agreement of the Ad Hoc Group of
Lehman Brothers Creditors, the form of which is available for
free at http://bankrupt.com/misc/whitecaseannexb.pdf

The Steering Committee, as defined in the Formation Agreement,
is, as of April 22, comprised of Canyon Capital Advisors LLC, Fir
Tree, Inc., Paulson & Co. Inc. and Taconic Capital Advisors L.P.
The Formation Agreement provides that certain signatories thereto
are Fee Participants and certain others are Institutional
Holders.

Schedules at http://bankrupt.com/misc/whitecaseannexc.pdf
contain, with respect to each Group Member, the amount of claims
against and interests in the Debtors and certain of their
material affiliates that were held by each Group Member on April
13, 2011.

The Group disclosed that it holds claims aggregating
$19,619,424,252 on the Debtors.

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

Additional units, Merit LLC, LB Somerset LLC and LB Preferred
Somerset LLC, sought for bankruptcy protection in December 2009 or
more than a year after LBHI and its other affiliates filed their
bankruptcy cases.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on Sept. 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LEHMAN BROTHERS: LBI Trustee Files Interim Report for Oct.-April
----------------------------------------------------------------
James Giddens, trustee of Lehman Brothers Inc., has filed with
the U.S. Bankruptcy Court for the Southern District of New York
an interim report in connection with the liquidation of the
brokerage firm under the Securities Investor Protection Act.

The 47-page report, which covers the period Oct. 27, 2010 to
April 22, 2011, shows that the LBI Trustee has dealt with about
125,000 customer claims seeking return of more than $180 billion
through SIPA account transfer and customer claims processes.

Attached to the report is a table, which shows a summary of the
customer claims process:

                                                  Total Amount
                                  No. of Claims  (in millions)
                                  -------------  -------------
Total customer claims                    124,987     $181,288.9
Claims resolved by transfers
to Barclays                             72,527      $43,249.3
Claims resolved by transfers
to Neuberger Berman                     38,106      $45,566.7
Claims resolved through trustee's
prime brokerage protocol                   287       $3,485.3
Claims determined through the
claims process                          14,067      $88,987.6

Total customer claims closed
through the claims process              10,921      $46,131.6
Claims allowed                               886       $9,534.2
Claims reclassified as general
creditor claims                          3,047      $11,122.8
Claims denied                              6,988      $25,474.6
Total unresolved customer claims           3,146        $42,856

Total unresolved non-affiliate
customer claims                          1,766      $14,959.6
Claims allowed                                 4          $77.1
Claims reclassified as general
creditor claims                              0             $0
Claims denied                                 10         $433.4
Objections to claims determinations        1,752      $14,449.1

Total unresolved affiliate
customer claims                          1,380      $27,896.4
LBIE claims                                1,112      $16,113.3
LBHI claims                                  242       $7,998.8
Other affiliates                              26       $3,784.3

The LBI Trustee disclosed that as of March 31, 2011, the
brokerage firm's assets under his control totals $ 22.782 billion,
composed of $5.389 billion of total cash and cash equivalents and
$17.393 billion of total securities.

A full-text copy of the LBI Trustee's report is available without
charge at http://bankrupt.com/misc/LBHI_LBI5thReport.pdf

                     About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history.  Several other affiliates followed thereafter.

Additional units, Merit LLC, LB Somerset LLC and LB Preferred
Somerset LLC, sought for bankruptcy protection in December 2009 or
more than a year after LBHI and its other affiliates filed their
bankruptcy cases.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court has approved Barclays Bank Plc's purchase
of Lehman Brothers' North American investment banking and
capital markets operations and supporting infrastructure for
US$1.75 billion.  Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees.  Nomura also bought
Lehman's operations in the Asia Pacific for US$225 million.

                International Operations Collapse

Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd.  Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on Sept. 15, 2008.  The joint administrators have
been appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on Sept. 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


LINENS 'N THINGS: Levine Leichtman Unit Drops Noteholder Loss Suit
------------------------------------------------------------------
Megan Stride at Bankruptcy Law360 reports that a Levine Leichtman
Capital Partners Inc. unit on Monday dropped its New Jersey suit
alleging shoddy management by Linens 'N Things pushed the company
into bankruptcy and inflicted hefty losses on noteholders.

Law360 relates that U.S. District Judge Jose L. Linares signed off
on a stipulation to dismiss the suit, which Levine Leichtman
Capital Partners Deep Value Fund LP launched in March 2009,
accusing the leadership and private equity backers of Linens 'N
Things of making negligent representations about the retailer's
financial condition.

                      About Linens 'n Things

Headquartered in Clifton, New Jersey, Linens 'n Things, Inc. --
http://www.lnt.com/-- was the second largest specialty retailer
of home textiles, housewares and home accessories in North
America. As of Sept. 30, 2008, Linens 'n Things operated 411
stores in 47 states and seven provinces across the United States
and Canada.  Linens 'n Things was acquired by private
equity firm Apollo Management in 2006.

On May 2, 2008, these Linens entities filed Chapter 11 petition
(Bankr. D. Del.): Linens Holding Co. (08-10832), Linens 'n Things,
Inc. (08-10833), Linens 'n Things Center, Inc. (08-10834),
Bloomington, MN., L.T., Inc. (08-10835), Vendor Finance, LLC (08-
10836), LNT, Inc. (08-10837), LNT Services, Inc. (08-10838), LNT
Leasing II, LLC (08-10839), LNT West, Inc. (08-10840), LNT
Virginia LLC (08-10841), LNT Merchandising company LLC (08-10842),
LNT Leasing III, LLC (08-10843), and Citadel LNT, LLC (08-10844).
Judge Christopher S. Sontchi presides over the case.

Mark D. Collins, Esq., John H. Knight, Esq., and Jason M. Madron,
Esq., at Richards, Layton & Finger, P.A., are Linens 'n Things'
bankruptcy counsel.  The Debtors' special corporate counsel are
Holland N. O'Neil, Esq., Ronald M. Gaswirth, Esq., Stephen A.
McCaretin, Esq., Randall G. Ray, Esq., and Michael S. Haynes,
Esq., at Morgan, Lewis & Bockius, LLP.  The Debtors'
restructuring management services provider is Conway Del Genio
Gries & Co., LLC.  The Debtors' CRO and Interim CEO is Michael F.
Gries, co-founder of Conways Del Genio Gries & Co., LLC.  The
Debtors' claims agent is Kurtzman Carson Consultants, LLC.  The
Debtors' consultants are Asset Disposition Advisors, LLC, and
Protivit, Inc.  The Debtors' investment bankers are Financo, Inc.,
and Genuity Capital Markets.


LOCATEPLUS HOLDINGS: Anthony Spatorico Appointed Interim Chairman
-----------------------------------------------------------------
The Board of Directors of LocatePLUS Holdings Corporation on April
15, 2011, appointed Derrick Spatorico as Director to fill the
vacancy arising from the recent resignation of Christian
Williamson.

Derrick Spatorico has previously served the company and is a
former board member.

Derrick Spatorico is the son of Anthony Spatorico who is also a
Director.

In addition, on April 20, 2011 the Board elected Anthony Spatorico
as Interim Chairman.

                     About LocatePLUS Holdings

Beverly, Mass.-based LocatePLUS Holdings Corporation, through
itself and its wholly-owned subsidiaries LocatePLUS Corporation,
Worldwide Information, Inc., Entersect Corporation, Dataphant,
Inc., and Employment Screening Profiles, Inc. are business-to-
business, business-to-government and business-to-consumer
providers of public information via its proprietary data
integration solutions.

The Company reported a net loss of $1.61 million on $7.89 million
of revenue for the twelve months ended Dec. 31, 2010, compared
with a net loss of $2.84 million on $7.26 million of revenue
during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $2.21 million
in total assets, $12.07 million in total liabilities and a
$9.94 million total stockholders' deficit.

As reported by the TCR on April 21, 2011, Livingston & Haynes,
P.C., in Wellesley, Massachusetts, noted that the Company has an
accumulated deficit at Dec. 31, 2010 and has suffered substantial
net losses in each of the last two years, which raise substantial
doubt about the company's ability to continue as a going concern.


LOWER BUCKS: Seeking 7th Plan Exclusivity Extension
---------------------------------------------------
Jo Ciavaglia, staff writer at phillyBurbs.com, reports that Lower
Bucks Hospital is asking the U.S. Bankruptcy Court to give it
until July 8, 2011, to file a Chapter 11 plan and until Sept. 6,
2011, to pitch it exclusively to creditors for their approval.
This is the seventh exclusivity extension requested by the Debtor.

According to the report, the Company could emerge from bankruptcy
as early as September, if the court approves what will likely be
its last request for more time to file its restructuring plan.

The Company said that absent an extension, a tentative deal it has
reached with its bond trustee holder would be jeopardized.
The hospital says it has reached a tentative agreement to resolve
pending litigation with its bondholder.  The agreement is
contingent upon an agreement between the hospital and the Pension
Benefit Guaranty Corp.  The hospital is seeking to have the PBGC
take over its employee pensions.

phillyBurbs.com notes that this extension, if approved, would be
the last given to the Debtor as the court can only approve time
extensions up to 18 months after an initial filing, and
exclusivity period extensions up to 20 months.

                   About Lower Bucks Hospital

Bristol, Pennsylvania-based Lower Bucks Hospital is a non-profit
hospital based in Bristol, Pennsylvania.  The Hospital is
currently licensed to operate 183 beds.  Together with affiliates
Advanced Primary Care Physicians and Lower Bucks Health
Enterprises, Inc., Lower Bucks owns a 36-acre campus with several
medical facilities.  The Hospital's emergency room serves
approximately 30,000 patients annually.  For the fiscal year
ending June 30, 2009, Lower Bucks had $114 million in consolidated
revenues.

The Hospital filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Pa. Case No. 10-10239) on Jan. 13, 2010.  The Hospital's
affiliates -- Lower Bucks Health Enterprises, Inc, and Advanced
Primary Care Physicians also filed Chapter 11 petitions.  Jeffrey
C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP, assist
the Hospital in its restructuring effort.  Donlin, Recano &
Company, Inc., is the Hospital's claims and notice agent.  The
Hospital estimated $50 million to $100 million in assets and
$50 million to $100 million in liabilities as of the Chapter 11
filing.


LYONDELL CHEMICAL: Trustee Hits Blavatnik Unit with $145M Suit
--------------------------------------------------------------
Samuel Howard at Bankruptcy Law360 reports that the litigation
trustee for Lyondell Chemical Co.'s creditors filed suit in
New York on Friday to recover $145 million distributed from Basell
AF SCA weeks before owner Len Blavatnik completed the
overleveraged buyout of Lyondell in 2007.

The adversary complaint alleges that as part of Blavatnik's effort
to strip Basell of cash prior to the LyondellBasell merger, he
caused EUR100 million in shareholder distributions to be
"upstreamed" to defendant NAG Investments LLC, according to
Law360.

                      About Lyondell Chemical

LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies.  Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company.  LyondellBasell became saddled with debt as part
of the USUS$12.7 billion merger. Len Blavatnik's Access Industries
owned the Company prior to its bankruptcy filing.

On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts.  The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023).  Seventy-nine Lyondell entities filed for
Chapter 11. Luxembourg-based LyondellBasell Industries AF S.C.A.
and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.

Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel.  Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer.  Clifford Chance LLP served as
restructuring advisors to the European entities.

LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity.  A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the successor
of the former parent company, LyondellBasell Industries AF S.C.A.,
a Luxembourg company that is no longer part of LyondellBasell.
LyondellBasell Industries N.V. owns and operates substantially the
same businesses as the previous parent company, including
subsidiaries that were not involved in the bankruptcy cases.
LyondellBasell's corporate seat is Rotterdam, Netherlands, with
administrative offices in Houston and Rotterdam.


MACCO PROPERTIES: Creditors Committee Can Hire Welch as Counsel
---------------------------------------------------------------
The Unsecured Creditors' Committee in Macco Properties, Inc.'s
Chapter 11 bankruptcy case obtained authorization from the Hon.
Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma to retain Welch Law Firm, P.C., as counsel,
overruling the Debtor's objection.

Welch will be paid $260 per hour for its services.

The Troubled Company Reporter reported on April 7, 2011, the
Debtor filed with the Court an objection to the Committee's
employment of Welch as counsel, saying that all three of the
creditors servicing on the Committee already have counsel.
"Employment of counsel by the Committee may only serve to
duplicate efforts that may already be performed by the individual
member's counsel," the Debtor said.

Oklahoma City, Oklahoma-based Macco Properties, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10-
16682) on Nov. 2, 2010.  G. Rudy Hiersche, Jr., Esq., at the
Hiersche Law Firm, serves as the Debtor's bankruptcy counsel.  The
Debtor disclosed $50,823,581 in total assets, and $4,323,034 in
total liabilities.


MACCO PROPERTIES: Creditors Committee Against Hiring of Pinkerton
-----------------------------------------------------------------
The Official Unsecured Creditors' Committee in Macco Properties,
Inc.'s Chapter 11 bankruptcy case has asked the U.S. Bankruptcy
Court for the Western District of Oklahoma to deny the Debtor's
application to employ Pinkerton & Finn, P.C., as special
litigation counsel.

The Debtor's Application was filed March 30, 2011, and seeks the
employment of Pinkerton in connection with these state court
cases:

     1. Bristol Park Apartments Tulsa, et al., v. Macco
        Properties, Inc. and Lew S. McGinnis, et al. Case No. CJ-
        2010-4214, was filed in the District Court of Oklahoma
        County, State of Oklahoma; and

     2. Cobblestone Apartments o/Tulsa LLC, and Larry D. and
        Jeanette A. Jamison Family Trust v. SEP Cobblestone
        Apartments, LLC, MACCO Properties, Inc., and Lew S.
        McGinnis, Case No. CJ-2009-1548 in the District Court of
        Tulsa County, State of Oklahoma.

The Committee says that the affidavit accompanying the Debtor's
motion to employ Pinkerton fails to disclose compensation paid to
Pinkerton in connection with either the Bristol or Cobblestone
case.

"The Affidavit fails to disclose the amount of unpaid costs and
attorney fees owed to Pinkerton in connection with either the
Bristol or Cobblestone case as of the filing of the Macco
Petition on Nov. 2, 2010," the Committee states.

                      About Macco Properties

Oklahoma City, Oklahoma-based Macco Properties, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10-
16682) on Nov. 2, 2010.  G. Rudy Hiersche, Jr., Esq., at the
Hiersche Law Firm, serves as the Debtor's bankruptcy counsel.  The
Debtor disclosed $50,823,581 in total assets, and $4,323,034 in
total liabilities.

The Official Unsecured Creditors' Committee is represented by:

         Ruston C. Welch
         Welch Law Firm, P.C.
         722 North Broadway, Suite 301
         Oklahoma City, Oklahoma 73102-6025
         Telephone: (405) 236-5222
         Fax: (405) 231-5222
         E-mail: rwelch@welchlawpc.com


MAJESTIC CAPITAL: May File for Bankruptcy in U.S. or Bermuda
------------------------------------------------------------
Majestic Capital, Ltd. (formerly CRM Holdings, Ltd.) filed on
April 22, 2011, its annual report on Form 10-K for the fiscal year
ended Dec. 31, 2010.

Ernst & Young LLP, in New York, expressed substantial doubt about
Majestic Capital's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred losses
[continuing operations before income taxes] of $44.8 million and
$41.6 million for the years ended Dec. 31, 2010, and 2009,
respectively.  "These losses have significantly weakened the
Company's financial position and its ability to fund its
operations and, at Dec. 31, 2010, the Company's accumulated
deficit is $59.8 million.

"The following events have limited the sources of cash available
to the Company: (1) termination of the Company's previously
announced merger with a third party; (2) the conservation and
rehabilitation of Majestic Insurance Company, the Company's
principal operating subsidiary, by the California Department of
Insurance; and (3) the restrictions of the Bermuda Monetary
Authority on Twin Bridges, the Company's Bermuda reinsurance
subsidiary.  Furthermore, the Company is in violation of covenants
governing certain of its contractual obligations."

                        Bankruptcy Warning

"Based on the above factors, the Company may be forced to seek
relief through a filing under the U.S. Bankruptcy Code or Bermuda
Companies Act (bankruptcy filing).  A bankruptcy filing would
result in the violation of one or more legal and financial
covenants of the Company's debt and other contractual
obligations."

                      Results of Operations

The Company reported a net loss of $48.6 million on $61.8 million
of total revenues for 2010, compared with a net loss of
$46.8 million on $96.8 million of total revenues for 2009.

The Company did not achieve our overall business, financial and
shareholder performance expectations for fiscal year 2010.  Net
loss from continuing operations in 2010 was $43.9 million compared
to $45.2 million in 2009.  The major factors contributing to the
net losses include:

  -- a significant decrease in net written and net earned premiums
     due to the A.M. Best downgrade and ongoing recession;

  -- unacceptable loss and loss adjustment and underwriting
     expenses given the lower in-force premium levels; and

  -- severance and other charges taken in 2010 due to the
     substantial doubt concerning the Company's ability to
     continue as a going concern and resulting violation of
     contractual covenants.

                    Balance Sheet Information

At Dec. 31, 2010, the Company's balance sheet showed
$436.2 million in total assets, $421.8 million in total
liabilities, and stockholders' equity of $14.4 million.

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

                       http://is.gd/OKt1nZ

Hamilton, Bermuda-based Majestic Capital, Ltd.
-- http://www.MajesticCapital.com/-- through its subsidiaries, is
a specialty provider of workers' compensation insurance products
and services.


MAJESTIC CAPITAL: DOI Places Insurance Unit into Conservation
-------------------------------------------------------------
In a regulatory filing Friday, Majestic Capital, Ltd., discloses
that it received a notification from the California Department of
Insurance (DOI) that the DOI Insurance Commissioner had placed its
principal subsidiary, Majestic Insurance Company, into
conservation and rehabilitation proceedings.

The Commissioner simultaneously filed a motion seeking approval
for a proposed rehabilitation plan designed to protect Majestic
Insurance's policyholders and claimants from loss due to the
conservation.  Under the Rehabilitation Plan, Majestic Insurance's
insurance liabilities and certain assets will be transferred to
AmTrust North America, Inc., which will assume responsibility for
the administration and payment of all policyholder claims under
Majestic Insurance's policies.  The Rehabilitation Plan includes a
Loss Portfolio Transfer Reinsurance Agreement, Sales of Renewal
Rights, and an Asset Purchase Transaction.  AmTrust will also
perform all of the administrative services necessary for the
prompt and efficient adjustment and payment of all pending and
future claims that arise under Majestic Insurance's policies.

The conservation will not cause any disruption or delay in the
delivery of workers' compensation benefits to injured workers
covered under Majestic Insurance policies.  During conservation,
the injured workers covered by Majestic Insurance's policies will
continue to receive benefit payments, and medical providers who
care for those injured workers will continue to be paid.  The San
Francisco Superior Court has set a hearing date of June 2, 2011,
on the Commissioner's motion to approve the Rehabilitation Plan.
Any party wishing to formally support, comment on or object to the
motion may file papers with the court by May 16, 2011.

Majestic Capital's management did not oppose the conservation and
is cooperating with the Commissioner's staff at the Conservation &
Liquidation Office as it works to stabilize Majestic Insurance
until the Rehabilitation Plan can be considered by the court and,
if approved, implemented through AmTrust.  The Conservation &
Liquidation Office will oversee the administration and payment of
claims during conservation, and is developing a transition plan to
move all policies and claims to AmTrust when the Rehabilitation
Plan is approved.

On April 21, 2011, the DOI issued a press release pertaining to
such conservation and rehabilitation proceedings.

A complete text of the DOI press release is available for free at:

                       http://is.gd/yurFyG

Hamilton, Bermuda-based Majestic Capital, Ltd.
-- http://www.MajesticCapital.com/-- through its subsidiaries, is
a specialty provider of workers' compensation insurance products
and services.


MAXON CORPORATION: Case Summary & 11 Largest Unsec. Creditors
-------------------------------------------------------------
Debtor: The Maxon Corporation
        dba Jaxon's Restaurant
        dba Jaxon's Restaurant and Brewing Company
        1135 Airway Blvd.
        El Paso, TX 79925

Bankruptcy Case No.: 11-30738

Chapter 11 Petition Date: April 20, 2011

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

Judge: H. Christopher Mott

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

Scheduled Assets: $119,705

Scheduled Debts: $1,476,738

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txwb11-30738.pdf

The petition was signed by Gary Helsten, president.


MAXX TOWING: Court Values Auto Repair Facility at $255,000
----------------------------------------------------------
Bankruptcy Judge Walter Shapero held that the value of Maxx
Towing, Inc.'s real estate property is $255,000.  The Property is
currently used as an automotive repair facility and towing
business.

Maxx Towing, Inc., a small business debtor, filed for Chapter 11
bankruptcy (Bankr. E.D. Mich. Case No. 09-70719) on Oct. 2, 2009.
Bayview Loan Servicing, LLC, the holder of the mortgage on the
Debtor's business property located at 30875 Groesbeck, Roseville,
Michigan, filed a claim in the amount of $530,308.45.  The
Debtor's Schedule A lists the current value of the Property as
being $200,000.

The Debtor filed its Amended Combined Plan and Disclosure
Statement on May 9, 2010.  The Plan seeks to cram down Bayview's
claim.  The Debtor proposes that it pay Bayview $200,000 -- the
alleged secured portion of its claim -- with 6% interest,
amortized over 30 years, with the remainder of the claim to be
paid as an unsecured claim.

On June 9, 2010, Bayview filed its Amended Objection to
Confirmation of the Debtor's Plan, which objects, in part, to the
Debtor's valuation of the Property at $200,000.  After several
stipulated to adjournments, the Court held an evidentiary hearing,
at which it took evidence regarding the value of the Property from
two appraisers.

At the hearing held Jan. 12, 2011, the Trustee brought to the
Court's attention the fact that it was impossible for the Debtor
to comply with 11 U.S.C. Sec. 1129(e), which requires the court to
confirm a plan not later than 45 days after a plan is filed in a
small business case, unless the time for confirmation is extended.
Although the Court initially indicated that it would rule on that
issue prior to ruling on the valuation issue, the Court has on
second thought decided it would be more helpful to the
confirmation process if it first decides the valuation issue.

In its March 28, 2011 Opinion, the Court also sustained Bayview's
objection to the Debtor's valuation.  The Court set a status
conference to discuss the effect of its decision on the
confirmability of the Debtor's plan on April 21, 2011.  At the
April 21 hearing, the Court was also set to discuss the need for,
or timing of, a decision on the 11 U.S.C. Sec. 1129(e) issue.

A copy of the Court's opinion is available at http://is.gd/h21IaW
from Leagle.com.


MERUELO MADDUX: SCI-Arc Buys Campus Property for $23-Mil.
---------------------------------------------------------
Los Angeles Downtown News reports that the Southern California
Institute of Architecture completed a deal to purchase its Arts
District campus in downtown Los Angeles for $23.1 million.
According to the report, the sale, finalized on April 21, 2011,
between SCI-Arc and seller Legendary Investors Group, includes the
90,000-square-foot Santa Fe Freight Depot building, which
stretches along Santa Fe Avenue between Third and Fourth streets,
and the school's parking lot.  In a settlement reached during
Meruelo Maddux's ongoing Chapter 11 reorganization process, lender
Legendary Investors took over the property and agreed to sell it
to SCI-Arc.  SCI-Arc Chief Operating Officer Jamie Bennett said
the school is interested in acquiring two additional dirt lots to
the west of the campus, but does not currently have the financial
resources to do so.

                        About Meruelo Maddux

Meruelo Maddux and its affiliates filed for Chapter 11 protection
(Bankr. C.D. Calif. Lead Case No. 09-13356) on March 26, 2009.
Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N.
Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the
Debtors in their restructuring effort.  The Debtors' financial
condition as of Dec. 31, 2008, showed $681,769,000 in assets
and $342,022,000 of debts.

FTI Consulting, Inc., serves as the Debtors' financial advisors,
Ernst & Young as independent auditors and tax advisors, DLA Piper
LLP (US) as special securities and litigation counsel, and Waldron
& Associates, Inc. as real estate appraiser.

The U.S. Trustee has appointed an official committee of unsecured
creditors and a separate official shareholders' committee in the
case.  SulmeyerKupetz, APC, serves as the Creditors Committee's
counsel and Kibel Green, Inc., as its financial advisor.  The
equity committee has sought to retain Ron Orr & Professionals,
Inc., Rodiger Law Office, and Jenner & Block as counsel, and Kibel
Green, Inc. as its financial advisor.

The Debtors; Legendary Investors Group No. 1, LLC, and East West
Bank; and Charlestown Capital Advisors, LLC and Hartland Asset
Management Corporation have proposed rival reorganization plans in
the case. In mid-January 2011, the Debtors struck a deal with the
Legendary Group to drop the group's competing plan.

The Debtors have hired Kurtzman Carson Consultants as solicitation
and balloting agent.

Legendary Investors Group No. 1, LLC, is represented in the case
by Jeremy V. Richards, Esq., and Jeffrey W. Dulberg, Esq., at
Pachulski Stang Ziehl & Jones LLP; and Surjit P. Soni, Esq., at
The Soni Law Firm.  East West Bank is represented by Curtis C.
Jung, Esq., and Monica H. Lin, Esq., at Jung & Yuen, LLP, and
Elmer Dean Martin III, Esq.

Charlestown Capital Advisors, LLC and Hartland Asset Management
Corporation are represented in the case by Christopher E. Prince,
Esq., Matthew A. Lesnick, Esq., and Andrew R. Cahill, Esq., at
Lesnick Prince LLP.


MIT HOLDING: Michael T. Studer Raises Going Concern Doubt
---------------------------------------------------------
MIT Holding, Inc., filed on April 19, 2011, its annual report on
Form 10-K for the fiscal year ended Dec. 31, 2010.

Michael T. Studer CPA P.C., in Freeport, New York, expressed
substantial doubt about MIT Holding's ability to continue as a
going concern.  The independent auditors noted that the Company
negative working capital of $1.2 million and a stockholders'
deficiency of $2.2 million.  "From inception the Company has
incurred an accumulated deficit of $8.5 million."

The Company reported net income of $78,832 on $7.1 million of
revenue for 2010, compared with a net loss of $1.2 million on
$6.4 million of revenue for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $1.1 million
in total assets, $3.4 million in total liabilities, and a
stockholders' deficit of $2.2 million.

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

                       http://is.gd/dNC29B

Savannah, Ga.-based MIT Holding, Inc. (OTC BB: MITD)
-- http://www.mitholdinginc.com/-- distributes wholesale
pharmaceuticals, administers intravenous infusions, operates an
ambulatory center where therapies are administered and sells and
rents home medical equipment.


MONEYGRAM INT'L: Inks 3rd Supplemental Indenture With DBTCA
-----------------------------------------------------------
MoneyGram Payment Systems Worldwide, Inc., a wholly-owned
subsidiary of MoneyGram International, Inc., the other guarantors
party thereto and Deutsche Bank Trust Company Americas, as trustee
and collateral agent, entered into a Third Supplemental Indenture
to the Indenture, dated as of March 25, 2008, by and among
Worldwide, the Company, the other guarantors party thereto and the
Trustee governing Worldwide's 13.25% Senior Secured Second Lien
Notes due 2018.

The Third Supplemental Indenture amends the Indenture to permit
the Company's previously announced recapitalization and the
related payments pursuant to the Recapitalization Agreement, dated
March 7, 2011, among the Company, certain affiliates and co-
investors of Thomas H. Lee Partners, L.P. and affiliates of
Goldman, Sachs & Co.  The Third Supplemental Indenture also amends
the Indenture to:

   (i) permit the entry into new senior secured bank facilities;

  (ii) permit Worldwide and its subsidiaries to incur indebtedness
       in the form of obligations owing in respect of cash and
       treasury management activities;

(iii) allow the Company and its subsidiaries increased
       flexibility in transactions with and among the Company's
       foreign subsidiaries, including intercompany loans, asset
       transfers and investments;

  (iv) permit foreign subsidiaries to incur additional
       indebtedness;

   (v) permit the Company to incur additional indebtedness; and

  (vi) provide increased flexibility with respect to permitted
       investments.

In the Third Supplemental Indenture, the Trustee also agrees to
enter into a new intercreditor agreement with the collateral agent
under Worldwide's new senior secured bank facilities, which will
be substantially similar to the existing intercreditor agreement
between the Trustee and the collateral agent under Worldwide's
existing senior secured credit facilities, but that will also
permit Worldwide to incur additional first-lien indebtedness and
permit the Cash Management Obligations to be secured pari passu
with the senior secured bank facilities.

Most of the amendments to the Indenture contained in the Third
Supplement Indenture became effective upon the execution of the
Third Supplemental Indenture, but certain amendments including,
without limitation, the amendments to permit the Recapitalization
and the entry into the new senior secured bank facilities, will
become effective contemporaneously upon the closing of the
Recapitalization and the new senior secured bank facilities.

A full-text copy of the Third Supplemental Indenture is available
for free at http://is.gd/Wqj9nG

                   About MoneyGram International

MoneyGram International, Inc. (NYSE: MGI) --
http://www.moneygram.com/-- is a global payment services company.
The Company's major products and services include global money
transfers, money orders and payment processing solutions for
financial institutions and retail customers.  MoneyGram is a New
York Stock Exchange-listed company with 203,000 global money
transfer agent locations in 191 countries and territories.

The Company reported net income of $43.80 million on $1.17 billion
of total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $1.91 million on $1.16 billion of total revenue during
the prior year.

The Company's balance sheet at Dec. 31, 2010, showed $5.12 billion
in total assets, $5.06 billion in total liabilities,
$999.35 million in total mezzanine equity, and a $942.48 million
total stockholders' deficit.

                           *     *     *

According to the Troubled Company Reporter on July 1, 2010, Fitch
Ratings has affirmed the Issuer Default Ratings for MoneyGram
International Inc. and MoneyGram Payment Systems Worldwide, Inc.,
at 'B+'.  Outlook is stable.  Fitch noted that the ratings could
be negatively impacted by further declines in remittance volumes
driven by macro economic factors or decreases in migrant labor
populations worldwide.


NEOMEDIA TECHNOLOGIES: Registers 2MM Shares Under Incentive Plan
----------------------------------------------------------------
Neomedia Technologies, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-8 regarding the registration of
2 million shares of common stock under the Company's 2011 Stock
Incentive Plan at a proposed maximum offering price of $0.016 per
share.  A full-text copy of the filing is available for free at:

                        http://is.gd/ooiwig

                    About NeoMedia Technologies

Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile
barcode scanning solutions.  The Company's technology allows
mobile devices with cameras to read 1D and 2D barcodes and provide
"one click" access to mobile content.

The Company reported a net income of $35.09 million on $1.52
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $67.38 million on $1.66 million of revenue during
the prior year.

The Company's balance sheet at Dec. 31, 2010, showed $8.57 million
in total assets, $89.05 million in total current liabilities,
$8.33 million in Series C convertible preferred stock, $2.50
million in Series D convertible preferred stock, and a
$91.31 million total shareholders' deficit.

Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt
about the Company's ability to continue as a going concern.  The
accounting firm noted that the Company has suffered recurring
losses from operations and has ongoing requirements for additional
capital investment.


NEW LEAF: Boots Mayer Hoffman, Hires Eisner Amper as Accountants
----------------------------------------------------------------
Effective April 15, 2011, New Leaf Brands, Inc., dismissed its
principal independent accountant Mayer, Hoffman, McCann P.C.  The
Company's Board of Directors approved the decision to dismiss MHM.

Except as reported in the Annual Report on Form 10-K for the
fiscal year ended Dec. 31, 2009, which stated that "[t]he
accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern.  As
discussed in Note 1 to the consolidated financial statements, the
Company has suffered recurring losses from operations, has a
working capital deficiency, was not in compliance with certain
financial covenants related to debt agreements, and has a
significant amount of debt maturing in 2010.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.  Management's plans regarding these matters are
also described in Note 1.  The consolidated financial statements
do not include any adjustments relating to the recoverability and
classification of asset carrying amounts or the amount and
classification of liabilities that might result should the Company
be unable to continue as a going concern..," the report of MHM on
the Company's financial statements for the fiscal years ended
Dec. 31, 2009 and 2008 did not contain an adverse opinion or a
disclaimer of opinion and was not qualified or modified as to
uncertainty, audit scope or accounting principles.

In connection with the audit of the Company's financial statements
for the fiscal year ended Dec. 31, 2009, and in the subsequent
interim periods through April 15, 2011, there were no
disagreements with MHM on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or
procedure which, if not resolved to the satisfaction of MHM, would
have caused MHM to make reference to the subject matter of the
disagreement in connection with its report.

Effective April 18, 2011, the Company engaged Eisner Amper LLP to
act as the Company's principal independent accountant.  The Board
of Directors of the Company approved the decision to engage
EISNER.

During the fiscal years ended Dec. 31, 2009 and 2008 and during
all subsequent interim periods through April 15, 2011, except for
a discussion with EISNER regarding the misapplication of EITF 07-5
as it related to previously issued interim financial statements
for the first and second quarters of 2010 that were identified by
MHM during the performance of their reviews and determined by
management to be immaterial, the Company did not consult EISNER
regarding: (i) the application of accounting principles to a
specified transaction, either completed or proposed; or the type
of audit opinion that might be rendered on the Company's financial
statements, and neither a written report nor oral advice was
provided to the Company that EISNER concluded was an important
factor considered by the Company in reaching a decision as to any
accounting, auditing or financial reporting issue; or (ii) any
matter that was the subject of a disagreement (as that term is
defined in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions to Item 304 of Regulation S-K) or a reportable event
(as that term is defined in Item 304(a)(1)(v) of Regulation S-K)
with its former accountants, MHM.

                       About New Leaf Brands

Scottsdale, Ariz.-based New Leaf Brands, Inc. develops, markets
and distributes healthy and functional ready-to-drink teas under
the New Leaf(R) brand.

The Company's balance sheet at Sept. 30, 2010, showed
$5.31 million in total assets, $8.34 million in total liabilities,
and a stockholders' deficit of $3.03 million.

According to the Troubled Company Reporter on April 8, 2010, Mayer
Hoffman McCann P.C., in Phoenix, Ariz., following the Company's
2009 results, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses from
operations, has a working capital deficiency, was not in
compliance with certain financial covenants related to debt
agreements, and has a significant amount of debt maturing in 2010.


NEW MEXICO SYMPHONY: Files for Chapter 7 Bankruptcy Liquidation
---------------------------------------------------------------
KOAT.com reports that the New Mexico Symphony Orchestra filed
chapter 7 bankruptcy.  Board vice chairman George Boerigter tells
the Associated Press the symphony will cease to exist once the
bankruptcy process is complete.  The symphony, which began in
1932, has had financial difficulties for years.  The NM Symphony
discontinued health insurance for employees in September 2009.
Recently, its musicians and staff worked for four months without
pay.


NEW STREAM: Opens Asset Sale to Competing Bids
----------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that New Stream Secured
Capital Inc. agreed Monday in Delaware to entertain alternative
bids for its portfolio of life settlement investments in addition
to a McKinsey & Co. affiliate's $184 million offer.

According to Law360, U.S. Bankruptcy Judge Mary F. Walrath signed
off on $5.3 million in bid incentives for McKinsey at a hearing
Monday, which the unsecured creditors committee and dissident
investors agreed to in return for an open sale process.

                        About New Stream

New Stream is an inter-related group of companies that
collectively comprise an investment fund, headquartered in
Ridgefield, Connecticut.  Founded in 2002, New Stream focuses on
providing non-traded private debt to the insurance, real estate
and commercial finance sectors.

On March 7, 2011, when New Stream was still soliciting votes on
the Chapter 11 plan, certain investors filed a petition (Bankr. D.
Del. Lead Case No. 11-10690) seeking to force three new stream
funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream
Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured
Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy.

The petitioning investors in the New Stream investment enterprise
say they are collectively owed over $90 million, representing
roughly 28% of the approximately $320 million owed to all U.S. and
Cayman investors.  The Petitioners are represented by (i) Joseph
H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A.
Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware,
and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in
Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M.
Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee,
P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law
Offices, in New York, and (iii) John M Bradham, Esq., and David
Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York.

New Stream Secured Capital, Inc., and three affiliates (New Stream
Insurance, LLC, New Stream Capital, LLC, and New Stream Secured
Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead
Case No. 11-10753) on March 13, 2011, with a proposed prepackaged
Chapter 11 plan.

Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J.
Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP,
serve as the Debtors' bankruptcy counsel.  Kurtzman Carson
Consultants LLC is the Debtors' claims and notice agent.

NSSC, Inc., estimated its assets and debts at up to $50,000.  NSC
estimated its assets at $100,000 to $500,000 and debts at $50,000
to $100,000.  NSI estimated its assets at $100 million to
$500 million and debts at $50 million to $100 million.  NSSC, LP,
estimated its assets and debts at $500 million to $1 billion.

NSI's insurance portfolio is being sold for $184.35 million as
part of the Chapter 11 plan.  The aggregate indebtedness secured
by the investment portfolio of NSSC is $688,412,974.  NSI owes
$81,573,376 to certain account classes under a Bermuda fund.


NEXSTAR BROADCASTING: Term Loan B Expanded to $149.5 Million
------------------------------------------------------------
Nexstar Broadcasting, Inc., an indirect wholly-owned subsidiary of
Nexstar Broadcasting Group, Inc., on April 15, 2011, entered into
an amendment to its senior secured credit facility.  The amendment
expands Nexstar Broadcasting's Term Loan B by $50 million to
$149.5 million, allows the proceeds of the credit facility to be
used to refinance its outstanding Senior Notes and those held by
Nexstar Finance Holdings, Inc., a wholly-owned subsidiary of
Nexstar, and retains its incremental term loan capacity of $100
million.  The amendment also provides for payment of normal and
customary fees and expenses.

The net proceeds of the additional Term Loan B funding will be
used to redeem the remaining $33.2 million of Nexstar Holdings'
11.375% Senior Discount Notes due 2013, for future repurchases of
outstanding notes and for general corporate purposes.  The funding
of the additional $50 million Term Loan B will close concurrently
with the redemption of Nexstar Broadcasting's 11.375% Senior
Discount Notes due 2013 on May 15, 2011.

On April 15, 2011, Nexstar Holdings notified its bond holders of
its election to redeem, on May 15, 2011, the remaining $33.2
million balance of its 11.375% Senior Discount Notes due 2013 at
the redemption price of 100.0% of the outstanding amount thereof
together with accrued and unpaid interest on the notes to the
redemption date.

                  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.

The Company reported 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.

                          *     *     *

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.


NORTEL NETWORKS: Asks Court OK for Pillar Purchase & Sale Deal
--------------------------------------------------------------
Nortel Networks Inc., et al., ask the U.S. Bankruptcy Court for
the District of Delaware to approve the Debtors' purchase and sale
agreement dated as of April 15, 2011, for Richardson Campus.

NNI, as the seller, entered into the purchase and sale agreement
with Pillar Commercial, LLC, as the purchaser, for the sale of the
premises at 2201 and 2221 Lakeside Boulevard, Richardson, Texas
and certain related assets, free and clear of all encumbrances.

Under the purchase and sale agreement, the Purchaser will pay to
the Seller the balance of the Purchase Price of $43.10 million,
less the deposit and subject to adjustments provided for in the
Purchase and Sale Agreement.  The Purchaser (i) has placed a good
faith deposit of $ 2.5 million into an escrow account and (ii)
within one business day after the execution of the Purchase and
Sale Agreement will place a further deposit of $2.5 million into
account, for a total good faith deposit of $5 million.

At the closing, the Seller will license certain space at the
Property back from the Purchaser to fulfill the Seller's ongoing
need for space at the Property.  Under the Nortel License and
subject to the terms of such agreement, the Seller will license
approximately 41,000 square feet of the Premises from the Closing
until Dec. 31, 2011.  Under the Nortel License, the Seller will
pay to the Purchaser a set fee representing the parties' estimate
of the Seller's portion of operating expenses for the duration of
the license term; the Seller will not pay any "base rent" under
the Nortel License. Under the Nortel License, the Seller has the
ability to surrender licensed space to the Purchaser and to
decrease the fee paid to the Purchaser under the agreement
accordingly.

The sale hearing will be held on May 10, 2011, at 9:30 a.m. (ET).
The deadline for all objections to the relief requested in the
Sale Motion is currently set as May 3, 2011, at 4:00 p.m. (ET)

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
In March 2009, the U.S. Bankruptcy Court entered an order
approving the sale of the Layer 4-7 assets to Radware Ltd. as the
successful bidder at auction.  In July 2009, Nortel sold its CDMA
and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ).
In September 2009, the Court Nortel sold its Enterprise Solutions
business to Avaya Inc.  In October 2009, the Court approved the
sale of assets associated with Nortel's Next Generation Packet
Core network components to Hitachi, Ltd.  On Dec. 2, 2009, the
Court approved the sale of assets associated with Nortel's
GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and
Kapsch Carriercom AG.  In December 2009, the Debtors sold their
Metro Ethernet Networks business to Ciena Corporation.  In March
2010, Nortel sold its Carrier Voice Over IP and Application
Solutions business to GENBAND Inc.  In September 2010, Nortel sold
its Multi-Service Switch business to Ericsson.

Nortel Networks filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


NORTEL NETWORKS: Asks Court to OK Stipulation With tw telecom
-------------------------------------------------------------
Nortel Networks Inc. and certain of its debtor affiliates ask the
U.S. Bankruptcy Court for the District of Delaware to approve the
stipulation regarding the setoff of prepetition amounts owed by
and between NNI and tw telecom inc., and to grant limited relief
from the automatic stay to effectuate the setoff.

NNI, tw telecom and tw telecom's parent company, tw telecom
holdings inc., are parties to certain supplier and customer
contracts and agreements pursuant to which prepetition amounts are
due to and from NNI and tw telecom.  tw telecom continues to be an
important internet and circuit supplier to the Debtors.

On Feb. 18, 2009, tw telecom filed a proof of claim against NNI in
the amount of $110,490.98 (Claim Number 432) for the prepetition
amounts owed by NNI to tw telecom.  NNI and tw telecom have since
engaged in the review of their books and records, and have
exchanged information in order to reconcile the various
prepetition accounts receivable owed by and to NNI and tw telecom
for the period prior to the Petition Date.

NNI has concluded that grounds exist to permit a setoff of mutual
prepetition obligations and that the standards for setoff have
been met.

The Parties have reconciled (i) the prepetition amounts owed by
NNI to tw telecom under NNI's accounts with tw telecom listed on
Exhibit 1 to the Stipulation, and (ii) the invoices including
prepetition amounts owed by tw telecom to NNI, and have agreed
that tw telecom may set off $110,490.98 of $218,095.42 owed
prepetition to NNI by tw telecom under the Agreements, against
$110,490.98 owed prepetition to tw telecom by NNI under the
Agreements.  As part of the Stipulation, tw telecom will remit the
remaining $107,604.44 owed prepetition to NNI within three
calendar days after the date that the order authorizing and
approving the Stipulation by this Court becomes final and
unappealable.  The Parties have agreed that, upon the Effective
Date, the Proof of Claim will be resolved and deemed withdrawn
with prejudice.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
In March 2009, the U.S. Bankruptcy Court entered an order
approving the sale of the Layer 4-7 assets to Radware Ltd. as the
successful bidder at auction.  In July 2009, Nortel sold its CDMA
and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ).
In September 2009, the Court Nortel sold its Enterprise Solutions
business to Avaya Inc.  In October 2009, the Court approved the
sale of assets associated with Nortel's Next Generation Packet
Core network components to Hitachi, Ltd.  On Dec. 2, 2009, the
Court approved the sale of assets associated with Nortel's
GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and
Kapsch Carriercom AG.  In December 2009, the Debtors sold their
Metro Ethernet Networks business to Ciena Corporation.  In March
2010, Nortel sold its Carrier Voice Over IP and Application
Solutions business to GENBAND Inc.  In September 2010, Nortel sold
its Multi-Service Switch business to Ericsson.

Nortel Networks filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


NORTEL NETWORKS: IPs Sent to Microsoft Subject to ARIN Deal
-----------------------------------------------------------
The American Registry for Internet Numbers (ARIN) disclosed that
Microsoft has received approval of the U.S. Bankruptcy Court in
Delaware that certain Internet Protocol (IP) number resources
being transferred to Microsoft from the Nortel bankruptcy will be
placed under a registration services agreement between ARIN and
Microsoft.

ARIN President and CEO John Curran stated that the registration
services agreement provides that the transferred Internet number
resources will be managed according to the community-developed
Internet address policies in the region. Microsoft has a long-
standing positive and cooperative relationship with ARIN, and ARIN
is pleased to be able to work with Microsoft productively in this
matter.

With the depletion of unissued IPv4 addresses looming globally,
the ARIN community has developed a transfer policy designed to
permit those with unneeded address space to transfer their right
to use them to other organizations that can demonstrate the need
for the resources.  The specified transfer policy allows market
incentives to drive better utilization of IPv4 address resources.

                      About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
In March 2009, the U.S. Bankruptcy Court entered an order
approving the sale of the Layer 4-7 assets to Radware Ltd. as the
successful bidder at auction.  In July 2009, Nortel sold its CDMA
and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ).
In September 2009, the Court Nortel sold its Enterprise Solutions
business to Avaya Inc.  In October 2009, the Court approved the
sale of assets associated with Nortel's Next Generation Packet
Core network components to Hitachi, Ltd.  On Dec. 2, 2009, the
Court approved the sale of assets associated with Nortel's
GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and
Kapsch Carriercom AG.  In December 2009, the Debtors sold their
Metro Ethernet Networks business to Ciena Corporation.  In March
2010, Nortel sold its Carrier Voice Over IP and Application
Solutions business to GENBAND Inc.  In September 2010, Nortel sold
its Multi-Service Switch business to Ericsson.

Nortel Networks filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


OPTI CANADA: To Conduct Conference Call Today on Q1 Results
-----------------------------------------------------------
OPTI Canada Inc. will conduct a conference call at 6:30 a.m.
Mountain Time (8:30 a.m. Eastern Time) on Wednesday, April 27,
2011 to review the Company's first quarter 2011 financial and
operating results.  Chris Slubicki, president and chief executive
officer, and Travis Beatty, vice president, Finance and chief
financial officer, will host the call.  To participate in the
conference call, dial:

            (888) 231 - 8191        (North American Toll-Free)
            (647) 427 - 7450        (Alternate)

Please reference the OPTI Canada conference call with Chris
Slubicki when speaking with the Operator.

A replay of the call will be available until May 11, 2011,
inclusive.  To access the replay, call (416) 849-0833 or (800)
642-1687 and enter passcode 56019994.

This call will also be webcast, and can be accessed on OPTI
Canada's Web site (www.opticanada.com) under "Presentations and
Webcasts" in the "For Investors" section.  The webcast will be
available for a period of 30 days and may alternatively be
accessed at http://is.gd/u8YPaI

                    Annual Shareholder Meeting

The OPTI Canada Annual General Meeting of Shareholders (AGM) will
be held on Wednesday, April 27, 2011 at 9:00 a.m. Mountain Time.
The event will take place at the Metropolitan Conference Centre at
333 Fourth Avenue S.W. in Calgary, Alberta.

The Company will provide a corporate update immediately after the
formal proceedings of the AGM.  The webcast can be accessed on
OPTI Canada's Web site (www.opticanada.com) under "Presentations
and Webcasts" in the "For Investors" section.  The webcast will be
available for a period of 90 days and may alternatively be
accessed at http://is.gd/5gAFtg

                         About OPTI Canada

OPTI Canada Inc. is a Calgary, Alberta-based company focused on
developing major oil sands projects in Canada using its
proprietary OrCrude(TM) process.  OPTI's common shares trade on
the Toronto Stock Exchange under the symbol OPC.

The Company reported a net loss and comprehensive loss of C$273.82
million on C$249.80 million of revenue for the year ended December
31, 2010, compared with a net loss and comprehensive loss of
C$306.16 million on C$143.84 million of revenue during the prior
year.

The Company's balance sheet at Dec. 31, 2010, showed
C$3.79 billion in total assets, C$2.75 billion in total
liabilities, and C$1.04 billion in shareholders' equity.

                           *     *     *

OPTI Canada carries a 'CCC+' long-term corporate credit rating
from Standard & Poor's Ratings Services.  It has a 'Caa2'
corporate family rating from Moody's Investors Service.

"S&P base its decision to lower the ratings on the increasing
financing burden associated with OPTI's debt and the widening gap
between potential cash flow generation, and financing and spending
obligations," said Standard & Poor's credit analyst Michelle
Dathorne in August 2010, to explain S&P's downgrade of the
corporate rating to 'CCC+' from 'B-'.  "Our estimates of the
operating cash flows necessary for the company to fund all
required financing obligations and capital spending internally
provide no allowances for production shortfalls or commodity-price
weakness from now until 2012.  This lack of financial flexibility
is characteristic of a credit profile in the 'CCC' category," Ms.
Dathorne added.

In the Dec. 17, 2010 edition of the TCR, Standard & Poor's said it
lowered its long-term corporate credit rating on OPTI Canada Inc.
to 'CCC-' from 'CCC+'.  The outlook is negative.  At the same
time, Standard & Poor's lowered its senior secured debt rating on
OPTI's secured revolving credit facility and first lien debt to
'CCC+' from 'B', and its senior secured debt rating on the second-
lien obligations to 'CCC' from 'B-'.  The '1' recovery rating on
the company's secured revolving credit facility and first-lien
debt and the '2' recovery rating on the second-lien debt are
unchanged.

The ratings on OPTI reflect Standard & Poor's view of the
company's high leverage, forecast weak cash flow profile, and the
opportunity costs associated with ongoing production shortfalls
because operating efficiency continues to deviate from S&P's
expectations.  S&P believes that somewhat offsetting these
weaknesses are the long-term growth prospects inherent in the Long
Lake in-situ project's and OPTI's other oil sadns leases' large
resource base; and the potential to achieve a competitive cost
profile (which includes total operating and sustaining capital
spending) when the project can hit and sustain production levels
at design capacity.


PEBWORTH PROPERTIES: Sells Jupiter Shop for 49% Off Mortgage
------------------------------------------------------------
Brian Bandell at the South Florida Business Journal reports that
the Promenade Shoppes at Pine Gardens in Jupiter, South Florida,
was sold for 49% less than its mortgage.

According to the report, Wells Fargo Bank, representing a
commercial mortgage-backed security fund, held a foreclosure
judgment against Pebworth Properties based on a $6.5 million
mortgage.  The Company filed Chapter 11 to block the foreclosure
auction.

On April 13, 2011, Pebworth sold the 28,289-square-foot retail
center, at 240 W. Indiantown Road, for $3.3 million to Promenade
Properties of Jupiter.  The buyer, which is managed by Richard J.
Witham, took out a $2 million mortgage with Seacoast National
Bank, according to the South Florida Business Journal.

Pebworth Properties, LLC, filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 10-15951) in West Palm Beach, Florida, on March 10,
2010.  Craig I. Kelley, Esq. -- cik@kelleylawoffice.com --
represents the Debtor.  The Debtor estimated assets and debts of
$1 million to $10 million as of the Chapter 11 filing.


PEREGRINE I, LLC: Files for Chapter 11 Due to Unpaid Loans
----------------------------------------------------------
Peregrine I, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-11230) on April 25, 2011, estimating
assets and debts in excess of $100 million.

Headquartered in the Cayman Islands, Peregrine I LLC is an
offshore drilling company backed by a unit of General Electric Co.

The Company said $190 million of a $259 million loan is unpaid.
The list of 20 largest unsecured creditors said that WestLB AG,
Banco Bilbao Vizcaya Argentaria, Dexia Credit Local, DVB Bank, GE
VFS Financing Holding, Inc., HSH Nordbank AG, Santander Asset
Finance PLC, and Sumitomo Mitsui Banking Corp., are owed money on
account of the loan, although the percentage held by each lender
is not available at this time.

Class B members, EFS-M Inc., an entity for which it provided the
address of GE Energy Financial Services in Stamford, Connecticut,
and Oslo-based Pareto World Wide Offshore AS, signed a written
consent to the bankruptcy reorganization.

Bloomberg News recounts that GE Energy Financial Services said in
December 2007 that it would invest US$54 million in Peregrine I, a
deepwater drill ship that was drilling for oil in the Atlantic
Ocean off the coast of Brazil.  WestLB AG, a German bank, helped
arrange the US$259 million loan for the venture and was listed as
one of the creditors in the Chapter 11 filing.


PEREGRINE I, LLC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Peregrine I, LLC
        Maples Corporate Services Limited
        P.O. Box 309
        Ugland House, Grand Cayman
        KY1-1104 Cayman Islands
        Grand Cayman, CI KY1-1104

Bankruptcy Case No.: 11-11230

Chapter 11 Petition Date: April 25, 2011

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

Debtor's Counsel: Russell C. Silberglied, Esq.
                  RICHARDS, LAYTON & FINGER
                  One Rodney Square
                  920 North King Street
                  Wilmington, DE 19801
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  E-mail: silberglied@rlf.com

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

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

The petition was signed by John W. Hanlon, authorized person.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
WestLB AG                          Bank Loan                    --

Banco Bilbao Vizcaya Argentaria    Bank Loan                    --

Dexia Credit Local                 Bank Loan                    --

DVB Bank                           Bank Loan                    --

GE VFS Financing Holding, Inc.     Bank Loan                    --

HSH Nordbank AG                    Bank Loan                    --

Santander Asset Finance PLC        Bank Loan                    --

Sumitomo Mitsui Banking            Bank Loan                    --
Corporation

ETESCO Drilling Company BV         Contract             $3,976,516
A Dutch Limite Liability Company
Fred Roekestraat 123, 1076 EE
Amsterdam the Netherlands

Napro Services                     Trade                  $816,125
Estaleiros do Brasol
Marine Propeller & Seals Division
Carlos A. Duraes

PurEnergy                          Contract               $236,367
1732 West Genesee Street
Syracuse, NY 13204

KPMG                               Professional           $200,000

Maua                               Trade                  $113,006

General Electric                   Trade                   $58,876

Converteam                         Trade                   $19,100

Pedro Calmon Filho Advogados       Professional            $16,026

Firley, Moran, Freer, Eassa        Professional            $14,500

Noble Denton                       Trade                    $7,357

Pinhiero Neto                      Professional             $6,284

DNV                                Professional             $3,000


PHILADELPHIA ORCHESTRA: PETA Offers Money In Exchange for Ads
-------------------------------------------------------------
The Salt Lake Tribune reports that PETA sent a letter to Allison
Vulgamore, president and CEO of Philadelphia Orchestra, with an
offer that could help the orchestra: Display PETA's pro-vegan ad
on the backs of musicians' music stands, and PETA will donate
money to help save the orchestra.  The ad, which features a photo
of a cute pig and reads, "A Vegan Diet Is Music to Animals' Ears.
Go Vegan," aims to encourage symphony attendees to think about
who's on their plates.

                   About Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras.  Previous conductors
include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold
Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti
(1980-92), Wolfgang Sawallisch (1993-2003), and Christoph
Eschenbach (2003-08).  Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011.  Judge Eric L. Frank presides over
the case.  The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  In its petition, Philadelphia Orchestra
estimated $10 million to $50 million in assets and debts.


PHILADELPHIA ORCHESTRA: Has Interim OK to Pay Critical Vendors
--------------------------------------------------------------
The Philadelphia Orchestra Association, et al., sought and
obtained interim authorization from the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania to enter into agreements, if
necessary, with certain critical vendors and to pay up to $402,000
in prepetition obligations.

The Critical Vendors include: (i) independent musicians -- as
of the Petition Date, (a) Peter Nero musicians are owed $20,000,
(b) stage managers are owed $6,800, (c) guest performers are
owed $142,000, and (d) educational collaborators are owed $7,00;
(ii) consultants -- as of the Petition Date, (a) marketing
consultants are owed $73,100, (b) telemarketing and telefunding
consultants are owed $70,000, and (c) IT consultants are owed
$22,000; (ii) IT vendors, who are owed approximately $16,500 as
of the Petition Date; (iii) music and performance suppliers,
who are owed approximately $37,000 as of the Petition Date; and
(iv) imminent vendors who provide transportation and other
logistical services , who are owed amounts totaled $7,000 as
of the Petition Date.

The Debtors said that they are in an industry that is people-
driven and populated by individuals with highly-specialized
skills.  "Many of these skills and the services derived therefrom
cannot easily be replicated. As such, the goods and services
provided by the Critical Vendors are crucial to the Debtors'
continuation of their organizations and would be difficult and
expensive to replace.  Payment of the claims of the Critical
Vendors is vital to the Debtors' reorganization efforts because
(a) the goods and services provided by the Critical Vendors are
often the only source from which the Debtors can procure goods or
services, (b) the Critical Vendors are intimately familiar with
the Debtors' operations, (c) failure to pay the Critical Vendor
Claims would, in the business judgment of the Debtors, result in
the Critical Vendors refusing to provide goods and/or services to
the Debtors, and (d) the Critical Vendors generally provide goods
and services to the Debtors on advantageous terms," the Debtors
stated.

                 About The Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras.  Previous conductors
include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold
Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti
(1980-92), Wolfgang Sawallisch (1993-2003), and Christoph
Eschenbach (2003-08).  Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011.  Judge Eric L. Frank presides over
the case.  The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  In its petition, Philadelphia Orchestra
estimated $10 million to $50 million in assets and debts.


PHILADELPHIA ORCHESTRA: Taps Curley Hessinger as Special Counsel
----------------------------------------------------------------
The Philadelphia Orchestra Association, et al., ask for
authorization from the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to employ Curley, Hessinger & Johnsrud
LLP as special counsel.

CH&J will:

     a. provide advice and counsel with respect to the Debtors'
        labor negotiations with the American Federation of
        Musicians - Local 77; and

     b. represent the Debtors in this Court or other proceedings
        relating to labor negotiations with AFM, including NLRB
        proceedings, arbitrations, or other court proceedings

CH&J will charge hourly rates to the Debtors that are consistent
with customary hourly rates charged by legal professionals.
CH&J's hourly rates currently are:

        Michael A. Curley                    $550
        Gregory J. Hessinger                 $475
        Other partners & Of Counsel        $300-$475
        Associates                         $150-$400
        Paralegals                          $90-$125

Michael A. Curley, Esq., managing partner at CH&J, assures the
Court that the firm is a "disinterested person" within the meaning
of section 101(14) of the Bankruptcy Code.

                 About The Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras.  Previous conductors
include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold
Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti
(1980-92), Wolfgang Sawallisch (1993-2003), and Christoph
Eschenbach (2003-08).  Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011.  Judge Eric L. Frank presides over
the case.  The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  In its petition, Philadelphia Orchestra
estimated $10 million to $50 million in assets and debts.


PHILADELPHIA ORCHESTRA: Organizational Meeting Set for May 3
------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on May 3, 2011, at 11:00 a.m. in
the bankruptcy case of The Philadelphia Orchestra Association,
Academy of Music of Philadelphia, Inc., and Encore Series, Inc.
The meeting will be held at the Office of the United States
Trustee, 833 Chestnut Street, Suite 501, Philadelphia.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

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

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

                 About The Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras.  Previous conductors
include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold
Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti
(1980-92), Wolfgang Sawallisch (1993-2003), and Christoph
Eschenbach (2003-08).  Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011.  Judge Eric L. Frank presides over
the case.  The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  In its petition, Philadelphia Orchestra
estimated $10 million to $50 million in assets and debts.


PIONEER VILLAGE: Creditors Approve Amended Chapter 11 Plan
----------------------------------------------------------
Greg Stiles at the Mail Tribune reports that creditors have agreed
to a reorganization plan that would give Pioneer Village
retirement center's ownership group a new lease on life.

According to the report, Jeff Chamberlain, the managing partner of
Pioneer Village Investments LLC, confirmed that debtor partners
and creditors, including PremierWest Bank, have signed off on an
amended plan.  A May 25 hearing has been set before U.S.
Bankruptcy Court Judge Frank H. Alley III in Eugene.

If approved, Pioneer Village would emerge from Chapter 11
protection in a little more than a year from its May 2010 filing,
according to the Mail Tribune.

The Mail Tribune, citing papers filed with the court, related
PremierWest previously filed its own plan and threatened other
legal actions.  However, the sides reached an accord during a
settlement conference with U.S. Bankruptcy Court Judge Trish
Brown.  Medford-based PremierWest and Central Valley Community
Bank of Fresno are owed equal shares of the approximately $12
million debt.

The report says the banks agreed that if they received a
$11.35 million principal payment during 2011, Pioneer Village
Investments' debt would be considered paid, according to court
documents.  If the Pioneer Village group pays $12 million, plus
interest, from 2011 and 2012 by the end of 2012, the deal would be
done as well.  If Pioneer Village Investments has not paid the
banks by the end of 2012, it "may either choose to convey the
property to PremierWest or refer the property for sale."  The bank
also would receive the management fees that otherwise would have
been paid to Farmington.

                About Pioneer Village Investments

Portland, Oregon-based Pioneer Village Investments, LLC, operates
a continuing care retirement facility in the city of Jacksonville,
Oregon, providing for "independent living' facilities for elderly
residents, assisted living for residents who are less able to care
for themselves, and other facilities designed to accommodate the
needs of elderly residents.

Pioneer Village Investments, LLC, c/o Farmington Centers, Inc.,
filed for Chapter 11 protection (Bankr. D. Ore. Case No. 10-62852)
on May 13, 2010.  Douglas P. Cushing, Esq., at Jordan Schrader
Ramis PC, in Lake Oswego, Oregon, assists the Debtor in its
restructuring effort.  In its petition, the Debtor estimated
assets and debts of $10 million to $50 million.


PLASTINUM POLYMER: Posts $3.5 Million Net Loss in Sept. 30 Quarter
------------------------------------------------------------------
Plastinum Polymer Technologies Corp. filed its quarterly report on
Form 10-Q, reporting a net loss of $3.48 million on $240,679 of
sales for the three months ended Sept. 30, 2010, compared with a
net loss of $2.23 million on $210,145 of sales for the same period
of 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$10.06 million in total assets, $22.34 million in total
liabilities, $2.29 million in redeemable preferred stock, Series
B, and a stockholders' deficit of $14.57 million.

RBSM LLP, in New York, expressed substantial doubt about Plastinum
Polymer's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2009.  The
independent auditors noted that the Company has a generated
negative cash outflows from operating activities, experienced
recurring net operating losses, and is dependent on securing
additional equity and debt financing to support its business
efforts.

A complete text of the Form 10-Q, is available for free at:

                       http://is.gd/JXnyek

Los Angeles, Calif.-basedPlastinum Polymer Technologies Corp. owns
and develops a patented and proprietary plastic blending
technology whereby various kinds of immiscible plastics can be
mixed mechanically into a new polymer compound.  The technology is
being marketed worldwide.


PLATINUM ENERGY: Tim Culp Discloses 7.97% Equity Stake
------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Tim G. Culp disclosed that he beneficially
owns 1,801,581 shares of common stock of Platinum Energy
Resources, Inc., representing 7.97% of the shares outstanding.
The percentage used is calculated based upon 22,606,476 shares of
the common stock, par value $0.0001 per share, of Platinum Energy
Resources issued and outstanding as of April 13, 2011 as reported
in such corporation's Form 10-K for the fiscal year ended Dec. 31,
2010, which was filed with the Commission on April 15, 2011.

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

                        http://is.gd/hae1Gr

                       About Platinum Energy

Houston, Tex.-based Platinum Energy Resources, Inc. --
http://www.platenergy.com/-- is an independent oil and gas
exploration and production company.  The Company has approximately
37,000 acres under lease in relatively long-lived fields with
well-established production histories.  The properties properties
are concentrated primarily in the Gulf Coast region in Texas, the
Permian Basin in Texas and New Mexico, and the Fort Worth Basin in
Texas.

The Company reported reported a net loss of $5.13 million on
$20.40 million of oil and gas sales for the year ended Dec. 31,
2010, compared with a net loss of $32.02 million on $17.30 million
of oil and gas sales during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $53.09 million
in total assets, $23.73 million in total liabilities, not subject
to compromise, $5.10 million in liabilities subject to compromise,
related to assets held for sale-discontinued operations, and
$24.26 million in total stockholders' equity.

GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's financial statements for the year ended
Dec. 31, 2009.  The independent auditors noted that the
Company has experienced significant losses since inception and is
currently in default of its debt agreements.

The Company has incurred significant losses, resulting in
cumulative losses of $113,747,702 through Sept. 30, 2010.  At
Sept. 30, 2010, the Senior Credit Facility balance was
approximately $5.15 million.  The Company's current cash on hand
of $2,395,820 is not adequate to satisfy the debt.  Also, the
Company has negative working capital of $8,168,992.  Currently the
Company is looking at various ways of correcting these issues,
including exploring joint venture opportunities as well as a
thorough analysis of our specific assets for potential
divestiture.  Further the Company has assets and liabilities that
could be affected by unfavorable outcomes of litigation in
progress.


PLATINUM ENERGY: Syd Ghermezian Discloses 56.9% Equity Stake
------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Syd Ghermezian and Pacific International
Group Holdings LLC disclosed that they beneficially own 12,861,505
shares of common stock of Platinum Energy Resources, Inc.,
representing 56.9% of the shares outstanding.  The percentage used
is calculated based upon 22,606,476 shares of the common stock,
par value $0.0001 per share, of Platinum Energy Resources issued
and outstanding as of April 13, 2011 as reported in such
corporation's Form 10-K for the fiscal year ended Dec. 31, 2010,
which was filed with the Commission on April 15, 2011.

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

                        http://is.gd/Mr61Cy

                       About Platinum Energy

Houston, Tex.-based Platinum Energy Resources, Inc. --
http://www.platenergy.com/-- is an independent oil and gas
exploration and production company.  The Company has approximately
37,000 acres under lease in relatively long-lived fields with
well-established production histories.  The properties properties
are concentrated primarily in the Gulf Coast region in Texas, the
Permian Basin in Texas and New Mexico, and the Fort Worth Basin in
Texas.

The Company reported reported a net loss of $5.13 million on
$20.40 million of oil and gas sales for the year ended Dec. 31,
2010, compared with a net loss of $32.02 million on $17.30 million
of oil and gas sales during the prior year.

The Company's balance sheet at Dec. 31, 2010 showed $53.09 million
in total assets, $23.73 million in total liabilities, not subject
to compromise, $5.10 million in liabilities subject to compromise,
related to assets held for sale-discontinued operations, and
$24.26 million in total stockholders' equity.

GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about
the Company's ability to continue as a going concern after
auditing the Company's financial statements for the year ended
Dec. 31, 2009.  The independent auditors noted that the
Company has experienced significant losses since inception and is
currently in default of its debt agreements.

The Company has incurred significant losses, resulting in
cumulative losses of $113,747,702 through Sept. 30, 2010.  At
Sept. 30, 2010, the Senior Credit Facility balance was
approximately $5.15 million.  The Company's current cash on hand
of $2,395,820 is not adequate to satisfy the debt.  Also, the
Company has negative working capital of $8,168,992.  Currently the
Company is looking at various ways of correcting these issues,
including exploring joint venture opportunities as well as a
thorough analysis of our specific assets for potential
divestiture.  Further the Company has assets and liabilities that
could be affected by unfavorable outcomes of litigation in
progress.


PLATINUM PROPERTIES: Files for Chapter 11 to Sue Bank
-----------------------------------------------------
Indianapolis-based Platinum Properties, LLC, filed a Chapter 11
petition (Bankr. S.D. Ind. Case No. 11-05140) in its hometown on
April 25, 2011, estimating assets of up to $50 million and
liabilities of $100 million to $500 million.

At the same time, Platinum Properties commenced an adversary
proceeding against PNC Bank, N.A., to avoid and recover
preferential transfers to the bank and disallow the bank's claims.

Platinum is a residential real estate developer, manufacturing and
selling residential real estate lots.  Platinum currently owns and
is developing and marketing five projects: Abney Glen, Bellewood,
Countryside, Maple Knoll (excluding sections 4A and 4B), and Mount
Vernon Trails. In addition, Platinum has an ownership interest in
several special purpose entities that in turn own, operate and
manage individual projects.  One of these SPEs is Reserve at
Steeplechase, LLC.

Affiliate PPV, LLC, also filed for Chapter 11 (Case No. 11-05141).
PPV is essentially a joint venture between Platinum and a non-
debtor entity, Pittman Partners, Inc., each of whom hold an equity
interest in PPV. PPV owned four projects directly, and owns 100%
of the membership interest of Sweet Charity Estates, LLC, which
developed a project known as "Westmont."  Only one of PPV's four
projects, Long Ridge Estates, is currently active, as the other
three projects are now sold out.  Platinum has a 65% interest in
the proceeds of lot sales out of Long Ridge Estates, after all of
Platinum's equity investment in that project has been returned.

                      Road to Chapter 11

Jay Jaffe, Esq., at Baker & Daniels LLP, in Indianapolis, says in
a court filing, "The Debtors are victims of the well publicized
collapse of the residential housing market that began in early
2006.  Although the Debtors increased their market share of lots
sold from 2006 to 2010, total lots sold by the Debtors plummeted.
This deterioration of top line revenue has severely challenged the
Debtors' ability to sustain their operations."

PNC was the lender on three projects with loans that matured in
late 2009 as follows: Heather Knoll (owned by PPV), Westmont
(owned by Sweet Charity Estates, LLC, which in turn is 100% owned
by PPV), and Reserve at Steeplechase (owned by Reserve at
Steeplechase, LLC, which in turn is 100% owned by Platinum).

PNC filed foreclosure suits in Hamilton County on each of the
three projects alleging that each of the defendant SPEs and the
defendant guarantors (including Platinum and/or PPV) owed an
antecedent debt to PNC.  PPV sold out all of the lots at Heather
Knoll and paid off PNC in full with respect to that debt before
the PNC foreclosure action for that project went to judgment.

On Jan. 25, 2011, the Hamilton County court signed judgments in
favor of PNC against the Westmont project in the amount of
$10,202,615, and against the Reserve at Steeplechase project in
the amount of $5,963,632.  The judgment against the Westmont
project was against the SPE owner of the project (Sweet Charity
Estates, LLC) and against, among others, PPV and Platinum as
guarantors.  The judgment against the Reserve at Steeplechase
Project was against the SPE owner of the project (Reserve at
Steeplechase, LLC) and against, among others, Platinum as
guarantor.

                         Liens and Payments

Pursuant to Ind. Code Sec. 34-55-9-2, the PNC Judgments constitute
a lien against property owned by the Debtors in "the county where
the judgment has been duly entered and indexed in the judgment
docket."  The PNC Judgments have been entered and indexed in the
judgment docket in Hamilton County and therefore constitute liens
against Debtors' property in Hamilton County.  Since PNC obtained
the PNC Judgments, the Debtors have been required to obtain
partial judgment releases from PNC in order to sell lots in the
projects owned by the Debtors.

According to Mr. Jaffe, PNC has used its position as judgment lien
holder to delay closings, and in one circumstance, in connection
with the refinancing of the Sonoma 5 section of the Maple Knoll
project, extracted a payment of $34,000 from the closing as a
condition to delivering a partial release of judgment.

Noting among other things that the lien transfers and the payments
to PNC were made at a time when they were insolvent, the Debtors
ask the Bankruptcy Court to enter an order granting:

    (a) judgment avoiding the Lien Transfers pursuant to Section
        547(b) of the Bankruptcy Code;

    (b) judgment avoiding the Payment Transfer pursuant to Section
        547(b) of the Bankruptcy Code;

    (c) judgment against PNC recovering the sum of $34,000,
        together with interest thereon from the date of the
        payment, pursuant to Section 550 of the Bankruptcy Code;

    (d) the disallowance of any claim of PNC against Platinum's
        estate pursuant to Section 502 of the Bankruptcy Code; and

    (e) all other just and proper relief.


PLATINUM PROPERTIES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Platinum Properties, LLC
        9757 Westpoint Drive, Suite 600
        Indianapolis, IN 46256

Bankruptcy Case No.: 11-05140

Affiliate that sought Chapter 11 protection:

    Debtor                          Case No.
    ------                          --------
    PPV, LLC                        11-05141

Chapter 11 Petition Date: April 25, 2011

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Indianapolis)

Judge: Basil H. Lorch, III

Debtor's Counsel: Jay Jaffe, Esq.
                  Jennifer A. Pearcy, Esq.
                  BAKER & DANIELS
                  600 E. 96th Street, Suite 600
                  Indianapolis, IN 46240
                  Tel: (317) 569-4687
                  Fax: (317) 569-4800
                  E-mail: jay.jaffe@bakerd.com
                          jennifer.pearcy@bakerd.com

                            - and -

                  Shiv Ghuman O'Neill, Esq.
                  Kayla D. Britton, Esq.
                  BAKER & DANIELS
                  300 N. Meridian Street, Suite 2700
                  Indianapolis, IN 46204
                  Tel: (317) 237-0300
                  Fax: (317) 237-1000
                  E-mail: shiv.oneill@bakerd.com
                          kayla.britton@bakerd.com

Lead Debtor's Assets & Debts:

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

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

The petition was signed by Steven R. Edwards, chief financial
officer.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Duke Construction Limited          --                  $31,884,934
Partnership
600 E. 96th Street, Suite 100
Indianapolis, IN 46240

Star Financial Bank                --                  $20,956,118
3610 River Crossing Parkway
Indianapolis, IN 46240

Harris, N.A.                       --                  $20,150,658
115 South LaSalle Street, 12 West
Chicago, IL 60603

RBS Citizens, National Association --                  $17,998,403
53 State Street MBS970
Boston, MA 02109

PNC Bank                           --                  $16,404,630
101 W. Washington Street, Suite 400S
Locator I1-Y013-04-2
Indianapolis, IN 46255

Christel DeHaan Investment Limited --                  $11,891,279
Partnership
10 W. Market Street, Suite 1900
Indianapolis, IN 46204

Paul Shoopman and Shelley Shoopman --                   $7,712,819
6500 Technology Center Drive, Suite 100
Indianapolis, IN 46278

Indiana Bank & Trust               --                   $6,228,737
201 S. Capitol Avenue, Suite 700
Indianapolis, IN 46225

Bank of America, N.A.              --                   $5,826,713
135 South LaSalle Street, Suite 825
Chicago, IL 60603

Bond Safeguard Insurance Company   --                   $4,933,847
c/o HUB International Scheers
601 Oakmont Lane, Suite 400
Westmont, IL 60559

Pulte Homes of Indiana, LLC        --                   $4,000,000
11590 N. MEridan Street, Suite 530
Carmel, IN 46032

Pail Shoopman Custom Homes, Inc.   --                   $2,139,416
6500 Technology Center Drive, Suite 100
Indianapolis, IN 46278

First Merchants Bank, N.A.         --                   $1,815,513
10333 N. Meridan, Suite 350
Indianapolis, IN 46290

EN Loan Group, LLC                 --                   $1,574,089
10 W. Market Street, Suite 1900
Indianapolis, IN 46204

Paul Shoopman Home Building Group, --                   $1,023,154
Inc.
6500 Technology Center Drive, Suite 100
Indianapolis, IN 46278

Northern Trust                     --                   $1,002,222
50 South LaSalle Street
Chicago, IL 60675

Palmer Properties, LLC             --                     $598,631
2929 S. Holt Road
Indianapolis, IN 46241

KB Homes Indiana, Inc.             --                     $500,000
5740 Decatur Boulevard
Indianapolis, IN 46241

James J. and Jane A. Nelson        --                     $428,597
4861 Keswick Way
Naples, FL 34105

R.L. Wilfong II Charitable         --                     $372,034
Remainder Unitrust
17830 Casey Road
Westfield, IN 46074


PLATINUM STUDIOS: Board Accepts Resignation of Orrin Halper
-----------------------------------------------------------
The Board of Directors of Platinum Studios, Inc., accepted the
resignation of Orrin Halper from his position as the Company's
Chief/Principal Financial Officer.  Mr. Halper's resignation was
not the result of any disagreements with the Company.

                      About Platinum Studios

Los Angeles, Calif.-based Platinum Studios, Inc., controls a
library consisting of more than 5,000 characters and is engaged
principally as a comics-based entertainment company adapting
characters and storylines for production in film, television,
publishing and all other media.

The Company reported a net loss of $9.94 million on $2.27 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $3.38 million on $292,940 of revenue during the prior
year.

The Company's balance sheet at Dec. 31, 2010 showed $10.47 million
in total assets, $26.99 million in total liabilities and a $16.52
million shareholders' deficit.

As reported by the TCR on April 21, 2011, HJ Associates &
Consultants, LLP, in Salt Lake City, Utah, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the 2010 financial results.  The independent auditors
noted that the Company has suffered recurring losses from
operations which have resulted in an accumulated deficit.


PORTAGE OIL: Case Summary & 15 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Portage Oil Company, Inc.
        dba Crossroads Expert Auto Service
        7060 S. Westnedge
        Portage, MI 49002

Bankruptcy Case No.: 11-04547

Chapter 11 Petition Date: April 22, 2011

Court: United States Bankruptcy Court
       Western District of Michigan (Grand Rapids)

Judge: James D. Gregg

Debtor's Counsel: Kerry D. Hettinger, Esq.
                  HETTINGER & HETTINGER PC
                  200 Admiral Avenue
                  Portage, MI 49002-3503
                  Tel: (269) 344-1100
                  E-mail: khett57@hotmail.com

Scheduled Assets: $189,936

Scheduled Debts: $2,160,769

A list of the Company's 15 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/miwb11-04547.pdf

The petition was signed by James Graham, president.


RADIENT PHARMACEUTICALS: NYSE OKs Request for Continued Listing
---------------------------------------------------------------
Radient Pharmaceuticals Corporation announced that a Listing
Qualifications Panel of the NYSE Amex Committee on Securities has
issued a favorable decision and granted RPC's request for
continued listing on the NYSE Amex subject to the satisfaction of
certain conditions.  This decision followed RPC's hearing before
the Panel on April 14, 2011.

As a threshold matter, prior to the granting of the extension, RPC
was required to satisfactorily address at the hearing the concerns
raised by the Staff of NYSE Regulation, Inc., that RPC had
overstated the scope of its collaboration agreement with Mayo
Validation Support Services.  Pursuant to the Panel's decision, on
or before June 23, 2011, the Company is required to demonstrate
compliance with all applicable requirements for continued listing
and, in particular, must complete the following actions: file its
Annual Report on Form 10-K with the Securities and Exchange
Commission; hold its planned stockholders' meeting at which
directors will be elected; and, complete its plans for raising
additional equity capital, thereby demonstrating its compliance
with the Exchange's stockholders' equity requirement of $6 million
and the lack of any financial impairment.

While RPC is working toward satisfying the conditions established
by the Panel and demonstrating compliance with all applicable
requirements for continued listing on the Exchange, there can be
no assurance that it will be able to do so.

                   About Radient Pharmaceuticals

Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is engaged in the
research, development, manufacturing, sale and marketing of its
ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States,
Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and
other markets throughout the world.

Radient said in October 2010 it incurred a trigger event on the
12% Convertible Notes issued in first and second quarter of 2010
due to its failure to have the related registration statement
declared effective by June 1, 2010.  The Company filed on Sept. 7,
2010, an Event of Default under those same notes occurred since it
did not hold the related shareholder meeting by Aug. 31, 2010.

As reported in the Troubled Company Reporter on April 19, 2010,
KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following its 2009 results.  The independent
auditors noted that the Company incurred a significant operating
loss and negative cash flows from operations in 2009 and had a
working capital deficit of $4.2 million at Dec. 31, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$23.56 million in total assets, $34.22 million in total
liabilities, and a stockholders' deficit of $10.66 million.


REGEN BIOLOGICS: Organizational Meeting Set for April 28
--------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on April 28, 2011, at 10:00 a.m. in
the bankruptcy case of ReGen Biologics Inc. and RBio Inc.  The
meeting will be held at J. Caleb Boggs Federal Building, 844 King
Street, Room 5209, Wilmington, Delaware.

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' cases.

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

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

ReGen Biologics Inc., filed for Chapter 11 protection following a
decision by the Food & Drug Administration in March 2011 to
rescind approval of its meniscus implant.  ReGen Biologics in
Hackensack, New Jersey, sought Chapter 11 protection (Bankr. D.
Del. Case No. 11-11083) on April 8, 2011.  An affiliate, RBio,
Inc., also sought protection from creditors (Case No. 11-11084).
Attorneys at Pillsbury Winthrop Shaw Pittman LLP and Phillips,
Goldman & Spence represent the Debtors.  ReGen disclosed
$1,496,261 in assets and $5,208,393 in liabilities as of the
Chapter 11 filing.


RITE AID: Expects to Issue 5.33 Million New Options
---------------------------------------------------
Rite Aid Corporation filed with the U.S. Securities and Exchange
Commission Amendment No. 2 to tender offer statement relating to
the Company's offer to certain eligible associates to exchange
their outstanding options to purchase shares of the Company's
common stock for new options on the terms and conditions set forth
in the Offer to Exchange Certain Outstanding Stock Options for New
Stock Options, dated March 21, 2011.  The Amendment No. 2 is filed
to report the results of the Offer.

The Offer expired at 11:59 p.m., Eastern Time, on April 21, 2011.
The Company has accepted for cancellation and cancelled Eligible
Options covering 13,984,814 shares, representing 78.5% of the
total Eligible Options.  Pursuant to the terms and conditions of
the Offer, the Company expects to issue approximately 5,330,734
New Options in exchange for the Eligible Options surrendered in
the Offer.

                          About Rite Aid

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has
more than 4,700 stores in 31 states and the District of Columbia
and fiscal 2010 annual revenues of $25.7 billion.

The Company reported a net loss of $555.42 million on $25.21
billion of revenue for the 52 weeks ended Feb. 26, 2011, compared
with a net loss of $506.67 million on $25.67 billion of revenue
for the 52 weeks ended Feb. 27, 2010.

The Company's balance sheet at Feb. 26, 2011, showed $7.55 billion
in total assets, $9.76 billion in total liabilities and $2.21
billion in total stockholders' deficit.

Rite Aid carries 'Caa2' probability of default and corporate
family ratings from Moody's Investors Service.  It has a 'B-'
corporate credit rating from Standard & Poor's Ratings Services.


RIVER ROAD: Lenders Set June 16 Plan Approval Hearing
-----------------------------------------------------
Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
secured lenders Longview Ultra Construction Loan Investment Fund
and co-lender U.S. Bank, National Association, scheduled a
confirmation hearing on June 16 when the bankruptcy judge in
Chicago last week approved the disclosure statement explaining
their Chapter 11 plan to take over the InterContinental Chicago
O'Hare hotel near Chicago's largest airport.

As reported in the March 29, 2011 edition of the Troubled Company
Reporter, the primary elements of the Plan are:

   * all distributions to Creditors will be made either (i) from
     the proceeds of those Creditors' own collateral or (ii) from
     Cash contributed by the Lenders to make distributions to
     those Creditors, plus a share of proceeds of those Avoidance
     Actions that are transferred to a Liquidating Trustee.

   * similar Classes of Creditors are treated the same regardless
     of whether they are creditors of Hotel Partners, Expansion
     Partners or Restaurant Pads.  For example, all Class 5
     General Unsecured Creditors whose Claims are Allowed will
     receive the same treatment, regardless of which Debtor their
     Claims are against.

Under the Plan, among other things, holders of general unsecured
class are estimated to aggregate between $6,155,910 and
$7,238,617.  The lenders will contribute $725,000 of their cash
collateral to create an estimated recovery for Class 5 Creditors
of approximately 10%.  In addition, creditors will receive their
pro rata share of any net proceeds of those avoidance actions that
are brought by the liquidating trustee under the Plan.

In addition, the lenders' deficiency claims will receive the
following treatment:

   * The Lenders will waive any Distribution under the Plan from
     the Debtors on account of their Deficiency Claims.  Thus,
     their recovery under the Plan for these claims will be zero.
     The Lenders may receive some return on their Deficiency
     Claims at a later date, however, if and when the Plan
     Transferee eventually sells the Hotel and the related real
     property and assets.

   * The Lenders will retain the right to vote their Deficiency
     Claims for the Plan.

All equity interests and ownership interests in the Debtors
will be extinguished under the Plan, and they will receive no
distributions.

A full-text copy of the red-lined version of the Third Amended
Chapter 11 plan is available for free at
http://ResearchArchives.com/t/s?7580

A full-text copy of the red-lined version of the Third Amended
Disclosure Statement is available for free at
http://ResearchArchives.com/t/s?757f

                 About River Road Hotel Partners

River Road Hotel Partners, LLC, developed and manage the
InterContinental Hotel Chicago O'Hare located in Rosemont,
Illinois.  Affiliate RadLAX Gateway Hotel LLC owns the Radisson
hotel at Los Angeles International Airport.  Both are ultimately
controlled owned by Harp Group.

River Road and its affiliates filed Chapter 11 in Chicago (Bankr.
N.D. Ill. Lead Case No. 09-30029) on Aug. 17, 2009.  Based in Oak
Brook, Illinois, River Road estimated assets of as much as
$100 million and debt of as much as $500 million in its Chapter 11
petition.  River Road disclosed $0 in assets and $14,400,000 in
liabilities as of the Chapter 11 filing.  Terrence O'Brien & Co.
serves as the Debtors' appraiser, and Madigan & Getzendanner as
serves as the Debtors' special counsel.

RadLAX and its affiliates filed a separate chapter 11 petition
(Bankr. N.D. Ill. Case No 09-30047), estimating assets at
$50 million to $100 million.

David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the
River Road and RadLAX debtors.  The two cases, however, are not
jointly administered.

The Official Committee of Unsecured Creditors is represented by
Stephen T. Bobo and Ann E. Pille at Reed Smith LLP.


ROBERT SETH WARD: Files for Bankruptcy With $43 Million in Debt
---------------------------------------------------------------
Robert Seth Ward filed a Chapter 11 petition (Bankr. D. Colo. Case
No. 11-18285) in Denver, on April 13, 2011.

Chris Casey at The Greeley Tribune reports that Mr. Ward cited
debts exceeding $43 million.  Mr. Ward's debt primarily stems from
his partnerships in multiple real estate limited liability
companies, including in Greeley, Windsor, Berthoud and Loveland.
He has filed Chapter 11, meaning he will attempt to reorganize the
claims and pay them back.

The Tribune notes that Mr. Ward has been involved with numerous
area real estate projects, including development of the Greeley
Tech Center, now called Highpoint Business Park, where a Pepsi
distribution center is located and where Noble Energy Inc. plans a
300-worker field office to open in 2012.

The Tribune, citing papers filed with the Court, says the list of
the Debtor's 20 largest unsecured claims includes debts at several
area banks: $11.1 million, Wells Fargo, Greeley branch; $10.1
million, Advantage Bank, Greeley branch; $7.5 million, First
Interstate Bank, Cheyenne; $6.2 million, Bank of Choice, Denver;
$3.2 million Colorado Community Bank, Denver; and $3 million,
Verus Bank, Fort Collins.

The Debtor is represented by:

         Lee M. Kutner
         303 E. 17th Ave., Suite 500
         Denver, CO 80203
         Tel: (303) 832-2400
         E-mail: lmk@kutnerlaw.com


SAFE HARBOR BANK: Seeks U.S. Recognition of Caribbean Liquidation
-----------------------------------------------------------------
Safe Harbor Bank, Ltd., is seeking recognition from the United
States of its liquidation proceedings in its hometown in
Kingstown, St. Vincent and the Grenadines.

Graham Crabtree, as foreign representative, signed the petition
for protection under Chapter 15 of the U.S. Bankruptcy Code
(Bankr. D. Mass. Case No. 11-13629), which was filed in Boston on
April 21, 2011.

Mr. Crabtree wants the U.S. Bankruptcy Court to enter an order
recognizing Safe Harbor's St. Vincent and the Grenadines ("SVG")
liquidation proceeding, pending as Claim No. 9 of 2011 before the
Eastern Caribbean Supreme Court, High Court of Justice, as a
foreign main proceeding pursuant to Chapter 15 of the Bankruptcy
Code.

Safe Harbor is a private bank incorporated on May 25, 2000, under
the International Business Companies Act 1996, and, prior to its
license being revoked, was licensed under the International Banks
Act 1996 of St. Vincent and the Grenadines.  The Debtor estimated
assets and debts of US$1 million to US$10 million in its Chapter
15 petition.

Mr. Crabtree said in an affidavit that Safe Harbor's financial
difficulties stem from a capital shortfall due to investment
losses on its marketable securities, the nonpayment of loans it
provided to certain parties related to its former directors and
shareholders, and the withdrawal of significant unsecured bank
deposits during the course of 2010.

The International Financial Services Authority of St. Vincent and
the Grenadines undertook an onsite examination of Safe Harbor in
January 2009 and it was discovered that the bank was experiencing
a capital shortfall problem due primarily to investment losses on
its marketable securities.

On Oct. 20, 2010, the IFSA appointed Floyd A. Patterson, a
practicing partner with the firm BDO Eastern Caribbean, as
controller of Safe Harbor pursuant to Section 21(e) of the
International Banks Act.  The Controller then froze all customer
transactions and all transactions in clearing were immediately
suspended in an effort to safeguard Safe Harbor's assets.  The
Controller ultimately recommended to the IFSA that Safe Harbor
should be placed into liquidation proceedings.

Safe Harbor's assets as of the appointment of the Controller
totaled US$2,904,170, while Safe Harbor's liabilities totaled
US$3,419,980, resulting in a net deficiency, assuming all assets
could be realized, of at least US$515,810.

In accordance with the recommendation of the Controller and the
IFSA, on Jan. 11, 2011, the Attorney General of St. Vincent and
the Grenadines filed a petition for the winding up of Safe Harbor
before the Eastern Caribbean Supreme Court, pursuant to the St.
Vincent and the Grenadines Companies Act, Act No. 8 of 1994, the
International Business Companies Act of 2007, and the
International Banks Act of 2004.

The Eastern Caribbean Supreme Court appointed Mr. Crabtree, as
Provisional Liquidator of Safe Harbor, pursuant to an Order dated
Jan. 15, 2011 and entered on Jan. 17, 2011.  Pursuant to the
Order, Mr. Crabtree as Petitioner was tasked, among other things,
with safeguarding the assets of Safe Harbor and doing "all things
considered necessary by him in connection with the collection and
preservation of the assets".

The liquidator has sent Spinal Technology Inc. a notice of default
to demand payment of US$1,650,000 plus interest.  STI was a
Massachusetts corporation founded by James Tierney, who is a
majority shareholder of Safe Harbor.  Ariane St. Claire, the
former spouse of Safe Harbor founder Thomas Mangione, was CFO of
STI.  The Debtor made loans totaling US$3,000,000 to STI in March
2008.  STI agreed to make monthly payments in cash and receivables
but as of October 2010, US$1,650,000 was outstanding and STI was
six months in arrears on its payments.


SAFE HARBOR BANK: Chapter 15 Case Summary
-----------------------------------------
Chapter 15 Debtor: Safe Harbor Bank, Ltd.
                   Nanton's Building
                   P.O. Box 2630
                   Kingstown
                   St. Vincent and the Grenadines

Chapter 15 Case No.: 11-13629

Type of Business: Foreign Bank

Chapter 15 Petition Date: April 21, 2011

Court: District of Massachusetts (Boston)

Judge: William C. Hillman

Foreign Representative: Graham Crabtree, liquidator appointed in
                        Safe Harbor's St. Vincent and the
                        Grenadines liquidation proceeding, pending
                        as Claim No. 9 of 2011 before the Eastern
                        Caribbean Supreme Court, High Court of
                        Justice

Foreign
Representative's Counsel
in Chapter 15 Case:          John J. Monaghan, Esq.
                             Diane N. Rallis, Esq.
                             HOLLAND & KNIGHT
                             10 St. James Avenue
                             Boston, MA 02116
                             Tel: (617) 523-2700
                             E-mail: bos-bankruptcy@hklaw.com

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

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


SBARRO INC: Asks for Approval to Hire Lawyers and Advisors
----------------------------------------------------------
BankruptcyData.com reports that Sbarro, Inc., filed with the U.S.
Bankruptcy Court motions to hire

    * Epiq Bankruptcy Solutions (Contact: Jason D. Horwitz) as
      administrative agent at hourly rates ranging from $34 to
      $250;

    * PricewaterhouseCoopers (Contact: Perry Mandarino) as
      bankruptcy consultant, independent auditor, tax consultant
      and international tax advisor at these hourly rates:

         -- partner at $800,
         -- director at $550,
         -- manager at $450,
         -- senior associate at $350,
         -- associate at $250 and
         -- paraprofessional at $200;

    * Curtis, Mallet-Prevost, Colt & Mosle (Contact: Steven J.
      Reisman) as conflicts counsel at these hourly rates:

         -- partner at $730 to $830,
         -- counsel at $510 to $625,
         -- associate at $300 to $359,
         -- paraprofessional at $190 to $230,
         -- managing clerk at $450 and
         -- other support personnel at $55 to $325; and

    * Cadwalader, Wickersham & Taft (Contact: Dennis J. Block) as
      counsel to the restructuring committee at hourly rates of
      ranging from $35 to $995.

                          About Sbarro Inc.

The Sbarro family started its business after moving to Brooklyn,
New York, from Naples, Italy, in 1956.  Today Sbarro is a leading,
global Italian quick service restaurant concept with 5,170
employees, 1,045 restaurants throughout 42 countries, and annual
revenues in excess of $300 million.

Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr.
S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million
in debt.  Sbarro disclosed assets of $471 million and debt of
$486.6 million as of the Chapter 11 filing.

Sbarro said it has reached an agreement with all of its second-
lien secured lenders and approximately 70% of its senior
noteholders on the terms of a reorganization plan that will
eliminate more than half of the Company's total indebtedness.

Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland &
Ellis, LLP, serve as the Debtors' general bankruptcy counsel.
Rothschild, Inc., is the Debtors' investment banker and financial
advisor.  PriceWaterhouseCoopers LLP is the Debtors' bankruptcy
consultants.  Marotta Gund Budd & Dzera, LLC, is the Debtors'
special financial advisor.  Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as the Debtors' conflicts counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims agent.  Sard Verbinnen & Co
is the Debtors' communications advisor.


SEDONA DEVELOPMENT: Files Amended Plan of Reorganization
--------------------------------------------------------
Sedona Development Partners, LLC and The Club at Seven Canyons,
LLC, submitted to the U.S. Bankruptcy Court for the District of
Arizona a Plan of Reorganization, amended as of April 6, 2011.

According to the amended Plan, the Reorganized Debtor will
continue to market and sell Villa Intervals on Parcel A through
the designated broker, CMC Realty, Inc., on terms and conditions
(including the payment of commissions) consistent with reasonable
industry standards.

The Reorganized Debtor will also continue exploring and
implementing opportunities to develop Parcels B and C through
existing management.

Under the amended Plan, the Debtor proposes to treat claims and
interests as follows:

   -- Allowed secured claims will be paid in full over a period of
      seven to 10 years.

   -- The Debtors intend to assume the Membership Plan and each
      Membership Agreement and do not intend to alter the Members'
      rights under the Membership Plan or Membership Agreement.

   -- Allowed General Unsecured Claims will share, pro-rata, in a
      distribution of the sum of $2,000,000 in cash paid by the
      Reorganized Debtor from the New Value contribution, on the
      90th day following the Effective Date of the Plan.  The New
      Interest Holders will arrange for the infusion of the
      Unsecured Distribution Amount into an account created by the
      Reorganized Debtor for the receipt of the funds.

   -- Allowed Unsecured Claims of Seven Canyons Lot Holdings will
      share, pro-rata, in a distribution of the sum of $100,000 in
      cash paid by the Reorganized Debtor from the New Value
      contribution, on the 90th day following the Effective Date
      of the Plan.

   -- Allowed Unsecured Claims of Cavan Related Entities Against
      Both SDP and the Club.  In the event that the existing
      Interest Holder becomes the New Interest Holder which owns
      the equity interest in the Reorganized Debtor, the holders
      of the insider Allowed Unsecured Claims in this Class will
      waive any and all Allowed Unsecured Claims against the
      Debtors.  However, if the current Interest Holder is not the
      New Interest Holder of the equity interests in the
      Reorganized Debtor, then the Allowed Unsecured Claims of
      insiders will not be waived and the Allowed Unsecured Claims
      in this Class will share, pro-rata, in a distribution of the
      sum of $100,000 in cash paid by the Reorganized Debtor from
      the New Value contribution, on the 90th day following the
      Effective Date of the Plan.  The New Interest Holders will
      arrange for the infusion of the Insider Unsecured
      Distribution Amount into an account created by the
      Reorganized Debtor for the receipt of the funds.  Upon their
      receipt of their respective pro rata portions of the Insider
      Unsecured Distribution Amount, all Allowed Unsecured Claims
      in this Class shall be deemed paid and discharged in full.

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

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

The Debtors are represented by:

         John J. Hebert, Esq.
         Philip R. Rudd, esq.
         Wesley D. Ray, Esq.
         POLSINELLI SHUGHART PC
         CityScape Plaza
         One E. Washington, Suite 1200
         Phoenix, AZ 85004
         Tel: (602) 650-2000
         Fax: (602) 264-7033
         E-mail: PhoenixBankruptcyECF@polsinelli.com
                 jhebert@polsinelli.com
                 prudd@polsinelli.com
                 wray@polsinelli.com

                About Sedona Development Partners

Sedona Development Partners owns an 18-hole golf course and
related properties, including luxury villas, a practice park,
range house, tennis courts and related facilities in Sedona,
Arizona, known generally as Seven Canyons.  The Club at Seven
Canyons, LLC, operates the golf course and related facilities for
SDP.  SDP is the manager and sole member of the Club.

Sedona Development Partners filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 10-16711) on May 27, 2010.
The Club At Seven Canyons filed a separate Chapter 11 petition
(Bankr. D. Ariz. Case No. 10-16714).  Polsinelli Shughart PC
assists the Debtors in their restructuring efforts.  Lender
Specialty Trust is represented by Joseph E. Cotterman, Esq., and
Nathan W. Blackburn, Esq., at Gallagher & Kennedy, P.A.  Sedona
disclosed $29,171,168 in assets and $121,679,994 in liabilities.


SHALAN ENTERPRISES: Hearing on Perry Klein's Plan Moved to May 11
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has continued the confirmation hearing on Perry and Rita Klein's
plan of reorganization for Shalan Enterprises, LLC, to May 11,
2011, at 09:30 a.m.

As reported in the Troubled Company Reporter on Jan. 11, 2011,
creditors Perry and Rita Klein filed a plan of reorganization and
disclosure statement for Shalan Enterprises, LLC, with the
Bankruptcy Court.

The Plan calls for the appointment of a Plan Administrator.  The
Plan proposes a three-year liquidation process of the nonexempt
property and requires Alan Rapoport, the manager of the Debtor, to
devote all his disposable income to the plan for five years.  The
Allowed Secured Claims will be paid as their collateral is
liquidated with excess proceeds being used to pay other Classes.
If not sooner, the Allowed Unsecured Claims will start receiving
disbursements three years from Confirmation Date.

                     About Shalan Enterprises

Marina Del Rey, California-based Shalan Enterprises, LLC, a Nevada
limited liability company, was formed in 1999 for the purpose of
owning, operating and leasing and/or selling properties.

The Company filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Calif. Case No. 09-43263) on Nov. 25, 2009.  The Company has
assets of $12,540,000, and total debts of $7,426,313 as of the
Chapter 11 filing.

The Debtor's case is substantively consolidated with Alan
Rapoport, the manager of the Debtor.  Mr. Rapoport filed for
Chapter 11 protection (Bankr. C.D. Calif. Case No. 09-43499) on
Nov. 30, 2009.


SHERATON HOTEL: Goes Into Receivership, Owner Owes $21-Mil.
-----------------------------------------------------------
Allyson Bird at The Post and Courier reports that the Sheraton
Charleston Airport Hotel, in Charleston, South Carolina, is under
receivership and will be put up for sale.  The report relates that
attorneys agreed to the appointment of a third party to take
possession of the hotel while a foreclosure lawsuit unfolds.

The owner of the Sheraton North Charleston, APHM North Charleston
LLC, paid $20 million for the property in 2006, according to the
report.

The Post and Courier discloses that an out-of-state firm called
Hospitality Receiver LLC will fill the role of receiver.  It will
collect all income the 289-room property generates during the
case.  The company also will list and sell the hotel.

The report notes that court documents filed on behalf of the U.S.
National Bank Association state that the owner of the property,
APHM North Charleston LLC, owes more than $21 million plus
interest, which continues to accrue at more than $6,000 per day.

County real estate records show that the company paid $20 million
for the Goer Drive lodging in 2006, the report recalls.

The report notes that a letter from the lender's attorney to APHM
said the borrower has not made a mortgage payment since July 2010.
The letter said that nonpayment constitutes a default under the
terms of the loan and demanded that APHM pay the entire
outstanding principal immediately, plus interest and charges, the
report relates.

The Post and Courier says that The mortgage document shows the
hotel ownership group is closely affiliated with American Property
Hospitality Management LLC, based in Southern California.

Attorneys representing the U.S. National Bank Association and APHM
North Charleston agreed in court Friday that employees at the
Sheraton would receive more than $51,000 in compensation for
earned and unused vacation time, the report adds.

Sheraton Charleston Airport Hotel is one of the largest full-
service hotels in the region.


SHERIDAN GROUP: Completes $150 Million Notes Offering
-----------------------------------------------------
The Sheridan Group, Inc., on April 15, 2011, completed its
previously announced note offering of $150 million aggregate
principal amount of 12.5% senior secured notes due 2014.  The
Notes were sold in a private placement pursuant to a purchase
agreement, dated April 8, 2011, between the Company and Jefferies
& Company, Inc., as the initial purchaser.  The Notes were resold
by the Initial Purchaser to qualified institutional buyers
pursuant to Rule 144A of the Securities Act of 1933 and to non-
U.S. persons pursuant to Regulation S of the Securities Act.  The
Notes have not been registered under the Securities Act and may
not be offered or sold in the United States absent registration or
an applicable exemption from the registration requirements.

The Notes have been issued under an indenture, by and among the
Company, the subsidiaries of the Company named on the signature
pages thereto, as guarantors, and The Bank of New York Mellon
Trust Company, N.A., as trustee.  The Notes will mature on
April 15, 2014 and will accrue interest at the rate of 12.5% per
year.  Interest on the Notes will be payable semi-annually on
April 15 and Oct. 15 of each year, commencing on Oct. 15, 2011.
The Company may redeem some or all of the Notes at any time prior
to April 15, 2012 by paying a make-whole premium, plus accrued and
unpaid interest to the redemption date.  At any time prior to
April 15, 2012, the Company may use the net proceeds of certain
equity offerings to redeem up to 35% of the principal amount of
the Notes at a redemption price equal to 112.5% of their principal
amount, plus accrued and unpaid interest to the redemption date;
provided that at least 65% of the aggregate principal amount of
such Notes originally issued remain outstanding immediately
following such redemption and such redemption occurs within 90
days of such equity offering.

All of the Company's current and future domestic restricted
subsidiaries and, except in certain circumstances, the Company's
current and future foreign restricted subsidiaries will fully and
unconditionally guarantee the Notes.  The Notes are senior secured
obligations of the Company and the Note Guarantors and will rank
equally in right of payment with all of the Company and Note
Guarantors' senior obligations and senior to all of the Company
and Note Guarantors' subordinated obligations.  The Notes and the
guarantees are secured by a lien on substantially all of the
current and future assets of the Company and the Note Guarantors,
subject to permitted liens and other limitations.  The security
interest on assets other than real property, fixtures and
equipment securing the notes and guarantees is contractually
subordinated to the security interest thereon securing borrowings,
other credit extensions and guarantees under the Company's working
capital facility.  The Notes are also secured by a contractually
subordinated, limited recourse pledge of the Company's capital
stock by TSG Holdings Corp., the Company's parent.

The Indenture governing the Notes requires that the Company
maintain certain minimum Consolidated EBITDA levels and prohibits
the Company from making capital expenditures in amounts exceeding
certain thresholds for the period beginning on April 15, 2011and
ending on Dec. 31, 2011, and for each fiscal year thereafter.  In
addition, the Indenture contains covenants that limit the ability
of the Company and the ability of its restricted subsidiaries to,
among other things: pay dividends, redeem stock or make other
distributions or restricted payments; incur indebtedness; make
certain investments; create liens; agree to restrictions on the
payment of dividends; consolidate or merge; sell or otherwise
transfer or dispose of assets, including equity interests of its
restricted subsidiaries; enter into transactions with its
affiliates; designate its subsidiaries as unrestricted
subsidiaries; make capital expenditures; use the proceeds of
permitted sales of its assets; and change business lines. If an
event of default, as specified in the Indenture governing the
Notes, will occur and be continuing, either the trustee or the
holders of a specified percentage of the Notes may accelerate the
maturity of all the Notes.  The covenants, events of default and
acceleration rights described in this paragraph are subject to
important exceptions and qualifications, which are described in
the Indenture filed herewith.

If certain specified property is sold on or prior to Dec. 31,
2011, the Company will be required to use the net proceeds of that
sale to redeem notes at 100% of their principal amount, plus
accrued and unpaid interest to the redemption date.  In addition,
if the Company sells certain assets or experiences an event of
loss, the Company may be required to repurchase the Notes at a
repurchase price equal to 100% of their principal amount, plus
accrued and unpaid interest to the date of repurchase.

Furthermore, if the Company experiences specific kinds of change
of control, the holders of the Notes will have the right to
require the Company to repurchase their Notes at a repurchase
price equal to 101% of their principal amount, plus accrued and
unpaid interest to the date of repurchase.

Subject to certain conditions, the Company is required to make an
offer to purchase Notes with a percentage of its "excess" cash
flow following the end of each of (i) the fiscal year ending on
Dec. 31, 2011, (ii) the fiscal year ending on Dec. 31, 2012 and
(iii) the three consecutive fiscal quarters ended Sept. 30, 2013
at a repurchase price equal to 100% of their principal amount,
plus accrued and unpaid interest to the date of repurchase.

                   Registration Rights Agreement

Under a registration rights agreement with the Initial Purchaser
and the Note Guarantors, the Company and the Note Guarantors have
agreed to (i) file, no later than 90 days after the issue date of
the Notes, a registration statement with the U.S. Securities and
Exchange Commission with respect to a registered offer to exchange
the Notes for new notes of the Company having terms substantially
identical in all material respects to the Notes, (ii) use their
reasonable best efforts to cause the Exchange Offer Registration
Statement to become effective under the Securities Act within 240
days of the issue date of the Notes, (iii) use their reasonable
best efforts to keep the Exchange Offer Registration Statement
effective until consummation of the Exchange Offer and (iv) use
their reasonable best efforts to commence and complete the
Exchange Offer promptly, but no later than 30 days after the date
on which the Exchange Offer Registration Statement has become
effective, hold the Exchange Offer open for not less than 30 days
and exchange Exchange Notes for all Notes that have been properly
tendered and not withdrawn on or prior to the expiration of the
Exchange Offer.

In addition, the Company has agreed, in some circumstances, to
file a "shelf registration statement" that would allow some or all
of the Notes to be offered to the public.  If the Company does not
comply with its obligations under the registration rights
agreement, it will be required to pay liquidated damages to
holders of the Notes.

              Relationship with the Initial Purchaser

The Initial Purchaser and its affiliates have from time to time
engaged, and may in the future engage, in investment banking,
commercial lending and other financial advisory services with the
Company and its affiliates in the ordinary course of business.
The Initial Purchaser and its affiliates, as applicable, have
received customary compensation and reimbursement of expenses in
connection with these transactions.  The parent company of the
Initial Purchaser is Jefferies Group, Inc. Jefferies Group, Inc.,
directly or indirectly, has a non-voting economic interest in
funds managed by Jefferies Capital Partners and its affiliates,
which funds own 42.3% of the equity in Holdings.  Jefferies Group,
Inc. also employs and provides office space for JCP's employees,
for which JCP reimburses Jefferies Group, Inc., on an annual
basis.  Mr. Brian P. Friedman, who is a director of Jefferies
Group, Inc., and Chairman of the Executive Committee of Jefferies
& Company, Inc., is one of the managing members of JCP.  Mr. James
L. Luikart is one of the managing members of JCP and a director of
the Company.  Mr. Nicholas Daraviras is a Managing Director of JCP
and a director of the Company.

            Use of Proceeds, Tender Offer and Redemption

The Company used the proceeds from the Notes Offering, as well as
funds drawn under its amended and restated working capital
facility and cash on hand, to repurchase approximately
$136,574,000 aggregate principal amount of its existing 10.25%
Senior Secured Notes due 2011 that were validly tendered pursuant
to the Company's previously announced tender offer and consent
solicitation.  Having received the requisite consent from the
holders of the Old Notes in the Tender Offer, the Company, certain
of its subsidiaries, The Bank of New York Mellon, as trustee and
collateral agent, and Bank of America, N.A., executed a fourth
supplemental indenture amending the indenture relating to the Old
Notes.  The Fourth Supplemental Indenture eliminated substantially
all of the restrictive covenants, certain events of default and
the security interest in the assets of the Company held for the
benefit of holders of the Old Notes.  In addition, the Fourth
Supplemental Indenture reduced the minimum notice period for a
redemption of the Old Notes from thirty days to three days prior
to a redemption date.

On April 15, 2011, following its repurchase of the Old Notes in
settlement of the Tender Offer, the Company issued a notice of
redemption for the $6,326,000 outstanding principal amount of Old
Notes.  On April 19, 2011, the Company redeemed the remaining
principal amount outstanding of the Old Notes at a redemption
price equal to 100.00% of the aggregate principal amount of the
Old Notes to be redeemed, plus accrued and unpaid interest on the
Old Notes to the redemption date.

               Amended and Restated Credit Agreement

On April 15, 2011, the Company entered into an Amended and
Restated Credit Agreement with Bank of America, N.A.  The Credit
Facility provides a $15,000,000 revolving credit facility with a
two-year maturity, which will include a $5,000,000 sublimit for
the issuance of standby letters of credit and, a sublimit of the
lesser of $5,000,000 or the aggregate commitments of all lenders
for swingline loans.  Each existing and future direct and indirect
wholly-owned domestic subsidiary of the Company is a guarantor of
payment under the Credit Facility.

The proceeds of the Credit Facility are available, subject to
various conditions, for working capital, capital expenditures and
other lawful corporate purposes.  The Credit Facility is secured
by a perfected first priority lien and security interest in favor
of the Lender in all present and future assets and equity of the
Company and each Loan Guarantor, other than the property, plant
and equipment of the Company and each Loan Guarantor, as to which
the Lender has a lien which is contractually subordinated to that
securing the Notes.  All such security interests are subject to
the terms of the Intercreditor Agreement.  The Credit Facility has
a variable interest rate depending on certain factors.

The Credit Facility requires that the Company maintain certain
minimum Consolidated EBITDA levels and prohibits the Company from
making capital expenditures in amounts exceeding certain
thresholds for the period beginning on April 15, 2011 and ending
on Dec. 31, 2011 and for each fiscal year thereafter.  In
addition, the Credit Facility contains affirmative and negative
covenants, representations and warranties, borrowing conditions,
events of default and remedies for the Lender.  The aggregate loan
or any individual loan made under the Credit Facility may be
prepaid at any time subject to certain restrictions.  The Credit
Facility is also subject to the payment of upfront, letter of
credit, administrative and certain other fees.

                      Intercreditor Agreement

On April 15, 2011, in connection with the Notes and the Credit
Facility, the Company, the subsidiaries of the Company identified
on the signature pages thereto, The Bank of New York Mellon Trust
Company, N.A., in its capacity as trustee under the Indenture and
as collateral agent for the Noteholders and Lender, as
administrative agent entered into an Intercreditor Agreement to
define the rights of Trustee and Lender with respect to the
collateral and certain related matters.

Pursuant to the Intercreditor Agreement, the liens securing the
obligations under the Notes are subordinate to the liens in that
portion of the collateral that secures the obligations under the
Credit Facility on a first priority basis and the liens securing
the obligations under the Credit Facility are subordinate to the
liens in that portion of the collateral that secures the
obligations under the Notes on a first priority basis.  The Bank
Priority Collateral generally consists of existing and after-
acquired current assets, including all accounts receivable,
inventory, cash, deposit and securities accounts and related
intangibles of the respective Company and Loan Guarantors and all
products and proceeds of the foregoing and a pledge of the equity
interests of the Company and Loan Guarantors and each existing and
subsequently acquired or organized subsidiary of the Company and
all products and proceeds of the foregoing.  The Note Priority
Collateral generally consists of the plant, property and equipment
of the Company and the Note Guarantors including all products and
proceeds of the foregoing.

On April 15, 2011, the Management Agreement, dated as of Aug. 21,
2003, by and among the Company, Bruckmann, Rosser, Sherrill & Co.,
LLC and FS Private Investments III LLC d/b/a Jefferies Capital
Partners was terminated by the agreement of the parties.  Certain
funds managed by BRS and JCP are stockholders of Holdings.

                      About The Sheridan Group

Hunt Valley, Maryland-based The Sheridan Group, Inc.
-- http://www.sheridan.com/-- is a specialty printer offering a
full range of printing and value-added support services for the
journal, catalog, magazine and book markets.

The Sheridan Group, Inc., reported a net loss of $5.9 million on
$266.2 million of sales for 2010, compared with net income of $8.2
million on $293.9 million of sales for 2009.

At Dec. 31, 2010, the Company's balance sheet showed
$241.5 million in total assets, $203.4 million in total
liabilities, and stockholders' equity of $38.1 million.

PricewaterhouseCoopers LLP, in Baltimore, Maryland, expressed
substantial doubt about The Sheridan Group, Inc.'s ability to
continue as a going concern.  The independent auditors noted that
the Company has a significant amount of current debt maturing
within the next twelve months and will need to raise additional
capital in order to settle these obligations.


SHILOH INDUSTRIES: Completes Amended and Restated Credit Agreement
------------------------------------------------------------------
Shiloh Industries, Inc., disclosed the completion of an amended
and restated Credit and Security Agreement with a syndicate of
lenders led by The Privatebank and Trust Company, as co-lead
arranger, sole book runner and administrative agent, PNC Capital
Markets, LLC, as co-lead arranger, and PNC Bank, National
Association, as syndication agent.  The agreement provides the
Company with a revolving line of credit of $80,000,000.  The line
of credit has a maturity date of April 2016.

The amended and restated agreement improves the effective interest
rate to LIBOR plus 250 basis points through June 2011 and
thereafter LIBOR plus a margin between 250 and 350 basis points,
based on the Company's leverage ratio.  The agreement will provide
funds for working capital needs and general corporate purposes and
liquidity for the Company.

Theodore K. Zampetis, President and CEO of Shiloh, stated that,
"Our continued focus on lowering our operating cost structure,
generating positive cash flow, accomplishing a trend of positive
financial performance, has enabled us to secure this amended and
restated credit agreement.  The completion of this agreement will
provide a secure source of financing to support our operating
activities and explore strategic opportunities, if they arise,
over the next five years.  This agreement demonstrates our banking
group's recognition of the superior performance that Shiloh
continues to achieve, and their commitment to Shiloh's business
strategy."

                       About Shiloh Industries

Headquartered in Valley City, Ohio, Shiloh Industries is a leading
manufacturer of first operation blanks, engineered welded blanks,
complex stampings and modular assemblies for the automotive and
heavy truck industries. The Company has 15 wholly owned
subsidiaries at locations in Ohio, Georgia, Michigan, Tennessee
and Mexico, and employs approximately 1,200.

Shiloh has a 'BB-' corporate credit rating from Standard & Poor's
Ratings Services.  In February 2011, when it upgraded the rating,
S&P said, "S&P's upgrade reflects the company's significantly
improved liquidity and S&P's opinion that it will remain at or
above the current level, supported by strategic and financial
policies consistent with recent experience," said Standard &
Poor's credit analyst Lawrence Orlowski.  The company had more
than $50 million in liquidity as of Jan. 31, 2011, and
profitability and leverage have improved.  S&P expects light-
vehicle production in North America to continue rebounding in
2011, but S&P believes the recovery in auto sales and production
will be gradual because of the fragile economic recovery.

                           *     *     *

This concludes the Troubled Company Reporter's coverage of
Shiloh Industries until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.


SHUBH HOTELS PITTSBURGH: Plan Confirmation Hearing Set for May 12
-----------------------------------------------------------------
The Hon. Jeffrey A. Deller of the U.S. Bankruptcy Court for the
Western District of Pennsylvania will convene a hearing on May 12,
2011, at 9:00 a.m., Eastern Daylight Time, to consider the
confirmation of Shubh Hotels Pittsburgh, LLC's Chapter 11 Plan,
amended as of April 6.  If necessary, May 13 has been reserved for
a second day of hearing.

Any objections and ballots accepting or rejecting the Plan are due
May 5.

The Plan was proposed by Pittsburgh Grand, LLC, an equity holder
of Shubh Hotel Pittsburgh, LLC, and Dr. Kiran Patel, the principal
of Pittsburgh Grand, LLC.

At the April 7 hearing, the Court also considered the Disclosure
Statement proposed by Carbon Capital II Real estate CDO 2005-1
Ltd. and BlackRock Financial Management, Inc., dated as of
Dec. 29, 2010.

According to the amended Disclosure Statement, the Plan provides
for these treatment of claims:

   Class of Claims                      Treatment/Estimated
                                        Percentage Recovery
   ---------------                      --------------------

Class 1 - Senior Secured Claims  the Claim will be reinstated
  Prepetition Credit Agreement   as amended under the terms of
                                 the Settlement, the Term Sheet,
                                 and the Second Amended Loan
                                 Documents, including the payment
                                 on account of the Class 1 Claim
                                 by a portion of the Settlement
                                 Payment required to be made on
                                 the Effective Date.  Class 1
                                 Claim will retain its first
                                 priority mortgage on the Hotel
                                 and first liens on other
                                 Collateral after the Effective
                                 Date.

Class 2 - Other Secured Claims                100%

Class 3 - Priority Claims               100% of principal

Class 4 - General Unsecured       100% for those not electing the
  Claims For Creditors Necessary  35% Effective Date payment
  to the Continued Operations of  option.
  the Reorganized Debtor

Class 5 General Unsecured Claims   35% plus a Pro Rata share of
  For Creditors That Are Not       the aggregate net proceeds of
  Necessary to the Continued       Avoidance Actions.
  Operations of the Reorganized
  Debtor.



Creditor Trust to Pay Proceeds     A Creditor Trust will be
  of Avoidance Actions to          created as set forth in
  Class 5 Claims                   the Amended Plan.  On the
                                   Effective Date, the Creditor
                                   Trust will be funded with
                                   $100,000 from the Plan
                                   Proponents to fund legal and
                                   other administrative expenses
                                   of the Creditor Trust.
                                   Additionally, the Creditor
                                   Trust will be assigned, receive
                                   and administer Avoidance
                                   Actions, which proceeds will be
                                   utilized to make further
                                   payments by the Creditor Trust
                                   to the holders of Allowed Class
                                   5 Claims, pro rata.

Class 6 Subordinated Unsecured     Class 6 consists of any
  Claims                           Subordinated Unsecured Claims
                                   asserted by Dr. Patel, which
                                   Dr. Patel has asserted in the
                                   amount of $3.9 million and
                                   which the Lender, Creditor
                                   Trust, Committee or other
                                   parties can challenge.
                                   Dr. Patel and the Plan
                                   Proponents or their designees
                                   will receive nothing for this
                                   asserted Claim, but will
                                   receive 100% of the Reorganized
                                   Debtor's equity, in
                                   consideration of, among other
                                   things, their agreement to
                                   extinguish the asserted Class 6
                                   Claim, and their provision of
                                   funding and Guarantees on the
                                   Effective Date.

Class 7 Equity                     All parties that hold or assert
                                   an equity interest in the
                                   Debtor, including but not
                                   limited to the Plan Proponents
                                   or their designees, will
                                   receive nothing for their
                                   Interests, but Dr. Patel's
                                   designee will receive 100% of
                                   the Reorganized Debtor's
                                   equity, in consideration of the
                                   Plan Proponents' provision of
                                   funding and Guarantees on the
                                   Effective Date in accordance
                                   with the Committee Term Sheet
                                   and the Settlement and the Term
                                   Sheet with respect to
                                   BlackRock.  The funding and
                                   consideration that Dr. Patel
                                   provides in connection with
                                   consummation of the Amended
                                   Plan includes (a) guaranty of
                                   up to $2.9MM of Class 4 Claims,
                                   (b) guaranty of Lender of up to
                                   $3MM, (c) guaranty/indemnity of
                                   Lender against Third Party
                                   Releasor Claims, and for
                                   certain costs of completing the
                                   pending improvements in the
                                   Hotel, (d) guaranty of certain
                                   obligations to Wyndham, and (e)
                                   agreement to void his release
                                   regarding Avoidance Actions and
                                   subordinate his participation
                                   interest in the Emergence
                                   Financing upon a Class 5 Event
                                   of Default.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/ShubhHotels_DS406.pdf

                   About Shubh Hotels Pittsburgh

Boca Raton, Florida-based Shubh Hotels Pittsburgh, LLC, owns and
operates the largest hotel in the city of Pittsburgh.  For roughly
50 years, the Hotel operated as a Hilton franchise.  Hilton
terminated the Hilton Franchise Agreement by letter dated Sept. 1,
2010.  Shubh Hotels Pittsburgh filed for Chapter 11 bankruptcy
(Bankr. W.D. Pa. Case No. 10-26337) on Sept. 7, 2010, Judge
Jeffery A. Deller presiding.  The Debtor is represented by David
K. Rudov, Esq. -- drudov@rudovstein.com -- at Rudov & Stein; and
Scott M. Hare, Esq. -- scott@scottlawpgh.com -- as bankruptcy
counsel.  James R. Walsh -- jwalsh@spencecuster.com -- was
appointed as Chapter 11 Trustee on Feb. 7, 2011.  He is
represented by lawyers at his firm, Spence, Custer, Saylor, Wolfe
& Rose.  An Official Committee of Unsecured Creditors has been
appointed in the case.  The Creditor Committee is represented by
The Law Office of Christopher A. Boyer -- boyerlaw@hotmail.com --
and David W. Lampl, Esq. and John M. Steiner, Esq. --
bankruptcy@leechtishman.com -- at Leech Tishman Fuscaldo & Lampl
LLC.  The Debtor estimated its assets at $10 million to
$50 million and debts at $50 million to $100 million.


SIGHT AND SOUND: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Sight And Sound Systems, Inc
        23430 Rock Haven Way, #150
        Dulles, VA 20166

Bankruptcy Case No.: 11-12976

Chapter 11 Petition Date: April 22, 2011

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

Judge: Robert G. Mayer

Debtor's Counsel: Farhad Mostafavi Rejali, Esq.
                  LAW OFFICES OF FRED M. REJALI
                  8300 Greensboro Dr.
                  Attn. Amir Raminpour
                  Suite 800
                  McLean, VA 22102
                  Tel: (703) 918-4934
                  Fax: (703) 918-4957
                  E-mail: fredrejali@gmail.com

Scheduled Assets: $45,137

Scheduled Debts: $1,413,450

A list of the Company's 18 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/vaeb11-12976.pdf

The petition was signed by Kris Kaymanesh and Hamid Akrami,
president and vice president.


SOUPMAN INC: Posts $2.5 Million Net Loss in Feb. 28 Quarter
-----------------------------------------------------------
Soupman, Inc., formerly Passport Arts Inc., filed its quarterly
report on Form 10-Q, reporting a net loss of $2.5 million on
$383,400 of revenues for the three months ended Feb. 28, 2011,
compared with a net loss of $17,029 on $0 revenues for the same
period ended Feb. 28, 2010.

At Feb. 28, 2011, the Company's balance sheet showed $1.7 million
in total assets, $6.2 million in total liabilities, and a
stockholders' deficit of $4.5 million.

MaloneBailey, LLP, in Houston, Tex., expressed substantial doubt
about Passport Arts Inc., n/k/a Soupman, Inc.'s ability to
continue as a going concern, following the Company's results for
the fiscal year ended Aug. 31, 2010.  The independent auditors
noted that Passport Arts is yet to attain profitable operations.

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

                       http://is.gd/IoYNQn

Staten Island, N.Y.-based Soupman, Inc. (OTC BB: SOUP) currently
markets, co-manufactures and sells soup to grocery chains and
other outlets and is the franchisor of gourmet soup retail outlets
branded under the name "The Original Soupman."


STATION CASINOS: Court Sets Units' Joint Plan Hearing to May 25
---------------------------------------------------------------
Judge Gregg Zive of the U.S. Bankruptcy Court for the District of
Nevada will convene on May 25, 2011, at 10:00 a.m., a combined
hearing to consider the approval of the Joint Prepackaged Plan of
Reorganization and accompanying Disclosure Statement filed by the
affiliates of Station Casinos Inc. who filed for bankruptcy on
April 12.

Objections to the approval of the Disclosure Statement and
confirmation of the Plan are due May 16.  Objections must be in
writing and must suggest a proposed modification to the Joint
Plan, if practicable.

The Debtors may file a reply in support of the approval of the
Disclosure Statement and the confirmation of the Joint Plan by no
later than May 20.

One of the principal purposes of the Joint Plan will be to
effectuate the New Opco Purchase Agreement with respect to the
Subsidiary Debtors.  The Joint Plan also provides for the sale of
substantially all of the assets of Green Valley Ranch Resort, Spa
& Casino.  Additionally, pursuant to the Joint Plan, lenders to
the group of debtors composed of Aliante Holding, LLC, Aliante
Station LLC, and Aliante Gaming, LLC, will receive a combination
of new equity and new secured debt in Reorganized Aliante Gaming,
in full satisfaction of their secured claims.

The Joint Plan is supported by all of the members of an informal
steering committee of GVR First Lien Lenders and certain other
GVR First Lien Lenders, who are collectively owed $514,875,000 in
principal amount, plus interest and costs of not less than
$25,790,925.  Pursuant to the GVR Lender Plan Support Agreement,
GVR paid a $5,000,000 restructuring fee to the GVR First Lien
Administrative Agent for distribution to the Consenting GVR
Lenders on a pro rata basis.

                      About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Thirty-one affiliates of Station Casinos Inc. sought bankruptcy
protection under Chapter 11 protection on April 12, 2011.  First
to file among the April 12 Debtors was Auburn Development, LLC
(Bankr. D. Nev. Case No. 11-51188).  The April 12 Debtors filed a
prepackaged plan of reorganization together with their Chapter 11
petitions in order to reorganize debts and consummate the sale of
the Green Valley Ranch Resort, Spa & Casino to a group of buyers
led by the Fertitta family.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STATION CASINOS: April 12 Debtors Propose Kirkland as Counsel
-------------------------------------------------------------
The affiliates of Station Casinos Inc. that sought bankruptcy
protection on April 12, 2011, namely The Aliante Debtors and Green
Valley Ranch Gaming LLC, in separate filings, ask the Bankruptcy
Court for authority to employ Kirkland & Ellis as their counsel
nunc pro tunc to April 12, 2011.

The April 12 Debtors need Kirkland & Ellis to perform these
services:

  (a) advising the April 12 Debtors with respect to their powers
      and duties as debtors-in-possession in the continued
      management and operation of their businesses and
      properties;

  (b) advising and consulting on the conduct of these Chapter 11
      cases, including all of the legal and administrative
      requirements of operating in Chapter 11;

  (c) attending meetings and negotiating with representatives of
      the creditors and other parties in interest;

  (d) taking all necessary actions to protect and preserve the
      April 12 Debtors' estates, including prosecuting actions
      on the Aliante Debtors' behalf, defending any action
      commenced against the April 12 Debtors, and representing
      them in negotiations concerning litigation in which they
      are involved, including objections to claims filed against
      the April 12 Debtors' estates;

  (e) preparing pleadings in connection with these Chapter 11
      cases, including motions, applications, answers, orders,
      reports, and papers necessary or otherwise beneficial to
      the administration of the April 12 Debtors' estates;

  (f) representing the April 12 Debtors in connection with
      obtaining authority to continue using cash collateral and,
      if necessary, postpetition financing;

  (g) advising the Aliante Debtors in connection with any
      potential sale of assets or the restructuring of their
      businesses;

  (h) appearing before the Court and any appellate courts to
      represent the interests of the Aliante Debtors' estates;

  (i) advising the Aliante Debtors regarding tax matters;

  (j) taking any necessary action on behalf of the Aliante
      Debtors to negotiate, prepare, and obtain approval of a
      disclosure statement and confirmation of a Chapter 11 plan
      and all documents related thereto; and

  (k) performing all other necessary legal services for the
      Aliante Debtors in connection with the prosecution of
      these chapter 11 cases, including:

      * analyzing the April 12 Debtors' leases and contracts
        and the assumption and assignment or rejection thereof;

      * analyzing the validity of liens against the April 12
        Debtors; and

      * advising the April 12 Debtors on corporate and
        litigation matters.

The April 12 Debtors will pay Kirkland & Ellis based on these
hourly rates:

    Partners                          $695 to $995
    Of Counsel                        $500 to $965
    Associate                         $410 to $695
    Paraprofessionals                 $140 to $300

These professionals are expected to have primary responsibility
for providing services to the April 12 Debtors:

    James H.M. Sprayregen, P.C.    $995
    David R. Seligman              $930
    David A. Agay                  $770
    Sarah H. Seewer                $695
    Sienna Singer                  $675

The April 12 Debtors will also reimburse Kirkland & Ellis for its
necessary out-of-pocket expenses.

On May 28, 2010, the Aliante Debtors paid $200,000 to Kirkland &
Ellis as a classic retainer, which was subsequently increased to
$300,000 on July 1, 2010 and $400,000 on July 30, 2010.

On the same date, GVR paid $200,000 to Kirkland & Ellis as a
classic retainer, which was increased to $300,000 on July 1,
2010; $400,000 on July 30, 2010; and $500,000 on Aug. 10, 2010.

David R. Seligman, Esq., a member of Kirkland & Ellis, assures
the Court that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.

                      About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Thirty-one affiliates of Station Casinos Inc. sought bankruptcy
protection under Chapter 11 protection on April 12, 2011.  First
to file among the April 12 Debtors was Auburn Development, LLC
(Bankr. D. Nev. Case No. 11-51188).  The April 12 Debtors filed a
prepackaged plan of reorganization together with their Chapter 11
petitions in order to reorganize debts and consummate the sale of
the Green Valley Ranch Resort, Spa & Casino to a group of buyers
led by the Fertitta family.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


STATION CASINOS: Units Have Jones Vargas as Gaming Counsel
----------------------------------------------------------
In separate filings, the affiliates of Station Casinos Inc. that
sought bankruptcy protection on April 12, 2011, namely the Aliante
Debtors and Green Valley Ranch Gaming LLC, ask the Bankruptcy
Court for authority to employ Jones Vargas as their special gaming
and regulatory counsel, nunc pro tunc to April 12, 2011.

The April 12 Debtors need Jones Vargas to perform these services:

  (a) advising the April 12 Debtors on gaming and regulatory
      matters, including compliance with the requirements of the
      State of Nevada and the Nevada Gaming Authorities and all
      related matters;

  (b) preparing due diligence and assisting with the preparation
      of documents for submission to the Nevada Gaming
      Authorities; and

  (c) discussing matters with the Nevada Gaming Authorities
      related to documents submitted to the Nevada Gaming
      Authorities.

The April 12 Debtors will pay Jones Vargas based on these hourly
rates:

    Michael G. Alonso                         $535
    Other Attorneys                   $185 to $685
    Paralegals and Law Clerks          $95 to $185

The April 12 Debtors will reimburse Jones Vargas its necessary
out-of-pocket expenses.

Michael G. Alonso, Esq., a partner of Jones Vargas, assures the
Court that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.

                      About Station Casinos

Station Casinos, Inc., is a gaming and entertainment company that
currently owns and operates nine major hotel/casino properties
(one of which is 50% owned) and eight smaller casino properties
(three of which are 50% owned), in the Las Vegas metropolitan
area, as well as manages a casino for a Native American tribe.

Station Casinos Inc., together with its affiliates, filed for
Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No.
09-52477).  Milbank, Tweed, Hadley & McCloy LLP serves as legal
counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck,
LLP, as regulatory counsel; and Lewis and Roca LLP is local
counsel.  Lazard Freres & Co. LLC is investment banker and
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.  Brad E Scheler, Esq., and Bonnie Steingart,
Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New
York, serves as counsel to the Official Committee of Unsecured
Creditors.

In its bankruptcy petition, Station Casinos said that it had
assets of $5,725,001,325 against debts of $6,482,637,653 as of
June 30, 2009.  About 4,378,929,997 of its liabilities constitute
unsecured or subordinated debt securities.

Thirty-one affiliates of Station Casinos Inc. sought bankruptcy
protection under Chapter 11 protection on April 12, 2011.  First
to file among the April 12 Debtors was Auburn Development, LLC
(Bankr. D. Nev. Case No. 11-51188).  The April 12 Debtors filed a
prepackaged plan of reorganization together with their Chapter 11
petitions in order to reorganize debts and consummate the sale of
the Green Valley Ranch Resort, Spa & Casino to a group of buyers
led by the Fertitta family.

Bankruptcy Creditors' Service, Inc., publishes Station Casinos
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Station Casinos Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


SUN COUNTRY: To be Sold But Deal Not Imminent, Says CEO
-------------------------------------------------------
Katharine Grayson, staff writer at the Minneapolis/St. Paul
Business Journal, reports that Stan Gadek, chief executive officer
of Sun Country Airlines, said the company will be sold, but a deal
is not "imminent."

According to the report, speculation that the Mendota Heights-
based airline would change hands heated up in March.  At the time,
the trustee handling the bankruptcy case for the airline's former
owner, Tom Petters, reported in a court filing that he was
"anticipating accepting a letter of intent from a proposed
purchaser shortly."

                   About Petters Group Worldwide

Based in Minnetonka, Minn., Petters Group Worldwide LLC is named
for founder and chairman Tom Petters.  The group is a collection
of some 20 companies, most of which make and market consumer
products.  It also works with existing brands through licensing
agreements to further extend those brands into new product lines
and markets.  Holdings include Fingerhut (consumer products via
its catalog and Web site), SoniqCast (maker of portable, WiFi MP3
devices), leading instant film and camera company Polaroid
(purchased for $426 million in 2005), Sun Country Airlines
(acquired in 2006), and Enable Holdings (online marketplace and
auction for consumers and manufacturers' overstock inventory).
Petters formed the company in 1988.

Petters Company, Inc. is the financing and capital-raising unit of
Petters Group Worldwide, LLC.  Petters Company, Inc. and Petters
Group Worldwide, LLC, filed separate petitions for Chapter 11
relief on Oct. 11, 2008 (Bankr. D. Minn. Case No. 08-45257 and
08-45258, respectively).  James A. Lodoen, Esq., at Lindquist &
Vennum P.L.L.P., represents the Debtors as counsel.  In its
petition, Petters Company, Inc. estimated debts of between
$500 million and $1 billion, while its parent, Petters Group
Worldwide, LLC, estimated debts of not more than $50,000.

As reported in the Troubled Company Reporter on Oct. 7, 2008,
Petters Aviation, LLC,, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed for Chapter 11 bankruptcy protection with the U.S.
Bankruptcy Court for the District of Minnesota on Oct. 6, 2008
(Lead Case No. 08-45136).  Petters Aviation, LLC, is a wholly
owned unit of Thomas Petters Inc. and owner of MN Airline
Holdings, Inc., Sun Country's parent company.

Sun Country Airlines won confirmation of its plan of
reorganization on Sept. 13, 2010.  The plan provides for cash
payments to certain creditors, as well as a distribution of equity
in the reorganized company to other creditors.

Polaroid Corp., which was owned by Petters since 2005, filed its
second voluntary petition for Chapter 11 protection on Dec. 18,
2008 (Bankr. D. Minn., Lead Case No. 08-46617).  PLR Acquisition
LLC, a joint venture composed of Hilco Consumer Capital L.P. and
Gordon Brothers Brands LLC, acquired most of Polaroid's assets --
including the Polaroid brand and trademarks -- in May 2009.  They
paid $87.6 million for the brand.  Debtor Polaroid Corp. was
renamed to PBE Corp. following the sale.  The case was converted
to Chapter 7 on Aug. 31, 2009, and John R. Stoebner serves as the
Chapter 7 Trustee.


SUNOVIA ENERGY: Kingery & Crouses Raises Going Concern Doubt
------------------------------------------------------------
Sunovia Energy Technologies, Inc., filed on April 20, 2011, a
transition report on From 10-K for the period from July 31, 2010,
to Dec. 31, 2010.

Kingery & Crouse, P.A., in Tampa Florida, expressed substantial
doubt about Sunovia Energy's ability to continue as a going
concern.  The independent auditors noted that the Company has
experienced losses of $3.9 million and $20.5 million for the five
months ended Dec. 31, 2010, and the year ended July 31, 2010.

The Company reported a net loss of $3.9 million on $1.1 million of
sales for the five months ended Dec. 31, 2010.  The Company
reported a net loss of $20.5 million on $1.6 million of sales for
the fiscal yer ended July 31, 2010.

At Dec. 31, 2010, the Company's balance sheet showed $2.87 million
in total assets, $2.53 million in total liabilities, and
stockholders' equity of $332,626.

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

                       http://is.gd/YDQthW

Sarasota, Fla.-based Sunovia Energy Technologies, Inc., was formed
in 2007 through a reverse merger of its predecessor Sun Energy
Solar, Inc., and Acadia Resources, Inc., a Nevada corporation.
Sunovia, directly and through its wholly-owned subsidiaries,
EvoLucia, Inc.,and Sunovia Solar, Inc., is in the business of
providing energy-efficient and sustainable energy solutions by
implementing technology in three main areas: light emitting diode
(LED) lighting, solar energy and infrared.


SWAY STUDIO: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Sway Studio, a California Limited Liability Company
        3535 Hayden Avenue, 4th Floor
        Culver City, CA 90232

Bankruptcy Case No.: 11-27078

Chapter 11 Petition Date: April 20, 2011

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

Judge: Vincent P. Zurzolo

Debtor's Counsel: Ian Landsberg, Esq.
                  LANDSBERG & ASSOCIATES APC
                  16030 Ventura Blvd Ste 470
                  Encino, CA 91436
                  Tel: (818) 855-5900
                  Fax: (818) 855-5910
                  E-mail: ilandsberg@landsberg-law.com

Scheduled Assets: $35,447

Scheduled Debts: $2,002,634

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-27078.pdf

The petition was signed by Oded David Hochman, chief executive
officer.


T3 MOTION: To Deliver Presentation Materials to Chardan, et al.
---------------------------------------------------------------
T3 Motion, Inc., intends to deliver presentation materials to
registered representatives of Chardan Capital Markets and other
prospective selling group members.  A copy of the materials used
in connection with the presentation is available for free at
http://is.gd/kpT5QX

                          About T3 Motion

Costa Mesa, Calif.-based T3 Motion, Inc., develops and
manufactures T3 Series vehicles, which are electric three-wheel
stand-up vehicles that are directly targeted to the public safety
and private security markets.

The Company reported a net loss of $8.32 million on $4.68 million
of net revenues for the year ended Dec. 31, 2010, compared with a
net loss of $6.70 million on $4.64 million of net revenues during
the prior year.

The Company's balance sheet at Dec. 31, 2010, showed $3.58 million
in total assets, $19.25 million in total liabilities, and a
$15.67 million stockholders' deficit.

As reported by the TCR on April 6, 2011, KMJ Corbin & Company LLP,
in Costa Mesa, Calif., expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant operating
losses and has used substantial amounts of working capital in its
operations since inception, and at Dec. 31, 2010, has a working
capital deficit of $15,057,791 and an accumulated deficit of
$45,120,210.


TAYLOR & BISHOP: Seeks May 21 Plan Exclusivity Extension
--------------------------------------------------------
Taylor & Bishop LLC seeks an order from the U.S. Bankruptcy Court
for the District of Arizona extending the exclusivity period
within which to solicit acceptance of its Chapter 11 Plan of
Reorganization by 45 days or until May 21, 2011.  The Debtor asked
the Court to expedite the hearing on the request but was denied.

                       The Chapter 11 Plan

As reported in the April 21, 2011 edition of the Troubled Company
Reporter, Taylor & Bishop LLC submitted to the U.S. Bankruptcy
Court for the District of Arizona a first amended plan of
reorganization and corresponding disclosure statement.

The Plan provides for the overall structure, classification and
treatment of claims against or interests in the Debtor.

Class 1 claims are administrative expenses claims.  Class 2 claims
are priority tax claims.  Class 3 secured tax claims refer to real
estate taxes that may be assessed by the City of Chicago on the
Debtor's building property and parking lot, which taxes the Debtor
expects to be exempted from.

Class 4 are allowed secured claims, including the Bridgeview
secured loan claims.  Bridgeview Bank Group is the Debtor's pre-
bankruptcy lender and largest creditor.  Bridgeview says that as
of July 2010, it is owed $9.4 million in loan amounts by the
Debtor.  Holders of Class 4 Claims will retain their liens on all
property of the Debtor that served as collateral for repayment of
the loans.  Holders of Classes 4(a) and 4(c) Claims will be paid
in monthly installments according to a 25-year amortization
schedule.  Holders of Classes 4(a) and 4(c) Claims may elect a
discounted payoff in a lump sum equal to 50% of the of the Allowed
Class 4 Claims.  Class 4(b) claims are unimpaired and will be paid
on the plan effective date.

Class 5(a) claims refer to the general unsecured claims of
Lancelot Lending, LLC.  Class 5(b) claims consists of general
unsecured claims, estimated to aggregate $20,000.  Class 5(c)
claims consists of convenience class claims, estimated to be
approximately $2,500.

Class 6 consists of membership interests in the Debtor.

Payments under the Plan will come from cash flow generated by the
ongoing operation of the Debtor's business and from additional
contributions from members.  As of April 1, 2011, the Debtor had
Member commitments of approximately $390,000 for year 1 payments
to creditors under the Plan.

A full-text copy of the First Amended Disclosure Statement is
available for free at http://bankrupt.com/misc/T&B_1stAmnddDS.pdf

                      About Taylor & Bishop

Phoenix, Arizona-based Taylor & Bishop, LLC, was formed in 2007
solely for the purpose of owning and maintaining the real property
located at 1431 West Taylor Street, Chicago, Illinois, in order to
house the National Italian American Sports Hall of Fame.  From its
inception, Taylor & Bishop has operated much like a non-profit
company, its fundamental purpose being to pay tribute to Italian-
American athletes and raise money for scholarships and other
charitable causes.

Taylor & Bishop filed for Chapter 11 bankruptcy protection on
Oct. 8, 2010 (Bankr. D. Ariz. Case No. 10-32563).  John R.
Clemency, Esq., at Gallagher & Kennedy PA, assists Taylor & Bishop
in its restructuring effort.  According to its schedules, Taylor &
Bishop disclosed $16,040,393 in total assets and $9,934,149 in
total liabilities at the Petition Date.


TENET HEALTHCARE: Board Rejects Revised Proposal from CHS
---------------------------------------------------------
Tenet Healthcare Corporation announced that its Board of
Directors, after consulting with its independent financial and
legal advisors, has unanimously determined that the revised
proposal from Community Health Systems, Inc., to acquire all of
the outstanding shares of Tenet for $6.00 per share in cash
grossly undervalues the Company and is not in the best interests
of Tenet or its shareholders.  Tenet noted that Community Health
is proposing to acquire the Company for the same price it proposed
on Nov. 12, 2010; a price that the Tenet Board unanimously
rejected.  The Tenet Board continues to believe that the Community
Health proposal grossly undervalues Tenet and fails to reflect
Tenet's prospects for continued growth and shareholder value
creation.

Trevor Fetter, President and CEO of Tenet, said: "Community
Health's proposal continues to undervalue Tenet.  Since Community
Health's original $6.00 per share proposal was made, Tenet has
demonstrated improving business trends, including the best fourth
quarter results in seven years.  In addition, industry
fundamentals are improving, and Tenet's Outlook for 2011 and
longer-term financial performance reflects strong growth."

Edward A. Kangas, non-Executive Chairman of Tenet's Board of
Directors, and former Global Chairman and Chief Executive Officer
of Deloitte, added: "Tenet has a highly qualified Board that is
entirely independent with the sole exception of our CEO.  The
Board takes its responsibility to shareholders very seriously.
Our response to Community Health's two proposals has been
thoroughly and thoughtfully considered."

Tenet today sent the following letter to Wayne T. Smith, Chairman,
President and CEO of Community Health:

     April 22, 2011

     Wayne T. Smith
     Chairman of the Board, President and CEO
     Community Health Systems, Inc.
     4000 Meridian Boulevard
     Franklin, TN 37067

     Dear Wayne:

     We are in receipt of Community Health's proposal, dated
     April 18, 2011, to acquire all of the outstanding shares of
     Tenet for $6.00 per share in cash, which is the same price
     that Community Health previously proposed on Nov. 12, 2010.
     After consulting with its independent financial and legal
     advisors, Tenet's Board has unanimously determined that the
     revised proposal from Community Health grossly undervalues
     the Company and is not in the best interests of Tenet or its
     shareholders.

     It has been more than five months since Community Health made
     its original proposal of $6.00 per share. Since that time, it
     is widely acknowledged by industry experts and shareholders
     that the Community Health proposal substantially undervalues
     Tenet.  In addition, during this period, investors have
     recognized the improved prospects of the hospital industry,
     as evidenced by increases in stock prices and valuation
     multiples.

     As we reviewed the revised $6.00 per share proposal, we could
     not ignore the concerns regarding disclosure and regulatory
     compliance that we raised in the lawsuit Tenet filed against
     Community Health on April 11.  Since filing that suit, a
     decision our Board did not take lightly, we have grown even
     more concerned.  Although Community Health characterized our
     claims as "baseless" in its press release of April 11,
     Community Health subsequently disclosed that the Office of
     the Inspector General of the U.S. Department of Health and
     Human Services issued a subpoena in March 2011, and that this
     subpoena was similar in scope to one previously issued by the
     Attorney General of the State of Texas in November 2010.

     Our Board must consider questions around the sustainability
     of Community Health's business practices and the manner in
     which Community Health deals with acquired hospitals, as they
     squarely impact its ability to complete any transaction.  As
     part of our Board's consideration, we received presentations
     from our advisors about the feasibility of completing a
     transaction in this environment.  Based on that analysis, we
     have serious concerns about Community Health's ability to
     consummate the current proposal, let alone a proposal at a
     value our Board would consider as a basis for entering into
     discussions.

     Tenet's Board places the utmost importance on its fiduciary
     duties to its shareholders.  We have never been opposed to a
     sale, but the Company is not for sale at a price that fails
     to remotely reflect the value inherent in its business.

     Very truly yours,


     /s/ Trevor Fetter         /s/ Edward A. Kangas
     Trevor Fetter                 Edward A. Kangas
     President and CEO        Chairman of the Board

     Cc:
     The Board of Directors of Community Health
     Rachel A. Seifert, Executive Vice President, Secretary and
     General Counsel

As previously announced, Tenet plans to announce results for its
first quarter ended March 31, 2011 before the market opens on
Tuesday, May 3, 2011 and the Company will host a conference call
on May 3, 2011 at 10:00 a.m. Eastern Time for management to
discuss the results via a live audio webcast accessible through
the Company's Web site at www.tenethealth.com/investors.

Barclays Capital is acting as financial advisor to Tenet and
Gibson, Dunn & Crutcher LLP and Debevoise & Plimpton LLP are
acting as Tenet's legal counsel.

                      About Tenet Healthcare

Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) --
http://www.tenethealth.com/-- is a health care services company
whose subsidiaries and affiliates own and operate acute care
hospitals, ambulatory surgery centers and diagnostic imaging
centers.

The Company's balance sheet at Dec. 31, 2010, showed $8.50 billion
in total assets, $6.68 billion in total liabilities, and
$1.82 billion in total equity.

                           *     *     *

As reported by the TCR on Aug. 5, 2010, Moody's Investors Service
affirmed its 'B2' corporate family rating for Tenet.  The rating
reflects Moody's expectation that the Company will likely see
positive free cash flow for the full year ending Dec. 31,
2010, as operating results continue to improve and litigation
settlement payments end in the third quarter.  However, the
ratings also consider the significant headwinds facing the
company, and the sector as a whole, with respect to increasing bad
debt expense, weak volume trends and changes in mix as commercial
volumes decline.

S&P's corporate credit rating on Tenet is 'B' and remains
unchanged.  The ratings agency noted that while the Company has
experience recent successes to date of a multiyear turnaround
effort, the Company has a still-weak business risk profile and
high financial leverage.

Fitch Ratings has issued its Recovery Rating review of the U.S.
Healthcare sector.  This review includes an analysis of valuation
multiples, EBITDA discounts applied, and detailed recovery
worksheets for issuers with a Fitch Issuer Default Rating of 'B+'
or lower in this sector.

Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on
Rating Watch Positive.  Tenet's existing ratings are Issuer
Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior
secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3.  The
ratings apply to approximately $4.3 billion of debt outstanding as
of Sept. 30, 2010.


TERRESTAR NETWORKS: Sprint Seeks to Void Liens on FCC Licenses
--------------------------------------------------------------
Eric Hornbeck at Bankruptcy Law360 reports that an attorney for
Sprint Nextel Corp. asked a New York bankruptcy judge Thursday to
void liens U.S. Bank NA purportedly holds on more than $1 billion
worth of Federal Communication Commission licenses held by
TerreStar Networks Inc.

If the judge agrees to nix U.S. Bank's liens, unsecured creditors
could see their ultimate recovery from a sale of TerreStar's
assets significantly boosted, according to court documents
obtained by Law360.

             About TerreStar Corp. and TerreStar Networks

TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.

TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which were filed
on Oct. 19, 2010.  The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.

TSC is the parent company of each of the October Debtors.  TSC has
four wholly owned direct subsidiaries: TerreStar Holdings, Inc.,
TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings
Inc.

TSC's case is jointly administered with the cases of seven of the
October Debtors under the caption In re TerreStar Corporation, et
al., Case No. 11-10612 (SHL).  The seven Debtor entities who
sought joint administration with TSC are:

    * TerreStar New York Inc.,
    * Motient Communications Inc.
    * Motient Holdings Inc.,
    * Motient License Inc.,
    * Motient Services Inc.,
    * Motient Ventures Holdings Inc., and
    * MVH Holdings Inc.

TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by
the Federal Communication Commission.  TSC also has an indirect
89.3% ownership interest in TerreStar Network, Inc., which
operates a separate and distinct mobile communications business.
TerreStar Holdings is a Delaware corporation that directly holds
100% of the interests in 1.4 Holdings LLC.

TerreStar Networks Inc. or TSN, the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones.  The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue.  TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.

TSC estimated assets and debts of $100,000,001 to $500,000,000 in
its Chapter 11 petition.

Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent.  Blackstone
Advisory Partners LP is the financial advisor.

The Garden City Group, Inc., is the claims and noticing agent in
the Chapter 11 cases.  Otterbourg Steindler Houston & Rosen P.C.
is the counsel to the Official Committee of Unsecured Creditors
formed in TSN's Chapter 11 cases.  FTI Consulting, Inc., is the
Committee's financial advisor


TRANS ENERGY: Board Ratifies Appointment of John Tumis as CFO
-------------------------------------------------------------
Trans Energy, Inc.'s Board of Directors ratified the appointment
of John S. Tumis as the Company's Chief Financial Officer.
Mr. Tunis replaces Lisa A. Corbitt, who will become the Company's
Chief Accounting Officer.

From 2004 to 2011, Mr. Tumis was employed by Triad Hunter, LLC, an
oil and natural gas producer and service company headquartered in
Marietta, Ohio.  He served as Triad's Chief Financial Officer from
2004 to 2010 and as Vice President of Appalachian Accounting since
2010.  From 2002 to 2004, Mr. Tumis was employed by FOFM, LLC in
Canton, Ohio as a financial analyst and tax director.  Prior to
this, Mr. Tumis operated his own private accounting firm.  Mr.
Tumis holds a Bachelor of Science Degree in Accounting from Ohio
Northern University in Ada, Ohio and is a Certified Public
Accountant.  He will receive an annual salary of $120,000 and will
also receive 60,000 shares of the Company's restricted common
stock, which shares will vest over a three-year period.

Ms. Corbitt joined the Trans Energy in June 2006 as Corporate
Controller and Principal Financial Officer and was appointed Chief
Financial Officer in 2008.  Prior to joining the company she
served in various capacities in the public accounting sector.  Ms.
Corbitt holds a Bachelors Degree in Accounting from West Virginia
University, a Masters Degree in Accounting and Financial
Management from DeVry University and is a licensed Certified
Public Accountant in the state of West Virginia.

There were no understandings or arrangements with any person
regarding Mr. Tumis' appointment as Chief Financial Officer, and
there are no family relationships between him and any other
officer or director of the company.

                        About Trans Energy

West Virginia-based Trans Energy, Inc. --
http://www.transenergyinc.com/-- is an independent exploration
and production company focused on exploring, developing and
producing oil and natural gas in the Appalachian Basin.  The
common shares of the Company are listed for trading on the Over
The Counter Bulletin Board under the symbol "TENG".

According to the Troubled Company Reporter on Nov. 9, 2010, Trans
Energy, Inc., and CIT Capital USA Inc. entered into a forbearance
letter agreement on Oct. 29, 2010, whereby CIT agreed to
forebear from exercising its rights and remedies against the
Company and its property until Dec. 31, 2010.  The forbearance
relates to a senior secured revolving credit facility.  The
October Forbearance Letter extends the terms and provisions of the
parties' earlier forbearance agreement entered into on July 9,
2010, that extended the forbearance period to Oct. 29, 2010.

The Company's balance sheet at Dec. 31, 2010 showed $40.88 million
in total assets, $23.41 million in total liabilities and $17.47
million in total stockholders' equity.

As reported by the TCR on April 18, 2011, Maloney + Novotny, LLC,
in Cleveland, Ohio, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has generated significant losses
from operations and has a working capital deficit of $19,699,824
at Dec. 31, 2010.


TRANSATLANTIC PETROLEUM: Recurring Losses Cue Going Concern Doubt
-----------------------------------------------------------------
TransAtlantic Petroleum Ltd. filed on April 21, 2011, its annual
report on Form 10-K for the fiscal year ended Dec. 31, 2010.

KPMG LLP, in Calgary, Canada, expressed substantial doubt about
TransAtlantic Petroleum's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring losses from operations, has a working capital deficiency
and significant commitments.

The Company reported a net loss of $71.1 million on $85.6 million
of revenues for 2010, compared with a net loss of $62.0 million on
$29.3 million of revenues for 2009.

At Dec. 31, 2010, the Company's balance sheet showed
$472.3 million in total assets, $197.7 million in total
liabilities, and stockholders' equity of $274.6 million .

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

                       http://is.gd/UJ2sKQ

Istanbul, Turkey-based TransAtlantic Petroleum Ltd. (TSX:
TNP)(NYSE-AMEX: TAT) -- http://www.transatlanticpetroleum.com/--
is a vertically integrated, international energy company engaged
in the acquisition, development, exploration, and production of
crude oil and natural gas.  The Company holds interests in
developed and undeveloped oil and gas properties in Turkey,
Morocco, Bulgaria, and Romania.  The Company owns its own drilling
rigs and oilfield service equipment, which it uses to develop its
properties in Turkey and Morocco.  In addition, the Company
provides oilfield services and drilling services to third parties
in Turkey.


TRIBUNE CO: Judge to Rule on Resolicitation of Plans on May 17
--------------------------------------------------------------
Tribune Co. intends to ask senior lenders to vote again on its
Chapter 11 Plan of Reorganization but Aurelius Capital
Management, LP, opts to skip sending out new ballots for its
rival Chapter 11 Plan, attorneys told Judge Kevin J. Carey of the
U.S. Bankruptcy Court for the District of Delaware on April 21,
Peg Brickley of Dow Jones Newswires reported.

Judge Carey convened a teleconference on April 21 to address re-
solitication and related issues with respect to the Chapter 11
Plans.

According to Dow Jones Newswires, Judge Carey will rule on May 17
whether to permit the resolicitation or non-solicitation of:

  (i) the Modified Second Amended Joint Plan of Reorganization
      proposed by the Debtors, Official Committee of Unsecured
      Creditors; Oaktree Capital Management, L.P.; Angelo Gordon
      & Co., LP and JP Morgan Chase Bank, N.A.

(ii) the Second Amended Joint Plan of Reorganization filed by
      Aurelius; Deutsche Bank Trust Company Americas, in its
      capacity as successor Indenture Trustee for certain series
      of Senior Notes; Law Debenture Trust Company of New York,
      in its capacity as successor Indenture Trustee for certain
      series of Senior Notes; and Wilmington Trust Company, in
      its capacity as successor Indenture Trustee for the PHONES
      Notes.

During the April 21 hearing, Judge Carey had expressed concern
that the legalities of the Chapter 11 process might require
resoliciting votes on the revised plans, according to Dow Jones
Newswires.  The rival groups insisted that an expensive and time-
consuming mass resolicitation will not change the results, Dow
Jones Newswires noted.

Tribune's counsel, Kenneth Kansa, Esq., at Sidley Austin LLP, in
Chicago, Illinois, said at the hearing that holders of Tribune
senior bank debt voted overwhelmingly in favor of the DCL Plan
and against the Noteholders Plan and they will probably do so
again, the report noted.

Aurelius earlier called on Tribune to withdraw the DCL Plan due
to the changes and go through the process of winning Court
approval to send it again for solicitation, Dow Jones Newswires
stated.  By the time of the April 21 hearing, however, Aurelius
and Tribune had agreed to let each other submit the changed plans
to a vote, or not, Dow Jones Newswires stated.

Tribune's decision to call for a round of revoting from senior
lenders is a "belt-and-suspenders" approach, said Aurelius's
counsel, Daniel Golden, Esq., at Akin Gump Strauss Hauer & Feld
LLP, in New York, at the hearing, according to the report.

Mr. Golden also noted that lawyers are pushing for a short, plain
update for creditors who may be confused by Tribune's long trek
out of Chapter 11.

The Court is expected to conclude the confirmation trial in June
when post-trial briefing and argument will occur.

                 April 14 Confirmation Issues

On April 14, the Court heard oral arguments from the DCL Plan
Proponents and the Noteholders with respect to their legal
confirmation objections against each other's competing plans.

Before the April 14 hearing, the DCL Plan Proponents and the
Noteholders wrote to the Court, identifying legal arguments that
they wish to raise at the said hearing.

The DCL Plan Proponents intended to raise these objections to the
Noteholder Plan:

  (1) The Noteholder Plan has no impaired accepting class at all
      but two Debtors and thus is not confirmable on its face.

  (2) Flat 8% cash payments to general unsecured creditors of
      guarantor subsidiaries exceed these creditors' natural
      recoveries and thus violate Section 1129(b) of the
      Bankruptcy Code.

  (3) The amended Noteholder Plan, by distributing only equity
      to the Senior Lenders while other similarly situated
      creditors receive cash and new debt as well, unfairly
      discriminates against the Senior Lenders.

  (4) The Noteholder Plan gives rise to adverse tax
      consequences.

  (5) Non-consensual termination of non-debtor guarantees is
      impermissable.

  (6) The Noteholder Plan improperly classifies the Swap Claim
      with the Senior Loan Claims against Tribune.

The Noteholders outlined these legal objections to confirmation
of the DCL Plan:

  (1) The propriety of the release, exculpation and bar order
      provisions set forth in the DCL Plan.

  (2) Whether the leveraged buy-out lenders are entitled to
      share in the proceeds of the Remaining LBO-related causes
      of action.

  (3) Whether the Parent GUC Trust Preference inappropriately
      discriminates against creditors who opt out of the
      Creditors' Trust under the DCL Plan.

  (4) Issues regarding the governance and structure of the
      Litigation Trust under the DCL Plan.

  (5) Whether the DCL Plan impermissibly classifies the Swap
      Claim as an Other Parent Claim.

  (6) Whether the DCL Plan improperly gives effect to the
      subordination provisions in the PHONES Notes Indenture and
       the EGI-TRB LLC Notes.

  (7) For 37 of the Debtors, there is no impaired accepting
      class of creditors.  To the extent Section 1129(a)(10)
      must be satisfied for each individual Debtor as opposed to
      in respect of one impaired class of creditors in the DCL
      Plan, the DCL Plan cannot be confirmed.

In accordance with the discussion on the record at the April 14
hearing, the parties will address a process for resolving
objections to the admissibility of documents and deposition
designations that have not yet been introduced into evidence,
according to a notice filed with the Court on April 25.

        Longacre, et al., Vote in Favor of DCL Plan

Judge Carey ruled that the votes previously cast by Longacre
Opportunity Fund, L.P., et al. to reject the Debtors' Second
Amended Joint Plan of Reorganization are reclassified as votes to
accept the DCL Plan for the DCL Plan.

Other parties that changed their votes to the DCL Plan are;

* ASM Capital, LLC and its affiliates;
* Fair Harbor Capital, LLC;
* Liquidity Solutions, Inc.; and
* Debt Acquisition Company of America and its affiliates.

The voting agent is authorized to amend the report of votes to
accept or reject the DCL Plan to reflect the change of the Voting
Parties' votes.

The report of votes on the DCL Plan as amended to reflect the
change of the Voting Parties is included in the record of the
confirmation hearing on the DCL Plan.

Counsel to the Debtors, James F. Conlan, Esq., at Sidley Austin
LLP, in Chicago, Illinois, certified that no objections to the
Debtors' Motion to Amend Voting Results were filed.

                        About Tribune Co.

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

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

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


TRIBUNE CO: Sam Zell Objects to Two Competing Plans
---------------------------------------------------
Tribune Co. Chairman Samuel Zell wants Judge Carey to reject both
the Chapter 11 Plans because neither adequately protects the
Tribune Chairman from lawsuits, Mr. Zell's counsel said at an
April 13 hearing, Randall Chase of The Associated Press reported.

On behalf of Mr. Zell, David Bradford, Esq., at Jenner Block LLP,
in Chicago, Illinois, argued that lawsuits not only threatened to
injure Mr. Zell's reputation but also to waste the company's
assets, The Associated Press relayed.

Mr. Bradford pointed out that the DCL Plan Proponents' and
Aurelius Capital Management, LP's Second Amended Joint Plan of
Reorganization unfairly restrict Mr. Zell's ability to have the
Company pay for his legal fees to be incurred if the lawsuits are
allowed, according to The Associated Press.

The Associated Press wrote that Mr. Zell engineered a buyout in
2007 that took Tribune private and left it saddled with more than
$12 billion in debt, forcing the company to file for bankruptcy
protection a year later as it faced a decline in advertising
revenue.

Mr. Bradford also told Judge Carey that while a Court-appointed
examiner had concluded that certain aspects of the 2007 buyout
constituted fraud, the Examiner stated that lawsuits against Mr.
Zell were unlikely to succeed, The Associated Press stated.

Judge Carey however declined to address whether claims against
Mr. Zell have viability, Steven Church of Bloomberg News reported
in another article.

"I would say spend no time on that and by saying that I don't
tell you that I think they have merit," Bloomberg quoted Judge
Carey as saying during the April 13 hearing.

Instead, Judge Carey asked Mr. Bradford to focus on other parts
of Mr. Zell's objections to confirmation of the Chapter 11 Plans,
Bloomberg noted.

The Court convened the April 13 hearing to consider legal
objections to confirmation of the DCL Plan or the Noteholder Plan
by parties other than the DCL Plan Proponents and the
Noteholders.

"A creditor attorney," James Sottile, Esq., at Zuckerman Spaeder
LLP, in Washington, D.C. -- jsottile@zuckerman.com -- pointed out
at the April 13 hearing that the Chapter 11 Examiner's opinions
on whether the lawsuits were likely to succeed were not a good
reason to prevent creditors from being allowed to pursue a
lawsuit, Bloomberg related.

Judge Carey has yet to decide on whether the Official Committee
of Unsecured Creditors can pursue certain allegations against Mr.
Zell, the Associated Press noted.

In November 2010, the Creditors' Committee sued to recover
payments from certain lenders and executives of the Company,
including Mr. Zell, made in connection with the 2007 buyout.  The
lawsuit was stayed pending Judge Carey's confirmation of either
of the DCL Plan and Noteholder Plan, The Associated Press stated.

The DCL Plan would allow lawsuits related to the buyout against
some parties, including certain Tribune officers and directors,
The Associated Press related.  However, the DCL Plan would shield
bank lenders despite the Examiner's opinions that the lenders
should have known the Company would not be able to repay the
loans, The Associated Press related.

The Noteholders Plan would set up a larger trust to fund the
litigation, which Aurelius says could result in more than $1
billion in additional recoveries for other Tribune creditors, the
Associated Press added.

Indeed, former shareholders of Tribune are bracing for a possible
barrage of litigation aimed at clawing back more than $8 billion
in payouts, Mike Spector, Jenny Strasburg and Shira Ovide of The
Wall Street Journal wrote in another report.

                        About Tribune Co.

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

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

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


TRIBUNE CO: Court Amends Committee Termination Event to June 15
---------------------------------------------------------------
As reported in the April 1, 2011 edition of the Troubled Company
Reporter, Troubled Company Reporter, the orders approved by the
Bankruptcy Court granting the Official Committee of Unsecured
Creditors in Tribune Co.'s cases standing to prosecute certain
actions on behalf of the Debtors' estates provide that, pending
the occurrence of a "Termination Event," any litigation commenced
by the Committee pursuant to the authority granted in the Standing
Orders (a) may not be settled absent the agreement of the Debtors
and the Committee and (b) broadly will be stayed.   The Court and
parties-in-interest have completed the initial phase of trial,
including ten days of evidentiary hearings, in connection with two
competing plans of reorganization proposed on the one hand by the
Debtors, the Committee and certain senior lenders, and on the
other hand by certain noteholders.  Trial of the Competing Plans
will re-commence on April 11, 2011, and is expected to be followed
by briefing and argument, which have yet to be scheduled.  As a
result, at least one "Termination Event" -- the occurrence of the
date of April 1, 2011 -- was to take place.  The Committee,
accordingly, sought to extend the April 1 Termination Event to
permit the parties to continue to enjoy the benefits of the
Standing Orders while the Competing Plans are litigated, a ruling
is made, or a settlement achieved.

Sam Zell, however, objected to the Official Committee of Unsecured
Creditors' request to the extent that it would delay his right to
file appropriate motions in response to the purported claims
asserted against him in an amended complaint in the adversary
proceeding captioned as Official Committee of Unsecured Creditors
of Tribune Co., et al. v. Fitzsimons, et al.

Bankruptcy Judge Kevin Carey granted the Official Committee of
Unsecured Creditors of Tribune's Motion, ruling that the defined
term "Termination Event" in each of the Standing Orders "(iii)
April 15, 2011" is deleted and replaced with "(iii) June 15,
2011."

Before entry of the order, the Official Committee of Unsecured
Creditors sought and obtained the Court's permission to file a
reply to Sam Zell's Objection to the Motion to Amend.

In its reply, the Creditors' Committee stressed that the stay of
the LBO Actions, including the causes of action against Mr. Zell,
remains centrally important to the Debtors' reorganization
efforts and, thus, the April 15 Termination Event should be
extended notwithstanding Mr. Zell's efforts to carve out
collateral litigation regarding the viability of the claims
against him.

Counsel to the Creditors' Committee, Adam G. Landis, Esq., at
Landis Rath & Cobb LLP, in Wilmington, Delaware, further noted
that proponents of the Competing Plans continue to work on
critical matters involving plan amendments, resolicitation, post-
trial briefing, and argument, which is anticipated to occur in
June.  It is thus essential that the LBO Actions, including
causes of action against Mr. Zell remain stayed during the
confirmation process, as intended by the Standing Orders, he
asserted.

                        About Tribune Co.

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

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

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


TRIBUNE CO: Aurelius, et al., Win Nod to Sue LBO Shareholders
-------------------------------------------------------------
Bankruptcy Judge Kevin Carey ruled that because no state law
constructive fraudulent conveyance claims against shareholders
whose stock was redeemed or purchased in connection with the first
step shareholders and the second step of the 2007 leveraged buyout
of Tribune Company were commenced by or on behalf of the Debtors'
estates before the expiration of the applicable statute of
limitations under Section 546(a) of the Bankruptcy Code, the
Debtors' creditors have regained the right, if any, to prosecute
their state law constructive conveyance claims against Step One
Shareholders or Step Two Shareholders to recover stock
redemption/purchase payments made to those shareholders in
connection with the LBO.

The automatic stay is modified to permit the filing of any
complaint by or on behalf of creditors on account of that
Creditor SLCFC Claims, including any complaint filed by any
plaintiff in the Original Plaintiff Group.

The Original Plaintiff Group consists of Aurelius Capital
Management, LP, et al.; Deutsche Bank Trust Company Americas, in
its capacity as successor Indenture Trustee for certain series of
Senior Notes; Law Debenture Trust Company of New York, in its
capacity as successor Indenture Trustee for certain series of
Senior Notes; and Wilmington Trust Company, in its capacity as
successor Indenture Trustee for the PHONES Notes.

To the extent the Mediation Order stays the commencement of any
Creditor SLCFC Claim, leave is granted from the Mediation Order
to permit the filing of the complaints, Judge Carey held.

To the extent that a creditor other than a member of the Original
Plaintiff Group seeks to file its own complaint with respect to
its Creditor SLCFC Claims, that creditor will file a statement in
the Court acknowledging that the creditor will stay all actions
in the state court litigation and will otherwise adhere to this
order, Judge Carey said.

Absent further order of the Court, litigation commenced by the
filing of any complaint will automatically be stayed in the
applicable state courts where those complaints are filed, or if
not automatic in those state courts, then application for the
stay in accordance with the provisions of this order will be made
by the Original Plaintiff Group or any other creditor that files
its own complaint.

However, during the stay, any party, including any plaintiff in
the Original Plaintiff Group, that files a complaint may: (a)
consistent with governing rules, amend that complaint; (b)
complete service of that complaint; and (c) take other steps,
including immediately pursuing discovery, as are necessary solely
for the purpose of preventing applicable statutes of limitations
or other time-related defenses from barring any Creditor SLCFC
Claims.

Judge Carey ruled that nothing in this order will:

  (a) prejudice the rights of the Official Committee of
      Unsecured Creditors or any trust established under any
      confirmed plan of reorganization, including to (i) pursue
      whatever claims are properly asserted by the Creditors'
      Committee or by those trusts, in any proper venue; or (ii)
      amend in any way the adversary complaints filed by the
      Creditors' Committee, or take any other action, or assert
      any rights or arguments, in connection with those claims
      or complaints; and

  (b) prejudice or impair any claims or defenses of any
      defendant in any proceeding with respect to a Creditor
      SLCFC Claim or any objection to any plan of reorganization
      before the Court.

                        About Tribune Co.

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

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

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


TURKPOWER CORPORATION: Posts $546,000 Net Loss in Feb. 28 Quarter
-----------------------------------------------------------------
TurkPower Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $545,973 on $13,754 of revenues for the
three months ended Feb. 28, 2011, compared with a net loss of
$366,297 on $3,327 of revenues for the same period ended Feb. 28,
2010.

The Company's balance sheet at Feb. 28, 2011, showed $2.2 million
in total assets, $3.1 million in total liabilities, and a
stockholders' deficit of $948,082.

As reported in the Troubled Company Reporter on Oct. 7, 2010,
MaloneBailey LLP, in Houston, Tex., expressed substantial doubt
about TurkPower's ability to continue as a going concern,
following the Company's results for the fiscal year ended May 31,
2010.  The independent auditors noted that the Company has
incurred losses from operations and has a working capital deficit
as of May 31, 2010.

A complete text of the Form 10-Q is available for free at:

                       http://is.gd/cd7vhp

                   About TurkPower Corporation

New York-based TurkPower Corporation (formerly Global Ink Supply
Co.) was incorporated on Nov. 4, 2004, in Delaware.  On May 11,
2010, Global Ink Supply Co. changed its name to TurkPower
Corporation.

On Dec. 23, 2009, the Company entered into the consulting and
service operations business, offering domestic and international
clients consulting services.  The Company acts as a full-service
operator for wind, hydro, solar, and geothermal energy parks in
Turkey.  The Company also generates revenue by entering into
agreements with other entities to provide consulting services to
clients in the energy market.


UNITED GILSONITE: U.S. Trustee Forms 5-Member Creditors Committee
-----------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 2,
appointed five creditors to serve on an Official Committee of
Unsecured Creditors of United Gilsonite Laboratories.

The members of the Committee are:

   1) Allen Rabinowitz, PR for the Estate of Stanley Rabinowitz
      c/o Early & Strauss, LLC and Early, Lucarelli, Sweeney &
      Meisenkothen, LLC
      360 Lexington Avenue, 20th Floor
      New York, NY 10017
      Attn.: Ethan Early, Esq.
      Tel.: (212) 986-2233
      Fax: (212) 986-2255
      E-mail: eearly@elslaw.com

   2) Joseph Bayer
      c/o Gori, Julian & Associates, P.C.
      156 North Main Street
      Edwardsville, IL 62025
      Attn.: Lauren Boaz, Esq.
      Tel.: (618) 659-9833
      Fax: (618) 659-9834
      E-mail: lauren@gorijulianlaw.com

   3) John J. Juliano
      c/o Belluck & Fox, LLP
      546 Fifth Avenue, 4th Floor
      New York, NY 10036
      Attn.: Brian Fitzpatrick, Esq.
      Tel.: (888) 803-7395
      Fax: (212) 681-1574
      E-mail: bfitzpatrick@belluckfox.com

   4) Estate of Grady Peeler
      c/o The Ruckdeschel Law Firm, LLC
      5126 Dorsey Hall Drive
      Ellicot City, MD 21042
      Attn.: Jonathan Ruckdeschel, Esq.
      Tel.: (410) 884-7825
      Fax: (443) 586-0430
      E-mail: ruck@rucklawfirm.com

   5) E.W. Kaufmann Company
      Keystone Industrial Park
      140 Wharton Road
      Bristol, PA 19007
      Attn.: Stephen Schmidt
      Tel.: (215) 364-0240
      Fax: (215) 364-4397
      E-mail: sschmidt@ewkco.com

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at the Debtor's
expense.  They may investigate the Debtor's business and financial
affairs.  Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.  Those
committees will also attempt to negotiate the terms of a
consensual Chapter 11 plan -- almost always subject to the terms
of strict confidentiality agreements with the Debtors and other
core parties-in-interest.  If negotiations break down, the
Committee may ask the Bankruptcy Court to replace management with
an independent trustee.  If the Committee concludes reorganization
of the Debtor is impossible, the Committee will urge the
Bankruptcy Court to convert the Chapter 11 cases to a liquidation
proceeding.

                      About United Gilsonite

Scranton, Pennsylvania-based United Gilsonite Laboratories, a
Pennsylvania Corporation, is a small family-owned corporation
engaged in the manufacturing of wood and masonry finishing
products and paint sundries.  It filed for Chapter 11 bankruptcy
protection on March 23, 2011 (Bankr. M.D. Pa. Case No. 11-02032).
Mark B. Conlan, Esq., at Gibbons P.C., 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.


UNITED GILSONITE: Court Approves Gibbons PC as Counsel
------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Pennsylvania
authorized United Gilsonite Laboratories to employ Gibbons P.C. as
its counsel.

The firm is expected to:

   a) advise the Debtor with respect to its rights, powers and
      duties in this chapter 11 case;

   b) assist and advise the Debtor with respect to its business
      operations and the administration of this chapter 11 case;

   c) assist the Debtor with respect to any communications and
      negotiations with any official committee(s) of creditors
      appointed herein, or any other third-party concerning any
      matters related to the administration of this chapter 11
      case, including, but not limited to, the terms of any plan
      of reorganization that may be proposed in this chapter 11
      case;

   d) assist the Debtor in analyzing the claims of creditors and
      in negotiating with such creditors;

   e) commence and prosecute any necessary and appropriate actions
      and proceedings on behalf of the Debtor's estate;

   f) review, analyze or prepare, on behalf of the Debtor, all
      necessary applications, motions, answers, orders, reports,
      schedules, pleadings and other documents;

   g) represent the Debtor at all hearings and other proceedings;

   h) confer with professional advisors and special counsel
      retained by the Debtor in providing advice to the Debtor;
      and

   i) perform all other necessary legal services in this chapter
      11 case as may be requested by the Debtor.

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

      Directors and Counsel        $340-$790
      Associates                   $225-$450
      Paraprofessionals            $125-$205

Karen A. Giannelli, Esq., attorney at the firm, assured the Court
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.

                      About United Gilsonite

Scranton, Pennsylvania-based United Gilsonite Laboratories, a
Pennsylvania Corporation, is a small family-owned corporation
engaged in the manufacturing of wood and masonry finishing
products and paint sundries.  It filed for Chapter 11 bankruptcy
protection on March 23, 2011 (Bankr. M.D. Pa. Case No. 11-02032).
The Debtor estimated its assets at $10 million to $50 million and
debts at $1 million to $10 million.


UNITED STATES OIL: M&K CPAS Raises Going Concern Doubt
------------------------------------------------------
United States Oil and Gas Corp. filed on April 19, 2011, its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2010.

M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt
about United States Oil's ability to continue as a going concern.
The independent auditors noted that the Company has accumulated
losses resulting in an accumulated deficit as of Dec. 31, 2010.

The Company reported a net loss of $1.3 million on $24.7 million
of revenue for 2010, compared with a net loss of $1.5 million on
$9.4 million of revenue for 2009.

At Dec. 31, 2010, the Company's balance sheet showed $6.9 million
in total assets, $7.6 million in total liabilities, and a
stockholders' deficit of $712,361.

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

                       http://is.gd/CCfYvs

United States Oil and Gas Corp. OTC QB: USOG)
-- http://www.usaoilandgas.com/-- is an oil and gas products,
services and technology company headquartered in Austin, Texas.
Through its subsidiaries, the Company markets and distributes
refined oil and gas (diesel, gasoline, propane, high octane racing
fuels and lubricants) to wholesale and retail customers in the
United States.


UNIVERSAL BIOENERGY: Expects $41.28 Million of Revenue in 2010
--------------------------------------------------------------
Universal Bioenergy said it is delaying the filing of its annual
report on Form 10-K, but nonetheless announced its preliminary
results for the year ending Dec. 31, 2010.

The Company's total revenues for the twelve months ended Dec. 31,
2010 were $41,282,201 as compared to $0 for the same period in
2009.  The total revenues for the three months ended Dec. 31, 2010
were $20,936,667 as compared to $0 for the same period in 2009.
The Company currently generates the majority of its consolidated
revenues and cash flow from the marketing of natural gas.  The
Company incurred losses of approximately  $566,000 for the twelve
months ended Dec. 31, 2010, as compared to $1,872,448 for the same
period ended Dec. 31, 2009.  Current management has created
significant value and generated revenues of $41,282,201, since the
acquisition of NDR Energy on April 12, 2010, when previously there
were no revenue generated in the prior  years.

This information is preliminary and unaudited.  The Company
anticipates the formal audit of their financial records, will be
completed soon, and the full details of its financial results will
be reported in its Form 10-K Annual Report, to be filed with the
SEC.

Vince M. Guest, Universal's President states, "Due to all the
major activity for the Company in 2010, our Auditor's must perform
an audit on Universal, a review of NDR Energy Group's records for
the last five years, an audit for NDR for the last two years, an
audit of Texas Gulf Oil & Gas, and all related contracts and
documents.  The amount of work involved, and extent of this  audit
has caused a delay in the filing of the Form 10K Annual Report.
We apologize to our shareholders for the delay.  We expect the
filing of the Form 10K to be completed very soon."

                     About Universal Bioenergy

Universal Bioenergy Inc., is an alternative energy company
headquartered in Irvine, California.  The Company's new strategic
direction is to develop and market a diverse product line of
alternative and natural energy products including, natural gas,
solar, biofuels, wind, wave, tidal, and green technology products.

The Company's balance sheet at Sept. 30, 2010, showed
$3.00 million in total assets, $3.35 million in total liabilities,
and a $353,406 stockholders' deficit.

As reported by the TCR on Nov. 26, 2010, S.E.Clark & Company,
P.C., in Tucson, Arizona, 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
net losses for the period from inception (Aug. 13, 2004) to Dec.
31, 2009, of $14.8 million.  Further, the Company has inadequate
working capital to maintain or develop its operations, and is
dependent upon funds from private investors and the support of
certain stockholders.


USG CORP: Incurs $105 Million Net Loss in First Quarter
-------------------------------------------------------
USG Corporation reported a net loss of $105 million on
$721 million of net sales for the three months ended March 31,
2011, compared with a net loss of $110 million on $716 million of
net sales for the same period during the prior year.

The Company's balance sheet at March 31, 2011, showed
$4.01 billion in total assets, $3.47 billion in total liabilities,
and $544 million in total stockholders' equity.

"As expected, we experienced generally weak demand in our domestic
markets during the quarter," said James Metcalf, President and
CEO.  "Accordingly, we continue to focus on our operating
initiatives to drive improvements in our results.

"We are seeing signs of stabilization in U.S. commercial
construction and positive trends in the repair and remodel
segment, but the new residential construction market remains
weak," Metcalf continued.  "The long term fundamentals that drive
our business remain very solid.  As demand improves we will
benefit from the operating leverage inherent in both our
manufacturing and distribution businesses."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/9APuOP

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3,252,000,000 in
assets and $2,739,000,000 in debts.  The Debtors emerged from
bankruptcy protection on June 20, 2006.


VILLAGE AT CAMP: Wins OK to Tap Houseman for Filing of Tax Returns
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Village at Camp Bowie I LP to employ Houseman Seeligson
LLP to assist the Debtor with the preparation and filing of 2010
tax returns.

According to the Troubled Company Reporter on March 29, 2011, The
Debtor agrees to pay $6,420 to the firm for this engagement.

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

                   About Village at Camp Bowie

Dallas, Texas-based Village at Camp Bowie I, L.P., is the owner of
a mixed use real estate development located in Forth Worth, Texas,
on Camp Bowie Boulevard between Bryant Irvin Road an Ridglea
Avenue, about 1/2 mile south of I-30 an known as the Village at
Camp Bowie.  The Debtor filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Tex. Case No. 10-45097) on Aug. 2, 2010.  J. Mark
Chevallier, Esq., at McGuire, Craddock & Strother, P.C., in
Dallas, serves as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.


VILICA LLC: Hearing on Motion to Convert Case Rescheduled
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
has rescheduled the hearing on the motion to convert the Chapter
11 case of Vilica LLC to a Chapter 7 case.

The Clerk's office will issue an order reassigning the case to
another bankruptcy judge in light of Judge Stephen Johnson's
decision to recuse himself from the case.

Santa Cruz, California-based Vilica, LLC, filed for Chapter 11
bankruptcy protection (Bankr. N.D. Calif. Case No. 10-62728) on
Dec. 13, 2010.  Stephen T. Davies, Esq., at Turner Litigation
Services, serves as the Debtor's bankruptcy counsel.  According to
its schedules, the Debtor disclosed $12,757,273 in total assets
and $4,245,843 in total debts at the Petition Date.


VITRO SAB: Bankruptcy Court Denies 8 Involuntary Petitions
----------------------------------------------------------
Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that
U.S. Bankruptcy Judge Russell Nelms signed an order on April 21
denying the involuntary petitions against the eight U.S.
subsidiaries that didn't consent to being in Chapter 11.

According to the report, in his five-page opinion on April 21,
Judge Nelms reversed himself on rulings he tentatively made at a
March 31 hearing when he concluded that bondholders weren't
required to make a demand for payment on the $1.2 billion in
defaulted bonds.  Judge Nelms concluded that the subsidiaries only
had a contingent liability on their guarantees on the defaulted
bonds as no written demand for payment was made.  Since the eight
subsidiaries' debt was contingent, it wouldn't provide the basis
for an involuntary petition, Judge Nelms ruled.

Mr. Rochelle also reports that on account of Judge Nelms' illness,
the Vitro case in Texas was transferred to Bankruptcy Judge Harlin
"Cooter" Hale in Dallas.

                        About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders.  The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States.  Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.

            Concurso Mercantil & Chapter 15 Proceedings

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for Civil
and Labor Matters for the State of Nuevo Leon, commencing its
voluntary concurso mercantil proceedings -- the Mexican equivalent
of a prepackaged Chapter 11 reorganization.  Vitro SAB also
commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push through
a plan to buy back or swap US$1.2 billion in debt from bondholders
based on the vote of US$1.9 billion of intercompany debt when
third-party creditors were opposed.  Vitro as a result dismissed
the first Chapter 15 petition following the ruling by the Mexican
court.

On April 12, 2011, an appellate court in Mexico reinstated
the reorganization.  Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-11754).

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                      Chapter 11 Proceedings

A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson
Kempner Distressed Opportunities Fund LP, and Brookville Horizons
Fund, L.P.  Together, they held US$75 million, or approximately 6%
of the outstanding bond debt.  The Noteholder group commenced
involuntary bankruptcy cases under Chapter 11 of the U.S.
Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case
No. 10-47470) and 15 other affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer.  The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro.  The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.

The U.S. affiliates subject to the involuntary petitions are Vitro
Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10-
47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473);
Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super
Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky
International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O.
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger
Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa
Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance
Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass,
Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC
(Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485).

A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries.  On
April 6, Vitro SAB agreed to put Vitro units -- Vitro America LLC
and three other U.S. subsidiaries -- that were subject to the
involuntary petitions into voluntary Chapter 11.  The judge will
decide later about the involuntary petitions filed against eight
non-operating Vitro subsidiaries in the U.S.

Vitro America, et al., have tapped Louis R. Strubeck, Jr., Esq.,
and William R. Greendyke, Esq., at Fulbright & Jaworski LLP, in
Dallas, Texas, as counsel.  Kurtzman Carson Consultants is the
claims and notice agent.

The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah Link
Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas,
Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq., and Alexis
Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York,
as counsel.


WEST CORP: Reports $34.58 Million Net Income in First Quarter
-------------------------------------------------------------
West Corporation reported net income of $34.58 million on
$610.82 million of revenue for the three months ended March 31,
2011, compared with a net loss of $36.00 million on
$599.82 million of revenue for the same period during the prior
year.

The Company's balance sheet at March 31, 2011, showed
$3.11 billion in total assets, $4.10 billion in total liabilities,
$1.55 billion in Class L common stock, and a $2.54 billion
stockholders' deficit.

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

                      About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

The Company's balance sheet at Dec. 31, 2010 showed $3.00 billion
in total assets, $4.04 billion in total liabilities, $1.50 billion
in commitments and contingencies, and a $2.54 billion
stockholders' deficit.

The Company reported net income of $60.30 million on $2.39 billion
of revenue for the year ended Dec. 31, 2010, compared with net
income of $90.97 million on $2.38 billion of revenue during the
prior year.

                           *     *     *

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.

Moody's Investors Service upgraded the ratings on West
Corporation's existing senior secured term loan to Ba3 from B1 and
the rating on $650 million of existing senior notes due 2014 to B3
from Caa1 upon the closing of its recent refinancing transactions.
Concurrently, Moody's affirmed all other credit ratings including
the B2 Corporate Family Rating and B2 Probability of Default
Rating.  The rating outlook is stable.

Standard & Poor's Ratings Services assigned Omaha, Neb.-based
business process outsourcer West Corp.'s proposed $650 million
senior unsecured notes due 2019 its 'B' issue-level rating (one
notch lower than the 'B+' corporate credit rating on the company).
The recovery rating on this debt is '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.  The company will use proceeds from the proposed
transaction and some cash on the balance sheet to redeem its
$650 million 9.5% senior notes due 2014.


XIANBURG DATA: Won't Timely File 2010 Financial Statements
----------------------------------------------------------
Xianburg Data Systems Canada Corporation will not be in a position
to file its audited annual consolidated financial statements,
management's discussion and analysis and related certifications
for the fiscal year ended Dec. 31, 2010 on or before May 2, 2011,
as required, as a result of unanticipated delays associated with
the audit of its operating entity Xianburg International Data
Group Co., Ltd. required to in order to prepare the Issuer's first
set of audited financial statements since it completed its
qualifying transaction in late November, 2010.

Accordingly, the Issuer has requested the issuance of a management
cease trade order under the provisions of National Policy 12-203
Cease Trade Orders for Continuous Disclosure Defaults ("NP 12-
203") so as to permit the continued trading in the Issuer's Common
Shares by persons other than insiders and employees of the Issuer.
The Issuer is working closely with its auditors, Thompson Penner &
Lo LLP, and the Issuer's Board of Directors have, as a result of
difficulties encountered while conducting the audit, also resolved
to retain the services of one of the recognized international
accounting firms to assist the existing auditor with completing
the audit. The Issuer expects to be able to have the audit of the
Statements completed, and the Required Filings made, by end of
June, 2011.

The Issuer confirms that it intends to satisfy the provisions of
section 4.4 of NP 12-203 and issue bi-weekly default status
reports for so long as the Issuer remains in default of the
requirement to make the Required Filings containing the following
information:

a) any material changes to the information in this default
announcement or subsequent default status reports, including a
description of all actions taken to remedy the default and the
status of any investigations into any events which may have
contributed to the default;

b) particulars of any failure by the Issuer to fulfill its stated
intentions with respect to satisfying the provisions of the
alternative information guidelines;

c) information regarding any specified default subsequent to the
default which is the subject of the default announcement; and

d) any other material information concerning the affairs of the
Issuer not previously disclosed.

The Issuer intends to issue the first default status report on May
16, 2011. The Issuer is not subject to any insolvency proceedings
nor is there in other material information concerning the affairs
of the Issuer that has not been generally disclosed.

The Issuer also announces that Sheng (Sam) Wang has resigned as a
director and Chair of the Issuer's Audit Committee on April 22,
2011 and that George Dorin has resigned as Chief Financial Officer
of the Issuer on April 24, 2011.  The Issuer thanks Mr. Wang and
Mr. Dorin for their contributions.  The Issuer's Board of
Directors have resolved to appoint all of the remaining members of
its Board of Directors to the Audit Committee, such that the Audit
Committee is now comprised of Kabir Jivraj, Ping Huang, Omar
Ladak, Jingping Dong and Song Qiao, with Mr. Ladak serving as
Chair of the Audit Committee.

                      About Xianburg Data

Xianburg Data Systems Canada Corporation is an IT products and
services firm with offices in Xi'an and Beijing.  The Company is
recognized as a leader in China in providing mass data storage and
disaster recovery IT solutions.  Xianburg International Data Group
Co., Ltd. was founded in 1994 by Jingping Dong, based on his
experience in leading large-scale data archiving projects. XID is
recognized as a leading IT provider to the Chinese government and
to corporate clients, and has received ISO 9001 certification for
its Quality Management practices.  XID has more than 120 staff
with affiliates in China, Germany, and Canada.  Staff includes a
high proportion of IT specialists with advanced degrees.  The
Company, through its wholly-owned subsidiary, Xianburg Data
Systems (Canada) Inc., governs and administers the operating
entity XID, a Chinese based operating company, and will earn
substantially all of its income from XID.  XID's core business is
data entry with a specialty of converting paper documents to
electronic format ("digitization") and it also manufactures high-
performance, high capacity storage systems for the archiving and
publication of such documents.


XSTREAM SYSTEMS: Former CEO Opposes 'Aggressive' Bankruptcy Loan
----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that XStream Systems Inc.'s
former chief executive and president is opposing its proposed
bankruptcy loan, arguing that its "aggressive terms" ensure the
company will wind up in the hands of its insiders.  The report
relates that Brian Mayo says XStream didn't meet its burden to
show that the proposed $50,000 bankruptcy loan from XSI LLC -- an
entity formed by two of XStream's former officers and
directors--is fair, reasonable and adequate as well as that it
would be in the best interests of the X-ray technology company and
creditors like himself.

Rather, Mr. Mayo said the loan appears to be nothing more than a
tool to ensure that certain insiders once in control of XStream
end up buying its assets, Dow Jones' DBR Small Cap notes.

Sebastian, Florida-based XStream Systems, Inc., filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-11086) on
April 8, 2011.  Jamie Lynne Edmonson, Esq., at Bayard PA, serves
as the Debtor's bankruptcy counsel.  The Debtor estimated its
assets at $500,001 to $1 million and debts at $1 million to
$10 million.


YOUNG'S CAPITAL: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Young's Capital Co LLC
        685 Ocean Shores Blvd NW
        Ocean Shores, WA 98569

Bankruptcy Case No.: 11-43141

Chapter 11 Petition Date: April 20, 2011

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

Judge: Brian D. Lynch

Debtor's Counsel: Michael M. Yahng, Esq.
                  CORNERSTONE LAW OFFICE
                  30810 Pacific Hwy South
                  Federal Way, WA 98003
                  Tel: (253) 946-9428
                  E-mail: cornerstonelaws@hotmail.com

Estimated Assets: $50,001 to $100,000

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

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wawb11-43141.pdf

The petition was signed by Yoon, Ju Nam, general manager.


ZRMBH WASHINGTON: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: ZRMBH Washington LLC
        c/o MultiCaptial Group
        5745 Wilson Ave. So.
        Seattle, WA 98118

Bankruptcy Case No.: 11-14642

Chapter 11 Petition Date: April 21, 2011

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

Judge: Marc Barreca

Debtor's Counsel: Larry B. Feinstein, Esq.
                  VORTMAN & FEINSTEIN
                  500 Union St., Suite 500
                  Seattle, WA 98101
                  Tel: (206) 223-9595
                  E-mail: feinstein2010@gmail.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/wawb11-14642.pdf

The petition was signed by Steven Gestetner, sole member.


* Chetrit Works to Revive Stalled New York Residential Project
--------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Joseph Chetrit, a New York
developer and one of the owners of America's tallest building, is
moving ahead with a long-delayed residential project overlooking
Prospect Park in the latest sign of life in the city's real-estate
industry.


* Fitch: Liquidity Improves for Largest U.S. Leveraged Issuers
--------------------------------------------------------------
Near-term liquidity remains ample for many of the 31 largest U.S.
speculative-grade issuers of high yield bonds and leveraged loans,
according to the latest issue of Fitch Ratings' 'Liquidity and
Covenant Analysis for Large U.S. Leveraged Issuers'.

Of the issuers studied, 71% have more than a combined $1 billion
in cash and revolver availability.  In addition, most have
addressed their near-term debt maturities over the past several
periods, and a number of opportunistic issuers were able to extend
significant debt amounts under favorable terms.  Specifically,
amended and extended agreements and bond-for-loan takeouts
undertaken over the last several quarters have eased a great deal
of the near-term refinancing pressure by allowing issuers to push
out their debt maturities beyond 2014.  Covenant headroom remains
adequate for most of these large issuers.  Approximately 35% of
the issuers saw a covenant cushion decline over the last period.

While remaining focused on liquidity and covenant flexibility for
highly leveraged entities, Fitch anticipates credit fundamentals
will continue to improve as issuers continue to clean up their
balance sheets.  Capital structure actions for the remainder of
2011 are likely to continue to be more strategic, addressing
potential issues that companies foresee over the next few years.
Furthermore, Fitch anticipates issuers will continue to use free
cash flow and cash on hand for strategic opportunities,
acquisitions, dividends, and debt repayment.


* Investors Buy Loan Servicers in Bid to Own Distressed Property
----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that with tens of billions of
dollars in underwater commercial real-estate loans coming due by
the end of next year, some savvy investors are trying to get to
the head of the line in the race to snap up distressed properties.

According to the report, taking the lead among those trying to
profit from the pain is real-estate investor Andrew Farkas, who
tops a roster of high-profile investors -- including Fortress
Investment Group, Cerberus Capital Management and Vornado Realty
Trust -- that have bought companies that act as middlemen on
troubled commercial mortgages.

One allure is that when loans go bad, the middlemen, charged with
working out loans on behalf of investors in bonds backed by
mortgages, have a front-row seat at the auction when the assets
are sold. Farkas has told investors he intends to use this tactic
to buy, the report notes.

DBR Small Cap says that the others are watching from the
sidelines, at least for now.  The strategy is controversial
because of concerns about conflicts of interest, the report adds.


* Federal Reserve Launches Bankruptcy Studies
---------------------------------------------
American Bankruptcy Institute reports that the Federal Reserve
Board on Thursday announced that it is launching two studies
examining whether the Bankruptcy Code needs revisions in order to
better handle failures of big financial companies.


* Law Firm Meltdowns A Boon for Lawyers' Counsel
------------------------------------------------
Erin Fuchs at Bankruptcy Law360 reports that the recent demise of
law firms such as Howrey LLP has ushered in new opportunities for
attorneys representing other lawyers and firms in disputes
stemming from the collapses, experts said.

Law360 relates that the wave of firm failures began with the 2003
implosion of Brobeck Phleger & Harrison LLP and exploded with the
dissolution of other big-league players such as Coudert Brothers
LLP, Heller Ehrman LLP, Thelen LLP and most recently Howrey LLP.


* Jenner & Block Taps Brian Hart to Lead Chicago Finance Practice
-----------------------------------------------------------------
Brian S. Hart has joined Jenner & Block's Chicago office as a
partner, where he will lead the Firm's Corporate Finance Practice.
Mr. Hart brings more than 20 years of experience in handling
complex corporate financing matters to the Firm's growing
Corporate Department.

"We are thrilled that Brian is joining Jenner & Block," said Susan
C. Levy, Jenner & Block's Managing Partner. "His significant
experience in handling a wide range of corporate finance matters
will be of great value to our clients, and augment the already
impressive capabilities of our growing Corporate Department."

Mr. Hart represents public and private corporations, major
financial institutions, and private equity funds in complex
corporate financing matters.  He focuses on secured syndicated
finance, including senior, second lien and mezzanine financing,
144A senior and subordinated debt offerings, acquisition and
recapitalization financing, cross-border financing, equipment
lease financing, surety bonding matters, workouts and debt
restructurings, debtor-in-possession financing and bankruptcy exit
financing, and intercreditor, subordination and domestic and
international collateral security matters.

"Brian's significant experience in corporate finance matters is
vital to our continued growth and our effort to provide
exceptional service to public and private companies," said Joseph
P. Gromacki, Chair of Jenner & Block's national Corporate
Department.  "With his strong experience in representing the
interests of operating companies, Brian's capabilities will fit
perfectly with our practice."

"I am excited to join Jenner & Block," said Mr. Hart. "I have
known and respected the attorneys of Jenner & Block for many
years, and the Firm's values of exceptional client service and
service to the community closely align with my own."

Mr. Hart joins a thriving Corporate Practice at Jenner & Block.
Recently, for example, the Firm played a key role in the historic
turnaround of General Motors, acting as lead outside counsel to GM
in its recent record-breaking $23.1 billion Initial Public
Offering - the largest IPO in global history - and in the "Section
363" sale of substantially all of its assets in connection with
its Chapter 11 reorganization.

Jenner & Block's corporate practice is recognized nationally and
in Illinois and New York byChambers USA, which recently noted the
New York Corporate Practice's experience in a combination of
public and private company mergers and acquisitions, as well as
public securities and private fund transactions.


* Jenner & Block Adds Collins, Casella to New York Office
---------------------------------------------------------
Jenner & Block disclosed that seasoned corporate lawyers Kevin T.
Collins and Jason M. Casella have joined the Firm's New York
office.  Messrs. Collins and Casella reunite with Wesley
Fredericks, who recently joined the Firm as Chair of the New York
Corporate Practice, and significantly augment the capabilities of
the Firm's Corporate Practice in New York.

"We are very pleased that Kevin and Jason are joining Jenner &
Block," said Susan C. Levy, Managing Partner of Jenner & Block.
"They are impressive attorneys who add exceptional corporate, M&A
and securities experience to our New York office, and also bolster
our strong national Corporate Department.  Additionally, they also
enhance our ability to serve our valued clients in the life
sciences industry."

"Kevin and Jason further expand our transactional footprint in the
New York market, which is a cornerstone to our continued growth,"
said Joseph P. Gromacki, Chair of Jenner & Block's national
Corporate Department.  "Enhancing the scale and depth of our
corporate practice is critical in our effort to provide
exceptional service to public and private companies, and I know
clients will value Kevin's and Jason's unique perspectives and
skills."

Mr. Collins' practice focuses on general corporate matters,
securities law, SEC registered offerings and private placements,
strategic partnering and licensing.  He has significant experience
in working with companies in the life sciences and pharmaceutical
industries, and his clients have included companies such as Lonza,
Bayer Healthcare and Otsuka Pharmaceutical, as well as publicly
traded biotech and specialty pharmaceutical companies, such as
Enzon Pharmaceuticals, Tengion, Obagi Medical Products, Osteotech
and Alfacell.  He previously practiced at Goodwin Procter and
Heller Ehrman.

"Jenner & Block's New York office is an exciting place to
practice, with lawyers from that office having played significant
roles in producing the authoritative report on the fall of Lehman
Brothers and working as part of the Jenner & Block team that acted
as lead counsel for GM in its historic return to the public
markets.  Jenner & Block is a firm with an outstanding reputation
and commitment to excellence and I am thrilled to be joining its
strong national corporate practice and to be part of the expansion
of the corporate practice in the New York office," said Mr.
Collins.

Mr. Casella has represented both private and public companies in a
wide variety of corporate matters, including mergers and
acquisitions, private equity, venture capital, and capital markets
transactions.  He has also advised on commercial transactions and
corporate governance issues. He previously practiced at Goodwin
Procter and Heller Ehrman, as well as a New York boutique
corporate firm.

"I am thrilled to join Jenner & Block's dynamic corporate practice
in New York," added Mr. Casella.  "This is a great opportunity to
practice at a Firm with a terrific national platform and a
bourgeoning New York team."

"I had the pleasure of practicing with Kevin and Jason at two
prior firms, and I know their exceptional talent will be of great
value to our clients, both here in New York and nationally," said
Mr. Fredericks.  "They will be instrumental to the foundation we
are building for an expanded Corporate Practice in New York."

The pair joins a flourishing Corporate Practice at Jenner & Block.
Recently, for example, the Firm played a key role in the historic
turnaround of General Motors, acting as lead outside counsel to GM
in its recent record-breaking $23.1 billion Initial Public
Offering -- the largest IPO in global history -- and in the
"Section 363" sale of substantially all of its assets in
connection with its Chapter 11 reorganization.

In 2010, the Firm's national corporate practice also successfully
represented leading global defense contractor General Dynamics in
several M&A and financing transactions; General Motors in securing
a $5 billion revolving credit facility; major telecom services
provider RCN in its billion-dollar plus sale to a private
investment fund; and multiple dividend recapitalization
transactions for KPS Capital Partners and its portfolio companies.

In 2009-2010, Jenner & Block also represented its Chairman Anton
R. Valukas in his closely watched role as Court-appointed Examiner
in the Lehman Brothers Holdings, Inc. bankruptcy, producing an
exhaustive report detailing the causes of the demise of the
banking giant.  The Wall Street Journal said the report was a
"master work" and The New York Times called it "the definitive
account of the largest bankruptcy in American history."

Jenner & Block's corporate practice is recognized nationally and
in Illinois and New York byChambers USA, which recently noted the
New York Corporate Practice's experience in a combination of
public and private company mergers and acquisitions, as well as
public securities and private fund transactions.


* McDonald Hopkins Gets McDermott's Rodriguez for New Miami Office
------------------------------------------------------------------
Raquel "Rocky" Rodriguez, who served as General Counsel to Florida
Governor Jeb Bush and most recently was a partner at McDermott
Will & Emery LLP, has joined McDonald Hopkins LLC, a business
advisory and advocacy law firm with an 80-year history.  Rodriguez
will serve as managing member of the firm's new Miami office,
which is located in the Southeast Financial Center (formerly
Wachovia) at 200 South Biscayne Boulevard.  She will also serve on
the firm's Board of Directors. McDonald Hopkins has more than 130
attorneys in West Palm Beach, Cleveland, Chicago, Columbus and
Detroit.

During her time with Governor Bush, Rodriguez worked on some of
the most complex and urgent issues facing Florida, such as the
largest economic development project in state history, a $310
million economic incentive grant to The Scripps Research
Institute.  "Rocky has been a valued and trusted legal counsel to
me, both in my administration and upon my return to the private
sector," Governor Bush said.  "Her excellent legal skills as well
as her consistent commitment to finding solutions and serving
clients make her a superb choice to lead the McDonald Hopkins
Miami office."  Rodriguez also represented the state in the
incentive grants to The Burnham Medical Research Institute, the
Torrey Pines Institute for Molecular Studies, and the Stanford
Research Institute.  Overall, she has been instrumental in the
negotiation of nearly $750 million in state and local incentives
to promote the diversification of the state's economy.  Rodriguez
also advised Governor Bush in more than 200 appointments to the
state's courts. Governor Bush continues to be among Rodriguez's
principal clients.

While many law firms have struggled in a difficult economy in
recent years, McDonald Hopkins has continued to grow and expand.
The firm's revenues have increased 46 percent since 2006.  The
West Palm Beach office, which opened in 2004 with four attorneys,
has grown to 11 attorneys as of present.  The Chicago office of
McDonald Hopkins, which opened in 2007, has 19 attorneys and
recently moved to a premier building on the Chicago River. In
Detroit, 10 attorneys have been added in the past 18 months.
Initially, the Miami office will consist of two attorneys.
McDonald Hopkins continues to recruit attorneys to join its
national practice groups.

"We recognize the importance of Miami as a strategic business
market," said Carl J. Grassi, president of McDonald Hopkins, who
has led the firm since 2007.  "Rocky is the perfect fit to manage
our growth in Miami because she shares our entrepreneurial spirit
and our focus on being an advocate for our clients beyond their
legal challenges.  Many of our highly experienced attorneys came
to us after working at larger law firms where they charge
considerably higher rates and bring big firm experience in a cost-
effective way."

Grassi noted that Rocky's combination of "business acumen,
government experience, litigation expertise, and depth of
knowledge in both U.S. and international client issues, will be a
solid foundation for enhancing the firm's expertise in the South
Florida market."

Rodriguez pointed out that John T. Metzger, managing member of the
West Palm Beach office, and she started their legal careers
together in 1985 at Greenberg Traurig, LLP in Miami, where they
both became shareholders.  "I am very pleased that we are
practicing law together again.  This is an excellent opportunity
for me because McDonald Hopkins is committed to the Miami market
and the firm recognizes the importance of developing approaches
for clients that go beyond the obvious legal solutions," said
Rodriguez.  "I appreciate their confidence in me and I look
forward to introducing McDonald Hopkins to the dynamic business
community in Miami."

Rodriguez, who is fluent in Spanish and speaks French, has more
than 25 years of experience representing Fortune 100 clients,
closely held companies, foreign governments, family businesses,
nonprofits, and entrepreneurs.  She has worked with Latin America
during most of her legal career representing clients from
throughout the Americas as well as assisting US companies with
international disputes and business challenges.  Much as she did
for Governor Bush as General Counsel, Rodriguez is a "trouble
shooter" for clients using her wide-ranging experience in
international and business litigation, business counseling, crisis
management, and government affairs to help them achieve their
goals and overcome potential threats.

"We are delighted that Rocky will be leading our new Miami
office," Metzger said.  "We will be working closely together to
advise our South Florida clients and to continue to recruit the
highest caliber attorneys to our offices in Miami and West Palm
Beach."

Rodriguez has also served as executive director of the London-
based MULTILAW Multinational Association of Independent Law Firms.
She has been recognized by her peers and clients, who have voted
her inclusion in Chambers and Partners USA 2009 and 2010, Florida
Super Lawyer 2008 and 2009, and Florida Trend's Legal Elite in
2005, 2006 and 2010.

Rodriguez is active in several Florida organizations.  She is a
founding board member and Executive Committee member of the
Florida-Israel Business Forum, founding member of the Miami
International Arbitration Society, Executive Committee member of
the Florida Bar Section of International Law and co-chair of its
Amicus Committee, and Legislative Committee member of BioFlorida.

A graduate of the University of Miami, Rodriguez earned a J.D.,
summa cum laude, in 1985 and a Bachelor of Arts degree, summa cum
laude, in 1982.  In law school, Rodriguez was class valedictorian,
a member of the University of Miami Law Review, and the Order of
the Coif.

                       About McDonald Hopkins

McDonald Hopkins -- http://www.mcdonaldhopkins.com-- the
comprehensive legal services of the firm are provided by teams of
specialized attorneys and professionals in areas such as business
law, litigation, businessrestructuring and bankruptcy, estate
planning, government affairs, healthcare, intellectual property,
labor and employment, and mergers and acquisitions. Service and
industry specialties are designed to meet the growing challenges
that clients face in an increasingly competitive environment.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
April 27-29, 2011
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
       JW Marriott, Chicago, IL
          Contact: http://www.turnaround.org/

May 5, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Nuts and Bolts - New York City
       Association of the Bar of the City of New York,
       New York, N.Y.
          Contact: 1-703-739-0800; http://www.abiworld.org/

May 6, 2011
AMERICAN BANKRUPTCY INSTITUTE
    New York City Bankruptcy Conference
       Hilton New York, New York, N.Y.
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 6, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Canadian-American Cross-Border Insolvency Symposium
       Fairmont Royal York, Toronto, Ont.
          Contact: 1-703-739-0800; http://www.abiworld.org/

June 9-12, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Central States Bankruptcy Workshop
       Grand Traverse Resort and Spa, Traverse City, Mich.
             Contact: http://www.abiworld.org/

July 21-24, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Northeast Bankruptcy Conference
       Hyatt Regency Newport, Newport, R.I.
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 27-30, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Workshop
       The Sanctuary at Kiawah Island, Kiawah Island, S.C.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 4-6, 2011
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hotel Hershey, Hershey, Pa.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 14, 2011
AMERICAN BANKRUPTCY INSTITUTE
    NCBJ/ABI Educational Program
       Tampa Convention Center, Tampa, Fla.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. __, 2011
AMERICAN BANKRUPTCY INSTITUTE
    International Insolvency Symposium
       Dublin, Ireland
          Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 25-27, 2011
TURNAROUND MANAGEMENT ASSOCIATION
    Hilton San Diego Bayfront, San Diego, CA
       Contact: http://www.turnaround.org/

Dec. 1-3, 2011
AMERICAN BANKRUPTCY INSTITUTE
    23rd Annual Winter Leadership Conference
       La Quinta Resort & Spa, La Quinta, Calif.
          Contact: 1-703-739-0800; http://www.abiworld.org/

April 3-5, 2012
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
       Grand Hyatt Atlanta, Atlanta, Ga.
          Contact: http://www.turnaround.org/

Apr. 19-22, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Annual Spring Meeting
       Gaylord National Resort & Convention Center,
       National Harbor, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

July 14-17, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Southeast Bankruptcy Workshop
       The Ritz-Carlton Amelia Island, Amelia Island, Fla.
          Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 2-4, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Mid-Atlantic Bankruptcy Workshop
       Hyatt Regency Chesapeake Bay, Cambridge, Md.
          Contact: 1-703-739-0800; http://www.abiworld.org/

November 1-3, 2012
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       Westin Copley Place, Boston, Mass.
          Contact: http://www.turnaround.org/

Nov. 29 - Dec. 2, 2012
AMERICAN BANKRUPTCY INSTITUTE
    Winter Leadership Conference
       JW Marriott Starr Pass Resort & Spa, Tucson, Ariz.
          Contact: 1-703-739-0800; http://www.abiworld.org/

April 10-12, 2013
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Spring Conference
       JW Marriott Chicago, Chicago, Ill.
          Contact: http://www.turnaround.org/

October 3-5, 2013
TURNAROUND MANAGEMENT ASSOCIATION
    TMA Annual Convention
       Marriott Wardman Park, Washington, D.C.
          Contact: http://www.turnaround.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.



                           *********

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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