TCR_Public/110602.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, June 2, 2011, Vol. 15, No. 151

                            Headlines

4KIDS ENTERTAINMENT: Wins Upper Deck Contract Dispute
ALFRED COVATTO: Filed for Bankruptcy to Avert IRS Auction
ALLEN CAPITAL: DLH Sells Logistic Hub for $50.8-Mil. to Cardinal
AMBAC FINANCIAL: Removal Period Extended Until Dec. 5
AMBAC FINANCIAL: Wins Approval to Assign Kingston Lease

AMBAC FINANCIAL: Receives Subpoena on Mortgage Probe
AMERICAN DEFENSE: Reports $12 Million Net Income in Q1 2011
AMERICAN SCIENTIFIC: Posts $1.1 Million First Quarter Net Loss
ANTS SOFTWARE: Posts $27 Million Net Loss in First Quarter
AURASOUND INC: Yu Zhang Appointed as Director

AWAL BANK: Al Sanea Target of Money Laundering Probe
ACG, INC: Files for Chapter 11 Bankruptcy Protection
BANKUNITED FINANCIAL: Objects to Committee's Liquidation Plan
BARNHILL'S BUFFET: 6th Cir. Rejects Lawyer's Fee Request
BAUDELAIRE, INC: Importer of European Soaps in Chapter 11

BELL ROAD: Trustee Sells Shops to DS Surprise for $4.4 Million
BERNARD L. MADOFF: Trustee Could Lose Venue Fight in Kohn Suit
BIO-BRIDGE SCIENCE: Posts $417,100 Net Loss in 1st Quarter
BLOCKBUSTER INC: NCR Sues to Keep License for Kiosk Mark
BLOCKBUSTER CANADA: To Close Over 100 Stores on June 18

BOURBON SALOON: Wins Nod to Remain Open, Pay Employees
BIOFUEL INDUSTRIES: Enters Chapter 11 to Sell Michigan Plant
CALYPTE BIOMEDICAL: Odenberg Ullakko Raises Going Concern Doubt
CAMPBELL RESOURCES: Nuinsco Facing Rival Bid from SDBJ
CAPMARK FINANCIAL: Grants Wilmington's $2.4-Bil. Unsecured Claims

CHINA ORGANIC: Posts $175,500 Net Loss in 9-Months Ended Dec. 31
CIRCLE ENTERTAINMENT: Harvey Silverman Holds 7.3% Equity Stake
CLAUDIA RAFFONE: NYC Building Sold at Auction
CONSPIRACY ENTERTAINMENT: Delays Filing of 1st Qtr. Form 10-Q
CRYSTAL CATHEDRAL: Files Bankruptcy Exit Plan

CUSTOM POULTRY: Court OKs $2.27 Mil. Offer for Bushman Plant
CROSS BORDER: To Sell $5,400,000 Worth of Securities
CYBEX INTERNATIONAL: Three Directors Elected at Annual Meeting
DAIS ANALYTIC: Enters Into 2nd Amended Employment Pact with CEO
DALPHIS HOLDINGS: Seeks Emergency Access to Cash Collateral

DEBUT BROADCASTING: Incurs $255,000 Net Loss in 1st Quarter
DELTRON, INC: Posts $71,400 Net Loss in March 31 Quarter
DIGITILITI, INC: Intends to Hold Special Meeting of Stockholders
DUTCH GOLD: Amended Q3 Form 10-Q Lowers Net Loss to $596,700
EASTCHESTER PRECISION: Faces Involuntary Chapter 7 Bankruptcy

EGPI FIRECREEK: Incurs $1.9 Million First Quarter Net Loss
EMISPHERE TECHNOLOGIES: Two Directors Elected at Annual Meeting
ENERJEX RESOURCES: Incurs $2.84-Mil. First Quarter Net Loss
EPAZZ, INC: Reports Net Income of $25,900 in First Quarter
EVERGREEN ENERGY: Completes Settlement with Holders of 2007 Notes

FLINTKOTE CO: Wants Additional Time on Negotiate on Plan
FLINT TELECOM: Amends Dec. 31 Form 10-Q to Correct Errors
FLORIDA EXTRUDERS: Seeks Approval Auction Its Assets June 14
FNB UNITED: Jacob Alexander Resigns as Director
FRANK PARSONS: Supply Room Acquires Assets Out of Bankruptcy

GAMETECH INT'L: Inks Transition Employment Pact with W. Fasig
GARY PHILLIPS: Hires Wayne Turbyfield as Accountant
GATEHOUSE MEDIA: Two Directors Elected at Annual Meeting
GENTA INC: Has 181.89 Million Outstanding Common Shares
GLAZIER GROUP: Can Continue Using Cash Collateral Until June 30

GLOBAL SHIP: Incurs $4 Million Net Loss in 2010
FRANKLIN CREDIT: Enters Into Term Sheet with Huntington National
FRE REAL ESTATE: US Trustee Says Garsek Has Conflict of Interest
GLOBAL SHIP: Reports $10.8-Mil. Net Profit in First Quarter
GMX RESOURCES: Nine Directors Elected at Annual Meeting

GOLD HILL: Hires B. Bayles Mack as Special Counsel
GSC GROUP: Judge Delays Ruling on Plan Amid Rival Proposal
GEOKINETICS INC: Consents to Assigning Revolving Credit Facility
GREENBRIER COS: Makes Redemption Payment for Senior Notes
GROTH BROTHERS: Has Proposed Reorganization Plan

HARRY & DAVID: Committee Retains Pachulski Stang as Co-Counsel
HARRY & DAVID: Committee Taps FTI Consulting as Financial Advisor
HARRY & DAVID: Files Schedules of Assets and Liabilities
HEARUSA INC: To Shut Down Five Offices If Buyout Fell Through
HENRY COUNTY: Nine Directors Elected at Annual Meeting

HOMELAND SECURITY: Stockholders Remove Brian Griffin as Director
HRH CONSTRUCTION: Trustee Complains of Missing Files
IA GLOBAL: Announces $375,000 Private Placement
INT'L COMMERCIAL: Incurs $233,500 Net Loss in March 31 Quarter
INTELLIGENT COMMUNICATION: Posts $1.2-Mil. First Quarter Net Loss

JERRY TROOIEN: Files Chapter 11 Plan to Liquidation Some Assets
MPM TECHNOLOGIES: Delays Filing of First Quarter Form 10-Q
MSGI TECHNOLOGY: Delays Filing of March 31 Form 10-Q
NATIONAL ENVELOPE: Wants to Use Case Collateral of Ace American
NEW JERSEY MOTOSPORTS: To Emerge From Bankruptcy in July

NEW JERSEY MOTORSPORTS: Merrill-Led Auction on July 6
NEW LEAF BRANDS: Incurs $9.13 Million Net Loss in 2010
OGAPOS, LLC: Lolita's Kitchen in Vegas Files for Chapter 11
OVERLAND STORAGE: Amends Form S-3 for Up to 13-Mil. Shares
PRISZM INCOME: Cuts Number of Outlets to Sell to 200

PULLIAM INTERNATIONAL: Closes Store Due to Sluggish Economy
REALTY EXECUTIVES: Could Owe $2.1MM in Errors & Omissions Claims
RENEGADE HOLDINGS: Iron Horse Can Hold Auction on June 23
SCOVILL FASTENERS: Taps Alston & Bird as Counsel
SEAHAWK DRILLING: Shareholders Want to Sue Pride Int'l

STATION CASINOS: 2nd Lien Lenders Removed from Creditors Committee
STATION CASINOS: FCP Propco Has $10-Mil. Postpetition LOC
STATION CASINOS: Terms for Adequate Protection of 1st Lien Holders
STREETLIGHT TECHNOLOGIES: Goes Into Receivership on Cash Outage
SUNVALLEY SOLAR: Again Amends Third Quarter Report

SUSPECT DETECTION: Again Amends Form 10-Q to Q2 Ended June 30
SUSPECT DETECTION: Again Amends Form 10-Q to Q3 Ended Sept. 30
SWORDFISH FINANCIAL: Incurs $487,204 Net Loss in First Quarter
T & T FOODS: Expects Two Stores to Remain Open Despite Ch. 11
TELECONNECT INC: Incurs $1.44 Million Net Loss in March 31 Qtr.

TELIPHONE CORP: Reports $205,900 Net Income in March 31 Quarter
THOMAS HOME: Court Orders Auction for New Inventory
TREVOR DAVIS: Judge Chapman Approves Plan to Sell Apartments
TROPICANA ENT: Wimar Claim Hearing Deferred Pending Mediation
TROPICANA ENT: Sussex Claim Hearing Deferred Pending Mediation

WES CONSULTING: Reports $102,000 Net Income in March 31 Quarter
WORLD SURVEILLANCE: Reports $2.40-Mil. First Quarter Net Income

* Rep. Smith: DOJ Ignoring Will Of Congress in Mortgage Talks

* Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

4KIDS ENTERTAINMENT: Wins Upper Deck Contract Dispute
-----------------------------------------------------
Evan Weinberger at Bankruptcy Law360 reports that 4Kids
Entertainment Inc. on Tuesday won a round in a contract dispute
with The Upper Deck Co. LLC when a New York federal judge ruled
that the trading card company breached a production contract for a
series by failing to pay part of a $300,000 advance.

U.S. District Judge Colleen McMahon ruled that Upper Deck failed
to pay the second installment of $175,000 to 4Kids for Huntik
episodes, according to Law360.

                        About 4Kids Entertainment

New York-based 4Kids Entertainment, Inc., dba 4Kids, is a
diversified entertainment and media company specializing in the
youth oriented market, with operations in the following business
segments: (i) licensing, (ii) advertising and media broadcast, and
(iii) television and film production/distribution.  The parent
entity, 4Kids Entertainment, was organized as a New York
corporation in 1970.

4Kids Entertainment, along with affiliates, filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-11607) on
April 6, 2011.  Michael B. Solow, Esq., at Kaye Scholer LLP,
serves as the Debtors' bankruptcy counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims and notice agent.  The
Debtors disclosed $23,372,877 in total assets and $16,526,747 in
total debts as of the Chapter 11 filing.

The U.S. Trustee has been unable to appoint creditors to serve on
an Official Committee of Unsecured Creditors in the case.


ALFRED COVATTO: Filed for Bankruptcy to Avert IRS Auction
---------------------------------------------------------
Alfred D. Covatto and Joyce M. Covatto, owners of Telatron
Marketing Group Inc., filed for personal bankruptcy (Bankr. W.D.
Pa. Case No. 11-10849) on May 18, 2011 in Erie, Pennsylvania.

Ed Palatella at Erie Times-News reports that a primary creditor in
the bankrutpcy case is the Internal Revenue Service.  The Chapter
11 petition was filed before the IRS was to hold an auction of the
complex of buildings owned by the Covattos.  The buildings
scheduled for auction include a building that housed Creditron
Financial Corp., which does business as Telatron, and annex that
previously housed a fake courtroom that Unicredit America Inc., a
debt-collection agency, is accused of using to unfairly intimidate
debtors.

The Covattos said they intend to cooperate with the trustee for
Creditron so both the business and real estate can be marketed
together or on parallel tracks.


ALLEN CAPITAL: DLH Sells Logistic Hub for $50.8-Mil. to Cardinal
----------------------------------------------------------------
Christine Perez, writing for the Real Points section of
D Magazine, reports that four days after selling an 827,890-
square-foot portfolio to Weeks Robinson for $23.5 million, the
developer of the Dallas Logistics Hub has closed on another big
deal at its South Dallas industrial park.

According to the report, DLH Master Land Holding LLC, an affiliate
of The Allen Group, has sold a 200,000-square-foot, 175-acre Adesa
Dallas Auto Auction facility for $50.8 million to Cardinal
Industrial and Fortress Investments under the entity name FKAR
LLC.

D Magazine says the deal takes DLH one step closer to emerging
from Chapter 11 bankruptcy -- a goal helped along by the May 20
court approval of the company's disclosure statement.  Creditors
have until June 15 to vote on the plan, which already has the
support of Dallas Logistics Hub's official creditors committee.  A
court hearing on confirmation of the plan is scheduled for June
21.  If all goes as planned, the project will emerge from
bankruptcy at the end of June.

DLH, according to D Magazine, also plans to return 1,032 acres to
one lender and retain the ability to sell up to 1,890 acres that
secure multiple lenders.  This will reduce its debt by an
additional $59.5 million in estimated claims that otherwise would
accrue interest and potentially require servicing.  The return of
the land, along with the two commercial property sales, will
reduce DLH's debt by more than $132 million.

Additionally, DLH, D Magazine relates, has lined up a potential
build-to-suit partner for the estimated 4,430 acres of land it
will continue to control after confirmation of the reorganization
plan.  The new equity partner could "substantially increase land
absorption and will allow DLH to share in profits from vertical
development," court documents said. DLH has received a letter of
intent from the partner, and a binding agreement is being
prepared.  The partner "has a 70-year track record and has
developed more than 60 million square feet of industrial, office,
and specialty retail projects" throughout the country.

                         About Allen Capital

Allen Capital Partners LLC and subsidiary DLH Master Land Holding
LLC, are the developers of Dallas Logistics Hub, a 6,000-acre
multimodal logistics park 12 miles (19 kilometers) from downtown
Dallas.

Allen Capital Partners, LLC, dba The Allen Group, filed for
Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-
30562) on Jan. 25, 2010.  Mark MacDonald, Esq., at MacDonald +
MacDonald, P.C., represents the Debtor.  Lain, Faulkner & Co. is
the Debtor's financial advisor.  The Company disclosed
$220,325,201 in assets and $160,622,236 in liabilities as of the
Chapter 11 filing.

The Debtor's affiliate -- DLH Master Land Holding, LLC, dba The
Allen Group -- filed a separate Chapter 11 bankruptcy petition.

Another affiliate, Visalia, California-based Richard S. Allen,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Texas Case No. 10-33211) on May 3, 2010.  Patrick J. Neligan, Jr.,
Esq., at Neligan Foley LLP, represents the Debtor.  The Company
disclosed $76,158,469 in assets and $53,728,982 in liabilities as
of the petition date.


AMBAC FINANCIAL: Removal Period Extended Until Dec. 5
-----------------------------------------------------
Bankruptcy Judge Shelley Chapman extended the time by which Ambac
Financial Group, Inc. must file notices of removal of related
civil actions and proceedings to which it is or may become party
to, to the later of:

  (a) December 5, 2011; or

  (b) 30 days after the entry of an order terminating the
      automatic stay with respect to the particular Civil Action
      sought to be removed.

Judge Chapman clarified that the extension order is without
prejudice to the Debtor's right to seek further extensions of
time to file notices of removal of the Civil Actions.  Likewise,
the order is without prejudice to any position the Debtor may
take regarding whether Section 362 of the Bankruptcy Code applies
to any Civil Action, the Court held.

                   About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.


AMBAC FINANCIAL: Wins Approval to Assign Kingston Lease
-------------------------------------------------------
In July 2005, Ambac Financial Group, Inc. and Ulster Acquisitions
I LLC entered into a lease for non-residential real property
located at the Hudson Valley Business Center, at 701 Grant
Avenue, Kingston, in Ulster County, New York.  The Debtor and its
subsidiaries, including Ambac Assurance Corporation, utilize the
Leased Premises for all of their electronic data back-up and
storage needs.  The Kingston Lease will expire on September 30,
2019.

Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York,
states that if the Debtor was to simply assume the Kingston
Lease, it would be saddled with the obligation to pay rent on the
Leased Premises through September 30, 2019, regardless of its
future needs.  However, if the Debtor was to reject the Kingston
Lease, the Debtor and all of its subsidiaries would have to incur
the expense and burden of having to immediately locate and move
into a new electronic data storage and backup facility, she
points out.

Accordingly, the Debtor, AAC and Ulster Acquisitions entered into
a Lease Assignment, Assumption and Amendment Agreement, which
provides for the modification of the term of the Kingston Lease
to be conterminous with the expiration of AAC's lease of a
property commonly known as One State Street Plaza, New York, and
the assignment of the Kingston Lease, as amended, to AAC.

The Debtor thus sought and obtained the Court's permission to
assume and assign the Lease Assignment, Assumption and Amendment
Agreement, a full-text copy of which is available for free at:

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

The Debtor intends to cure the outstanding arrearage on the
Kingston Lease by paying all outstanding prepetition rent for the
period Nov. 1 through 8, 2010, as well as amounts due for
utilities for the period Aug. 2, 2010 through Nov. 8, 2010,
totaling $10,552.  As assignee, AAC would be responsible for the
entire monthly rental payment and will be responsible for the
future performance required pursuant to the Kingston Lease.  The
Debtor will continued to pay a portion of the monthly rental
payment to AAC, pursuant to the cost-allocation agreement between
the Debtor and AAC, commensurate with the square footage of the
Leased Premises the Debtor utilizes for its electronic data back-
up and storage needs.

Bankruptcy Judge Shelley Chapman also authorized Ambac Financial
Group, Inc. to pay outstanding prepetition amounts to cure the
lease referred to as the Kingston Lease.

                   About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.


AMBAC FINANCIAL: Receives Subpoena on Mortgage Probe
----------------------------------------------------
JPMorgan Chase & Co., UBS AG, and Deutsche Bank AG have been
included in the expanded investigation undertaken by New York
Attorney General Eric Schneiderman into mortgage securitization,
Ellen Rosen of Bloomberg News reports, citing a person familiar
with the matter.

Ambac Financial Group, Inc. and other bond insurers MBIA Inc.,
Syncora Holdings Ltd. and Assured Guaranty Ltd. were also
subpoenaed, according to Bloomberg's source who asked not to be
identified due to the private nature of the probe.

The person disclosed that Mr. Schneiderman is seeking information
on claims paid out during and after the economic crisis and any
information or documents related to litigation or settlements
with the banks, Bloomberg notes.

Goldman Sach Group, Inc., Bank of America Corp. and Morgan
Stanley are already part of the probe, a person familiar with the
matter told Bloomberg earlier this month.  Mr. Schneiderman is
examining mortgage practices and packaging and sale of loans to
investors, another person said, Bloomberg adds.

According to the report, federal regulators and all 50 state
attorneys are scrutinizing how the biggest U.S. financial firms
handle home loans.

                   About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed $30.05 billion in total assets,
$31.47 billion in total liabilities, and a $1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of ($394.5 million) and total liabilities of
$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about $1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.


AMERICAN DEFENSE: Reports $12 Million Net Income in Q1 2011
-----------------------------------------------------------
American Defense Systems, Inc., filed its quarterly report on Form
10-Q, reporting net income of $11.96 million on contract revenues
earned of $2.54 million for the three months ended March 31, 2011,
compared with a net loss of $824,405 on contract revenues earned
of $11.31 million for the same period last year.

On March 22, 2011, the Company entered into a Securities
Redemption Agreement with the holders of its Series A convertible
preferred stock, pursuant to which the Company sold to the Series
A Holders all of the issued and outstanding membership interests
in American Physical Security Group, LLC ("APSG").  In exchange
for the sale of the APSG interests to the Series A Holders, the
Series A Holders (i) paid the Company $1,000,000 in cash at the
closing of the transactions and (ii) tendered to the Company the
Series A Preferred, which had an aggregate redemption price of
$16.5 million.  Upon the closing of the transactions, the Series A
Holders own 100% of the APSG interests and APSG is no longer be a
subsidiary of the Company.

The Company prepared a preliminary estimate of the fair value of
APSG and allocated $4.4 million of the consideration to the sale
of APSG and the residual amount of the consideration was allocated
to the redemption of the Series A Preferred.  The Company recorded
a gain on the redemption of the Series A Preferred, which had been
previously accounted for as a liability, of approximately
$13 million, net of the write off of the unamortized deferred
financing costs, for the three months ended March 31, 2011.

The Company recorded income from discontinued operation of
$3.04 million which included a gain on the sale of APSG of
$2.91 million for the three months ended March 31, 2011.

The Company's balance sheet at March 31, 2011, showed
$5.59 million in total assets, $3.36 million in total liabilities,
and stockholders' equity of $2.23 million.

As reported in the TCR on April 26, 2011, Marcum LLP, in Melville,
New York, expressed substantial doubt American Defense Systems'
about American Defense Systems' ability to continue as a going
concern, following the Company's 2010 results.  The independent
auditors noted that as of Dec. 31, 2010, the Company had a working
capital deficiency of $14.1 million, an accumulated deficit of
$26.3 million, a shareholders' deficiency of $9.8 million and cash
on hand of $428,160.

A copy of the Form 10-Q is available at http://is.gd/O4IjIF

                       About American Defense

Hicksville, N.Y.-based American Defense Systems, Inc., designs and
supplies transparent and opaque armor solutions for both military
and commercial applications.  Its primary customers are United
States government agencies and general contractors who have
contracts with governmental entities.  These products, sold under
Vista trademarks, are used in transport and fighting vehicles,
construction equipment, sea craft and various fixed structures
which require ballistic and blast attenuation.

The Company also provides engineering and consulting services,
develops and installs detention and security hardware, entry
control and monitoring systems, intrusion detection systems, and
security glass.


AMERICAN SCIENTIFIC: Posts $1.1 Million First Quarter Net Loss
--------------------------------------------------------------
American Scientific Resources, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $1.1 million on $101,247 of
product sales for the three months ended March 31, 2011, compared
with a net loss of $1.5 million on $175,623 of product sales for
the same period last year.

The Company's balance sheet at March 31, 2011, showed
$1.0 million in total assets, $6.0 million in total liabilities,
and a stockholders' deficit of $5.0 million.

At March 31, 2011, the amount of principal outstanding on notes
payable for which the Company was in default amounted to
$1.4 million.  Subsequent to March 31, 2011, additional notes
payable entered into events of default raising the aggregate
indebtedness in default to $2.2 million.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
expressed substantial doubt about American Scientific Resources'
ability to continue as a going concern, following the Company's
2010 results.  The independent auditors noted that the Company has
suffered recurring losses, its current liabilities exceed its
current assets and it is in default with certain of its
obligations.

A copy of the Form 10-Q is available at http://is.gd/bnMp5i

Weston, Fla.-bases American Scientific Resources, Inc., provides
healthcare and medical products.  The Company develops,
manufactures and distributes healthcare and medical products
primarily to retail drug chains, retail stores specializing in
sales of products for babies and medical supply dealers.  The
Company does sub-component assembly and packaging for the
Disintegrator product line.  All of the Company's other products
are manufactured by third parties.  The Company was comprised of
three subsidiaries: (i) Kidz-Med, Inc., (ii) HeartSmart, Inc., and
(iii) Ulster Scientific, Inc., of which only Kidz-Med was active
until Dec. 31, 2010.  All subsidiaries are currently inactive.


ANTS SOFTWARE: Posts $27 Million Net Loss in First Quarter
----------------------------------------------------------
ANTs software inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $27.0 million on $317,638 of revenues for
the three months ended March 31, 2011, compared with a net loss of
$20.7 million on $1.5 million of revenues for the same period last
year.

The Company reported a net loss on derivative liabilities of
$23.5 million during the three months ended March 31, 2011,
compared with a net loss on derivative liabilities of
$16.1 million during the same period of 2010.

The Company's balance sheet at March 31, 2011, showed
$27.2 million in total assets, $52.3 million in total
liabilities, and a stockholders' deficit of $25.1 million.

As reported in the TCR on April 8, 2011, WeiserMazars LLP, in New
York, expressed substantial doubt about ANTs software's ability to
continue as a going concern, following the Company's 2010 results.
The independent auditors noted that the Company has incurred
significant recurring operating losses, decreasing liquidity, and
negative cash flows from operations.

A copy of the Form 10-Q is available for at http://is.gd/HJwUi5

ANTs software inc (OTC BB: ANTS) -- http://www.ants.com/-- has
developed a software solution, ACS, to help customers reduce IT
costs by consolidating hardware and software infrastructure and
eliminating cost inefficiencies.  ACS is an innovative middleware
solution that accelerates database consolidation between database
vendors, enabling application portability.


AURASOUND INC: Yu Zhang Appointed as Director
---------------------------------------------
The Board of Directors of Aurasound, Inc., appointed Mr. Yu Zhang
to serve as a director, effective immediately, with a term
expiring at the next annual meeting of stockholders, until his
successor has been elected and qualified or until the earlier of
his resignation or removal.  It has not yet been determined
whether Mr. Zhang will be appointed to serve on any committee of
the Board of Directors.

There are no family relationships between Mr. Zhang and any other
officer or director of the company.

Mr. Zhang has not been a party to any transactions required to be
disclosed under Item 404(a) of Regulation S-K.

Mr. Zhang will not receive any fees or cash or equity compensation
for his service as a director.

With the addition of Mr. Zhang, the Company's Board of Directors
now consists of seven members.

                       About AuraSound, Inc.

Santa Ana, Calif-based AuraSound, Inc. (OTC BB: ARUZE) --
http://www.aurasound.com/-- develops, manufactures, and markets
audio products.  AuraSound's products include TV soundbars, high-
drivers for TVs and laptops, subwoofers, and tactile transducers.

                           Going Concern

Kabani & Company, Inc., in Los Angeles, expressed substantial
doubt about the Company's ability to continue as a going concern
following the fiscal 2010 results.  The independent auditors noted
that during the year ended June 30, 2010, the Company incurred a
net loss of $2.2 million, and had negative cash flow from
operating activities of $202,383.

As of Dec. 31, 2010, the Company has an accumulated deficit of
$36,937,503, negative working capital of $4,716,502 and has
reported significant losses over the past several years.  During
the six-month period ended Dec. 31, 2010 the Company recorded a
net income of $1,014,895 and had net cash provided by operating
activities of $627,713.  According to the Form 10-Q for the
quarter ended Dec. 31, 2010, "The move to profitability and
positive cash flow is a directly result of the execution of new
management's post acquisition business plan to cut costs on all
business lines, hold and spread overhead costs against a larger
revenue base and to continue to move toward sustained
profitability.  However, there can be no assurance that the
Company can sustain profitability or positive cash flows from
operations.  As such, if the Company is unable to generate
positive net income and unable to continue to obtain financing for
its working capital requirements, it may have to curtail its
business sharply or cease business altogether."


AWAL BANK: Al Sanea Target of Money Laundering Probe
----------------------------------------------------
Rory Jones at The National reports that a New York court has
ordered four international banks to provide evidence in the
investigation of a Saudi businessman accused of running a
US$10 billion Ponzi scheme.

According to the report, Ahmad Hamad Al Gosaibi & Brothers, a
prominent Saudi family business, is suing Maan al Sanea, a Saudi
businessman, in a number of courts around the world, accusing him
of using a money transfer business owned by Al Gosaibi to siphon
funds into his own accounts.  Large money transfers through US
banks were allegedly instrumental in sustaining the scheme.

The National says Bank of America, Citibank, HSBC and Standard
Chartered were ordered on Friday to provide documents to Al
Gosaibi regarding the flow of money through their facilities.

Eric Lewis, Al Gosaibi's chief legal adviser and a partner at the
international law firm Baach Robinson & Lewis, welcomed the
ruling.

All four banks previously submitted objections to Al Gosaibi's
request, arguing that the company might use the records to sue the
banks for their role in the alleged money laundering scheme.

The charges against Mr al Sanea stem from his role as the managing
director of the Money Exchange, Al Gosaibi's remittance arm, and
two Bahraini companies he allegedly controlled -- The
International Banking Corporation and Awal Bank, a subsidiary of
the Saad Group, a Saudi company run by Mr al Sanea.  TIBC was
ostensibly owned by Al Gosaibi but was allegedly controlled by
Mr al Sanea without Al Gosaibi's knowledge.  It is alleged that
through these companies, Mr al Sanea borrowed and then
misappropriated about $9.2 billion.  Several banks have filed
lawsuits in New York, London, the Cayman Islands, Bahrain and the
UAE against Al Gosaibi and the Saad Group, hoping to recover money
lent to the companies.

The UAE lenders Mashreq, Abu Dhabi Commercial Bank, Abu Dhabi
Islamic Bank and Emirates NBD are among creditors owed an
estimated $20 billion.

                        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.


ACG, INC: Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------
ACG, Inc., filed a Chapter 11 petition (Bankr. S.D. Ohio Case No.
11-32799) on May 20, 2011, estimating assets at less than $50,000
and liabilities at $500,001 to $1 million.

Ben Sutherly at Dayton Daily News reports that the largest
unsecured claims against the Company include $44,830 owed to the
Miami Valley Venture Fund, plus $41,873 in sales tax and $22,917
in withholding tax owed to the Ohio Department of Taxation.

ACG, Inc., provides computer software solutions for business
applications, such as cash management services, benefits
management and payroll systems.


BANKUNITED FINANCIAL: Objects to Committee's Liquidation Plan
-------------------------------------------------------------
BankruptcyData.com reports that BankUnited Financial filed with
the U.S. Bankruptcy Court an objection to the Disclosure Statement
for the First Amended Chapter 11 Plan of Liquidation filed by the
Company's official committee of unsecured creditors.

According to BData, the Debtors assert, "the Committee Disclosure
Statement fails adequately to take into account the status of
efforts by the Debtors and their recently retained investment
advisor, Structured Capital Solutions to attract an investor to
fund a Plan that would realize value from the Debtors' tax
attributes. Most importantly in this regard, the Committee
Disclosure Statement fails to disclose fully and with sufficient
prominence the fact that upon confirmation of the Committee's Plan
the prospect for any such realization and material enhancement of
distributions to creditors would be lost forever."

The U.S. Trustee assigned to the case also filed an objection to
the Disclosure Statement.

                   About BankUnited Financial

BankUnited Financial Corp. (OTC Ticker Symbol: BKUNQ) --
http://www.bankunited.com/-- was the holding company for
BankUnited FSB, the largest banking institution headquartered in
Coral Gables, Florida.  On May 21, 2009, BankUnited FSB was closed
by regulators and the Federal Deposit Insurance Corporation
facilitated a sale of the bank to a management team headed by John
Kanas, a veteran of the banking industry and former head of North
Fork Bank, and a group of investors led by W.L. Ross & Co.
BankUnited, FSB, had assets of $12.8 billion and deposits of
$8.6 billion as of May 2, 2009.

The Company and its affiliates filed for Chapter 11 protection
(Bankr. S.D. Fla. Lead Case No. 09-19940) on May 22, 2009.
Stephen P. Drobny, Esq., and Peter Levitt, Esq., at Shutts & Bowen
LLP; Mark D. Bloom, Esq., and Scott M. Grossman, Esq., at
Greenberg Traurig, LLP; and Michael C. Sontag, at Camner, Lipsitz,
P.A., represent the Debtors as counsel.  Corali Lopez-Castro,
Esq., David Samole, Esq., at Kozyak Tropin & Throckmorton, P.A.;
and Todd C. Meyers, Esq., at Kilpatrick Stockton LLP, serve as
counsel to the official committee of unsecured creditors.

In its bankruptcy petition, BankUnited Financial Corp. disclosed
$37,729,520 in assets against $559,740,185 in debts.  Aside from
those assets, BankUnited said that a "valuable" asset is its $3.6
billion net operating loss carryforward.

Wilmington Trust Co., U.S. Bank, N.A., and the Bank of New York
were listed among the company's largest unsecured creditors in
their roles as trustees for security issues.  BankUnited estimated
the Bank of New York claim tied to convertible securities at
$184 million.  U.S. Bank and Wilmington Trust are owed
$120 million and $118.171 million on account of senior notes.


BARNHILL'S BUFFET: 6th Cir. Rejects Lawyer's Fee Request
--------------------------------------------------------
The U.S. Court of Appeals for the Sixth Circuit upheld a district
court ruling affirming the bankruptcy court's denial of a fee
application by William Caldwell Hancock at The Hancock Law Firm in
the Barnhill's Buffet, Inc. bankruptcy case.  Hancock's repeated
failure to comply with the rules for bankruptcy appeals warranted
summary affirmance by the district court without reaching the
merits of Hancock's appeal.

Hancock represented Barnhill's Buffet in its Chapter 11 bankruptcy
proceedings from December 2007 through April 2008, when the
bankruptcy was converted to a Chapter 7 proceeding and a trustee
was appointed.  After Hancock submitted his final fee application
to the bankruptcy court, the U.S. Trustee and the Chapter 7
trustee asserted five bases for objecting to the application.  The
bankruptcy court issued an order denying all of Hancock's fees
based on his failure to comply with disclosure rules, abusive
conduct toward others involved in the case, excessive or
incomplete billing, and disruptive behavior.

In his appeal with the District Court, Hancock did not comply with
deadline to serve and file a brief, despite the District Court
extending that deadline twice.  Hancock did not make any
additional filing with the District Court throughout May, June,
and July 2009.

On Sept. 23, 2009, the District Court entered an order noting
Hancock's "repeated failure" to comply with the filing
requirements of Rule 8009 of the Federal Rules of Bankruptcy
Procedure and stating that the course of events in the case fully
justified "dismissal of this appeal with prejudice."  Under
Bankruptcy Rule 8001, a district court has discretion to dismiss a
bankruptcy appeal where an appellant has failed to take a required
step in the appeal. Fed. R. Bankr. P. 8001(a).  The Middle
District of Tennessee, however, has promulgated a local rule that
provides: "Failure by an appellant to comply with the provisions
of either Rule 8006, 8007 or 8009 of the Bankruptcy Rules, Title
11 of the United States Code Annotated, will result in summary
affirmance of the opinion of the Bankruptcy Judge." M.D. Tenn. R.
81.01(a).  The District Court stated that instead of dismissing
the appeal, it chose "to invoke Local Rule 81.01(a) to summarily
affirm [the bankruptcy court's] Order, fully expecting [Hancock]
to appeal further to the Sixth Circuit Court of Appeals, where he
might receive a decision on the merits."

The three-judge panel consists of Chief Judge Alice M. Batchelder
and Circuit Judges John M. Rogers and Raymond M. Kethledge.

Judge Rogers, who delivered the Court opinion, in which Judge
Kethledge joined, held that Hancock cannot leapfrog the District
Court in bankruptcy appeals by blatantly ignoring the rules and
procedures for appeal from bankruptcy court to district court.
Such an intermediate appeal is required by statute.  District
court -- or Bankruptcy Appellate Panel -- review serves the
valuable purposes of refining issues and conserving judicial
resources.  Permitting parties to skip it would undermine the
bankruptcy appellate process.

Chief Judge Batchelder delivered a separate opinion concurring in
the conclusion.  She, however, clarified the distinction between a
summary affirmance and a summary dismissal.

The case is William Hancock v. Daniel M. McDermott; Michael
Gigandet, No. 09-6203 (6th Cir.).  A copy of the Sixth Circuit's
opinion, dated May 18, 2011, is available at http://is.gd/SlQfdA
from Leagle.com.

                     About Barnhill's Buffet

Madison, Tennessee-based Barnhill's Buffet Inc., aka Barnhill's
Buffet of Tennessee Inc., -- http://www.barnhills.com/-- operated
a chain of restaurants, a total of 29 stores located in six
states.  Its parent company is Dynamic Acquisition Group LLC.

The company filed for chapter 11 bankruptcy on Dec. 3, 2007
(Bankr. M.D. Tenn. Case No. 07-08948) after it continued to suffer
operating losses.  William Caldwell Hancock, Esq., at The Hancock
Law Firm, represented the Debtor.  Attorneys at MGLAW PLLC
represented the Official Committee of Unsecured Creditors.  When
the Debtor filed for bankruptcy, it listed assets and debts
between $1 million and $50 million.

Barnhill's sold several of its restaurants to Star Buffet Inc.'s
subsidiary, Starlite Holdings Inc.  In April 2008, the Chapter 11
case converted to one under Chapter 7 of the Bankruptcy Code.


BAUDELAIRE, INC: Importer of European Soaps in Chapter 11
---------------------------------------------------------
Baudelaire, Inc., a Swanzey, New Hampshire-based importer of
European soaps for distribution in the United States, filed for
Chapter 11 bankruptcy protection.

Sarah Trefethen at SentinelSource.com reports that Baudelaire has
gotten smaller through the recent recession, according to
President Joe Marks, part of a general downturn in the high-end
toiletries industry.  Its struggles got worse recently when a
Swiss company that provided the soap for 15% of Baudelaire's
business stopped being able to fill orders, Mr. Marks said.
Mr. Marks estimated the Company does about $2 million in sales
each year.

Baudelaire, Inc., filed a Chapter 11 petition (Bankr. D. N.H. Case
No. 11-12003) on May 19, 2011. In its petition, the Company
disclosed up to $500,000 in assets and more than $1 million in
liabilities.  Jennifer Rood, Esq., at Bernstein Shur, in
Manchester, New Hampshire, serves as counsel to the Debtor.

A case summary for Baudelaire, Inc., is in the May 27, 2011
edition of the Troubled Company Reporter.


BELL ROAD: Trustee Sells Shops to DS Surprise for $4.4 Million
--------------------------------------------------------------
The Phoenix Business Journal reports that Bell Road Plaza and The
Shops at Bell Road have been sold for $4.4 million to DS Surprise
Investment 1 LLC.  The seller was Maureen Gaughan, as Chapter 11
trustee for Bell Road Development LLC (Bankr. D. Ariz. Case No.
__-_____).

According to the report, the 81,854-square-foot mixed-use office
and retail project is located at 15317, 15331, 15351 and 15381 E.
Bell Road, just east of the intersection of Bell and Reems Road.
Built in 2008, the property had one tenant at the time of sale,
NextCare Urgent Care.

Eric Wichterman and Mike Coover with Cassidy Turley BRE Commercial
in Phoenix handled both sides of the transaction.


BERNARD L. MADOFF: Trustee Could Lose Venue Fight in Kohn Suit
--------------------------------------------------------------
Christie Smythe at Bankruptcy Law360 reports that a recovery
trustee for Bernard L. Madoff victims may lose his choice of venue
for a $60 billion fraud suit originally lodged in New York
bankruptcy court against Austrian financier Sonja Kohn, a bank and
others allegedly complicit in the Ponzi scheme.

                       About Bernard L. Madoff

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

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

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

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

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

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


BIO-BRIDGE SCIENCE: Posts $417,100 Net Loss in 1st Quarter
----------------------------------------------------------
Bio-Bridge Science, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $417,072 on $15,133 of revenue for the
three months ended March 31, 2011, compared with a net loss of
$1.9 million on $24,828 for the same period last year.

For the three months ended March 31, 2011, and 2010, general and
administrative expenses were $302,011 and $1.8 million,
respectively.  The difference primarily resulted from the
compensation cost of $1.5 million for issuing common stock
warrants during the three months ended March 31, 2010.

The Company's balance sheet at March 31, 2011, showed $3.3 million
in total assets, $444,603 in total liabilities, all current, and
stockholders' equity of $2.9 million.

As reported in the TCR on April 26, 2011, Weinberg & Company,
P.A., in Los Angeles, expressed substantial doubt about Bio-Bridge
Science's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has experienced recurring losses since inception and
negative cash flows from operating activities.

A copy of the Form 10-Q is available at http://is.gd/Gp4Qdw

Oakbrook Terrace, Illinois-based Bio-Bridge Science, Inc., is a
biotechnology company whose subsidiaries are focused on the
commercial development of HIV-PV Vaccine I, HPV vaccine, colon
cancer vaccine, mucosal adjuvant and the manufacture and sale of
vaccine production-related materials.


BLOCKBUSTER INC: NCR Sues to Keep License for Kiosk Mark
--------------------------------------------------------
Pete Brush at Bankruptcy Law360 reports that NCR Corp. on Friday
sued an intellectual property trust created by Blockbuster Inc.
seeking a judgment that it has rights under a licensing agreement
to use the Blockbuster Express trademark at 9,000 kiosks despite
the sale of the Company to Dish Network Corp.

NCR, a self-service technology company, said it owns all rights
and interest to two trademarks, respectively called Blockbuster
Express and Blockbuster Express & Design, for use in connection
with its DVD vending services, according to Law360.

                        About Blockbuster Inc.

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

Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11
bankruptcy proceedings with a pre-arranged reorganization plan
in Manhattan (Bankr. S.D.N.Y. Case No. 10-14997) on Sept. 23,
2010.  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 in April and Dish Network Corp. won
with an offer having a gross value of $320 million.


BLOCKBUSTER CANADA: To Close Over 100 Stores on June 18
-------------------------------------------------------
Tamara Cunningham at Comox Valley Echo reports that over 100
Blockbuster stores across Canada are set to officially close, June
18, 2011.  The store stopped renting merchandise last Thursday and
their liquidation sale began Friday.

Blockbuster shuttered five per cent of its stores in 2010 citing
business as usual.  Another 35% of its 400 stores are expected to
close in June, resulting in 1,400 job losses, according to the
report.

                   About Blockbuster Canada

Blockbuster Canada Co., an indirect subsidiary of Blockbuster
Inc., went into receivership in Canada on May 3, 2011.  Grant
Thornton Limited was appointed by the Ontario Superior Court of
Justice.

Michael Creber, on behalf of Grant Thornton Ltd., commenced a
Chapter 15 case for Blockbuster Canada (Bankr. S.D.N.Y. Case No.
11-12433) in Manhattan on May 20, 2011, to seek the U.S. court's
recognition of the receivership proceedings in Canada.  Robert J.
Feinstein, Esq., at Pachulski Stang Ziehl & Jones LLP, serves as
counsel in the Chapter 15 case.  Blockbuster Canada is estimated
to have $50,000,001 to $100,000,000 in assets and liabilities.

Blockbuster Inc., the movie rental chain with a library of more
than 125,000 titles, along with 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.

Martin A. Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the U.S. 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.  The Official
Committee of Unsecured Creditors retained Cooley LLP as its
counsel.

In April 2011, Blockbuster conducted a bankruptcy court sanctioned
auction for all the assets.  Dish Network Corp. won with an offer
having a gross value of $320 million.


BOURBON SALOON: Wins Nod to Remain Open, Pay Employees
------------------------------------------------------
Jenny Peterson at the New Orleans City Business reports that U.S.
Bankruptcy Judge Jerry Brown granted permission for Bourbon Saloon
Inc.'s bars to remain open and to pay its 78 employees.

According to the report, Bourbon Saloon, which runs two
restaurants and three bars, owes more than $1.5 million to a
previous owner, more than $3.3 million to First Bank and Trust,
$500,000 to Chase Bank and more than $21,000 to the Louisiana
Department of Revenue for years of unpaid back taxes.  The city of
New Orleans has already seized the bar owner's 2002 Bentley Azure,
which had a retail price of $350,000 when originally sold, for
taxes it owed.

William Steffes, Esq., counsel to the Debtor, says Bourbon Saloon
never caught up on its debts and taxes after Hurricane Katrina.
The former company owner, identified in court documents as Adib
Eldayri, filed suit over the $1.5 million he says the corporation
owes him.

Based in New Orleans, Louisiana, Bourbon Saloon Incorporated,
doing business as Mango Mango and Old Absinthe House, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. La. Case No. 11-
11518) on May 12, 2011.  Judge Jerry A. Brown presides over the
case.  William E. Steffes, Esq., Steffes Vingiello & McKenzie LLC,
represents the Debtor.  The Debtor estimates assets and debts
between $1 million and $10 million.


BIOFUEL INDUSTRIES: Enters Chapter 11 to Sell Michigan Plant
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that the company behind the
NextDiesel biodiesel plant once touted as means of economic
revival for the small Michigan town where it operated has filed
for Chapter 11 bankruptcy protection with plans to sell its
30,000-square-foot facility for $2 million to alternative energy
investors who would restart its idled operations.


CALYPTE BIOMEDICAL: Odenberg Ullakko Raises Going Concern Doubt
---------------------------------------------------------------
Calypte Biomedical Corporation filed on May 27, 2011, its annual
report on Form 10-K for the fiscal year ended Dec. 31, 201.

Odenberg, Ullakko, Muranishi & Co. LLP, in San Francisco,
California, expressed substantial doubt about Calypte Biomedical's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring operating losses and
negative cash flows from operations, and management believes that
the Company's cash resources will not be sufficient to sustain its
operations through 2011 without additional financing.

"At Dec. 31, 2010, and 2009, we had working capital deficits of
$3.5 million and $16.6 million, respectively, the Company said in
the filing.  "As of Dec. 31, 2009, the $11.6 million outstanding
under our Credit Facility and Convertible Notes was under default.
Our cash on hand and existing sources of cash are insufficient to
fund our cash needs over the next twelve months under our current
capital structure."

The Company reported net income of $8.8 million on $444,000 of
product sales for 2010, compared with a net loss of $3.6 million
on $726,000 of product sales for 2009.

The Company recorded a gain on transfer of assets of $2.3 million
and a gain on restructuring of notes of $8.5 million in 2010,
absent in 2009.

The Company's balance sheet at Dec. 31, 2010, showed $2.3 million
in total assets, $7.4 million in total liabilities, and a
stockholders' deficit of $5.1 million.

A copy of the Form 10-K is available at http://is.gd/yo05wU

Portland, Oregon-based Calypte Biomedical Corporation develops,
manufactures, and distributes in vitro diagnostic tests, primarily
for the diagnosis of Human Immunodeficiency Virus ("HIV")
infection.


CAMPBELL RESOURCES: Nuinsco Facing Rival Bid from SDBJ
------------------------------------------------------
Nuinsco Resources Limited, along with Ocean Partners Holdings
Limited and a third company jointly owned by Nuinsco and Ocean
Partners, has an ongoing motion in the Superior Court of the
province of Quebec related to the Companies' efforts to acquire
certain assets, including mining and processing assets, located in
and near Chibougamau, Quebec that were formerly owned by Les
Ressources Campbell Inc. and Ressources MSV (2007) Inc..

The Companies are secured creditors of Campbell.  At a court
hearing to finalize the Companies' bid to acquire the Assets, a
motion was made before the registrar presiding over the
proceedings on behalf of Societe de developpement de la Baie-James
indicating that SDBJ may potentially be interested in presenting
to PricewaterhouseCoopers Inc. a bid to acquire the Assets.  Any
such bid would then be presented for consideration by the
Companies.  Although the Receiver has held two previous
unsuccessful bid rounds, the registrar deferred the hearing date
to June 21, 2011 to allow SDBJ the opportunity to submit its bid
if it so desires.

"While today's development was a surprise to all involved, it does
finally provide us with a date by which we expect final resolution
to this situation," said Rene Galipeau, Vice-Chairman and CEO of
Nuinsco.

The Loi sur le developpement et l'organisation municipale de la
region de la Baie James, which created SDBJ, was adopted by
Quebec's National Assembly on July 14, 1971.  SDBJ, which self-
finances its activities, has now existed for almost 40 years.  Its
mission is to promote, in a perspective of lasting development,
economic development, the enhancement and exploitation of natural
resources, other than hydroelectric resources, of the James Bay
territory.

Ocean Partners is a privately held company with offices in the UK,
USA, Canada, China, Mongolia, South Africa, Turkey and Zambia with
additional representation by agents in Istanbul, Lima, Madrid,
Melbourne, Moscow, New Delhi, Santiago and Tokyo.

Ocean Partners provides relationship based trading services to
miners and smelters of copper, lead and zinc concentrate as well
as the secondary products of the base metal smelting industry (eg
drosses, slags, reverts, residues).  Ocean Partners also owns and
operates copper, lead and zinc mines in Turkey as well as holding
many exploration licenses there through its 50% shareholding in a
local company.

Nuinsco is a growth-oriented, multi-commodity mineral exploration
company that is focused on world-class mineralized belts in
Canada, Turkey and Egypt.  In addition to its property holdings,
Nuinsco owns common shares in Coventry Resources Limited and
Victory Nickel In.  Shares of Nuinsco trade on the Toronto Stock
Exchange under the symbol NWI.


CAPMARK FINANCIAL: Grants Wilmington's $2.4-Bil. Unsecured Claims
-----------------------------------------------------------------
Samuel Howard at Bankruptcy Law360 reports that Capmark Financial
Group Inc. on Tuesday clinched an agreement with Wilmington Trust
FSB that grants the trustee roughly $2.4 billion in unsecured
claims under the Company's latest Chapter 11 plan in Delaware.

Law360 relates that U.S. Bankruptcy Judge Christopher Sontchi
signed off on the stipulation, granting Wilmington a $642 million
unsecured claim relating to $850 million in floating notes, a $1.2
billion unsecured claim related to 5.875 percent note debt and a
$519 million claim in connection with unsecured 6.3%t note claims.

                       About Capmark Financial

Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- provides financial services to
investors in commercial real estate-related assets.  Capmark has
three core businesses: lending and mortgage banking, investments
and funds management, and servicing.  Capmark operates in North
America, Europe and Asia.  Capmark has 1,000 employees located in
37 offices worldwide.

On Oct. 25, 2009, Capmark Financial and certain of its
subsidiaries filed voluntary petitions for relief under Chapter 11
(Bankr. D. Del. Lead Case No. 09-13684).  Capmark disclosed assets
of US$20 billion against total debts of US$21 billion as of
June 30, 2009.

Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company.  Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP.  Richards, Layton & Finger, P.A., serves as local
counsel.  Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor.  Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.

The Official Committee of Unsecured Creditors in Capmark Financial
Group Inc.'s cases tapped Kramer Levin Naftalis & Frankel LLP as
its counsel and JR Myriad LLC as its commercial real estate
business advisors.  The Committee also retained Cutler Pickering
Hale and Dorr LLP as its attorneys for the special purpose of
providing legal services in connection with Federal Deposit
Insurance Corporation matters.

Protech Holdings C LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387).  The Debtor estimated assets and debts in excess of
$1 billion as of the filing date.

Since filing for Chapter 11, Capmark completed three sales to
generate more than $1 billion in cash.  Berkshire Hathaway Inc.
and Leucadia National Corp. bought most of the business for
$468 million.

In April 2011, Greenline Ventures LLC completed the acquisition of
the New Markets Tax Credit division of Capmark Financial Group
Inc.  Since inception of the NMTC program, Capmark's NMTC division
has closed over $1.1 billion of NMTC investment funds and financed
over $2.5 billion of projects and businesses in low income
communities nationwide.


CHINA ORGANIC: Posts $175,500 Net Loss in 9-Months Ended Dec. 31
----------------------------------------------------------------
China Organic Fertilizer, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $175,460 on $894,752 of revenues for
the nine months ended March 31, 2011, compared with a net loss of
$501,117 on $36,413 of revenues for the nine months ended
Dec. 31, 2009.

The Company's balance sheet at Dec. 31, 2010, showed $3.87 million
in total assets, $3.98 million in total liabilities, and
stockholders' equity of $110,952.

The Company has incurred net losses of $175,460 and $501,117
during the nine months ended Dec. 31, 2010 and 2009, respectively,
and had an accumulated deficit of $2,460,515 at Dec. 31, 2010.
The Company believes the foregoing matters, among others, raise
substantial doubt about the ability of the Company to continue as
a going concern.

A copy of the Form 10-Q is available at http://is.gd/Jz4HWf

Based in Beijing, PRC, China Organic Fertilizer, Inc., through its
subsidiary, Beijing Shennongxing Technology Co., Ltd., engages in
the manufacture and marketing of organic fertilizer in China.  All
of Beijing Shennongxing's business is currently in China.


CIRCLE ENTERTAINMENT: Harvey Silverman Holds 7.3% Equity Stake
--------------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Harvey Silverman and his affiliates disclosed that
they beneficially own 4,977,474 shares of common stock of Circle
Entertainment Inc. representing 7.3% of the shares outstanding.  A
full-text copy of the filing is available for free at:

                        http://is.gd/deweQu

                     About Circle Entertainment

Circle Entertainment Inc. (CEXE.PK), formerly FX Real Estate and
Entertainment Inc., owns 17.72 contiguous acres of land located at
the southeast corner of Las Vegas Boulevard and Harmon Avenue in
Las Vegas, Nevada.  The Las Vegas Property is currently occupied
by a motel and several commercial and retail tenants with a mix of
short and long-term leases.  On June 23, 2009, as a result of the
default under the first mortgage loan, the first lien lenders had
a receiver appointed to take control of the property.  The Company
is headquartered in New York City.

The Company disclosed in its Form 10-Q for the quarter ended
June 30, 2010, that it has no current cash flow and cash on hand
as of Aug. 13, 2010, is not sufficient to fund its short-term
liquidity requirements, including its ordinary course obligations
as they come due.  On April 21, 2010, the Company's remaining Las
Vegas subsidiary, namely FX Luxury Las Vegas I, LLC, filed for
Chapter 11 in the U.S. Bankruptcy Court for the District of Nevada
(Case No. 10-17015).

The Company's Las Vegas subsidiary filed for Chapter 11 bankruptcy
on April 21, 2010, and a plan of liquidation or reorganization
will eventually be implemented under which the Company will
surrender ownership of the Las Vegas Property.  Under such a plan,
it is extremely unlikely the Company will receive any material
interest or benefit.

The Company reported net income of $346.81 million on $0 of
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $114.68 million on $0 of revenue during the prior year.  The
net profit generated in the year was primarily on account of a
$390.75 million gain from discharge of net assets due to
bankruptcy plan.  The Company's operating subsidiary sought
Chapter 11 protection last year.

As reported by the TCR on April 11, 2011, L.L. Bradford & Company,
LLC, in Las Vegas, Nevada, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has limited available cash, has a
working capital deficiency and will need to secure new financing
or additional capital in order to pay its obligations.

The Company's balance sheet at March 31, 2011, showed
$1.97 million in total assets, $4.38 million in total liabilities,
and a $2.41 million total stockholders' deficit.


CLAUDIA RAFFONE: NYC Building Sold at Auction
---------------------------------------------
Total Bankruptcy, citing a report from The Real Deal, says an
eight year-long real estate dispute between a woman and her
stepfather ended this week, when the New York City building in
question was sold at auction after the woman filed for Chapter 11
bankruptcy.

According to the report, Los Angeles resident Claudia Raffone and
her stepfather, Henry Douglas Campbell, have been battling each
other since 2003 over the rights to the 49-unit residential
building in the Upper West Side, according to a previous report on
the website.  The building was owned by Ms. Raffone's mother, who
Raffone said left it to her along with the rest of her estate at
her death.  However, Mr. Campbell also claimed he was given
control of the estate through a will drafted at a later date.

The source said Ms. Raffone, who still controlled the building
through a company called Nevada Star, filed for bankruptcy in 2010
a day before a New York judge was going to hold a court-ordered
auction.

The Real Deal said the property was finally purchased by Manhattan
real estate owner Robert Gilardian, who won it with a $20.1
million bid on May 4.  Ms. Raffone was present in the courtroom at
the time of the auction, reported the source.

Claudia Raffone filed a Chapter 11 petition (Bankr. C.D. Calif.
Case No. 10-27683) on May 4, 2010.  Michael Jay Berger, Esq., in
Beverly Hills, California, represents the Debtor.
Ms. Raffone estimated assets of $1 million to $10 million and
debts of up to $50 million.


CONSPIRACY ENTERTAINMENT: Delays Filing of 1st Qtr. Form 10-Q
-------------------------------------------------------------
Conspiracy Entertainment Holdings, Inc., informed the U.S.
Securities and Exchange Commission that it will be late in filing
its quarterly report on Form 10-Q for the period ended March 31,
2011.  The Company said the compilation, dissemination and review
of the information required to be presented in the Form 10-Q for
the relevant period has imposed time constraints that have
rendered timely filing of the Form 10-Q impracticable without
undue hardship and expense to the registrant.

              About Conspiracy Entertainment

Conspiracy Entertainment Holdings, Inc. (OTC BB: CPYE), through
its wholly owned subsidiary, Conspiracy Entertainment Corporation,
is a developer, publisher and marketer of entertainment software
in North America and Western Europe.  Conspiracy Entertainment was
founded in 1997 and is based in Santa Monica, California.

The Company's balance sheet at Sept. 30, 2010, showed $5,256,462
in assets, $10,216,852 in liabilities and a $4,960,390
stockholders' deficit.

Conspiracy Entertainment reported a net loss of $979,968 for 2009
from net income of $265,603,000 for 2008.  Net sales were
$9,600,592 for 2009 from $10,905,490 for 2008


CRYSTAL CATHEDRAL: Files Bankruptcy Exit Plan
---------------------------------------------
American Bankruptcy Institute reports that Crystal Cathedral
Ministries on Friday filed a bankruptcy plan that would pull the
Crystal Cathedral out of debt by selling its campus and sanctuary
to a local real estate investment group for $47 million.

                      About Crystal Cathedral

Crystal Cathedral Ministries is a Southern California-based
megachurch founded by television evangelist Robert Schuller.  The
church, known for its television show "The Hour of Power."
Crystal Cathedral filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. 10-24771) on Oct. 18, 2010.  The Debtor
disclosed $72,872,165 in assets and $48,460,826 in liabilities as
of the Chapter 11 filing.

The U.S. Trustee for Region 16 appointed seven members to the
official committee of unsecured creditors in the Chapter 11 case
of Crystal Cathedral Ministries.


CUSTOM POULTRY: Court OKs $2.27 Mil. Offer for Bushman Plant
------------------------------------------------------------
Mary Pieper at the Globe Gazette, in North Iowa, Charles Austin
Ltd. and an associated but separate company, C-Go International
Inc., were the successful bidders for the former Bushman Family
Farms plant.  Charles Austin plans to reopen it by Sept. 1, 2011.

According to the report, a U.S. bankruptcy court judge approved
the new owners' bid of $2.27 million at an auction.  The owners of
the Bushman Family Farms plant, Custom Poultry Processing LLC, had
an involuntary petition for Chapter 7 liquidation bankruptcy filed
against it by creditors on Jan. 20, the day before the plant
closed.  The company requested conversion of the case to Chapter
11 bankruptcy, and the court granted the request.

Jerry Hegtvedt, owner of Cedar Valley Iowa Realty in Charles City,
who is helping Charles Austin Ltd. with the sale and is acting as
a local consultant and spokesman for the company, said the plant
will be operated as a kill facility, just as it was when Custom
Poultry Processing owned it.

                       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.


CROSS BORDER: To Sell $5,400,000 Worth of Securities
----------------------------------------------------
Cross Border Resources, Inc., announced that it has entered into a
definitive stock purchase agreement to sell $5,400,000 worth of
units comprised of one share of its common stock and one five year
stock purchase warrant, in a private placement financing with a
select group of institutional and accredited investors.  In the
aggregate, the Company will sell 3,600,000 Units at a price of
$1.50 per share, resulting in aggregate gross proceeds of
$5,400,000.  The Company expects net proceeds at closing of
approximately $5,049,000 after the deduction of placement agent
commissions and offering expenses.  The warrants can be exercised
at a price of $2.25 per common share.

"This is a decisive step forward for our Company - a validation of
our promising growth strategy in the Permian Basin," said Chairman
and CEO E. Will Gray II.  "We have assembled an excellent acreage
position focused on multi-play prospects that continue to draw
significant interest within the oil and gas industry, including
the Bone Spring, Wolfberry, Abo, Yeso and San Andres.  We're
pleased that these investors see the potential we do.  This is a
watershed moment in the development of Cross Border Resources,
Inc. as a Company and our Management Team.

"Primarily, we will use the net proceeds from this financing to
fund our current drilling program that continues on schedule,"
Gray continued.  "I believe we are well positioned for continued
growth in production and reserves."

The Company expects to use the net proceeds from this financing to
fund continued drilling in its Bone Spring, Abo, and Wolfberry
acreage, general corporate purposes, and working capital.  The
transaction is expected to close on or about May 27, 2011, subject
to the satisfaction of certain customary closing conditions.

C. K. Cooper & Company acted as lead placement agent and R. M.
Duncan Securities, Inc., acted as co-placement agent for this
transaction.

The shares of common stock sold in this private placement have not
been registered under the Securities Act of 1933, as amended, or
applicable state securities laws, and accordingly may not be
offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and such
applicable state securities laws.  The Company has agreed to file
a registration statement with the Securities and Exchange
Commission registering the resale of the shares of common stock
issued in this private placement.

                    About Cross Border Resources

Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB:
DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas
operator in the state of New Mexico.  The Company is headquartered
in Midland, Texas.

The Company's balance sheet at March 31, 2011, showed $24.91
million in total assets, $11.98 million in total liabilities and
$12.93 million in total stockholders' equity.

As reported in the Troubled Company Reporter on Nov. 23, 2010,
MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt
about Doral Energy's ability to continue as a going concern
following the Company's results for the fiscal year ended July 31,
2010.  The independent auditors noted that the Company has
negative working capital and recurring losses from operations.


CYBEX INTERNATIONAL: Three Directors Elected at Annual Meeting
--------------------------------------------------------------
Cybex International, Inc., held its annual meeting of shareholders
on May 25, 2011.  A total of 17,120,383 shares of the Company's
common stock were entitled to vote as of the record date for the
Annual Meeting, of which 11,719,291 shares were present in person
or by proxy.  At the Annual Meeting, the shareholders elected
three directors of the Company, namely, Joan Carter, John McCarthy
and Robert E. Smyth, each to serve for a three-year period.

                      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.

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 total stockholders' deficit.

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."


DAIS ANALYTIC: Enters Into 2nd Amended Employment Pact with CEO
---------------------------------------------------------------
Dais Analytic Corporation and Timothy Tangredi, the Company's
Chief Executive Officer and President, entered into a second
Amended and Restated Employment Agreement, which was previously
amended on July 28, 2008.

Under the second Amended and Restated Employment Agreement, dated
May 23, 2011, Mr. Tangredi is entitled to an annual base salary of
$170,000, which would be increased to $210,000 in the event the
Company obtains equity or debt financing of $10 million or more.
Further, the base salary will be increased annually (i)
proportionally with any increase to the twelve month Consumer
Price Index or (ii) if the market capitalization of the Company is
more than two times greater than the Company's market
capitalization over the prior year, then the base salary shall be
increased by 0.25% of the difference of the Company market
capitalization over the prior year.

Mr. Tangredi is also entitled to receive a bonus not less than
75%, but not more than 200%, of his then effective base salary
should Mr. Tangredi meet or exceed certain performance goals.  The
performance goals are to be set by the Board of Directors of the
Company or the compensation committee of the Board of Directors,
if one is established.

Mr. Tangredi is also eligible to earn stock options or restricted
stock grants based on the Company's products sales and the
Company's stock price.  For each new product that commences
commercial sale or licensing and results in more than $1.5 million
of revenue in any twelve month period, Mr. Tangredi shall receive
a stock option to purchase 200,000 shares of the Company's stock.
These options shall be exercisable at (i) 75% of the market price,
if the Company conducts a secondary public offering of its common
stock, or (ii) the lower of (a) $0.50 per share or (b) the fair
market value of the common stock, if the Company has not conducted
a secondary public offering of its common stock.  Mr. Tangredi is
also entitled to stock options to purchase 500,000 shares of the
Company's common stock in the event (i) the Company conducts a
secondary public offering of common stock and (ii) the Company
common stock subsequently has a fair market value equal or
exceeding 200% of the price of the common stock in the secondary
public offering.

In the event Mr. Tangredi's employment is terminated due to
disability, without cause, or certain material breaches by the
Company, Mr. Tangredi shall be entitled to a severance payment
equal to the greater of (i) 300% his then base salary or (ii)
$630,000.  In the event Mr. Tangredi elects to resign following a
change of control of the Company, Mr. Tangredi is entitled to a
severance payment equal to the greater of (i) 300% his then base
salary or (ii) $420,000. In either event, in addition to the cash
severance, Mr. Tangredi is also entitled to (i) the continuation
of health care benefits for two years and (ii) the vesting of any
stock option grants.

The employment agreement has a term of three years, and
automatically renews once for a term of two years, then
subsequently automatically renews for a one year term until
written notice of termination or non-renewal is provided by the
Company or Mr. Tangredi, as applicable.

                        About Dais Analytic

Odessa, Fla.-based Dais Analytic Corporation has developed and
patented a nano-structure polymer technology, which is being
commercialized in products based on the functionality of these
materials.  The initial product focus of the Company is ConsERV,
an energy recovery ventilator.  The Company also has new product
applications in various developmental stages.

The Company reported a net loss of $1.43 million on $3.34 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $7.12 million on $1.53 million of revenue during the prior
year.

The Company's balance sheet at March 31, 2011, showed
$3.27 million in total assets, $11.35 million in total
liabilities, and a $8.08 million total stockholders' deficit.

Cross, Fernandez & Riley LLP, in Orlando, Fla., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the Company's 2010 financial results.
The independent auditors noted that the Company has incurred
significant losses since inception and has a working capital
deficit and stockholders' deficit of $2,861,448 and $6,722,092 at
Dec. 31, 2010.


DALPHIS HOLDINGS: Seeks Emergency Access to Cash Collateral
-----------------------------------------------------------
Andy Meek at the Daily News reports that Dalphis Holdings'
attorney filed a motion with the U.S. Bankruptcy Court for the
Western District of Tennessee saying the company entered into a
revolving line of credit with Trust One Bank prior to filing the
bankruptcy petition to provide the company with operating capital.
Her motion asks that the Company be allowed to use cash collateral
on an emergency basis to keep the company's operations going.

Dalphis Holding, LLC, a Memphis, Tenn.-based manufacturer of
window treatments, filed a Chapter 11 petition (Bankr. W.D. Tenn.
Case No. 11-24849) in its hometown on May 12, 2011.  Melanie T.
Vardaman, Esq., at Harris Jernigan & Geno, PLLC, in Ridgeland,
Missouri, serves as counsel to the Debtor.  The Company estimated
$1 million to $10 million in assets as of the Chapter 11 filing.


DEBUT BROADCASTING: Incurs $255,000 Net Loss in 1st Quarter
-----------------------------------------------------------
Debut Broadcasting Corporation, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, reporting a net loss of $254,981 on $245,439 of net revenue
for the three months ended March 31, 2011, compared with a net
loss of $280,381 on $409,256 of net revenue for the same period
during the prior year.

The Company's balance sheet at March 31, 2011, showed
$4.14 million in total assets, $4.49 million in total liabilities,
and a $255,451 total stockholders' deficit.

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

                        http://is.gd/ESKKtp

                     About Debut Broadcasting

Debut Broadcasting Corporation, Inc. (OTC BB: DBTB) --
http://www.debutbroadcasting.com/-- is a radio broadcasting and
syndication company that produces and distributes syndicated radio
programming to radio stations in the United States and Canada.
The company maintains radio syndication in Nashville, Tenn., and
produces and distributes 15 radio programs, which are broadcasted
over approximately 1,400 radio station affiliates.  It owns and
operates five broadcast radio stations, which include WIQQ FM
102.3 MHz in Leland, WBAQ FM 97.9 MHz and WNIX AM 1330 kHz in
Greenville, and WNLA FM 105.5 MHz and WNLA AM 1380 kHz in
Indianola, Miss.  The company is based in Nashville, Tenn.

The Company reported a net loss of $29,359 on $4.76 million of
gross revenues for the year ended Dec. 31, 2010, compared with a
net loss of $419,593 on $4.34 million of gross revenues during the
prior year.

As reported by the TCR on April 6, 2011, Silberstein Ungar, PLLC,
in Bingham Farms, Michigan, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred losses from
operations, has a working capital deficit, and is in need of
additional capital to grow its operations so that it can become
profitable.


DELTRON, INC: Posts $71,400 Net Loss in March 31 Quarter
--------------------------------------------------------
Deltron, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $71,431 on $823,5000 of sales for the three months
ended March 31, 2011, compared with a net loss of $159,644 on
$603,503 of sales for the three months ended March 31, 2010.

The Company reported a net loss of $254,590 on $1.7 million of
sales for the six-month period ended March 31, 2011, compared with
as net loss of $528,943 on $1.1 million of sales for the six-month
period ended March 31, 2010.

The Company's balance sheet at March 31, 2011, showed $4,168,559
in total assets, $$4,664,493 in current liabilities, $680,001 in
notes payable, and a stockholders' deficit of $1,175,935.

As reported in the TCR on Jan. 20, 2011, Cacciamatta Accountancy
Corporation, in Irvine, Calif., expressed substantial doubt about
Deltron, Inc.'s ability to continue as a going concern, following
its audit of the Company's consolidated financial statements for
the transition period from Jan. 1, 2010, to Sept. 30, 2010.  The
independent auditors noted that the Company has incurred recurring
losses from operations and negative cash flows from operating
activities and has a net stockholders' deficit.

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

                        http://is.gd/tVDJt9

Based in Garden Grove, Calif., Deltron, Inc., is a manufacturing
company with two distinct business segments: polyurethane and
rebreather.  The Company's primary business is Elasco, Inc., which
is focused on manufacturing technology for plastic and
polyurethane products.  The Company's secondary business segment
is focused on the development of deep-sea exploration breathing
technology marketed as Blu Vu.


DIGITILITI, INC: Intends to Hold Special Meeting of Stockholders
----------------------------------------------------------------
Certain stockholders Digitiliti, Inc., submitted proposals to the
Company stating that they represented a group of stockholders and
potential investors that would invest up to $1,500,000 via a
convertible note offering.  The proposal included a set of
conditions which required the Company to relinquish substantial
control to the investor group.

These proposals were discussed by the Board of Directors and were
rejected.  This information was communicated to these stockholders
via email and then telephonically.  Among the reasons for the
rejection:

   * The additional short term debt and the incurred interest
     would create a financial burden that would likely curtail
     business growth.

   * The disruption of the Management Team, a condition required
     by the investors, would delay the programs that are targeted
     to generate new customers and decrease the Company's
     probability of success.

   * The proposed approach would be detrimental to the holders of
     common stock based on the conversion price proposed and the
    "floating" nature of the conversion price was unacceptable.

   * Neither of the term sheets were binding nor was the
     commitment of funds clear.

The Board did agree that an equity investment proposal from this
group would be both welcomed and reviewed by the Board of
Directors.

The Company then received a request on May 12, 2011, from the
group for a Special Meeting of the Stockholders.  The request was
not proper under Delaware law or the Company's Certificate of
Incorporation and Bylaws and the Board of Directors does not
believe that a Special Meeting of Stockholders is in the best
interest of the Stockholders or the Company at this time.

A Special Meeting of the Stockholders of Digitiliti, Inc., a
Delaware Corporation, can only be called by the CEO or the Board
of Directors.  Neither has a plan to call a Special Meeting of the
Stockholders at this time, but the company presently intends to
hold its annual Stockholders meeting in October or November 2011.

A full-text copy of the letter to stockholders is available for
free at http://is.gd/nRoxzY

                      About Digitiliti, Inc.

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

The Company reported a net loss of $6.41 million on $2.14 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $5.17 million on $3.19 million of revenue during the prior
year.

As reported by the TCR on April 18, 2011, MaloneBailey, LLP, in
Houston, Texas, 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 losses from operations and has a working
capital deficit.


The Company's balance sheet at March 31, 2011, showed
$1.26 million in total assets, $2.64 million in total liabilities,
and a $1.38 million total stockholders' deficit.


DUTCH GOLD: Amended Q3 Form 10-Q Lowers Net Loss to $596,700
------------------------------------------------------------
Dutch Gold Resources, Inc., filed with the U.S. Securities and
Exchange Commission an amended quarterly report for the period
ended Sept. 30, 2010.  The Company's restated statement of
operations reflects a net loss of $596,731 on $0 of sales for the
three months ended Sept. 30, 2010, compared with a net loss of
$988,738 on $0 of sales, as originally reported.

The Company's restated balance sheet at Sept. 30, 2010, showed
$4.25 million in total assets, $8.33 million in total liabilities
and a $4.07 million total stockholders' deficit, compared with
$2.01 million in total assets, $6.05 million in total liabilities
and a $4.03 million total stockholders' deficit.

A full-text copy of the Form 10-Q, as amended, is available at no
charge at http://is.gd/hQtv1e

                         About Dutch Gold

Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI)
-- http://www.dutchgoldresources.com/-- is a junior gold miner
focused on developing its existing mining properties in North
America and acquiring and developing new mines that can enter into
production in 12 to 24 months.

The Company reported a net loss of $3.70 million on $0 of revenue
for the year ended Dec. 31, 2010, compared with a net loss of
$11.33 million on $0 of revenue during the prior year.

The Company reported a net loss of $1.18 million on $0 of revenue
for the three months ended March 31, 2011, compared with a net
loss of $987,438 on $0 of revenue for the same period during the
prior year.

The Company's balance sheet at March 31, 2011, showed
$4.22 million in total assets, $6.87 million in total liabilities,
and a $2.65 million total stockholders' deficit.

As reported, Hancock Askew & Co., LLP, in Atlanta, Georgia,
expressed substantial doubt about the Company's ability to
continue as a going concern, following the Company's 2010 results.
The independent auditors noted that the Company has limited
liquidity and has incurred recurring losses from operations.


EASTCHESTER PRECISION: Faces Involuntary Chapter 7 Bankruptcy
-------------------------------------------------------------
Brendon Nafziger at DOTmed News reports that Eastchester Precision
Medical was subject to an involuntary bankruptcy filing by its
sister company Precision Office Management Inc., which claims it's
owed $2 million.

According to the report, Eastchester Precision Medical made
headlines last year when outraged neighbors complained of the
noise from a giant tractor trailer allegedly illegally parked
outside its office that ran 24 hours a day.

DOTmed News says a local TV news reporter and a Bronx city
councilman then mounted a campaign against the building's owner,
Fitore Realty LLC., which had been receiving violations from NYC
Department of Buildings and Environmental Control Board, according
to WPIX News.  The MRI trailer, which residents said first
appeared in December 2009, vanished last September.

But a lawsuit filed in New York Eastern District Court on January
27 by Geico claims the whole operation was a fraud run by scammers
to bilk the insurance company of almost a million dollars, notes
Mr. Nafziger.

According to DOTmed News, Geico argues that while the office
claimed to provide MRI services, they were actually performed in
the neighborhood-annoying trailer parked out back.   And the
insurance giant claims it doesn't have to pay $922,000 from more
than 1,000 radiology claims because it alleges the scans were not
performed by the doctor who supposedly owned the office.

DOTmed News reports that in the suit, Geico accuses Dr. Edovard
Hazel, one of the defendants, of letting Eastern Precision or
Precision Office use his name in return for some type of
compensation, and that the doctor actually works full-time at
other practices, including one in Brooklyn.  The lawsuit also
alleges that the doctor, an internist, likely couldn't have read
the studies, as he isn't trained to interpret MRI exams.


EGPI FIRECREEK: Incurs $1.9 Million First Quarter Net Loss
----------------------------------------------------------
EGPI Firecreek, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $1.89 million on $60,259 of revenues for
the three months ended March 31, 2011, compared with a net loss of
$1.13 million on $0 revenue for the same period last year.

The Company's balance sheet at March 31, 2011, showed
$5.04 million in total assets, $5.25 million in total liabilities,
all current, $3.74 million in Series D preferred stock
subscription payable, and a stockholders' deficit of
$3.95 million.

M&K CPAS, PLLC, in Houston, expressed substantial doubt about EGPI
Firecreek's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has suffered recurring losses and negative cash flows from
operations.

A copy of the Form 10-Q is available at http://is.gd/WG8tD8

                       About EGPI Firecreek

Scottsdale, Ariz.-based EGPI Firecreek, Inc. (OTC BB: EFIR) was
formerly known as Energy Producers, Inc., an oil and gas
production company focusing on the recovery and development of oil
and natural gas.

The Company has been focused on oil and gas activities for
development of interests held that were acquired in Texas and
Wyoming for the production of oil and natural gas through Dec. 2,
2008.  Historically in its 2005 fiscal year, the Company initiated
a program to review domestic oil and gas prospects and targets.
As a result, EGPI acquired non-operating oil and gas interests in
a project titled Ten Mile Draw located in Sweetwater County,
Wyoming for the development and production of natural gas.  In
July 2007, the Company acquired and began production of oil at the
2,000 plus acre Fant Ranch Unit in Knox County, Texas.  This was
followed by the acquisition and commencement in March 2008 of oil
and gas production at the J.B. Tubb Leasehold Estate located in
the Amoco Crawar Field in Ward County, Texas.


EMISPHERE TECHNOLOGIES: Two Directors Elected at Annual Meeting
---------------------------------------------------------------
Emisphere Technologies, Inc., held its annual meeting of
stockholders on May 24, 2011.  The stockholders elected both Dr.
Mark H. Rachesky and Dr. Michael Weiser as directors to serve a
term expiring at the third succeeding annual meeting of
stockholders after their election or until their respective
successors are duly elected and qualified.  The stockholders
approved, on an advisory basis, the compensation of the Company's
named executive officers.  The stockholders approved, on an
advisory basis, the holding of an advisory vote on executive
compensation on an annual basis.

                   About Emisphere Technologies

Based in Cedar Knolls, New Jersey, Emisphere Technologies, Inc.
(OTC BB: EMIS) -- http://www.emisphere.com/-- is a
biopharmaceutical company that focuses on a unique and improved
delivery of pharmaceutical compounds and nutritional supplements
using its Eligen(R) Technology.  The Eligen(R) Technology can be
applied to the oral route of administration as well other delivery
pathways, such as buccal, rectal, inhalation, intra-vaginal or
transdermal.

Since its inception in 1986, Emisphere has generated significant
losses from operations.  Emisphere anticipates it will continue to
generate significant losses from operations for the foreseeable
future, and that its business will require substantial additional
investment that it has not yet secured.

The Company reported a net loss of $56.91 million on $100,000 of
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $16.82 million on $92,000 of revenue during the prior year.


ENERJEX RESOURCES: Incurs $2.84-Mil. First Quarter Net Loss
-----------------------------------------------------------
Enerjex Resources, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $2.84 million on $1.37 million of oil and gas revenues
for the three months ended March 31, 2011, compared with a net
loss of $1.60 million on $1.15 million of oil and gas revenues for
the same period during the prior year.

The Company's balance sheet at March 31, 2011, showed
$31.80 million in total assets, $14.63 million in total
liabilities, and $17.17 million in total stockholders' equity.

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

                        http://is.gd/8F8pzD

                      About EnerJex Resources

Overland Park, Kansas-based EnerJex Resources, Inc., formerly
known as Millennium Plastics Corporation, is an oil and natural
gas acquisition, exploration and development company.  The
Company's oil and natural gas acquisition and development
activities are currently focused in Eastern Kansas.


EPAZZ, INC: Reports Net Income of $25,900 in First Quarter
----------------------------------------------------------
EPAZZ, Inc., filed its quarterly report on Form 10-Q, reporting a
net income of $25,884 on $206,183 of revenue for the three months
ended March 31, 2011, compared with a net loss of $44,277 on
$50,760 of revenue for the same period last year.

The Company's balance sheet at March 31, 2011, showed $1.9 million
in total assets, $1.3 million in total liabilities, and
stockholders' equity of $557,841.

As of March 31, 2011, EPAZZ had an accumulated deficit of
$2.0 million and a working capital deficit of $203,056.  The
Company had a working capital deficit of $219,946 at Dec. 31,
2010.

                        Bankruptcy Warning

The Company currently anticipates that it will need approximately
$100,000 to continue its operations for the next 12 months,
including any funds the Company will need to make the monthly
payments on its promissory note with Mr. Arthur A. Goes (the
seller of Desk Flex, Inc., and Professional Resource Management,
Inc.), the June 2008 note due to Star Financial Corporation, the
IntelliSys promissory note and the Third Party Lender Note.

"In the event that we are unable to repay our current and long-
term obligations as they come due, we could be forced to curtail
or abandon our business operations, and/or file for bankruptcy
protection; the result of which would likely be that our
securities would decline in value and/or become worthless," the
Company said in the filing.

                          Going Concern

As reported in the TCR on April 26, 2011, Lake & Associates, CPA's
LLC, in Schaumburg, Illinois, expressed substantial doubt about
EPAZZ, Inc.'s ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company has a significant accumulated deficit and continues to
incur losses.

A copy of the Form 10-Q is available at http://is.gd/OQk0NR

                         About EPAZZ Inc.

Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of
Illinois on March 23, 2000, to create software to help college
students organize their college information and resources.  The
idea behind the Company was that if the information and resources
provided by colleges and universities was better organized and
targeted toward each individual, the students would encounter a
personal experience with the college or university that could lead
to a lifetime relationship with the institution.  This concept is
already used by business software designed to retain relationships
with clients, employees, vendors and partners.


EVERGREEN ENERGY: Completes Settlement with Holders of 2007 Notes
-----------------------------------------------------------------
Evergreen Energy Inc. announced the completion of the settlement
and termination of the pending litigation with certain holders of
its 2007 Notes and 2009 Notes.  The termination follows the
company's Feb. 2, 2011, announcement that it had entered into a
Forbearance and Settlement Agreement with certain holders of its
2007 Notes and the holders of its 2009 Notes, subject to certain
conditions.

Ilyas Khan, executive chairman of Evergreen, stated, "We are
pleased to have come to a final resolution with the Settling 2007
Noteholders, including the termination of the outstanding
litigation and the ongoing redemption of $17.3 million of our
outstanding debt in exchange for $6.76 million in cash plus
warrants.  Our focus is now as it should be, on developing our K-
Fuel technology, generating revenue and building value for our
shareholders."

On May 17, 2011, the Company satisfied all conditions under the
Settlement Agreement and the transactions contemplated by the
Settlement Agreement were completed, including: (i) the purchase
by the 2009 Noteholders of $3.2 million of 2007 Notes from the
Settling 2007 Noteholders for a price of $1.6 million; (ii) the
ongoing redemption of $17.3 million in aggregate face value of
2007 Notes previously held by the Settling 2007 Noteholders,
including the 2007 Notes purchased by the 2009 Noteholders; (iii)
the issuance of warrants to the 2009 Noteholders for the purchase
of up to 200,000 shares of the company's common stock at $1.89 per
share; and (v) the issuance to the 2009 Noteholders a one-year
$1.55 million convertible note, bearing interest at 7% per annum
and convertible  into shares of the company's common stock at a
conversion price equal to $1.89 per share.

                      About Evergreen Energy

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

The Company reported a net loss of $21.02 million on $403,000 of
total operating revenue for the year ended Dec. 31, 2010, compared
with a net loss of $58.53 million on $423,000 of total operating
revenue during the prior year.

The Company's balance sheet at March 31, 2011, showed
$33.50 million in total assets, $37.62 million in total
liabilities, and a $4.12 million total stockholders' deficit.

Hein & Associates LLP, in Denver, Colo., expressed substantial
doubt about Evergreen Energy's ability to continue as a going
concern.  The independent auditors noted that the Company has
suffered recurring losses from operations and has had recurring
cash used in operations.


FLINTKOTE CO: Wants Additional Time on Negotiate on Plan
--------------------------------------------------------
The Flintkote Company and Flintkote Mines Limited, ask the U.S.
Bankruptcy Court for the District of Delaware to extend their
exclusive periods to file and solicit acceptances for the proposed
chapter 11 plan until Oct. 31, 2011, and Dec. 31, respectively.

This is the Debtors' twentieth request for an extension in their
exclusivity periods.  The Debtors relate that the Official
Committee of Asbestos Personal Injury Claimants and the legal
representative of future asbestos claimants support the relief
sought in the motion.

The Debtors relate that the modified amended plan represents
extensive negotiations between the plan proponents and their
cooperative efforts to formulate a consensual plan of
reorganization that rehabilitates the Debtors and maximizes the
pool of assets available to creditors.  The plan provides for the
reorganization of the Debtor and channeling of the Debtors'
asbestos-related liabilities to a trust liabilities to a trust
governed by a detailed trust distribution procedures.

The modified plan has been accepted by all classes of creditors
and claimants, including a majority of Asbestos Personnel Injury
Claimants.

                  About The Flintkote Company

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

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

No request has been made for the appointment of a trustee or
examiner in the Debtors' cases.


FLINT TELECOM: Amends Dec. 31 Form 10-Q to Correct Errors
---------------------------------------------------------
Flint Telecom Group, Inc., filed with the U.S. Securities and
Exchange Commission Amendment No. 2 to the Quarterly Report on
Form 10-Q for the quarterly period ended Dec. 31, 2010, of Flint
Telecom Group, Inc., filed with the SEC on Feb. 22, 2011 to amend
the following sections:

   (i) The Condensed Consolidated Balance Sheet of the unaudited
       financial statements, related to a reclassification of the
       Series H Convertible Preferred Stock;

  (ii) The Condensed Consolidated Statement of Stockholders'
       Deficit, related to a reclassification of the Series H
       Convertible Preferred Stock;

(iii) Note 5 to the unaudited financial statements, related to
       the Series H Convertible Preferred Stock;

  (iv) Note 15 of the unaudited financial statements, related to
       the Series H Convertible Preferred Stock; and

   (v) Item 4: Controls and Procedures.

The Company's amended balance at Dec. 31, 2010, showed $10.18
million in total assets, $17.73 million in total liabilities,
$4.87 million in redeemable equity securities, $5.18 million in
convertible preferred stock and a $17.61 million total
stockholders' deficit, compared with $10.2 million in total
assets, $17.7 million in total liabilities, $4.9 million in
redeemable equity securities, and a stockholders' deficit of
$12.4 million, as originally reported.

The Company reported reporting a net loss of $2.2 million on $4.4
million of revenues for the three months ended Dec. 31, 2010,
compared with a net loss of $10.0 million on $4.1 million of
revenues for the same period of the prior fiscal year.

A full-text copy of the Amended Quarterly Report is available for
free at http://is.gd/Sm9vZX

                        About Flint Telecom

Overland Park, Kan.-based Flint Telecom Group, Inc. (OTC BB: FLTT)
-- http://www.flinttelecomgroup.com/-- operates its business
through six wholly-owned subsidiaries, Cable and Voice
Corporation, Phone House, Inc., Flint Prepaid, Inc. (previously
named Wize Communications, Inc.), Digital Phone Solutions, Inc.,
Ingedigit International, Inc. and Gotham Ingedigit Financial
Processing Corp. dba Power2Process.  The Company provides next
generation turnkey voice, data and wireless services through
partner channels primarily in the United States.

The Company's balance sheet at March 31, 2011, showed
$9.25 million in total assets, $18.22 million in total
liabilities, $5.06 million in redeemable equity securities,
$5.43 million in convertible preferred stock, and a $19.47 million
total stockholders' deficit.

                           Going Concern

As reported in the Troubled Company Reporter on Oct. 26, 2010,
L.L, Bradford & Company, LLC, in Las Vegas, Nev., expressed
substantial doubt about Flint Telecom's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2010.  The independent auditors noted that the
Company has suffered losses from operations, negative cash flows
from operations and current liabilities exceed current assets.

In the Form 10-Q, Flint acknowledged that it had a net loss of
$6,463,091 for the nine months ended March 31, 2011, and
$28,865,778 for the year ended June 30, 2010, negative cash flow
from operating activities of $830,998 for the nine months ended
March 31, 2011, an accumulated stockholder's deficit of
$57,535,819 and a working capital deficit of $15,859,194 as of
March 31, 2011.  Also, as of March 31, 2011, the Company had
limited liquid and capital resources.  The Company is currently
largely dependent upon obtaining sufficient short and long term
financing in order to continue running our operations.

As of May 19, 2011, the Company has a total of approximately $3.7
million of loan principal that is past due from a total principal
balance of approximately $6.7 million, representing 14 individual
parties.  Under the terms of the loan agreements the $6.7 million
principal is payable.  In addition, approximately $2.1 million of
accumulated interest, preferred share dividends and related
penalties is past due on these loans.  The Company is in active
discussions with these parties about the outstanding debt and
rescheduling payments in the future based on the business progress
during 2010 and the ability of the Company to meet the new
arrangements from the Kodiak funding.  Of the 14 parties, five
have initiated legal proceedings, the remainder, including the
Company's secured lender, have not initiated legal proceedings.
Of the five that have taken legal steps, the Company believes that
suitable payment terms will be agreed upon over the duration of
the Kodiak funding.  In addition to these loans, the Company has
approximately $1.2 million of trade payables that are past due.
Four parties have received summary judgments, as reported in the
Company's Form 10-K for the year ended June 30, 2010, and in this
quarterly report, and the Company has been served with a pending
action from another.  Despite receiving these judgments, the
Company has agreed to terms to pay down one of the larger amounts
over two years.  Management is confident the Company will be
successful in satisfying these obligations prior to foreclosure or
bankruptcy.  However, there is no assurance that any additional
capital will be raised.

According to the Form 10-Q, the Company's ability to continue as a
going concern is dependent upon its ability to attract new sources
of capital, exploit the growing telecom and prepaid financial
services market in order to attain a reasonable threshold of
operating efficiency and achieve profitable operations.


FLORIDA EXTRUDERS: Seeks Approval Auction Its Assets June 14
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Florida Extruders
International Inc. has asked a bankruptcy judge to approve a quick
sale timeline that would allow the metal-shaping manufacturer to
sell itself within weeks through a deal that could lead its top
lender, Wells Fargo Bank, to take over.

Headquartered in Sanford, Florida, Florida Extruders
International, Inc. -- http://www.floridaextruders.com/-- 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 filed a bare-
bones Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-07761) on
April 25, 2011.  The Debtor has $26.3 million in assets and
$16.9 million in debt, mainly owed to lender Wells Fargo & Co.
The case has been assigned to Judge K. Rodney May.  Christopher C.
Todd, Esq., at McIntyre, Panzarella, Thanasides, serves as the
Debtor's counsel.


FNB UNITED: Jacob Alexander Resigns as Director
-----------------------------------------------
Jacob F. Alexander III, a director of FNB United Corp. and its
bank subsidiary, CommunityONE Bank, N.A., resigned from the boards
of directors of FNB United and CommunityONE Bank effective May 26,
2011.

Mr. Alexander's resignation was for personal and business reasons,
and not because of a disagreement with FNB United or CommunityONE
Bank or their respective boards of directors.

                         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's balance sheet at March 31, 2011, showed
$1.82 billion in total assets, $1.89 billion in total liabilities,
and a $67.70 million total shareholders' deficit.

The Company incurred significant net losses in 2009, which
continued in 2010 and 2011, primarily from the higher provisions
for loan losses due to the significant level of nonperforming
assets and the write-off of goodwill.

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.


FRANK PARSONS: Supply Room Acquires Assets Out of Bankruptcy
------------------------------------------------------------
Louis Llovio at the Times Dispatch reports that the Supply Room
Cos. has bought Frank Parsons Paper Co.'s assets out of
bankruptcy.  The sale price was $2 million, plus 50% of the value
of remaining inventory.  Yancey Jones, president of Supply Room,
said the purchase helps his company expand its presence in the
Maryland and Washington markets.  A U.S. Bankruptcy Court judge in
Maryland approved the sale in April.  The sale was finalized May
6.

                       About Frank Parsons

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

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

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

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


GAMETECH INT'L: Inks Transition Employment Pact with W. Fasig
-------------------------------------------------------------
William P. Fasig and GameTech International, Inc., entered into a
Transition Employment Agreement, resulting from Mr. Fasig's desire
to change his role within the Company in order to relocate his
family from Reno, Nevada.  Pursuant to the Agreement, Mr. Fasig
will resign as President & Chief Executive Officer of the Company
on the earlier to occur of: (1) the date the Company's quarterly
report on Form 10-Q for the period ending May 1, 2011, is
completed and filed; or (2) the date the Company appoints a new
President & Chief Executive Officer.  Following the effectiveness
of his resignation, Mr. Fasig will serve as a consultant to the
Company through Nov. 11, 2011, pursuant to the terms of the
Agreement.  The Agreement also provides that Mr. Fasig will
continue to receive his current base salary through May 27, 2011.
After May 27, 2011, and until the Departure Date, Mr. Fasig will
receive compensation totaling $110,000 less applicable payroll
taxes and income tax withholdings.  Until the Departure Date, (i)
the Company will continue to reimburse Mr. Fasig for all
reasonable expenses incurred in performing his duties and
responsibilities for the Company, (ii) Mr. Fasig will be eligible
to participate in certain benefit plans for which he was eligible
as President & Chief Executive Officer, and (iii) the equity
awards previously granted to Mr. Fasig will continue to vest until
the Departure Date and all vested portions of his previously
granted equity awards shall be exercisable prior to and following
the Departure Date in accordance with the terms of the applicable
equity award agreement.  Mr. Fasig will not receive any of the
compensation or other benefits mentioned above if he voluntarily
resigns, his employment is terminated by the Company for cause, or
in the event of a material breach prior to the Departure Date.
The Agreement also contains a non-competition covenant that
prohibits Mr. Fasig from engaging, directly or indirectly, in any
business in competition with the Company for a period of 12 months
after the Transition Date, a non-solicitation covenant relating to
customers, distributors and employees of the Company applicable
for a period of 12 months after the Transition Date and a
confidentiality provision.

                          About GameTech

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

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

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

The Company's balance sheet at Jan. 30, 2011 showed $40.86 million
in current assets, $31.47 million in current liabilities and $9.39
million in total stockholders' equity.


GARY PHILLIPS: Hires Wayne Turbyfield as Accountant
---------------------------------------------------
Gary Phillips Construction, LLC, asks authorization from the
U.S. Bankruptcy Court for the Eastern District of Tennessee to
employ:

         Wayne Turbyfield
         Lewis & Associates P.C.
         136 Princeton Rd.
         Johnson City, TN 37601-2502
         (423) 926-5138

as accountant for the Debtor.

The professional services to be rendered by Wayne Turbyfield are
to include:

     A. Review and assist in the preparation of monthly financial
        statements (in accordance with United States Trustee
        requirements), bank reconciliations, check registers and
        detail general journals.

     B. Review of all monthly, quarterly, and annual tax returns.

     C. Perform all other accounting services as needed for Debtor
        as Debtor-In-Possession.

The terms of the employment of said accountant as agreed to by
the Debtor-In-Possession, subject to the court, is that services
shall be billed as follows:

      CPA                  $135.00 per hour
      Staff Accountant     $ 70.00 per hour
      Support Staff        $ 37.00 per hour

The hourly rates and monthly fees are subject to periodic
adjustments to reflect economic and other conditions.

Wayne Turbyfield represents no interest adverse to Debtor as
Debtor-In-Possession or the estate in the matters upon which he
is to be engaged for the Debtor-In-Possession, and his employment
will be to the best interest of this estate within the meaning
of U.S.C. 101 (14).

                  About Gary Phillips Construction

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


GATEHOUSE MEDIA: Two Directors Elected at Annual Meeting
--------------------------------------------------------
At the Annual Meeting of Stockholders held on May 26, 2011, the
stockholders of GateHouse Media, Inc, elected Michael E. Reed and
Burl Osborne, two class II directors of the Company, which
constitutes all the directors of such class.  The Company's
stockholders ratified the selection of Ernst & Young LLP as the
Company's independent registered public accounting firm for the
year ending Dec. 31, 2011.

                       About GateHouse Media

GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications.  GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.

The Company reported a net loss of $26.64 million on $558.58
million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $530.61 million on $584.79 million of
total revenue for the year ended Dec. 31, 2009.

The Company's balance sheet at March 27, 2011, showed
$524.57 million in total assets, $1.32 billion in total
liabilities, and a $802.19 million total stockholders' deficit.


GENTA INC: Has 181.89 Million Outstanding Common Shares
--------------------------------------------------------
The number of outstanding shares of Genta Incorporated common
stock par value $0.001 as of May 27, 2011, is 181,890,300.

                    About Genta Incorporated

Berkeley Heights, New Jersey-based Genta Incorporated (OTC BB:
GNTA) -- http://www.genta.com/-- is a biopharmaceutical company
engaged in pharmaceutical (drug) research and development.  The
Company is dedicated to the identification, development and
commercialization of novel drugs for the treatment of cancer and
related diseases.

EisnerAmper LLP, in Edison, New Jersey, expressed substantial
doubt about Genta's ability to continue as a going concern.  The
independent auditors noted that of the Company's recurring losses
from operations, negative cash flows from operations and current
maturities of convertible notes payable.

Amper, Politziner & Mattia, LLP, in Edison, New Jersey, did not
include a going concern explanatory paragraph in its audit report
on the Company's financial statements for fiscal 2009.

The Company reported a net loss of $167.3 million on $257,000 of
sales for 2010, compared with a net loss of $86.3 million on
$218,000 for 2009.

The Company's balance sheet at March 31, 2011, showed $10.82
million in total assets, $14.13 million in total liabilities and a
$3.31 million total stockholders' deficit.


GLAZIER GROUP: Can Continue Using Cash Collateral Until June 30
---------------------------------------------------------------
On May 4, 2011, The Glazier Group, Inc., obtained interim
authorization from the U.S. Bankruptcy Court for the Southern
District of New York to continue using cash collateral of General
Electric Capital Corporation from May 6, 2011, until June 30,
2011.

A hearing to consider entry of a final order authorizing the
Debtor's use of cash collateral will be held on June 28, 2011, at
10:00 a.m.

As reported in the TCR on Nov. 25, 2010, the Debtor owes GECC
$5.8 million in connection with a certain prepetition loan.  GECC
asserts a perfected security interest against, inter alia, the
Debtor's and its affiliates' inventory and accounts receivable.

In exchange for using the cash collateral, the Debtor will grant
the Lender, a valid, binding, enforceable and automatically
perfected lien, and security interest in the Debtor's presently
owned or hereafter acquired property and assets to the extent that
the property and assets would have constituted prepetition
collateral.

                     About The Glazier Group

New York-based The Glazier Group, Inc., filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-16099) on Nov.
15, 2010.  Frederick E. Schmidt, Esq., Joshua Joseph Angel,
Esq., and Seth F. Kornbluth, Esq., at Herrick, Feinstein LLP,
represent the Debtor in its restructuring effort.  John Dunne of
Renewal Ventures, LLC, is the Debtor's Chief Restructuring Officer
("CRO").  The Company disclosed assets of $15.2 million and
liabilities of $26.8 million as of the Petition Date.

Ronald J. Friedman, Esq., Katina Brountzas, Esq., and Sheryl P.
Busell, Esq., at SilvermanAcampora LLP, in Jericho, New York,
represent the Official Committee of Unsecured Creditors.  FTI
Consulting, Inc., serves as the Official Committee of Unsecured
Creditors' financial advisor.


GLOBAL SHIP: Incurs $4 Million Net Loss in 2010
-----------------------------------------------
Global Ship Lease, Inc., filed with the U.S. Securities and
Exchange Commission its Annual Report on Form 20-F reporting a net
loss of US$4.00 million on US$158.80 million of time charter
revenue for the year ended Dec. 31, 2010, compared with net income
of US$42.40 million on $148.70 million of time charter revenue for
the same period during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed US$981.00
million in total assets, US$532.80 million in long-term debt and
US$324.60 million in stockholders' equity.

A full-text copy of the Form 20-F is available for free at:

                        http://is.gd/zjiJpL

                      About Global Ship Lease

London-based Global Ship Lease (NYSE: GSL, GSL.U and GSL.WS)
-- http://www.globalshiplease.com/-- is a containership charter
owner. Incorporated in the Marshall Islands, Global Ship Lease
commenced operations in December 2007 with a business of owning
and chartering out containerships under long-term, fixed rate
charters to world class container liner companies.

Global Ship Lease owns 17 vessels with a total capacity of 66,297
TEU with a weighted average age at June 30, 2010, of 6.3 years.
All of the current vessels are fixed on long-term charters to CMA
CGM with an average remaining term of 8.6 years.  The Company has
contracts in place to purchase two 4,250 TEU newbuildings from
German interests for approximately $77 million each that are
scheduled to be delivered in the fourth quarter of 2010.  The
Company also has agreements to charter out these newbuildings to
Zim Integrated Shipping Services Limited for seven or eight years
at charterer's option.

PricewaterhouseCoopers expressed substantial doubt about the
Company's ability to continue as a going concern, following the
Company's results for 2009 and 2010.  The Company acknowledged
that if the leverage ratio under its credit facility exceeds the
permitted level, the lenders may require the Company to make an
additional prepayment of the borrowings or provide additional
security, which the Company may not be able to do and would likely
cause a default under the credit facility and which would raise
substantial doubt about its ability to continue as a going
concern.  The Company added that if CMA CGM ceases doing business
or fails to perform its obligations under its charters, its
business, financial position and results of operations would be
materially adversely affected.


FRANKLIN CREDIT: Enters Into Term Sheet with Huntington National
----------------------------------------------------------------
Franklin Credit Holding Corporation and certain of its
subsidiaries on May 11, 2011, entered into a term sheet with The
Huntington National Bank to amicably resolve the Bank's allegation
that a default had occurred under the Company's legacy credit
agreement with the Bank and its participating banks, dated as of
March 31, 2009, as amended, due to a failure to make certain
payments under certain interest rate hedge agreements.  On May 23,
2011, the Company entered into various agreements implementing the
transactions contemplated by the Term Sheet.

-- Settlement Agreement

On May 23, 2011, the Company entered into a settlement agreement
with the Bank, a subsidiary of the Bank's parent, and the Bank's
lending participants covering the surrender and transfer of the
Company's investment in preferred stock and common stock of the
Bank's REIT subsidiary held by the Company in exchange for:

     * a reduction of the outstanding balance of the Bank's
       portion of tranche A debt pursuant to the terms of the
       Legacy Credit Agreement by an amount equal to $478 million;

     * full satisfaction of indebtedness relating to the Interest
       Rate Swaps totaling approximately $14.7 million;

     * an amendment to the Legacy Credit Agreement and associated
       pledge agreement;

     * a discharge of the limited recourse guarantee of the
       Company under the Legacy Credit Agreement;

     * a waiver of the Specified Default;

     * an amendment to the credit facility of the Company and its
       mortgage servicing subsidiary, Franklin Credit Management
       Corporation, dated as of March 2009, as amended; and

     * a comprehensive release of claims by the Company in favor
       of the Bank and its lending participants.

Contemporaneously with the execution of the Settlement Agreement,
the Company surrendered the REIT Securities to the Bank and
entered into the agreements described below.  As result of the
Company voluntarily surrendering and transferring to the Bank the
REIT Securities, the Company's principal source of cash flow to
meet its obligations with respect to its approximately $778
million of outstanding indebtedness under the Legacy Credit
Agreement remaining after the surrender of the REIT Securities
will be eliminated, resulting in accrued and unpaid interest being
added to the outstanding principal balance of the legacy debt that
the Company will be unable to pay at the maturity of the Legacy
Credit Agreement on March 31, 2012.

The Company's operating losses will increase commencing with the
quarter ended Sept. 30, 2011, and in the years 2012 and beyond due
to the absence of dividend income on the preferred REIT
Securities.

-- Legacy Credit Agreement

The Legacy Credit Agreement was amended to (1) delete the
Registrant as a guarantor, (2) waive the Specified Default, and
(3) permit the transfer to the Company of assets, amounting
principally to approximately $370,000 in cash, of Franklin Credit
Loan Servicing LLC, an inactive limited purpose entity, and the
subsequent dissolution or merger of FCLS into the Company.

-- Pledge Agreement

The pledge agreement between the Company and the Bank dated
March 31, 2009, as amended, which was entered into in connection
with the Legacy Credit Agreement, was further amended to release
the equity interest in FCLS that had been pledged by the
Registrant to the Bank.  However, the Company will remain a
pledgor, other than with respect to the interests of FCLS, under
the Pledge Agreement.

-- Limited Recourse Guaranty

The Limited Recourse Guarantee between the Company and the Bank
dated March 31, 2009, which was entered into in connection with
the Legacy Credit Agreement, was released, cancelled and
discharged.

-- Licensing Credit Agreement

The term of the Licensing Credit Agreement between the Company and
FCMC, on the one hand, and the Bank and its participating lenders,
on the other hand, dated March 31, 2009, as amended, was extended
to Sept. 30, 2012, and the financial covenant that the Company and
FCMC maintain a minimum amount of net income before taxes was
deleted.

                   About Franklin Credit Holding

Franklin Credit Holding Corporation (OTC BB: FCMC)
-- http://www.franklincredit.com/-- is a specialty consumer
finance company primarily engaged in the servicing and resolution
of performing, reperforming and nonperforming residential mortgage
loans, including specialized loan recovery servicing, and in the
analysis, pricing, due diligence and acquisition of residential
mortgage portfolios for third parties.  The Company's executive,
administrative and operations offices are located in Jersey City,
N.J.

The Company reported a net loss of $55.27 million on
$41.74 million of total revenue for the year ended Dec. 31, 2010,
compared with a net loss of $357.82 million on $244.75 million of
total revenue during the prior year.

As reported by the TCR on April 4, 2011, Marcum LLP, in New York,
noted that the Company's recurring losses from operations and
stockholders' deficit raise substantial doubt about its ability to
continue as a going concern.

The Company's balance sheet at March 31, 2011, showed $512.91
million in total assets, $1.34 billion in total liabilities and a
$836.66 million total stockholders' deficit.


FRE REAL ESTATE: US Trustee Says Garsek Has Conflict of Interest
----------------------------------------------------------------
William T. Neary, U.S. Trustee for Region 6, asks the U.S.
Bankruptcy Court to deny FRE Real Estate, Inc.'s request to employ
Barlow Garsek & Simon LLP as its bankruptcy counsel.

As reported in the Troubled Company Reporter on May 12, 2011, the
Debtor told the Court that Barlow Garsek will be representing the
Debtor in the Chapter 11 proceedings.  The Debtor also assured the
Court that Barlow Garsek is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.

The U.S. Trustee explains that Barlow Garsek has an actual
conflict of interest which prohibits its employment.  The U.S.
Trustee relates that the Debtor's firm maintains an office in the
Fenton Centre, and by agreement, was not paying rent on that
space.

While the firm contends its representation of TCI, the Debtor's
former parent, three factors support a finding that Barlow Garsek
lacks disinterest:

   -- SOFA question 10 indicates hundreds of transfers by the
      Debtor to TCI as part of account sweeps, totaling
      approximately $2,800,000 over the two years prior to filing.
      BGS has acknowledged due to its established relationship
      with TCI if any of those transfers are potential chapter 5
      causes of action, they will not be able to represent the
      Debtor in pursing those transfers.

   -- there is no compelling reason to ignore this conflict; and

   -- Barlow Garsek cannot demonstrate that other counsel is not
      available to represent the Debtor.

                      About FRE Real Estate

Fort Worth, Texas-based FRE Real Estate, Inc., aka Fenton Real
Estate, Inc., owns a commercial real estate complex comprising two
seven-story office towers totaling approximately 696,458 square
feet and two five-level parking garages located at 1501-1503 and
1505-1507 LBJ Freeway in Farmer's Branch, Texas 75234.

FRE Real Estate filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 11-42042) on April 4, 2011.  Robert A. Simon,
Esq., at Barlow Garsek & Simon, LLP, serves as the Debtor's
bankruptcy counsel.  The Debtor disclosed $70,635,902 in assets
and $66,887,513 in liabilities as of the Chapter 11 filing.

The Debtor intends to recast the mortgage through a plan note with
a longer maturity, at the same interest rate.  Alternatively, the
Debtor may elect to sell the Property in a controlled liquidation.
Because the mortgage grants a lien on the rents and other charges
generated by the Property, NexBank has a lien on the Debtor's
cash.

FRE Real Estate previously filed for Chapter 11 bankruptcy
protection on Jan. 4, 2011 (Bankr. N.D. Tex. Case No. 11-30210).
John P. Lewis, Jr., at the Law Office of John P. Lewis, Jr.,
served as the Debtor's bankruptcy counsel.  Wells Fargo Capital
Finance, a major secured creditor of the Debtor, however, asked
the Bankruptcy Court to dismiss the Debtor's Chapter 11 bankruptcy
case on the grounds that the petition was filed in bad faith.

Bankruptcy Judge Barbara J. Houser agreed to dismiss the case,
acknowledging that there was no "good business justification" for
TCI Texas Properties LLC to transfer 10 properties securing the
Wells Fargo loan to FRE -- and at the same time other affiliates
of TCI transferring numerous properties to FRE -- then later have
FRE file for bankruptcy.  Judge Houser said that absent the "new
debtor syndrome", bankruptcy law would have put each mortgage
lender "substantially in control, if not in complete control."

To date, no committee of unsecured creditors has been appointed.


GLOBAL SHIP: Reports $10.8-Mil. Net Profit in First Quarter
-----------------------------------------------------------
Global Ship Lease, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 6-K reporting net
income of US$10.84 million on US$39.10 million of time charter
revenue for the three months ended March 31, 2011, compared with
net income of US$3.28 million on US$39.15 million of time charter
revenue for the same period during the prior year.

The Company's balance sheet at March 31, 2011, showed
US$972.14 million in total assets, US$636.60 million in total
liabilities and $335.54 million in total stockholders' equity.

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

                        http://is.gd/gv2Kh0

                       About Global Ship Lease

London-based Global Ship Lease (NYSE: GSL, GSL.U and GSL.WS)
-- http://www.globalshiplease.com/-- is a containership charter
owner.  Incorporated in the Marshall Islands, Global Ship Lease
commenced operations in December 2007 with a business of owning
and chartering out containerships under long-term, fixed rate
charters to world class container liner companies.

Global Ship Lease owns 17 vessels with a total capacity of 66,297
TEU with a weighted average age at June 30, 2010, of 6.3 years.
All of the current vessels are fixed on long-term charters to CMA
CGM with an average remaining term of 8.6 years.  The Company has
contracts in place to purchase two 4,250 TEU newbuildings from
German interests for approximately $77 million each that are
scheduled to be delivered in the fourth quarter of 2010.  The
Company also has agreements to charter out these newbuildings to
Zim Integrated Shipping Services Limited for seven or eight years
at charterer's option.

The Company reported a net loss of $3.97 million on
$158.84 million of time charter revenue for the year ended
Dec. 31, 2010, compared with net income of $42.37 million on
$148.71 million of time charter revenue during the prior year.


GMX RESOURCES: Nine Directors Elected at Annual Meeting
-------------------------------------------------------
GMX Resources Inc. held its 2011 annual meeting of stockholders in
Oklahoma City, Oklahoma, on May 26, 2011.  The stockholders
elected all of the Company's nominees for director, approved an
advisory vote on executive compensation as disclosed in the
Company's proxy statement for the Annual Meeting, voted to hold
future advisory votes on executive compensation on an annual basis
and ratified the appointment of Grant Thornton LLP as the
Company's independent auditors for the fiscal year ending
Dec. 31, 2011.

A total of 48,652,833 shares of the Company's common stock were
present at the meeting in person or by proxy, which represented
approximately 86% of the outstanding shares of the Company's
common stock as of April 11, 2011, the record date for the Annual
Meeting.

These are the director nominees elected at the Annual Meeting:

   (1) Ken L. Kenworthy, Jr.
   (2) T. J. Boismier
   (3) Thomas G. Casso
   (4) Michael G. Cook
   (5) Steven Craig
   (6) Ken L. Kenworthy, Sr.
   (7) J. David Lucke
   (8) Jon W. "Tucker" McHugh
   (9) Michael J. Rohleder

                        About GMX Resources

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

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

The Company's balance sheet at March 31, 2011, showed $606.60
million in total assets, $413.10 million in total liabilities and
$193.50 million in total equity.

                           *     *     *

GMX Resources got a first time 'Caa1' Corporate Family Rating
and SGL-3 Speculative Grade Liquidity rating from Moody's
Investors Service in February 2011.  GMX's 'Caa1' CFR reflects its
small size, limited diversification, production that is 97%
natural gas in a low gas price environment, high leverage on
production and reserves, and the risks inherent
in developing its newly acquired oil focused Bakken and Niobrara
acreage while outspending cash flow," commented Jonathan
Kalmanoff, Moody's Analyst.  "The rating also considers the
potential for improvement in both profitability and
diversification if GMX is successful in developing its newly
acquired acreage, the pre-funding of the majority of 2011 capital
spending through both debt and equity offerings, a lack of
required drilling to hold acreage in the company's East Texas
properties, and hedges in place which add support to realized
prices for gas production through 2012."

As reported by the TCR on April 25, 2011, Standard & Poor's
Ratings Services said it assigned its 'B-' corporate credit rating
to Oklahoma City-based GMX Resources Inc.  The outlook is stable.
"The ratings on GMX Resources Inc. reflect the company's limited
scale of operations, meaningful exposure to weak natural gas
prices, a very aggressive near-term spending plan, limited
liquidity beyond 2011, and elevated debt leverage," said Standard
& Poor's credit analyst Paul B. Harvey.  "Near-term credit quality
will benefit from the liquidity provided by GMX's $200 million
senior unsecured note issuance and concurrent $100 million common
equity offering, as well as expectations for growing production
from its Haynesville Shale development," S&P related.


GOLD HILL: Hires B. Bayles Mack as Special Counsel
--------------------------------------------------
Gold Hill Enterprises, LLC has asked the U.S. Bankruptcy Court for
the District of South Carolina to employ B. Bayles Mack and the
firm of Mack & Mack as special counsel.

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) on April 14, 2011.  According
to its schedules, the Debtor disclosed $11,938,596 in total assets
and $7,351,872 in total debts.


GSC GROUP: Judge Delays Ruling on Plan Amid Rival Proposal
----------------------------------------------------------
Dow Jones' DBR Small Cap reports that a judge on held off ruling
on whether GSC Group Inc.'s creditors may vote on a reorganization
plan put forth by the hedge-fund manager's lenders after hearing
that GSC's bankruptcy trustee will file a rival plan.

The Chapter 11 trustee for GSC Group Inc. is asserting that the
reorganization plan proposed by a group of minority lenders has
"at least one fatal confirmation defect" and cannot be approved.
The trustee, former bankruptcy judge James L. Garrity, said that
he is on the cusp of filing a motion to sell the business to
Black Diamond and the other secured lenders.  Mr. Garrity said the
plan can't be confirmed because Black Diamond holds enough debt to
prevent acceptance by the class for secured lenders.

According to Dow Jones, Mr. Garrity said lender Black Diamond has
relaunched its bid to acquire the hedge-fund manager, which both
sides hope will block other lenders from proposing a rival
restructuring plan.

As reported by the Troubled Company Reported on April 29, 2011,
Bloomberg News said that all secured lenders to GSC Group Inc.
other than Black Diamond Capital Finance LLC filed a Chapter 11
plan on April 26 to prevent the Chapter 11 trustee from selling
the business to Black Diamond.  The plan proponents, who call
themselves the non-controlling lender group, say their plan is the
"most equitable and economic mechanism" for reorganization and
will avoid "significant tax liabilities" that would arise from a
sale of the investment manager.  The non-Blackstone lenders' plan
calls for the secured lenders to receive all the new stock and
$160 million in new 10% senior notes to mature in 2026.  The
secured lenders' recovery will be less than 100%.  Unsecured
creditors would receive nothing, because the lenders say the
assets are worth less than the secured debt.  A hearing on the
Disclosure Statement was scheduled for May 25.

The Non-Controlling Lender Group is represented by:

          Evan C. Hollander, Esq.
          Abraham L. Zylberberg, Esq.
          WHITE & CASE LLP
          New York, NY 10036-2787
          Tel: (212) 819-8200
          Fax: (212) 354 8113

A full-text copy of the Disclosure Statement dated April 25 is
available at http://bankrupt.com/misc/GSCGROUP_DS425.pdf

                          About GSC Group

Florham Park, New Jersey-based GSC Group, Inc. --
http://www.gsc.com/-- is a private equity firm specializing in
mezzanine and fund of fund investments.  Originally named
Greenwich Street Capital Partners Inc. when it was a subsidiary of
Travelers Group Inc., GSC became independent in 1998 and at one
time had $28 billion of assets under management.  Market reverses,
termination of some funds, and withdrawal of customers'
investments reduced funds under management at the time of
bankruptcy to $8.4 billion.

GSC Group filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 10-14653) on Aug. 31, 2010.  Michael B. Solow,
Esq., at Kaye Scholer LLP, serves as the Debtor's bankruptcy
counsel.  Epiq Bankruptcy Solutions, LLC, is the Debtor's notice
and claims agent.  Capstone Advisory Group, LLC, is the Debtor's
financial advisor.  The Debtor estimated its assets at $1 million
to $10 million and debts at $100 million to $500 million as of the
Chapter 11 filing.


GEOKINETICS INC: Consents to Assigning Revolving Credit Facility
----------------------------------------------------------------
Geokinetics Inc. has consented to the assignment by the existing
lenders under the Company's revolving credit agreement of their
respective rights and obligations under the Credit Agreement to a
new group of lenders.  The Company and the New Lenders entered
into a Forbearance Agreement and Amendment No. 5 to the Credit
Agreement.  Under Amendment No. 5, the New Lenders increased the
amount available under the Credit Agreement to $50 million and
advanced new loans to the Company. In addition, the New Lenders
agreed to waive compliance with certain specified terms and
conditions under the Credit Agreement and to forbear from
exercising any rights and remedies in connection with certain
specified defaults under the Credit Agreement until the earlier of
August 22, 2011 or the execution of an amended and restated credit
agreement.  Furthermore, the Company borrowed the full $50 million
available under the Credit Facility, and borrowings outstanding
are not subject to a borrowing base calculation and do not contain
any financial maintenance covenants.

Richard F. Miles, President and Chief Executive Officer,
commented, "The amended terms related to the assignment of the
revolving credit facility to a group of new lenders gives us
additional flexibility to be able to execute on our existing
backlog and also allows us to direct more time and effort towards
improving operational efficiencies."

                    About Geokinetics Inc.

Headquartered in Houston, Texas, Geokinetics Inc. --
http://www.geokineticsinc.com/-- is a global leader of seismic
acquisition and high-end seismic data processing and
interpretation services to the oil and gas industry.
Geokinetics provides seismic data acquisition services in North
America, Indonesia, Norway and Brazil.  Geokinetics operates in
some of the most challenging locations in the world from the
Arctic to mountainous jungles to the transition zone
environments.


GREENBRIER COS: Makes Redemption Payment for Senior Notes
---------------------------------------------------------
In accordance with the Indenture dated as of May 11, 2005, among
The Greenbrier Companies, Inc., the guarantors party thereto and
U.S. Bank National Association, as trustee, on April 13, 2011,
Greenbrier issued a notice to redeem on May 16, 2011, any and all
of its 8 3/8% Senior Notes due 2015 that then remained outstanding
for a price of 102.792% of the principal amount of such remaining
Notes, plus accrued and unpaid interest to, but not including, the
Redemption Date.  In accordance with Section 11.01 of the Notes
Indenture, on May 16, 2011, Greenbrier irrevocably deposited the
Redemption Payment for all remaining outstanding Notes with the
Trustee and took all other actions necessary under the Notes
Indenture to satisfy and discharge the Notes and the Notes
Indenture.  Pursuant to the terms of the Notes Indenture, upon
Greenbrier's irrevocable deposit of the Redemption Payment with
the Trustee and the taking of such actions, the Notes and the
Notes Indenture are deemed to have been satisfied in full and
discharged and the Notes Indenture ceases to be of any further
effect.

                       About Greenbrier Cos.

Based in Lake Oswego, Oregon, The Greenbrier Companies Inc.
operates in three primary business segments: manufacturing,
refurbishment and parts, and leasing and services.  The
manufacturing segment, operating from four facilities in the
United States, Mexico and Poland, produces double-stack intermodal
railcars, conventional railcars, tank cars and marine vessels.
The refurbishment & parts segment performs railcar repair,
refurbishment and maintenance activities in the United States and
Mexico.  The leasing & services segment owns roughly 8,000
railcars and provides management services for roughly 225,000
railcars.

The Company's balance sheet at Feb. 28, 2011, showed
$1.19 billion in total assets, $827.88 million in total
liabilities, and $363.16 million in total equity.

                           *     *     *

As reported by the TCR on April 5, 2011, Moody's Investors Service
upgraded the ratings for The Greenbrier Companies Inc. Corporate
Family Rating to 'B3' from 'Caa1'.  The upgrade of the CFR
reflects Moody's expectations that Greenbrier's earnings, revenues
and financial performance will improve over the next 12 to 18
months as a result of growing demand for rail cars.  Greenbrier is
well position to benefit from improving industry conditions in the
rail car manufacturing and leasing businesses, where continued
growth in overall railroad freight volume will likely result in
robust demand growth for new railcars.

Greenbrier carries 'B-' issuer credit ratings from Standard &
Poor's Ratings Services.  S&P said in May 2010 that the ratings on
Greenbrier reflect the company's fair business risk profile
stemming from the cyclicality of the freight car manufacturing
industry; the dramatic decline in demand for new railcars as a
result of slower economic growth and weaker carloadings; and
limited customer diversity.  The Company, according to S&P, also
has a highly leveraged financial risk profile, marked by increased
debt balances as a result of acquisitions completed in recent
years.


GROTH BROTHERS: Has Proposed Reorganization Plan
------------------------------------------------
George Avalos at Contra Costa Times reports that car dealership
Groth Brothers Chevrolet filed, together with its Chapter 11
petition, a proposed plan of reorganization.

According to the report, some of the issues facing Groth Brothers
appear to be linked to its flooring financing.  Flooring plans are
packages that auto dealers obtain to finance inventory on a short-
term basis until they can sell their vehicles.  A visual check of
the dealership disclosed that the Groth Brothers lot inventory
consisted primarily of used vehicles.

Livermore, California-based Groth Bros Oldsmobile, Inc., doing
business as Groth Brothers Chevrolet, filed a Chapter 11 petition
(Baknr. N.D. Calif. Case No. 11-45396) on May 18, 2011.  William
L. Needler, Esq., at Needler Law P.C., in Northbrook, Illinois,
serves as counsel to the Debtor.  The Debtor estimated assets and
debts of $1 million to $10 million as of the Chapter 11 filing.


HARRY & DAVID: Committee Retains Pachulski Stang as Co-Counsel
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors in the Chapter 11
cases of Harry & David Holdings, Inc., et al., to retain Pachulski
Stang Ziehl & Jones LLP as co-counsel and conflicts counsel.

                        About Harry & David

Medford, Oregon-based Harry & David Holdings, Inc. -- aka Bear
Creek Corporation; Bear Creek Direct Marketing, Inc.; Bear Creek
Stores, Inc.; Bear Creek Operations, Inc.; and Bear Creek
Orchards, Inc. -- is a multi-channel specialty retailer and
producer of branded premium gift-quality fruit and gourmet food
products and gifts marketed under the Harry & David(R),
Wolferman's(R) and Cushman's(R) brands.  It has 70 stores across
the country.

Harry & David Holdings filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10884) on March 28, 2011.

Affiliates Harry and David (Bankr. D. Del. Case No. 11-10885),
Harry & David Operations, Inc. (Bankr. D. Del. Case No. 11-10886),
and Bear Creek Orchards, Inc. (Bankr. D. Del. Case No. 11-10887)
filed separate Chapter 11 petitions.  The cases are jointly
administered, with Harry David Holdings as lead case.

Daniel J. DeFranceschi, Esq.; Paul Noble Heath, Esq.; and Zachary
Shapiro, Esq., at Richards Layton & Finger, serve as the Debtors'
local counsel.  David G. Heiman, Esq.; Brad B. Erens, Esq.; and
Timothy W. Hoffman, Esq., at Jones Day, are the Debtors' legal
counsel.  Rothschild Inc. is the Debtors' investment banker.
Alvarez & Marsal LLC is the Debtors' financial advisor.  Garden
City Group Inc. is the Debtors' claims and notice agent.  McKinsey
Recovery & Transformation Services U.S. LLC is being tapped as
management consultants.

The Debtor also tapped DJM Realty Services, LLC, as real estate
consultants; Alvarez & Marsal North America to provide the Debtors
an interim chief executive officer and chief restructuring officer
and certain additional officers; and McKinsey Recovery &
Transformation Services U.S. LLC as their management consultant.

Kristopher M. Hansen, Esq., and Erez E. Gilad, Esq., at Stroock &
Stroock & Lavan LLP; Thomas B. Walper, Esq., at Munger, Tolles &
Olson LLP; and Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer
& Feld LLP are counsel to principal noteholders.  Moelis & Company
is the financial advisor to the principal noteholders.

Lowenstein Sandler has been retained as counsel to the unsecured
creditors committee in the Harry & David bankruptcy case.

The Debtors disclosed $304.3 million in total assets and
$360.8 million in total debts as of Dec. 25, 2010.

The Debtors' proposed Plan of Reorganization will allow the
Company to convert all of its approximately $200 million of
outstanding public notes into equity of the reorganized company.
The Plan also includes an equity capital raise that will generate
$55 million in equity financing upon the Company's emergence from
chapter 11.  The Plan has the support of the Official Committee of
Unsecured Creditors and the holders of approximately 81% of the
Company's public notes.


HARRY & DAVID: Committee Taps FTI Consulting as Financial Advisor
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors in the Chapter 11
cases of Harry & David Holdings, Inc., et al., to retain FTI
Consulting, Inc., as its financial advisor.

                          About Harry & David

Medford, Oregon-based Harry & David Holdings, Inc. -- aka Bear
Creek Corporation; Bear Creek Direct Marketing, Inc.; Bear Creek
Stores, Inc.; Bear Creek Operations, Inc.; and Bear Creek
Orchards, Inc. -- is a multi-channel specialty retailer and
producer of branded premium gift-quality fruit and gourmet food
products and gifts marketed under the Harry & David(R),
Wolferman's(R) and Cushman's(R) brands.  It has 70 stores across
the country.

Harry & David Holdings filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10884) on March 28, 2011.

Affiliates Harry and David (Bankr. D. Del. Case No. 11-10885),
Harry & David Operations, Inc. (Bankr. D. Del. Case No. 11-10886),
and Bear Creek Orchards, Inc. (Bankr. D. Del. Case No. 11-10887)
filed separate Chapter 11 petitions.  The cases are jointly
administered, with Harry David Holdings as lead case.

Daniel J. DeFranceschi, Esq.; Paul Noble Heath, Esq.; and Zachary
Shapiro, Esq., at Richards Layton & Finger, serve as the Debtors'
local counsel.  David G. Heiman, Esq.; Brad B. Erens, Esq.; and
Timothy W. Hoffman, Esq., at Jones Day, are the Debtors' legal
counsel.  Rothschild Inc. is the Debtors' investment banker.
Alvarez & Marsal LLC is the Debtors' financial advisor.  Garden
City Group Inc. is the Debtors' claims and notice agent.  McKinsey
Recovery & Transformation Services U.S. LLC is being tapped as
management consultants.

The Debtor also tapped DJM Realty Services, LLC, as real estate
consultants; Alvarez & Marsal North America to provide the Debtors
an interim chief executive officer and chief restructuring officer
and certain additional officers; and McKinsey Recovery &
Transformation Services U.S. LLC as their management consultant.

Kristopher M. Hansen, Esq., and Erez E. Gilad, Esq., at Stroock &
Stroock & Lavan LLP; Thomas B. Walper, Esq., at Munger, Tolles &
Olson LLP; and Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer
& Feld LLP are counsel to principal noteholders.  Moelis & Company
is the financial advisor to the principal noteholders.

Lowenstein Sandler has been retained as counsel to the unsecured
creditors committee in the Harry & David bankruptcy case.

The Debtors disclosed $304.3 million in total assets and
$360.8 million in total debts as of Dec. 25, 2010.

The Debtors' proposed Plan of Reorganization will allow the
Company to convert all of its approximately $200 million of
outstanding public notes into equity of the reorganized company.
The Plan also includes an equity capital raise that will generate
$55 million in equity financing upon the Company's emergence from
chapter 11.  The Plan has the support of the Official Committee of
Unsecured Creditors and the holders of approximately 81% of the
Company's public notes.


HARRY & DAVID: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Harry & David Holdings, Inc., et al., filed with the U.S.
Bankruptcy Court for the District of Delaware its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property               $10,000
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                        $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                      $206,575,153
                                 -----------      -----------
        TOTAL                        $10,000     $206,575,153

Debtor-affiliates Bear Creek Orchards, Inc., Harry & David, and
Harry and David Operations, Inc., also filed their respective
schedules disclosing:

Bear Creek                     assets:        $38,296,709
                               liabilities:  $206,769,214

Harry & David                  assets:        $38,188,354
                               liabilities:  $220,822,860

Harry & David Operations       assets:        $82,831,134
                               liabilities:  $223,135,650

                       About Harry & David

Medford, Oregon-based Harry & David Holdings, Inc. -- aka Bear
Creek Corporation; Bear Creek Direct Marketing, Inc.; Bear Creek
Stores, Inc.; Bear Creek Operations, Inc.; and Bear Creek
Orchards, Inc. -- is a multi-channel specialty retailer and
producer of branded premium gift-quality fruit and gourmet food
products and gifts marketed under the Harry & David(R),
Wolferman's(R) and Cushman's(R) brands.  It has 70 stores across
the country.

Harry & David Holdings filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10884) on March 28, 2011.

Affiliates Harry and David (Bankr. D. Del. Case No. 11-10885),
Harry & David Operations, Inc. (Bankr. D. Del. Case No. 11-10886),
and Bear Creek Orchards, Inc. (Bankr. D. Del. Case No. 11-10887)
filed separate Chapter 11 petitions.  The cases are jointly
administered, with Harry David Holdings as lead case.

Daniel J. DeFranceschi, Esq.; Paul Noble Heath, Esq.; and Zachary
Shapiro, Esq., at Richards Layton & Finger, serve as the Debtors'
local counsel.  David G. Heiman, Esq.; Brad B. Erens, Esq.; and
Timothy W. Hoffman, Esq., at Jones Day, are the Debtors' legal
counsel.  Rothschild Inc. is the Debtors' investment banker.
Alvarez & Marsal LLC is the Debtors' financial advisor.  Garden
City Group Inc. is the Debtors' claims and notice agent.  McKinsey
Recovery & Transformation Services U.S. LLC is being tapped as
management consultants.

The Debtor also tapped DJM Realty Services, LLC, as real estate
consultants; Alvarez & Marsal North America to provide the Debtors
an interim chief executive officer and chief restructuring officer
and certain additional officers; and McKinsey Recovery &
Transformation Services U.S. LLC as their management consultant.

Kristopher M. Hansen, Esq., and Erez E. Gilad, Esq., at Stroock &
Stroock & Lavan LLP; Thomas B. Walper, Esq., at Munger, Tolles &
Olson LLP; and Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer
& Feld LLP are counsel to principal noteholders.  Moelis & Company
is the financial advisor to the principal noteholders.

Lowenstein Sandler has been retained as counsel to the unsecured
creditors committee in the Harry & David bankruptcy case.

The Debtors disclosed $304.3 million in total assets and
$360.8 million in total debts as of Dec. 25, 2010.

The Debtors' proposed Plan of Reorganization will allow the
Company to convert all of its approximately $200 million of
outstanding public notes into equity of the reorganized company.
The Plan also includes an equity capital raise that will generate
$55 million in equity financing upon the Company's emergence from
chapter 11.  The Plan has the support of the Official Committee of
Unsecured Creditors and the holders of approximately 81% of the
Company's public notes.


HEARUSA INC: To Shut Down Five Offices If Buyout Fell Through
-------------------------------------------------------------
Business First reports that HearUSA Inc. is warning Ohio officials
it could close down its five offices in the state if a bankruptcy
buyout deal doesn't go through.  The Company in a filing with the
Ohio Department of Job and Family Services said its 10 employees
in Ohio have been warned they might be out of a job "if a new
owner is unable to acquire the company and continue business
operations."  HearUSA lists one-employee operations in both Akron
and Western Hills along with two-person offices in Heath and Grove
City.  Its largest operation in the state is a four-person
location in Dublin on Venture Drive.  The potential cuts could
take place as early as July 16, according to the filing.

According to the report, HearUSA said it is warning officials
around the nation of the potential closures days after it filed
for Chapter 11 bankruptcy protection when lender Siemens handed
down a default notice on a $50 million credit facility.  The
Company, whose CEO resigned this week, lost nearly $8 million last
year on $83.5 million in revenue.  HearUSA's reach spans 134
locations in 10 states and about 360 employees, supported by about
2 million members who pay monthly fees.

An affiliate of William Demant Holdings, a company from Denmark
that sells hearing aids and other communication enhancement
equipment, has stepped up with an $80 million acquisition offer,
but that proposal requires court approval and could be trumped by
other bids.  The firm's offer includes $10 million in debtor-in-
possession financing and operating funds to keep the company
running during the bankruptcy process.

Based in West Palm Beach, Florida, HearUSA Inc. sells hearing
aids in 10 states.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Fla. Case No. 11-23341) on May 16, 2011.
Judge Erik P. Kimball presides over the case.  Brian K. Gart,
Esq., Paul Steven Singerman, Esq., and Debi Evans Galler, Esq., at
Berger Singerman, P.A., represents the Debtor.  The Debtor
selected Bryan Cave LLP as special counsel; Sonenshine Partners
LLC, investment banker; Development Specialist Inc., restructuring
advisor; Trustee Services Inc., claims and balloting agent; and
Alixpartners LLC, communications consultant.  The Debtor estimated
both assets and debts of between $50 million and $100 million.


HENRY COUNTY: Nine Directors Elected at Annual Meeting
------------------------------------------------------
The annual meeting of the stockholders of Henry County Bancshares,
Inc., was held on May 17, 2011.  At the meeting, the stockholders
of the Company elected nine directors:

   (1) Paul J. Cates, Jr.
   (2) Phillip H. Cook
   (3) H. K. Elliott, Jr.
   (4) G. R. Foster, III
   (5) David H. Gill
   (6) Mary Lynn Lambert
   (7) Edwin C. Kelley, Jr.
   (8) Ronald M. Turpin
   (9) James C. Waggoner

Shareholders approved:

   (a) the Amendment to Article V of the Articles of Incorporation
       of the Company;

   (b) the Amendment to Article VII of the Articles of
       Incorporation of the Company; and

   (c) by a non-binding advisory vote, the executive compensation
       of the named executive officers of the Company.

Shareholders elected, by a non-binding advisory vote, for the
frequency of a shareholder vote to approve the executive
compensation of the named executive officers of the Company to be
"every two years".

                         About Henry County

Stockbridge, Georgia-based Henry County Bancshares, Inc., is a
Georgia business corporation which operates as a bank holding
company.  The Company was incorporated on June 22, 1982, for the
purpose of reorganizing The First State Bank to operate within a
holding company structure.  The Bank is a wholly owned subsidiary
of the Company.

The Company's principal activities consist of owning and
supervising the Bank, which engages in a full service commercial
and consumer banking business, as well as a variety of deposit
services provided to its customers.  Until Dec. 15, 2009, when it
suspended operations, the Company also conducted mortgage-lending
operations through the Bank's wholly owned subsidiary, First Metro
Mortgage Company.  First Metro provided the Bank's customers with
a wide range of mortgage banking services and products in the same
primary market area as the Bank.

As reported by the TCR on April 6, 2011, Mauldin & Jenkins, LLC,
in Atlanta, Ga., expressed substantial doubt about Henry County
Bancshares' ability to continue as a going concern.  The
independent auditors noted that the Company as suffered
significant losses from operations due to the economic downturn,
which has resulted in declining levels of capital.

The Company reported a net loss of $6.7 million on $10.0 million
of net interest income for 2010, compared with a net loss of
$36.6 million on $6.6 million of net interest income for 2009.

Other operating income was $3.9 million for 2010, compared with
$2.6 million for 2009.


HOMELAND SECURITY: Stockholders Remove Brian Griffin as Director
----------------------------------------------------------------
Homeland Security Capital Corporation received an action by
written consent of stockholders holding a majority of the
Company's common stock removing Brian C. Griffin from his position
as director of the Company without cause.

                       About Homeland Security

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

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

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


HRH CONSTRUCTION: Trustee Complains of Missing Files
----------------------------------------------------
Daniel Massey at Crain's New York Business reports that bankruptcy
trustee Marianne O'Toole arrived at the offices of HRH
Construction in White Plains on April 15 to seize the company's
records.  Computers belonging to HRH's chief executive, in-house
counsel and human resources manager were missing; a cabinet had
been emptied; and recent work files had vanished, a complaint in
U.S. Bankruptcy Court alleges.

                    About HRH Construction LLC

White Plains, New York-based HRH Construction LLC and HRH
Construction of New Jersey, LLC filed for Chapter 11 on Sept. 6,
2009 (Bankr. S.D.N.Y. Case No. 09-23665 to 09-23666).  Frederick
E. Schmidt, Esq., Hanh V. Huynh, Esq., Joshua Joseph Angel, Esq.,
and Seth F. Kornbluth, Esq., at Herrick, Feinstein LLP represent
the Debtors in their restructuring efforts.  The Debtor did not
file a list of its 20 largest unsecured creditors when it filed
its petition.  In its petition, the Debtors listed assets and
debts both ranging from $50,000,001 to $100,000,000.

Diana G. Adams, the U.S. Trustee for Region 2, appoints five
members to the official committee of unsecured creditors in the
Chapter 11 cases of HRH Construction LLC and HRH Construction of
New Jersey, LLC.


IA GLOBAL: Announces $375,000 Private Placement
-----------------------------------------------
IA Global, Inc., announced that on May 20, 2011, the Company
received $375,000 under a Private Placement Memorandum dated
April 27, 2011, from multiple, new qualified investors in
individual units of $25,000 or more.  Under the terms of the
Memorandum, IA Global agreed to sell 1,500,000 shares of the
Company's common stock for an aggregate purchase price of
$375,000, or $0.25 per share.  Also under the terms of the
Memorandum, they received 1,500,000 warrants with an exercise
price of $0.35 per share and a term of 3 years.

Brian Hoekstra, CEO and Chairman, commented, "IA Global is pleased
to have secured this initial private placement of $375,000 offered
through Sandgrain Securities, Inc., a licensed broker dealer and a
member of FINRA.  With this financing in place, we should have the
capital necessary to support our expansion plans in the coming
months.  We look forward to updating our shareholders and the
investment community on our progress in expanding our presence and
tightening our focus in the U.K and Japan."

                          About IA Global

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

The Company's balance sheet at Dec. 31, 2010 showed $21.51 million
in total assets, $19.14 million in total liabilities and $2.37
million in total stockholders' equity.

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


INT'L COMMERCIAL: Incurs $233,500 Net Loss in March 31 Quarter
--------------------------------------------------------------
International Commercial Television Inc. filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, reporting a net loss of $233,529 on $532,238 of net sales
for the three months ended March 31, 2011, compared with a net
loss of $75,128 on $1.32 million of net sales for the same period
a year ago.

The Company's balance sheet at March 31, 2011, showed $658,994 in
total assets, $1.68 million in total liabilities, all current,
$159,200 in long-term severance payable and a $1.10 million total
shareholders' deficit.

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

                        http://is.gd/Nhw0Zk

                  About International Commercial

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

The Company reported a net loss of $795,913 on $3.90 million of
net sales for the year ended Dec. 31, 2010, compared with a net
loss of $241,135 on $5.89 million of net sales during the prior
year.

As reported by the TCR on April 2, 2011, EisnerAmper, LLP, in
Edison, New Jersey, noted that the Company's recurring losses from
operations and negative cash flows from operations raise
substantial doubt about the Company's ability to continue as a
going concern.  The Company generated negative cash flows from
operating activities in the past fiscal year of approximately
$319,000, and the Company, for the most part, has experienced
recurring losses from operations.  The Company had negative
working capital of approximately $879,000 and an accumulated
deficit of approximately $6,218,000 as of Dec. 31, 2010.


INTELLIGENT COMMUNICATION: Posts $1.2-Mil. First Quarter Net Loss
-----------------------------------------------------------------
Intelligent Communication Enterprise Corporation filed its
quarterly report on Form 10-Q, reporting a net loss of
$1.2 million on $2.8 million of revenue for the three months ended
March 31, 2011, compared with a net loss of $2.8 million on
$2.5 million of revenue for the same period last year.

The Company's balance sheet at March 31, 2011, showed $5,980,831
in total assets, $3,891,54 in total liabilities, all current, and
stockholders' equity of $2,089,290.

Peterson Sullivan LLP, in Seattle, Washington, expressed
substantial doubt about Intelligent Communication's ability to
continue as a going concern, following the Company's results for
2010.  The independent auditors noted that the Company has
incurred losses, and has negative working capital and an
accumulated deficit at Dec. 31, 2010.

A copy of the Form 10-Q is available at http://is.gd/dMu6Ry

Based in Singapore, Intelligent Communication Enterprise
Corporation (OTC BB: ICMC) -- http://www.icecorpasia.com/--
offers a range of innovative enterprise and consumer solutions
over the mobile phone.  ICE Corp owns and operates the ICEsync
platform, which currently hosts Modizo.com the celebrity video
blog and the related applications for mobile devices.  Intelligent
Communication Enterprise is a Pennsylvania corporation, with
offices in Singapore and Malaysia.


JERRY TROOIEN: Files Chapter 11 Plan to Liquidation Some Assets
---------------------------------------------------------------
Jennifer Bjorhus at Star Tribune reports that real estate
developer Jerry Trooien has filed a plan to reorganize and try to
salvage some value from his fallen business empire.  The U.S.
Trustee has been pushing Trooien to liquidate and give it all up.

According to the report, the Chapter 11 reorganization plan filed
Wednesday in U.S. Bankruptcy Court calls for just a few of
Mr. Trooien's assets to be liquidated -- the beaver and raccoon
coats, the 1988 Mercedes convertible, the cabin and the Rembrandt
sketch, for instance, as well as $1 million due from a software
company called Nazca Solutions Inc. in which Trooien invested.
Mr. Trooien's Summit Avenue home in St. Paul, too, remains on the
market for $1.8 million.

The report relates that the crux of the plan has Mr. Trooien
paying $325,000 to $480,000 to keep more than 60 business
entities, many of which are empty holding companies, and to try to
turn around nine core holdings, including the TriTech Building in
downtown Minneapolis and the Sheraton Hotel in Woodbury, while
letting other properties go back to the bank.  In a complex
sharing arrangement, in five years from the time the plan goes
into effect Mr. Trooien would essentially split with creditors the
value of most of the holdings, along with any cash or other
distributions they generate.  The sharing deal doesn't apply to
certain holdings such as Mr. Trooien's property management and
maintenance companies.

Star Tribune says secured creditors, holding mostly mortgages,
would get about $2.4 million.  Unsecured creditors, with estimated
claims of about $100 million, would get between 3 and 15% of
what's owed them.

According to the report, GE Capital and an affiliate, which buried
the hatchet with Mr. Trooien in March in exchange for $87,500, are
still owed about $10 million and would have to get in line with
other unsecured creditors.  A loan that Minneapolis-based
Dougherty Funding made for $33.5 million to buy land would also go
into that pool.  The plan indicates Mr. Trooien is working with
Dougherty to restructure another $26 million Dougherty loaned
Trooien entities for the Woodbury hotel and property in
Minnetonka.

Star Tribune relates that the disclosure statement filed with the
exit plan says the committee of unsecured creditors supports the
plan, and is sending out a letter urging members to vote "yes."
The statement called the reorganization a better alternative to a
Chapter 7 liquidation, because it's faster and avoids tax claims
that could have hurt unsecured creditors.  It also gives
Mr. Trooien the benefit of potential tax gains that are of no use
to the creditors but that can help Mr. Trooien in reorganizing key
businesses, the plan said.

A hearing set for Thursday was cancelled after no one voiced
immediate objections to the plan, although the U.S. Trustee's
motion to convert the case to a Chapter 7 liquidation still
stands.  The plan is now set for a confirmation hearing July 21
before U.S. Bankruptcy Judge Nancy Dreher in Minneapolis.

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


MPM TECHNOLOGIES: Delays Filing of First Quarter Form 10-Q
----------------------------------------------------------
MPM Technologies, Inc., informed the U.S. Securities and Exchange
Commission that it will be late in filing its Quarterly Report on
Form 10-Q for the period ended March 31, 2011.  The Company said
additional time is needed to prepare financial statement from the
its accounting data.

                      About MPM Technologies

Headquartered in Parsippany, N.J., MPM Technologies Inc.
(OTC BB: MPML) -- http://www.mpmtech.com/-- operates through its
three wholly owned subsidiaries: AirPol Inc., NuPower Inc. and MPM
Mining Inc.  During the year ended Dec. 31, 2007, AirPol was the
only revenue generating entity.  AirPol operates in the air
pollution control industry.  It sells air pollution control
systems to companies in the United States and worldwide.

The company through its wholly owned subsidiary NuPower is engaged
in the development and commercialization of a waste-to-energy
process known as Skygas.  These efforts are through NuPower's
participation in NuPower Partnership, in which MPM has a 58.21%
partnership interest.  NuPower Partnership owns 85% of the Skygas
Venture.  In addition to its partnership interest through NuPower
Inc., MPM also owns 15% of the Venture.

The Company's balance sheet at Sept. 30, 2010, showed
$1.17 million in total assets, $15.32 million in total
liabilities, all current, and a stockholders' deficit of
$14.15 million.

The Company recorded a net loss of $1,563,759 for 2009 from a net
loss of $1,717,511 for 2008.


MSGI TECHNOLOGY: Delays Filing of March 31 Form 10-Q
----------------------------------------------------
MSGI Technology Solutions, Inc., formerly known as MSGI Security
Solutions, Inc., notified the U.S. Securities and Exchange
Commission that the compilation, dissemination and review of the
information required to be presented in the Form 10-Q for the
period ending March 31, 2011, cannot be completed by May 16, 2011,
without undue hardship and expense to the Company.

                       About MSGI Security

MSGI Security Solutions, Inc. (Other OTC: MSGI) --
http://www.msgisecurity.com/-- is a provider of proprietary
solutions to commercial and governmental organizations.  The
Company is developing a global combination of innovative emerging
businesses that leverage information and technology.  The Company
is headquartered in New York City where it serves the needs of
counter-terrorism, public safety, and law enforcement and is
developing new technologies in nanotechnology and alternative
energy as a result of its recently formed relationship with The
National Aeronautics and Space Administration.

The Company's balance sheet at Sept. 30, 2010, showed $567,713 in
total assets, $25.76 million in total liabilities, and a
stockholders' deficit of $25.20 million.

Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed
substantial doubt about MSGI Security Solutions, Inc.'s ability to
continue as a going concern after auditing the Company's
consolidated financial statements for the years ended June 30,
2009, and 2008.  The auditing firm reported that the Company has
suffered recurring losses from operations, and negative cash flows
from operations, and has a substantial amount of notes payable due
on demand or within the next 12 months and has very limited
capital resources.


NATIONAL ENVELOPE: Wants to Use Case Collateral of Ace American
---------------------------------------------------------------
National Envelope Corporation and its debtor-affiliates ask the
U.S. Bankruptcy Court for the District of Delaware for authority
to use cash collateral of Ace American Insurance Company and ESIS
Inc. pursuant to the propsed budget.

A hearing is set for June 9, 2011, at 4:00 p.m., to consider the
Debtors' request.  Objections, if any, are due May 27, 2011.

According to the Debtors, ACE provided insurance coverage for
general liability, workers compensation liability, and business
liability.  ACE required the Debtors to provide substantial
amounts of collateral securing the Debtors' obligations under an
agreement with ACE and its affiliate, ESIS.  The collateral totals
at least $8.16 million which includes at least $4.77 million of
cash.

The Debtors propose to use $2 million of the cash collateral
because the value of the collateral substantially exceeds the
claims.  The Debtors say this equity cushion constitutes adequate
protection.

A full-text copy of the motion together with cash collateral
budget is available for free at:

          http://bankrupt.com/misc/NEC_Motion_Budget.PDF

                        About NEC Holdings

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

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

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


NEW JERSEY MOTOSPORTS: To Emerge From Bankruptcy in July
-------------------------------------------------------
Thomas Barlas at pressofAtlanticCity.com reports that operators of
the New Jersey Motorsports Park said they expect the facility will
emerge from Chapter 11 bankruptcy protection in July, about two
months earlier than expected.  Park operators said in a prepared
statement that they expect their final bankruptcy emergence plan
will be approved during proceedings scheduled for July 14 in U.S.
Bankruptcy Court in Camden.

According to the report, as part of the bankruptcy emergence plan,
Merrill Lynch will cut $10 million from its $30 million in loans
to the park.  NEI Motorsports, an investor group that includes
some of the park's owners, will also pay out $2 million to help
the raceway meet outstanding financial obligations.  Should that
plan be approved, NEI will be a majority owner of the motorsports
park. Merrill Lynch will hold a minority interest in the
operations, as well as $20 million restructured secured loan.
However, park operators said in the statement they'll use their
court-approved financial advisor, the Brownstein Corporation of
Conshohocken, Pa., to solicit deals that may be better.

The park's board of directors voted to file for Chapter 11
bankruptcy on March 2.  Federal bankruptcy court officials
eventually approved the park's request that that filing be treated
as a "complex case," something that would allow raceway to
continue operations and pay its obligations.

U.S. Bankruptcy Court Judge Judith H. Wizmur on March 10 approved
a plan that allowed the raceway to use $336,000 from Merrill Lynch
interest and escrow accounts to make payments necessary for the
park to open two days later.  According to the report, the
agreement called for the park to pay the Millville Rescue Squad
$200,000 for emergency medical services.  The park "cannot, by
law, operate" without rescue squad service, court documents
related to the park's Chapter 11 bankruptcy protection filing
read.

                   About New Jersey Motorsports

Millville, New Jersey-based New Jersey Motorsports Park, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case
No. 11-16752) on March 7, 2011.  Nella M. Bloom, Esq., at Cohen
Seglias Pallas Greenhall & Furman, PC, serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at $100,001
to $500,000 and debts at $10 million to $50 million.

Affiliates New Jersey Motorsports Park Operating Company, LLC
(Bankr. D. N.J. Case No. 11-16772), New Jersey Motorsports Park
Development Association (Bankr. D. N.J. Case No. 11-16776), and
New Jersey Motorsports Park Urban Renewal, LLC (Bankr. D. N.J.
Case No. 11-16778) filed separate Chapter 11 petitions on
March 7, 2011.


NEW JERSEY MOTORSPORTS: Merrill-Led Auction on July 6
-----------------------------------------------------
Joseph P. Smith at The Courier Post Online reports that New Jersey
Motor Sports LLC disclosed plans for the auction in a statement
released Tuesday afternoon.  A U.S. Bankruptcy Court judge in
Camden on April 25 approved an owners' motion for the auction.

"This will mark the end of a remarkably quick restructuring
process, whereby NJMP filed Chapter 11 bankruptcy on March 7th
with an agreement with its secured lender, Merrill Lynch Mortgage
Capital Inc.," the Motorsports Park said in its statement.

According to the report, a minimum bid of $23 million is required
from outside parties.  New Jersey Motor Sports itself is committed
to a "stalking horse" commitment of $22.5 million.  The auction
will be held July 6 at a Philadelphia law firm.  Initial bids must
be submitted by 4 p.m. June 29, along with a $227,500 deposit.

"It is a very unusual asset," the report quotes Lee Brahin, a co-
managing partner and owner of the park, as saying.  "The buyer is
going to have to close quickly and it has to be an all-cash
offering."  The Brownstein Corp. of Conshohocken, Pa. is
overseeing the auction process.  The firm is the park's court-
approved financial adviser.

The Motorsports Park returns to federal court in Camden on July
14.  At that hearing, if the auction goes as planned, the judge is
expected to end the bankruptcy case in the owners' favor.

                   About New Jersey Motorsports

Millville, New Jersey-based New Jersey Motorsports Park, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case
No. 11-16752) on March 7, 2011.  Nella M. Bloom, Esq., at Cohen
Seglias Pallas Greenhall & Furman, PC, serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at $100,001
to $500,000 and debts at $10 million to $50 million.

Affiliates New Jersey Motorsports Park Operating Company, LLC
(Bankr. D. N.J. Case No. 11-16772), New Jersey Motorsports Park
Development Association (Bankr. D. N.J. Case No. 11-16776), and
New Jersey Motorsports Park Urban Renewal, LLC (Bankr. D. N.J.
Case No. 11-16778) filed separate Chapter 11 petitions on
March 7, 2011.


NEW LEAF BRANDS: Incurs $9.13 Million Net Loss in 2010
------------------------------------------------------
New Leaf Brands, Inc., filed with the U.S. Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$9.13 million on $4.25 million of net sales for the year ended
Dec. 31, 2010, compared with a net loss of $10.93 million on $3.45
million of net sales for the same period during the prior year.

The Company's balance sheet at Dec. 31, 2010, showed $4.79 million
in total assets, $9.51 million in total liabilities and a $4.72
million total stockholders' deficit.

Mayer Hoffman McCann P.C., 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 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.  Mayer Hoffman issued negative going
concern qualifications following the release of the 2009 and 2010
results.

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

                        http://is.gd/5lNrdl

                    First Quarter Report Delayed

New Leaf Brands, Inc., informed the U.S. Securities and Exchange
Commission that it will be late in filing its quarterly report on
Form 10-Q for the quarter ended March 31, 2011.  The Company said
it requires additional time to complete the review of its
financial statements in order to complete the 10-Q prior to
filing.

                       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.


OGAPOS, LLC: Lolita's Kitchen in Vegas Files for Chapter 11
-----------------------------------------------------------
Steve Green at VEGAS INC. reports that Cantina & Tequila Bar in
Las Vegas is in Chapter 11 in hopes of restructuring more than
$500,000 in liabilities.

Despite its short history, records show Lolita's at the Town
Square mall has already been hit with two lawsuit judgments, and
these may have contributed to its financial problems.  One was for
about $28,000 in favor of the Nevada Employment Security Division,
which collects unemployment benefit taxes.  The other was for
$23,532 in favor of F&S Corp., owner of Nevada Linen Supply.  Its
lawsuit said Lolita's failed to pay for linen and laundry services
provided through January.

Ogapos, LLC, doing business as Lolita's Kitchen, filed a Chapter
11 petition (Bankr. D. Nev. Case No. 11-17746) on May 18, 2011,
estimating assets of $50,000 or less against liabilities ranging
from $500,000 to $1 million.   See http://bankrupt.com/misc/nvb11-
17746.pdf

According to VEGAS INC., unsecured creditors include AdvanceMe
Inc. of Kennesaw, Ga., owed nearly $67,000 for a business loan; as
well as local vendors such as food, wine, spirits and beer
providers Sysco Las Vegas ($99,500), U.S. Foodservice ($30,200)
and Wirtz Beverage Nevada ($63,700).  Advertising provider Las
Vegas Weekly, a sister publication to the Las Vegas Sun and VEGAS
INC., is owed $14,700; and the owner of a competing publication,
Vegas Seven LLC, is owed another $6,800.


OVERLAND STORAGE: Amends Form S-3 for Up to 13-Mil. Shares
----------------------------------------------------------
Overland Storage, Inc., filed with the U.S. Securities and
Exchange Commission Amendment No.1 to Form S-3 registration
statement relating to the resale or other disposition by certain
selling shareholders or their transferees, of up to an aggregate
of (i) 8,653,045 outstanding shares of common stock and (ii)
3,911,167 shares of common stock issuable upon the exercise of
outstanding warrants.  The shares of common stock and warrants
exercisable to purchase up to 3,807,331 shares of common were
issued and sold to certain selling shareholders pursuant to a
Purchase Agreement, dated as of March 16, 2011, between the
Company and the selling shareholders party thereto, or the
Purchase Agreement.  The remaining warrants to purchase up to
103,836 shares of common stock represent a portion of the warrants
initially issued to the placement agent as partial compensation
for its services in connection with the transactions contemplated
by the Purchase Agreement that were subsequently transferred to
certain selling shareholders identified in this prospectus.

The selling shareholders may, from time to time, sell, transfer,
or otherwise dispose of any or all of their shares of common stock
on any stock exchange, market or trading facility on which the
shares are traded or in private transactions.  These dispositions
may be at fixed prices, at prevailing market prices at the time of
sale, at prices related to the prevailing market price, at varying
prices determined at the time of sale, or at negotiated prices.

The Company is not offering any shares of common stock for sale
under this prospectus, and the Company will not receive any of the
proceeds from the sale or other disposition of the shares of
common stock covered hereby.  However, the Company will receive
the exercise price of any warrants exercised for cash.

The Company's common stock is traded on The NASDAQ Capital Market
under the symbol "OVRL".  On May 17, 2011, the last reported sale
price for the Company's common stock on The NASDAQ Capital Market
was $2.10 per share.

The Company will pay the expenses related to the registration of
the shares of common stock covered by this prospectus.  The
selling shareholders will pay any commissions and selling expenses
they may incur.

A full-text copy of the amended prospectus is available for free
at http://is.gd/5qKfg6

                     About Overland Storage

San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

As reported in the Troubled Company Reporter on Sept. 28, 2010,
Moss Adams LLP, in San Diego, Calif., expressed substantial
doubt about Overland Storage's ability to continue as a going
concern, following the Company's results for the fiscal year ended
June 30, 2010.  The independent auditors noted of the Company's
recurring losses and negative operating cash flows.

The Company's balance sheet at March 31, 2011, showed $48.50
million in total assets, $35.89 million in total liabilities and
$12.61 million in total shareholders' equity.


PRISZM INCOME: Cuts Number of Outlets to Sell to 200
----------------------------------------------------
The Canadian Press that Priszm Income Fund Priszm said it has
agreed to a lower selling price of $42.8-million for a reduced
number of locations included in the deal with Soul Restaurants
Canada Inc.

The report says Soul had previously indicated it would pay
$46.6-million for 231 KFC, Taco Bell and Pizza Hut restaurants in
Ontario and B.C.

The Canadian Press relates that Priszm said that the revised sale
will now include only 200 restaurants in Ontario and B.C. but Soul
will also buy four Quebec restaurants that hadn't been included in
the original tally.

The revised agreement with Soul Restaurants requires several
consents, including from its senior debt holder and the master
franchise operator, the report notes.

                        About Priszm Income Fund

Priszm Income Fund holds approximately a 60 per cent interest in
Priszm Limited Partnership, which owns and operates more than 400
quick service restaurants in seven provinces across Canada.  The
KFC, Taco Bell and Pizza Hut restaurants under Priszm serve more
than one million customers a week and employ approximately 7,300
people. Approximately 100 locations are multi-branded, combining
two or more of the Fund's restaurant concepts.


PULLIAM INTERNATIONAL: Closes Store Due to Sluggish Economy
-----------------------------------------------------------
Deborah Gates at DelmarvaNow.com reports that franchise owners
Clifford and Jeaunice Pulliam are calling it quits at the close of
business Monday at midnight, citing a struggle to hold a strong
customer base in a sluggish economy, as four new fast-food or
fast-casual restaurants opened around them about the same time.

The franchise, which operates as Pulliam International Trading
Co., LLC, is liquidating assets through Chapter 7 bankruptcy after
two months of operating under Chapter 11 with an intention to
regroup, the report quotes Clifford Pulliam, a lawyer living in
Annapolis, as saying.


REALTY EXECUTIVES: Could Owe $2.1MM in Errors & Omissions Claims
----------------------------------------------------------------
Jan Buchholz at the Phoenix Business Journal reports that new
documents filed in U.S. Bankruptcy Court show the Realty
Executives Phoenix franchise could owe parties about $2.1 million
in disputed errors and omissions claims.

According to the report, these claims were not mentioned in
original court filings of the 20 largest unsecured creditors.
Realty Executives Phoenix filed for Chapter 11 reorganization
on April 30.  "These are people who are unhappy with how a
transaction was handled. They are disputes with either a client
or a party to a transaction," said Morrie Aaron, president of
MCA Financial Group, which has been providing financial advice
to Realty Executives Phoenix for the past several months.

Based in Phoenix, Arizona, Realty Executives Inc. filed for
Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-
12497) on April 30, 2011.  Judge Randolph J. Haines presides over
the case.  Andrew Hardenbrook, Esq., Steven D. Jerome, Esq., and
Blake T. Hardwick, Esq., at Snell & Wilmer LLP, and, Paul Sala,
Esq., at Allen, Sala & Bayne PLC, represent the Debtor.  The
Debtor estimated both assets and debts of between $1 million and
$10 million.


RENEGADE HOLDINGS: Iron Horse Can Hold Auction on June 23
---------------------------------------------------------
Richard Craver at the Winston-Salem Journal reports that U.S.
Bankruptcy Court Judge William Stocks has given permission for the
sale of six properties in Davie County held by the owner of three
tobacco manufacturers.  Judge Stocks ruled that Iron Horse Auction
Co. can hold an auction at 6 p.m. June 23 at a public venue close
to the properties.  The ruling is the latest legal development
involving Calvin Phelps, the owner of Renegade Holdings Inc.,
Alternative Brands Inc. and Renegade Tobacco Co.

According to the report, Gene Tarr, the bankruptcy examiner for
the manufacturers, filed a lawsuit in September against the
Phelpses and 13 limited-liability companies that Phelps owns or
controls.  The suit alleges that Phelps made a fraudulent transfer
of $8.1 million in assets from the three companies and used it
to help buy the six parcels of land, as well as Chinqua Penn
Plantation, two corporate jets, cigar-manufacturing equipment and
a 2008 Maserati Quattroporte.

Mr. Tarr, the report relates, requested the sale of the properties
on April 22.  Although the properties are estimated to be worth a
combined $1.75 million, Iron House officials told the judge there
"appears to be significant value" above the amounts owed by Phelps
and his wife, Lisa Yamaoka Phelps.  Her name is on two of the
properties.

According to the Journal, NewBridge Bancorp is the lienholder for
three of the parcels.  The bank said the monthly payment of
$18,640 had not been paid since November, and property taxes for
2010 had not been paid.  Bank of the Carolinas Corp. is the
lienholder for the other three parcels.

                      About Renegade Holdings

Renegade Holdings and two affiliates -- Alternative Brands, Inc.
and Renegade Tobacco Company -- filed for Chapter 11 protection on
Jan. 28, 2009 (Bankr. M.D. N.C. Lead Case No. 09-50140C), and
exited bankruptcy on June 1, 2010.  They were put back into
bankruptcy July 19, 2010, when Judge Stocks vacated the
reorganization plan, in part because of a criminal investigation
of owner Calvin Phelps and the companies regarding what
authorities called "unlawful trafficking of cigarettes."

ABI is a federally licensed manufacturer of tobacco products
consisting primarily of cigarettes and cigars.  RTC distributes
the tobacco products produced by ABI through wholesalers and
retailers in 19 states and for export.  ABI also is a contract
fabricator for private label brands of cigarettes and cigars which
are produced for other licensed tobacco manufacturers.

ABI and RTC are subsidiaries of RHI.  The stock of RHI is owned
indirectly by Calvin A. Phelps through his ownership of the stock
of Compliant Tobacco, LLC which, in turn, owns all of the stock of
RHI which in turn owns all of the stock of RTC and ABI.  Mr.
Phelps was the chief executive officer of all three companies.
All three of the Debtors' have their offices and production
facilities in Mocksville, North Carolina.


SCOVILL FASTENERS: Taps Alston & Bird as Counsel
------------------------------------------------
Scovill Fasteners Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Norther District of Georgia for
permission to employ Alston & Bird LLP as its counsel to provide
legal services to the Debtors.

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

   Professionals                  Hourly Rates
   -------------                  ------------
   John C. Weitnauer, Esq.          $825
   W. Hunter Holliday, Esq.         $655
   Heather Byrd Asher, Esq.         $390
   Farrar Barker, Esq.              $385

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

                       About Scovill Fasteners

Scovill Fasteners Inc. -- dba Scovill Apparel Fasteners Inc. and
Scovill Manufacturing Co. -- produces snap fasteners and tack
buttons.  It manufactures the majority of its products at its
300,000 square foot factory located in Clarkesville, Georgia.
Clarkesville is also its headquarters location.

Scovill Fasteners along with affiliates filed for Chapter 11
bankruptcy protection (Bankr. N.D. Ga. Lead Case No. 11-21650) on
April 19, 2011.  Heather N. Byrd, Esq., and John C. Weitnauer,
Esq., at Alston & Bird LLP, serve as the Debtors' bankruptcy
counsel.  BMC Group Inc. is the claims and notice agent.  Scovill
estimated its assets at $10 million to $50 million and debts at
$100 million to $500 million.


SEAHAWK DRILLING: Shareholders Want to Sue Pride Int'l
------------------------------------------------------
Dow Jones' DBR Small Cap reports that Seahawk Drilling Inc.'s
shareholders want to sue the Texas oil drilling company's former
owner, Pride International Inc., which spun off Seahawk in 2009 in
a move that shareholders said put it on the path to bankruptcy.

                      About Seahawk Drilling

Houston, Texas-based Seahawk Drilling, Inc., engages in a jackup
rig business in the United States, Gulf of Mexico, and offshore
Mexico.  It offers rigs and drilling crews on a day rate
contractual basis.

The Company and several affiliates filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Lead Case No. 11-20089) on Feb. 11,
2011.  Berry D. Spears, Esq., and Jonathan C. Bolton, Esq., at
Fullbright & Jaworkski L.L.P., in Houston, serve as the Debtors'
bankruptcy counsel.  Shelby A. Jordan, Esq., and Nathaniel Peter
Holzer, Esq. at Jordan, Hyden, Womble, Culbreth & Holzer, P.C., in
Corpus Christi, Texas, serve as the Debtors' co-counsel.  Alvarez
and Marsal North America, LLC, is the Debtors' restructuring
advisor.  Simmons & Company International is the Debtors'
transaction advisor.  Kurtzman Carson Consultants LLC is the
Debtors' claims agent.  Judy A. Robbins, U.S. Trustee for Region
7, appointed three creditors to serve on an Official Committee of
Unsecured Creditors of Seahawk Drilling Inc. and its debtor-
affiliates.  Heller, Draper, Hayden, Patrick & Horn, L.L.C.,
represents the creditors committee.

In its amended schedules, Seahawk Drilling disclosed $208,190,199
in assets and $438,458,460 in liabilities as of the petition date.

Seahawk filed for Chapter 11 protection to complete the sale of
all assets to Hercules Offshore, Inc.  As reported by the Troubled
Company Reporter on April 11, 2011, the Bankruptcy Court approved
an Asset Purchase Agreement between Hercules Offshore and its
wholly owned subsidiary, SD Drilling LLC, and Seahawk Drilling,
pursuant to which Seahawk agreed to sell to Hercules, and Hercules
agreed to acquire from Seahawk, all 20 of Sellers' jackup rigs and
related assets, accounts receivable and cash and certain
liabilities of Sellers in a transaction pursuant to Section 363 of
the U.S. Bankruptcy Code.

According to DBR Small Cap, the deal was valued at about
$176 million when it received court approval.

Based on previous TCR reports, the purchase price for the
Acquisition will be funded by the issuance of roughly 22.3 million
shares of Hercules Offshore common stock and cash consideration of
$25 million, which will be used primarily to pay off Seahawk's
Debtor-in-Possession loan.  The number of shares of Hercules
Offshore common stock to be issued will be proportionally reduced
at closing, based on a fixed price of $3.36 per share, if the
outstanding amount of the DIP loan exceeds $25 million, with the
total cash consideration not to exceed $45 million.

The deal closed on April 27, 2011.


STATION CASINOS: 2nd Lien Lenders Removed from Creditors Committee
------------------------------------------------------------------
According to Bloomberg News, the bankruptcy judge removed MFS
Investment Management, Panton Capital Group, and Babson Capital
Management LLC from the Official Committee of Unsecured Creditors
formed in the Chapter 11 cases of Station Casinos' affiliates that
filed for Chapter 11 protection on April 12, 2011.

These lenders were removed from the unsecured creditors committee
for lack of standing, the report said.  As a result of the
removal of the lenders, there is no unsecured creditors'
committee in the April 12 Debtors' Chapter 11 cases.

Station Casinos, Inc.; the Steering Committee of First Lien Term
Lenders; Wilmington Trust FSB, as first lien administrative agent;
and Green Valley Ranch Gaming LLC filed a request for the Court to
direct the U.S. Trustee for Region 17 to remove the Second Lien
Lenders from the Official Committee of Unsecured Creditors.

The U.S. Trustee opposed the request.  The three highest by dollar
amount of the accepting parties were appointed to a Committee of
Unsecured Creditor, the U.S. Trustee noted.  The U.S. Trustee
contended that the Debtor's request does not provide any examples
of actions taken, or actions failed to be taken, that indicate
that the Committee is not adequately representing unsecured
creditors.  "Without a complaint from an unsecured claim holder,
or any indication that the existing creditors' committee is not
functioning, the existing [Committee] should be allowed to
perform its duties as assigned by the Bankruptcy Code," the U.S.
Trustee asserted.

In GV's request for removal of the three members, James H. M.
Sprayregen, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois,
contended, among other things, that MFS Investment, et al.:

  -- are subordinated Second Lien Lenders, not unsecured
     creditors.  In fact, under a February 2007 Intercreditor
     Agreement, the Secured Lenders have no claims against Green
     Valley when the First Lien Lenders release part of their
     claims in connection with exercising their remedies, like a
     sale;

  -- are precluded under a host of provisions under the 2007
     Intercreditor Agreement from discharging their fiduciary
     obligations as creditors' committee members.  Among other
     things, they cannot oppose confirmation of the Plan, the
     payment of sales proceeds to the First Lien Lenders, or
     even the validity, extent, or priority of the first liens;
     and

  -- cannot adequately represent general unsecured creditors
     because they are hopelessly conflicted as holders of second
     lien claims.  The Secured Lenders have a single economic
     incentive to create value for the Second Lien Lenders
     without regard to general unsecured creditors.

                    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: FCP Propco Has $10-Mil. Postpetition LOC
---------------------------------------------------------
FCP Propco LLC, an affiliate of Station Casinos, sought and
obtained authority from the Court to enter into a certain
postpetition letter of credit agreement with Deutsche Bank AG.

In the ordinary course of their business, Station Casinos, Inc.,
and its debtor affiliates enter into transactions with various
parties, including governmental authorities and large-scale
vendors that require the Debtors to post collateral to secure
their obligations.  Before the Petition Date, SCI routinely
provided credit support for obligations of similar nature by
procuring letters of credit in favor of counterparties under the
Prepetition Opco Credit Agreement.

However, since the Petition Date, SCI has been unable to utilize
the letter of credit facility under the Prepetition Opco Credit
Agreement to issue new letters of credit and has instead posted
cash deposits to secure its obligations and as a result, SCI has
made postpetition cash deposits aggregating approximately $10
million to six counterparties, Paul S. Aronzon, Esq., at Milbank
Tweed Hadley & McCloy LLP, in Los Angeles, California, told the
Court.

The Credit Agreement will permit the Debtors to replace the Cash
Deposits by providing for the issuance of up to $10 million in
letters of credit, Mr. Aronzon said.  Propco will be named as the
account party under the letters of credit.

The letters of credit will be collateralized in an account at
Deutsche Bank Trust Company Americas subject to Deutsche Bank's
control with unencumbered funds provided from SC Michigan, LLC,
equal to the total amount of letters of credit actually issued
plus $300,000.  SC Michigan is a wholly-owned direct subsidiary
of SCI but is not a Debtor and its assets are not subject to the
liens of the agent for the Prepetition Opco Secured Lenders.

Once all letters of credit have been issued, Deutsche Bank will
return to SC Michigan any amount by which (x) the cash on deposit
in the Cash Collateral Account exceeds (y) the aggregate
outstanding letter of credit exposure plus $300,000, Mr. Aronzon
told the Court.  He added that if a letter of credit expires or
is cancelled undrawn, and so long as Deutsche Bank's obligation
to issue additional letters of credit has terminated or been
voluntarily reduced by Propco, as provided in the Agreement, then
cash equal to the available amount of the letter of credit will
be returned by Deutsche Bank to SC Michigan.

The Cash Deposits will be returned to SCI in exchange for the
letters of credit and will be subject to the liens of the Opco
Administrative Agent, Mr. Aronzon noted.

In addition to authority to enter into and perform the Agreement,
Propco also sought approval for consensual use of cash
collateral.

All fees and expenses charged by Deutsche Bank under the
Agreement, including the $250,000 upfront fee, will be paid
exclusively by Propco, Mr. Aronzon said.  He noted that the
Administrative Agent for the Mortgage Lenders -- whose liens
encumber Propco's cash collateral -- has consented to the asked
relief.

Mr. Aronzon said obtaining the return of the Cash Deposits to SCI
and replacing the Cash Deposits with letters of credit issued
under the Agreement will help ensure the efficient consummation
of the SCI Plan and the transactions contemplated thereunder.

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

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

                    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: Terms for Adequate Protection of 1st Lien Holders
------------------------------------------------------------------
Green Valley Ranch Gaming LLC, as borrower, is party to a certain
First Lien Credit Agreement dated as of February 16, 2007, with
certain lenders, including the holders of certain secured hedging
obligations, each a "First Lien Lender," and, collectively, the
"First Lien Lenders" and Bank of America N.A. as Administrative
Agent.

Pursuant to a certain omnibus amendment, appointment and
acceptance dated as of November 3, 2009, Bank of America, N.A.,
resigned as Administrative Agent and Wells Fargo Bank, N.A., was
appointed Administrative Agent.

In a Court-approved stipulation, the Debtor and the First Lien
Agent agree, among others, that:

  * the Debtor may use the Cash Collateral until the occurrence
    of a Termination Event, solely for (a) debt payments,
    expenses, or disbursements that are expressly permitted
    under the Agreement and are consistent with the Budget;

  * the Debtor will perform and comply with the material terms,
    conditions and covenants of the First Lien Loan Documents,
    and will execute and deliver any documents in connection
    therewith;

  * the 13-week budget is approved by the First Lien Agent; and

  * the First Lien Agent on behalf of itself and the First Lien
    Lenders are entitled, pursuant to Sections 361 and 363(e) of
    the Bankruptcy Code, to adequate protection of their
    interests in the Collateral, including the Cash Collateral,
    for and equal in amount to the aggregate diminution in the
    value of the Adequate Protection Parties' interests in the
    Collateral as a result of, among other things, the Debtor's
    sale, lease or use of Cash Collateral and any other
    Collateral and the imposition of the automatic stay pursuant
    to Section 362 of the Bankruptcy Code or otherwise.

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

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

   Creditors' Committee Asks Court to Reconsider Stipulation

The Official Committee of Unsecured Creditors in the Chapter 11
case of the Debtor asks the Court to reconsider the Stipulation,
as it pertains to limitations on the ability of the Committee to
bring lien challenges or claims related to the Debtor's purported
secured indebtedness.

Robert J. Starks, Esq., at Brown Rudnick LLP, in New York,
relates that the Court's approval of the Stipulation was entered
prior to the formation of the Official Committee, and applies
without the necessity of further hearing or order of the Court.
However, he contends that as currently constituted, the Order
requires that the Official Committee investigate and, if
appropriate, file an adversary proceeding in order to preserve
estate claims against the First Lien Lenders or to challenge the
First Lien Lenders' security interests.

Promptly after its appointment, the Official Committee served
document requests on the Debtor and the First Lien Lenders
seeking discovery necessary to investigate the existence of
viable claims against the First Lien Lenders or challenges to the
First Lien Lenders' liens, Mr. Starks relates.  However, he says
that the Debtor failed to respond to the Official Committee's
discovery requests with any information potentially relevant to
determining the propriety of the claims or challenges until
approximately midnight of May 12, 2011.

Mr. Starks further contends that the materials provided are
insufficient to conduct a full analysis of potential claims or
lien defects.

"Under these circumstances, the Challenge Period as presently set
effectively denies the Official Committee's due process rights
and ability to discharge its fiduciary duties to GVR's unsecured
creditors," he argues.

In light of the Debtor's delayed document production and the
significant confirmation related pleadings that have been the
Official Committee's immediate focus, it is simply not feasible
for the Official Committee to conduct an adequate investigation,
seek and obtain derivative standing, and file an adversary
proceeding before the May 16, 2011 Challenge Period, Mr. Starks
asserts.

Accordingly, there is good cause for the Court to reconsider the
Order and permit a two week extension of the Challenge Period for
the Official Committee, provided that GVR and the First Lien
Lenders immediately deliver all necessary documents to the
Official Committee, Mr. Starks contends.

The Official Committee also seeks pre-approval of its right to
bring estate claims or challenges if the Official Committee finds
a good faith basis to do so.  It tells the Court that if the
Court is not inclined to grant its request, the Official
Committee seeks a four week extension of the Challenge Period to
ensure a sufficient opportunity to obtain derivative standing
before the deadline expires.

In a separate filing, the Official Committee sought a shortened
time to hear their request, but it was denied by the Court.

                    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)


STREETLIGHT TECHNOLOGIES: Goes Into Receivership on Cash Outage
---------------------------------------------------------------
Carla Wilson at Times Colonist reports that Streetlight
Intelligence went into receivership after running out of money.
The report relates that the public company has laid off 15 full-
time employees and ceased operating.  Trading of Streetlight
shares (TSXV: SLQ) has been halted on the TSX Venture Exchange.

In B.C. Supreme Court, G. Powroznik Group of Vancouver was
appointed receiver-manager of Streetlight Intelligence and of its
wholly owned subsidiary, Streetlight Intelligence International
Ltd, the report relates.  Streetlight had asked for the
receivership order.

A March 25 report by Streetlight said the company "has experienced
and continues to experience losses and negative cash flows," Times
Colonist says.  At that time it had just $22,000 in cash, the
report relates.

Times Colonist notes that Hydro Ottawa, owned by the City of
Ottawa, and Enmax Corp., the City of Calgary's energy company,
were heavily invested in Streetlight and came under fire when the
company closed its doors in mid April.

Streetlight's then-board set up a special committee in March to
find a way to survive, Times Colonist adds.

Streetlight Intelligence is a Central Saanich-based company that
makes remote controlled street light systems designed to cut
energy consumption.


SUNVALLEY SOLAR: Again Amends Third Quarter Report
--------------------------------------------------
Sunvalley Solar, Inc., filed on May 13, 2011, Amendment No. 2 to
its quarterly report for the quarter ended Sept. 30, 2010.

The Company reported a net loss of $35,406 on $1.2 million of
revenues for the three months ended Sept. 30, 2010, compared with
a net loss of $139,495 on $876,054 of revenues for the same
period of 2009.

At Sept. 30, 2010, the Company's balance sheet showed $2.3 million
in total assets, $2.5 million in total liabilities, and a
stockholders' deficit of $202,751.

"The Company has not yet established an ongoing source of revenues
sufficient to cover its operating costs and allow it to continue
as a going concern," the Company said in the filing.  "The ability
of the Company to continue as a going concern is dependent on the
Company obtaining adequate capital to fund operating losses until
it becomes profitable.  If the Company is unable to obtain
adequate capital, it could be forced to cease operations."

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

                       http://is.gd/ykvsV1

Sunvalley Solar, Inc., is a California-based solar power
technology and system integration company.  Since the inception of
its business in 2007, the company has focused on developing its
expertise and proprietary technology to install residential,
commercial and governmental solar power systems.


SUSPECT DETECTION: Again Amends Form 10-Q to Q2 Ended June 30
-------------------------------------------------------------
Suspect Detection Systems, Inc., filed on May 13, 2011, Amendment
No. 2 to its quarterly report on Form 10-Q for the quarter ended
June 30, 2010, to reflect the restatement of the Company's
financial statements for the period ended June 30, 2010, and 2009.
The adjustments principally relate to errors identified in the
Company's accounting pursuant to comments received from the
Securities and Exchange Commission to the Company's annual report
on Form 10-K for the fiscal Year ended Dec. 31, 2009, and to
include additional changes in presentation of certain accounts in
the financial statements.

The Company reported a net loss of $240,340 on $717,403 of
revenues for the three months ended June 30, 2010, compared with a
net loss of $199,295 on $254,759 of revenues for the same period
ended June 30, 2009.

The Company's balance sheet at June 30, 2010, showed $2.0 million
in total assets, $927,044 in total liabilities, and stockholders'
equity of $1.1 million.

As of June 30, 2010, the Company had an accumulated deficit of
approximately $2.3 million.

"The Company has not established sufficient sources of revenues to
cover its operating costs and expenses," the Company said in the
filing.  "As such, it has incurred significant operating losses
since inception.  Further, as of June 30, 2010, the cash resources
of the Company were insufficient to meet its planned business
objectives.  These and other factors raise substantial doubt about
the Company's ability to continue as a going concern."

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

                       http://is.gd/DOB0M9

New York-based Suspect Detection Systems, Inc., is a Delaware
corporation that conducts its operations through its 58% owned
subsidiary, Suspect Detection Systems Ltd., an Israeli
corporation.  SDS - Israel specializes in the development and
application of proprietary technologies for law enforcement and
border control, including counter terrorism efforts, immigration
control and drug enforcement, as well as human resource
management, asset management and the transportation sector.


SUSPECT DETECTION: Again Amends Form 10-Q to Q3 Ended Sept. 30
--------------------------------------------------------------
Suspect Detection Systems, Inc., filed on May 13, 2011, Amendment
No. 2 to its quarterly report on Form 10-Q for the quarter ended
Sept. 30, 2010, to reflect the restatement of the Company's
financial statements for the period ended Sept. 30, 2010, and
2009.  The adjustments principally relate to errors identified in
the Company's accounting pursuant to comments received from the
Securities and Exchange Commission to the Company's annual report
on Form 10-K for the fiscal Year ended Dec. 31, 2009, and to
include additional changes in presentation of certain accounts in
the financial statements.

The Company reported a net loss of $271,194 on $259,080 of
revenues for the three months ended Sept. 30, 2010, compared with
a net loss of $325,801 on $401,512 of revenues for the same period
ended Sept. 30, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$2.45 million in total assets, $1.57 million in total liabilities,
and stockholders' equity of $882,546.

As of Sept. 30, 2010, the Company had an accumulated deficit of
approximately $2.53 million.

"The Company has not established sufficient sources of revenues to
cover its operating costs and expenses," the Company said in the
filing.  "As such, it has incurred significant operating losses
since inception.  Further, as of Sept. 30, 2010, the cash
resources of the Company were insufficient to meet its planned
business objectives.  These and other factors raise substantial
doubt about the Company's ability to continue as a going concern."

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

                       http://is.gd/3rAUIR

New York-based Suspect Detection Systems, Inc., is a Delaware
corporation that conducts its operations through its 58% owned
subsidiary, Suspect Detection Systems Ltd., an Israeli
corporation.  SDS - Israel specializes in the development and
application of proprietary technologies for law enforcement and
border control, including counter terrorism efforts, immigration
control and drug enforcement, as well as human resource
management, asset management and the transportation sector.


SWORDFISH FINANCIAL: Incurs $487,204 Net Loss in First Quarter
--------------------------------------------------------------
Swordfish Financial, Inc., filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $487,204 for the three months ended March 31, 2011,
compared with a net loss of $279,883 for the same period a year
ago.

The Company's balance sheet at March 31, 2011, showed $3.81
million in total assets, $5.51 million in total liabilities and a
$1.69 million total stockholders' deficit.

                      About Swordfish Financial

Rockwall, Tex.-based Swordfish Financial, Inc., formerly Nature
Vision, Inc., designed, manufactured and marketed outdoor
recreation products primarily for the sport fishing and hunting
markets.  Based on the limited assets, product lines and resources
remaining after the M&I Business Credit LLC liquidation, Swordfish
Financial, Inc. has decided that there is not enough remaining of
the Nature Vision operations to continue as an outdoor
recreations products company and will concentrate on the business
on being an asset recovery company and using the financial
resources recovered to retire the Company's debts and invest in
other businesses domestically and internationally.

The Company reported a net loss of $2.69 million on $0 of net
sales for the year ended Dec. 31, 2010, compared with a net loss
of $1.94 million on $0 of net sales during the prior year.

As reported by the TCR on April 25, 2011, Patrick Rodgers, CPA,
PA, in Altamonte Springs, Florida, 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 and negative cash flows from operations the
past three years.


T & T FOODS: Expects Two Stores to Remain Open Despite Ch. 11
-------------------------------------------------------------
Roy Graber at the Winfield Daily Courier reports that the company
that operates the Apple Market stores in Winfield and Rose Hill,
Kansas, has filed for Chapter 11 bankruptcy, but the co-owner of
the business said Friday morning he does not expect the filing to
affect business at either location.  "It's just a reorganization,"
said Tim Voegeli, who along with his wife Toni owns T & T Foods.
"Really, this will help us get rid of some of the baggage and keep
us going.  With the economic conditions as they are, as well as
the added competition, it has made it really tough for us
independents."

T & T Foods, Inc., doing business as Apple Market, filed a Chapter
11 petition (Bankr. D. Kan. Case No. 11-11358) in Wichita, Kansas,
on May 9, 2011.  Mark J. Lazzo, Esq. -- mark@lazzolaw.com --
represents the Debtor.  The Debtor disclosed $545,565 in assets
and $1,130,374 in liabilities as of the Chapter 11 filing.


TELECONNECT INC: Incurs $1.44 Million Net Loss in March 31 Qtr.
---------------------------------------------------------------
Teleconnect Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $1.44 million on $7,943 of sales for the three months ended
March 31, 2011, compared with a net loss of $335,712 on $111 of
sales for the same period during the prior year.  The Company also
reported a net loss of $1.07 million on $19,914 of sales for the
six months ended March 31, 2011, compared with net income of $2.53
million on $234,510 of sales for the same period a year ago.

The Company's balance sheet at March 31, 2011, showed
$9.18 million in total assets, $10.52 million in total
liabilities, all current, and a $1.34 million total stockholders'
deficit.

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

                        http://is.gd/gSURix

                       About Teleconnect Inc.

Based in Breda, in The Netherlands, Teleconnect Inc. (OTC BB:
TLCO) Teleconnect Inc. (initially named Technology Systems
International Inc.) was incorporated under the laws of the State
of Florida on November 23, 1998.

Serving as a telecommunications service provider in Spain for
almost 9 years, the Company never fully reached expectations and
decided late in 2008 to change its course of business.  In
November 2009, 90% of the Company's telecommunication business was
sold to a Spanish group of investors, and on October 15, 2010, the
Company completed the acquisition of Hollandsche Exploitatie
Maatschappij BV (HEM), a Dutch entity established in 2007.  HEM's
core business involves the age validation of consumers when
purchasing products which cannot be sold to minors, such as
alcohol or tobacco.  The Company regards this age validation
business as its new strategic direction.  The Dutch companies
acquired in 2007 (Giga Matrix, The Netherlands, 49% and Photowizz,
The Netherlands, 100%) are considered to function complementary to
this new service offering.

Through the purchase of HEM and its ownership in Photowizz and
Giga Matrix the Company now controls all four pillars under its
business model: the manufacturing and leasing of electronic age
validation equipment, the performance of age validation
transactions remotely, the performance of market surveys and the
broadcasting of in-store commercial messages using the age
validation equipment in between age checks.

Coulter & Justus, P.C., in Knoxville, Tenn., after auditing the
Company's results for fiscal year ended Sept. 30, 2010, 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 and has a net capital
deficiency in addition to a working capital deficiency.

The Company reported net income of US$1,972,838 on US$254,446 of
revenue for fiscal 2010, compared with a net loss of US$1,828,443
on US$361,989 of revenue for fiscal 2009.


TELIPHONE CORP: Reports $205,900 Net Income in March 31 Quarter
---------------------------------------------------------------
Teliphone Corp. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of US$175,326 on US$2.12 million of revenue for the six months
ended March 31, 2011, compared with a net loss of US254,709 on
US$2.50 million of revenue for the same period a year ago.  The
Company also reported net income of US$205,913 on US$1.08 million
of revenue for the three months ended March 31, 2011, compared
with a net loss of US$405,382 on US$1.12 million of revenue for he
same period during the prior year.

The Company's balance sheet at March 31, 2011, showed US$2.96
million in total assets, US$3.25 million in total liabilities and
a US$289,003 total stockholders' deficit.

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

                        http://is.gd/xiBPDj

                       About Teliphone Corp.

Montreal, Canada-based Teliphone Corp. (OTCQB: TLPH)
-- http://www.teliphone.ca/-- provides broadband telephone
services utilizing its voice over Internet protocol (VoIP)
technology platform.

The Company reported a net loss of US$30,587 on US$1.0 million of
revenues for the three months ended Dec. 31, 2010, compared with
net income of US$150,673 on US$1.4 million of revenues for the
same period of the prior fiscal year.

As reported in the Troubled Company Reporter on Jan. 5, 2011,
KBL, LLP, in New York, expressed substantial doubt about Teliphone
Corp.'s ability to continue as a going concern, following the
Company's results for the fiscal year ended Sept. 30, 2010.  The
independent auditors noted that the Company has sustained
operating losses and significant working capital deficits in the
past few years.


THOMAS HOME: Court Orders Auction for New Inventory
---------------------------------------------------
According to a press release, new inventory assets of Thomas Home
Furnishings of Granite Falls, NC will be sold at public online
auction starting on May 30th and ending on June 8.  The sale was
ordered by the U.S. Bankruptcy Court, Western District of NC,
Wilkesboro Division, Chapter 7 Case No. 11-50527, in the matter of
Thomas Home Furnishings, Inc.

The auction will be managed and conducted by Iron Horse Auction
Company Inc. of Rockingham, NC.  The bidding platform is located
at http://www.ironhorseauction.com/and features an extended
bidding period at the end for late bidders.  The auction features
over 20,000 sq. ft. of new furniture and accessories, bedding,
lamps, tables, living room suits, dining room suites, leather of
all kinds and much more.  The furniture is located at 4346 Hickory
Boulevard, Granite Falls, NC and will be open for public
inspection on June 9, June 10, June 11 and June 12 from 9:00 a.m.-
4:00 p.m.

Bill Lilly of Iron Horse Auction Company, Inc. states, "The
auction features many of the best brands of furniture available in
America, with a total retail value of over 1 million dollars of
retail.  We have some that will be of interest to every household.
Don't miss this chance to buy new furniture at your price."


TREVOR DAVIS: Judge Chapman Approves Plan to Sell Apartments
------------------------------------------------------------
David Jones at the Real Deal Online reports that U.S. Bankruptcy
Court judge Shelley Chapman approved a plan by developer Trevor
Davis to resume selling apartments at his troubled condominium
project, 1055 Park Avenue, on the Upper East Side of Manhattan.

According to the report, the ruling by Judge Chapman should help
resolve more than six months of legal battles between Davis and
his lenders, who were about to foreclose on the troubled
condominium in late December when Davis suddenly filed for
personal bankruptcy protection.

According to the report, Judge Chapman ordered Mr. Davis to close
the sale of five of his six apartments, which are currently under
contract, by June 14th, which would generate $19 million in
proceeds.  Those funds must initially be used to pay off the $18
million debt he owes his senior lender, an entity called 1055
Park, controlled by Austrian investor Andreas Badian.  The
remaining $937,000 from the first five units must be used to pay
off expenses.  Mr. Davis was ordered to enter a contract for the
sixth and final apartment by June 10, and close by June 14.

The report adds that the deal that is expected to generate $5
million in proceeds, of which $4.5 million must be used to pay off
Zimco, a Manhattan-based real estate firm led by Mikhael Kurnev, a
former executive at Coalco, the developer of the Element
condominium.

Based in New York, Trevor P. Davis filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 10-16722) on Dec. 21, 2011.
Judge Shelley C. Chapman presides the case.  Scott S. Markowitz,
Esq., at Tarter Krinsky & Drogin LLP, represents the Debtor.  The
Debtor estimated assets of between $50 million and $100 million,
and debts of $10 million and $50 million.


TROPICANA ENT: Wimar Claim Hearing Deferred Pending Mediation
-------------------------------------------------------------
The hearing with respect to Wimar Tahoe Corporation's motion for
summary judgment in connection with its request for payment of a
$2 million administrative expense claim has been continued to a
date yet to be determined, pending the conclusion of a Court-
sanctioned mediation.

Judge Kevin Carey has urged a mediation for the parties involved
in Wimar Tahoe's request for allowance of its claim. In this
regard, the Court appointed Atty. Collins J. Seitz, Jr. to serve
as mediator in the matter effective as of May 13, 2011.

The mediation will also tackle Columbia Sussex Corporation's
administrative claims allowance motion and the dispute between
Lightsway Litigation Services LLC, as trustee of the Tropicana
Litigation Trust, and William J. Yung, III.

Unless otherwise directed by the Mediator, at least one principal
of each of the Mediation Parties, with authority to make a
decision binding upon the applicable entity, must be present at
each session of the Mediation.

The mediation conference will occur at a time and place
designated by the Mediator, but no later than July 16, 2011.

The Mediator may conduct the Mediation as he sees fit and may
establish rules of the Mediation, and consider and take
appropriate action with respect to any matters he deems
appropriate in order to conduct the Mediation.

All discussions, correspondence, draft resolution, offers, and
counteroffers among the Mediation parties will be strictly
confidential.

To facilitate Mediation, all discovery on Wimar Tahoe's
Administrative Claims will be stayed until further Court order.

The Mediator will not be required to file a fee application or
other pleading with the Court.  The fees and expenses of the
Mediator, including those by any professionals assisting the
Mediator in connection with the Mediation, will be paid within 14
days after the submission of an invoice to the Mediation Parties
and will be allocated: (i) 25% by Columbia Sussex, Wimar Tahoe,
and William Yung; (ii) 40% by Lightsway; (iii) 17.5% by the OpCo
Debtors; and (iv) 17.5% by the LandCo Debtors.

                   About Tropicana Entertainment

Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games.  In addition, the Company owns a development
property in Aruba.  The company is based in Las Vegas, Nevada.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC.  The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TROPICANA ENT: Sussex Claim Hearing Deferred Pending Mediation
--------------------------------------------------------------
The hearing with respect to a "motion for summary judgment" by
Columbia Sussex Corporation has been continued to a date yet to be
determined, pending the conclusion of a Court-sanctioned
mediation.

Judge Kevin Carey has urged a mediation for the parties involved
in Columbia Sussex's request for allowance of $5.2 million in
administrative claims.  In this regard, the Court appointed Atty.
Collins J. Seitz, Jr. to serve as mediator in the matter
effective as of May 13, 2011.

The mediation will also tackle Wimar Tahoe Corporation's
administrative claims allowance motion and the dispute between
Lightsway Litigation Services LLC, as trustee of the Tropicana
Litigation Trust, and William J. Yung, III.

Unless otherwise directed by the Mediator, at least one principal
of each of the Mediation Parties, with authority to make a
decision binding upon the applicable entity, must be present at
each session of the Mediation.

The mediation conference will occur at a time and place
designated by the Mediator, but no later than July 16, 2011.

The Mediator may conduct the Mediation as he sees fit and may
establish rules of the Mediation, and consider and take
appropriate action with respect to any matters he deems
appropriate in order to conduct the Mediation.

All discussions, correspondence, draft resolution, offers, and
counteroffers among the Mediation parties will be strictly
confidential.

To facilitate Mediation, all discovery on Columbia Sussex's
Administrative Claims will be stayed until further Court order.

The Mediator will not be required to file a fee application or
other pleading with the Court.  The fees and expenses of the
Mediator, including those by any professionals assisting the
Mediator in connection with the Mediation, will be paid within 14
days after the submission of an invoice to the Mediation Parties
and will be allocated: (i) 25% by Columbia Sussex, Wimar Tahoe,
and William Yung; (ii) 40% by Lightsway Litigation Services;
(iii) 17.5% by the OpCo Debtors; and (iv) 17.5% by the LandCo
Debtors.

                   About Tropicana Entertainment

Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games.  In addition, the Company owns a development
property in Aruba.  The company is based in Las Vegas, Nevada.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC.  The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.

Bankruptcy Creditors' Service, Inc., publishes Tropicana
Bankruptcy News.  The newsletter tracks the Chapter 11 proceedings
of Tropicana Entertainment Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


WES CONSULTING: Reports $102,000 Net Income in March 31 Quarter
---------------------------------------------------------------
Liberator, Inc., filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net income
of $102,074 on $5.58 million of net sales for the three months
ended March 31, 2011, compared with net income of $24,369 on $3.15
million of net sales for the same period during the prior year.
The Company also reported a net loss of $501,959 on $11.90 million
of net sales for the nine months ended March 31, 2011, compared
with a net loss of $646,504 on $8.22 million of net sales for the
same period a year ago.

The Company's balance sheet at March 31, 2011, showed
$7.64 million in total assets, $5.70 million in total liabilities,
and $1.94 million in total stockholders' equity.

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

                        http://is.gd/nSxShm

                        About Liberator Inc.

Headquartered in Atlanta, Georgia, Liberator, Inc. is a provider
of goods and information to consumers who believe that sensual
pleasure and fulfillment are essential to a well-lived and healthy
life.  The information that the Company provides consists
primarily of product demonstration videos that the Company shows
on its websites and instructional DVD's that the Company sells.


WORLD SURVEILLANCE: Reports $2.40-Mil. First Quarter Net Income
---------------------------------------------------------------
World Surveillance Group Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $2.40 million on $0 of revenue for the three months
ended March 31, 2011, compared with a net loss of $729,090 on $0
of revenue for the same period during the prior year.

The Company's balance sheet at March 31, 2011, showed $17,323 in
total assets, $16.16 million in total liabilities and a $16.14
million total stockholders' deficit.

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

                       http://is.gd/iOeRMt

                       About Sanswire Corp.

Aventura, Fla.-based World Surveillance Group Inc. f/k/a Sanswire
Corp. develops, markets and sells autonomous, lighter-than-air
unmanned aerial vehicles capable of carrying payloads that provide
persistent security solutions at low, mid and high altitudes.  The
Company's airships are designed for use by government-related and
commercial entities that require real-time intelligence,
surveillance and reconnaissance support for military, homeland
defense, border and maritime missions.

The Company reported a net loss of $9.79 million on $250,000 of
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $9.41 million on $0 of revenue during the prior year.

Rosen Seymour Shapss Martin & Company LLP, in New York, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the 2010 financial results.  The
independent auditor noted that the Company has experienced
significant losses and negative cash flows, resulting in decreased
capital and increased accumulated deficits.


* Rep. Smith: DOJ Ignoring Will Of Congress in Mortgage Talks
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that a top House Republican
accused the Justice Department of ignoring the will of Congress by
attempting to force banks to reduce troubled homeowners'
mortgages.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In Re Bhikhabhai Patel
   Bankr. C.D. Calif. Case No. 11-16267
      Chapter 11 Petition filed May 19, 2011

In Re Jeen Jimenez
   Bankr. C.D. Calif. Case No. 11-31631
      Chapter 11 Petition filed May 19, 2011

In Re Marc Friedman
   Bankr. C.D. Calif. Case No. 11-17135
      Chapter 11 Petition filed May 19, 2011

In Re Manuben Patel
   Bankr. N.D. Calif. Case No. 11-54812
      Chapter 11 Petition filed May 19, 2011

In Re 208 South Dunn Street LLC
   Bankr. S.D. Ind. Case No. 11-06480
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/insb11-06480.pdf

   In Re 314 East Third Street LLC
      Bankr. S.D. Ind. Case No. 11-06481
         Chapter 11 Petition filed May 19, 2011
            See http://bankrupt.com/misc/insb11-06481.pdf

In Re N&N Enterprises LLC
   Bankr. S.D. Ind. Case No. 11-06476
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/insb11-06476.pdf

In Re Joseph Hampton
   Bankr. W.D. Ky. Case No. 11-32505
      Chapter 11 Petition filed May 19, 2011

In Re East Fourth Street LLC
   Bankr. D. Mass. Case No. 11-42142
      Chapter 11 Petition filed May 19, 2011
         filed pro se

In Re Egrini, Inc.
   Bankr. E.D. Mich. Case No. 11-54291
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/mieb11-54291.pdf

In Re GSD, Incorporated
        dba Club Car Restaurant
   Bankr. W.D. Mich. Case No. 11-05678
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/miwb11-05678.pdf

In Re JD Sugarpine Properties, LLC
   Bankr. D. Nev. Case No. 11-51671
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/nvb11-51671.pdf

In Re John Reckling
   Bankr. D. Nev. Case No. 11-17762
      Chapter 11 Petition filed May 19, 2011

In Re Stella II Corp.
   Bankr. E.D. N.Y. Case No. 11-44262
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/nyeb11-44262.pdf

In Re Colonnade Property, LLC
   Bankr. E.D. Pa. Case No. 11-14061
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/paeb11-14061.pdf
         See http://bankrupt.com/misc/paeb11-14061c.pdf

In Re Bailey's Gifts & Concessions, Inc.
   Bankr. W.D. Pa. Case No. 11-70550
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/pawb11-70550.pdf

In Re Colling Group LLC
   Bankr. W.D. Texas Case No. 11-30941
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/txwb11-30941.pdf

In Re Randal Colling
     Maria Colling
   Bankr. W.D. Texas Case No. 11-30940
      Chapter 11 Petition filed May 19, 2011

In Re Valley View Retirement Community, LLC
   Bankr. W.D. Texas Case No. 11-30935
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/txwb11-30935.pdf

In Re Richard Leffler
   Bankr. W.D. Wash. Case No. 11-44105
      Chapter 11 Petition filed May 19, 2011

In Re Kampa Enterprises, LLC
   Bankr. E.D. Wis. Case No. 11-28083
      Chapter 11 Petition filed May 19, 2011
         See http://bankrupt.com/misc/wieb11-28083.pdf

In Re James Mccallum
   Bankr. D. Ariz. Case No. 11-14717
      Chapter 11 Petition filed May 20, 2011

In Re Alfred Basilio
   Bankr. C.D. Calif. Case No. 11-31915
      Chapter 11 Petition filed May 20, 2011

In Re Johnny Hong
   Bankr. C.D. Calif. Case No. 11-17268
      Chapter 11 Petition filed May 20, 2011

In Re Mordhay Green
   Bankr. C.D. Calif. Case No. 11-16328
      Chapter 11 Petition filed May 20, 2011

In Re Vandy Wongsavanh
   Bankr. C.D. Calif. Case No. 11-17252
      Chapter 11 Petition filed May 20, 2011

In Re Daniel Cizauskas
   Bankr. N.D. Calif. Case No. 11-54859
      Chapter 11 Petition filed May 20, 2011

In Re Monterey Checker Transportation, Inc.
        dba Yellow Cab Company
   Bankr. N.D. Calif. Case No. 11-54837
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/canb11-54837.pdf

In Re Jesus Ortiz
   Bankr. D. Conn. Case No. 11-31365
      Chapter 11 Petition filed May 20, 2011

In Re Collman & Karsky Architects, Inc.
   Bankr. M.D. Fla. Case No. 11-09666
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/flmb11-09666.pdf

In Re Dario Topolcic
   Bankr. M.D. Fla. Case No. 11-09683
      Chapter 11 Petition filed May 20, 2011

In Re K-FAM, INC.
        dba Emily's Family Restaurant
   Bankr. M.D. Fla. Case No. 11-03696
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/flmb11-03696.pdf

In Re The Shimoji Family Trust UTD June 9, 2003
   Bankr. M.D. Fla. Case No. 11-09626
      Chapter 11 Petition filed May 20, 2011
         filed pro se

In Re Better Quality Homes, Inc.
   Bankr. N.D. Ga. Case No. 11-65085
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/ganb11-65085.pdf

In Re Daniel McGrath
   Bankr. S.D. Ind. Case No. 11-06525
      Chapter 11 Petition filed May 20, 2011

In Re Chherth Norm
   Bankr. D. Mass. Case No. 11-14832
      Chapter 11 Petition filed May 20, 2011

In Re Luis Espinal Pacheco
   Bankr. D. Mass. Case No. 11-14824
      Chapter 11 Petition filed May 20, 2011

In Re Mahmoud Rahim
      Raya Abdulhussain
   Bankr. E.D. Mich. Case No. 11-54484
      Chapter 11 Petition filed May 20, 2011

In Re Jose Sequeira
   Bankr. D. Nev. Case No. 11-17831
      Chapter 11 Petition filed May 20, 2011

In Re Peyv Raz
   Bankr. D. Nev. Case No. 11-17890
      Chapter 11 Petition filed May 20, 2011

In Re West Residential Properties, LLC
   Bankr. W.D. N.C. Case No. 11-10507
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/ncwb11-10507.pdf

In Re Exclusive Properties LLC
   Bankr. D. N.J. Case No. 11-25743
      Chapter 11 Petition filed May 20, 2011
         filed pro se

In Re John Vitale
   Bankr. D. N.J. Case No. 11-25775
      Chapter 11 Petition filed May 20, 2011

In Re David Mollon
   Bankr. E.D. N.Y. Case No. 11-73619
      Chapter 11 Petition filed May 20, 2011

In Re Star Digital Communications, Inc.
   Bankr. S.D. N.Y. Case No. 11-22985
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/nysb11-22985.pdf

In Re D D R Development, Inc.
   Bankr. W.D. N.Y. Case No. 11-11811
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/nywb11-11811.pdf

In Re ACG, Inc.
   Bankr. S.D. Ohio Case No. 11-32799
      Chapter 11 Petition filed May 20, 2011
         See http://bankrupt.com/misc/ohsb11-32799.pdf

In Re Abraham Constantino
   Bankr. W.D. Pa. Case No. 11-23205
      Chapter 11 Petition filed May 20, 2011

In Re Granny's Family Restaurant, Inc.
        fdba BIB Enterprises
   Bankr. W.D. Pa. Case No. 11-70553
      Chapter 11 Petition filed May 20, 2011
        See http://bankrupt.com/misc/pawb11-70553.pdf

In Re William Tinsley
   Bankr. E.D. Tenn. Case No. 11-12744
      Chapter 11 Petition filed May 20, 2011

In Re Ronald Kyle
   Bankr. M.D. Tenn. Case No. 11-05124
      Chapter 11 Petition filed May 20, 2011

In Re Archer Bonnema
   Bankr. E.D. Texas Case No. 11-41606
      Chapter 11 Petition filed May 20, 2011

In Re Lost Lake Resort LLC
   Bankr. W.D. Wash. Case No. 11-44135
      Chapter 11 Petition filed May 20, 2011
         filed pro se

In Re Farhana Mahar
   Bankr. N.D. W.Va. Case No. 11-00958
      Chapter 11 Petition filed May 20, 2011

In Re K.S.S. Real Estate Inc.
   Bankr. E.D. Wis. Case No. 11-28191
      Chapter 11 Petition filed May 20, 2011
         filed pro se

In Re Heartland Development Group II LLC
   Bankr. E.D. Wis. Case No. 11-28262
      Chapter 11 Petition filed May 22, 2011
         See http://bankrupt.com/misc/wieb11-28262.pdf

In Re Jon Vasin
   Bankr. C.D. Calif. Case No. 11-32235
      Chapter 11 Petition filed May 23, 2011

In Re Oliza ONeal
   Bankr. C.D. Calif. Case No. 11-16405
      Chapter 11 Petition filed May 23, 2011

In Re Anthony Lacayo
   Bankr. E.D. Calif. Case No. 11-32812
      Chapter 11 Petition filed May 23, 2011

In Re Rodney Marquez
   Bankr. N.D. Calif. Case No. 11-45595
      Chapter 11 Petition filed May 23, 2011

In Re Kevin Levine
   Bankr. S.D. Calif. Case No. 11-08529
      Chapter 11 Petition filed May 23, 2011

In Re CDM Services, Inc.
        aka CDM Healthcare Financial Services
   Bankr. W.D. Ky. Case No. 11-32561
      Chapter 11 Petition filed May 23, 2011
        See http://bankrupt.com/misc/kywb11-32561.pdf

In Re Jerome Rosenberg
   Bankr. D. Nev. Case No. 11-17964
      Chapter 11 Petition filed May 23, 2011

In Re Richard Ziegler
   Bankr. D. Nev. Case No. 11-51703
      Chapter 11 Petition filed May 23, 2011

In Re Camrod Corporation
        dba Camrod Motorsports
   Bankr. D. N.J. Case No. 11-25985
      Chapter 11 Petition filed May 23, 2011
        See http://bankrupt.com/misc/njb11-25985.pdf

In Re Linford Wilson
   Bankr. E.D. N.Y. Case No. 11-44345
      Chapter 11 Petition filed May 23, 2011

In Re O.G.F. Importing LLC
        dba East Side Social Club
   Bankr. S.D. N.Y. Case No. 11-12475
      Chapter 11 Petition filed May 23, 2011
        See  http://bankrupt.com/misc/nysb11-12475.pdf

In Re Olympia International Gymastics, Inc.
   Bankr. M.D. Tenn. Case No. 11-05184
      Chapter 11 Petition filed May 23, 2011
         See http://bankrupt.com/misc/tnmb11-05184.pdf

In Re Rodolfo Marquez
   Bankr. D. Ariz. Case No. 11-15028
      Chapter 11 Petition filed May 24, 2011

In Re Bartt Acre
   Bankr. E.D. Ark. Case No. 11-13403
      Chapter 11 Petition filed May 24, 2011

In Re Eric Huynh
   Bankr. C.D. Calif. Case No. 11-16478
      Chapter 11 Petition filed May 24, 2011

In Re Quentin Howze
   Bankr. C.D. Calif. Case No. 11-16436
      Chapter 11 Petition filed May 24, 2011

In Re Aida Miranda
   Bankr. N.D. Calif. Case No. 11-54952
      Chapter 11 Petition filed May 24, 2011

In Re Nerivaldo Santos
   Bankr. N.D. Calif. Case No. 11-45667
      Chapter 11 Petition filed May 24, 2011

In Re Tamach Gables Square Condominium Association
   Bankr. S.D. Fla. Case No. 11-24207
      Chapter 11 Petition filed May 24, 2011
         See http://bankrupt.com/misc/flsb11-24207.pdf

In Re Bloomington Lawn and Landscape, Inc.
   Bankr. S.D. Ind. Case No. 11-06669
      Chapter 11 Petition filed May 24, 2011
         See http://bankrupt.com/misc/insb11-06669.pdf

In Re Wajdi Tabel
   Bankr. D. Kan. Case No. 11-21551
      Chapter 11 Petition filed May 24, 2011

In Re Points Excavating, LLC
   Bankr. D. Minn. Case No. 11-43633
      Chapter 11 Petition filed May 24, 2011
         See http://bankrupt.com/misc/mnb11-43633.pdf

In Re Amrik Dhillon
   Bankr. W.D. Mo. Case No. 11-61082
      Chapter 11 Petition filed May 24, 2011

  In Re Ranjit Kahlon
     Bankr. W.D. Mo. Case No. 11-61083
        Chapter 11 Petition filed May 24, 2011

In Re John Schletty
   Bankr. D. Nev. Case No. 11-18029
      Chapter 11 Petition filed May 24, 2011

In Re Jose Romero
   Bankr. D. Nev. Case No. 11-18084
      Chapter 11 Petition filed May 24, 2011

In Re Pablo Ferrato
   Bankr. D. Nev. Case No. 11-18111
      Chapter 11 Petition filed May 24, 2011

In Re Vegas Martini Group, LLC
        dba Straight Up Martini Bar
   Bankr. D. Nev. Case No. 11-18106
      Chapter 11 Petition filed May 24, 2011
        See http://bankrupt.com/misc/nvb11-18106.pdf

In Re Bruces Gourmet Cafe Inc.
        dba Bruce's Restaurant & Bakery
   Bankr. S.D. N.Y. Case No. 11-12490
      Chapter 11 Petition filed May 24, 2011
        See  http://bankrupt.com/misc/nysb11-12490.pdf

In Re David Rempel
      Patti Rempel
   Bankr. D. S.D. Case No. 11-50241
      Chapter 11 Petition filed May 24, 2011

In Re Eleven Eleven Investments, LLC
   Bankr. E.D. Tenn. Case No. 11-12804
      Chapter 11 Petition filed May 24, 2011
         See http://bankrupt.com/misc/tneb11-12804p.pdf
         See http://bankrupt.com/misc/tneb11-12804c.pdf

In Re Myung Chun
   Bankr. M.D. Tenn. Case No. 11-05234
      Chapter 11 Petition filed May 24, 2011

In Re SouthCoast Realty and Investments, L.L.C.
        aka Wildwood Estates
   Bankr. S.D. Texas Case No. 11-34433
      Chapter 11 Petition filed May 24, 2011
        See http://bankrupt.com/misc/txsb11-34433p.pdf
        See http://bankrupt.com/misc/txsb11-34433c.pdf

In Re Horseman's Trail, LLC
   Bankr. W.D. Wash. Case No. 11-16116
      Chapter 11 Petition filed May 24, 2011
         See http://bankrupt.com/misc/wawb11-16116.pdf

In Re Simpson & Solberg II, LLC
   Bankr. W.D. Wash. Case No. 11-16119
      Chapter 11 Petition filed May 24, 2011
         See http://bankrupt.com/misc/wawb11-16119.pdf

In Re Michael Emerson
   Bankr. S.D. W.Va. Case No. 11-30373
      Chapter 11 Petition filed May 24, 2011



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

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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