TCR_Public/110704.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, July 4, 2011, Vol. 15, No. 183

                            Headlines

15352 VANOWEN: Case Summary & 20 Largest Unsecured Creditors
ALL LAND: Court OKs Retention of Remax as Real Estate Broker
ALL LAND: Maschmeyer Karalis Okayed as Escrow Agent
ALLEN FAMILY: Court Okays $22 Million DIP Financing on Final Basis
ALLEN FAMILY: Seeks Court Okay for Young Conaway as Counsel

ALLEN FAMILY: Seeks Court Okay to Hire BMO as Investment Banker
AMERICAL APPAREL: Two New Members Elected to Board of Directors
AMERICAN MEDIA: S&P Withdraws 'BB+' Corporate on Endo Merger
ANCHOR BANCORP: Chris Bauer to Continue as President and CEO
ARNOW AVENUE: Case Summary & 2 Largest Unsecured Creditors

ATI ACQUISITION: S&P Cuts CCR to 'CCC', Sees Covenant Violation
BALL FOUR: Amends Plan Outline to Address Court's Comments
BARQUET GROUP: Voluntary Chapter 11 Case Summary
BERKS COUNTY: Moody's Affirms 'Ba1' Rating on $17.2-Mil. Bonds
BERRY PLASTICS: Moody's Confirms 'B3' Corporate Amid Rexam Deal

BIOLASE TECHNOLOGY: Deerfield, et. al., to Buy $9MM Securities
BOWLES SUB: Case Summary & 9 Largest Unsecured Creditors
BRH PROPERTIES: Voluntary Chapter 11 Case Summary
BROADVIEW NETWORKS: Faces Debt-Refinancing Hurdle
BROCADE COMMUNICATIONS: S&P Revises 'BB' Outlook to Positive

BRUGNARA PROPERTIES: Files 2nd Amended Plan and Disc. Statement
BUCYRUS COMMUNITY: July 28 Hearing on Plan Disclosures Set
CARBON ENERGY HOLDINGS: Voluntary Chapter 11 Case Summary
CATHOLIC CHURCH: Milw. Cemetery Trust Aims Lawsuit at Creditors
CAVICO CORP: NASDAQ Denies More Time to File Delinquent Filings

CHEYENNE HOTEL: Case Summary & 20 Largest Unsecured Creditors
CHINA NETWORKS: Delays Filing of 2010 Annual Report
CHIQUITA BRANDS: Moody's Affirms 'B2' Corporate Family Rating
CLAIRE'S STORES: Bank Debt Trades at 9% Off in Secondary Market
CLEAR CHANNEL: Bank Debt Trades at 16% Off in Secondary Market

CLUB VENTURES: Files Debt-Repayment Plan With Court
CMP SUSQUEHANNA: Bank Debt Trades at 1% Off in Secondary Market
COMMUNITY HEALTH: Bank Debt Trades at 3% Off in Secondary Market
COMSTOCK MINING: Adopts 2011 Equity Incentive Plan
CONTECH CONSTRUCTION: Debt Trades at 18% Off in Secondary Market

CROSS BORDER: Red Mountain Discloses 13.3% Equity Stake
CROWN MEDIA: $300-Mil. 10.5% Notes Priced at 100% of Face Value
CRYSTALLEX INT'L: Closes First Tranche of Milling Equipment Sale
DESERT CAPITAL: Investors, Facing Wipe-Out, Mulling Legal Options
DEX MEDIA EAST: Bank Debt Trades at 27% Off in Secondary Market

DEX MEDIA WEST: Bank Debt Trades at 17% Off in Secondary Market
DOMINGUE'S SAND: Case Summary & 14 Largest Unsecured Creditors
DUNCOR, LLC: Case Summary & 18 Largest Unsecured Creditors
DUNE ENERGY: Six Directors Elected at Annual Meeting
ELEPHANT & CASTLE: Case Summary & Creditors List

EMISPHERE TECHNOLOGIES: To Sell 4.3-Mil. Shares for $3.75-Mil.
ENCLAVE AT GLEN EYRE: Township Pushes Suit vs. Bonding Company
EVERGREEN PLAZA: Case Summary & 20 Largest Unsecured Creditors
FENTON SUB: Case Summary & 9 Largest Unsecured Creditors
FIRST BANK: Moody's Review 'B3' Deposit Rating for Upgrade

FORTRESS ENERGY: Alberta Court Extends CCAA Order Until Sept. 30
FREE AND CLEAR III: Attorneys Quit, Seek Ch. 11 Case Dismissal
GALP CNA: U.S. Trustee Says Plan Violates Absolute Priority Rule
GARY REINERT: Files For Bankruptcy Protection in Pennsylvania
GENCORP INC: Breaks Even in Three Months Ended May 31

GENTIVA HEALTH: Bank Debt Trades at 1% Off in Secondary Market
GEORGE SOWERS: Files for Bankruptcy Due to Roseland Guarantee
GLC LIMITED: Unsecured Creditors "Impaired" Under Plan
GOLDEN NUGGET: S&P Assigns 'B' Corporate Credit Rating
GRAND LAKE: Case Summary & 20 Largest Unsecured Creditors

GRANDE HOLDINGS: Seeks Court Protection from U.S. Creditors
GRANDE HOLDINGS: Chapter 15 Case Summary
HAMPTON ROADS: To Sell Harbour Point Branch to Sonabank
HANMI FINANCIAL: Cancels "Fully Subscribed" Offering as Price Low
HAWAII PACIFIC: Data Transfer Services to Continue While in Ch. 11

HAWKER BEECHCRAFT: Bank Debt Trades at 16% Off in Secondary Market
HILLTOP DAIRY: Case Summary & 14 Largest Unsecured Creditors
HLS KITCHEN: Creditors' Meeting Scheduled for July 11
HQ SUSTAINABLE: Delisted; Compliance Plan Rejected by NYSE Amex
IDO SECURITY: Irit Reiner Resigns from Board of Directors

INSIGHT GLOBAL: S&P Raises Corporate Credit Rating to 'B+'
INTRALINKS INC: S&P Raises Corporate to 'BB-' on Reduced Debt
IPREO HOLDINGS: S&P Assigns Preliminary 'B' Corp. Credit Rating
JACKSON GREEN: Case Summary & 20 Largest Unsecured Creditors
JACKSON HEWITT: Pushes Chapter 11 Fight With Creditors to August

JOSEPH-BETH BOOKSELLER: Closes The Village at Towne Centre Branch
KANSAS CITY: Moody's Upgrades Corporate Family Rating to 'Ba2'
KIK CUSTOM: S&P Affirms 'B-' Long-Term Corporate Credit Rating
LANKY'S INC: Case Summary & 11 Largest Unsecured Creditors
LEHMAN BROTHERS: Has Plan Support from Holders of $100BB in Claims

LEHMAN BROTHERS: Sells 1107 Broadway Building for $190.8-Mil.
LEHMAN BROTHERS: Europe Unit, Citi Settle Over $2.5-Bil. Assets
LEHMAN BROTHERS: BofA Says $500-Mil. Order Was "Error"
LEUCADIA NATIONAL: Moody's Upgrades CFR to Ba3; Outlook Stable
LISA DEE'S: Case Summary & 20 Largest Unsecured Creditors

LV KAPOLEI: Hopes for Disclosure Statement Approval
MAXON CORP: Two Jaxon Restaurants Remain Open While in Ch. 11
MICRON TECHNOLOGY: S&P Raises CCR to 'BB-' on Reduced Debt
MILLENNIUM HOLDINGS: Settles $8.7 Million Lead Paint Suit
MXENERGY HOLDINGS: Deregisters $32.83 Million of Senior Notes

NEBRASKA BOOK: Authorized on Interim Basis to Pay Critical Vendors
NEBRASKA BOOK: Has Deal With 2nd Lien Noteholders on Loans
NEEK NILOU: Voluntary Chapter 11 Case Summary
NEMRAH REALTY: Voluntary Chapter 11 Case Summary
NETWORK SOLUTIONS: S&P Affirms 'B' Corporate Credit Rating

NORIT HOLDINGS: Moody's Affirms 'B1' Corporate Family Rating
NORIT HOLDINGS: S&P Keeps Preliminary 'B+' Corp. Credit Rating
NORMANDIE COURT: Case Summary & 20 Largest Unsecured Creditors
NORTEL NETWORKS: Apple Consortium Offer $4.5BB to Win Patents
NU HORIZON: Voluntary Chapter 11 Case Summary

NURY ESTELAS: Voluntary Chapter 11 Case Summary
ODYSSEY PETROLEUM: Ch. 11 Case to End in 3 Months, Says Parent
OPEN SOLUTIONS: Bank Debt Trades at 14% Off in Secondary Market
ORAGENICS INC: Hikes Koski Credit Facility to $7 Million
OPUS WEST: Mainspring Buys Buildings from BofA for $60-Mil.

OXIGENE INC: Files Supplement to $4 Million Common Stock Offering
PASTIMES LLC: Case Summary & 6 Largest Unsecured Creditors
PATIENT SAFETY: Amends Form S-1 for 31.24-Mil. Shares Sale
PBMS INC: Case Summary & 20 Largest Unsecured Creditors
PENSON WORLDWIDE: Moody's Reviews 'B1' CFR for Downgrade

PERKINS & MARIE: Former Stuart Restaurant for Sale of Lease
PHILADELPHIA ORCHESTRA: Claims $16 Million in Assets
PLATINUM STUDIOS: Accepts Resignations of Two Directors
PRISZM INCOME: Obtains Sept. 30 Extension of CCAA Stay Period
PROAM ENTERPRISE: Case Summary & 15 Largest Unsecured Creditors

QUANTUM CORP: Paul Orlin Discloses 5.2% Equity Stake
QUANTUM FUEL: Closes Common Stock Units Offering
QUANTUM FUEL: Incurs $11.03 Million Net Loss in Fiscal 2011
RADIENT PHARMACEUTICALS: Common Stock Removed from NYSE Amex
REID PARK: U.S. Trustee Unable to Form Committee

RITE AID: Bank Debt Trades at 5% Off in Secondary Market
ROTECH HEALTHCARE: Submits Re-Listing Application to NASDAQ
ROYAL MEADOWS: Voluntary Chapter 11 Case Summary
RVTC LIMITED: Case Summary & 7 Largest Unsecured Creditors
SALON MEDIA: Incurs $2.58 Million Net Loss in Fiscal 2011

SANTA ROSA: Moody's Lowers Revenue Bond Rating to 'Ca'
SB PARTNERS: Incurs $192,214 Net Loss in March 31 Quarter
SHEARER'S FOODS: S&P Affirms CCR at 'B-'; Outlook Negative
SMART DATA: Appeals Court Upholds TN's Seizure of Insurer
SOTERA DEFENSE: S&P Assigns 'B' Corporate Credit Rating

SPHERIS INC: $37.5 Million Distributed to Creditors
SPANN & ASSOCIATES: Case Summary & 6 Largest Unsecured Creditors
SPRINGWOOD APARTMENTS: Devault Construction Bids for Apartments
SULPHCO INC: Common Stock Removed from NYSE Amex
T3 MOTION: Warrants to Begin Trading on NYSE Amex

TA CHUAN: Case Summary & 5 Largest Unsecured Creditors
TAO-SAHI: Hiring Bolton Real Estate Consultants as Appraiser
TAO-SAHI: Sec. 341 Creditors' Meeting Set for July 11
TAO-SAHI: Files List of 20 Largest Unsecured Creditors
TOWER OAKS: CWCAM Obtains Lift Stay to Proceed With Foreclosure

TR SHADOW: Case Summary & 2 Largest Unsecured Creditors
TREY RESOURCES: Now Known as SilverSun Technologies
TRANSDEL PHARMACEUTICALS: To Sell to Cardium Via 11 USC Sec. 363
TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market
TURNER HERITAGE: Case Summary & 20 Largest Unsecured Creditors

TXU CORP: Bank Debt Trades at 22% Off in Secondary Market
TXU CORP: Bank Debt Trades at 16% Off in Secondary Market
UAL CORP: Bank Debt Trades at 5% Off in Secondary Market
UNITED ENERGY: Delays Filing of Annual Report on Form 10-K
US AIRWAYS: S&P Rates Class C Pass-through Certificates at 'B'

USEC INC: Signs Standstill Agreement with Toshiba, et al.
VANGENT INC: S&P Raises CCR to 'B+' on Improved Profitability
VUANCE LTD: Incurs US$173,000 Net Loss in March 31 Quarter
WACCAMAW BANKSHARES: To Appeal NASDAQ De-Listing Decision
WESTLAKE EVERGREEN-DE: Case Summary & 20 Largest Unsec Creditors

WASHINGTON MUTUAL: Former Execs Seek Dismissal of FDIC Suit
WASHINGTON MUTUAL: Shareholder Class Suit Settled for $208.5MM
WESTMORELAND COAL: Files Form S-1; To Issue 250,000 Common Shares
WESTWOOD BOULEVARD: Case Summary & 8 Largest Unsecured Creditors
WOODMILL PRODUCTS: Sent to Receivership Last Month

WP EVENFLO: Moody's Lowers CFR to 'Caa2'; Outlook Negative

* NBC Bookseller's Filing Raises S&P's 2011 Default Tally to 18
* Dow Jones Indicator Suggests Slow Growth Ahead for U.S. Economy
* Mass. Attorney General Joins City's Blight Fight

* Centerview's Restructuring Practice Taps S. Greene and M. Puntus
* American Lawyer Finds Pro Bono Hours Plunged 8%

* BOND PRICING -- For Week From June 27 to July 1, 2011


                            *********


15352 VANOWEN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: 15352 Vanowen Street Apartments-DE, LLC
        3659 East Thousand Oaks Blvd.
        Thousand Oaks, CA 91362

Bankruptcy Case No.: 11-17870

Chapter 11 Petition Date: June 28, 2011

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: M Jonathan Hayes, Esq.
                  LAW OFFICE OF M JONATHAN HAYES
                  9700 Reseda Bl Ste201
                  Northridge, CA 91324
                  Tel: (818) 882-5600
                  Fax: (818) 882-5610
                  E-mail: jhayes@hayesbklaw.com

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

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

The petition was signed by Mark Kaufman, managing member.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
LNR Partners             Comm. Property         $17,623,808
1601 Washington Ave.,
#700 Miami Beach,
FL 33139-3164

Melting Pot              Security Deposit       $25,000
6205 Cavalleri Road
Malibu, CA 90265

Remedy Skin and Body     Security Deposit       $15,000
4874 Via Andrea
Newbury Park, CA 91320

Hyun Kook Kim            Security Deposit       $13,000

Dawn Barnes Karate       Security Deposit       $12,500

Flyberny Holdings        Security Deposit       $12,500

Canyon Salon             Security Deposit       $10,000

Luigi                    Security Deposit       $9,500

Studio TYLA              Security Deposit       $7,500

Nadar Afshani DDS        Security Deposit       $7,000

Frenzy                   Security Deposit       $6,000

M & M Beautyland         Security Deposit       $5,500

Quinn Simon Holistic     Security Deposit       $5,500

Merle Norman             Security Deposit       $5,000

Royal Oske Property                             $4,604

Chinese Massage          Security Deposit       $4,500

Monte Halpern            Security Deposit       $4,500

Phillipson               Security Deposit       $3,500

GI Services                                     $3,266

Le's Nails               Security Deposit       $2,500

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Evergreen Plaza Investment-DE, LLC     11-17858   06/28/11


ALL LAND: Court OKs Retention of Remax as Real Estate Broker
------------------------------------------------------------
All Land Investments, LLC, has received approval of its request to
employ Remax Associates as real estate broker.

ReMax and Harrington ERA shall be entitled to be paid their
brokerage commission, at closing, each in the amount of $5,600
(2.5% of the base price of $224,000) in connection to the sale of
the home on the real property known as Building Lot No. 76.

Newark, Delaware-based All Land Investments, LLC, operates a real
estate business.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 09-13790) on Oct. 29, 2009.
Gary F. Seitz, Esq., at Rawle & Henderson LLP assists the Company
in its restructuring efforts.  The Company disclosed $20,160,303
in assets and $22,796,539 in liabilities as of the Chapter 11
filing.


ALL LAND: Maschmeyer Karalis Okayed as Escrow Agent
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
approved All Land Investment, LLC's application to employ
Maschmeyer Karalis, P.C. as escrow agent, to distribute the net
sale proceeds from the sale of Building Lot No. 76.

Maschmeyer Karapali, as escrow agent, is authorized to distribute
the net sales proceeds from the sale of Building Lot No. 76 in the
amount of $203,224 for payment to:

  a) the Kent County Department of Public Works in the amount of
     $21,400.

  b) KSJS Investment Associates, LLC in the amount of $168,145;
     and

  c) ReMax Associates in the amount of $55,600.

Newark, Delaware-based All Land Investments, LLC, operates a real
estate business.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 09-13790) on Oct. 29, 2009.
Gary F. Seitz, Esq., at Rawle & Henderson LLP, serves counsel to
the Debtor in the Chapter 11 case.  The Company disclosed
$20,160,303 in assets and $22,796,539 in liabilities as of the
Chapter 11 filing.


ALLEN FAMILY: Court Okays $22 Million DIP Financing on Final Basis
------------------------------------------------------------------
On July 1, 2011, the U.S. Bankruptcy Court for the District of
Delaware entered its final order authorizing Allen Family Foods
Inc., et al., to obtain secured postpetition financing of up to
$22 million on a superpriority basis from MidAtlantic Farm Credit,
ACA, as DIP Lender, and to use cash collateral, in accordance with
the terms of the DIP Financing Agreement and the Debtors' cash
budget.

The Official Committee of Unsecured Creditors objected to the
Debtors' request to obtain postpetition financing.  In its
objection, the Committee said, among other things:

a. The Debtors must demonstrate that the Chapter 11 cases are
    not administratively insolvent.

b. The cost of the proposed DIP Financing is excessive.

c. The proposed DIP Financing impermissibly grants
    liens on previously unencumbered assets and superpriority
    claims that would improperly cover previously unencumbered
    assets.

The Court's order, however, provides that all objections to the
motion made at the final hearing are overruled.

As security for the DIP Facility, the DIP Lender is granted
security interests in all of the Debtors' property now owned or
hereafter acquired.

As partial adequate protection to the extent of any diminution in
value of its interests in the pre-petition collateral, MidAtlantic
will be granted replacement liens in all of its pre-petition
collateral.  These liens will be senior to all other security
interests in any of the pre-petition collateral, including the
claim of Wilmington rust.

As adequate protection to secure indebtedness owed to it pre-
petition, Wilmington Trust is granted replacement liens in all of
the pre-petition collateral.  These replacement liens will be
junior to all of the DIP Liens, Pre-Petition Lender Replacement
Liens, and Pre-Petition Lender Liens.

A copy of the DIP Financing Final Order is available at:

  http://bankrupt.com/misc/allenfamily.dipfacilityfinalorder.pdf

A copy of the cash budget is available at:

        http://bankrupt.com/misc/allenfamily.DIPbudget.pdf

On June 24, 2011, Bankruptcy Judge Kevin J. Carey entered its
second interim order authorizing and approving Debtors to obtain
secured postpetition financing of up to $11.5 million on a
superpriority basis from MidAtlantic and to use cash collateral.
Prior to that, Judge Carey entered an order clearing Allen Family
Foods to borrow $3 million to sustain operations as it prepares to
sell the bulk of its assets to a competitor in Chapter 11.

According to the June 24 order, proceeds of the DIP Facility will
only be used for expenditures specified in a budget, make adequate
protection payments to the prepetition lender.

As of the Petition Date, the Debtor owes to prepetition lender
MidAtlantic $59,122,308 on account of revolving loans and
$23,200,000 on account of a term loan, secured by all or
substantially all of the Debtor's personal property and certain
parcels of real property of certain Debtors.

The significant terms of the DIP Loan Agreement are:

Amount:            Up to $22,000,000

Interest Rate:     Prevailing 30-day LIBOR, to the nearest whole
                    multiple of one-eight of one percentage point
                    (0.125%), with a floor of 2.50%, plus 7.50%.

Commitment Fee:    2.00%

Maturity Date:     Sept. 8, 2011

A copy of the DIP Loan Agreement is available at:

   http://bankrupt.com/misc/allenfamily.DIPloanagreement.pdf

                    About Allen Family Foods

Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry
company.

Allen Family Foods, along with two affiliates, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on
June 9, 2011.  It estimated assets and liabilities between
$50 million and $100 million in its petition.  Affiliates that
filed separate Chapter 11 petitions are Allen's Hatchery Inc. and
JCR Enterprises Inc.

Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young,
Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as
counsel to the Debtors.  BMO Capital Markets is the Debtors'
investment banker.  Epiq Bankruptcy Solutions LLC is the claims
and notice agent.

Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC,
serve as counsel for the official committee of unsecured
creditors.  J.H. Cohn LLP serves as the Committee's financial
advisor.


ALLEN FAMILY: Seeks Court Okay for Young Conaway as Counsel
-----------------------------------------------------------
Allen Family Foods, Inc., and its affiliated debtors seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Young Conaway Stargatt & Taylor, LLP as their
bankruptcy counsel, nunc pro tunc to the Petition Date.

The Debtors have tapped Young Conaway as their attorneys because
of the firm's extensive knowledge, expertise and experience in the
field of debtors and creditors' rights and business
reorganizations under Chapter 11 of the Bankruptcy Code, explains
Brian G. Hildreth, vice president and secretary-treasurer of Allen
Family Foods, Inc.

The professional services that Young Conaway will render to the
Debtors include, but will not be limited to:

   (a) providing legal advice with respect to the Debtors' powers
       and duties as debtors-in-possession in the continued
       operation of their business and management of their
       properties;

   (b) guiding the disposition of the Debtors' assets through an
       orchestrated sale process;

   (c) preparing on behalf of the Debtors necessary applications,
       motions, answers, orders, reports and other legal papers;

   (d) appearing in Court and otherwise protecting the interests
       of the Debtors before the Court; and

   (e) performing all other legal services for the Debtors which
       may be necessary and proper in these proceedings.

Young Conaway will be paid on an hourly basis, and will be
reimbursed for actual, necessary expenses and other charges.

The principal attorneys and paralegal presently designated to
represent the Debtors and their current standard hourly rates are:

     Robert S. Brady       $675
     Sean T. Greecher      $370
     Andrew L. Magaziner   $290
     Brenda Walters        $240

Mr. Hildreth relates that Young Conaway was retained on March 10,
2011, pursuant to the terms of the parties' engagement agreement.
Young Conaway received an initial retainer of $25,000 on
March 17, 2011, and additional retainer supplements of $25,000 and
$53,117 on April 6, 2011, and June 8, 2011.  These amounts were
received in connection with the planning and preparation for a
potential Chapter 11 proceeding and the Firm's proposed
postpetition representation of the Debtors, he explains.  The
entire Retainer has been applied to the prepetition balance
existing as of the Petition Date to satisfy the legal fees and
expenses incurred in connection with the filing of these Chapter
11 cases, Mr. Hildreth adds.

Mr. Brady assures the Court that Young Conaway is a "disinterested
person" as that phrase is defined in Section 101 (14) as modified
by Section 1107 (b) of the Bankruptcy Code.

The court will convene a hearing on July 15, 2011, to consider the
application.  Parties have until July 8 to file objections.

                     About Allen Family Foods

Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry
company.

Allen Family Foods, along with two affiliates, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on
June 9, 2011.  It estimated assets and liabilities between
$50 million and $100 million in its petition.  Affiliates that
filed separate Chapter 11 petitions are Allen's Hatchery Inc. and
JCR Enterprises Inc.

BMO Capital Markets is the Debtors' investment banker.  Epiq
Bankruptcy Solutions LLC is the claims and notice agent.

Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC,
serve as counsel for the official committee of unsecured
creditors.  J.H. Cohn LLP serves as the Committee's financial
advisor.


ALLEN FAMILY: Seeks Court Okay to Hire BMO as Investment Banker
---------------------------------------------------------------
Allen Family Foods, Inc., and its affiliated debtors seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ BMO Capital Markets Corp. as their investment
banker, nunc pro tunc to the Petition Date.

According to the Debtors, they will rely on the expertise of BMO
Capital in conducting a bidding process, and in seeking to
consummate a sale of substantially all of their assets pursuant to
Section 363 of the Bankruptcy Code, subject to higher or better
bids.

The Debtors said they have selected BMO Capital as their
investment bankers based on, among other things, the depth of BMO
Capital's knowledge of the Debtors' management, business
operations, financial history and financial outlook and the
potential interested parties, all of which were developed through
extensive due diligence, an ongoing prepetition sale process, and
an eight-month prepetition engagement period.

Brian G. Hildreth, vice president and secretary-treasurer of
Allen Family Foods, Inc., relates that in providing prepetition
services to the Debtors in connection with these matters, BMO
Capital's professionals worked closely with the Debtors'
management and other professionals and became well-acquainted with
the Debtors' operations, debt structure, creditors,
businesses, operations and related matters.  Accordingly, BMO
Capital has developed extensive knowledge regarding the Debtors
that will be valuable to the Debtors in their efforts to
reorganize.

The investment banking services that BMO Capital will provide to
the Debtors include, without limitation:

   (a) assisting the Debtors in evaluating alternative
       transactions, including analyzing the financial impact of
       the alternatives;

   (b) advising and assisting the Debtors in considering the
       desirability of effecting a Transaction, and, if the
       Debtors believe a Transaction to be desirable, in
       developing and implementing a strategy for accomplishing
       the Transaction;

   (c) assisting the Debtors in developing a list of possible
       participants in a Transaction and contacting and eliciting
       interest from those possible participants;

   (d) assisting the Debtors in the preparation of a descriptive
       memorandum, offering memorandum or, if applicable, a
       disclosure statement relating to a Chapter 11 plan, in
       each case that describes the Debtors' operations and
       financial information and other appropriate information in
       detail as may be appropriate under the circumstances;

   (e) assisting the management of the Debtors in making
       presentations to the boards of directors of the Debtors
       concerning any Transaction;

   (f) advising and assisting the Debtors in the course of the
       Debtors' negotiation of a Transaction and participating in
       the negotiations as requested by the Debtors; and

   (g) providing other investment banking and financial advisory
       Services as the Debtors and BMO Capital may agree are
       appropriate in the circumstances.

In exchange for its services, the Debtors will pay BMO Capital
pursuant to this fee structure:

   * A monthly fee of $75,000 payable June 30, 2011, and on
     the last business day of each month thereafter, until
     the earlier of the completion of the Transaction or the
     termination of the Engagement Agreement.

   * A fee, payable in respect of any Sale Transaction that is
     consummated and payable promptly on the closing of the
     Transaction, equal to the greater of (i) $1,500,000 or (ii)
     1.5% of the Aggregate Value as defined in the parties'
     engagement agreement, payable by the "purchaser" in any Sale
     Transaction up to $110 million, plus 3.0% of the Aggregate
     Value in excess of $110 million.  The Transaction Fee will
     be reduced by the amount of any previously paid Monthly
     Fees.  For the avoidance of doubt, BMO Capital will be
     entitled to payment of only one Transaction Fee under the
     terms of the Engagement Agreement.

   * Regardless of whether any Transaction is proposed or
     consummated, the Debtors will also reimburse BMO Capital,
     upon request from time to time, for all of its
     reasonable out-of-pocket expenses, incurred in connection
     with the Engagement Agreement, including but not limited to
     travel and communication expenses, courier charges and the
     reasonable fees and disbursements of BMO Capital's counsel,
     and also the reasonable fees and disbursements of any other
     consultants engaged by BMO Capital with the prior consent of
     the Debtors, not to exceed $50,000 without prior approval
     by the Debtors.

The Debtors have also agreed to indemnify, defend and hold
harmless BMO Capital and its affiliates from and against any
losses, claims, damages, and liabilities (A) related to or arising
out of (i) the Debtors' actions or failures to act or (ii) actions
or failures to act by an Indemnified Party with the Debtors'
consent or in reliance on the Debtors' actions or failures to act,
or (B) otherwise related to or arising out of BMO Capital's
engagement or its performance, except to the
extent any losses, claims, damages or liabilities (B) are finally
judicially determined to have resulted from BMOCM's bad faith or
gross negligence.

BMO Capital received $100,242 from the Debtors for prepetition
services rendered and expenses incurred.

Charles Adair, a managing director at BMO Capital, assures the
Court that BMO Capital is a "disinterested person," as defined in
Section 101(14) of the Bankruptcy Code and as required by Section
327(a).

The Court will convene a hearing on July 15, 2011, to consider the
application.  Parties have until July 8 to file objections.
Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry
company.

                        About Allen Family

Allen Family Foods, along with two affiliates, filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on
June 9, 2011.  It estimated assets and liabilities between
$50 million and $100 million in its petition.  Affiliates that
filed separate Chapter 11 petitions are Allen's Hatchery Inc. and
JCR Enterprises Inc.

Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young,
Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as
counsel to the Debtors.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC,
serve as counsel for the official committee of unsecured
creditors.  J.H. Cohn LLP serves as the Committee's financial
advisor.


AMERICAL APPAREL: Two New Members Elected to Board of Directors
---------------------------------------------------------------
The board of directors of American Apparel, Inc., elected David
Danziger as a Class A director and as a member of the Audit
Committee and the Enterprise Risk Management Committee of the
Board effective immediately.

Also on June 24, 2011, the Board elected Marvin Igelman as
director and as a member of the Audit Committee of the Board,
effective automatically upon the occurrence or creation of a
future vacancy on the Board or such committee, respectively, with
Mr. Igleman to serve in the same director class as such vacancy.

The Board has determined that Messrs. Danziger and Igelman meet
the requirements to serve on the Audit Committee, as set forth in
Section 803B(2) of the NYSE Amex Company Guide, and that Mr.
Danziger qualifies to serve as a "financial expert" according to
the requirements of SEC Regulation S-K Items 407(d)(5)(ii) and
407(d)(5)(iii).

As directors, Messrs. Danziger and Igelman will be eligible to
receive compensation in the same manner as the Company's other
directors.

Mr. Danziger is a chartered accountant and a senior partner at
MSCM LLP, Chartered Accountants, a full service audit and
accounting firm located in Toronto.  His practice involves the
audit of public companies listed on all stock exchanges in North
America.  Mr. Danziger has over 25 years experience in audit,
accounting and management consulting.  He is currently a Director
for Cadillac Ventures Inc., Eurotin Inc., Carpathian Gold Inc. and
Renforth Resources Inc.  He is also the President and CEO of
Renforth Resources Inc.  Mr. Danziger graduated with a BComm. from
the University of Toronto.

Mr. Igelman served as a director and the Chief Strategy Officer of
Poynt Corporation, a Canadian company that offers mobile location-
based search services, from February 2010 to June 2011.  From May
2006 to February 2010, Mr. Igelman served as the Chief Executive
Officer of Unomobi Incorporated, a mobile advertising and
messaging platform he founded, which was acquired by Poynt
Corporation in February 2010.  From 2002 to 2006, Mr. Igelman
served as a business development consultant for numerous
technology companies, and established a number of other ventures,
including founding Unomobi Incorporated.  Mr. Igelman is a
graduate of Toronto's Osgoode Hall Law School.

                       About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of Sept. 30, 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

American Apparel reported a net loss of $86.31 million on
$532.99 million of net sales for the year ended Dec. 31, 2010,
compared with net income of $1.11 million on $558.77 million of
net sales during the prior year.

The Company's balance sheet at March 31, 2011, showed
$333.95 million in total assets, $283.12 million in total
liabilities, and $50.83 million in total stockholders' equity.

The Wall Street Journal reports that Skadden, Arps, Slate, Meagher
& Flom has been advising the company on its recent restructuring
efforts alongside investment bank Rothschild Inc.

In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being.

                        Going Concern Doubt

Marcum LLP, in New York, in its audit report on American Apparel's
financial statements for the year ended Dec. 31, 2010, expressed
substantial doubt about the Company's ability to continue as a
going concern.

As of April 30, 2011, the Company had approximately $8,000,000 of
cash, approximately $8,900,000 of availability for additional
borrowings and $46,100,000 outstanding on the credit facility
under the BofA Credit Agreement and $1,400,000 of availability for
additional borrowings and $4,000,000 outstanding on the credit
facility under the Bank of Montreal Credit Agreement.  As May 10,
2011, the Company had approximately $5,941,000 available for
borrowing under the BofA Credit Agreement and $1,481,000 available
under the Bank of Montreal Credit Agreement.

As more fully discussed in Note 13, on April 26, 2011 the Company
sold 15,777,000 shares of Common Stock to a group of investors, at
a price of $0.90 per share, for the aggregate cash purchase price
of approximately $14,200,000 of which $5,000,000 went to satisfy
and meet the availability requirement of the amendment to the BofA
Credit Agreement.  The investors also received the right to
purchase up to an additional 27,443,000 shares at the same price
within 180 days, subject to shareholder approval and subject to
certain anti-dilution and other adjustments.

This transaction improved the liquidity position of the Company by
approximately $8,000,000.

The Company incurred a loss from operations of $13,091,000 for the
three months ended March 31, 2011, compared to a loss from
operations of $21,556,000 for the three months ended March 31,
2010.  The current operating plan indicates that losses from
operations may be incurred for all of fiscal 2011.  "Consequently,
the Company may not have sufficient liquidity necessary to sustain
operations for the next twelve months and this raises substantial
doubt that the Company will be able to continue as a going
concern," the Company said in the Form 10-Q.

"If we are not able to timely, successfully or efficiently
implement the strategies that we are pursuing to improve our
operating performance and financial position, obtain alternative
sources of capital or otherwise meet our liquidity needs, we may
need to voluntarily seek protection under Chapter 11 of the U.S.
Bankruptcy Code."


AMERICAN MEDIA: S&P Withdraws 'BB+' Corporate on Endo Merger
------------------------------------------------------------
Standard & Poor's withdrew its 'BB+' corporate credit rating on
Minnetonka, Minn.-based American Medical Systems Inc. and its
parent, American Medical Systems Holdings, Inc. as a result of its
consummated merger with Endo Pharmaceuticals Holdings Inc.  "We
also withdrew the 'BBB' issue-level and '1' recovery rating on
AMS' revolving credit facility and also withdrew the 'BB-' issue-
level and '6' recovery rating on parent American Medical Systems
Holdings Inc. senior convertible subordinated notes, given the
economic incentive for bondholders to convert into equity," S&P
stated.


ANCHOR BANCORP: Chris Bauer to Continue as President and CEO
------------------------------------------------------------
Anchor BanCorp Wisconsin, Inc., and Chris M. Bauer entered into an
employment agreement, which has been approved by Office of Thrift
Supervision, to continue as the President and Chief Executive
Officer of the Company and the Bank.

Mr. Bauer's agreement is effective June 23, 2011, for a period of
two years (expiring June 22, 2013).  He will receive a salary of
$700,000 per year, payable at a rate of $58,333 per month.
Mr. Bauer will be entitled to the employee benefits as provided in
the employee handbook and other benefits that are or become
available to employees with similar job titles or job
classifications including, but not limited to, stock options,
restricted stock and participation in excess benefit plans, as is
authorized and approved by the Board.  Mr. Bauer will be
reimbursed for all reasonable and necessary expenses and will be
entitled to use of an automobile.

Upon termination for cause or upon retirement or voluntary
termination by Mr. Bauer, he will not be entitled to additional
compensation or benefits for any period after such termination,
beyond any compensation or benefits accrued.  If the OTS or
Federal Deposit Insurance Corporation require Mr. Bauer's
agreement to be terminated, all obligations of the Bank and the
Company will be terminated, except any vested rights will not be
affected.  If the OTS or the FDIC require Mr. Bauer's agreement to
be suspended, then the Company's and Bank's obligations will be
suspended, but if the suspension is lifted or charges dismissed,
then Mr. Bauer will receive all compensation withheld during the
suspension.  Mr. Bauer's agreement is subject to the restrictions
pertaining to executive compensation under the Emergency Economic
Stabilization Act of 2008, as amended by the American Recovery and
Reinvestment Act of 2009 and any amendments thereto or regulations
promulgated thereunder, as well as customary non-disclosure, non-
disparagement and similar provisions.  Mr. Bauer's agreement also
contains other customary provisions for agreements of such type.

A full-text copy of the Employment Agreement is available for free
at http://is.gd/sTaSwd

                       About Anchor Bancorp

Headquartered in Madison, Wisconsin, Anchor Bancorp Wisconsin Inc.
(NASDAQ: ABCW) is a registered savings and loan holding company
incorporated under the laws of the State of Wisconsin.  The
Company is engaged in the savings and loan business through its
wholly owned banking subsidiary, AnchorBank, fsb.

AnchorBank, fsb was organized in 1919 as a Wisconsin chartered
savings institution and converted to a federally chartered savings
institution in July 2000.  AnchorBank, fsb is the third largest
depository institution headquartered in the state of Wisconsin and
its largest thrift in terms of assets.

The Company's balance sheet at Dec. 31, 2010, showed $3.58 billion
in total assets, $3.59 billion in total liabilities, and a
$9.52 million stockholders' deficit.

"Management has proactively continued to address both problem
credits and the effect of the protracted recessionary impact in
its key markets and on its customers," said Chris Bauer, president
and chief executive officer Anchor Bancorp. and its banking unit.

As reported in the Troubled Company Reporter on July 5, 2010,
McGladrey & Pullen, LLP, in Madison, Wisconsin, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that at March 31,
2010, all of the subsidiary bank's regulatory capital amounts and
ratios are below the required levels and the bank is considered
"undercapitalized" under the regulatory framework for prompt
corrective action.  The subsidiary bank has also suffered
recurring losses from operations.  Failure to meet the capital
requirements exposes the Company's to regulatory sanctions that
may include restrictions on operations and growth, mandatory asset
dispositions, and seizure of the subsidiary bank.


ARNOW AVENUE: Case Summary & 2 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Arnow Avenue Development, LLC
        1906 Arnow Avenue
        Bronx, NY 10469

Bankruptcy Case No.: 11-13114

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Allan L. Gropper

Debtor's Counsel: Richard A. Guttman, Esq.
                  LAW OFFICES OF RICHARD A. GUTTMAN, ESQ.
                  84 Lakebridge Drive South
                  Kings Park, NY 11754
                  Tel: (631) 544-6914

Estimated Assets: $0 to $50,000

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

A list of the Company's two largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/nysb11-13114.pdf

The petition was signed by Eddie Sachar, vice president.


ATI ACQUISITION: S&P Cuts CCR to 'CCC', Sees Covenant Violation
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on ATI Acquisition Co. to 'CCC' from 'B' and removed the
ratings from CreditWatch, where they were placed on Sept. 24,
2010, with negative implications.

"At the same time, we lowered our issue-level ratings on the
company's term loan and revolving credit facility to 'CCC' (at the
same level as the corporate credit rating).  The recovery rating
on this debt remains unchanged at '3', indicating our expectation
of meaningful (50%-70%) recovery for debtholders in the event of a
payment default.  We also lowered our issue-level ratings on the
company's subordinated debt to 'CC' from 'CCC+'.  The recovery
rating on this debt remains unchanged at '6' indicating our
expectation of negligible (0% to 10%) recovery for noteholders in
the event of a payment default," S&P stated.

The rating outlook is negative.

North Richmond Hills, Texas-based ATI had total debt of $249
million as of March 31, 2011.

"The downgrade reflects the effect of increased regulation and
revised business practices on the company's operating performance,
its thinning margin of compliance with its debt leverage covenant,
and limited liquidity," said Standard & Poor's credit analyst Hal
Diamond.  "Under our base case scenario, we expect the company's
operating performance to deteriorate in 2011 because of enrollment
declines, notwithstanding tuition increases (which may exacerbate
the decline in enrollments).  We expect revenues to decline at a
mid-single-digit percent rate in 2011 and EBITDA to fall at a mid-
teen-percent rate, likely resulting in a covenant violation,
unless the company obtains an amendment.  In our opinion, it could
be difficult for the company to absorb the potential increase in
its borrowing rate that could accompany an amendment, unless it
can secure additional equity funding."

The negative outlook reflects Standard & Poor's expectation of a
potential covenant violation in the near term, unless the company
obtains an amendment.


BALL FOUR: Amends Plan Outline to Address Court's Comments
----------------------------------------------------------
Ball Four Inc. delivered to U.S. Bankruptcy Court for the District
of Colorado last month amendments to its proposed Chapter 11 plan
of reorganization and explanatory disclosure statement.

The Debtor filed the amendment after informal objection of the
U.S. Trustee and comments from the Court.  The Court pointed out,
among other things, that Classes 1 and 2 does not comply with the
requirements of 11 U.S.C. Sec. 1129(a)(9)(D) thus Plan needs
agreement from tax creditors to the proposed treatment.

Pursuant to the Amended Plan, holders of allowed unsecured claims
will be paid the allowed amount of their claims in full plus
interest at the current Federal Judgment Interest Rate calculated
from the Effective Date until the date that the allowed unsecured
claims are paid in full.

To pay allowed unsecured claims, the Debtor will make sufficient
semi-annual payments of $50,000 each which will be distributed to
the holders of allowed unsecured claims on a Pro Rata basis with
the first semi-annual payment of $50,000 due on the Effective Date
and continuing thereafter with additional semi-annual payments of
$50,000 each until Class 4 claims are paid in full.

Additionally, the unsecured priority claim of the Internal
Revenue Service will be paid in full with interest at 5% per annum
amortized over 48 months with the first payment of principal and
interest due on the Effective Date and continuing monthly
thereafter until the claim is paid in full.

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

A full-text copy of the Amended Plan is available for free at
http://bankrupt.com/misc/BALLFOUR_amended_plan.pdf

A minute order filed last month said that the Court will set a
confirmation hearing and attendant deadlines after the Debtor
submits the amended disclosure statement.  As of July 1, a
scheduling order has not been entered.

                        About Ball Four

Ball Four, Inc., has a 16.93-acre property located at 2101 W. 64th
Ave. in Adams County, Arvada, Colorado.  The site has a slow pitch
softball facility and an indoor-soccer facility.  Simulcast
wagering on dog and horse racing from tracks in the United States
is also operated at the site pursuant to a license obtained from
Mile High Racing in Commerce City.

Ball Four first sought Chapter 11 protection after it was
discovered in 1989 that a small portion of Ball Four's property
was contaminated.  Ball Four later sought confirmation of a
Chapter 11 plan, and an investigation found Ball Four's property
to be free of contaminants.

Ball Four completed its indoor soccer facility and another
building at its property in 2007 following a $1.9 million loan
from FirsTier Bank.  In November 2009, Ball Four was unable to
make the interest payment due on the note to FirsTier.  FirsTier
commenced a foreclosure proceeding which led to the Debtor filing
for Chapter 11 protection in 2010.

Ball Four, Inc., filed a Chapter 11 petition (Bankr. D. Colo. Case
No. 10-33952) on Sept. 21, 2010.  William A. Richey, Esq., at
Weinman & Associates, P.C., serves as the Debtor's bankruptcy
counsel.  The Debtor disclosed $16,220,990 in assets and
$3,483,420 in liabilities as of the Chapter 11 filing.


BARQUET GROUP: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Barquet Group, Inc.
          fka Galeria Ramis Barquet, N.Y. Ltd.
              Barquet Holdings, Inc.
        532 West 24th Street
        New York, NY 10011

Bankruptcy Case No.: 11-13116

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Janice Beth Grubin, Esq.
                  TODTMAN NACHAMIE SPIZZ & JOHNS, P.C.
                  425 Park Avenue
                  New York, NY 10022
                  Tel: (212) 754-9400
                  Fax: (212) 754-6262
                  E-mail: jgrubin@tnsj-law.com

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

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

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

The petition was signed by Ramis Barquet, president.


BERKS COUNTY: Moody's Affirms 'Ba1' Rating on $17.2-Mil. Bonds
--------------------------------------------------------------
Moody's Investors Service has affirmed the Ba1 long-term rating on
Albright College's Series 2004 Revenue Bonds issued through the
Berks County Municipal Authority. The rating outlook remains
stable.

SUMMARY RATING RATIONALE

The Ba1 rating reflects the College's thin level of financial
resources, leveraged balance sheet, variable rate debt exposure as
well as a generally stable market position, although challenging
matriculation rates, and healthy operating performance.

STRENGTHS

* Stable market position and healthy student demand as a private,
  co-educational liberal arts institution serving 2,363 full-time
  equivalent students in Reading, PA.

* Healthy operating performance with three-year average operating
  margin of 7.1% from fiscal years 2010-2008, as calculated
  by Moody's, covering debt service by 2.6 times over the same
  period. The College generated $7.7 million of cash flow to cover
  $2.4 million in annual debt service, resulting in operating cash
  flow margins of 15% in 2009 and 14% in 2008, up from 9% and 7%
  in 2005 and 2004, respectively.

* Strengthened fundraising focus and improved three-year average
  gift flow rising to $4.3 million through fiscal year 2010, in
  line with the median of $4.6 million of Moody's Ba-rated
  institutions.

CHALLENGES

* Continued stiff competition driving need to maintain favorable
  student demand. The College's dependency on student charges (86%
  of FY 2010) as the primary source of operating revenue stresses
  the continued importance of successful recruitment and retention
  of students as future demand and market position could be
  pressured given the competitive higher education environment.
  The high level of competition is reflected in the yield rate of
  16% in fall 2010, below the median of 22% for all Moody's Ba-
  rated institutions.

* Thin balance sheet with unrestricted financial resources of
  negative $9.8 million in FY 2009 covering -0.2 times. Monthly
  liquidity of $11.7 million covers 92 days operations and 44.6%
  of demand debt.

DETAILED CREDIT DISCUSSION

LEGAL SECURITY: Bonds are secured by a pledge of gross revenues
and a debt service reserve fund.

INTEREST RATE DERIVATIVES: In 2009, the College entered into a 10-
year fixed interest rate swap contract with a current outstanding
notional amount of $25.5 million with Wachovia Bank, N.A. (rated
Aa2/P-1). Under this agreement the College pays a fixed rate of
2.8275% in exchange for 74% of LIBOR. The School is not required
to post collateral and there are no rating triggers tied the
College in the agreements. As of April 29, 2011 the mark-to-market
value of the swap was a liability of $1.3 million to the College.
Moody's has incorporated the risks associated with the swaps in
the Ba1 long-term rating.

DEBT STRUCTURE: On December 15, 2010, the College exited the
variable rate bonds supported by a single letter of credit ($25.5
million) from Wachovia Bank, NA (rated Aa2/P-1) and issued $25.5
million of variable rate debt through a Continuing Covenants
Agreement with Wells Fargo Bank. The agreement includes a
Mandatory Purchase Date in December 2013.

The loan includes various covenants which, if breached, could
allow the bank to require immediate repayment. These events
include, but are not limited to the failure to maintain at least
1.15 times coverage of the Debt Service Coverage Ratio and least
0.40 times coverage of the Liquidity Ratio. As of May 31, 2011,
the College's pro-forma calculations note coverage levels met the
requirements (Debt Service Coverage Ratio - 1.8 times, Liquidity
Ratio - 0.75 times). If a covenant is violated and not remedied,
deterioration of the rating could occur at a faster pace. Moody's
believes that the variable rate debt structure and terms of the
Continuing Covenants Agreement add additional risks especially
given the limited unrestricted cash levels.

MARKET POSITION: STABLE MARKET POSITION WITH PRESSURED
MATRICULATION RATES

Located in Reading, Pennsylvania, Albright College is a small,
liberal arts institution focused on inter-disciplinary education
for undergraduate students. The College attracts a high number of
first-generation college students and has expanded its focus to
include a professional division that operates at satellite
locations outside of Reading. Full-time equivalent (FTE) students
rose from 1,495 in fall 1999 to 2,363 in fall 2010, a 58%
increase. At the same time, the College has improved its
selectivity by substantially growing applications and selectivity
declined from 80% in 1999 to 45% 2010. Moody's believes that while
Albright has experienced consistent enrollment growth and has
improved selectivity, both signals of a stabilizing student market
position, its market position remains challenged given a pressured
matriculation rate of 16% in fall 2010.Low matriculation rates
leave the College vulnerable to shifts in demand.

Despite regional competition from both public and private
institutions and projected area high school graduation declines,
the College continues to draws students as evidenced by increase
in fall 2011 applications to over 7,000. The College is on track
to exceed the budgeted number of students. The College does not
have enrollment growth plans and will continue to focus its
attention on increasing retention, which has improved to
approximately 80% for freshman to sophomore in the current year.

OPERATING PERFORMANCE: OPERATING PERFORMANCE PROVIDES ADEQUATE
DEBT SERVICE COVERAGE

Moody's expects positive operating performance to continue based
upon the Albright's conservative budgeting practices. In 2010,
Albright generated favorable operating performance as calculated
by Moody's, with a one year surplus of 8.7% and a three-year
average operating margin of 7.1%. Average debt service coverage
over the past three years was 3.0 times. In FY 2010 Albright
generated approximately $8.6 million in operating cash flow
resulting in healthy operating cash flow margin of 16% and 14% in
2010 and 2009, respectively.

Albright remains a highly tuition dependent institution with
student derived fees accounting for over 85% of operating
revenues. The College has substantially grown net tuition revenue
as overall enrollment has grown and revenue per student has
increased. Net tuition per student has increased from just $8,610
in 2000 to over $14,388 in 2010. Over this same time frame, total
net tuition has increased from less than $13 million to $33
million. Given the College's improved selectivity and enrollment
profile, as well as strategic efforts by management to improve
operating performance, Moody's believes the College's operations
should benefit from the recent momentum.

BALANCE SHEET: BALANCE SHEET PROVIDES LIMITED CUSHION TO DEBT AND
OPERATIONS

Albright maintains a leveraged balance sheet and financial
resource levels provide a weak cushion for debt and operations. In
FY 2010, financial resources totaled $31.2 million with expendable
financial resources of $1.4 million providing a cushion for $43.4
million of debt by 0.03 times and operations by 0.03 times. Based
on FY 2010 financial statements, Moody's estimates the College had
approximately $50.9 million in cash and investments, of which
$35.4 million was not encumbered by collateral requirements or
held in debt service reserve funds. Moody's expects the cash
position of the College to remain constrained with monthly
liquidity of $11.7 million or limited 92 monthly days cash on hand
and monthly liquidity to demand debt of 44.6%. Moody's believes
feels that the College has extremely limited capacity to incur
additional debt at the current rating level as draw downs on
resources or additional debt plans will likely pressure the
rating.

Through efforts of the College and its Board members,
philanthropic giving has increased and gift revenue has averaged
$3.0 million over the past three years, a pace consistent with
similarly rated institutions. In addition, the School is currently
in the midst of the silent phase of a capital campaign targeted to
fund endowment growth, capital and the annual fund program.

The College has no plans to assume additional debt and Moody's
believes that at the current rating level, there is little or no
additional debt capacity unless the financial resources grow
significantly to keep pace with potential future debt increases.
Outlook

The stable outlook reflects Moody's expectation that the
institution will continue to maintain a steady market position,
donor support, positive operating margins and debt service
coverage.

WHAT COULD MAKE THE RATING GO UP

Substantial growth of the financial resource base; continued
improvement in operating performance; fundraising success

WHAT COULD MAKE THE RATING GO DOWN

Deterioration of student market position; weakening of operating
performance; increases in debt not accompanied with growth in
financial resources levels

KEY INDICATORS (Fiscal year 2010 financial data, fall 2010
enrollment):

Total Enrollment: 2,363 full-time equivalent students

Total Direct Debt: $43.4 million, $18.5 million rated by Moody's

Total Comprehensive Debt: $49.7 million

Expendable Resources to Debt: 0.03 times

Expendable Resources to Operations: 0.03 times

Three-Year Average Operating Margin: 7.1%

Average Debt Service Coverage: 3.0 times

Monthly Liquidity: $11.7 million

Monthly Days Cash on Hand: 92 days

Monthly Liquidity to Demand Debt: 44.6%

RATED DEBT

Series 2004: Ba1

CONTACTS

University: William W. Wood, Vice President for Administration and
Financial Services, 610-921-7749

METHODOLOGY

The principal methodology used in this rating was Moody's Rating
Approach for Private Colleges and Universities published in
September 2002.


BERRY PLASTICS: Moody's Confirms 'B3' Corporate Amid Rexam Deal
---------------------------------------------------------------
Moody's Investors Service confirmed the B3 corporate family rating
of Berry Plastics Corporation concluding a review for possible
downgrade initiated on June 20, 2011.  The rating outlook is
stable and the speculative grade liquidity rating is SGL-3.  The
review was prompted by Berry's announcement that it had entered
into a definitive agreement to acquire the Rexam specialty and
beverage closures business for approximately $360 million.  The
transaction is expected to close in the third quarter of 2011.

Moody's took these actions for Berry Plastics Corp.

   -- Confirmed B3 Corporate Family Rating

   -- Confirmed B3 Probability of Default Rating

   -- Confirmed Speculative Grade Liquidity Rating, SGL -3

   -- Confirmed $1.2 billion senior secured term loan 4/3/2015
($1.152 billion outstanding), B1 (LGD 3-32% from LGD 3-30%)

   -- Confirmed $680 million 1st-lien senior secured floating
notes due 2/15/2015, B1 (LGD 3-32% from LGD 3-30%)

   -- Confirmed $370 million 8.25% 1st lien senior secured notes
11/15/2015, B1 (LGD 3-32% from LGD 3-30%)

   -- Confirmed $225 million floating 2nd lien notes due
9/15/2014, Caa 1 (LGD 5-74% from LGD 5-72%)

   -- Confirmed $500 million 9.5% 2nd lien notes due 5/15/2018,
Caa 1 (LGD 5-74% from LGD 5-72%)

   -- Confirmed $800 million 9.75% 2nd lien notes due 1/15/2021,
Caa 1 (LGD 5-74% from LGD 5-72%)

   -- Confirmed $265 million 10.25% senior subordinate global
notes due 3/1/2016 ($168 million outstanding), Caa2 (LGD 6 -- 93%)

Moody's took the following actions for Berry Plastics Group Inc.

   -- Confirmed $500 million term loan due 6/5/2014 ($54 million
outstanding), Caa2 (LGD 6 -- 96%)

The ratings outlook is stable

The ratings are subject to the receipt and review of the final
documentation for the revolver amendment (not rated by Moody's).

The confirmation of the rating reflects the increased pro-forma
liquidity offered by Berry's new credit facility (not rated by
Moody's), an expectation that acquisition synergies will replace
any potential shortfall in acquisition EBITDA over the long-term
and an expectation that the acquisition will have a minimal impact
on credit metrics. Berry has entered into an amendment to its
existing $500 million asset based credit facility to increase the
maximum committed borrowing capacity of the facility from $500
million to $650 million and extend the maturity date to June 2016
from April 2013. Berry is expected to use a combination of cash on
hand and revolver borrowing to finance the acquisition. Pro-forma
for the acquisition, the company expects to have liquidity in
excess of $350 million. Berry is also expected to realize
acquisition synergies which should help offset any potential
shortfall in acquisition EBITDA. Rexam SBC suffered a significant
volume decline in 2010 and has a high exposure to specialty
closures which may be more volatile and subject to product mix
changes.

Berry's B3 Corporate Family Rating reflects the company's weak
credit metrics, financial aggressiveness and acquisitiveness, and
difficult operating and competitive environment. The rating also
reflects the company's exposure to more cyclical end markets,
relatively weak contract position with customers and a high
percentage of commodity products.

Strengths in Berry's competitive profile include its scale,
concentration of sales in food and beverage packaging, and
moderate liquidity. The company's strengths also include a strong
competitive position in rigid plastic containers and a history of
producing innovative products despite the large percentage of
commodity products.

The rating could be downgraded if there is deterioration in the
credit metrics, liquidity or the operating and competitive
environment. Additional debt financed acquisitions or excessive
acquisitions, regardless of financing, could also prompt a
downgrade. Specifically, the rating could be downgraded if total
adjusted debt to EBITDA remains above 7.0 times, EBITA to gross
interest coverage remains below 1.0 time, and free cash flow to
debt remains negative.

An upgrade is not anticipated in the near term given the company's
high leverage. However, the ratings could be upgraded if adjusted
total debt to EBITDA moves below 6.0 times, free cash flow to debt
moves up to the mid to high single digit range, the EBITA margin
improves to the high single digit range, and EBITA to gross
interest coverage moves above 1.2 times on a sustained basis
within the context of a stable operating and competitive
environment. An upgrade would also be dependent upon maintenance
of good liquidity and less aggressive financial and acquisition
policies.

The principal methodologies used in this rating were Global
Packaging Manufacturers: Metal, Glass, and Plastic Containers
published in June 2009. Other methodologies used include Loss
Given Default for Speculative Grade Issuers in the US, Canada, and
EMEA, published June 2009.


BIOLASE TECHNOLOGY: Deerfield, et. al., to Buy $9MM Securities
--------------------------------------------------------------
BIOLASE Technology, Inc., entered into an agreement with Deerfield
Management, a leading institutional life science investor, as well
as other institutional investors to purchase approximately
$9 million of BIOLASE's unregistered securities in a private
placement transaction.  Under the terms of the private placement,
BIOLASE has agreed to sell an aggregate of approximately 1.6
million shares of its common stock at price of $5.55 per share.
In addition, the institutional investors will receive an aggregate
number of warrants to purchase up to approximately 800,000 shares
of common stock, at an exercise price of $6.50 per share, which
warrants will be non-exercisable for six months and will have a
term of five years from the date of issuance.  In connection with
the transaction, within 25 days of the closing, BIOLASE agreed to
file a registration statement with the Securities and Exchange
Commission to register the resale of the shares issued at closing,
as well as the shares of common stock issuable upon exercise of
the warrants.

The private placement is expected to close on or about June 29,
2011, subject to customary closing conditions.  The proceeds will
be used for working capital and general corporate purposes.

Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital
Group, Inc., acted as the exclusive placement agent for the
transaction.

                     About BIOLASE Technology

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

The Company reported a net loss of $12.02 million on
$24.58 million of products and services revenues for the year
ended Dec. 31, 2010, compared with a net loss of $2.95 million on
$42.14 million of products and services revenues during the prior
year.

The Company's balance sheet at March 31, 2011, showed
$20.30 million in total assets, $15.97 million in total
liabilities, and $4.33 million in total stockholders' equity.

BDO USA, LLP, raised substantial doubt about the Company's ability
to continue as a going concern, following the 2010 financial
results.  The accounting firm noted that the Company has suffered
recurring losses from operations, has had declining revenues and
has a working capital deficit at Dec. 31, 2010.


BOWLES SUB: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Bowles Sub Parcel D, LLC
        275 Market St, Suite 439
        Minneapolis, MN 55405

Bankruptcy Case No.: 11-44434

Chapter 11 Petition Date: June 29, 2011

Court: United States Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Dennis D O'Brien

Debtor's Counsel: Cynthia A. Moyer, Esq.
                  James L. Baillie, Esq.
                  FREDRIKSON & BYRON, PA
                  200 South Sixth Street, Suite 4000
                  Minneapolis, MN 55402
                  Tel: (612) 492-7167
                  Fax: (612) 492-7077
                  E-mail: cmoyer@fredlaw.com
                          jbaillie@fredlaw.com

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

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

The petition was signed by Steven B. Hoyt, chief manager.

List of Nine Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Messerli & Kramer P.A.    Legal services         $199,322
100 S Fifth St, Suite 1400
Minneapolis, MN 55402

Anthony Ostlund Baer &    Legal services         $23,234
Louwagi
90 S Seventh St, Suite 3600
Minneapolis, MN 55402

Curbside Lawn Care        Services               $17,916
9084 Windsor Ct
Savage, MN 55378

Cameron Law Office        Legal services         $8,718

United Operations, Inc.   Services               $7,713

Integra Telecom           Tel services           $558

CenterPoint Energy        Utilities              $276

City of Bloomington-      Utilities              $262
Water

Xcel Energy               Utilities              $148


BRH PROPERTIES: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: BRH Properties, Inc.
        706 Fairway Drive
        Champaign, IL 61820

Bankruptcy Case No.: 11-91236

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Central District of Illinois (Danville)

Judge: Gerald D. Fines

Debtor's Counsel: Steve Miller, Esq.
                  ACTON & SNYDER, LLP
                  11 E. North Street
                  Danville, IL 61832
                  Tel: (217) 442-0350
                  E-mail: trusteemiller3@yahoo.com

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

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

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

The petition was signed by G. T. Hardwick, president.


BROADVIEW NETWORKS: Faces Debt-Refinancing Hurdle
-------------------------------------------------
Dow Jones DBR Small Cap reports that after pulling a tender offer
for its bonds, Broadview Networks Holdings Inc. is back to the
drawing board to lighten its debt load before maturities in 2012
and to keep expanding in the intensely competitive environment of
network-based business communications.

                           *     *     *

Rye Brook, New York-based Broadview Networks provides local and
long-distance computer telephony, broadband Internet access, and
Web hosting.  It caters primarily to small and midsized
businesses, serving 10 states in the northeastern and mid-Atlantic
U.S.  Its majority shareholder is MCG Capital.

In June 2011, Moody's Investors Service downgraded Broadview
Networks 's Corporate Family Rating and Probability of Default
Rating to Caa1 from B3. The outlook has been changed to stable
from negative.

The downgrade of Broadview's CFR reflects the recent announcement
that its recent tender offer for the senior secured bonds due Sep
2012 has been canceled and Moody's expectation that the company
will continue to face challenges driven by a highly levered
balance sheet, strong market competition from other carriers and
cable companies, and in Moody's opinion, the equity value in the
capital structure could deteriorate if results should fall short
of expectations.


BROCADE COMMUNICATIONS: S&P Revises 'BB' Outlook to Positive
------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
San Jose, Calif.-based Brocade Communications Systems Inc. to
positive from stable.  "At the same time, we affirmed our existing
ratings on the company, including the 'BB' corporate credit
rating," S&P said.

"The revision of the outlook to positive reflects Brocade's
improved credit profile through continued debt reductions during
the past year, as well as our expectation that the company can
sustain its financial risk at a level we assess as intermediate,"
said Standard & Poor's credit analyst Andrew Chang.

"We assume continued improvements in fiscal 2011, with modest
revenue growth and good cash flow generation resulting in adjusted
leverage near the 2x range.  We view Brocade's business risk
profile as weak, characterized by limited growth opportunities in
its core storage area network (SAN) segment and a small market
share in the competitive Ethernet switching segment," S&P related.

Brocade is a provider of networking solutions, with a strong
position in the SAN business, where it has a market share in
excess of 60%.  The installed SAN base provides a reliable
maintenance revenue stream.  Nevertheless, growth in SAN revenue
will likely be modest, and SAN remains vulnerable to technology
changes that could affect the economics of this segment.  Brocade
entered the Ethernet switching business via its acquisition of
Foundry Networks Inc. in 2008, and that segment accounts for
roughly 23% of revenues.  Customer concentration remains high,
with four original equipment manufacturers  (OEMs) --
International Business Machines Corp., Hewlett-Packard Co., EMC
Corp., and Hitachi Ltd. -- accounting for more than half of
Brocade's overall sales.

"In our view, the company has intermediate financial risk.
Brocade has continued to reduce its debt level, including $159
million in debt repayments during the past four quarters.  As a
result, adjusted leverage now stands at 1.9x and funds from
operations (FFO) to debt is about 48%. While we expect competitive
industry conditions to slow revenue growth and compress the EBITDA
margin in fiscal 2011, we anticipate that leverage will remain
near or below 2.0x and that the recent change of the company's
chief financial officer will not alter its financial strategy,"
S&P stated.


BRUGNARA PROPERTIES: Files 2nd Amended Plan and Disc. Statement
---------------------------------------------------------------
Brugnara Properties VI has again amended its proposed Chapter 11
plan of reorganization and explanatory disclosure statement.

Pursuant to the Second Amended Plan filed with the U.S. Bankruptcy
Northern District of California, funding of the payments to
Wachovia/Wells Fargo's secured claim of $7.2 million (Class 1)
will come from funds Debtor will need to raise from its principal.
The Debtor anticipates that the payment to the secured claim of
Jorei Enterprises LLC (Class 2), which is not due for four years,
will come via a refinance or sale of the Real Property.  Payments
to all general unsecured claims (Class 4) will come from an
infusion of capital from Debtor's principal.

Wachovia's claim will be reinstated and will have two treatment
options from which to select: (a) the claim will be deemed a
$5,000,000 claim, with interest accruing at 4% per annum; payments
will be interest only, and the debt will be due in full 10 years
from confirmation; or (b) the claim will be allowed in its full
amount owed, $6,140,000 and will accrue interest at 3% interest
only, due in 10 years.  Pursuant to a settlement agreement,
Jorei's claim will be reduced from $11.5 million to $5 million,
will be due in four years and will not accrue interest, except as
provided in the settlement agreement.  The general unsecured
creditors other than priority tax creditors will receive a pro
rata share of $1,000 to be distributed three months from the
effective date.

Interest holders (Class 5) will not receive any distributions
under the Plan.

A full-text copy of the Second Amended Disclosure Statement is
available for free at http://bankrupt.com/misc/BRUGNARA_2nd_DS.pdf

A full-text copy of the Second Amended 11 Plan is available for
free at http://bankrupt.com/misc/BRUGNARA_2nd_Plan.pdf

                   About Brugnara Properties VI

San Francisco, California-based Brugnara Properties VI owns a real
property located at 224 Sea Cliff Avenue, San Francisco,
California.  Brugnara estimates that the property is worth $14
million to $15 million.

The Company filed for Chapter 11 protection (Bankr.
N.D. Calif. Case No. 10-33637) on Sept. 17, 2010.  The Company
disclosed $17,800,000 in assets and $11,667,750 in liabilities as
of the Chapter 11 filing.


BUCYRUS COMMUNITY: July 28 Hearing on Plan Disclosures Set
----------------------------------------------------------
Bucyrus Community Hospital, Inc., and Bucyrus Community
Physicians, Inc., will seek approval from the U.S. Bankruptcy
Court for the Northern District of Ohio on July 28, 2011, at 2:00
p.m. of the disclosure statement explaining its proposed Chapter
11 plan of liquidation.

The Plan and the Disclosure Statement was filed on June 27, 2011.

The Debtors completed the sale of a substantial portion of their
assets to GCH Acquisition Sub, an affiliate of Galion Community
Hospital on Dec. 31, 2010.  Certain assets were excluded from the
Sale, including but not limited to cash, [insurance proceeds, and
amounts due to a Debtor from intercompany transactions.]  The
Debtors have ceased operations as a healthcare provider (such
services now being provided by GCH Acquisition Sub) and the
Debtors continue to wind down their affairs.

Pursuant to the Plan, the U.S. Department of Housing and Urban
Development, holder of a $21.7 million secured claim, will receive
a cash payment of $5.56 million from the net sale proceeds, for a
25.57% recovery and the deficiency claim to be treated as an
unsecured claim (Class 6).  HUD is not expected to receive any
projected recovery on account of its $20.3 million unsecured
claim.

The allowed claims of general unsecured creditors (Class 5) will
not be paid in full under the Plan due to insufficient fund from
the liquidation of the Debtors' assets.  Estimated recovery is for
unsecured creditors 0% to 3.28%, assuming no available D&O
proceeds or proceeds from causes of action.  Holders of equity
interests won't receive any distributions.

A copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/bucyruscommunity.DS.pdf

Bucyrus, Ohio-based Bucyrus Community Hospital, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-
61078) on March 19, 2010.  Shawn M. Riley, Esq., Paul W. Linehan,
Es., and Melissa S. Gibberson, Esq., at McDonald Hopkins LLC, in
Cleveland, Ohio, assist the Debtor in its restructuring effort.
The Debtor estimated its assets and debts at $10 million to
$50 million as of the Chapter 11 filing.

The Company's affiliate, Bucyrus Community Physicians, Inc., filed
a separate Chapter 11 petition (Case No. 10-61081) on March 19,
2010, estimating its assets and debts at up to $1 million.

Attorneys at Frost Brown Todd LLC represent the Official Committee
of Unsecured Creditors as counsel.


CARBON ENERGY HOLDINGS: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Carbon Energy Holdings, LLC
        P.O. Box 20238
        Wickenburg, AZ 85358

Bankruptcy Case No.: 11-52099

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       District of Nevada (Reno)

Judge: Bruce T. Beesley

Debtor's Counsel: Bart K. Larsen, Esq.
                  KOLESAR & LEATHAM, CHTD.
                  400 South Rampart Boulevard, Suite 400
                  Las Vegas, NV 89145
                  Tel: (702) 362-7800
                  Fax: (702) 362-9472
                  E-mail: blarsen@klnevada.com

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

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

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

The petition was signed by Gordon F. Lee, president.

Debtor-affiliate filing separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Carbon Energy Reserve, Inc.           11-52101            06/28/11
   Assets: $10,000,001 to $50,000,000
   Debts: $1,000,001 to $10,000,000


CATHOLIC CHURCH: Milw. Cemetery Trust Aims Lawsuit at Creditors
---------------------------------------------------------------
Dow Jones DBR Small Cap reports that a trust created to pump money
into cemeteries owned by the Archdiocese of Milwaukee is seeking
to shield itself from attempts by unsecured creditors to grab the
trust's assets.

                 About the Diocese of Milwaukee

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

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

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

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

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

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


CAVICO CORP: NASDAQ Denies More Time to File Delinquent Filings
---------------------------------------------------------------
Cavico Corp. received a letter from The NASDAQ Stock Market's
staff on June 24, 2011.  The letter stated that the staff has
determined not to grant the Company additional time to file its
delinquent filings.  Accordingly, the Company's securities will be
delisted from The NASDAQ Stock Market and trading of the Company's
common stock will be suspended at the opening of business on July
6, 2011, and a Form 25-NSE will be filed with the Securities and
Exchange Commission, which will remove the Company's securities
from listing and registration on NASDAQ.

The Company had received a letter from The NASDAQ Stock Market
stating that because the Company failed to file its Form 10-Q for
the period ended March 31, 2011, on or before its due date, and
because the Company remains delinquent in filing its Form 10-K for
the period ended December 31, 2010, on or before its due date, it
is not in compliance with NASDAQ Marketplace Rule 5250(c)(1),
which requires that a listed company timely file periodic
financial reports with the U.S. Securities and Exchange Commission
as a condition to continued listing of its securities.

The Company had planned to appeal to NASDAQ to remain listed on
the NASDAQ Capital Market.  However, the Company's management,
after consulting with its board of directors, has decided it is in
the best interest of the Company not to request an appeal. Upon
delisting, the Company's common stock will be eligible to trade in
the "Grey Market."  Grey Market securities do not have bid or ask
quotations in the OTC Link system or the OTCBB.

Broker-dealers must report Grey Market trades to FINRA, so trade
data is available on http://www.otcmarkets.comand other public
sources. T he Company's stock is not immediately eligible for
trading on the over-the-counter market due to the fact that
trading in the Company's stock was halted on NASDAQ. T he Company
plans to have its stock quoted on the OTC Link system or the OTCBB
once it is eligible.  The Company plans on filing all delinquent
reports with the SEC and becoming eligible for quotation.

Mr. Hung Manh Tran, executive vice president of Cavico, stated,
"We are diligently working on the filings and will report them as
soon as possible. We are confident the delays in completing our
financial statements and financial audit will soon be resolved."

                        About Cavico Corp.

Cavico Corp. -- http://www.cavicocorp.com/--
is focused on large infrastructure projects, which include the
construction of hydropower facilities, dams, bridges, tunnels,
roads, mines and urban buildings.  Cavico is also making
investments in hydropower facilities, cement production plants,
mineral exploration and urban developments in Vietnam. The company
employs more than 3,000 employees on projects worldwide, with
offices throughout Vietnam and a satellite office in Australia.
The Company now has three subsidiaries, Cavico Mining (hsx:MCV),
Cavico Industry & Mineral (hnx:CMI), and Cavico Construction
Manpower & Services (hnx:CMS), which are listed in Vietnam on the
Ho Chi Minh and Hanoi Stock Exchanges.


CHEYENNE HOTEL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Cheyenne Hotel Investments, LLC
        fdba Homewood Suites
        fdba Homewood Suites of Colorado Springs
        225 East Cheyenne Mountain Blvd.
        Suite 210
        Colorado Springs, CO 80906

Bankruptcy Case No.: 10-41789

Chapter 11 Petition Date: June 28, 2011

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: A. Bruce Campbell

Debtor's Counsel: Thomas F. Quinn, Esq.
                  THOMAS F. QUINN PC
                  1600 Broadway, Suite 2350
                  Denver, CO 80202
                  Tel: (303) 832-4355
                  Fax: (720) 554-8033
                  E-mail: tquinn@tfqlaw.com

Scheduled Assets: $12,912,702

Scheduled Debts: $8,074,325

The petition was signed by Tanveer Khan, manager.

List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Hilton Hotels Corp        Payments due           $133,523
4649 Paysphere Circle
Chicago, IL 60674

Qwest Business Services                          $13,824
P.O. Box 52187
Phoenix, AZ 85072-2187

Colorado Springs Utilities                       $8,680
P.O. Box 1103
Colorado Springs, CO
80947-0010

Wright Total Indoor                              $2,249
Comfort

LodgeNet Interactive                             $2,053
Corporation

Colorado Springs CVB                             $1,707

Otis Elevator                                    $1,342

Commtrack                                        $1,084

Exeqtime Systems                                 $730

Rockhill Electrical                              $619
Systems, Inc.

Chamber of Commerce                              $543

Standard Sales Co.                               $426

Brody Chemical                                   $290

Sinton Dairy Food Co.                            $275

United Resturant                                 $264
Supply, Inc.

Dex Media East                                   $226

All Copy Products                                $225

FSH Communications                               $220

L&G/Colorado Computer                            $175
Services, Inc.

HD Supply                                        $166


CHINA NETWORKS: Delays Filing of 2010 Annual Report
---------------------------------------------------
China Networks International Holdings, Ltd., notified the U.S.
Securities and Exchange Commission that it is unable to file its
Form 20-F -- the annual report due within six months of the end of
the fiscal year -- for the period ended Dec. 31, 2010, within the
prescribed time period without unreasonable effort or expense due
to the fact that the audit of the Company's financial statements
has not been completed.  The Company anticipates that it will file
its Form 20-F within the fifteen-day grace period provided by
Exchange Act Rule 12b-25.

                       About China Networks

Headquartered in Beijing, China Networks International Holdings,
Limited, through China Networks Media Ltd., a British Virgin
Islands company, provides broadcast television advertising
services in the PRC, operating joint-venture partnerships with PRC
TV Stations in regional areas of the country.  The Company manages
these regional businesses through a series of joint ventures and
contractual arrangements to sell broadcast television advertising
time slots and so-called "soft" advertising opportunities to local
advertisers directly and through advertising agencies and brokers.

As reported by the TCR on July 6, 2010, UHY Vocation CPA Limited,
in Hong Kong, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has a significant working capital deficit
and is dependent on obtaining additional financing to execute its
business plan.

The Company reported net income of US$2.4 million on
US$19.0 million of revenue for 2009, compared with a net loss of
US$3.4 million on US$4.3 million of revenue for 2008.

The Company's balance sheet at Dec. 31, 2009, showed
US$52.0 million in assets, US$54.0 million of liabilities, and
US$236,400 of common stock subject to repurchase, for a
shareholders' deficit of US$2.3 million.


CHIQUITA BRANDS: Moody's Affirms 'B2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba2 rating to the
proposed $400 million senior secured bank credit facility of
Chiquita Brands LLC, a wholly owned operating subsidiary of
Chiquita Brands International, Inc. Concurrently, Moody's affirmed
all existing ratings, including the B2 corporate family rating.
The ratings outlook is stable.

Proceeds from the proposed borrowings are expected to refinance
the existing bank credit facility, fund the tender offer for an
aggregate of $100 million of the existing 8.875% senior unsecured
notes due 2015 and pay related transaction fees.

These ratings were assigned at Chiquita Brands, LLC subject to
review of final documentation:

   -- Ba2 (LGD2, 16%) to the $150 million senior secured revolving
credit facility due 2016 and

   -- Ba2 (LGD2, 16%) to the $250 million senior secured term loan
due 2016.

The ratings on the existing bank credit facilities will be
withdrawn upon completion of the refinancing.

These ratings were affirmed at Chiquita Brands Int'l, Inc.:

   -- Corporate family rating at B2;

Probability of default rating at B2;

   -- Caa1 (LGD5, 86% from 82%) on the $156 million 7.5% senior
unsecured notes due 2014; and

   -- Caa1 (LGD5, 86% from 82%) on the $179 million 8.875% senior
unsecured notes due 2105.

RATINGS RATIONALE

The B2 CFR reflects Chiquita's high financial leverage, ongoing
business volatility and litigation risks, mitigated in part by its
good liquidity profile and leading market positions within its key
product categories. Chiquita is exposed to sharp performance
fluctuations due to the commodity-like nature of its banana and
packaged salad products and the complexity of its global supply
chain as well as external factors such as fuel prices, weather,
crop infestation and local government policies. In 2010, the
company's EBITDA fell roughly 40% which caused leverage to rise to
over 5.5x, Moody's adjusted, before declining to 5.0x in the first
quarter of 2011. Chiquita's modest product and geographic
diversification and well-established brands, namely Chiquita and
Fresh Express, support its solid cash flow generation despite
challenging market conditions in its European banana operations as
well as ongoing share losses to private label in the Fresh Express
value-added salad business.

The stable outlook is supported by Chiquita's good liquidity
profile as well as Moody's expectation that credit metrics, while
volatile, will remain in a range appropriate for the B2 rating
category. The company's high cash balances and meaningful revolver
availability will be critical to maintaining the stable rating
outlook. Further, the stable outlook incorporates Moody's
expectation that market share losses to private label competition
in Chiquita's value-added salad business will subside in 2011.

The Ba2 rating assigned to the proposed $150 million revolving
credit facility and $250 million term loan reflect their first
lien priority interest in substantially all of the assets of
Chiquita Brands LLC and its domestic subsidiaries, including
trademarks. Additionally, the credit facility benefits from
guarantees by Chiquita Brands International, Inc. and its material
wholly-owned domestic and non-U.S. subsidiaries. Chiquita will be
subject to financial covenants consisting of a maximum borrower
leverage ratio, a minimum fixed charge coverage ratio and maximum
capital expenditures. The facilities are expected to contain
springing maturities if the remaining notes are not refinanced six
months prior to their maturities. The earliest notes maturity is
November 2014.

Given the company's volatility and litigation exposure, a ratings
upgrade is unlikely prior to Chiquita demonstrating the ability to
operate with leverage below 4.0x for an extended period while
maintaining a good liquidity profile. A deterioration in liquidity
as a result of weakening operational performance or a material
unfavorable outcome in pending litigation could result in negative
ratings pressure. In addition, leverage maintained above 6.0x
could result in a ratings downgrade. Further, Chiquita's inability
to stem market share losses to private label in its value-added
salads business could increase ratings pressure over the
intermediate term.

The last rating action for Chiquita was an upgrade of the CFR to
B2 from B3 on March 18, 2010.

The principal methodology used in rating Chiquita Brands
International, Inc. was the Global Food - Protein and Agriculture
Industry Methodology, published September 2009. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA,
published June 2009.

Chiquita, based in Cincinnati, Ohio, is a leading international
marketer and distributor of bananas and other fresh produce in
over 70 countries and a producer of packaged salads under the
fresh direct brand name primarily in the United States. Total
sales for the last twelve months ending March 31, 2011 were $3.2
billion.


CLAIRE'S STORES: Bank Debt Trades at 9% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 90.96 cents-
on-the-dollar during the week ended Friday, July 1, 2011, an
increase of 0.36 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 275 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
May 29, 2014, and carries Moody's 'B3' rating and Standard &
Poor's 'B' rating.  The loan is one of the biggest gainers and
losers among 202 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                       About Claire's Stores

Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally.  It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.

Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America.  As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe.  Claire's Stores, Inc., also operates through its
subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a
50:50 joint venture with AEON, Co., Ltd.  The Company also
franchises 198 stores in the Middle East, Turkey, Russia, South
Africa, Poland and Guatemala.

The Company's balance sheet at April 30, 2011, showed $2.86
billion in total assets, $249.40 million in total current
liabilities, $2.64 billion in long-term debt, and a stockholders'
deficit of $26.70 million.

Claire's Stores carries 'Caa2' corporate family and probability of
default ratings, with 'positive' outlook, from Moody's Investors
Service, and 'B-' issuer credit ratings, with 'stable' outlook,
from Standard & Poor's.

                           *     *     *

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

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


CLEAR CHANNEL: Bank Debt Trades at 16% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 84.25 cents-on-the-dollar during the week ended Friday, July 1,
2011, an increase of 0.86 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 365 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
Jan. 30, 2016, and carries Moody's Caa1 rating and Standard &
Poor's CCC+ rating.  The loan is one of the biggest gainers and
losers among 202 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                 About CC Media and Clear Channel

Clear Channel Communications, Inc. -- http://www.clearchannel.com/
-- is a diversified media company with three primary business
segments: radio broadcasting, outdoor advertising and live
entertainment.  Clear Channel (OTCBB:CCMO) is the operating
subsidiary of San Antonio, Texas-based CC Media Holdings, Inc.

CC Media's balance sheet at March 31, 2011, showed $16.94 billion
in total assets, $1.50 billion in current liabilities, $22.72
billion in long-term liabilities and a $7.28 billion shareholders'
deficit.

                          *     *     *

CC Media Holdings carries 'CCC+' issuer credit ratings from
Standard & Poor's.  Clear Channel Carries a 'Caa2' corporate
family rating from Moody's Investors Service and an issuer default
rating of 'CCC' from Fitch Ratings.

In February 2011, Standard & Poor's affirmed its 'CCC+' corporate
credit rating and positive outlook on CC Media Holdings and
operating subsidiary Clear Channel, which S&P views on a
consolidated basis.  S&P said the 'CCC+' corporate credit rating
on CC Media Holdings Inc. reflects the risks surrounding the
longer-term viability of the company's capital structure - in
particular, refinancing risk relating to sizable secured debt
maturities in 2014 ($3.2 billion pro forma for the transaction)
and 2016 ($10.4 billion).  In S&P's view, the company has a
satisfactory business risk profile, due to its position as the
largest radio and global outdoor advertising operator, its good
geographic and market diversity, and moderate long-term growth
prospects at the outdoor business.  S&P views the financial risk
profile as highly leveraged, given the company's significant
refinancing risk, roughly break-even EBITDA coverage of interest
expense, and slim discretionary cash flow.

On June 13, 2011, Fitch Ratings assigned a 'CCC/RR4' rating to
Clear Channel Communications' $750 million senior secured notes
offering, which is an add-on to the $1 billion 9.0% senior secured
notes maturing March 2021 that were issued in February 2011.
Fitch currently has a 'CCC' Issuer Default Rating on Clear
Channel.  The Rating Outlook is Stable.

Fitch expects $250 million of the proceeds will be used to repay
Clear Channel's 5.0% senior unsecured legacy note maturity in
March 2012.  The remainder will be used for general corporate
purposes, including replenishing approximately $333 million of
cash on hand that the company deployed to repay senior unsecured
legacy notes in March and May 2011 (combined with $500 million of
the original February issuance), which is allowed under the
recently amended credit agreement (amended February 2011).  Clear
Channel also disclosed that it would voluntarily repay the $321
million outstanding under its asset-backed loan (ABL) facility
prior to the completion of the offering.


CLUB VENTURES: Files Debt-Repayment Plan With Court
---------------------------------------------------
Dow Jones' DBR Small Cap reports that Club Ventures Investments
LLC, which operates the upscale and funky David Barton Gym chain,
introduced a reorganization plan intended to deleverage the
company's balance sheet by restructuring the pieces of secured
debt weighing it down.

                       About Club Ventures

New York-based Club Ventures Investments LLC, aka DavidBartonGym,
is a boutique gym company.  Club Ventures owns DavidBartonGym, an
operator of upscale health clubs in four cities.  Founded in 1992
by David Barton, DavidBartonGym has grown to operate health clubs
in New York, Miami, Chicago, and Seattle (Bellevue).

Club Ventures and its affiliates filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-10891) on March 2,
2011.  Club Ventures disclosed $327,921 and $71,037,100 in
liabilities as of the Chapter 11 filing.

David B. Shemano, Esq., at Peitzman, Weg & Kempinsky LLP, in Los
Angeles, serves as the Debtors' bankruptcy counsel.

The Official Committee of Unsecured Creditors retained Klestadt &
Winters LLP as its counsel.  It also tapped FTI Consulting, Inc.,
as its financial advisor.


CMP SUSQUEHANNA: Bank Debt Trades at 1% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which CMP Susquehanna
Corp. is a borrower traded in the secondary market at 98.95 cents-
on-the-dollar during the week ended Friday, July 1, 2011, an
increase of 0.67 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 200 basis points above
LIBOR to borrow under the facility.  The bank loan matures on May
6, 2013, and carries Moody's 'Caa1' rating and Standard & Poor's
'B' rating.  The loan is one of the biggest gainers and losers
among 202 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                    About CMP Susquehanna Corp

CMP Susquehanna Corp., headquartered in Atlanta, Georgia, is a
wholly owned subsidiary of Cumulus Media Partners LLC, the private
partnership formed by Cumulus Media, Inc., and a consortium of
private equity sponsors.  CMP Susquehanna Corp. owns and operates
27 radio stations in nine markets in the U.S.  The company's
reported revenues of $169 million for the year ended Dec. 31,
2009.

CMP Susquehanna has 'Caa1' corporate family and probability of
default ratings from Moody's Investors Service.

As reported by the Troubled Company Reporter on Feb. 24, 2011,
Moody's placed the ratings of CMP Susquehanna Corp. on review for
a possible upgrade following the announced terms of the proposed
acquisition of Citadel Broadcasting Corporation (Ba2, Stable) by
Cumulus Media Inc.  Note that on January 31, 2011, Cumulus Media
Inc. announced that it will acquire the remaining 75% equity stake
of CMP that it does not currently own.  As a result, Moody's
currently treats CMP as an unrestricted subsidiary of Cumulus, and
CMP's debt will be placed on review for upgrade based on the
benefits of the Citadel transaction to Cumulus/CMP's financial
profile and expected refinancing of CMP's existing credit
facilities and notes.

Moody's believes that the potential for lower leverage, synergies
and favorable diversification from the proposed acquisition
improves the financial profile of Cumulus/CMP.  The acquisition
terms include a $500 million equity infusion, and Moody's expect
Cumulus/CMP's Moody's adjusted debt/EBITDA leverage will decrease
by more than 2 turns, from leverage of 9.5x for the LTM ending
Sept. 30, 2010, for CMP (including Moody's standard adjustments).

As reported by the TCR on May 12, 2011, Moody's clarified the
press release issued on April 25, 2011, relating to CMP
Susquehanna Corp.  All ratings for CMP Susquehanna continue to be
on review for possible upgrade.


COMMUNITY HEALTH: Bank Debt Trades at 3% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Community Health
Systems, Inc., is a borrower traded in the secondary market at
97.48 cents-on-the-dollar during the week ended Friday, July 1,
2011, an increase of 0.25 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 350 basis points above
LIBOR to borrow under the facility.  The bank loan matures on July
25, 2017, and carries Moody's 'Ba3' rating and Standard & Poor's
'BB' rating.  The loan is one of the biggest gainers and losers
among 202 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                      About Community Health

Based in Franklin, Tennessee, Community Health Systems, Inc. --
http://www.chs.net/-- is the largest publicly traded operator of
hospitals in the United States in terms of number of facilities
and net operating revenues.  The company provides healthcare
services through these hospitals that it owns and operates in non-
urban and selected urban markets throughout the United States.
The company also owns and operates home health agencies, including
four home health agencies located in markets where it does not
operate a hospital.  Through its wholly owned subsidiary, Quorum
Health Resources, LLC, the company provides management and
consulting services to non-affiliated general acute care hospitals
located throughout the United States.

As reported by the Troubled Company Reporter on Dec. 14, 2010,
Fitch Ratings has placed Community Health Systems, Inc.'s ratings
on Rating Watch Negative.  Community's existing ratings are Issuer
Default Rating, at 'B'; Secured Bank Credit Facility, at 'BB/RR1';
and Senior Unsecured Notes, at 'B/RR4'.  The ratings apply to
approximately $8.9 billion in debt outstanding as of Sept. 30,
2010.  Community's ratings have been placed on Negative Watch
following the company's bid to acquire Tenet Healthcare Corp.
Fitch believes that should Community be successful in its bid to
acquire Tenet, it will add pressure to Community's credit profile.
Based on what is known about the terms of Community's bid for
Tenet, the transaction as currently contemplated could add roughly
$2.7 billion in debt to the consolidated capital structure.  At
September 30, 2010, Community's total debt-to-EBITDA equaled 5.1x,
and pro forma for the transaction Fitch believes debt of the
consolidated company could approach 5.8x EBITDA -- prior to the
realization of any potential operating synergies.

On June 15, 2011, Moody's confirmed the existing ratings of
Community Health Systems, Inc., including the B1 Corporate Family
and Probability of Default Ratings.  The confirmation of the
ratings concludes the review for possible downgrade that was
initiated on December 10, 2010.  The outlook for the ratings is
negative.  Moody's affirmed the company's Speculative Grade
Liquidity Rating at SGL-1 reflecting the expectation that the
company will continue to have very good liquidity.

The conclusion of the review follows the termination of the
pursuit of the acquisition of Tenet Healthcare Corporation that
began with an unsolicited offer in December 2010, which Moody's
believes would have resulted in a considerable increase in debt.
"The negative rating outlook reflects our concern around potential
adverse developments associated with the confluence of issues that
surfaced during the company's pursuit of Tenet," said Dean Diaz, a
Senior Credit Officer at Moody's.  Moody's believes that these
issues, including a subpoena for documents from the SEC, an
ongoing investigation by the OIG and potential shareholder
litigation, increase the risk of an event that could lead to a
negative rating action.


COMSTOCK MINING: Adopts 2011 Equity Incentive Plan
--------------------------------------------------
At the annual meeting of stockholders, Comstock Mining Inc.'s
stockholders approved, and the company adopted, the Comstock
Mining Inc. 2011 Equity Incentive Plan.  The Plan will be
administered by the Compensation Committee of the Board of
Directors.  Any employee of the Company or a subsidiary of the
Company providing services to the Company or any of its
subsidiaries who is specifically identified by the Committee, and
any non-employee director of the Company or any of its
subsidiaries is eligible to receive awards under the Plan.  The
maximum number of shares of the Company's common stock, par value
$0.000666 per share, that may be delivered pursuant to awards
granted under the Plan is 6,000,000 shares of common stock.
Awards may be made under the Plan in the form of options, stock
grants (whether or not subject to restrictions and other stock
based awards (which would include stock appreciation rights, stock
units and dividend equivalents, among others), or any combination
of the foregoing.  The term of the Plan ends on June 22, 2021.  A
copy of the Plan available for free at:

                        http://is.gd/INCdP8

The stockholders of the Company also (1) elected Corrado De
Gasperis, Scott H. Jolcover, William J. Nance, Robert A. Reseigh
and John V. Winfield to the Board of Directors; and (2) ratified
the appointment of Deloitte & Touche LLP as the Company's
independent registered public accounting firm.

As of the record date for the Annual Meeting, there were
23,882,470 shares of common stock and 63,088 shares of preferred
stock outstanding and entitled to vote, of which the holders of
171,684,285 shares of common stock or common stock equivalents
were represented in person or by proxy at the Annual Meeting.

                       About Comstock Mining

Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based,
gold and silver mining company with extensive, contiguous property
in the historic Comstock district.  The Company began acquiring
properties in the Comstock in 2003.  Since then, the Company has
consolidated a substantial portion of the Comstock district,
secured permits, built an infrastructure and brought the
exploration project into test mining production.  The Company
continues acquiring additional properties in the Comstock
district, expanding its footprint and creating opportunities for
exploration and mining.  The goal of the Company's strategic plan
is to deliver stockholder value by validating qualified resources
(measured and indicated) and reserves (probable and proven) of
3,250,000 gold equivalent ounces by 2013, and commencing
commercial mining and processing operations by 2011, with annual
production rates of 20,000 gold equivalent ounces.

The Company reported a net loss of $60.32 million for the year
ended Dec. 31, 2010, compared with a net loss of $6.06 million
during the prior year.  The Company had no revenues from
operations for the years ended Dec. 31, 2010 and 2009.

The Company's balance sheet at March 31, 2011, showed
$33.17 million in total assets, $10.89 million in total
liabilities, and $22.28 million in total stockholders' equity.


CONTECH CONSTRUCTION: Debt Trades at 18% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Contech
Construction Products, Inc., is a borrower traded in the secondary
market at 81.94 cents-on-the-dollar during the week ended Friday,
July 1, 2011, a drop of 0.46 percentage points from the previous
week according to data compiled by Loan Pricing Corp. and reported
in The Wall Street Journal.  The Company pays 200 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Jan. 31, 2013, and carries Moody's 'Caa1' rating and Standard &
Poor's 'B 'rating.  The loan is one of the biggest gainers and
losers among 202 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                    About Contech Construction

Headquartered in West Chester, Ohio, Contech Construction
Products, Inc. -- http://www.contech-cpi.com/-- makes,
distributes, and installs civil engineering products related to
environmental storm water, drainage, bridges, walls, and earth
stabilization.  Contech has dealers, distributors, or
manufacturing plants in all 50 U.S. states and a national sales
organization of more than 350 people.  Investment firm Apax
Partners owns Contech.

As reported by the Troubled Company Reporter on June 6, 2011,
Standard & Poor's revised its outlook on West Chester, Ohio-based
Contech Construction Products, Inc., to negative from stable.  "At
the same time, we affirmed our ratings on Contech, including the
'B-' corporate credit rating," S&P stated.

"The outlook revision reflects our assessment of Contech's limited
near-term liquidity due to higher-than-expected borrowings on its
revolving credit facility to support higher steel costs," said
Standard & Poor's credit analyst Thomas Nadramia.  "The outlook
revision also reflects that Contech's operating environment is
likely to remain difficult in the near term, resulting in reduced
cushion in the company's minimum EBITDA covenant which governs its
revolving credit facility and term loan.  The minimum EBITDA
requirement continues to step up over the next several quarters.
However, our current expectation is that liquidity will likely
remain at, or near, current reduced levels in the next two
quarters until seasonal cash collections begin in the last quarter
of 2011."


CROSS BORDER: Red Mountain Discloses 13.3% Equity Stake
-------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Red Mountain Resources, Inc., disclosed that it
beneficially owns 2,136,164 shares of common stock of Cross Border
Resources, Inc., representing 13.3% of the shares outstanding.  A
full-text copy of the filing is available for free at:

                        http://is.gd/CyqaZf

                   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.


CROWN MEDIA: $300-Mil. 10.5% Notes Priced at 100% of Face Value
---------------------------------------------------------------
Crown Media Holdings, Inc., announced the pricing of its offering
in a private placement of $300 million in aggregate principal
amount of 10.5% senior notes due 2019.  The Notes will have an
interest rate of 10.5% per annum and will be issued at a price
equal to 100% of their face value.  The Notes will be senior
unsecured obligations of Crown Media and will be guaranteed by
each of Crown Media's subsidiaries.  The sale of the Notes is
expected to close on July 14, 2011, subject to customary closing
conditions and subject to the entry by Crown Media into new senior
secured credit facilities.

Crown Media expects that the net proceeds from the offering and
the new senior secured credit facilities will be used to
extinguish obligations under its existing term credit facilities,
redeem its preferred stock and for general corporate purposes
(including working capital).

The Notes will be offered in the United States only to qualified
institutional buyers pursuant to Rule 144A under the Securities
Act of 1933, as amended, and outside the United States pursuant to
Regulation S under the Securities Act.

                         About Crown Media

Studio City, Calif.-based Crown Media Holdings, Inc. (NASDAQ:
CRWN) -- http://www.hallmarkchannel.com/-- owns and operates
cable television channels dedicated to high quality, broad appeal,
entertainment programming.  The Company currently operates and
distributes Hallmark Channel in both high definition (HD) and
standard definition (SD) to 90 million subscribers in the U.S.
Crown Media also operates a second 24-hour linear channel,
Hallmark Movie Channel, available in both HD and SD, which focuses
on family-friendly movies with a mix of classic theatrical films,
presentations from the acclaimed Hallmark Hall of Fame library,
original Hallmark Channel movies and special events.

The Company's balance sheet at March 31, 2011, showed
$736.97 million in total assets, $636.17 million in total
liabilities, $199.73 million in redeemable preferred stock, and a
$98.93 million total stockholders' deficit.

                          Going Concern

KPMG LLP, in Denver, the Company's independent registered public
accounting firm, rendered a going concern opinion in connection
with the financial statements included in the Company's annual
report on form 10-k for the year ended Dec. 31, 2009.  The
independent auditors noted of the Company's significant short-term
debt obligations.

KPMG LLP, however, did not issue a going concern opinion in its
report on the Company's 2010 financial statements.


CRYSTALLEX INT'L: Closes First Tranche of Milling Equipment Sale
----------------------------------------------------------------
Crystallex International Corporation closed the first tranche of
its sale of redundant milling equipment for gross proceeds of
US$16.9 million.

As a part of this transaction, the Company has signed an agreement
with the same purchaser, granting the purchaser, subject to final
engineering review and compatibility of components, an option
until Dec. 31, 2011, to purchase the remaining equipment from
Crystallex.  The purchaser has paid Crystallex a non-refundable
deposit of US$1.0 million, a portion of which is to be used to pay
for one half of the storage cost of the equipment under option
with the remaining amount not used for storage to be applied to
the purchase price of equipment purchased under the option.

This transaction provides the Company with the opportunity to
monetize equipment that it cannot use at the present time,
increases the Corporation's working capital and improves its cash
position without causing dilution to the shareholders.  The sale
will also reduce the Company's expenditures on equipment storage
and maintenance.

                   About Crystallex International

Based in Toronto, Canada, Crystallex International Corporation
(TSX: KRY) (NYSE Amex: KRY) -- http://www.crystallex.com/-- is a
Canadian-based company, which has been granted the Mine Operating
Contract to develop and operate the Las Cristinas gold properties
located in Bolivar State, Venezuela.

"As at Sept. 30, 2010, the Company had working capital of
US$12.50 million, including cash of $21.47 million.  Management
estimates that these funds will be sufficient to meet the
Company's obligations and budgeted expenditures for the
foreseeable future, but will not be sufficient to repay the
US$100.00 million notes payable due on December 23, 2011."

The Company's balance sheet at March 31, 2011, showed US$38.41
million in total assets, US$114.80 million in total liabilities
and a US$76.39 million total deficit.


DESERT CAPITAL: Investors, Facing Wipe-Out, Mulling Legal Options
-----------------------------------------------------------------
D. Daxton White at iStockAnalyst reports that many investors are
receiving notification that Desert Capital REIT has been forced
into an involuntary Chapter 11 bankruptcy.  Realizing that their
investments in Desert Capital REIT may be a total loss, investors
are beginning to review their legal options.

According to the report, the White Law Group has been
investigating potential securities fraud claims on behalf of
investors in Desert Capital REIT dating back to November 2010.
Specifically, the firm has been looking at the broker-dealers that
recommended the REIT to investors.  Brokerage firms have a
fiduciary duty to research investments prior to recommending them
for sale.  Given what is now known about Desert Capital, it
appears that brokerage firms will be unable to demonstrate that
they performed the necessary due diligence on Desert Capital REIT
prior to recommending it for sale to the investing public.

The report says the firm is currently representing Desert Capital
REIT investors that purchased the investment at the recommendation
of CM Securities, Centaurus Financial, and Workman Securities.

FINRA recently announced that it is paying close attention to the
sale of REITs and, in particular, the ways in which broker/dealers
marketed and sold the products to investors.  In many cases,
broker-dealers marketed these investments as safe and secure.

                       About Desert Capital

Henderson, Nev.-based Desert Capital REIT, Inc., a Maryland
corporation, was formed in December 2003 as a real estate
investment trust.  When the Company first began conducting
business, it specialized in the financing of real estate projects
by providing short-term mortgage loans to homebuilders and
commercial developers in markets where it believed it possessed
requisite skills and market knowledge, which were primarily in the
western United States and Las Vegas in particular.

In late 2007, the Company began experiencing a significant level
of borrower defaults, and in 2008 and 2009 virtually all its
borrowers defaulted on their loans with it.  As of March 31, 2011,
the Company had foreclosed on the property underlying its original
mortgage loans on all but three loans.

Taberna Preferred Funding VI, Ltd., Sage Trust, and Taberna
Preferred Funding VIII filed an involuntary Chapter 11 bankruptcy
protection against Desert Capital Reit, Inc., on April 29, 2011
(Bankr. D. Nev. Case No. 11-16624).  Judge Linda B. Riegle
presides over the case.  Jeffrey S. Rugg, Esq., Brownstein Hyatt
Farber Schreck LLP represents the petitioners.


DEX MEDIA EAST: Bank Debt Trades at 27% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East LLC
is a borrower traded in the secondary market at 73.48 cents-on-
the-dollar during the week ended Friday, July 1, 2011, a drop of
0.35 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 250 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2014.  The
loan is one of the biggest gainers and losers among 202 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                      About Dex Media East

Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun &
Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the U.S.
It offers print directory advertising products, such as yellow
pages and white pages directories.  R.H. Donnelley Inc., Dex
Media, Inc., and Local Launch, Inc., are the company's only direct
wholly owned subsidiaries.

Dex Media East LLC is a publisher of the official yellow pages and
white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media, Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15.  James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represent the Debtors in their
restructuring efforts.  Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, serve as the Debtors' local counsel.  The
Debtors' financial advisor is Deloitte Financial Advisory Services
LLP while its investment banker is Lazard Freres & Co. LLC.  The
Garden City Group, Inc., is claims and noticing agent.  The
Official Committee of Unsecured Creditors tapped Ropes & Gray LLP
as its counsel, Cozen O'Connor as Delaware bankruptcy co-counsel,
J.H. Cohn LLP as its financial advisor and forensic accountant,
and The Blackstone Group, LP, as its financial and restructuring
advisor.

The Debtors emerged from Chapter 11 bankruptcy proceedings at the
end of January 2010.


DEX MEDIA WEST: Bank Debt Trades at 17% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media West LLC
is a borrower traded in the secondary market at 83.00 cents-on-
the-dollar during the week ended Friday, July 1, 2011, a drop of
0.67 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 450 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2014.  The
loan is one of the biggest gainers and losers among 202 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                      About Dex Media West

Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an
indirect wholly owned subsidiary of Dex Media, Inc.  Dex Media is
a direct wholly owned subsidiary of R.H. Donnelley Corporation.
Dex Media West is the exclusive publisher of the official yellow
pages and white pages directories for Qwest Corporation, the local
exchange carrier of Qwest Communications International, Inc., in
Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media, Inc., filed for
Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852), after missing a $55 million interest
payment on its senior unsecured notes due April 15.  James F.
Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq.,
Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin
LLP, in Chicago, Illinois represented the Debtors in their
restructuring efforts.  Edmon L. Morton, Esq., and Robert S.
Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, served as the Debtors' local counsel.  The
Debtors' financial advisor was Deloitte Financial Advisory
Services LLP while its investment banker was Lazard Freres & Co.
LLC.  The Garden City Group, Inc., was claims and noticing agent.
The Official Committee of Unsecured Creditors tapped Ropes & Gray
LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co-
counsel, J.H. Cohn LLP as its financial advisor and forensic
accountant, and The Blackstone Group, LP, as its financial and
restructuring advisor.

The Debtors emerged from Chapter 11 bankruptcy proceedings at the
end of January 2010.


DOMINGUE'S SAND: Case Summary & 14 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Domingue's Sand & Gravel, Inc.
        3198 Moss St.
        Lafayette, LA 70507

Bankruptcy Case No.: 11-50923

Chapter 11 Petition Date: June 27, 2011

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Robert Summerhays

Debtor's Counsel: William C. Vidrine, Esq.
                  VIDRINE & VIDRINE
                  711 West Pinhook Road
                  Lafayette, LA 70503
                  Tel: (337) 233-5195
                  E-mail: williamv@vidrinelaw.com

Scheduled Assets: $534,947

Scheduled Debts: $1,319,705

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/lawb11-50923.pdf

The petition was signed by Brian Domingue, president.


DUNCOR, LLC: Case Summary & 18 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: DunCor, LLC
          dba Summit West Signs
        335 E. Baseline Road
        Gilbert, AZ 85233-1110

Bankruptcy Case No.: 11-18633

Chapter 11 Petition Date: June 28, 2011

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

Judge: James M. Marlar

Debtor's Counsel: William R. Richardson, Esq.
                  RICHARDSON & RICHARDSON, P.C.
                  1745 S. Alma School Road, #100
                  Mesa, AZ 85210-3010
                  Tel: (480) 464-0600
                  Fax: (480) 464-0602
                  E-mail: wrichlaw@aol.com

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

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

A list of the Company's 18 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/azb11-18633.pdf

The petition was signed by Dana L. Duncan, manager.

Affiliates that previously filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Dana Lee Duncan and
Denise Margaret Duncan                11-16577            06/08/11


DUNE ENERGY: Six Directors Elected at Annual Meeting
----------------------------------------------------
Dune Energy, Inc., held its 2011 annual meeting of stockholders on
June 28, 2011.  At the Annual Meeting, stockholders elected Steven
Barrenchea, Alan D. Bell, Richard M. Cohen, William E. Greenwood,
Steven M. Sisselman and James A. Watt to Board of Directors.  The
stockholders also ratified the appointment of MaloneBailey LLP as
independent registered public accounting firm for the Company for
the fiscal year ending Dec. 31, 2011.

                         About Dune Energy

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

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

The Company's balance sheet at March 31, 2011, showed
$304.31 million in total assets, $386.18 million in total
liabilities, $151.64 million in redeemable convertible preferred
stock, and a $233.51 million total stockholders' deficit.

                         *     *     *

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

S&P said in April 2010, "[T]he company's heavy debt burden makes
the prospects of a distressed exchange or bankruptcy a distinct
possibility."


ELEPHANT & CASTLE: Case Summary & Creditors List
------------------------------------------------
Lead
Debtor: Massachusetts Elephant & Castle Group, Inc.
        c/o 50 Congress Street, Suite 900
        Boston, MA 02109

Bankruptcy Case No.: 11-16155

Affiliates that simultaneously sought Chapter 11 protection:

        Debtor                                      Case No.
        ------                                      --------
E & C Capital, LLC                                  11-16157
E & C Pub, Inc.                                     11-16158
Elephant & Castle (Chicago) Corporation             11-16160
Elephant & Castle East Huron, LLC                   11-16161
Elephant & Castle Illinois Corporation              11-16162
Elephant & Castle Inc.                              11-16164
Elephant & Castle International, Inc                11-16166
Elephant and Castle of Pennsylvania, Inc            11-16167
Elephant & Castle Pratt Street, LLC                 11-16168
Elephant & Castle, Inc                              11-16169
E & C Eye Street, LLC                               11-16170
Elephant & Castle Group, Inc                        11-16171
Repechage Investments Limited                       11-16173
The Elephant and Castle Canada Inc                  11-16174

Chapter 11 Petition Date: June 28, 2011

About the Debtors.  Elephant & Castle operates 21 Elephant &
                    Castle restaurants modeled on English pubs in
                    the U.S. and Canada.

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

Judge: Henry J. Boroff

Debtor's Counsel: John G. Loughnane, Esq.
                  ECKERT SEAMANS CHEIN& MELLOTT, LLC
                  Two International Place, 16th Floor
                  Boston, MA 02110-2602
                  Tel: (617) 342-6885
                  Fax: (617) 342-6899
                  E-mail: jloughnane@eckertseamans.com

Repechage Investments'
Estimated Assets: $10,000,000 to $50,000,000

Repechage Investments'
Estimated Debts: $10,000,000 to $50,000,000

Assets Range of Other Debtors: $0 to $10,000,000

Assets Range of Other Debtors: $0 to $50,000,000

A list of the Company's 30 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/mab11-16155.pdf

The petition was signed by Keith A. Radford, chief financial
officer.


EMISPHERE TECHNOLOGIES: To Sell 4.3-Mil. Shares for $3.75-Mil.
--------------------------------------------------------------
Emisphere Technologies, Inc., entered into a securities purchase
agreement with certain institutional investors pursuant to which
the Company has agreed to sell an aggregate of approximately 4.3
million shares of its common stock and warrants to purchase a
total of approximately 3.0 million shares of its common stock for
total gross proceeds of approximately $3.75 million.  Each unit,
consisting of one share of common stock and a warrant to purchase
0.7 shares of common stock, will be sold at a purchase price of
$0.872.

The warrants to purchase additional shares will be exercisable at
an exercise price of $1.09 per share beginning immediately after
issuance and will expire five years from the date they are first
exercisable.  The Company has agreed to provide certain
registration rights under the Securities Act of 1933, as amended,
to the investors identified above in connection with their
purchased securities.  The Company will be required to file a
registration statement within 20 days of the closing date and will
use its reasonable best efforts to have such registration
statement declared effective as soon as practicable, but in no
event later than 60 days of the closing date (90 days in the event
the SEC reviews the registration statement).

The Company also announced that, in connection with the private
placement, it has entered into a separate securities purchase
agreement with MHR Fund Management LLC pursuant to which the
Company has agreed to sell an aggregate of approximately 4.3
million shares of its common stock and warrants to purchase a
total of approximately 3.0 million shares of its common stock for
total gross proceeds of approximately $3.75 million.  Each unit,
consisting of one share of common stock and a warrant to purchase
0.7 shares of common stock, will be sold at a purchase price of
$0.872.

The warrants to purchase additional shares will be exercisable at
an exercise price of $1.09 per share beginning immediately after
issuance and will expire five years from the date they are first
exercisable.

The Company expects to receive total net proceeds from both
transactions of approximately $7.25 million after deducting fees
and expenses and excluding the proceeds, if any, from the exercise
of the warrants that will be issued in the transactions.  Proceeds
from these transactions will be used to fund the Company's
operations and to meet the Company's obligations as they may
arise.

In connection with the transactions, the Company entered into a
Waiver Agreement with MHR, pursuant to which MHR waived certain
anti-dilution adjustment rights under its 11% senior secured notes
and certain warrants issued by the Company to MHR that would
otherwise have been triggered by the private placement described
above.  As consideration for such waiver, the Company will issue
to MHR a warrant to purchase 795,000 shares of common stock and
agreed to reimburse MHR for its legal fees up to a maximum
reimbursement of $25,000.  The terms of such warrant are identical
to the warrants issued to MHR in the transaction.

The Company was advised and represented in these transactions by
an independent committee of the Board of Directors.  Roth Capital
Partners served as the exclusive placement agent for the offering.

                   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.


ENCLAVE AT GLEN EYRE: Township Pushes Suit vs. Bonding Company
--------------------------------------------------------------
Claire Lowe at Shores News Today reports that the Hamilton
Township Committee has agreed to move forward with a cost-free
lawsuit against the company that issued bonds for the Enclave at
Glen Eyre development along Cates Road.

According to solicitor Robert Sandman, the development of 37 lots
for single family homes has many public improvements not yet in
place, including the top coat of paving on the street.

Kara Homes, the original developer of the property, filed for
bankruptcy in October 2006.  In 2007, Fox Chase Bank provided a
loan to Gerald Davis, who was a homebuyer in the development, to
complete the project.  He formed Enclave at Glen Eyre, LLC.

Mr. Davis filed for Chapter 11 bankruptcy, but it was changed to
Chapter 7 bankruptcy, which is liquidation.  Fox Chase Bank
finally foreclosed on Mr. Davis and is looking to sell to a new
developer, but first would like to see the public improvements
completed in the development.

"The bond is issued only in favor of the township, so the bank
does not have standing to sue the bonding company," Mr. Sandman
said.

The report says the bank has subsequently reached out to the
township to propose a lawsuit against the bonding company,
American Southern Insurance Co., with respect to the performance
bond they issued where Fox Chase Bank will hire an attorney from
the law firm of Spector, Gadon and Rosen, P.C. to represent the
township and obtain the money for the public improvements at the
property.

The terms of the agreement call for Township Committee to declare
the developer in default of its obligations and authorize and
direct Spector, Gadon and Rosen, P.C. law firm to file suit on its
behalf against American Southern Insurance Company, the bonding
company, according to the report.

Mr. Sandman said the bank would provide a letter of credit to the
township for $330,912.93, the amount equal to the bond that is in
issue.  He said there would also be a hold-harmless agreement,
which will keep the township safe from claims from American
Southern Insurance Company or any of the former developers of the
properties.

In addition, the agreement states that the township will not be
responsible for any costs incurred by Fox Chase Bank in its action
against the bonding company.


EVERGREEN PLAZA: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Evergreen Plaza Investment-DE, LLC
        3659 East Thousand Oaks Blvd.
        Thousand Oaks, CA 91362

Bankruptcy Case No.: 11-17858

Chapter 11 Petition Date: June 28, 2011

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Victoria S. Kaufman

Debtor's Counsel: M Jonathan Hayes, Esq.
                  LAW OFFICE OF M JONATHAN HAYES
                  9700 Reseda Bl Ste 201
                  Northridge, CA 91324
                  Tel: (818) 882-5600
                  Fax: (818) 882-5610
                  E-mail: jhayes@hayesbklaw.com

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

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

The petition was signed by Mark Kaufman, managing member.
Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
LNR Partners             Comm. Property         $17,623,808
1601 Washington Ave.,
#700 Miami Beach,
FL 33139-3164

Melting Pot              Security Deposit       $25,000
6205 Cavalleri Road
Malibu, CA 90265

Remedy Skin and Body     Security Deposit       $15,000
4874 Via Andrea
Newbury Park, CA 91320

Hyun Kook Kim            Security Deposit       $13,000

Dawn Barnes Karate       Security Deposit       $12,500

Flyberny Holdings        Security Deposit       $12,500

Canyon Salon             Security Deposit       $10,000

Luigi                    Security Deposit       $9,500

Studio TYLA              Security Deposit       $7,500

Nadar Afshani DDS        Security Deposit       $7,000

Frenzy                   Security Deposit       $6,000

M & M Beautyland         Security Deposit       $5,500

Quinn Simon Holistic     Security Deposit       $5,500

Merle Norman             Security Deposit       $5,000

Royal Oske Property                             $4,604

Chinese Massage          Security Deposit       $4,500

Monte Halpern            Security Deposit       $4,500

Phillipson               Security Deposit       $3,500

GI Services                                     $3,266

Le's Nails               Security Deposit       $2,500


FENTON SUB: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Fenton Sub Parcel D, LLC
        275 Market St, Suite 439
        Minneapolis, MN 55405

Bankruptcy Case No.: 11-44430

Chapter 11 Petition Date: June 29, 2011

Court: United States Bankruptcy Court
       District of Minnesota (Minneapolis)

Judge: Dennis D. O'Brien

Debtor's Counsel: Cynthia A. Moyer, Esq.
                  James L. Baillie, Esq.
                  Sarah M. Gibbs, Esq.
                  FREDRIKSON & BYRON, PA
                  200 South Sixth Street, Suite 4000
                  Minneapolis, MN 55402
                  Tel: (612) 492-7167
                  Fax: (612) 492-7077
                  E-mail: cmoyer@fredlaw.com
                          jbaillie@fredlaw.com
                          sgibbs@fredlaw.com

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

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

The petition was signed by Steven B. Hoyt, chief manager.

Debtor's List of nine Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Messerli & Kramer P.A.    Legal services         $199,322
100 S Fifth St, Suite 1400
Minneapolis, MN 55402

Anthony Ostlund Baer &    Legal services         $23,234
Louwagi
90 S Seventh St, Suite 3600
Minneapolis, MN 55402

Curbside Lawn Care        Services               $17,916
9084 Windsor Ct
Savage, MN 55378

Cameron Law Office        Legal services         $8,718

United Operations, Inc.   Services               $7,713

Integra Telecom           Tel services           $558

Central Point Energy      Utilities              $276

City of Bloomington-      Utilities              $262
Water

Xcel Energy               Utilities              $148


FIRST BANK: Moody's Review 'B3' Deposit Rating for Upgrade
----------------------------------------------------------
Moody's Investors Service placed the long-term ratings of
FirstBank Puerto Rico (FirstBank; long-term deposits at B3) under
review for possible upgrade. The bank's unsupported bank financial
strength rating (BFSR) of E+ mapping to a B3 on the long-term
scale, and short-term rating of Not-Prime were affirmed. FirstBank
is the primary operating subsidiary of First BanCorp, which is
unrated.

RATINGS RATIONALE

The review follows First BanCorp's announcement on June 28, 2011
that it has entered into a definitive agreement with Oaktree
Capital Management, L.P., whereby Oaktree would purchase $175.5
million of common stock. This would be done on essentially the
same terms as the definitive agreement that First BanCorp had
entered into on May 31, 2011 with Thomas H. Lee Partners, L.P.
where THL had similarly agreed to purchase $175.5 million of
common stock as part of a proposed aggregate $500 to $550 million
capital raise. First BanCorp also announced on June 28, 2011, that
it had entered into additional investment agreements with
institutional investors and other private equity firms for the
issuance of approximately $164 million of the company's common
stock, which together with the Oaktree and THL investments totals
$515 million in commitments.

Oaktree's and THL's investments will represent 24.9% of the
outstanding shares of the Company's common stock upon completion
of the capital raise and the conversion into common stock of the
$424.2 million of Series G Mandatorily Convertible Preferred Stock
held by the United States Department of the Treasury.

Both the Oaktree and THL investments are contingent upon several
conditions, including, (a) the Corporation raises a total of at
least $500 million but no more than $550 million of new capital,
(b) conversion of the Series G Preferred Stock, (c) approval by
the Corporation's stockholders of the issuance of shares of common
stock, and (d) required regulatory approvals.

If the contingencies are met and the capital infusion is
completed, FirstBank would have capital ratios in excess of the
guidelines set by its regulator and the well-capitalized minimums,
and this is likely to lead to Moody's upgrading the bank's long-
term ratings.

During its review Moody's will focus on First BanCorp's ability to
complete this transaction. During the review period, Moody's will
also evaluate how this investment will influence the strategic
direction and franchise of the company.

Moody's last rating action on FirstBank was on April 25, 2011,
when Moody's downgraded the long-term ratings (deposits to B3 from
B2, senior unsecured to Caa2 from B3). FirstBank's unsupported
BFSR was confirmed at E+.

The principal methodologies used in this rating were "Bank
Financial Strength Ratings: Global Methodology published in
February 2007 and Incorporation of Joint-Default Analysis into
Moody's Bank Ratings: A Refined Methodology published in March
2007.

First BanCorp headquartered in San Juan, Puerto Rico, reported
total assets of $15.1 billion at March 31, 2011.

On Review for Possible Upgrade:

   Issuer: FirstBank Puerto Rico

   -- Issuer Rating, Placed on Review for Possible Upgrade,
      currently Caa2

   -- OSO Senior Unsecured OSO Rating, Placed on Review for
      Possible Upgrade, currently Caa2

   -- Senior Unsecured Regular Bond/Debenture, Placed on Review
      for Possible Upgrade, currently Caa2

   -- Senior Unsecured Deposit Rating, Placed on Review for
      Possible Upgrade, currently B3

Outlook Actions:

   Issuer: FirstBank Puerto Rico

   --Outlook, Changed To Rating Under Review From Negative


FORTRESS ENERGY: Alberta Court Extends CCAA Order Until Sept. 30
----------------------------------------------------------------
Fortress Energy Inc.'s application to the Court of Queen's Bench
of Alberta for an Order under the Companies' Creditors Arrangement
Act (Canada) to extend its CCAA protection has been granted,
allowing the Company to continue to prepare a plan of arrangement
for its creditors if necessary, and staying all claims and actions
against the Company and its assets.  The extension under the Order
granted will be in effect until September 30, 2011, at which time
the matter will be reviewed by the Court.

The order permits the Company to remain in possession and control
of its property, carry on its business, and retain employees and
other service providers.  While the Order is in effect the Company
will continue to work with its Court appointed Monitor, Hardie &
Kelly Inc.

Fortress has taken this step to enable Fortress to challenge a
reassessment issued by the Canada Revenue Agency (the "CRA"),
which reassessment is in the amount of approximately $18 million.
As a result of the reassessment, if the Company took no action, it
would be compelled to immediately remit $9 million to the CRA and
the Company does not have the necessary funds to remit. Other than
the claim by CRA, Fortress has sufficient liquid assets to pay all
other liabilities and trade payables.  Fortress believes that the
CRA's position is not sustainable and intends to vigorously
dispute the CRA's claim.  On March 28, 2011, Fortress filed a
Notice of Objection to the reassement with Appeals Division of the
CRA and is awaiting a response from an Appeals Officer.


FREE AND CLEAR III: Attorneys Quit, Seek Ch. 11 Case Dismissal
--------------------------------------------------------------
Christina DiEdoardo, Esq., and Amberlea Davis, Esq., both counsel
to Free and Clear Holding Company III LLC, ask the U.S. Bankruptcy
Court for the District of Nevada, to dismiss the Debtor's Chapter
11 case and to permit both counsel to withdraw from this case.

Both Ms. DiEdoardo and Ms. Davis had experienced significant
difficulties in obtaining necessary information from the
principals involved with Free and Clear Holding Company II LLC and
Secured Assets Group (see In Re Free and Clear Holding Company II
LLC, Case No. 11-15145), they had requested -- and they believed
at the time, received -- adequate assurances that the same issues
would not reoccur in this case.

However, this did not occur and Ms. DiEdoardo and Ms. Davis have
been unable, despite their best efforts, to obtain necessary
information from their client to complete their schedules, let
alone to comply with the requests of the United States Trustee.

On June 13, 2011, and June 14, 2011, Ms. DiEdoardo and Ms. Davis
held a series of conferences with their client.  On June 14, 2011,
Garth Johnson, the president of Free and Clear Holding Company
III, finally authorized Ms. DiEdoardo and Ms. Davis to not oppose
a pending motion to dismiss, In Re Free and Clear Holding Company
II LLC, Case No. 11-15145, filed by the United States Trustee and
to file a motion to dismiss this Chapter 11 case.

            About Free and Clear Holding Company III

Free and Clear Holding Company III LLC, based in Las Vegas,
Nevada, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No.
11-18289) on May 27, 2011.  Judge Bruce A. Markell presides over
the case.  The Law Offices of Christina Ann-Marie DiEdoardo serves
as the Debtor's bankruptcy counsel.  In its petition, the Debtor
estimated $10 million to $50 million in both assets and debts.
The petition was signed by Garth Johnson, managing member.


GALP CNA: U.S. Trustee Says Plan Violates Absolute Priority Rule
----------------------------------------------------------------
Judy A. Robbins, the United States Trustee for Region 7, objects
to the third modified Chapter 11 plan of reorganization filed by
GALP CNA Limited Partnership and its debtor-affiliates in the U.S.
Bankruptcy Court for the Southern District of Texas.

According to the trustee, the Third Modified Plan provides no
basis or evidence that Debtors can fund the plan or reorganize.
Thus far, the Debtors have not indicated if cash calls have been
met or alternative financing has been obtained.  The record does
not demonstrate feasibility.

The U.S. Trustee notes that the Plan provides that the junior
interest holders will retain their interests in the respective
entities.  In the event the Debtors proceed to confirmation via
cram down, the Plan does not indicate that the senior interest
holders will be paid 100% of the value of their claims or that new
value will be paid by the junior interest holders.  The Plan is
not fair and equitable and violates the absolute priority rule,
according to the U.S. Trustee.

Other creditors, like Harris County, have filed objections to
confirmation of the Plan.

                             The Plan

The Debtors said they are in the process of arranging to fund
the plan of reorganization out of (i) new equity in the form
of mandatory and non-mandatory cash calls on various limited
partners; and (ii) collection of related party receivables.  The
funds necessary for the satisfaction of the creditors' claims are
to be generated in this manner:

Source of Funds:
----------------
New Equity (from cash calls):          $1,122,541
Related Party Receivables:                541,000
Ch. 11 Prepetition Retainer ($9,000):       4,017
                                        ----------
                                        $1,667,558

Use of Funds:
-------------
Class 1 Creditors (Professionals):     $    4,000
Class 2 (Taxing Authorities):           1,086,730
Class 4 (Centrum):                        538,000
Class 7 (General Unsecured):               33,423
         (20% of face)
Class 8 ($1,000 or less Unsecured):         5,403
         (70% of face)                 -----------
                                        $1,667,558

On the effective date, the reorganized Debtor will pay $538,000 to
Centrum, pursuant to payment instructions provided by Centrum,
reducing the arrearage of back interest, leaving an unpaid balance
yet to be determined by the Debtor and Centrum on Centrum's
allowed secured claim.

Claims not secured by a lien, security interest, encumbrance or
right of set-off, as the same are allowed, approved and ordered
paid by the Bankruptcy Court.  There are 13 known creditors in
this class, exclusive of those class 8 creditors holding unsecured
claims of $1,000 or less.  Each creditor holding a class 7 Claim
will be paid 20% of its allowed claim, in cash, on the effective
date or when such claim is allowed or ordered paid by final
order of the Court, whichever date is later.

Each equity interest holders will be allowed to retain its
interest.

                          About GALP CNA

Houston, Texas-based GALP CNA Limited Partnership filed for
Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D.
Tex. Case No. 10-38975).  The Debtor estimated its assets and
debts at $1 million to $10 million at the Petition Date.

GALP CNA's case is jointly administered with that of Wentwood
Woodside I, L.P., Wentwood Roundhill I, L.P., Wentwood
Rollingbrook, L.P., and GALP Cypress Limited Partnership.  GALP
CNA is the lead case.

Houston, Texas-based GALP CNA Limited Partnership filed for
Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D.
Tex. Case No. 10-38975).  The Debtor estimated its assets and
debts at $1 million to $10 million at the Petition Date.

Houston, Texas-based Wentwood Woodside filed for Chapter 11
bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case
No. 10-38981).  It estimated its assets at $10 million to
$50 million and debts at $1 million to $10 million at the Petition
Date.

Houston, Texas-based Wentwood Roundhill filed for Chapter 11
bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case
No. 10-38984.  It estimated its assets and debts at $1 million to
$10 million at the Petition Date.

Houston, Texas-based Wentwood Rollingbrook filed for Chapter 11
bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case
No. 10-38988.  It estimated its assets and debts at $1 million to
$10 million at the Petition Date.

Houston, Texas-based GALP Cypress filed for Chapter 11 bankruptcy
protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No.
10-38991).  It estimated its assets at $10 million to $50 million
and debts at $1 million to $10 million at the Petition Date.

Matthew Hoffman, Esq., at the Law Offices of Matthew Hoffman,
P.C., assists the Debtors in their restructuring efforts.

As reported in the Troubled Company Reporter on June 27, 2011, the
U.S. Trustee has filed a motion asking the Court to dismiss, or
convert to Chapter 7, the Chapter 11 reorganization case of the
Debtors.  The U.S. Trustee avers that the Debtors do not have the
ability to reorganize, has not filed a disclosure statement or
plan, and is deficient in filing monthly operating reports.


GARY REINERT: Files For Bankruptcy Protection in Pennsylvania
-------------------------------------------------------------
Dan Eaton at Business First Pittsburgh businessman Gary Reinert
Sr., the owner of bankruptcy-hindered Damon's International Inc.,
is in bankruptcy reorganization.

Gary Reinert filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
11-22840) on May 2, 2011, estimating debts and assets between
$10 million and $50 million.  His unsecured creditors include Ed
Dunlap, a Pittsburgh businessman and Damon's franchisee who is
owed nearly $1.2 million, according to court filings.

According to Business First, Mr. Reinert acquired both Columbus-
based Damon's and Max & Erma's Restaurants Inc. in 2008.

Six businesses he owns, primarily in construction and contracting,
also sought bankruptcy protection last month.

Wildwood, Pennsylvania-based Power Contracting, Inc., aka Max &
Erma's Restaurant, Inc., and five affiliated companies filed for
Chapter 11 protection (Bankr. W.D. Penn. Case No. Case Nos. 11-
22841 to 11-22846) on May 2, 2011.  Calaiaro & Corbett, P.C.
represents the Debtors in their restructuring efforts.  The
Debtors estimated assets and debts at $10 million to $50 million.


GENCORP INC: Breaks Even in Three Months Ended May 31
-----------------------------------------------------
GenCorp Inc. reported $0 net income (break even) on $229.90
million of net sales for the three months ended May 31, 2011,
compared with net income of $13.50 million on $234.10 million of
net sales for the same period during the prior year.  The Company
also reported net income of $1.20 million on $439.70 million of
net sales for the six months ended May 31, 2011, compare with net
income of $4.60 million on $420.90 million for the same period a
year ago.

The Company's balance sheet at May 31, 2011, showed
$987.30 million in total assets, $1.14 billion in total
liabilities, $4.70 million in redeemable common stock, and a
$165.80 million total shareholders' deficit.

"Our results for the second quarter of 2011 demonstrated continued
progress in the implementation of our business plan," said GenCorp
Inc. President and CEO, and President, Aerojet - General
Corporation, Scott J. Seymour.  "We remain focused on delivering
excellent program performance while strengthening our capital
structure."

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

                         About GenCorp Inc.

Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY)
-- http://www.GenCorp.com/-- is a manufacturer of aerospace and
defense products and systems with a real estate segment that
includes activities related to the re-zoning, entitlement, sale,
and leasing of the Company's excess real estate assets.

                           *     *     *

Standard & Poor's in February 2011 has raised its corporate credit
rating on GenCorp Inc. to 'B' from 'B-'.  S&P also raised its
rating on the company's first-lien secured debt to 'BB-' from 'B+'
and on the subordinated debt to 'CCC+' from 'CCC'.  The recovery
rating on the first-lien secured debt remains unchanged at '1',
and the recovery rating on the subordinated debt remains unchanged
at '6'.  The outlook is stable.

"We are raising its ratings on GenCorp by one notch to reflect the
company's improved liquidity position," said Standard & Poor's
credit analyst Lisa Jenkins.  "The ratings on GenCorp reflect its
highly leveraged capital structure, weak financial performance,
limited diversity, and modest scale of operations compared with
competitors.  Offsetting these challenges to some extent is the
company's good niche positions in aerospace propulsion and solid
backlog.  S&P characterize GenCorp Inc.'s business profile as weak
and its financial profile as highly leveraged."

As reported by the TCR on May 24, 2011, Moody's Investors Service
upgraded the corporate family and probability of default ratings
of GenCorp Inc. to B1 from B2.  The upgrade reflects the Company's
steady improvement to operating results, as a leading niche
supplier of solid and liquid rocket propulsion systems to prime
defense contractors.  Operating margins have grown to above 11%
(inclusive of Moody's standard adjustments) in the most recent
twelve-month period, resulting from growth in defense programs
that GenCorp supplies (THAAD, Aegis, PAC-3) and good cost
controls.  GenCorp's funded backlog has grown steadily over
several years, and is now about 90% of sales.  The level of
backlog provides good forward revenue visibility and compares
favorably with other defense suppliers.


GENTIVA HEALTH: Bank Debt Trades at 1% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Gentiva Health
Services, Inc., is a borrower traded in the secondary market at
99.28 cents-on-the-dollar during the week ended Friday, July 1,
2011, a drop of 0.57 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 350 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
Aug. 17, 2016, and carries Moody's 'Ba2' rating and Standard &
Poor's 'BB-' rating.  The loan is one of the biggest gainers and
losers among 202 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                       About Gentiva Health

Gentiva Health Services, Inc. -- http://www.gentiva.com/--  is a
leading provider of home health and hospice services in the U.S.
The company offers direct home nursing and therapies, including
specialty programs, as well as hospice care.  Gentiva reported
revenues of over $1 billion for the twelve months ended April 4,
2010.

As reported by the Troubled Company Reporter on March 24, 2011,
Standard & Poor's Rating Services said that it reinstated ratings
on Gentiva Health Services Inc.'s senior secured credit facility.
The issue-level ratings are 'BB-' (one notch higher than the
corporate credit rating) with a recovery rating of '2'.  The '2'
recovery rating indicates expectations for substantial (70%-90%)
recovery of principal in the event of default.

On March 9, 2011, Gentiva refinanced its credit facility, reducing
the amount if its term loan A to $180 million from $200 million
and its term loan B to $546.6 million from $550 million.  The
amount of the revolving credit facility remained $125 million.
The company negotiated more favorable pricing and relaxed the
interest coverage covenant.  The maturity dates and amortization
schedule remained the same.

The 'B+' corporate credit rating on Gentiva remains unchanged.


GEORGE SOWERS: Files for Bankruptcy Due to Roseland Guarantee
-------------------------------------------------------------
Developer George "Buddy" Sowers, along with his wife, Jacqueline,
filed for personal Chapter 11 bankruptcy protection (Bankr. E.D.
Va. Case No. 11-34179) on June 26, 2011.

Michael Schwartz at Richmond BizSense reports Mr. Sowers
personally guaranteed tens of millions of dollars in land
development loans on a stalled 1,300-acre real project in
Chesterfield, Virginia, called Roseland.

According to the report, Mr. Sowers has sought protection for
himself and his wife while two business entities -- G.B.S. Holding
Ltd. and Roseland Village LLC -- that own the project's land work
their way through bankruptcy reorganizations.

Troy Savenko, an attorney with Kaplan Frank who is representing
the Sowerses, said the bankruptcy came after a creditor initiated
a lawsuit to enforce its rights against Sowers as a guarantor,
according to the report.

Mr. Schwartz, citing court documents, says the acres owned under
Roseland Village are worth approximately $42.95 million.  That
entity owes about $20 million to lenders and other creditors.  The
land owned by G.B.S. is valued at about $44.47 million, and G.B.S.
owes about $23.3 million.

G.B.S. Holding Ltd. is the developer of the 1,300-acre Roseland
Roseland residential and commercial project in northwestern
Chesterfield County, Virginia.  G.B.S. guaranteed loans secured by
Roseland Village LLC.  G.B.S. filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Va. Case No. 11-33708) on June 3, 2011.
Bruce E. Arkema, Esq., at Durrettecrump PLC, in Richmond,
Virginia, serves as counsel to the Debtor.  The Debtor estimated
assets of $50 million to $100 million and debts of $10 million to
$50 million.

Roseland Village is the managing owner of 342 acres of the
Roseland project.  It filed for bankruptcy protection to stop
foreclosure proceedings.  Roseland Village filed a Chapter 11
petition (Bankr. E.D. Va. Case No. 11-30223) on Jan. 13, 2011.


GLC LIMITED: Unsecured Creditors "Impaired" Under Plan
------------------------------------------------------
GLC Limited filed with the U.S. Bankruptcy Court for the Southern
District of Ohio on June 27, 2011, a proposed Chapter 11 Plan of
Liquidation and explanatory disclosure statement.

Under the Plan, holders of secured claims (Class 1) will receive
cash in full payment of their claims or the return of the
collateral securing their claims.

General unsecured claimants (Class 2) will each receive in cash
its pro rata share of the proceeds of the "remaining assets" after
payment in full of (i) plan expenses, (ii) allowed administrative
claims, (iii) allowed priority tax claims, (iv) allowed priority
claims and (v) allowed class 1 secured claims.  Class 2 is
impaired.

Section 510(b) claims (Class 3) will not receive any distribution.
Holders of interests in the Debtor (Class 4) will not receive or
retain any property under the Plan and will have their interests
cancelled.  Holders of claims in Classes 3 and 4 are deemed to
reject the Plan.

The Plan still has blanks and does not provide for an estimated
percentage recovery for unsecured creditors.

The Debtors have also not concluded the claims objections process.
As of the bar date, unsecured claims totaling $40,752,574 have
been filed against the Debtors but the Debtors believe that
unsecured non-priority claims total only $27,770,456 as of the
Petition Date.

A copy of the Disclosure Statement is available at:

            http://bankrupt.com/misc/glclimited.DS.pdf

                        About GLC Limited

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

GLC filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ohio
Case No. 11-11090) on Feb. 28, 2011.  James R. Burritt, chief
restructuring officer, signed the Chapter 11 petition.  The Debtor
disclosed $18,231,434 in assets and $28,095,356 in liabilities as
of the Chapter 11 filing.

Ronald E. Gold, Esq., and Joseph B. Wells, Esq., at Frost Brown
Todd LLC, serve as the Debtor's bankruptcy counsel.  James R.
Burritt is the Chief Restructuring Officer and Leon C. Ebbert, PC,
CPA, has been tapped as accountants.  The Official Committee of
Unsecured Creditors in GLC Limited's Chapter 11 bankruptcy case
has tapped Morris, Manning & Martin, LLP, as counsel.


GOLDEN NUGGET: S&P Assigns 'B' Corporate Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Atlantic City-based Golden Nugget LLC. The rating
outlook is stable.

"At the same time, we assigned Golden Nugget's $10 million
revolving credit facility due November 24, 2015 and its $36.5
million term loan due May 24, 2016 our issue-level rating of 'BB-'
(two notches higher than the 'B' corporate credit rating). We
assigned this debt a recovery rating of '1', indicating our
expectation of very high (90% to 100%) recovery for lenders in
the event of a payment default. The revolving credit facility has
first-out priority in application of proceeds from collateral,"
S&P stated.

"We also assigned Golden Nugget's $20 million delayed draw term
loan due Nov. 24, 2016 our issue-level rating of 'B' (at the same
level as the 'B' corporate credit rating). We assigned this debt a
recovery rating of '3', indicating our expectation of meaningful
(50% to 70%) recovery for lenders in the event of a payment
default," S&P stated.

"Our rating assignment follows the closing of the company's new
credit facility and our review of final documentation," S&P said.

Golden Nugget plans to use the proceeds from the debt, along with
equity proceeds from Tilman Fertitta and Landry's Restaurants
Inc., to acquire the Trump Marina Casino and Hotel in Atlantic
City and to finance renovations at the property. The company
completed the acquisition in May 2011.

"The 'B' corporate credit rating reflects Golden Nugget's reliance
on a single property for cash flow generation, the highly
competitive dynamics in the region, and our expectation that the
U.S. economy will only gradually improve over the next several
quarters," said Standard & Poor's credit analyst Melissa
Long. "Our view that management's planned investments in the
property will generate a sufficient return on investment to meet
our estimate of fixed charges only partially offsets these
negative rating factors."

"Our rating on Golden Nugget also incorporates our view of
Landry's Restaurants Inc. Although Golden Nugget is not a
subsidiary of Landry's, both entities are owned by Tilman Fertitta
and share management teams. Additionally, we believe this asset
has strategic importance to the portfolio of investments held by
Tilman Fertitta given the use of the Golden Nugget brand name and
the planned inclusion of Landry's restaurants within the facility.
As a result, our rating on Golden Nugget would not likely be
higher than our rating on Landry's Restaurants," S&P said.

Golden Nugget acquired the former Trump Marina Casino and Hotel in
Atlantic City for approximately $38 million. Management plans to
spend around $84 million to fully renovate and rebrand the Trump
Marina into Golden Nugget Atlantic City. Golden Nugget will fully
update the property's hotel rooms and will add a number of
Landry's restaurant concepts, and add lounges, bars, and
entertainment options. The company expects to complete renovations
by early 2012.


GRAND LAKE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Grand Lake Fitness Club, LLC
          dba Grand Lake Lodge and Spa
        815 Southbridge Boulevard
        Savannah, GA 31405

Bankruptcy Case No.: 11-41307

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Southern District of Georgia (Savannah)

Debtor's Counsel: Tiffany Elizabeth Caron, Esq.
                  MCCALLAR LAW FIRM
                  115 W. Oglethorpe Avenue
                  Savannah, GA 31401
                  Tel: (912) 234-1215
                  Fax: (912) 236-7549
                  E-mail: tiffany.caron@mccallarlawfirm.com

Scheduled Assets: $4,323,846

Scheduled Debts: $3,968,201

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/gasb11-41307.pdf

The petition was signed by Thomas White as President of
ClubSource, Inc., managing member.


GRANDE HOLDINGS: Seeks Court Protection from U.S. Creditors
-----------------------------------------------------------
Hong Kong-based The Grande Holdings Limited, owner of global
consumer electronic brands as Nakamichi, Akai and Sansui, is
seeking court protection from its U.S. creditors.

Fok Hei Yu and Roderick John Sutton, provisional liquidators of
Grande Holdings, filed with the U.S. Bankruptcy Court for the
Southern District of New York (Chapter 15 Case No. 11-13119) a
petition for entry of an order recognizing the liquidation of
Grande in the High Court of Hong Kong as a foreign main proceeding
pursuant to Section 1517(b)(1) of the U.S. Bankruptcy Code.

The liquidators also ask the U.S. bankruptcy court to stay or
prohibit in the U.S. the commencement or continuation of any
action or proceeding concerning the assets, rights, obligations or
liabilities of Grande.

Grande is an investment holding company, holding shares and equity
interests in various groups of companies.  The principal
activities of Grande's subsidiaries consist of distribution of
household appliances and consumer electronic products and
licensing of trademarks.

Grande and its subsidiary companies own three global brands --
Nakamichi, Akai and Sansui -- which are distributed through a
global network spanning Asia, Africa, Europe, Oceania, the Middle
East and the Americas.  Grande also indirectly owns 56% of the
equity shares of Emerson Radio Corp., a national brand of consumer
electronics and electrical appliances in the U.S.

According to a court filing, on May 27, 2011, Sino Bright
Enterprises Co. Ltd. sent a demand letter to Grande in regards to
an outstanding loan balance.  The demand letter put Grande on
notice that it was required to pay the entire balance of the loan
within 21 days, which amounted to $238,978,462 (converted from
HK$1,859,754,567 on May 31, 2011).  On the same day, Grande
responded in affirmation of the demand, stating that it agreed
that the entire balance was due, but due to their current
liquidity, that they would be unable to pay the obligation.  Sino
then presented a petition to the Hong Kong Court requested the
immediate wind-up of Grande and a request to appoint provisional
liquidators. On May 31, 2011, the Hong Kong Court appointed Fok
Hei Yu and Roderick John Sutton as provisional liquidators of
Grande.

Grande was also named as a defendant in an alter-ego lawsuit
brought by shareholders of MTC Electronics to enforce the judgment
obtained in a previously decided shareholder suit against MTC,
which at the time was owned by Grande. T his case, which was
brought in the Superior Court for the State of California, the
County of Los Angeles, Case No: BC 363764, resulted in a statement
of decision holding that Grande was liable under an alter ego
theory in the amount of $37,562,122.

O'Melveny & Myers LLP serves as counsel to the Chapter 15
petitioners.


GRANDE HOLDINGS: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Petitioner: Fok Hei Yu

Chapter 15 Debtor: The Grande Holdings Limited
                   12th Floor, The Grande Building
                   398-402 Kwun Tong Road
                   Kowloon
                   Hong Kong

Chapter 15 Case No.: 11-13119

Type of Business: The Debtor is a Hong Kong-based company that
                  manufactures electronic products.

Chapter 15 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: Gerald C. Bender, Esq.
                  O'MELVENY & MYERS LLP
                  Times Square Tower
                  7 Times Square
                  New York, NY 10036
                  Tel: (212) 326-2000
                  Fax: (212) 326-2061
                  E-mail: gbender@omm.com

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

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

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


HAMPTON ROADS: To Sell Harbour Point Branch to Sonabank
-------------------------------------------------------
Hampton Roads Bankshares, Inc., entered into a definitive
agreement with Southern National Bancorp of Virginia of McLean,
Virginia, whereby Sonabank will purchase all deposits and selected
assets associated with the Company's Gateway Bank Harbour Point
branch in Richmond, Virginia.  The sale is expected to be
completed in the fourth quarter of 2011, subject to regulatory
approval and customary closing conditions.  The terms of the
transaction were not disclosed.

The Company was advised by Sandler O'Neill & Partners, L.P., on
this transaction.

                  About Hampton Roads Bankshares

Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) --
http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001 and is headquartered in Norfolk,
Virginia.  The Company's primary subsidiaries are Bank of Hampton
Roads, which opened for business in 1987, and Shore Bank, which
opened in 1961.  Currently, Bank of Hampton Roads operates twenty-
eight banking offices in the Hampton Roads region of southeastern
Virginia and twenty-four offices in Virginia and North Carolina
doing business as Gateway Bank & Trust Co.  Shore Bank serves the
Eastern Shore of Maryland and Virginia through eight banking
offices and fifteen ATMs.

Effective June 17, 2010, the Company and its banking subsidiary,
Bank of Hampton Roads ("BOHR"), entered into a written agreement
with the Federal Reserve Bank of Richmond and the Bureau of
Financial Institutions of the Virginia State Corporation
Commission.  The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.

Under the terms of the Written Agreement, among other things, BOHR
agreed to develop and submit for approval plans to (a) strengthen
board oversight of management and BOHR's operations, (b)
strengthen credit risk management policies, (c) improve BOHR's
position with respect to loans, relationships, or other assets in
excess of $2.5 million which are now, or may in the future become,
past due more than 90 days, are on BOHR's problem loan list, or
adversely classified in any report of examination of BOHR, (d)
review and revise, as appropriate, current policy and maintain
sound processes for determining, documenting, and recording an
adequate allowance for loan and lease losses, (e) improve
management of BOHR's liquidity position and funds management
policies, (f) provide contingency planning that accounts for
adverse scenarios and identifies and quantifies available sources
of liquidity for each scenario, (g) reduce the Bank's reliance on
brokered deposits, and (h) improve BOHR's earnings and overall
condition.

The Company said in its Form 10-Q for the Sept. 30, 2010 quarter
that due to its financial results, the substantial uncertainty
throughout the U.S. banking industry, and the Written Agreement
the Company and BOHR have entered into, doubts existed regarding
the Company's ability to continue as a going concern through the
second quarter of 2010.  However, management believes this concern
has been mitigated by the initial closing of the Private Placement
that occurred on Sept. 30, 2010.

The Company reported a net loss of $210.35 million on $122.20
million of total interest income for the year ended Dec. 31, 2010,
compared with a net loss of $201.45 million on $149.44 million of
total interest income during the prior year.

The Company's balance sheet at March 31, 2011, showed $2.71
billion in total assets, $2.55 billion in total liabilities and
$159.86 million in total shareholders' equity.


HANMI FINANCIAL: Cancels "Fully Subscribed" Offering as Price Low
-----------------------------------------------------------------
Hanmi Financial Corporation elected not to proceed with its
planned public offering of common stock.

"Although the offering was fully subscribed, and there was excess
demand for our stock, our Board of Directors was not satisfied
with the current pricing offered and did not believe it to be in
the best interests of our shareholders to consummate the offering
at this time.  Recent market volatility, particularly as it
affects financial stocks, has created an environment in which many
stocks are undervalued, including, we believe, our Company's
shares," said Jay Yoo, President and CEO.

"Because we currently have a strong capital position, we have
decided to wait for an improved market environment," continued
Yoo.  "In the meantime, Hanmi continues to emerge from this credit
cycle with a stronger balance sheet than a year ago, and we
anticipate our operating performance, capital strength and asset
quality will continue to show gradual improvement."  At March 31,
2011, Hanmi Financial's capital ratios remained strong with total
risk based capital to assets at 13.05% up from 12.22% at the end
of 2010.

                       About Hanmi Financial

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

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

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

                           Going Concern

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

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

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

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

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


HAWAII PACIFIC: Data Transfer Services to Continue While in Ch. 11
------------------------------------------------------------------
Andrew Gomes at staradvertiser.com reports Jim Wagner, a local
bankruptcy attorney representing Hawaii-Pacific Teleport, LP, said
the company will continue normal business and expects no
disruption to customer services.  Mr. Wagner is marginally
profitable but sought bankruptcy because of cash-flow problems.
The Company, which had been based in California, recently
underwent management changes and is now being overseen by Leeana
A. Smith-Ryland of New Jersey.

The Company reported assets of $1.5 million and debts of
$3.5 million as of the Chapter 11 filing.  The largest creditor of
Hawaii-Pacific Teleport is Sabrina Guthrie of Greenbrae, Calif.,
who is owed $400,000 on a loan.  The next-largest creditor is
Mabuhay Philippines Satellite, owed $118,506.

Hawaii-Pacific Teleport transmits data for customers via a
satellite and fiber-optic cable network connecting the West Coast
with hard-to-reach points in Asia.

Hawaii Pacific Teleport filed a Chapter 11 petition (Bankr. D.
Hawaii Case No. 11-01764) on June 23, 2011.  James A. Wagner,
Esq., at Wagner Choi & Verbrugge, in Honolulu, Hawaii, serves as
counsel to the Debtor.

A case summary for Hawaii Pacific, together with a list of 20
largest unsecured creditors, is in the June 28, 2011 edition of
the Troubled Company Reporter.


HAWKER BEECHCRAFT: Bank Debt Trades at 16% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 84.03 cents-on-
the-dollar during the week ended Friday, July 1, 2011, a drop of
0.58 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 200 basis points above LIBOR to borrow
under the facility.  The bank loan matures on March 26, 2014, and
carries Moody's 'Caa1' rating and Standard & Poor's 'CCC+' rating.
The loan is one of the biggest gainers and losers among 202 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                      About Hawker Beechcraft

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kan., is a manufacturer of business jets, turboprops and
piston aircraft for corporations, governments and individuals
worldwide.

The Company's balance sheet at March 31, 2011, showed
$3.121 billion in total assets, $3.396 billion in total
liabilities, and deficit of $275.5 million.

Hawker Beechcraft reported a net loss of $304.3 million on
$2.80 billion of total sales for 12 months ended Dec. 31, 2010.
Net loss in 2009 and 2008 was $451.3 million and $157.2 million,
respectively.

To reduce the cost of operations, in October 2010, the Company
announced it would implement a cost reduction and productivity
program. The first part of the program consisted of the immediate
termination of approximately 8% of salaried employees while the
second part involves reducing the Company's factory and shop work
forces by approximately 800 employees by end of August 2011.

                           *     *     *

Hawker Beechcraft carries 'Caa2' corporate family and probability
of default ratings from Moody's Investors Service.


HILLTOP DAIRY: Case Summary & 14 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Hilltop Dairy, a partnership
        3349 S. 1500 E.
        Wendell, ID 83355

Bankruptcy Case No.: 11-41055

Chapter 11 Petition Date: June 27, 2011

Court: United States Bankruptcy Court
       District of Idaho (Twin Falls)

Judge: Jim D. Pappas

Debtor's Counsel: D. Blair Clark, Esq.
                  LAW OFFICES OF D. BLAIR CLARK PLLC
                  1513 Tyrell Lane, Suite 130
                  Boise, ID 83706
                  Tel: (208) 475-2050
                  Fax: (208) 475-2055
                  E-mail: dbc@dbclarklaw.com

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

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

A list of the Company's 14 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/idb11-41055.pdf

The petition was signed by Danny Vanderham, partner.


HLS KITCHEN: Creditors' Meeting Scheduled for July 11
----------------------------------------------------
An open meeting of creditors of HLS Kitchen LLC is scheduled for
July 11 at 10 a.m. at the Office of the United States Trustee in
New Haven, Connecticut, Justin Reynolds at the Norwalk Patch
reports.

HLS Kitchen, LLC, dba Georgetown Saloon, filed a Chapter 11
petition (Bankr. D. Conn. Case No. 11-51121) on June 3, 2011,
estimating under $500,000 in assets and liabilities.

"Georgetown Saloon will continue to operate with our great food,
our cool and award-winning, exciting and varied music and fun
times," the Norwalk Patch quotes owner Nancy Silverman as saying.
"We love Georgetown and will continue to support it as we have
over the years."


HQ SUSTAINABLE: Delisted; Compliance Plan Rejected by NYSE Amex
---------------------------------------------------------------
HQ Sustainable Maritime Industries, Inc. received a notice from
the NYSE Amex LLC stating that the Exchange staff has determined
that the Company's previously submitted plan of compliance, as
amended and supplemented, did not make a reasonable demonstration
of the Company's ability to regain compliance with Sections 134
and 1101 of the Exchange Company Guide.  Accordingly, the Exchange
notified the Company that the Company's common stock was subject
to delisting from the Exchange).  The Company has determined not
to appeal this Staff Determination and, consequently, notified the
Exchange of its intent.  Following the delisting from the
Exchange, the Company's securities may be eligible to trade in the
"grey market" where securities that are not listed, traded or
quoted on any U.S. stock exchange, the OTC Bulletin Board or OTC
Markets Group are found. Grey market trades are reported by
broker-dealers to their Self Regulatory Organization ("SRO") and
the SRO distributes the trade data to market data vendors and
financial websites, so investors can track price and volume.

The Company does not believe that its common stock is currently
eligible to be quoted on the OTC Markets Group after delisting
from the Exchange.  When, and if, the Company is able to file its
delinquent reports and become current in its periodic filing
obligations, the Company's common stock may become eligible for
quotation; however, there can be no assurance that the Company's
common stock will ever be, or be eligible to be, quoted.

As previously reported, on April 1, 2011, the Company received a
notice from the Exchange notifying the Company that it was not in
compliance with continued listing standards set forth under
Sections 134 and 1101 of the Exchange Company Guide since the
Company was yet to file its Annual Report on Form 10-K for the
fiscal year ended December 31, 2010.  On April 11, 2011, the
Company received another notice from the Exchange notifying the
Company that, following resignation of its independent non-
executive director and the Chairman of the Audit Committee
effective April 6, 2011, the Company was not in compliance with
continued listing standards set forth under Sections 802(a) and
803(B)(2)(a) of the Exchange Company Guide. Finally, on May 27,
2011, the Company received an additional deficiency letter from
the Exchange due to the Company's inability to timely file its
Quarterly Report on Form 10-Q for the period ended March 31, 2011.
The trading in the Company's securities remains halted.

                       About HQ Sustainable

HQ Sustainable Maritime Industries, Inc. is a leader in the
production and marketing of health products derived from marine
based raw materials as well as Tilapia resulting from vertically
integrated operations.  HQS practices cooperative farming of
sustainable aquaculture, produces all-natural enriched feeds,
Tilapia value added products and health products.  The Company
markets its nutraceutical and health products, including its
"Omojo" branded health products through retail and franchise sales
in China.  Some of these products are now being introduced to the
United States.  The World Brand Laboratory and also the China
Health Care Association have recognized these as China leading
Health product brands.


IDO SECURITY: Irit Reiner Resigns from Board of Directors
---------------------------------------------------------
Ms. Irit Reiner advised the Board of Directors of IDO Security
Inc. that she is resigning from the Company's Board, effective as
of June 30, 2011.  Ms. Reiner's resignation was for personal
reasons.

                         About IDO Security

IDO Security Inc. is engaged in the design, development and
marketing of devices for the homeland security and loss prevention
markets that are intended for use in security screening procedures
to detect metallic objects concealed on or in footwear, ankles and
feet through the use of electro-magnetic fields.  The Company's
common stock trades on the OTC Bulletin Board under the symbol
IDOI.  The Company is headquartered in New York City.

The Company reported a net loss of $7.78 million on $61,399 of
revenue for the year ended Dec. 31, 2010, compared with a net loss
of $6.40 million on $82,721 of revenue during the prior year.

The Company's balance sheet at March 31, 2011, showed $1.71
million in total assets, $18.38 million in total liabilities and a
$16.66 million total stockholders' deficiency.

At March 31, 2011, the Company had not achieved profitable
operations, had accumulated losses of $39.5 million (since
inception), a working capital deficiency of $17.1 million and
expects to incur further losses in the development of its
business.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

As reported by the TCR on April 15, 2011, Rotenberg Meril Solomon
Bertiger & Guttilla, P.A., in Saddle Brook, New Jersey, 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 not achieved
profitable operations, has incurred recurring losses, has a
working capital deficiency and expects to incur further losses in
the development of the business.


INSIGHT GLOBAL: S&P Raises Corporate Credit Rating to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Atlanta, Ga.-based Insight Global Inc. to 'B+' from 'B'.
The rating outlook is stable.

"At the same time, we raised our issue-level ratings on Insight
Global's senior secured term loan and revolving credit facility to
'B+' (the same level as the 'B+' corporate credit rating on the
company). The recovery rating on this debt remains at '4',
indicating our expectation of average (30%-50%) recovery for
lenders in the event of a payment default," S&P stated.

"We expect that revenues and EBITDA will increase at roughly a
mid-20% rate in 2011 due to strong growth of the IT staffing
market and modest market share gains," said Standard & Poor's
credit analyst Hal Diamond.

Insight Global provides IT services to Fortune 1000 companies
through 26 regional offices in major metropolitan markets.
Revenues from the technology and media and telecommunications
sectors account for almost two-thirds of the company's sales, and
the top 10 customers account for about one-third of sales.
Engagements are generally short term and nonexclusive per industry
practice, and industry consolidation could result in reduced
volume from some large clients. Pricing pressures exist due to the
competitive nature of the industry. Also, the company faces
intense competition from the IT divisions of well-capitalized,
general staffing firms, which are trying to cross-sell IT
personnel services to their existing client base.

In the five months ended May 31, 2011, revenue and EBITDA grew
46%. "Well above our expectations for the company," said Mr.
Diamond, who attributed the growth to the strong rebound in the IT
staffing market as well as an increase in market share.

The stable outlook reflects Standard & Poor's expectation that
revenue and EBITDA will grow at a mid-20% rate in 2011 and that
leverage will continue to decline, while the company maintains
adequate liquidity.


INTRALINKS INC: S&P Raises Corporate to 'BB-' on Reduced Debt
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on New York City-based IntraLinks Inc. to 'BB-' from 'B+'.
The outlook is stable.

"At the same time, we raised the issue-level rating on the
company's first-lien credit facility to 'BB+' from 'BB', in
conjunction with the corporate credit rating change. The recovery
rating on the first-lien facility remains unchanged at '1',
indicating our expectation of very high (90%-100%) recovery
for lenders in the event of a payment default," S&P said.

"The rating on IntraLinks reflects the company's improved
financial profile, characterized by ongoing debt reductions and
lower leverage, as well as our expectation that the financial
policy will remain consistent with the current financial profile.
We expect strong revenue growth and stable profit margins in
fiscal 2011 based on IntraLinks' growing enterprise segment,
significant recurring revenue base, and our expectation of
relatively stable financial market conditions," S&P said.

IntraLinks provides virtual data rooms used to exchange and manage
time-sensitive, confidential information. Since starting out as an
outside-the-firewall secure document sharing platform for capital
market transactions, IntraLinks has expanded into the enterprise
segment, which includes government, legal, life sciences, and
industrials. The growth in the enterprise segment offset revenue
declines in debt capital markets and M&A during the economic
downturn, and now represents about 45% of overall company
revenues, up from 13% in 2005. "However, we view the company's
business profile as weak, based on its narrow market position,
modest revenue base, and still-significant exposure to volatile
capital markets," S&P said.

"In our view, the company's financial risk has improved, but is
still significant. IntraLinks has continued to reduce its leverage
through debt repayments and EBITDA expansion during the past year.
Pro forma for the recent debt repayment after the follow-on equity
offering, adjusted leverage stands at about 1.8x, versus 6.6x
prior to the IPO. Funds from operations to debt is now about 45%.
Our assessment also incorporates IntraLink's modest free operating
cash flow (FOCF) generation, somewhat limited debt capacity for
the rating given its current cash flow levels, and its short track
record of operating at its current leverage level," S&P stated.


IPREO HOLDINGS: S&P Assigns Preliminary 'B' Corp. Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B'
corporate credit rating to Ipreo Holdings LLC. The outlook is
stable.

"At the same time we issued the company's proposed $170 million
senior secured credit facilities a preliminary issue-level rating
of 'B+' (one notch above the 'B' preliminary corporate credit
rating), with a preliminary recovery rating of '2', indicating our
expectation of substantial (70% to 90%) recovery for debtholders
in the event of a payment default. The senior secured credit
facilities, which consist of a $20 million revolver due 2016 and a
$150 million term loan due 2017, along with $70 million of senior
subordinated notes (unrated), will be used to finance the
acquisition," S&P stated.

"Our preliminary 'B' corporate credit rating on Ipreo reflects our
view that the company will have stable revenue in 2011, despite a
decline in new municipal bond issuance volume," said Standard &
Poor's credit analyst Jeanne Shoesmith.

Ipreo provides financial data, deal-related information, and
investor communications tools to investment banks and companies.
The company has a heavy reliance on financial markets, and a
decline in debt and equity issuance transactions would have
negative repercussions on the company's Capital Markets segment
(54% of 2010 revenue). These factors are only partly offset by
Ipreo's participation in diverse markets, with respect to
geography and asset classes, and a high percentage of
subscription-based revenue in Ipreo's other business lines. A
cutback in state and local government debt issuance has
caused municipal bond issuance volume to decline sharply in 2011.

"We expect that the embedded nature of its software products and
services and expanding market opportunities will allow Ipreo to
increase revenue in 2012, once declines in municipal bond issuance
volumes subside," said Ms. Shoesmith. "We expect high-margin
municipal-related revenue, which was 28% of 2010 revenue, could be
down about 30% in 2011."

The stable outlook reflects Standard & Poor's view that despite a
significant interest burden, Ipreo should be able to generate
positive discretionary cash flow and possibly reduce its leverage
over the medium term.


JACKSON GREEN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Jackson Green LLC
        9359 Timberline Drive
        Minocqua, WI 54548

Bankruptcy Case No.: 11-14038

Chapter 11 Petition Date: June 23, 2011

Court: U.S. Bankruptcy Court
       Western District of Wisconsin

Judge: Thomas S. Utschig

Debtor's Counsel: Terrence J. Byrne, Esq.
                  LAW OFFICE OF TERRENCE
                  115 Forest Street
                  P.O. Box 1566
                  Wausau, WI 54402-1566
                  Tel: (715) 848-2966
                  E-mail: byrne@byrnelaw.com

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

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

The petition was signed by Paula Heyes, member.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Grand Prarie Capital               --                     $105,000
531 Tanglewood Lane
Frankfort, IL 60423

National City Bank                 --                      $44,673
P.O. Box 856176
Louisville, KY 40285-6176

Robbins, Salomon and Pratt LTD     --                      $33,960
25 East Washington, Suite 100
Chicago, IL 60602

Chicago Access Corporation         --                      $33,631

Knepper & Kibby PC                 --                      $28,911

Incisent Technologies              --                      $27,076

Levenfeld Pearlstein LLC           --                      $17,710

Farn (Creative Parlour)            --                      $15,751

Thyssenkrupp                       --                      $15,122

Interstate Realty Management       --                      $14,735

Kimco Corporation                  --                      $13,998

Peoples Energy                     --                      $12,139

Maximum Marketing Services         --                      $10,722

Applegate, Thorne And Thompsen     --                      $10,430

Michael Meyers Advertising Co      --                      $10,320

Emor Services                      --                       $9,273

Schiller Klein & McElroy PC        --                       $8,993

Urban Real Estate Research, Inc.   --                       $8,000

BLDD Architects                    --                       $7,750

Thyssenkrupp Elevator              --                       $7,374


JACKSON HEWITT: Pushes Chapter 11 Fight With Creditors to August
----------------------------------------------------------------
Dow Jones DBR Small Cap reports that Jackson Hewitt Tax Service
Inc. agreed to push its Chapter 11 plan confirmation hearing from
July until August, giving more time to creditors who say the
prearranged restructuring needs a closer look.

DBR Small Cap also reports that unsecured creditors are
intensifying their protests against Jackson Hewitt, now taking aim
at the company's bid to tap the cash securing its lenders' claims.

The Debtors filed a Joint Prepackaged Plan of Reorganization and
Disclosure Statement together with their petitions.  Under the
terms of the Plan, Jackson Hewitt's current secured lenders will
receive their pro rata share of a new $100 million term loan and
all of the equity in the reorganized enterprise.  The Company also
anticipates entering into a new $115 million revolving credit
facility upon consummation of the Plan.  It is anticipated that
upon consummation of the proposed Plan, Jackson Hewitt's new
equity will be privately held.  All of the Company's existing
common stock will be cancelled upon Jackson Hewitt's emergence
from bankruptcy.

On May 23, 2011, the Debtors commenced solicitation of votes on
the Plan from the lenders.  No other classes of creditors or
stockholders were solicited, as each such class is either being
paid in full or receiving no recovery and hence, is deemed either
to accept or reject the Plan, respectively.  The Debtors received
overwhelming acceptances to the Plan from the lenders.

Mark McDermott, Esq., at Skadden Arps, told the Bankruptcy Court
at a May 25 hearing that investor and financier Bayside Capital is
in line to be "a significant majority" owner of Jackson Hewitt.
Bayside Capital has $4.5 billion under management.  Bayside is the
largest of 10 secured lenders that Jackson Hewitt owes a total of
$357 million.

Mr. McDermott also told the Court that Jackson Hewitt, worth an
estimated $225 million, does not have sufficient value to cover
the secured debt.

The Court previously set a July 8 court date to consider
confirmation of Jackson Hewitt's Chapter 11 plan.

                       About Jackson Hewitt

Jackson Hewitt Tax Service Inc. (NYSE: JTX)
-- http://www.jacksonhewitt.com/-- provides computerized
preparation of federal, state and local individual income tax
returns in the United States through a nationwide network of
franchised and company-owned offices operating under the brand
name Jackson Hewitt Tax Service(R).  The Company provides its
customers with convenient, fast and quality tax return preparation
services and electronic filing.  In connection with their tax
return preparation experience, the Company's customers may select
various financial products to suit their needs, including refund
anticipation loans -- RALs -- in the offices where such financial
products are available.

Jackson Hewitt is the second largest paid tax return preparer in
the United States, having prepared approximately 2.6 million tax
returns for the 2011 tax season, which is between 3% and 4% of the
total market for paid tax return preparation services.

Jackson Hewitt and its affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Lead Case No. 11-11587) on May 24, 2011.  Judge
Mary F. Walrath presides over the case.  Skadden, Arps, Slate,
Meagher & Flom LLP, serves as the Debtors' bankruptcy counsel.
Alvarez & Marsal North America, LLC, serves as their financial
advisor.  Moelis & Company LLC acts as investment banker.  The
Garden City Group, Inc., serves as the Debtors' Claims and
Noticing Agent.  The Debtors also tapped Deloitte & Touche to
serve as tax advisors and Kekst & Company to serve as
communications advisors.


JOSEPH-BETH BOOKSELLER: Closes The Village at Towne Centre Branch
-----------------------------------------------------------------
Cathy Jett at Fredericksburg.com reported that June 27 was the
last day for the Joseph-Beth Booksellers store in The Village at
Towne Centre in Spotsylvania County, Virginia.

                       About JB Booksellers

Cincinnati, Ohio-based Joseph-Beth Booksellers, LLC, operated
eight full service retail bookstores of which four remain open.
The Company also operate several cafes, which are attached to the
bookstores.  The Debtors have recently established a health and
wellness niche bookstore, which is located in the Cleveland Clinic
in Cleveland, Ohio.

The Company filed for Chapter 11 protection on Nov. 11, 2010
(Bankr. E.D. Ky. Case No. 10-53594).  The case is jointly
administered with JB Booksellers, Inc. (Bankr. Case No. 10-53593).
Ellen Arvin Kennedy, Esq., at Dinsmore & Shohl, LLP, in Lexington,
Ky., and Kim Martin Lewis, Esq., and Patrick D. Burns, Esq., at
Dinsmore & Shohl, LLP, in Cincinnati, Ohio, represent the Debtor.
The Debtor disclosed assets of $15,941,680 and liabilities of
$18,501,989 as of the Chapter 11 filing.

Lowenstein Sandler PC and Frost Brown Todd LLC, serve as
co-counsels for the Official Committee of Unsecured Creditors.
Traxi LLC, serves as financial advisor to the Committee.


KANSAS CITY: Moody's Upgrades Corporate Family Rating to 'Ba2'
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of Kansas City
Southern and Kansas City Southern de Mexico S.A. de C.V.,
corporate family rating of both entities to Ba2 from Ba3, as well
as the ratings of The Kansas City Southern Railway Company. At the
same time, Moody's has assigned a Baa3 rating to KCSR's proposed
$500 million senior secured credit facilities, consisting of a
$200 million revolver due 2016 and a $300 million term loan due
2017. The ratings outlook for KCS and KCSM and their rated
subsidiaries is stable.

The ratings for KCS and its subsidiaries were upgraded in
recognition of the substantial improvement in yields and margins
experienced by both companies during this period of modest
economic growth in the U.S. and Mexico. Operating ratios
(essentially, 1 minus operating margins) in the mid-70% range for
KCSR and below 70% for KCSM are now on par with many of the larger
Class I railroads. Because of this improvement in profitability,
and aided by a modest amount of debt reduction recently, credit
metrics for both entities have improved to levels that map well to
Ba2-rated entities. Debt to EBITDA at both KCS and KCSM is
approximately 3 times, while EBIT to Interest (pro forma for
recent re-financing) is estimated at approximately to 3 times for
both entities. Moody's expects that, with continued steady volume
growth in a strong pricing environment, these metrics will
continue to improve modestly through 2011. Moreover, the proposed
refinancing of KCSR's credit facility will improve the liquidity
at KCS's U.S. operations, as the revolver size increases by $75
million, and will also improve the company's debt maturity profile
by addressing a substantial amount of debt coming due in 2013.

However, despite the dramatic improvements that the company has
achieved in its operations over the past few years, KCS' ratings
continue to be constrained by the size, regional concentration,
and historical volatility of operating profits at its railroads.
Moreover, with the highest debt levels relative to the company's
size among Class I railroads (KCS's Debt to Revenue as of March
2011 was approximately 130%, while the higher-rated Class I's
typically hold debt at no more than 100% of revenue), the
prospects for KCS to continue to improve its credit metrics to
levels supportive of a higher rating will be heavily dependent on
its ability to sustain margins among the industry's best while
further moderating indebtedness. Moody's believes this could be
difficult to achieve through the industry cycle. During growth
periods, margins may be pressured by increasing costs (fuel in
particular). Conversely, lower yields may stress margins during an
industry downturn.

The stable outlook for KCS reflects Moody's expectations that the
company will continue to see steady revenue growth over the near
term. Although Moody's anticipates some moderation in margins in
2011, Moody's nonetheless expects that the company will generate
strong earnings and positive free cash flow over this period.

Over the longer term, ratings at KCS or KCSM could be upgraded if
its railroad operations were to demonstrate a continuous track
record of strong positive free cash flow generation and steady
margin improvement throughout the industry cycle, while
maintaining capital investments at current levels.

Debt/EBITDA would need to be sustained below 3.0 times and
EBIT/Interest above 3.5 times at either company for a prolonged
period to warrant upward rating consideration. Ratings could face
downward revision if operating conditions were to weaken to a
point that Debt/EBITDA exceeds 4.0 times, if EBIT/Interest falls
below 2.0 times, or if deterioration in liquidity becomes a
constraint on either company's operating or investing activities.

Upgrades:

   Issuer: Kansas City Southern

   -- Probability of Default Rating, Upgraded to Ba2 from Ba3

   -- Corporate Family Rating, Upgraded to Ba2 from Ba3

   -- Multiple Seniority Shelf, Upgraded to (P)Ba3, (P)B1 from
      (P)B1, (P)B2

   Issuer: Kansas City Southern de Mexico, S.A. de C.V.

   -- Corporate Family Rating, Upgraded to Ba2 from Ba3

   -- Senior Secured Bank Credit Facility, Upgraded to Ba1 from
      Ba2

   -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2
      from Ba3

   Issuer: Kansas City Southern Railway Company (The)

   -- Multiple Seniority Shelf, Upgraded to (P)Ba3, (P)B1 from
      (P)B1, (P)B2

   -- Senior Secured Bank Credit Facility, Upgraded to Baa3 from
      Ba1

   -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3,
      LGD4, 69% from B1, LGD5, 70 %

   Issuer: Southern Capital Corporation

   -- Senior Secured Equipment Trust, Upgraded to Baa3 from Ba1

Assignments:

   Issuer: Kansas City Southern

   -- Speculative Grade Liquidity Rating, Assigned SGL-2

   Issuer: Kansas City Southern Railway Company (The)

   -- Senior Secured Bank Credit Facility, Baa3, LGD2, 19%

Outlook Actions:

   Issuer: Kansas City Southern

   -- Outlook, Changed To Stable From Positive

   Issuer: Kansas City Southern de Mexico, S.A. de C.V.

   -- Outlook, Changed To Stable From Positive

   Issuer: Kansas City Southern Railway Company (The)

   -- Outlook, Changed To Stable From Positive

   Issuer: Southern Capital Corporation

   -- Outlook, Changed To Stable From Positive

The principal methodology used in rating Kansas City Southern and
rated subsidiaries was the Global Freight Railroad Industry
Methodology, published March 2009. Other methodologies used
include Loss Given Default for Speculative Grade Issuers in the
US, Canada, and EMEA, published June 2009.

Kansas City Southern operates a Class I railway in the central
U.S. and, through its wholly-owned subsidiary Kansas City Southern
de Mexico, S.A. de C.V., owns the concession to operate Mexico's
northeastern railroad.


KIK CUSTOM: S&P Affirms 'B-' Long-Term Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' long-term
corporate credit rating on Concord, Ont.-based consumer products
manufacturer KIK Custom Products Inc.

At the same time, Standard & Poor's assigned its 'B-' issue-level
rating (the same as the corporate credit rating on KIK) to the
company's new $80 million first-lien senior secured term loan due
2014. "We also assigned a '3' recovery rating to the debt,
indicating our expectation of meaningful (50%-70%) recovery in the
event of default," S&P stated.

KIK acquired privately held Ontario, Calif.-based Chem Lab
Products Inc., a manufacturer of pool and spa care products
serving the southwestern U.S., on June 24, 2011. The company used
the net proceeds of the new term loan to finance the Chem Lab
transaction and for general corporate purposes.

"The ratings on KIK reflect our view of the company's very
aggressive financial policy, including its highly leveraged
capital structure; customer concentration; and its participation
in the mature and highly competitive North American household
products and personal care industries. These risks are mitigated
somewhat by KIK's position as the largest contract manufacturer
of consumer products and the second-largest manufacturer of bleach
in North America," S&P stated.

The Chem Lab acquisition gives KIK immediate entrance into the U.S
pool and spa products industry, while providing for some cost-
saving opportunities. Moreover, KIK should benefit from cross-
selling opportunities as it expands Chem Lab's geographic
footprint over its own much broader distribution network.

The company operates under two divisions:

  * Classic division--manufacturer of private label household
    products that are sold by retailers under their own brand
    names. In addition, the Chem Lab business now falls under this
    division.

  * Custom division--contract manufacturer of national brand
    personal care and household products.

The stable outlook reflects Standard & Poor's belief that KIK's
performance will meet expectations in 2011, including maintaining
its market position and generating positive free cash flow.
Downward pressure on the ratings could result from deterioration
in the company's operations, resulting in negative free cash flow
or less than a 10% cushion within the leverage covenant should
it apply. Given KIK's very high leverage, Standard & Poor's is not
contemplating raising the ratings on the company in the next year.


LANKY'S INC: Case Summary & 11 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Lanky's, Inc.
        a California Corporation
        dba Los Feliz Car Wash
        3001 Los Feliz Blvd
        Los Angeles, CA 90039

Bankruptcy Case No.: 11-37596

Chapter 11 Petition Date: June 27, 2011

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

Judge: Sheri Bluebond

Debtor's Counsel: Sherry Garrels, Esq.
                  LAW OFFICES OF SHERRY GARRELS
                  4952 Warner Ave Suite 106
                  Huntington Beach, CA 92649
                  Tel: (714) 374-0101
                  Fax: (714) 846-6867

Scheduled Assets: $2,006,000

Scheduled Debts: $4,097,163

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-37596.pdf

The petition was signed by Amir Lankarani, president.


LEHMAN BROTHERS: Has Plan Support from Holders of $100BB in Claims
------------------------------------------------------------------
Lehman Brothers Holdings Inc. and its 22 affiliated Chapter 11
debtors disclosed that creditors holding claims in excess of $100
billion are in support of the Second Amended Plan and Disclosure
Statement.  Thirty institutions and certain of their affiliates
have executed Plan Support Agreements (PSAs).

Those signing PSAs include substantially all of the proponents of
the two alternative plans that were proposed earlier this year.
The proponents of the alternative plans have agreed to hold those
plans in abeyance while Lehman moves forward toward approval of
its Amended Disclosure Statement and confirmation of its Amended
Plan.

Bryan Marsal, LBHI's Chief Executive Officer, said: "This Amended
Plan is based on intensive discussions, analysis and input from
many parties.  It provides for a global settlement with creditor
groups and will avoid the costly, uncertain and protracted
litigation that would undoubtedly follow in the absence of this
compromise solution. The Plan provides a fair and reasonable
outcome and will accelerate distributions to creditors."

Marsal continued: "Our goal from the outset has been a fair
economic compromise that expedites administration of these cases
and provides the best outcome for creditors. This Plan achieves
that objective.  The support of this Amended Plan by creditors who
represent more than $100 billion in claims filed is a major step
forward.  The Official Committee of Unsecured Creditors (UCC) and
various creditor representatives have worked with us in a
constructive manner to achieve this balanced compromise."

In addition, Lehman has entered into settlement agreements based
on the derivatives claims settlement framework that was proposed
on May 31, 2011 to thirteen institutions with seven of the
thirteen largest banks that have asserted derivative claims.
Lehman expects to enter into a settlement agreement with an
additional bank shortly thereby resolving $9.6 billion in
derivative claims and corresponding guarantee claims for $6.2
billion.  Daniel Ehrmann, Lehman's co-head of Derivatives, stated:
"Our objective has been very clear: to settle derivatives claims
with our big bank counterparties in a fair, consistent and
efficient manner.  The reconciliation, settlement and allowance of
claims of these large financial institutions is a significant
achievement and will avoid costly and extensive litigation that
would have otherwise resulted.  We hope that the remaining large
banks with derivatives claims will agree to the settlement
framework and avoid having the Debtors vigorously litigate their
claims."

The implementation of the Plan and the Disclosure Statement are
subject to the provisions of the Bankruptcy Code, acceptance by
the requisite majorities of impaired creditors, Bankruptcy Court
approval of the Disclosure Statement and confirmation of the Plan.

                           The Chapter 11 Plan

Lehman Brothers Holdings Inc. and its affiliated debtors filed a
third version of their Chapter 11 plan of reorganization with the
U.S. Bankruptcy Court for the Southern District of New York on
June 29, 2011.

The recently amended plan would enable the Debtors to pay an
estimated $65 billion to their creditors, according to their
counsel, Lori R. Fife, Esq., at Weil Gotshal & Manges LLP, in New
York.

Under the proposed plan, LBHI's senior unsecured creditors, with
an estimated $83.724 billion in claims, would recover 21.1% of
their claims, down from 21.4% in the previous proposal filed by
the company in January.  Meanwhile, LBHI's general unsecured
creditors, with an estimated $11.39 billion in claims, would
recover 19.9% of their claims, up from 19.8% in the prior
proposal.

Pursuant to the proposed plan, a portion of the money owed to
creditors of LBHI's subsidiaries will be reallocated to the
company's creditors.  Creditors of Lehman subsidiaries also
consented to a cap on some of their claims.

LBHI's proposed plan has much broader support from creditors than
its previous proposals, which include "substantially all" of the
proponents of the two competing plans.

According to a company statement dated July 1, thirty
institutions and certain of their affiliates have executed plan
support agreements.  Those signing PSAs include substantially all
of the proponents of the two alternative plans that were proposed
earlier this year.  The proponents of the alternative plans have
agreed to hold those plans in abeyance while Lehman moves forward
toward approval of its Amended Disclosure Statement and
confirmation of its Amended Plan, the press release said.

Bryan Marsal, LBHI's Chief Executive Officer, said: "This Amended
Plan is based on intensive discussions, analysis and input from
many parties.  It provides for a global settlement with creditor
groups and will avoid the costly, uncertain and protracted
litigation that would undoubtedly follow in the absence of this
compromise solution.  The Plan provides a fair and reasonable
outcome and will accelerate distributions to creditors."

Mr. Marsal continued: "Our goal from the outset has been a fair
economic compromise that expedites administration of these cases
and provides the best outcome for creditors.  This Plan achieves
that objective.  The support of this Amended Plan by creditors
who represent more than $100 billion in claims filed is a major
step forward.  The Official Committee of Unsecured Creditors and
various creditor representatives have worked with us in a
constructive manner to achieve this balanced compromise."

A group of creditors including hedge fund Paulson & Co. and the
California Public Employees' Retirement System previously filed a
rival plan, which proposed for senior creditors' 24.5% recovery
of their claims.  It also called for substantive consolidation in
which all assets are thrown into one pot, and creditors receive a
similar distribution regardless of the Lehman unit that owed the
debt.

Unlike the Paulson group's proposal, the bankruptcy plan proposed
by the other group of creditors led by Goldman Sachs Bank USA
does not provide for the consolidation of LBHI's operating
subsidiaries into the same asset pool with the company.

The Paulson group, the Goldman Sachs group and the Official
Committee of Unsecured Creditors signed their consent to LBHI's
proposed plan on June 29, 2011, Bloomberg News reported, citing a
creditor as its source who declined to be identified because the
proceedings are confidential.

The Lehman creditors agreed to the terms of LBHI's latest
proposal following talks held last month to pursue a global
settlement of a myriad of issues, according to the company's
disclosure statement.  These issues include the potential
substantive consolidation of the companies, the characterization
of inter-company balances owed to LBHI by its affiliated debtors,
the ownership of and rights to some assets, among other things.

LBHI also disclosed in court papers that the company and its
affiliated debtors anticipate entering into so-called "plan
support agreements" with important creditors.

The PSAs will provide that the creditors will vote in favor of
the plan.  Moreover, creditors will be granted the right to
terminate the PSAs if the Lehman units amend the plan that could
adversely affect recovery or treatment of their claims.

          Claims Classification and Estimated Recovery

The revised plan proposes this classification and estimated
recovery of claims against and equity interests in LBHI:

        Type of Claim/               Estimated
Class    Equity Interest              Recovery       Impairment
-----    ---------------              --------       ----------
1        Priority Non-Tax Claims         100%        Impaired

2        Secured Claims                  100%        Impaired

3        Senior Unsecured Claims        21.1%        Impaired

4A       Senior Affiliate Claims        15.6%        Impaired

4B       Senior Affiliate               15.2%        Impaired
        Guarantee Claims

5        Senior Third-Party             12.2%        Impaired
        Guarantee Claims

6A       Convenience Claims             26.0%        Impaired

6B       Convenience Guarantee Claims   17.0%        Impaired

7        General Unsecured Claims       19.9%        Impaired

8        Affiliate Claims               14.4%        Impaired

9A       Third-Party Guarantee Claims   11.5%        Impaired
        other than those of the
        Racers Trusts

9B       Third-Party Guarantee Claims    7.0%        Impaired
        of the Racers Trusts

10A      Subordinated Class 10A Claims     0%        Impaired

10B      Subordinated Class 10B Claims     0%        Impaired

10C      Subordinated Class 10C Claims     0%        Impaired

11       Section 510(b) Claims             0%        Impaired

12       Equity Interests in LBHI         N/A        Impaired

                Board of Directors, Management

The proposed plan calls for corporate-governance changes that
would allow representation on Lehman's board of directors from
several of the creditor constituencies.

Following the effective date of the plan, a board of directors of
LBHI will be formed consisting of nine members.  The initial
board of directors of the company will be selected by a committee
comprised of eight members including Rutger Schimmelpenninck,
Lehman representative John Suckow, and Dr. Michael Frege, the
administrator of Lehman Brothers Bankhaus AG.

The directors selected by the committee will have initial and, if
reelected, subsequent terms of one year.  They will serve in the
board until the bankruptcy cases of LBHI and its affiliated
debtors are closed.

One person familiar with the plan negotiations said the board of
directors issue is far from settled, as all parties are concerned
with who will manage Lehman's assets after its plan is confirmed,
according to a June 30, 2011 report by The Wall Street Journal.

Under the proposed plan, LBHI will be appointed as plan
administrator for each of its affiliated debtors.  The company
will have the authority and right to carry out and implement the
plan without the need for court approval.

If the plan is agreed and finalized, it would represent a
resolution for Lehman's bankruptcy in just under three years
since its collapse in September 2008.

"That is a long time for a typical Chapter 11 proceeding but this
is the biggest one that's ever been," The Financial Times quoted
Lynn LoPucki, a finance professor at UCLA, as saying.

                Settlement of Derivative Claims

Lehman, according to its company statement, has entered into
settlement agreements based on the derivatives claims settlement
framework that was proposed on May 31, 2011 to thirteen
institutions with seven of the thirteen largest banks that have
asserted derivative claims.  Lehman expects to enter into a
settlement agreement with an additional bank shortly thereby
resolving $9.6 billion in derivative claims and corresponding
guarantee claims for $6.2 billion.

Daniel Ehrmann, Lehman's co-head of Derivatives, stated: "Our
objective has been very clear: to settle derivatives claims with
our big bank counterparties in a fair, consistent and efficient
manner.  The reconciliation, settlement and allowance of claims
of these large financial institutions is a significant
achievement and will avoid costly and extensive litigation that
would have otherwise resulted.  We hope that the remaining large
banks with derivatives claims will agree to the settlement
framework and avoid having the Debtors vigorously litigate their
claims."

Full-text copies of the revised Chapter 11 plan and the
disclosure statement dated June 29, 2011, are available without
charge at:

  http://bankrupt.com/misc/LBHI_RevisedPlan062911.pdf
  http://bankrupt.com/misc/LBHI_DS062911.pdf

            Approval of Revised Disclosures Sought

Lehman Brothers Holdings Inc. and its affiliated debtors ask
Judge James Peck of the U.S. Bankruptcy Court for the Southern
District of New York to approve the disclosure statement
describing their revised Chapter 11 plan filed on June 29, 2011.

Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in Houston,
Texas, says the disclosure statement contains sufficient
information for Lehman creditors to decide on whether to support
the proposed plan.

The disclosure statement contains an overview of the plan, a
discussion of the requirements for its confirmation and an
explanation of Lehman's available assets and their estimated
value.  Also contained in the disclosure statement is a
liquidation analysis, information about post-confirmation
governance and management, among other things.

"The proposed disclosure statement is compliant with the
requirements of Section 1125 of the Bankruptcy Code and should be
approved," Mr. Alvarez says in court papers.

Judge James Peck will hold a hearing on August 30, 2011, to
consider approval of the disclosure statement.

In connection to this, LBHI also seeks court approval of
procedures that must be followed in filing objections to the
disclosure statement.

The proposed process requires the filing and service of
objections or responses by August 11, 2011.  Parties that must be
served with a copy of the objection or response include the
Bankruptcy Court, the Office of the U.S. Trustee for Region 2,
Weil Gotshal, and Milbank Tweed Hadley & McCloy LLP, the Official
Committee of Unsecured Creditors' legal counsel.

If any objection or response is interposed to the approval of the
disclosure statement, LBHI will file and serve a reply to the
objection no later than August 23, 2011.

Lehman Brothers Holdings Inc. and its affiliated debtors also seek
court approval to implement a process for the solicitation of
votes in connection with their proposed Chapter 11 plan.

The solicitation procedures establish August 1, 2011, as the
record date for creditors and equity interest holders to vote or
receive a notice of non-voting status.  The procedures also
establish the form of ballots and the notice to non-voting
creditors and equity interest holders.

The proposed deadline for filing and serving objections to claims
solely for purposes of determining which creditors are entitled
to vote is September 16, 2011.

Motions for temporary allowance must be filed and served on or
before the 14th day after service of the notice of hearing on the
plan's confirmation; and service of notice of an objection to a
claim but in no event later than October 7, 2011.  Meanwhile, all
objections and responses to the motions must be filed and served
by October 14, 2011.

A creditor may file a reply to any objection or response to its
motion on or before October 21, 2011.

Following approval of the disclosure statement, the Debtors will
transmit solicitation packages by no later than September 23,
2011, to the concerned parties.

The solicitation package will contain a copy of the disclosure
statement, a court order on the disclosure statement, notice of
plan confirmation hearing and other materials.

In order to be counted as a vote, the ballot must be properly
executed, completed and delivered to Epiq Bankruptcy Solutions
LLC by mail, courier or hand delivery so that it is actually
received no later than the November 4, 2011 voting deadline.

Epiq was retained by the Debtors as claims, solicitation and
balloting agent for the purpose of implementing the proposed
solicitation procedures.

Aside from the solicitation procedures, the Debtors also intend
to implement a process for tabulating the ballots, subject to
court approval.

The Debtors have not yet fixed a date for the plan confirmation
hearing.  However, they propose a November 4, 2011 deadline for
creditors to file their objections to the confirmation.

The Court will consider approval of the solicitation and
balloting procedures at the hearing scheduled for August 30,
2011.  The deadline for filing objections is August 11, 2011.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Sells 1107 Broadway Building for $190.8-Mil.
-------------------------------------------------------------
Lehman Brothers Holdings Inc. sold an office building at 1107
Broadway in Manhattan for $190.8 million, according to a June 30,
2011 report by Bloomberg News.

Steven Witkoff, chairman and CEO of New York-based Witkoff Group,
is the buyer of the property.  Other bidders included Harry
Macklowe and SL Green Realty Corp. (SLG), the report said, citing
as its source an e-mail from a Lehman spokeswoman and another e-
mail sent to LBHI's CEO.

The price for the building, once part of the former International
Toy Center, rose at a two-hour auction in Manhattan on June 29,
2011, from a starting bid of $161.5 million from L&L Holding Co.
Net proceeds to Lehman will be about $155 million, Bloomberg News
reported.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Europe Unit, Citi Settle Over $2.5-Bil. Assets
---------------------------------------------------------------
Citigroup has struck a deal with the European arm of Lehman
Brothers Inc. to release more than $2.5 billion worth of assets
held in its custody business, Reuters reported on June 29.

The settlement, negotiated with the administrators of Lehman's
European estate PriceWaterhouseCoopers, means these assets can be
added to the pool of what will eventually make its way back to
creditors and returned to clients, the report related.

Citi will immediately begin to transfer Lehman Brothers
International or LBIE's custody assets, PWC said, according to
the report.

The deal also means Citi and LBIE will release each other from
all claims and liabilities, PWC added, Reuters quoted.

"This is by far the largest single deal we have undertaken and
easily the most complex to negotiate and then structure, given
the sheer scale of the legacy relationship between Citigroup and
LBIE," said Paul Copley, a restructuring partner at PWC.

Citi has held onto LBIE's custody assets since Lehman Brothers
filed for bankruptcy in September 2008, while it assessed its
exposure to the Europe part of the business and other entities
globally, the two parties said.

Before Lehman's collapse, the firm had entered into a whole
series of stock lending, trading and derivatives transactions
with Citi, which also acted as an agent for third parties and was
a custodian for LBIE in various countries, the report related.

Under the settlement Citi will be paid custodian fees, "to
reflect the complexity of the Lehman estate and the custody
positions," PWC said.

"We have worked closely with the administrators of LBIE and their
team for many months to ensure that the arrangements between
Citigroup and LBIE were resolved amicably and in a manner which
fairly reflected the interests of both parties," Citi said in a
statement.

"This is a landmark deal," The Wall Street Journal quoted Paul
Copley, a PwC restructuring partner who led the settlement for
LBIE, as saying.  "This is by far the largest single deal we have
undertaken and easily the most complex to negotiate and then
structure, given the sheer scale of the legacy relationship
between Citigroup and LBIE," Mr. Copley said.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: BofA Says $500-Mil. Order Was "Error"
------------------------------------------------------
Bank of America Corp., ordered by Judge James Peck of the U.S.
Bankruptcy Court for the Southern District of New York to return
$500 million in deposits to bankrupt Lehman Brothers Holdings
Inc. and pay interest, said "the judgment was error" and should
have been in the bank's favor, Linda Sandler of Bloomberg News
reported on July 2.

Judge Peck signed the judgment in May after a November finding
that the biggest U.S. bank took Lehman's deposits in the 2008
financial crisis to offset unrelated derivative obligations, and
must return them, Bloomberg related.  He set interest at 9% from
November 2008 to December 2010.  The judge, according to BAC,
ignored a "controlling New York statute" when he disregarded
covenants in the loan agreement that allowed Bank of America to
take the deposits, the bank said in a filing today in the U.S.
District Court for the Southern District of New York in
Manhattan.

"The bank exercised its lawful right," said the Bank as it asked
a district judge to rule in its favor, Bloomberg related.  "The
bankruptcy court imposed an unlawful waiver of rights."

Lehman's lenders, including Bank of America, became "increasingly
uneasy" about the investment bank's financial health in the
summer of 2008, Judge Peck wrote in November, Bloomberg related.
Later that year, Bank of America took collateral posted by Lehman
to cover overdrafts, using it to offset amounts owed on unrelated
derivatives deals, according to the ruling.

The bank didn't first ask Judge Peck for relief from the
bankruptcy law provision that prevents such seizures, called the
automatic stay, the judge said, according to Bloomberg.

Under laws governing derivative transactions, "the setoff was
permitted without relief from the automatic stay," Bank of
America wrote in its filing, Bloomberg said.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEUCADIA NATIONAL: Moody's Upgrades CFR to Ba3; Outlook Stable
--------------------------------------------------------------
Moody's Investors Service has upgraded the debt ratings for
Leucadia National Corp. The company's CFR and PDR were upgraded to
Ba3 from B1. Concurrently, the rating on the senior subordinated
notes and the junior subordinated notes were upgraded to B2 from
B3. The ratings on the company's senior unsecured notes was
maintained at B1 due to the increase in senior secured debt
(unrated). The rating outlook is stable.

Upgrades:

   -- Probability of Default Rating, Upgraded to Ba3 from B1

   -- Corporate Family Rating, Upgraded to Ba3 from B1

   -- Junior Subordinated Regular Bond/Debenture, Upgraded to B2
      from B3

   -- Senior Subordinated Conv./Exch. Bond/Debenture, Upgraded to
      B2 from B3

Affirmation:

   -- Senior Unsecured Regular Bond/Debenture, affirmed at B1; LGD
      changed to LGD4-61% from LGD4-56%

Adjustments:

   -- Senior Subordinated Conv./Exch. Bond/Debenture, LGD changed
      to LGD6-94% from LGD6-93%

RATINGS RATIONALE

The upgrade of the CFR to Ba3 reflects the improvement in the
company's liquidity position and assets to debt coverage as
changes in market value over the last several quarters has
resulted in substantial realized and unrealized gains. The Ba3 CFR
considers the company's good liquidity, diverse portfolio of
subsidiaries and of investments, and it's good performance during
the 2008-2009 economic downturn as Leucadia's operating companies
were able to manage their independent operations during 2009's
downturn without a heavy reliance from their parent company. The
rating also considers the company's overall liquidity and in
particular its ability to sell stock in investment companies, sell
parts or all of its subsidiaries, and ability to reallocate
capital between its different investments. The rating also
considers the company's impressive track record in building
shareholder equity through a strategy of purchasing companies and
investments at significant discounts to their long-term value. The
ratings are constrained however by portfolio value volatility and
vulnerability to market dynamics and investment concentrations.

Rating Outlook

The stable outlook reflects the view that the company's operations
have improved sufficiently so as to be less of a intermediate-term
risk to the company's credit quality and that the current
valuations of its investments and associated companies along with
its overall liquidity all point towards less downward credit
pressure. The company's performance during the dramatic financial
downturn also suggests that a stable outlook is warranted.

What Could Change the Rating - Down

A change in outlook to negative or rating downgrade could result
if the company's liquidity was to weaken materially or if its
operating companies were to result in a significant cash flow
drag. A large acquisition, particularly one of a speculative
nature, could pressure the outlook and/or the ratings.

What Could Change the Rating - Up

A ratings upgrade is unlikely given the possibility of large
acquisitions of weak companies, and low cash flow predictability.
A positive ratings outlook could occur if there was a meaningful
change in the company's portfolio towards higher quality -- lower
risk investments.

The principal methodology used in rating Leucadia was the Global
Investment Holding Companies Industry Methodology, published in
October 2007. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the US, Canada,
and EMEA, published in June 2009.

Leucadia National Corp., headquartered in New York, New York, is a
diversified holding company engaged in a variety of businesses,
including manufacturing, land based contract oil and gas drilling,
gaming entertainment, real estate activities, medical product
development and winery operations. The company also has
significant investments in public companies and owns equity
interests in operating businesses and investment partnerships
which are not publicly traded. Total revenues for 2010 including
investment income was over $1.3 billion and total assets equaled
almost $9.3 billion.


LISA DEE'S: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Lisa Dee's Florist, Inc.
        P.O. Box 129
        Knightdale, NC 27545

Bankruptcy Case No.: 11-04929

Chapter 11 Petition Date: June 27, 2011

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

Debtor's Counsel: George M. Oliver, Esq.
                  OLIVER & FRIESEN CHEEK, PLLC
                  P.O. Box 1548
                  New Bern, NC 28563
                  Tel: (252) 633-1930
                  Fax: (252) 633-1950
                  E-mail: efile@ofc-law.com

Estimated Assets: $50,001 to $100,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/nceb11-04929.pdf

The petition was signed by Ricky V. Murray, president.

Affiliates that previously filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Murray, Ricky V. & Connie B.           10-10143   12/10/10


LV KAPOLEI: Hopes for Disclosure Statement Approval
---------------------------------------------------
American Bankruptcy Institute reports that LV Kapolei 54 LLC is
seeking approval of the disclosure statement explaining its
proposed Chapter 11 plan and will look to bid aloha to its
bankruptcy by the end of the summer.

As reported in the June 28, 2011 edition of the TCR, LV Kapolei
54, LLC, has filed with the U.S. Bankruptcy Court for the District
of Hawaii, a reorganization plan that contemplates a three-year
extension of its $23.5 million loan with Central Pacific Bank.

According to the explanatory disclosure statement, the Plan also
requires $1.7 million in additional capital sourced from the
Debtor's members under a capital contribution funding agreement,
under which each equity holder will be allowed an equity interest
at these rates:

    Equity Holder                       Allowed Equity Interest
    -------------                       -----------------------
    Lokahi KBP, LLC                             10.000%
    RSF Kapolei, L.P.                           31.333%
    HG Capital VI, LLC                          18.525%
    HG Capital VII, LLC                         38.475%
    Maui Development Company, Ltd.               1.042%
    Mark E. Pearson                              0.417%
    BGF&F Kapolei, LLC                           0.208%

The Plan classifies claims into four classes:

    a. Class 1 (Allowed CPB Secured Claim) - the CPB Promissory
       Note and CPB Mortgage will be extended to the 3rd
       anniversary of the Effective Date.  The Debtor will pay
       monthly interest on the Modified Note on 30th day after
       the Effective Date at four percentage points over LIBOR
       until fully paid.

    b. Class 2 (Allowed General Unsecured) - Holders of Allowed
       General Unsecured Claims will be paid in full their
       Allowed Claims with 6% interest per annum in eight equal
       quarterly installments, beginning on the 90th day after
       the Effective Date, and ending on the 2nd anniversary of
       the Effective Date.

    c. Class 3 (Allowed Subordinated Claims) - Holders of Allowed
       Subordinated Claims will receive payment in full or pro
       rata in accordance with return provided them under the
       Debtor's Operating Agreement, provided that the members of
       Class 1 and Class 2 have first been paid in full.

    d. Class 4 (Allowed Equity Interests) - Holders of Allowed
       Equity Interests in the Debtor are unimpaired and will
       retain their equity interest in the Debtor in accordance
       with the terms of the Debtor's Operating Agreement.

The Debtor will continue the marketing and sale of the remaining
condominium units until all units are sold and the proceeds
distributed in accordance with the Plan.

                         About LV Kapolei

San Francisco, California-based LV Kapolei 54, LLC, is developing
the 54-acre Kapolei Business Park in Hawii.  The Debtor filed for
Chapter 11 bankruptcy protection (Bankr. D. Hawaii Case No.
11-00981) on April 8, 2011.  James A. Wagner, Esq., at Wagner
Choi & Verbrugge, serves as the Debtor's bankruptcy counsel.  The
Debtor disclosed $35,162,973 in assets and $23,955,318 in
liabilities as of the chapter 11 filing.


MAXON CORP: Two Jaxon Restaurants Remain Open While in Ch. 11
-------------------------------------------------------------
El Paso, Texas-based The Maxon Corporation, doing business as
Jaxon's Restaurant and Brewing Company, filed a Chapter 11
petition (Bankr. W.D. Tex. Case No. 11-30738) in its hometown on
April 20, 2011.  E. P. Bud Kirk, Esq., in El Paso, serves as
counsel to the Debtor.  In its schedules, the Debtor disclosed
assets of $119,705 and debts of $1,476,738.

Robert Gray at El Paso Inc. reports that after closing the
original Jaxon's location on North Mesa in February, the
corporation now operates two locations, one at 1135 Airway Blvd.
on the Eastside, and another at 7410 Remcon Cir. on the Westside.
President and owner Gary Helsten told El Paso Inc. in an e-mail
that the N. Mesa's location closing was not related to the
bankruptcy and the remaining restaurants will remain open.

El Paso Inc. relates the Company's largest debt is to Jack Maxon,
owed $600,000, which is partially secured by the restaurants'
furniture, fixtures and equipment.

The company reported in its voluntary petition income of $5.5
million in 2009, compared to $4.7 million in 2010.  As of the
April filing, the corporation had earned $900,027.


MICRON TECHNOLOGY: S&P Raises CCR to 'BB-' on Reduced Debt
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Micron Technology Inc. to 'BB-' from 'B+'. The rating
outlook is stable.

"We raised our rating on the company's senior unsecured debt to
'BB-' from 'B+' in conjunction with the corporate credit rating
action. At the same time, our recovery rating on this debt remains
unchanged at '3', indicating our expectation of average (30% to
50%) recovery prospects in the event of a payment default," S&P
stated.

"The upgrade reflects Micron's preservation of balance sheet
strength through debt reduction despite increased capital
spending," said Standard & Poor's credit analyst Lucy Patricola.

"The rating on Micron reflects our expectation that the memory
industry will remain highly volatile and that the company's market
presence in DRAM and NAND will remain largely unchanged over time
despite significant capital spending to increase capacity in both
segments. We believe prospects are good for continued earnings
stabilization from the Numonyx business closed in May 2010. We
expect credit protection measures to continue to vary widely
through industry cycles. Micron develops and manufactures DRAM,
NAND, and NOR semiconductors for the memory industry," S&P
related.


MILLENNIUM HOLDINGS: Settles $8.7 Million Lead Paint Suit
---------------------------------------------------------
Dietrich Knauth at Bankruptcy Law360 reports that Millennium
Holdings LLC has agreed to pay $8.7 million to settle a California
nuisance suit over widespread health problems caused by lead
paint, prosecutors said Thursday.

Law30 relates that the settlement will be divided among 10
California cities and counties, according to San Diego City
Attorney Jan Goldsmith, whose city received $773,636.53.  The
funds will be used for lead paint-related health efforts,
Mr. Goldsmith said.

Millennium Holdings LLC and its affiliates filed for bankruptcy
under Chapter 11 of the U.S. Bankruptcy Code on Jan. 6, 2009.


MXENERGY HOLDINGS: Deregisters $32.83 Million of Senior Notes
-------------------------------------------------------------
MxEnergy Holdings Inc. filed with the U.S. Securities and Exchange
Commission a Post-Effective Amendment No. 1 relating to the
Registration Statement on Form S-4, which was originally filed
with the SEC on July 29, 2010, and subsequently amended by Pre-
Effective Amendment No. 1 on Dec. 7, 2010.  The Registration
Statement registered $67,741,000 aggregate principal amount of
13.25% Senior Subordinated Secured Notes due 2014 of MXenergy
Holdings Inc. and certain guarantees relating thereto.  Pursuant
to the undertaking of Holdings as required by Item 512(a)(3) of
Regulation S-K, Holdings is filed the Amendment to deregister an
aggregate of $1,625,000 principal amount of Notes and certain
guarantees relating thereto registered pursuant to the
Registration Statement.

The Company also filed a Post-Effective Amendment No. 2 relating
to the Registration Statement on Form S-4, which was originally
filed with the Securities and Exchange Commission on Nov. 3, 2006,
and subsequently amended by Pre-Effective Amendment No. 1 on
Jan. 17, 2007, Pre-Effective Amendment No. 2 on April 6, 2007,
Pre-Effective Amendment No. 3 on April 20, 2007, and Post-
Effective Amendment No. 1 on July 24, 2007.  The Registration
Statement registered $190,000,000 aggregate principal amount of
Floating Rate Senior Notes due 2011 of MxEnergy Holdings Inc. and
certain guarantees relating thereto.  Pursuant to the undertaking
of Holdings as required by Item 512(a)(3) of Regulation S-K,
Holdings is filing the Amendment to deregister an aggregate of
$31,213,000 principal amount of Notes and certain guarantees
relating thereto registered pursuant to the Registration
Statement.

                      About MxEnergy Holdings

MxEnergy Holdings Inc. was founded in 1999 as a retail energy
marketer.  The two principal operating subsidiaries of Holdings
are MxEnergy Inc. and MxEnergy Electric Inc. which are engaged in
the marketing and supply of natural gas and electricity,
respectively.  Holdings and its subsidiaries operate in 39 market
areas located in 14 states in the United States and in two
Canadian provinces.

The Company's balance sheet at March 31, 2011, showed
$210.07 million in total assets, $102.66 million in total
liabilities, and $107.41 million in total stockholders' equity.

MxEnergy carries 'Caa3' long term corporate family and 'Ca/LD'
probability of default ratings from  Moody's Investors Service.


NEBRASKA BOOK: Authorized on Interim Basis to Pay Critical Vendors
------------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware has issued an interim order authorizing
Nebraska Book Company, Inc., to pay, in the ordinary course of
business, prepetition claims held by certain critical trade
vendors that are essential to the Debtors' ongoing business
operations and prepetition claims entitled to administrative
priority under Section 503(b)(9) of the Bankruptcy Code.  The
Final hearing on the motion is scheduled on July 21, at 3:00 p.m.

Judge Walsh authorizes the Debtors to pay Section 503(b)(9)
claims, provided, that, such payments will not exceed $1.8 million
on an interim basis, pending entry of the Final Order.  The
Debtors are also authorized to pay Critical Vendor Claims;
provided, that, such payments will not exceed $10 million on an
interim basis.

Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP,
relates that the Debtors have identified approximately 1,527
vendors as Critical Vendor candidates out of an active vendor
list covering approximately 40,800 active vendors, suppliers,
and service providers.  The Debtors' trade relationships with
their Critical Vendors are not generally governed by long-term
contracts, thus, the Debtors believe that they may materially
deteriorate causing disruption to the Debtors' operations if the
Debtors are unable to pay Critical Vendor Claims.  In addition,
certain Critical Vendors have small operations with limited access
to working capital and may be highly dependent upon the Debtors'
business for a substantial portion of their revenues. The failure
to pay certain Critical Vendor Claims could result in Critical
Vendors either filing their own bankruptcy cases or ceasing
operations altogether.

These Critical Vendor candidates generally include:

    (a) Publishers;

    (b) General Merchandise Vendors;

    (c) Systems Vendors; and

    (d) Construction Services Providers.

Ms. Jones states that the Debtors intend to pay the Section
503(b)(9) Claims and Critical Vendor Claims only to the extent
necessary to preserve their businesses.  In return for paying the
Section 503(b)(9) Claims and Critical Vendor Claims, the Debtors
will require that the applicable supplier or vendor provide
favorable trade credit terms for the postpetition delivery of
goods and services.  Specifically, the Debtors propose to
condition the payment of Section 503(b)(9) Claims and Critical
Vendor Claims upon each supplier or vendor's agreement to continue
supplying goods and services on terms that are acceptable to the
Debtors in light of customary industry practices.  In some
circumstances, the Debtors may require certain suppliers or
vendors enter into a contractual agreement evidencing such terms.

                    About Nebraska Book Company

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the petition date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.


NEBRASKA BOOK: Has Deal With 2nd Lien Noteholders on Loans
----------------------------------------------------------
In connection with their Chapter 11 cases, Nebraska Book Company,
Inc. and its debtor affiliates have sought entry of interim and
final orders authorizing them to, among other things, obtain
access to postpetition debtor-in-possession financing and
continued use of cash collateral and provide adequate protection
to the first lien lenders and the second lien lenders.

The Debtors assert that the DIP Facility satisfies all of the
requirements of a certain intercreditor agreement, and that the
Second Lien Noteholders have effectively consented to the Debtors'
access to the DIP Facility and continued use of cash collateral
and to any requests by the First Lien Lenders for adequate
protection, and are limited in their own ability to seek adequate
protection.

However, an ad hoc group of holders of Second Lien Notes holding
more than 50% of the outstanding amount of Second Lien Notes
disagrees with the assertions.

To avoid litigation regarding the dispute, the Parties agree that:

   -- the Debtors will provide adequate protection to the Second
      Lien Notes Indenture Trustee, on behalf of the Second Lien
      Noteholders;

   -- the Ad Hoc Group consents to the DIP Facility and the
      priming liens securing the DIP Facility; and

   -- the Ad Hoc Group consents to the continued use of Cash
      Collateral pursuant to the terms of the Interim DIP Order
      and the Final DIP Order.

The Parties' stipulation was approved by the U.S. Bankruptcy Court
for the District of Delaware.

                    About Nebraska Book Company

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the petition date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.


NEEK NILOU: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Neek Nilou, LLC
        14535 Greenleaf Street
        Sherman Oaks, CA 91403

Bankruptcy Case No.: 11-17833

Chapter 11 Petition Date: June 27, 2011

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: Raymond H. Aver, Esq.
                  LAW OFFICES OF RAYMOND H AVER APC
                  1950 Sawtelle Blvd., Suite 328
                  Los Angeles, CA 90025
                  Tel: (310) 473-3511
                  Fax: (310) 473-3512
                  E-mail: ray@averlaw.com

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Farzad Khalili, manager.


NEMRAH REALTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Nemrah Realty Corporation, Inc.
        66-52 79th Street
        Middle Village, NY 11379

Bankruptcy Case No.: 11-45591

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Elizabeth S. Stong

Debtor's Counsel: Alan Stein, Esq.
                  LAW OFFICE OF ALLAN C. STEIN
                  479 South Oyster Bay Road
                  Plainview, NY 11803
                  Tel: (516) 932-1800
                  Fax: (516) 932-0220
                  E-mail: alan@alanstein.net

Scheduled Assets: $2,500,000

Scheduled Debts: $2,000,000

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

The petition was signed by Barbara A. Caldarella, president.


NETWORK SOLUTIONS: S&P Affirms 'B' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Herndon, Va.-based Network Solutions LLC to positive from stable
and affirmed all ratings, including the 'B' corporate credit
rating.

"The rating and outlook reflect our expectation that spending by
small to midsize businesses on Web presence and search marketing
products will remain under pressure for the intermediate term,"
said Standard & Poor's credit analyst Chris Valentine. "We expect
the company to build up its covenant cushion, as there are no
further step-downs, and continue to generate positive
discretionary cash flow."

Network Solutions is a Web-based service provider focusing on
helping small and midsize businesses establish, design, maintain,
promote, and optimize their online presence. 'We assess the
company's business risk profile as weak because of the highly
competitive nature of the Web services market and because the
company has revenue concentration in domain name registration, a
segment with tough competition. We view the financial risk profile
as aggressive based on a historically narrow cushion of compliance
with financial covenants and a lack of clarity around the private-
equity owner's long-term financial policy, which we believe could
lead to future leveraging transactions. These negative factors are
not offset by the company's well-known brand and increased revenue
diversity from non-domain Web products," S&P said.

Although Network Solutions has improved its revenue diversity with
additional products and advertising, domain registration still
accounted for nearly 65% of its revenue for the 12 months ended
March 31, 2011. "We expect the contribution of domain registration
as a percentage of revenues to continue gradually decreasing but
remain high in 2011," S&P said.

Liquidity is adequate to meet near-term operating needs and
potential investments or acquisitions. Network Solutions has
adequate sources of liquidity to more than cover its needs for the
next 12 to 18 months, even with moderate unforeseen EBITDA
declines.

The rating outlook is positive. Network Solutions has made
progress in reducing its dependence on domain registration revenue
and in increasing the revenue contribution from small and midsize
businesses through its other products and services.

"We could raise the rating if the company continues this trend and
builds up its cushion against financial covenants. More
specifically, we could raise the rating if the company can achieve
consistent revenue growth at a low-single-digit percentage rate
through improved performance in Web products and marketing
services and provide clarity around its long-term financial
policy," S&P related.

"Conversely, we could revise the outlook to stable if EBITDA and
discretionary cash flow deteriorate as a result of increased price
competition in the domain name segment that spurs client
departures or leads to pricing pressure on premium services," S&P
added.


NORIT HOLDINGS: Moody's Affirms 'B1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service lowered the first lien senior secured
debt rating of Norit Holdings BV to B1 from Ba3, affirmed the
company's B1 corporate family and probability of default ratings
and withdrew the B3 rating on the second lien term loan of Norit's
subsidiary, Norit Americas Holdings Inc. The ratings outlook
remains stable.

RATINGS RATIONALE

The rating action is driven by a change in financial market
conditions, which has caused Norit to cancel the proposed $110
million second lien debt offering by Norit Americas with a
concomitant reduction in the distribution to Norit's private
equity sponsors. While Norit's pro-forma adjusted leverage will
reduce by just over one turn, to about 4.1x (all metrics
incorporate Moody's standard accounting adjustments), the
corporate family rating has been affirmed as Moody's believes the
company may seek to increase its leverage again once market
conditions improve. Norit's planned first lien senior secured
revolver ($50 million) and term loans ($338 million of US and Euro
tranches) remain unchanged. As these instruments now comprise the
company's sole class of debt, the first lien instrument ratings
have been equalized with the corporate family rating.

Norit's B1 corporate family rating reflects its leading global
market position in a diverse set of end markets for its main
product, activated carbon, and its good geographic and customer
diversity, but with high expected adjusted leverage, small scale
(revenue of $339 million) and a narrow product profile. The
company serves relatively stable end markets (such as water
treatment, gas and air purification and the food and beverage
sector). As well, Norit generates good recurring revenues from its
blue chip and well-established customer base (including large soft
drink manufacturers, coal-based electric utilities and auto
manufacturers). Activated carbon, is non-cyclical and its demand
is non-discretionary and growing. Demand growth is largely driven
by environmental regulation and Norit is positioned to capitalize
on this trend given its meaningful exposure to the North American
market where the majority of growth is occurring. Despite elevated
commodity costs, the company's strong profitability, evidenced by
an EBITDA margin in excess of 20%, should expand further in
Moody's opinion supported by high margin mercury removal activity
and modest price increases.

The stable outlook reflects Moody's expectation that Norit 's
leverage could eventually increase to finance additional
shareholder returns but that growing demand for activated carbon
should enable Norit to generate free cash flow and sustain its
adjusted Debt/ EBITDA at a level that remains supportive of its B1
CFR.

Upward rating action could be considered should Norit improve its
adjusted Debt/ EBITDA comfortably under 4x and sustain its
adjusted EBITDA/ Interest Expense above 3x while increasing its
scale towards $500 million in annual revenues. Downward rating
pressure could arise if Norit's Debt/ EBITDA was sustained above
5.5x and free cash flow was likely to remain negative over an
extended period.

The principal methodology used in rating Norit Holdings BV was the
Global Chemical Industry Methodology, published December 2009.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA, published June 2009.

Headquartered in Amersfoort, The Netherlands, and with
administrative offices in Marshall, Texas, Norit Holdings BV is a
leading global producer of activated carbon products utilized in a
diverse range of end-markets. The company is majority-owned by
Doughty Hanson & Co., a private equity firm based in Europe.
Revenues for the last twelve months ended March 31, 2011 were $339
million.


NORIT HOLDINGS: S&P Keeps Preliminary 'B+' Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its preliminary
ratings on Norit Americas Holding Inc.'s proposed $110 million
second-lien term loan. Standard & Poor's preliminary 'B+'
corporate credit rating on parent company Norit Holdings B.V.
remains unchanged, and the outlook remains stable. "At the same
time, our preliminary 'BB-' issue ratings and preliminary '2'
recovery ratings on Norit Holding B.V.'s proposed $230 million
first-lien term loan and EUR75 million first-lien term loan also
remain unchanged," S&P stated.

The rating actions follow a change in the company's proposed
financing plan: Norit Americas Holding Inc. does not intend to go
ahead with its previously proposed second-lien offering of $110
million. Consequently, Norit Holding B.V. is reducing its
distribution to its shareholders to $304 million from the
previously planned $412 million. The company will repurchase pay-
in-kind preference capital to facilitate the distribution.

"We believe the financing change does not meaningfully affect
leverage ratios, liquidity, or credit quality. We expect Norit's
ratio of funds from operations to total debt to remain in the 10%
to 12% range for 2011. We adjust debt to include the present value
of operating leases, asset retirement liabilities, and pay-in-kind
preference capital. Although we consider preference capital to
be debt-like in our calculations, we recognize the flexibility
that the absence of mandated cash interest payments and the lack
of near-dated maturities afford the company," S&P related.

The preliminary ratings on Norit reflect the company's fair
business risk profile, including Norit's leading positions in a
value-added global niche for activated carbon, offset by a highly
leveraged financial profile including very aggressive financial
policies. Norit's activated carbon products are generally critical
inputs into its customers' products and processes, with demand
driven by the high value proposition, existing and pending
legislation, and by a growing awareness of environmental issues.

Incorporated in The Netherlands and based in Marshall, Texas,
Norit is the largest global producer of activated carbon, a market
valued at about $1.5 billion globally. The company generated about
half of its $339 million revenues for the 12 months ended March
31, 2011, in the U.S. The company sells its products across the
globe and caters to diversified end-user segments. Applications
for its products include the removal of pollutants and impurities
from water, air, and other liquids and gases. Customers, including
power generating plants, food and beverage producers, and
automobile producers, use Norit's products to meet pollution
regulations. Norit Americas and Norit Holding B.V., are owned by
private equity firm Doughty Hanson & Co. and by Euroland
Investments B.V.

Ratings List

Norit Holding B.V.
Corporate credit rating           B+(prelim)/Stable/--
Senior secured                    BB-(prelim)
Recovery rating                  2(prelim)

Ratings Withdrawn
                                  To                      From
Norit Americas Holding Inc.
$110 mil. second-lien term loan  NR                      B-
(prelim)
  Recovery rating                 NR
6(prelim)


NORMANDIE COURT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Normandie Court III-DE, LLC
        3659 East Thousand Oaks Blvd.
        Thousand Oaks, CA 91362

Bankruptcy Case No.: 11-17872

Chapter 11 Petition Date: June 28, 2011

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Alan M. Ahart

Debtor's Counsel: M Jonathan Hayes, Esq.
                  LAW OFFICE OF M JONATHAN HAYES
                  9700 Reseda Bl Ste201
                  Northridge, CA 91324
                  Tel: (818) 882-5600
                  Fax: (818) 882-5610
                  E-mail: jhayes@hayesbklaw.com

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

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

The petition was signed by Mark Kaufman, managing member.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
LNR Partners             Comm. Property         $17,623,808
1601 Washington Ave.,
#700 Miami Beach,
FL 33139-3164

Melting Pot              Security Deposit       $25,000
6205 Cavalleri Road
Malibu, CA 90265

Remedy Skin and Body     Security Deposit       $15,000
4874 Via Andrea
Newbury Park, CA 91320

Hyun Kook Kim            Security Deposit       $13,000

Dawn Barnes Karate       Security Deposit       $12,500

Flyberny Holdings        Security Deposit       $12,500

Canyon Salon             Security Deposit       $10,000

Luigi                    Security Deposit       $9,500

Studio TYLA              Security Deposit       $7,500

Nadar Afshani DDS        Security Deposit       $7,000

Frenzy                   Security Deposit       $6,000

M & M Beautyland         Security Deposit       $5,500

Quinn Simon Holistic     Security Deposit       $5,500

Merle Norman             Security Deposit       $5,000

Royal Oske Property                             $4,604

Chinese Massage          Security Deposit       $4,500

Monte Halpern            Security Deposit       $4,500

Phillipson               Security Deposit       $3,500

GI Services                                     $3,266

Le's Nails               Security Deposit       $2,500

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Evergreen Plaza Investment-DE, LLC     11-17858   06/28/11
15352 Vanowen Street                   11-17870   06/28/11
Apartments-DE, LLC


NORTEL NETWORKS: Apple Consortium Offer $4.5BB to Win Patents
-------------------------------------------------------------
After a four-day auction that concluded on Thursday, a consortium
emerged as the winning bidder with a cash purchase price of
US$4.5 billion for the remaining patent portfolio of Nortel
Networks Inc.

The consortium, identified as Rockstar Bidco, LP, consists of
Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson,
Microsoft Corp., Research In Motion Limited, and Sony Corporation.

The significant interest from tech firms for the patents raised
the price to five times Google Inc.'s opening bid of $900 million.
Ranger Inc., the entity formed by Google, as the stalking horse
bidder, will receive at least $25 million as "break-up fee".

Google's Android operating system is already the world's number
one operating system used in smartphones.  Members of the winning
consortium mostly comprise of entities using non-Android operating
systems for smartphones and tablets.  Microsoft, for example, is
teaming up with Nokia Oyj, the top cell phone manufacturer in the
past decade, to put Windows 7 OS on future Nokia phones.

The private auction was held at the offices of law firm Cleary
Gottlieb Steen & Hamilton LLP in New York and began June 27.

A group led by patent-buying firm RPX Corp., of San Francisco,
confirmed to Bloomberg News that it participated in the auction.

Top chips manufacturer for desktops Intel Corp., which is also
eyeing the smartphone market, was cleared by the Federal Trade
Commission to participate in the auction.

Details of the auction are confidential.

According to Ericsson, which is part of the winning consortium,
the Nortel patent portfolio comprises approximately 6,000 patents
and patent applications from information and communication
technologies industry, including telecommunications, Internet
search and social networking.  It covers mobile, LTE and data
networking as well as optical, Internet, service provider,
semiconductors and other patent portfolios.  The extensive patent
portfolio touches nearly every aspect of telecommunications and
additional markets as well, including Internet search and social
networking, Canada-based Nortel said.

Not including the sale to the consortium, Nortel Network has
already raised $3.2 billion from the sale of its businesses.

                       Losing Bid for Google

Google and other tech giants have set their eyes on the patents as
these can be used to defend against intellectual property
lawsuits.  Several mobile phone companies have sued Android
partners for patent infringement.  Google has also been sued by
Oracle Corp. over Java.  "One of a company's best defenses against
this kind of litigation is (ironically) to have a formidable
patent portfolio, as this helps maintain your freedom to develop
new products and services," Google's general counsel, Kent Walker,
said in a company blog in April.

"This outcome is disappointing for anyone who believes that open
innovation benefits users and promotes creativity and
competition," said Mr. Walker, according to a report by The Wall
Street Journal.  "We will keep working to reduce the current flood
of patent litigation that hurts both innovators and consumers."

                     Joint Hearings on July 11

A joint hearing before courts in the United States and Canada will
be held July 11 to formally approve the sale.  Deadline for
objections to the sale is on July 6.

Nortel will work diligently with the consortium to close the sale
in the third quarter of 2011.

                      Nortel's Existing Deals

The existing deals signed by Nortel in connection with its patents
could be an issue at the July 11 hearing.

Prior to the auction, Microsoft Corp., computer maker Hewlett-
Packard Co., mobile phone maker Nokia Oyj, and other technology
firms submitted objections to the "free and clear of any liens"
sale of Nortel Networks patents to Google Inc. or the winning
bidder.   Microsoft and Nokia had said in court filings that a
free-and-clear patents sale would hurt the whole industry.
Microsoft said that Google or the winning bidder cannot be allowed
to hold the patents without being bound by licensing deals Nortel
made with industry standards settings organizations (SSOs) and
other parties.

Hewlett Packard, represented by Natasha M. Songonuga, Esq. and
David N. Crapo, Esq. at Gibbons P.C. -- nsongonuga@gibbonslaw.com
and dcrapo@gibbonslaw.com -- has said in court filings that the
sale order should identify licenses agreements between HP and
Nortel or its affiliates that are included in the sale.

                     Asset Purchase Agreement

A copy of the Rockstar Bidco Asset Purchase Agreement is available
at http://bankrupt.com/misc/RockStar_BidCo_APA.pdf

A copy of the Rockstar Agreement redlined against the Stalking
Horse Agreement is available at:

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

A provision in the Rockstar Bidco APA that was not in the original
deal with Google is the "Optioned Licenses."  The new deal
provides that at any time prior to the closing date, Rockstar and
its partners will have the right to require Nortel and its
affiliates to enter into one or more licenses in exchange for an
aggregate amount of upfront license fees not to exceed $1 billion.
The licenses relating to the field of use, scope of licensed
products and services, releases by parties other than the Sellers,
termination for breach, and assignment or change of control will
be determined by the Purchaser and will not be subject to the
Sellers' acceptance.

                      Professionals Involved

Cleary Gottlieb is the U.S. bankruptcy counsel for Nortel and
represented Nortel on the 11 U.S.C. Sec. 363 sale of the patent
portfolio.

The Rockstar Bidco consortium is represented by:

         Marilyn Sobel, Esq.
         PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
         1285 Avenue of the Americas
         New York, NY 10019-6064
         Fax: 212-757-3900
         E-mail: msobel@paulweiss.com

                - and -

         Kyle C. Krpata, Esq.
         WEIL, GOTSHAL & MANGES LLP
         201 Redwood Shores Parkway
         Redwood Shores, CA 94065
         Fax: 650-802-3100
         E-mail: kyle.krpata@weil.com

                - and -

         Ronit J. Berkovich, Esq.
         WEIL, GOTSHAL & MANGES LLP
         767 Fifth Avenue
         New York, NY 10153
         Fax: 212-310-8007
         E-mail: ronit.berkovich@weil.com

Google is represented by:

         Philip Mindlin, Esq.
         Adam O. Emmerich, Esq.
         Benjamin M. Roth, Esq.
         WACHTELL, LIPTON, ROSEN & KATZ
         51 West 52nd Street
         New York, New York 10019
         Fax: 212-403-2000
         E-mail: PMindlin@wlrk.com
                 aoemmerich@wlrk.com
                 BMRoth@wlrk.com

Microsoft's counsel can be reached at:

         Jami B. Nimeroff, Esq.
         BROWN STONE NIMEROFF LLC
         901 N. Market Street, Suite 1300
         Wilmington, DE 19801
         Tel: (302) 428-8142
         Fax: (302) 351-2744
         E-mail: jnimeroff@bsnlawyers.com

                - and -

         David M. Feldman, Esq.
         Matthew K. Kelsey, Esq.
         GIBSON, DUNN & CRUTCHER LLP
         200 Park Avenue
         New York, NY 10166
         Tel: (212) 351-4000
              (212) 351-6351 Fax
         E-mail: DFeldman@gibsondunn.com
                 MKelsey@gibsondunn.com

                     About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary Caloway,
Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney
PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's
counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
In March 2009, the U.S. Bankruptcy Court entered an order
approving the sale of the Layer 4-7 assets to Radware Ltd. as the
successful bidder at auction.  In July 2009, Nortel sold its CDMA
and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ).
In September 2009, the Court Nortel sold its Enterprise Solutions
business to Avaya Inc.  In October 2009, the Court approved the
sale of assets associated with Nortel's Next Generation Packet
Core network components to Hitachi, Ltd.  On Dec. 2, 2009, the
Court approved the sale of assets associated with Nortel's
GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and
Kapsch Carriercom AG.  In December 2009, the Debtors sold their
Metro Ethernet Networks business to Ciena Corporation.  In March
2010, Nortel sold its Carrier Voice Over IP and Application
Solutions business to GENBAND Inc.  In September 2010, Nortel sold
its Multi-Service Switch business to Ericsson.

Nortel Networks filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


NU HORIZON: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Nu Horizon, LLC
          fka Nu Horizon, Inc.
        4355 Forest Lane NW
        Washington, DC 20007

Bankruptcy Case No.: 11-23401

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       District of Maryland (Greenbelt)

Debtor's Counsel: Jeffrey M. Sherman, Esq.
                  JACKSON & CAMPBELL
                  1120 20th Street NW, South Tower
                  Washington, DC 20036
                  Tel: (202) 457-1613
                  Fax: (202) 457-1678
                  E-mail: jsherman@jackscamp.com

Estimated Assets: $50,001 to $100,000

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

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

The petition was signed by Mady Jalinous, owner.


NURY ESTELAS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Nury Estelas Enterprises, LLC
        P.O. Box 381578
        Miami, FL 33238

Bankruptcy Case No.: 11-27820

Chapter 11 Petition Date: June 27, 2011

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Robert A. Mark

Debtor's Counsel: Henry Hernandez, Esq.
                  NAVARRO HERNANDEZ, P.L.
                  255 Alhambra Cir #640
                  Coral Gables, FL 33134
                  Tel: (305) 447-8707
                  Fax: (305) 447-3787
                  E-mail: bankruptcy@nhlawpl.com

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

Estimated Debts: $0 to $50,000

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

The petition was signed by Nury F. Lopez, managing member.


ODYSSEY PETROLEUM: Ch. 11 Case to End in 3 Months, Says Parent
--------------------------------------------------------------
At the Annual and Special General Meeting of Petrichor Energy Inc.
held on Oct. 15, 2010, shareholders approved by special resolution
a plan of reorganization of the Company's Mississippi subsidiary,
Odyssey Petroleum Corp. under Chapter 11 of the U.S. Bankruptcy
Code.  As disclosed by Petrichor in February, Iroquois Capital
Opportunity Fund retracted its offer to acquire the shares of the
Debtor and ODE's lock up agreement with IOC expired in January
2011, allowing the Company to solicit other offers.

On May 24, 2011, the U.S. Bankruptcy Court in Mississippi accepted
a "stalking horse bid" from an unrelated party who had offered to
purchase certain assets of the Debtor for US$9,600,000 and certain
Mississippi assets owned by the parent company, Petrichor, for
US$1,900,000.

The court ordered that a public auction would be held for the
Debtor's assets, with the stalking horse bid of US$9,600,000
setting the minimum bid price.  Two qualified unrelated bidders
were approved by the court, including a designate of IOC.

On June 10, 2011 the auction resulted in a final bid to purchase
the Debtor's assets, subject to certain conditions, for
US$12,000,000, which was accepted by the court.

The sale of the Debtor's assets has now closed into escrow, with
the proceeds to be administered under the direction of the
Bankruptcy Court.  The proceeds of the sale will be utilized to
fully pay creditors of the Debtor in the near future, with all
remaining funds to be returned to Petrichor once the plan has been
completed.

The Debtor continues to operate under Chapter 11 creditor
protection while the plan to distribute payments to the creditors
continues.

The purchaser is also acquiring certain of Petrichor's assets for
US$1,900,000.  The Company will retain an approximate 20% working
interest in the Verba, Mississippi oil and gas field, a 100%
working interest in the Barber Creek, Mississippi oil and gas
field, and a 100% interest in the post Chapter 11 Odyssey US.

The Chapter 11 proceedings are currently expected to conclude
within the next three months.

                   About Odyssey Petroleum

Odyssey Petroleum Corp. -- http://www.odysseypetroleum.com/--
is an oil and gas exploration company focused on developing
significant oil and natural gas reserves in the southern United
States.

Odyssey Petroleum U.S. filed under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Miss. Case No. 10-01482) on April 23, 2010, to
seek protection from its creditors while it works through its
present financial difficulties.  The Company said it is now in
negotiations with several parties to obtain funding to move the
Company forward, as well as deal with its present liabilities.

John D. Moore, Esq., in Ridgeland, Missouri, serves as counsel.

The Debtor estimated assets of up to $50,000 and debts of up to
$10,000,000 in its Chapter 11 petition.


OPEN SOLUTIONS: Bank Debt Trades at 14% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Open Solutions,
Inc., is a borrower traded in the secondary market at 86.30 cents-
on-the-dollar during the week ended Friday, July 1, 2011, an
increase of 0.45 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 212.5 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Jan. 18, 2014, and carries Moody's 'B1' rating and Standard &
Poor's 'BB-' rating.  The loan is one of the biggest gainers and
losers among 202 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

Headquartered in Glastonbury, Conn., Open Solutions, Inc., is a
privately held provider of core data processing and information
management software solutions for financial institutions including
community banks / thrifts and credit unions.  In January 2007, the
company was acquired by The Carlyle Group and Providence Equity
Partners in a leveraged transaction of roughly $1.4 billion
including the assumption of debt.


ORAGENICS INC: Hikes Koski Credit Facility to $7 Million
--------------------------------------------------------
Oragenics, Inc., entered into a Third Amendment to its Unsecured
Revolving Line of Credit with the Koski Family Limited
Partnership, the Company's largest shareholder.  The Third
Amendment increases the available borrowing under the Credit
Facility by $2.0 million from $5.0 million to $7.0 million.

Dr. John Bonfiglio, the Company's Chief Executive Officer and
President, stated, "We are very pleased to have the support of the
KFLP as demonstrated by the additional funding being made
available by the Third Amendment to our Credit Facility.  While we
still had $500,000 of borrowing availability under the Credit
Facility, we believe the additional $2.0 million of availability
will provide us with access to necessary working capital to fund
our operations through the end of the year so we can continue to
execute on our operational objectives, including continuing to
develop the revenue stream from our Evora and ProBiora3 probiotic
product lines and enhancing our investor base.  Also, the Credit
Facility terms continue to enable the Company to seek additional
financing since the borrowings under the Credit Facility are
subject to conversion at terms agreed upon with any new
financing."

The entering into of the Amendment was approved by the Company's
Audit Committee and disinterested directors.  Future draws of the
additional amounts provided under the Third Amendment to the
Credit Facility are able to be made in $1,000,000 increments in
August and October 2011.

                        About Oragenics Inc.

Tampa, Fla.-based Oragenics, Inc. (OTC BB: ORNI)
-- http://www.oragenics.com/-- is a biopharmaceutical company
focused primarily on oral health products and novel antibiotics.
Within oral health, Oragenics is developing its pharmaceutical
product candidate, SMaRT Replacement Therapy, and also
commercializing its oral probiotic product, ProBiora3.  Within
antibiotics, Oragenics is developing a pharmaceutical candidate,
MU1140-S and intends to use its patented, novel organic chemistry
platform to create additional antibiotics for therapeutic use.

The Company's balance sheet at March 31, 2011, showed $1.2 million
in total assets, $4.5 million in total liabilities, and a
stockholders' deficit of $3.3 million.

As reported in the TCR on April 5, 2011, Kirkland, Russ, Murphy &
Tapp, P.A., in Clearwater, Fla., expressed substantial doubt about
Oragenics' ability to continue as a going concern, following the
Company 2010 results.  The independent auditors noted that the
Company has incurred recurring operating losses, negative
operating cash flows and has an accumulated deficit.


OPUS WEST: Mainspring Buys Buildings from BofA for $60-Mil.
-----------------------------------------------------------
Peter Corbett at the Arizona Republic reports that MainSpring
Capital Group, through its Pima Parkway Venture LLC, bought eight
office buildings at the Pima Center in Scottsdale, totaling
547,000 square feet, from an affiliate of Bank of America for $60
million.

According to the report, Opus West, previous owner of the property
northwest of Via de Ventura and Loop 101, filed for Chapter 11
bankruptcy protection in July 2009.

MainSpring's new office buildings are 70 percent occupied.  Its
tenants include First American Title, Mutual of Omaha Bank,
Pinnacle Oncology, Scottsdale Insurance and Rural/Metro Corp.

                    About Opus West Corporation

Based in Phoenix, Arizona, Opus West Corporation is a full-service
real estate development firm that focuses on acquiring,
constructing, operating, managing, leasing and/or disposing of
real estate development projects primarily located in the western
United States.

Opus West and its affiliates filed for Chapter 11 protection
(Bankr. N.D. Tex. Case No. 09-34356) on July 6, 2009.  Clifton R.
Jessup, Jr., at Greenberg Traurig, LLP, represents the Debtors in
their restructuring efforts.  Franklin Skierski Lovall Hayward,
LLP, is co-counsel to the Debtors. Pronske & Patel, P.C., is
conflicts counsel.  Chatham Financial Corp. is financial advisor.
BMC Group is the Company's claims and notice agent.  As of May 31,
Opus West -- together with its non-debtor affiliates -- had
$1,275,334,000 in assets against $1,462,328,000 in debts.  In its
bankruptcy petition, Opus West said it had assets and debts both
ranging from $100 million to $500 million.

Opus West joins affiliates that previously filed for bankruptcy.
Opus East LLC, a real estate operator from Rockville, Maryland,
commenced a Chapter 7 liquidation on July 1 in Delaware.  Opus
South Corp., a Florida condominium developer based in Atlanta,
filed a Chapter 11 petition April 22, 2009, in Delaware.


OXIGENE INC: Files Supplement to $4 Million Common Stock Offering
-----------------------------------------------------------------
OXiGENE, Inc., on June 29, 2011, filed a prospectus supplement to
the Company's shelf registration statement on Form S-3 previously
filed with the Securities and Exchange Commission relating to the
sale of an additional $4,000,000 of OXiGENE common stock from time
to time pursuant to the At Market Issuance Sales Agreement, dated
July 21, 2010, by and between OXiGENE and McNicoll, Lewis & Vlak
LLC, as Agent.  The Company previously filed with the SEC a
prospectus supplement dated July 21, 2010, relating to the sale of
14,250,000 shares of common stock pursuant to the Agreement, a
prospectus supplement dated Jan. 31, 2011, relating to the sale of
up to an offering amount of $4,790,000 of common stock pursuant to
the Agreement, and a prospectus supplement dated June 1, 2011,
relating to the sale of up to an offering amount of $6,110,000 of
common stock pursuant to the Agreement.  As of June 28, 2011,
shares of common stock in an aggregate offering amount of
$15,179,706 have been sold under the July 21, 2010, Jan. 1, 2011,
and June 1, 2011, prospectus supplements, and no further sales of
shares will be made under such prospectus supplements.  Sales of
common stock under the June 29, 2011, prospectus supplement will
be made from time to time as market conditions warrant, in the
Company's discretion.

                         About OXiGENE Inc.

South San Francisco, Calif.-based OXiGENE (Nasdaq: OXGN)
-- http://www.oxigene.com/-- is a clinical-stage
biopharmaceutical company developing novel therapeutics to treat
cancer and eye diseases.

The Company reported a consolidated net loss of $23.77 million on
$0 of license revenue for the year ended Dec. 31, 2010, compared
with a consolidated net loss of $28.94 on $0 of license revenue
during the prior year.

As reported by the Troubled Company Reporter on March 23, 2011,
Ernst & Young LLP, after auditing the Company's financial
statements for the year ended Dec. 31, 2010, expressed substantial
doubt about the Company's ability to continue as a going concern.
Ernst & Young noted that the Company has incurred recurring
operating losses and will be required to raise additional capital,
alternative means of financial support, or both, prior to Jan. 1,
2012 in order to sustain operations.  According to Ernst & Young,
the ability of the Company to raise additional capital or
alternative sources of financing is uncertain.

The Company's balance sheet at March 31, 2011, showed
$3.85 million in total assets, $2.80 million in total liabilities,
and $1.04 million in total stockholders' equity.


PASTIMES LLC: Case Summary & 6 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Pastimes, LLC
        dba Nickels Casino
        dba Sidecar Liquor Store
        aka Nickels Gaming Parlour
        aka "Nickels"
        2100 N Main St.
        Helena, MT 59601

Bankruptcy Case No.: 11-61244

Chapter 11 Petition Date: June 27, 2011

Court: United States Bankruptcy Court
       District of Montana (Butte)

Judge: Ralph B. Kirscher

Debtor's Counsel: Benjamin C. Tiller, Esq.
                  THE LAW OFFICES OF BENJAMIN C TILLER
                  P.O. Box 1262
                  Helena, MT 59624
                  Tel: (406) 422-7912
                  E-mail: tiller@bctlaw.com

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

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

A list of the Company's six largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mtb11-61244.pdf

The petition was signed by Robert N. Gilbert, managing member.


PATIENT SAFETY: Amends Form S-1 for 31.24-Mil. Shares Sale
----------------------------------------------------------
Patient Safety Technologies, Inc., filed with the U.S. Securities
and Exchange Commission an Amendment No. 1 to Form S-1
registration statement relating to the offering by the selling
stockholders of Patient Safety Technologies, Inc., of up to
31,244,769 shares of common stock, par value $0.33 per share.  All
of the shares of common stock offered by the prospectus are being
sold by the selling stockholders.  These shares include 19,174,389
issued and outstanding shares of common stock, 8,492,533 shares of
common stock issuable upon conversion of the Company's issued and
outstanding Series B Convertible Preferred Stock, or Series B
Preferred Stock, and 3,577,847 shares of common stock underlying
unexercised warrants to purchase common stock.

The Company's filing of the registration statement, of which this
prospectus is a part, is intended to satisfy the Company's
obligations to the selling stockholders to register for resale
these shares of common stock.  The selling stockholders have
advised the Company that they will sell the shares of common stock
from time to time in the open market, on the OTC QB market
operated by OTC Markets Group, Inc., or any other stock exchange,
market or trading facility on which the Company's shares are
traded, in privately negotiated transactions or a combination of
these methods, at market prices prevailing at the time of sale or
at prices related to the prevailing market prices or at negotiated
prices.

The selling stockholders may sell the common shares to or through
underwriters, brokers or dealers or directly to purchasers.
Underwriters, brokers or dealers may receive discounts,
commissions or concessions from the selling stockholders,
purchasers in connection with sales of the common shares, or both.

The Company will not receive any proceeds from the sale of common
stock by the selling stockholders.  The Company will receive
proceeds from the selling stockholders from any exercise of their
warrants made on a cash basis.

The Company's common stock is traded on the OTC QB market operated
by OTC Markets Group, Inc., under the symbol "PSTX".  On June 27,
2011, the closing price of the Company's common stock was $1.45
per share.

                 About Patient Safety Technologies

Patient Safety Technologies, Inc. (OTC: PSTX) --
http://www.surgicountmedical.com/-- through its wholly owned
operating subsidiary SurgiCount Medical, Inc., provides the
Safety-Sponge(TM) System, a system designed to improve the
standard of patient care and reduce health care costs by
preventing the occurrence of surgical sponges and other retained
foreign objects from being left inside patients after surgery.
RFOs are among one of the most common surgical errors.

Patient Safety reported net income of $2.00 million on $14.79
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $17.53 million on $4.50 million of revenue during
the prior year.

The Company's balance sheet at March 31, 2011, showed $13.27
million in total assets, $3.13 million in total liabilities, all
current, and $10.14 million in total stockholders' equity.

In its March 31, 2010 report, Squar, Milner, Peterson, Miranda &
Williamson, LLP, in San Diego, California, noted that the
Company's significant recurring net losses through Dec. 31,
2009, and significant working capital deficit as of Dec. 31,
2009, raise substantial doubt about the Company's ability to
continue as a going concern.


PBMS INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: PBMS, Inc.
        dba Premier Building Maintenance Services, Inc.
        dba Premier Landscaping Services
        1909 Wilshire Blvd.
        Los Angeles, CA 90057

Bankruptcy Case No.: 11-37653

Chapter 11 Petition Date: June 27, 2011

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

Judge: Ellen Carroll

Debtor's Counsel: Alan F. Broidy, Esq.
                  LAW OFFICES OF ALAN F. BROIDY, APC
                  1925 Century Park E 17th Fl
                  Los Angeles, CA 90067
                  Tel: (310) 286-6601
                  Fax: (310) 286-6610
                  E-mail: alan@broidylaw.com

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-37653.pdf

The petition was signed by Bryant S. Kim/Suzie Kim, president/CFO.


PENSON WORLDWIDE: Moody's Reviews 'B1' CFR for Downgrade
--------------------------------------------------------
Moody's Investors Service placed Penson Worldwide, Inc.'s ratings
under review for possible downgrade. This action results from
Moody's concerns regarding corporate governance and controls at
Penson as well as the company's deteriorating financial condition.

These ratings of Penson Worldwide, Inc., were placed on review for
possible downgrade:

   Issuer: Penson Worldwide, Inc.

   -- Corporate Family Rating, Placed on Review for Possible
      Downgrade, currently B1

   -- Senior Secured Regular Bond/Debenture, Placed on Review for
      Possible Downgrade, currently B1

Outlook Actions:

   Issuer: Penson Worldwide, Inc.

   --Outlook, Changed To Rating Under Review From Stable

Moody's concern regarding corporate governance and controls at
Penson is as a result of the company's recent disclosure of $42.6
million of "non-core" receivables that are on non-accrual status.
The receivables are collateralized by bonds issued by the Retama
Development Authority and certain other interests in a horse
racing track and other related real estate.

In addition, Penson's main source of revenue is clearing and
commission fees on executed trades and interest income from client
balances. Due to an industry-wide slump in trading volumes and the
currently low interest rate environment, Penson has had several
quarters of operating losses. Consequently, cash flow leverage (as
measured by Debt/EBITDA) has increased to approximately 10x, based
upon the last twelve months results.

In its review, Moody's will focus on Penson's corporate governance
policies and practices. Moody's noted it will also focus on the
company's financial ability to withstand a potential prolonged
contraction in trading volumes and transaction fees associated
with the current stagnant economic environment.

The principal methodology used in this rating was the Global
Securities Industry Methodology published in December 2006.


PERKINS & MARIE: Former Stuart Restaurant for Sale of Lease
-----------------------------------------------------------
TCPalm reports that the former Perkins Restaurant & Bakery site on
U.S. 1 in Stuart, Florida has been put up for sale or lease.
Though the Perkins restaurant in Port St. Lucie remains open, the
company closed its restaurant at 2583 S.E. Federal Highway in
Stuart on June 15, two days after the company filed for Chapter 11
protection.

According to the report, a few days earlier, Perkins & Marie
Callender's Inc., the Memphis, Tenn.-based company that owns or
franchises about 600 restaurants, filed for bankruptcy with a
debt-restructuring plan that would give control of the company to
Wayzata Investment Partners LLC.

The Stuart restaurant was one of 58 restaurants the company closed
as part of its restructuring plan.  The company had 160 owned and
314 franchised Perkins restaurants and 85 owned and 37 franchised
Marie Callender's.

             About Perkins & Marie Callender's Inc.

Based in Memphis, Tennessee, Perkins & Marie Callender's Inc., fka
The Restaurant Company, is the owner or franchiser of nearly 600
family-dining restaurants, the Perkins Restaurants and Marie
Callender's.  Perkins & Marie and several affiliates filed for
Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-11795) on
June 13, 2011.  Perkins & Marie disclosed $290 million in assets
and $441 million in debt as of the Chapter 11 filing.

Judge Kevin Gross presides over the case.  Robert S. Brady, Esq.,
and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt &
Taylor, LLP; and Mitchel H. Perkiel, Esq., Hollace T. Cohen, Esq.,
and Brett D. Goodman, Esq., at Troutman Sanders, LLP, serve as
bankruptcy counsel.  The Debtors' financial advisors are Whitby,
Santarlasci & Company.  Their claims agent is Omni Management
Group, LLC.

DIP lender Wells Fargo is represented by lawyers at Paul,
Hastings, Janofsky & Walker LLP.


PHILADELPHIA ORCHESTRA: Claims $16 Million in Assets
----------------------------------------------------
Peter Dobrin at the Inquirer Music Critic reports that the
Philadelphia Orchestra Association claimed $16 million in assets
and $700,000 in liabilities in a recent filing attached to its
Chapter 11 petition in U.S. Bankruptcy Court.

But, according to the report, pending the outcome of labor
negotiations and related legal maneuvers, a very different view of
the orchestra's fortunes may emerge in coming weeks.  That's
because not included in those totals, and unspecified in the
filings, are amounts due, or possibly due, to the staff and
musicians' pension funds.

"There's $40 [million] or $50 million in under-funded pension
exposure that's not reflected," the report quotes Lawrence G.
McMichael, the association's bankruptcy attorney from Dilworth
Paxson L.L.P., as saying.

                 About the Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras.  Bloomberg News says
the orchestra became the first major U.S. symphony to file for
bankruptcy protection, surprising the music world.

Previous conductors include Fritz Scheel (1900-07), Carl Pohlig
(1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80),
Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and
Christoph Eschenbach (2003-08).  Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011.  Judge Eric L. Frank presides over
the case.  The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  Curley, Hessinger & Johnsrud serves as its
special counsel.  In its petition, Philadelphia
Orchestra estimated $10 million to $50 million in assets and
debts.

Encore Series, Inc., tapped EisnerAmper LLP as accountants and
financial advisors.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
seven members to the official committee of unsecured creditors in
the Debtors' case.


PLATINUM STUDIOS: Accepts Resignations of Two Directors
-------------------------------------------------------
The Board of Directors of Platinum Studios, Inc., accepted the
resignations of Lawrence White and Jill Zimmerman from their
positions on the Company's Board of Directors.  The resignations
of Mr. White and Ms. Zimmerman were not the result of any
disagreements, of any kind, with the Company.

                       About Platinum Studios

Los Angeles, Calif.-based Platinum Studios, Inc., controls a
library consisting of more than 5,000 characters and is engaged
principally as a comics-based entertainment company adapting
characters and storylines for production in film, television,
publishing and all other media.

The Company reported a net loss of $9.94 million on $2.27 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $3.38 million on $292,940 of revenue during the prior
year.

The Company's balance sheet at March 31, 2011, showed
$10.34 million in total assets, $27.63 million in total
liabilities, all current, and a $17.29 million total shareholders'
deficit.

The Company is also delinquent in payment of $120,026 for payroll
taxes as of March 31, 2011, and in default of certain of its short
term notes payable.  These matters raise substantial doubt about
the Company's ability to continue as a going concern.

As reported by the TCR on April 21, 2011, HJ Associates &
Consultants, LLP, in Salt Lake City, Utah, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the 2010 financial results.  The independent auditors
noted that the Company has suffered recurring losses from
operations which have resulted in an accumulated deficit.


PRISZM INCOME: Obtains Sept. 30 Extension of CCAA Stay Period
-------------------------------------------------------------
Priszm Income Fund successfully obtained an Order from the Ontario
Superior Court of Justice (Commercial Division) extending the stay
period in its Companies' Creditors Arrangement Act ("CCAA")
proceeding to September 30, 2011.  The Company also received
approval of the appointment of Jim Robertson, the Company's
current COO as the new Chief Restructuring Officer effective
July 1, 2011.  Furthermore, the court approved a process to
solicit claims in respect of any obligations and liabilities of
the current or former directors and officers or the CRO of the
Priszm entities.

                   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 6,500
people.  Approximately 100 locations are multi-branded, combining
two or more of the Fund's restaurant concepts.


PROAM ENTERPRISE: Case Summary & 15 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Proam Enterprise, Inc.
        13073 East 166th Street
        Cerritos, CA 90703

Bankruptcy Case No.: 11-37686

Chapter 11 Petition Date: June 27, 2011

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

Judge: Sandra R. Klein

Debtor's Counsel: Naveen Madala, Esq.
                  MADALA LAW GROUP
                  221 N Harbor Blvd Suite D
                  Fullerton, CA 92832
                  Tel: (714) 888-6850
                  Fax: (714) 888-6851
                  E-mail: naveen@madalalawgroup.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 15 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-37686.pdf

The petition was signed by Don Jong-Hun Park, president.


QUANTUM CORP: Paul Orlin Discloses 5.2% Equity Stake
----------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Paul E. Orlin and his affiliates disclosed that they
beneficially own 11,965,000 shares of common stock of Quantum
Corporation representing 5.2% of the shares outstanding.  A full-
text copy of the filing is available at no charge at:

                        http://is.gd/NtEMgy

                        About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

The Company's balance sheet at March 31, 2011, showed $430.96
million in total assets, $492.07 million in total liabilities and
a $61.11 million total stockholders' deficit.

In January 2011, Moody's Investors Service upgraded Quantum
Corporation's Corporate Family and Probability of Default ratings
to B2 from B3 and revised the ratings on the senior secured debt
obligations to Ba3 from B1.  The rating outlook is positive.  The
upgrade of the CFR to B2 reflects Quantum's improved operating
performance, which stems from strong customer adoption and growth
of its higher margin branded disk-based systems and software
products, which Moody's expects to continue in FY12.

In March 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on storage manufacturer Quantum Corp. to
'B' from 'B-'.  The outlook is stable.  "The upgrade reflects that
the company has posted four sequential quarters of sustained
EBITDA generation, despite ongoing declines in its core tape
business and the absence of an EMC licensing arrangement," said
Standard & Poor's credit analyst Lucy Patricola.  In addition,
debt/EBITDA has been stable for the last four quarters at about 4x
and reduced from 2009 levels, primarily reflecting application of
free cash flow to debt reduction.


QUANTUM FUEL: Closes Common Stock Units Offering
------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., on June 24,
2011, closed its private placement offering of Common Stock Units
to accredited investors, which was originally disclosed by the
Company on Form 8-K filed with the Securities and Exchange
Commission on June 15, 2011.  Each Common Stock Unit consisted of
100 shares of common stock and a warrant to purchase up to an
additional 60 shares of common stock.  The Company received
aggregate gross proceeds totaling $7,817,399 from the Offering and
issued to the Investors 2,504,927 shares of common stock and
warrants to purchase up to 1,502,941 shares.  Investor Warrants
for up to 1,445,862 shares of common stock have an exercise price
of $3.85 per share and the remaining Investor Warrants for up to
57,079 shares of common stock have an exercise price of $3.90 per
share.  The Investor Warrants are not exercisable for six months,
have a five year term and contain standard anti-dilution
provisions.  The Investor Warrants permit cashless exercise unless
the resale of the shares underlying the Investor Warrants have
been registered under the Securities Act, in which case, they must
be exercised for cash.

J.P. Turner & Company, LLC, served as the exclusive placement
agent in the Offering, and in consideration for its services
received (i) an aggregate cash fee of approximately $878,248, (ii)
a concession warrant with a term of seven years to purchase up to
307,250 shares of common stock at an exercise price of $3.85 per
share, (iii) a second concession warrant with a term of seven
years to purchase up to 12,261 shares of common stock at $3.90 per
share, and (iv) a retainer warrant with a term of seven years to
purchase up to 450,000 shares of common stock at an exercise price
of $3.12 per share.  The Placement Agent Warrants have identical
terms with the exception of the exercise price per share.  The
Placement Agent Warrants cannot be exercised for a period of six
months from the date of issuance, contain a cashless exercise
feature and standard anti-dilution provisions.

The Company, the Investors and the Placement Agent also entered
into a Registration Rights Agreement pursuant to which the Company
agreed to file a registration statement within 30 calendar days of
the final closing of the Offering to register the resale of the
shares of common stock acquired by the Investors, and to register
the resale of the shares issuable upon exercise of the Investor
Warrants and the Placement Agent Warrants.  The Company also
agreed to use its best efforts to cause the registration statement
to be declared effective within 60 days of the Required Filing
Date.  In the event the Company fails to file the registration
statement by the Required Filing Date, then the Company is
obligated to immediately pay the Investors as compensation for
such delay an amount equal to 1.5% of the gross proceeds received
from the Offering.  If the registration statement is not declared
effective by the Required Effective Date, then the Company is
obligated to pay the Investors as compensation for such delay an
amount equal to 1.5% of the gross proceeds from the Offering for
each 30-day period, or portion thereof, until the registration
statement is declared effective; provided, however, the maximum
aggregate amount that the Company is obligated to pay the
Investors under the Registration Rights Agreement cannot, under
any circumstances, exceed 12% of the gross proceeds from the
Offering.

                         About Quantum Fuel

Based in Irvine, California, Quantum Fuel Systems Technologies
Worldwide, Inc., is a fully integrated alternative energy company
and considers itself a leader in the development and production of
advanced clean propulsion systems and renewable energy generation
systems and services.

Quantum Fuel and its senior lender, WB QT, LLC, entered into a
Ninth Amendment to Credit Agreement and a Forbearance Agreement on
Jan. 3, 2011.  The Senior Lender agreed to provide the Company
with a $5.0 million non-revolving line of credit, which may be
drawn upon at any time prior to April 30, 2011.  Advances under
the New Line of Credit do not bear interest -- unless an event of
default occurs, in which case the interest rate would be 10% per
annum -- and mature on April 30, 2011.  The Senior Lender also
agreed to forbear from accelerating the maturity date for any
portion of the Senior Debt Amount and from exercising any of its
rights and remedies with respect to the Senior Debt Amount until
April 30, 2011.

The Company's balance sheet at Jan. 31, 2011, showed $72.09
million in total assets, $45.07 million in total liabilities and
$27.02 million in total equity.

The Company reported a net loss attributable to stockholders of
$10.82 million on $12.05 million of total revenue for the nine
months ended Jan. 31, 2011, compared with a net loss attributable
to stockholders of $40.78 million on $7.23 million of total
revenue for the same period during the prior year.


QUANTUM FUEL: Incurs $11.03 Million Net Loss in Fiscal 2011
-----------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., reported a net
loss attributable to stockholders of $208,473 on $8.22 million of
total revenue for the three months ended April 30, 2011, compared
with a net loss attributable to stockholders of $5.50 million on
$2.37 million of total revenue for the same period during the
prior year.  The Company also reported a net loss attributable to
stockholders of $11.03 million on $20.27 million of total revenue
for the year ended April 30, 2011, compared with a net loss
attributable to common stockholders of $46.29 million on $9.60
million of total revenue during the prior year.

Alan P. Niedzwiecki, President and CEO, stated, "Our continued
revenue growth and improved operating performance is being driven
by the Fisker Karma launch, new customer programs, strong
diversification in our customer base, and continued development
and application of emerging technologies.  We are excited about
the number of new programs initiated over the last six months and
the opportunity for these programs to generate significant
revenues for the company over the next several years."  Mr.
Niedzwiecki continued, "These programs cut across several
technologies including battery electric, plug-in hybrid electric,
natural gas vehicles and hydrogen fuel cell electric vehicles.
Over the last several months, we have been successful in securing
government funds, introducing our new F-Drive hybrid propulsion
system, and announcing a partnership with Dow Chemical/Dow Kokam
on the commercialization of an F-150 PHEV program."

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

                         About Quantum Fuel

Based in Irvine, California, Quantum Fuel Systems Technologies
Worldwide, Inc., is a fully integrated alternative energy company
and considers itself a leader in the development and production of
advanced clean propulsion systems and renewable energy generation
systems and services.

Quantum Fuel and its senior lender, WB QT, LLC, entered into a
Ninth Amendment to Credit Agreement and a Forbearance Agreement on
Jan. 3, 2011.  The Senior Lender agreed to provide the Company
with a $5.0 million non-revolving line of credit, which may be
drawn upon at any time prior to April 30, 2011.  Advances under
the New Line of Credit do not bear interest -- unless an event of
default occurs, in which case the interest rate would be 10% per
annum -- and mature on April 30, 2011.  The Senior Lender also
agreed to forbear from accelerating the maturity date for any
portion of the Senior Debt Amount and from exercising any of its
rights and remedies with respect to the Senior Debt Amount until
April 30, 2011.

The Company's balance sheet at Jan. 31, 2011, showed $72.09
million in total assets, $45.07 million in total liabilities and
$27.02 million in total equity.

The Company recorded a net loss of $28.0 million in fiscal 2009,
compared to a net loss of $86.8 million in fiscal 2008.


RADIENT PHARMACEUTICALS: Common Stock Removed from NYSE Amex
------------------------------------------------------------
The NYSE Amex notified the U.S. Securities and Exchange Commission
regarding the removal from listing or registration of Radient
Pharmaceuticals Corp.'s common stock.

                   About Radient Pharmaceuticals

Headquartered in Tustin, Calif., Radient Pharmaceuticals
Corporation -- http://www.Radient-Pharma.com/-- is engaged in the
research, development, manufacturing, sale and marketing of its
ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States,
Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and
other markets throughout the world.

Radient said in October 2010 it incurred a trigger event on the
12% Convertible Notes issued in first and second quarter of 2010
due to its failure to have the related registration statement
declared effective by June 1, 2010.  The Company filed on Sept. 7,
2010, an Event of Default under those same notes occurred since it
did not hold the related shareholder meeting by Aug. 31, 2010.

The Company reported a net loss of $85.71 million on $231,662 of
net revenues for the year ended Dec. 31, 2010, compared with a net
loss of $16.62 million on $8.62 million of net revenues during the
prior year.

The Company's balance sheet at March 31, 2011, showed $5.56
million in total assets, $19.04 million in total liabilities, all
current, and a $13.48 million total stockholders' deficit.

RPC's Form 10-K for the fiscal year ended Dec. 31, 2010, included
an audit opinion with a "going concern" explanatory paragraph.  As
reported by the TCR on May 31, 2011, KMJ Corbin & Company LLP,
in Costa Mesa, California, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant operating
losses, had negative cash flows from operations in 2010 and 2009,
and has a working capital deficit of approximately $53 million at
Dec. 31, 2010.


REID PARK: U.S. Trustee Unable to Form Committee
------------------------------------------------
The United States Trustee Christopher Pattock advises the
Bankruptcy Court that a committee under 11 U.S.C. Sec. 1102 has
not been appointed because an insufficient number of persons
holding unsecured claims against the debtor have expressed
interest in serving on a committee.  The U.S. Trustee reserves the
right to appoint such a committee should interest develop among
the creditors.   The notice was filed by United States Trustee
Christopher Pattock.

Reid Park Properties LLC is the owner of the Doubletree Hotel
Tucson located in South Alernon Way in Tucson, Arizona.  The nine-
story property has 287 rooms. It was purchased for $31.8 million
in 2007 by an affiliate of Transwest Properties Inc.

Reid Park filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
11-15267) on May 26, 2011.  According to its bankruptcy petition,
Reid Park has $52 million in liabilities and $14 million in
assets.  The Law Offices of Eric Slocum Sparks, P.C., serves as
its legal counsel.


RITE AID: Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------
Participations in a syndicated loan under which Rite Aid Corp. is
a borrower traded in the secondary market at 95.40 cents-on-the-
dollar during the week ended Friday, July 1, 2011, an increase of
0.19 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 175 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 25, 2014, and
carries Moody's 'B3' rating and Standard & Poor's 'B+' rating.
The loan is one of the biggest gainers and losers among 202 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                      About Rite Aid Corp.

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has
more than 4,700 stores in 31 states and the District of Columbia
and fiscal 2010 annual revenues of $25.7 billion.

Rite Aid carries 'Caa2' probability of default and corporate
family ratings from Moody's Investors Service.  It has a 'B-'
corporate credit rating from Standard & Poor's Ratings Services.

The TCR reported on Feb. 21, 2011 that Standard & Poor's Ratings
Services said that it assigned its 'B+' issue rating and '1'
recovery rating to Rite Aid Corp.'s proposed $343 million senior
secured term loan tranche 5 due 2018.  The '1' recovery rating
indicates S&P's expectation for very high (90%-100%) recovery in
the event of a payment default.  According to the company, it will
use the proceeds to repay about $321 million in borrowings under
its tranche 3 term loan due 2014.

"The ratings reflect the difficulties Rite Aid faces in improving
its well-below-average operating performance relative to its
peers, especially amid intense industry competition," said
Standard & Poor's credit analyst Ana Lai.  They also reflect the
company's significant debt burden and thin cash flow protection
measures.

As reported by the Troubled Company Reporter on Feb. 22, 2011,
Moody's assigned a B3 rating to Rite Aid Corp.'s proposed $343
million Tranche 5 senior secured first lien term loan due 2018.
All other ratings including its Caa2 Corporate Family Rating, Caa2
Probability of Default Rating, and SGL-3 Speculative Grade
Liquidity rating were affirmed.  The rating outlook is stable.
The proceeds will be used to repay the $343 million (including
$21.2 original issue discount) Tranche 3 term loan due 2014.
Following the repayment, the Tranche 3 term loan will be retired
and its B3 rating withdrawn.

Rite Aid Corp. reported a net loss of $63.08 million on $6.39
billion of revenue for the 13 weeks ended May 28, 2011, compared
with a net loss of $73.68 million on $6.39 billion of revenue for
the 13 weeks ended May 29, 2010.

The Company's balance sheet at May 28, 2011, showed $7.50 billion
in total assets, $9.77 billion in total liabilities and a $2.27
billion total stockholders' deficit.


ROTECH HEALTHCARE: Submits Re-Listing Application to NASDAQ
-----------------------------------------------------------
Rotech Healthcare Inc., on June 28, 2011, submitted its
application for relisting of the Company's common stock on the
NASDAQ Global Market.  The listing application is subject to
review and approval by NASDAQ's Listing Qualifications department
for compliance with all NASDAQ Stock Market standards.  The
Company anticipates the NASDAQ review process to last
approximately two months or longer before completion.  While the
Company intends to satisfy all of NASDAQ's requirements for
relisting, there can be no assurance that its application will be
approved, or of when or if its common shares will be listed on the
NASDAQ Stock Market or another stock exchange.  The Company's
common stock will continue to trade on the OTC Bulletin Board
under its current symbol, ROHI, during the NASDAQ review process.

                      About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company reported a net loss of $4.20 million on $496.42
million of net revenue for the year ended Dec. 31, 2010, compared
with a net loss of $21.08 million on $479.87 million of net
revenue during the prior year.

The Company's balance sheet at March 31, 2011, showed
$296.20 million in total assets, $66.40 million in total
liabilities, all current, and a $285.40 million total
stockholders' deficiency.

                           *     *     *

In October 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Rotech Healthcare to 'B-' from 'CCC'.
The outlook is positive.

In the March 22, 2011, edition of the TCR, Standard & Poor's
Ratings Services said that it raised its corporate credit rating
to 'B' from 'B-' on Orlando, Fla.-based Rotech Healthcare Inc.,
following the completion of the company's $290 million second-lien
senior secured notes offering.  "The ratings on Rotech Healthcare
Inc. reflect the company's weak business risk profile,
incorporating Rotech's exposure to Medicare reimbursement
reductions for its products and services," said Standard & Poor's
credit analyst Jesse Juliano.  The rating also reflects the
company's highly leveraged financial risk profile.

As reported by the Troubled Company Reporter on March 10, 2011,
Moody's Investors Service upgraded Rotech Healthcare Inc.'s
Corporate Family Rating and Probability of Default Rating to
B2 from Caa1 in connection with the proposed refinancing of
the company's senior subordinated notes due 2012 with a new
$290 million of senior secured notes offering due 2018.  The B2
Corporate Family Rating reflects Moody's expectation that
the company will continue its trend of improving credit metrics
through better operating performance and small strategic
acquisitions.  Moody's expects credit metrics to be relatively
weak, albeit in line with the B2 rating with debt-to-EBITDA
leverage of approximately 4.9 times at the time of the
transaction.  However Moody's also expects additional de-
leveraging over time through EBITDA expansion and the generation
of modest free cash flow.


ROYAL MEADOWS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Royal Meadows, Inc.
        96-62 Queens Boulevard
        Rego Park, NY 11374

Bankruptcy Case No.: 11-45592

Chapter 11 Petition Date: June 28, 2011

Court: U.S. Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Elizabeth S. Stong

Debtor's Counsel: Lawrence Morrison, Esq.
                  MORRISON LAW OFFICES, P.C.
                  140 East 45th Street, 19th Floor
                  New York, NY 10017
                  Tel: (212) 655-3582
                  Fax: 646-390-5095
                  E-mail: morrlaw@aol.com

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

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

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

The petition was signed by Mohamed El-Goarany, president.


RVTC LIMITED: Case Summary & 7 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: RVTC Limited Partnership
          fka Fair Prospects, L.P.
              Rialto Village Limited Partnership
        25111 IH 10 W
        San Antonio, TX 78257

Bankruptcy Case No.: 11-52240

Chapter 11 Petition Date: June 29, 2011

Court: U.S. Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Leif M. Clark

Debtor's Counsel: Thomas Rice, Esq.
                  COX SMITH MATTHEWS INCORPORATED
                  112 E. Pecan Street, #1800
                  San Antonio, TX 78205
                  Tel: (210) 554-5511
                  Fax: (210) 226-8395
                  E-mail: trice@coxsmith.com

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

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

The petition was signed by Danny Van De Walle, vice president and
assistant secretary.

Debtor's List of 30 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
MBC Engineers                      Trade Debt              $56,945
1035 Central Parkway North
San Antonio, TX 78232

Brown & Ortiz, P.C.                Professional Fees        $7,845
112 E. Pecan St., Suite 13
San Antonio, TX 78205

Durand-Hollis Rupe Architects      Trade Debt               $4,500
14603 Huebner Road, Building 18
San Antonio, TX 78230

Michel Law Firm, P.C.              Professional Fees        $3,645

Law Office of Daniel P. Whitworth  Professional Fees        $3,309
P.C.

Legacy Real Estate Ventures, LLC   Trade Debt               $1,534

Akin Gump Strauss Hauer & Feld     Professional Fees          $679
LLP


SALON MEDIA: Incurs $2.58 Million Net Loss in Fiscal 2011
---------------------------------------------------------
Salon Media Group, Inc., filed with the U.S. Securities and
Exchange Commission its Annual Report on Form 10-K reporting a net
loss attributable to common stockholders of $2.58 million on $4.57
million of net revenues for the year ended March 31, 2011,
compared with a net loss attributable to common stockholders of
$4.86 million on $4.29 million of net revenues during the prior
year.

The Company's balance sheet at March 31, 2011, showed $1.63
million in total assets, $10.63 million in total liabilities and a
$9.00 million total stockholders' deficit.

Burr Pilger Mayer, Inc., in San Francisco, California, expressed
substantial doubt about the Company's ability to continue as a
going concern following the fiscal 2011 results.  The independent
auditors noted that the Company has suffered recurring losses and
negative cash flows from operations and has an accumulated deficit
of $108.4 million at March 31, 2011.

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

                        http://is.gd/mpwp8A

                         About Salon Media

San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB)
-- http://www.Salon.com/-- is an online news and social
networking company and an Internet publishing pioneer.


SANTA ROSA: Moody's Lowers Revenue Bond Rating to 'Ca'
------------------------------------------------------
Moody's Investors Service has downgraded to Ca from Caa3 the Santa
Rosa Bay Bridge Authority revenue bonds due to the expected
depletion of the debt service reserve fund and expected default on
the next scheduled debt service payment of approximately $5
million due on July 1, 2011. As a result of shortfalls in gross
revenue pledged to the bonds, the bond trustee will not be making
the July 1, 2011 payment. According to the trustee, this default
situation appears likely to persist for some time and the trustee
is currently exploring options available for bondholders.

RATINGS RATIONALE

Operations and maintenance expenses of the bridge are funded by
the Florida Department of Transportation. In Moody's view it is
highly likely that FDOT will not expand its support of the project
beyond coverage of O&M. Once the authority defaults on its bonds,
Moody's is concerned that FDOT may have less incentive to continue
to pay O&M if bondholders assert their rights to remedies in the
bond indenture. Resignations of the SRBBA board and cancellation
of the board's upcoming meeting further complicates any potential
near term resolution of the Authority's distressed position.

The Ca rating reflects Moody's expectation that the authority will
likely have insufficient funds to make its July 1, 2011 debt
service payment in full. The SRBBA financed the construction of
the3.5-mile Garcon Point Bridge.

LEGAL SECURITY: Gross toll revenues on the bridge and the DRSF
secure the bonds. Moody's expects the DSRF will be depleted with
the July 1, 2011 debt service payment.

INTEREST RATE DERIVATIVES: None.

RECENT DEVELOPMENTS

The authority has a long history of low traffic levels, six
consecutive years of traffic declines, and a multi-year history of
drawing on the DSRF with no replenishment. The SRBBA drew $230,397
from the DSRF for its January 1, 2011 debt service payment.
Moody's estimates that the DSRF has $2.09 million remaining,
compared to a roughly $5 million debt service payment due on July
1, 2011.

Through May 2011, traffic has declined 1.9% from the same period
in FY2010. The authority implemented a $0.25 toll increase, as
recommended by its traffic consultants, effective January 5, 2011.
While toll revenues grew 0.8% over the prior year, the toll
increase has not yielded sufficient revenues to provide for one
times debt service coverage even including balances in the DSRF.
After depleting the debt service reserve fund in July 2011, the
authority would have no other liquidity available.

BACKGROUND

The 3.5-mile Garcon Point Bridge spans Pensacola Bay and connects
Garcon Point to the north and Redfish Point to the south. It
provides access to Gulf Breeze and other areas on the peninsula
from areas north and east of Pensacola Bay. The Santa Rosa Bay
Bridge Authority, established in 1984, oversaw the construction of
the bridge, which opened on May 14, 1999. Original traffic
forecasts were grossly overestimated causing less-than-expected
toll revenues and a strain on the authority's finances from the
first year of operation. For example, URS Consultant's initial
revenue forecasts in 1996 for the first five full years of
operations were roughly 90% over actual revenue figures, which
equaled between $2.5 and $3.3 million each year. Updated traffic
forecasts over the last few years have proven to be inflated as
well, exacerbating the authority's financial problems.

The bridge has significant competition from free alternatives SR
87, the Pensacola Bay Bridge, and I-10.

The principal methodology used in this rating was State and Local
Government-Owned Toll Facilities in the United States, published
in March 2006.


SB PARTNERS: Incurs $192,214 Net Loss in March 31 Quarter
---------------------------------------------------------
SB Partners filed with the U.S. Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $192,214
on $662,536 of total revenues for the three months ended March 31,
2011, compared with a net loss of $201,790 on $607,560 of total
revenues for the same period during the prior year.

The Company's balance sheet at March 31, 2011, showed $30.37
million in total assets, $32.23 million in total liabilities and a
$1.85 million total partners' deficit.

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

                        http://is.gd/fLRvP2

                         About SB Partners

Milford, Conn.-based SB Partners is a New York limited partnership
engaged in acquiring, operating and holding for investment a
varying portfolio of real estate interests.  As of June 30,
2010, the partnership owns an industrial flex property in Maple
Grove, Minnesota and warehouse distribution centers in Lino Lakes,
Minnesota and Naperville, Illinois.

The Company has a 30% interest in Sentinel Omaha, LLC.  Sentinel
Omaha is a real estate investment company which currently owns 24
multifamily properties and 1 industrial property in 17 markets.
Sentinel Omaha is an affiliate of the partnership's general
partner.

The Company reported a net loss of $623,117 on $2.61 million of
total revenues for the year ended Dec. 31, 2010, compared with a
net loss of $23.60 million on $2.58 million of total revenues
during the prior year.

As reported by the TCR on June 23, 2011, Dworken, Hillman, LaMorte
and Sterczala, P.C., in Shelton, Connecticut, did not include a
substantial doubt qualification in its report on the Company's
2010 financials.

As reported in the Troubled Company Reporter on June 15, 2010,
Dworken Hillman expressed substantial doubt about SB Partners'
ability to continue as a going concern, following its 2009
results.  The independent auditors noted that the partnership's
unsecured credit facility matured on Feb. 28, 2009, and the
partnership has not yet been able to arrange a replacement loan,
extension or refinancing.


SHEARER'S FOODS: S&P Affirms CCR at 'B-'; Outlook Negative
----------------------------------------------------------
Standard & Poor's Ratings Services removed its ratings on
Brewster, Ohio-based Shearer's Foods Inc. from CreditWatch, where
they had been placed with negative implications on March 12, 2011,
following the company's announcement that it was seeking an
amendment on its senior secured credit facilities and an equity
infusion by its financial sponsor because of its near-term
liquidity shortfall. Standard & Poor's also affirmed its ratings
on Shearer's, including the 'B-' corporate credit rating. The
outlook is negative.

"We affirmed the 'B-' issue-level ratings on the company's senior
secured credit facilities. The recovery rating remains '3',
indicating our expectation of meaningful (50% to 70%) recovery in
the event of a payment default on the senior secured facilities,"
S&P said.

"The ratings affirmation reflects our opinion of Shearer's
improved near-term liquidity following the amendment and equity
infusion," said Standard & Poor's credit analyst Bea Chiem.

"The ratings on Shearer's reflect our opinion that Shearer's
financial profile is highly leveraged, given its significant debt
burden and less-than-adequate liquidity. The ratings also reflect
our view that the company has a vulnerable business risk profile
due to its narrow product focus, relatively high customer
concentration, and limited international presence," S&P related.

"The negative outlook reflects our concern that the company's
operating performance may weaken further as a result of continued
high commodity, acquisition integration, and capacity expansion
project costs, which we believe could result in constrained
liquidity and tight covenant cushion levels over the next 12
months," S&P added.


SMART DATA: Appeals Court Upholds TN's Seizure of Insurer
---------------------------------------------------------
The Tennessean reports that the state Court of Appeals rejected
the appeal of Springfield resident Bart S. Posey, whose businesses
were shut down by a Davidson County Chancery Court last year.

The case involved the sale of what investigators said was bogus
health insurance plans that allegedly bilked about 12,000
consumers nationwide out of more than $20 million in premiums,
according to The Tennessean.

The Tennessean notes that agreeing with Chancellor Ellen Hobbs
Lyle, the appeals court upheld her ruling that put Posey's two
businesses, Smart Data Solutions and the American Trade
Association, into state-controlled receivership for illegally
conducting insurance business.

Mr. Posey and his associates had argued that neither firm was
involved in the insurance business, even though they were selling
and servicing so-called mini-med policies that purported to cover
physician and hospital services for members of the American Trade
Association, The Tennessean discloses.

The Tennessean notes that in its ruling against Mr. Posey and his
businesses, the appeals court said that Lyle's order liquidating
the companies was proper and that the state had the authority to
do so under its insurance statutes.

"Finding that the activities of (Smart Data and American Trade)
constitute 'insurance business' as defined by the applicable
statute and that placing the businesses into receivership was
proper, we affirm the order of the trial court," said the
appellate decision, signed by Judge Richard H. Dinkins, The
Tennessean relates.

The ruling apparently paves the way for the state's receiver to
begin paying at least a portion of the estimated $7 million in
outstanding, unpaid claims filed by policyholders, from about $2
million that was still left in the two companies' bank accounts
when they were seized by the state in March 2010, The Tennessean
says.

The report adds that a liquidation agent appointed by the state
Department of Commerce and Insurance was instructed to review the
unpaid medical claims to determine how much policyholders should
get from the money remaining in the companies' accounts.


SOTERA DEFENSE: S&P Assigns 'B' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services assigned Sotera Defense
Solutions Inc. its 'B' corporate credit rating. The rating outlook
is positive.

"At the same time, we assigned Sotera's $173.0 million first-lien
credit facilities our issue-level rating of 'B' (the same as the
corporate credit rating), with a recovery rating of '3',
indicating our expectation of meaningful (50%-70%) recovery for
lenders in the event of a payment default," S&P stated.

The facilities consist of a $28 million revolver due 2016 and a
$145 million term loan due 2017. The company used the proceeds
from the new debt, along with Ares Private Equity Group's
contribution of over $185 million of common equity to purchase the
company from existing equity holders.

The 'B' rating reflects Sotera's small market position as a
government contractor in a highly competitive industry and the
company's limited operating track record at its current size. "We
expect that the company's defensible position in building
expeditionary base camp systems and its newly acquired
capabilities in the areas of intelligence and cyber security will
result in consistent profitability, which partly offsets these
factors," said Standard & Poor's credit analyst Jennifer Pepper.

Sotera provides technology solutions and services for mission-
critical programs of the Department of Defense (DoD), Intelligence
Community, Homeland Security, and other federal law enforcement
agencies. Revenues for the fiscal year ended December 2010 were
$282.1 million. The company's Force Mobility & Modernization
(FMMS) business, which involves operating expeditionary and
force mobility solutions and systems, represented about 45% of
2010 revenue. The company's Technology & Intelligence Services
(TIS) business -- which consists in large part of recent
acquisitions in intelligence solutions, cyber-security, and C4ISR
(Command, Control, Communications, Computers, Intelligence,
Surveillance, and Reconnaissance)--makes up the remaining 55% of
revenues.


SPHERIS INC: $37.5 Million Distributed to Creditors
---------------------------------------------------
Liquidating Trustee, Walter Jones of CoMetrics Partners, LLC., has
successfully distributed $37.5 million to the creditors of SP Wind
Down Trust, formerly Spheris, Inc., a transcriber of medical
dictation for doctors and hospitals.  The first $29.7 million was
distributed in October, 2010 within 30 days of the Plan's
Effective Date of September 20, 2010.  CoMetrics Partners was
appointed Financial Advisor and Mr. Jones Liquidating Trustee by
The United States Bankruptcy Court for the District of Delaware on
Confirmation of the Plan of Reorganization of SP Wind Down in
August, 2010. Counsel to the Trust is Russell C. Silberglied of
Richards, Layton & Finger, P.A.

"We were very pleased to be able to reconcile most of the claims
and distribute this large sum in such a short timeframe," said Mr.
Jones. He continues, "We believe that this represents the bulk of
the eventual, total distribution while there might be additional
distributions, no additional distribution can be assured."

Mr. Jones has extensive experience in Chapter 11 restructuring and
has been directly responsible for advising debtors and creditors
committees with respect to marshalling and distributing estate
assets, reconciling claims and liabilities and maximizing timely
distributions to creditors.

                    About CoMetrics Partners

CoMetrics Partners LLC -- http://www.cometricspartners.com-- was
founded in 2005 by Managing Partner Gary D. Herwitz.  The firm
specializes in providing middle market companies with strategic
vision and leadership to integrate operations, technology and
finance.  The firm's services include turn around and
restructuring services, consulting and corporate finance as well
as a proprietary supply chain management solution for middle
market importers.

                        About Spheris Inc.

Headquartered in Franklin, Tennessee, Spheris Inc. --
http://www.spheris.com/-- is a global provider of clinical
documentation technology and services.

Spheris Inc., along with five affiliates, filed for Chapter 11
protection (Bankr. D. Del. Case No. 10-10352) on Feb. 3, 2010.
Attorneys at Young Conaway Stargatt & Taylor, LLP, and Willkie
Farr & Gallagher LLP represent the Debtors in their Chapter 11
effort.  Jefferies & Company serves as financial advisors to the
Debtors.  Attorneys at Schulte Roth & Zabel LLP and Landis Rath &
Cobb LLP serve as counsel to the prepetition and DIP lenders.
Garden City Group Inc. is claims and notice agent.  The petition
says that assets range from $50 million to $100 million while
debts range from $100 million to $500 million.

The estate of Spheris Inc. is now formally named SP Wind Down Inc.
after it sold the business in April.  CBay Inc.'s MedQuist Inc.
purchased the domestic business of Spheris for $98.8 million.


SPANN & ASSOCIATES: Case Summary & 6 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Spann & Associates, Ltd.
        P.O. Box 21670
        Hot Springs National, AR 71903

Bankruptcy Case No.: 11-72978

Chapter 11 Petition Date: June 27, 2011

Court: United States Bankruptcy Court
       Western District of Arkansas (Hot Springs)

Debtor's Counsel: Frederick S. Wetzel, III, Esq.
                  FREDERICK S. WETZEL, P.A.
                  200 North State Street, Suite 200
                  Little Rock, AR 72201
                  Tel: (501) 663-0535
                  Fax: (501) 372-1550
                  E-mail: frederickwetzel@sbcglobal.net

Estimated Assets: $0 to $50,000

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

A list of the Company's six largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/arwb11-72978.pdf

The petition was signed by Gary Beckwith, president.


SPRINGWOOD APARTMENTS: Devault Construction Bids for Apartments
---------------------------------------------------------------
STLToday.com reports that St. Charles-based Devault Construction
is seeking to buy the 272-unit property for US$2.6 million, with
plans to rehab the complex.

Brentwood-based MLP Investments filed a motion in federal court
with Devault's purchase offer.  The report relates that MLP is
requesting the court approve a public auction for Springwood, with
Devault's offer as the minimum bid.

An affiliate of Creve Coeur-based Gannon International owns
Springwood.

In April, U.S. Magistrate Judge Thomas Mummert III of the Eastern
District of Missouri appointed MLP Investments as receiver for
Springwood, following a lawsuit filed by PNC Bank, according to
stltoday.com.

In the suit, stltoday.com notes, PNC Bank alleges Gannon defaulted
on a $5.7 million loan secured by Springwood and failed to
properly maintain the apartments, as required under its loan
terms, posing health and safety risks.

stltoday.com says that Gregory Zes, a principal of Devault
Construction, said if his company's bid to buy Springwood is
successful, Springwood would be completely renovated.

Springwood Apartments is located near Interstate 70 and Interstate
170 in the 4200 block of Springdale in north St. Louis County.


SULPHCO INC: Common Stock Removed from NYSE Amex
------------------------------------------------
The NYSE Amex notified the U.S. Securities and Exchange Commission
regarding the removal from listing or registration of SulphCo
Inc.'s common stock.

                        About SulphCo, Inc.

Houston-based SulphCo -- http://www.sulphco.com/-- has developed
a patented safe and economic process employing ultrasound
technology to alter the molecular structure of liquid petroleum
streams.  The overall process is designed to "upgrade" the quality
of liquid petroleum streams by modifying and reducing the sulfur
and nitrogen content to make those compounds easier to process
using conventional techniques, as well as reducing the density and
viscosity.

In the June 3, 2011, edition of the TCR, Dow Jones' DBR Small Cap
reports that SulphCo Inc. said it's running out of cash and might
have to launch a bankruptcy filing if it can't nab new financing
"in the immediate future."  SulphCo Inc. is an energy technology
company.


T3 MOTION: Warrants to Begin Trading on NYSE Amex
-------------------------------------------------
T3 Motion, Inc., announced that its warrants have been approved
for listing on the NYSE Amex and commenced trading on the NYSE
Amex on July 1, 2011.

The common stock will continue to trade under the symbol TTTM.

The Class H Warrants will trade under the symbol TTTM.z.  Each
Class H Warrant becomes exercisable on Aug. 16, 2011, for one
share of common stock at an exercise price of $3.00 per share and
expires on May 13, 2013.

The Class I Warrants will trade under the symbol TTTM.w.  Each
Class I Warrant becomes exercisable on Aug. 16, 2011, for one
share of common stock at an exercise price of $3.50 per share and
expires on May 13, 2016.

The last day of trading for the unit, TTTM.u, was on June 30,
2011.

                          About T3 Motion

Costa Mesa, Calif.-based T3 Motion, Inc., develops and
manufactures T3 Series vehicles, which are electric three-wheel
stand-up vehicles that are directly targeted to the public safety
and private security markets.

The Company reported a net loss of $8.32 million on $4.68 million
of net revenues for the year ended Dec. 31, 2010, compared with a
net loss of $6.70 million on $4.64 million of net revenues during
the prior year.

The Company's balance sheet at March 31, 2011, showed
$3.70 million in total assets, $19.83 million in total
liabilities, and a $16.12 million total stockholders' deficit.


TA CHUAN: Case Summary & 5 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Ta Chuan, LLC
        5 Rabbits Run
        Palm Beach Gardens, FL 33418

Bankruptcy Case No.: 11-06329

Chapter 11 Petition Date: June 27, 2011

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

Judge: Keith M. Lundin

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

Scheduled Assets: $2,404,313

Scheduled Debts: $1,313,519

A list of the Company's five largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/tnmb11-06329.pdf

The petition was signed by Florine Steele, member.


TAO-SAHI: Hiring Bolton Real Estate Consultants as Appraiser
------------------------------------------------------------
Tao-Sahi LP is seeking permission employ Bolton Real Estate
Consultants, Ltd., as appraiser:

          BOLTON REAL ESTATE CONSULTANTS, LTD.
          Bee Caves Road, Suite 225
          Austin, TX 78746
          Tel: 512-477-1597
          Fax: 512-477-1567
          E-mail: dbolton@bbrec.com

The Debtor said an appraiser is necessary to its reorganization.
The fair market value of the Holiday Inn NW - Seaworld will be a
key issue in crafting and confirming of a plan of reorganization.

The Hotel is open, fully functional, and has had occupancy levels
consistent with seasonal expectations.  The Hotel is close to
"market-stabilization," an industry concept indicating full
integration into a new hotel's geographic area.  The Hotel was
recently recognized by its franchisor as having the most improved
RevPAR (revenue per available room) in the franchisor's Central
and South Texas regions.

In April 2008, the partnership closed a $18,633,336 secured
construction loan with Specialty Finance Group LLC, a Georgia
limited liability company, and subsidiary of Silverton Bank N.A.
Construction of the Hotel commenced soon thereafter.  On May 1,
2009, before the Hotel was completed, Silverton failed and was
closed, and the FDIC was named receiver for Silverton.  Completion
of the Hotel was delayed by several months to October 2009.  The
delay was costly to the Debtor, as the peak vacation and occupancy
season for the Hotel had passed.  The Debtor had to incur
additional costs that were not accounted or budgeted for in the
original budget, such as paying interest for a longer period of
time, having to pay extra fees to a management company that was
already on the ground, and having to pay salaries of several
managers who were hired in May 2009 in anticipation of opening
during peak summer months.

Throughout 2010 and early 2011, the Debtor engaged in discussions
with FDIC representatives, to take into account the changed
circumstances arising from the original lender's failure and
consequential delays, and in an attempt to stabilize the Debtor's
overall debt and repayment structure under the debt facility.  In
April 2011, the FDIC sold the Debtor's loan as a small piece of a
much larger package of hotel loans made by the failed Silverton
Bank to S2 Acquisition LLC, an opportunity fund associated with
Square Mile Capital Management in New York.  On April 26, 2011,
the Debtor received a letter from S2 Acquisition which contained
notice of S2 Acquisition's acceleration of the loan and demand for
the entire principal balance of the loan, accrued interest,
default interest and late fees.  The letter provided the Debtor 10
days to pay these sums in full.  Prior to the notice, the Debtor
had never been put on Notice of Default.

S2 Acquisition posted the real property associated with the Hotel
for a June 2011 foreclosure.  The Debtor continued an effort to
negotiate with S2 Acquisition for reinstatement of the loan, but
these efforts ultimately proved unsuccessful.

According to court papers filed by the Debtor, S2 Acquisitions
asserts $19.85 million in claims.  This amount, the Debtor said,
is secured by a deed of trust of trust and related security
agreements.  The Debtor believes that its primary assets on the
Petition Date are valued at a minimum of $21 million.

S2 Acquisition has objected to the Debtor's use of hotel revenues
to finance the Chapter 11 case, which constitute the hedge fund's
cash collateral.  S2 Acquisition said it is owed more than $20.4
million secured by the hotel.  S2 Acquisition said the Debtor's
Chapter 11 case has "no reorganization purpose" and that Debtor
commenced the case "for the singular purpose of forestalling S2
Acquisition's efforts to foreclose on the Debtor's hotel
property".  S2 Acquisition said it is uncertain under the current
facts and circumstances if the Debtor will be able to propose a
confirmable reorganization plan.

"This case is essentially a two party dispute between S2
Acquisition and the Debtor's equity holders or members, who are
completely out of the money," said Shari L. Heyen, Esq., at
Greenberg Traurig, LLP, who represents the hedge fund.

Judge Ronald B. King issued a interim orders on June 14 and 22
authorizing Tao-Sahi to use cash collateral.  The second interim
order permits the Debtor to use cash collateral through July 18.

Bolton Real Estate Consultants will perform the appraisal work on
a flat rate fee, plus a hourly fee for certain subsequent
consultation, preparation and testimony.  The flat rate fee for
the appraisal totals $30,000, with $15,000 to be paid upon
engagement and the remaining $15,000 to be paid upon completion of
the appraisal.  The firm's hourly billing rates are:

          David R. Bolton, MAI              $350
          Senior Appraiser                  $250
          Appraiser                         $150

The firm's principal, David R. Bolton, attests that his firm
represents no interest adverse to the Debtor or the Debtor's
estate in the matters upon which it is going to be engaged.

S2 Acquisition may be reached at:

          S2 Acquisition
          c/o Square Mile Capital Management, LLC
          450 Park Avenue
          New York, NY 10022

S2 Acquisition is represented by:

          Tom Rogers, Esq.
          Shari L. Heyan, Esq.
          GREENBERG TRAURIG
          1000 Louisiana Street, Suite 1700
          Houston, TX 77002
          Tel: 713.374.3527
          Fax: 713.754.7527
          E-mail: rogerst@gtlaw.com
                  HeyenS@gtlaw.com

                          About Tao-Sahi

Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio,
Texas.  Tao-Sahi has no employees.  The Hotel is managed under
contract with an independent management company.  Tao-Sahi filed
for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on
June 7, 2011, to stay foreclosure of the hotel and restructure its
debts.  Judge Ronald B. King presides over the case.  Marvin E.
Sprouse, III, Esq., at Jackson Walker LLP, serves as bankruptcy
counsel.  In its Schedules, the Debtor disclosed $24,735,728 in
assets and $20,584,065 in debts.  The petition was signed by
Clayton Isom, CEO of Tao Development Group, LLC, general partner.


TAO-SAHI: Sec. 341 Creditors' Meeting Set for July 11
-----------------------------------------------------
The Office of the United States Trustee for Region 7 will convene
a meeting of creditors pursuant to 11 U.S.C. Sec. 341(a) in the
bankruptcy case of Tao-Sahi LP on July 11, 2011, at 11:30 a.m. at
San Antonio 1st Floor, Conference Room #1, Room 105A.

Proofs of claim are due in the case by Oct. 11, 2011.

                          About Tao-Sahi

Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio,
Texas.  Tao-Sahi has no employees.  The Hotel is managed under
contract with an independent management company.  Tao-Sahi filed
for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on
June 7, 2011, to stay foreclosure of the hotel and restructure its
debts.  Judge Ronald B. King presides over the case.  Marvin E.
Sprouse, III, Esq., at Jackson Walker LLP, serves as bankruptcy
counsel.  Bolton Real Estate Consultants, Ltd., serves as the
Debtor's appraiser.  In its Schedules, the Debtor disclosed
$24,735,728 in assets and $20,584,065 in debts.  The petition was
signed by Clayton Isom, CEO of Tao Development Group, LLC, general
partner.

S2 Acquisition LLC, an opportunity fund associated with Square
Mile Capital Management in New York, acquired the hotel debt from
the failed Silverton Bank.  S2 Acquisition is represented by Tom
Rogers, Esq., and Shari L. Heyan, Esq., at Greenberg Traurig.


TAO-SAHI: Files List of 20 Largest Unsecured Creditors
------------------------------------------------------
Tao-Sahi LP has filed with the Bankruptcy Court a list of its 20
largest unsecured creditors:

   Entity                              Claim Amount
   ------                              ------------
Federal Deposit Insurance Corp.            $536,594
1601 Bryan Street
Dallas, TX 75201
Attn: Charlene A. Cummins

Hospitality Staffing Solutions LLC          $12,320
8182 Solutions Center
Chicago, IL 60677-8001
Tel: 770-612-0054

Ben E. Keith Co.                            $10,899
P.O. Box 34810
San Antonio, TX 78265
Tel: 210-661-7997

Phoenix Distribution & Marketing             $3,377

American Hotel Register Co.                  $3,104

Hospitality Management Corp.                 $2,180

HMC Beverage Company                         $1,942

Choate USA Commercial Water Mgmt Inc.        $1,456

Coast To Coast Computer Products             $1,279

Texas Air Systems LLC                        $1,038

Otis Elevator Company                        $1,012

Ecolab Inc.                                    $973

SLS Financial Services Inc.                    $917

Royal Cup Inc.                                 $758

HD Supply Facilities                           $727

A and M Data Supply                            $716

Hubert Company LLC                             $622

Plant Interscapes Inc.                         $611

Adecco Employment Services                     $600

Astor Chocolate                                $539

                          About Tao-Sahi

Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio,
Texas.  Tao-Sahi has no employees.  The Hotel is managed under
contract with an independent management company.  Tao-Sahi filed
for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on
June 7, 2011, to stay foreclosure of the hotel and restructure its
debts.  Judge Ronald B. King presides over the case.  Marvin E.
Sprouse, III, Esq., at Jackson Walker LLP, serves as bankruptcy
counsel.  Bolton Real Estate Consultants, Ltd., serves as the
Debtor's appraiser.  In its Schedules, the Debtor disclosed
$24,735,728 in assets and $20,584,065 in debts.  The petition was
signed by Clayton Isom, CEO of Tao Development Group, LLC, general
partner.

S2 Acquisition LLC, an opportunity fund associated with Square
Mile Capital Management in New York, acquired the hotel debt from
the failed Silverton Bank.  S2 Acquisition is represented by Tom
Rogers, Esq., and Shari L. Heyan, Esq., at Greenberg Traurig.


TOWER OAKS: CWCAM Obtains Lift Stay to Proceed With Foreclosure
---------------------------------------------------------------
CWCapital Asset Management LLC as Special Servicer for U.S. Bank
National Association, as Trustee, as successor-in-interest to Bank
of America, N.A., as Trustee for the Registered Holders of
COBALT CMBS Commercial Mortgage Trust 2007-C2, Commercial Mortgage
Pass-Through Certificates, Series 2007-C2 sought and obtained an
order from the U.S. Bankruptcy Court for the District of Maryland
at Greenbelt lifting the automatic stay and allowing CWCAM to
proceed with a certain action against a property owned by Debtor
Tower Oaks Boulevard LLC.

The Property is an office building located at 2701 Tower Oaks
Boulevard, Rockville, Maryland 20852.  The building and its
related real and personal property are the Debtor's only assets
and operation of the Property generates substantially all of the
gross income of the Debtor.

TOB, Inc. is obligated pursuant to a certain Promissory Note
amounting $9,100,000, originally payable to CWCapital LLC.  The
Debtor is a guarantor of the Loan and is the trustor under the
terms of that certain Indemnity Deed of Trust, Assignment of
Leases and Rents, Security Agreement and Fixture Filing and is the
current assignor under the terms of that certain Indemnity
Assignment of Leases and Rents.

The Loan and Loan Documents were assigned to the Trust, which
continues to hold the Loan and Loan Documents.

As of April 1, 2011, CWCAM on behalf of the Trust was owed in
excess of $9,753,334 in outstanding principal, interest, and other
charges under the Loan Documents, including $9,610,391 accrued
prepetition and $142,943 accrued postpetition.

Section 362(d)(3) of the Bankruptcy Code provides that, upon
request of a party in interest and after notice and a hearing, the
court will grant relief from the stay "with respect to a stay of
an act against single asset real estate..., by a creditor whose
claim is secured by an interest in such real estate, unless not
later than the date that is 90 days after the entry of the order
for relief... (a) the debtor has filed a plan of reorganization
that has a reasonable possibility of being confirmed within a
reasonable time; or (b) the debtor has commenced monthly
payments..."

The Debtor's Chapter 11 case is a single asset case.

The Trust is the present owner, holder, and beneficiary of the
Loan Documents.  The Loan Documents constitute valid and properly
perfected first priority liens on, among other things, real
property on which the Property is located, all personal property
and fixtures associated with the Property and all rents, revenues,
income, escrows, receipts, accounts, issues and profits resulting
from the operation of the Property.

Brent W. Procida, Esq., at Venable LLP, in Baltimore, Maryland,
noted that as of May 10, 2011, the 91st day after the filing of
the Petition, the Debtor had not filed a plan of reorganization or
commenced monthly payments.  He contended that the Debtor does not
have the financial wherewithal to fund a plan of reorganization or
monthly payments.

In addition, Mr. Procida pointed out that:

   -- in its first monthly Operating Report filed March 23, 2011,
      the Debtor reported less than $8,000 in total income.
      Three out of four of the Debtor's tenants, its only
      potential source of income, do not pay rent at all, and are
      either in bankruptcy or are the holder of a recorded
      judgment against the Debtor. No prospect of an increase in
      cash flow is on the horizon;

   -- the Debtor is administratively insolvent because it has not
      only employed bankruptcy counsel but also special landlord-
      tenant counsel.  According to its Operating Report, during
      the month of February, the Debtor's payments to its counsel
      were almost double its income.

                 About Tower Oaks Boulevard, LLC

Raleigh, North Carolina-based Tower Oaks Boulevard, LLC, owns and
operates the commercial property identified as 2701 Tower Oaks
Boulevard.  It filed for Chapter 11 bankruptcy protection on
(Bankr. D. Md. Case No. 11-12413) Feb. 8, 2011.  Steven H.
Greenfeld, Esq., at Cohen, Baldinger & Greenfeld, LLC, serves as
the Debtor's bankruptcy counsel.  Bregman, Berbert, Schwartz &
Gilday, LLC, serves as its special counsel.  The Debtor estimated
assets at $10 million to $50 million and debts at $1 million to
$10 million.

Affiliate Sun Control Systems, Inc., filed a separate Chapter 11
petition on December 13, 2010 (Bankr. D. Md. Case No. 10-37991).

W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, has not
appointed an official committee of unsecured creditors in the
Debtors' cases.


TR SHADOW: Case Summary & 2 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: TR Shadow View, LLC
        3 San Joaquin Plaza, Suite 100
        Newport Beach, CA 92660

Bankruptcy Case No.: 11-19227

Chapter 11 Petition Date: June 29, 2011

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

Debtor's Counsel: Eric J. Fromme, Esq.
                  RUTAN & TUCKER LLP
                  611 Anton Boulevard, 14th Floor
                  Costa Mesa, CA 92626
                  Tel: (714) 641-5100
                  Fax: (714) 546-9035
                  E-mail: efromme@rutan.com

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

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

The petition was signed by Thomas J. Rielly, manager.

Debtor's List of two Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Armed Forces Bank, N.A.            Bank Loan           $34,258,192
3161 Michaelson Drive, Suite 1500
Irvine, CA 92612

City of Coachella                  Fees                         $0
1515 Sixth Street
Coachella, CA 92236


TREY RESOURCES: Now Known as SilverSun Technologies
---------------------------------------------------
The Board of Directors of Trey Resources, Inc., and the
stockholders holding in the aggregate a majority of the
outstanding capital stock of the Company entitled to vote,
approved by written consent: (i) the decrease in the number of
authorized shares of Class A common stock, par value $.00001 per
share, of the Company from 10,000,000,000 shares of Class A Common
Stock to 750,000,000 shares of Class A Common Stock; (ii) the
change in the conversion ratio at which the Class B common stock,
par value $.00001 per share, of the Company converts into Class A
Common Stock from (A) 50% of the lowest price ever paid for the
issuance of Class A Common Stock for each one share of Class B
Common Stock being converted to (B) 1,975 shares of Class A Common
Stock for each one share of Class B Common Stock; (iii) the
cancellation of the entire class of Class C Common Stock, par
value $.00001 per share; and (iv) the change in the name of the
Company from "Trey Resources, Inc." to "SilverSun Technologies,
Inc."

After receiving the consent of the Board and the Majority, the
Company filed on June 27, 2011, the Fourth Amended and Restated
Certificate of Incorporation with the Secretary of State of the
State of Delaware to reflect the (i) Authorized Class A Share
Decrease, (ii) Ratio Change, (iii) Cancellation and (iv) the Name
Change.

On June 28, 2011, the Board of the Company adopted by resolution
an amendment to the Bylaws of the Company to allow the Company, in
the event that fractional equity interests are created, to issue
one full share of capital stock of the Company in lieu of a
fractional share of capital stock in the event that fractional
equity interests are created.  Prior to the Amendment, the Bylaws
only allowed the Company to: (i) arrange for the disposition of
fractional interests by those entitled thereto; (ii) pay in cash
the fair value of a fraction of a share as of the time when those
entitled to receive such fractional shares are determined; or
(iii) issue scrip or warrants in registered form (represented by a
certificate or uncertificated) or bearer form (represented by a
certificate) which entitles the holder to receive one full share
of capital stock upon the surrender of such scrip or warrant.

A full-text copy of the Fourth Amended and Restated Certificate of
Incorporation is available for free at http://is.gd/UuQypR

A full-text copy of the Amended Bylaws is available at no charge
at http://is.gd/HhABIn

                       About Trey Resources

Livingston, N.J.-based Trey Resources, Inc. operates as a business
consultant, and value-added reseller and developer of financial
accounting software in the United States.

The Company reported a net loss of $568,505 on $7.48 million of
total revenue for the year ended Dec. 31, 2010, compared with a
net loss of $1.50 million on $7.41 million of total revenue during
the prior year.

Friedman LLP, in East Hanover, NJ, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
Company's financial statements for the year ended Dec. 31, 2010
have been prepared assuming the Company will continue as a going
concern.  The Company has incurred substantial accumulated
deficits and operating losses, and at Dec. 31, 2010, has a working
capital deficiency of approximately $5.1 million.

The Company's balance sheet at March 31, 2011, showed $1.75
million in total assets, $6.46 million in total liabilities, all
current, and a $4.71 million total stockholders' deficit.


TRANSDEL PHARMACEUTICALS: To Sell to Cardium Via 11 USC Sec. 363
----------------------------------------------------------------
Cardium Therapeutics entered into an agreement with Transdel
Pharmaceuticals to acquire substantially all of Transdel's
business assets including a Phase 3 product candidate
Ketotransdel(TM) (TDLP-110), which is a topically-administered
analgesic for the treatment of musculoskeletal pain.  The business
assets would be acquired in connection with a proposed asset
purchase under Section 363 of Chapter 11 of the U.S. Bankruptcy
Code, and would also include royalty-bearing license agreements
for certain cosmeceutical products marketed by third parties that
employ Transdel delivery technology.  The completion of the asset
acquisition is subject to a number of conditions, including
approval of the transaction by the bankruptcy court.

Transdel is a San Diego-based specialty pharmaceutical company
that developed topically-administered products, which are
particularly useful for the treatment of acute musculoskeletal
pain such as occurs with soft tissue injuries, and other potential
pain indications.  Transdel's innovative drug delivery formulation
is designed to facilitate the effective penetration of a variety
of drugs and other products through the skin barrier - allowing
agents to be delivered directly to affected tissues.
Ketotransdel(TM), the company's lead late-stage clinical
candidate, is designed as an analgesic prescription product
containing ketoprofen, which would be topically administered for
the treatment of musculoskeletal pain.

Ketoprofen is a non-steroidal anti-inflammatory drug (NSAID) that
alleviates pain associated with both inflammatory musculoskeletal
disorders such as osteoarthritis and rheumatoid arthritis, as well
as traumatic pain in patients with soft-tissue injuries or back
injuries.  While there are orally administered ketoprofen-based
products registered for marketing and sale in the United States,
there are no topical ketoprofen-based products available in the
U.S. Corresponding clinical studies have been based on an FDA
Section 505(b)(2) registration pathway.

Although ketoprofen has been available as a prescription pill,
orally-administered NSAIDs reach their target site in the
musculoskeletal tissue only after entering the systemic
circulation which can lead to side effects limiting their use.
The withdrawal from the market of various orally-administered pain
medications such as Cox-2 inhibitors (as a result of
gastrointestinal, cardiovascular and other side effects) has
removed major therapeutic treatment options for patients with
moderate to severe pain, and has led to increased interest in
NSAIDs that can be delivered locally to the target tissue, thereby
lowering the systemic concentration.  In a recent study published
in the journal of the American Association of Pharmaceutical
Scientists comparing topical to oral administration of ketoprofen,
it was reported that topical administration could achieve
comparable levels of tissue concentration with a 17-fold lower
plasma concentration. Sekiya, I. et al., "Ketoprofen Absorption by
Muscle and Tendon after Topical or Oral Administration in Patients
Undergoing Anterior Cruciate Ligament Reconstruction," AAPS
PharmSciTech 11:154-158 (2010).

Cardium believes that with FDA registration, Ketotransdel(TM)
would offer a new analgesic option within the topical NSAID
market, which is now estimated to exceed $200 million annually in
the United States.  Currently-available products for use in the
U.S. include such third party products as the Flector(R) Patch
(sold by King Pharmaceuticals under license from IBSA),
Voltaren(R) Gel (sold by Endo Pharmaceuticals under license from
Novartis) and Pennsaid(R) (sold by Covidien under license from
Nuvo Research) - all of which are based on diclofenac (epolamine
or sodium). Ketotransdel(TM) represents a new class of topical
NSAID based on an active ingredient, ketoprofen, that is widely
used in Europe and is available as a prescription drug in other
forms in the U.S.

Cardium would also acquire Transdel's cosmeceutical business
rights, which currently include royalty-based licensing
arrangements with JH Direct LLC and Jan Marini Skin Research
covering the use of Transdel's innovative delivery technology for
cosmeceutical products.

"The proposed purchase of the business assets of Transdel
Pharmaceuticals further broadens our technology and late stage
product platform, and provides additional opportunities for
potential commercialization, partnering or other monetization, now
that our InnerCool Therapies business has been successfully sold
to Philips Healthcare," stated Christopher J. Reinhard, Chairman
and Chief Executive Officer of Cardium.

Under the terms of the asset purchase agreement, which remains
subject to the satisfaction of various conditions including
approval of the transaction by the Federal bankruptcy court,
Cardium would acquire substantially all of Transdel's business
assets for the payment of up to $4.0 million in consideration in
the form of unregistered shares of Cardium common stock priced at
a minimum of $0.50 per share - including $1.0 million of which
that would be a contingent value payment to be held in escrow,
which would only be released upon successful registration of
Ketotransdel(TM) by the U.S. Food & Drug Administration within
five years of the closing.  Payment would be made in the form of
unregistered restricted shares of Cardium common stock priced at
$0.50 per share, or if higher, the closing price of Cardium's
common stock on the closing date of the transaction. If the
closing price of Cardium's common stock is greater than $0.50 on
the closing date of the transaction, then the number of shares to
be provided would be reduced to reflect the higher share price.
If the closing price of Cardium's common stock is greater than
$0.50 on the date of FDA registration of Ketotransdel(TM) for the
contingent payment, then the number of shares to be released from
escrow would be reduced to reflect the higher share price. In the
event that Transdel accepted an alternative offer and terminated
the asset purchase with Cardium, the agreement provides for
Transdel to pay Cardium a $500,000 "break-up fee," plus certain
expenses and costs.  Further information related to the proposed
transaction with Transdel can be found in Cardium's current report
on Form 8-K, including exhibits thereto, to be filed with the
Securities and Exchange Commission.

Acquisition of the Transdel business assets would also add to
Cardium's stockholders' equity as paid-in capital, supporting
Cardium's plans to reestablish its minimum stockholder's equity
requirement in accordance with its plan for continued listing on
the NYSE Amex.  As reported on January 24, 2011, the NYSE Amex
accepted Cardium's plan to reestablish compliance with the
exchange's stockholder's equity requirements by maintaining a
minimum of $6.0 million of stockholders' equity by August 26,
2011. In Cardium's most recent quarterly report on Form 10-Q, the
company reported stockholders' equity of approximately $5.8
million for the quarter ended March 31, 2011.  While stockholders'
equity is offset by ongoing expenses, and contributions to
stockholders' equity are influenced by then-prevailing share
price, closing of the Transdel transaction would be expected to
add approximately $2.0 million in additional stockholders' equity
for shares of Cardium common stock purchased in connection with
the transaction if the then-prevailing share price was close to
our current price, and up to $4.0 million in additional
stockholders' equity if the then-prevailing price of Cardium
common stock returned to $0.50 or greater.

If the proposed transaction is approved by the bankruptcy court
and is completed, the assets would be part of a new wholly-owned
subsidiary of Cardium that would be responsible for coordinating
the clinical development, commercialization, partnering and
financing for Ketotransdel and related drug delivery technologies.
In parallel, Transdel's cosmeceutical activities would be
transferred to Cardium's MedPodium business, which would be
responsible for broadening and expanding Transdel's cosmeceutical
activities and further developing the MedPodium health and
wellness brand platform, a nutraceutical product portfolio and the
planned Nutra-Apps(TM) product line initiative.

                        About Cardium

Cardium is focused on the acquisition and strategic development of
new and innovative bio-medical product opportunities and
businesses that have the potential to address significant unmet
medical needs and definable pathways to commercialization,
partnering and other economic monetizations.  Cardium's investment
portfolio includes the Tissue Repair Company and Cardium
Biologics, medical technology companies primarily focused on the
development of innovative therapeutic products for wound healing,
bone repair, and cardiovascular indications.

                 About Transdel Pharmaceuticals

Transdel Pharmaceuticals Inc., a specialty pharmaceutical company,
filed for Chapter 11 protection (Bankr. S.D. Calif. Case No. 11-
10497) on June 26, 2011.  In its schedules, the Debtor disclosed
$1,771,392 in assets and $1,507,122 in liabilities as of the
Chapter 11 filing.  The Debtor is represented by Michael D.
Breslauer, Esq., at Solomon Ward Seidenwum & Smith.


TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 67.63 cents-on-the-
dollar during the week ended Friday, July 1, 2011, an increase of
2.25 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 17, 2014.
Moody's has withdrawn its rating on the bank loan.  The loan is
one of the biggest gainers and losers among 202 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                       About Tribune Co.

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

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

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


TURNER HERITAGE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Turner Heritage Homes, Inc.
          dba Turner Land Enterprises
              Turner LL
              Summerchase
              Northside Homes
              South County Homes
              Turner Heritage Homes of Destin
              Freeport Builders
              Wakulla Builders
              Mission Overlock
              T & D Enterprises
              Heritage Hills Development Company
              Capital Circle Commerce Center
        502-C Capital Circle S.E.
        Tallahassee, FL 32301

Bankruptcy Case No.: 11-40517

Chapter 11 Petition Date: June 29, 2011

Court: U.S. Bankruptcy Court
       Northern District of Florida (Tallahassee)

Debtor's Counsel: Brian G. Rich, Esq.
                  BERGER SINGERMAN PA
                  125 S. Gadsden Street, Suite 300
                  Tallahassee, FL 32301
                  Tel: (850) 561-3010
                  Fax: (850) 561-3013
                  E-mail: brich@bergersingerman.com

Scheduled Assets: $5,911,715

Scheduled Debts: $22,846,605

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/flnb11-40517.pdf

The petition was signed by Louis S. Weltman, chief executive
officer.


TXU CORP: Bank Debt Trades at 22% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Energy Future
Holdings Corp., formerly known as TXU Corp., is a borrower traded
in the secondary market at 77.88 cents-on-the-dollar during the
week ended Friday, July 1, 2011, an increase of 0.97 percentage
points from the previous week according to data compiled by Loan
Pricing Corp. and reported in The Wall Street Journal.  The
Company pays 450 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 10, 2017, and carries
Moody's B2 rating and Standard & Poor's CCC rating.  The loan is
one of the biggest gainers and losers among 202 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.  The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth.

EFH Corp. was created in October 2007 in a $45 billion leveraged
buyout of Texas power company TXU in a deal led by private-equity
companies Kohlberg Kravis Roberts & Co. and TPG Inc.

The Company's consolidated balance sheets at Dec. 31, 2010, showed
$46.388 billion in total assets, $52.299 billion in total
liabilities, and a stockholders' deficit of $5.911 billion.

                           *     *     *

In April 2011, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating, 'Caa3' Probability of Default Rating and
SGL-4 Speculative Grade Liquidity Ratings of EFH.  Outlook is
stable.  EFH's Caa2 CFR and Caa3 PDR reflect a financially
distressed company with limited financial flexibility; its capital
structure appears to be untenable, calling into question the
sustainability of the business model; and there is no expectation
for any meaningful debt reduction over the next few years, beyond
scheduled amortizations.

At the end of February 2011, Fitch Ratings it does not expect to
take any immediate rating action on EFH's Texas Competitive
Electric Holdings Company LLC or their affiliates based on recent
default allegations from lender Aurelius.  EFH carries a 'CCC'
corporate rating, with negative outlook, from Fitch.


TXU CORP: Bank Debt Trades at 16% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Energy Future
Holdings Corp., formerly known as TXU Corp., is a borrower traded
in the secondary market at 83.52 cents-on-the-dollar during the
week ended Friday, July 1, 2011, an increase of 0.78 percentage
points from the previous week according to data compiled by Loan
Pricing Corp. and reported in The Wall Street Journal.  The
Company pays 350 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 10, 2014.  The loan is
one of the biggest gainers and losers among 202 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

                      About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.  The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth.

EFH Corp. was created in October 2007 in a $45 billion leveraged
buyout of Texas power company TXU in a deal led by private-equity
companies Kohlberg Kravis Roberts & Co. and TPG Inc.

The Company's consolidated balance sheets at Dec. 31, 2010, showed
$46.388 billion in total assets, $52.299 billion in total
liabilities, and a stockholders' deficit of $5.911 billion.

                          *     *     *

In April 2011, Moody's Investors Service affirmed the 'Caa2'
Corporate Family Rating, 'Caa3' Probability of Default Rating and
SGL-4 Speculative Grade Liquidity Ratings of EFH.  Outlook is
stable.  EFH's Caa2 CFR and Caa3 PDR reflect a financially
distressed company with limited financial flexibility; its capital
structure appears to be untenable, calling into question the
sustainability of the business model; and there is no expectation
for any meaningful debt reduction over the next few years, beyond
scheduled amortizations.

At the end of February 2011, Fitch Ratings it does not expect to
take any immediate rating action on EFH's Texas Competitive
Electric Holdings Company LLC or their affiliates based on recent
default allegations from lender Aurelius.  EFH carries a 'CCC'
corporate rating, with negative outlook, from Fitch.


UAL CORP: Bank Debt Trades at 5% Off in Secondary Market
--------------------------------------------------------
Participations in a syndicated loan under which United Air Lines
Inc. is a borrower traded in the secondary market at 95.14 cents-
on-the-dollar during the week ended Friday, July 1, 2011, a drop
of 0.36 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 200 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Feb. 1, 2014, and
carries Moody's Ba3 rating and Standard & Poor's BB- rating.  The
loan is one of the biggest gainers and losers among 202 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

As reported by the Troubled Company Reporter on Sept. 28, 2010,
Standard & Poor's Ratings Services said that it has raised its
ratings, including the CCR, on UAL Corp. and subsidiary United Air
Lines Inc. to 'B' from 'B-', based on S&P's view of the credit
quality of a consolidated United Continental Holdings, Inc., which
will own United and Continental Airlines.  S&P raised or affirmed
its ratings on United's EETC's.  S&P removed all ratings from
CreditWatch, where S&P placed them May 3, 2010.  The outlook on
the CCR is stable.

"S&P's upgrade on UAL and United is based on its evaluation of the
consolidated credit quality of UCHI, which UAL and Continental
Airlines will form upon a merger that they hope to close on Oct.
1, 2010," said Standard & Poor's credit analyst Philip Baggaley.
"The upgrade reflects also the rapid progress that UAL has made in
restoring its financial performance and liquidity since mid-2009.
UCHI will own Continental and United, and plans to merge the two
airlines' operations later (targeted for late 2011-early 2012).
Once the merger is fully implemented and operational changes
completed (likely 2013), the combined entity should benefit from
various revenue and cost synergies that the managements of the two
airlines estimate at $1 billion-$1.2 billion annually.  There will
also be one-time merger integration costs that management
estimates at $1.2 billion spread over three years.  S&P expects
that UHCI--helped by much improved earnings at both Continental
and, especially, United this year-should generate fully adjusted
EBITDA interest coverage of around 2x and funds flow to debt in
the low-teens percent range over the next several years.  S&P
characterizes UAL's (based on UCHI's consolidated credit profile)
business risk profile as weak and its financial profile as highly
leveraged."

                     About United Continental

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for both United Airlines and Continental Airlines.
Together with United Express, Continental Express and Continental
Connection, these airlines operate a total of approximately 5,800
flights a day to 371 airports throughout the Americas, Europe and
Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston,
Los Angeles, New York, San Francisco, Tokyo and Washington, D.C.
United and Continental are members of Star Alliance, which offers
more than 21,200 daily flights to 1,172 airports in 181 countries
worldwide through its 28 member airlines. United's and
Continental's more than 80,000 employees reside in every U.S.
state and in many countries around the world.  For more
information about United Continental Holdings, Inc., go to
UnitedContinentalHoldings.com.  For more information about the
airlines, see http://www.united.com/and
http://www.continental.com/, and follow each company on Twitter
and Facebook.

United Continental carries 'B2' corporate family and probability
of default ratings, with stable outlook, from Moody's, 'B' issuer
credit ratings, with stable outlook, from Standard & Poor's, and
'B-' issuer default rating from Fitch.

UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr.
N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen, Esq., Marc
Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba,
Esq., at Kirkland & Ellis, represented the Debtors in their
restructuring efforts.  Fruman Jacobson, Esq., at Sonnenschein
Nath & Rosenthal LLP represented the Official Committee of
Unsecured Creditors.  Judge Eugene R. Wedoff confirmed a
reorganization plan for United on Jan. 20, 2006.  The Company
emerged from bankruptcy on Feb. 1, 2006.

At March 31, 2011, United Continental had $40.55 billion in total
assets against total current liabilities of $13.87 billion, long-
term debt of $11.12 billion, long-term obligations under capital
leases of $1.00 billion, other liabilities and deferred credits of
$12.65 billion, and a stockholders equity of $1.91 billion.


UNITED ENERGY: Delays Filing of Annual Report on Form 10-K
----------------------------------------------------------
United Energy Corp. notified the U.S. Securities and Exchange
Commission that its Annual Report on Form 10-K for the period
ended March 31, 2011, cannot be filed within the prescribed time
period without unreasonable effort or expense because the Company
does not have audited financial statements for such period at this
time.

                     About United Energy

United Energy Corp. -- http://www.unitedenergycorp.net/--
develops and distributes environmentally friendly specialty
chemical products with applications in several industries and
markets.

Through its wholly owned subsidiary, Green Globe Industries, Inc.,
the Company provides the U.S. military with a variety of solvents,
paint strippers and cleaners under its trade name "Qualchem."  The
Company is headquartered in Secaucus, New Jersey.

The Company's balance sheet at September 30, 2010, showed
$1.02 million in total assets, $1.08 million in total liabilities,
all current, and a stockholders' deficit of $69,308.

As reported in the Troubled Company Reporter on July 20, 2010,
Jewett, Schwartz, Wolfe & Associates, in Hollywood, Fla.,
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 operating and liquidity concerns, and
has incurred net losses of $23.55 million as of March 31, 2010.


US AIRWAYS: S&P Rates Class C Pass-through Certificates at 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B
(sf)' rating to US Airways Inc.'s series 2010-1 Class C pass-
through certificates, with an expected maturity of Oct. 22, 2014.
The issue is a drawdown under a Rule 415 shelf registration.
Standard & Poor's will decide on the rating to assign on
conclusion of a legal review of the documentation.

"The preliminary 'B (sf)' rating is based on US Airways' credit
quality, substantial collateral coverage by good quality aircraft,
and on legal and structural protections available to the pass-
through certificates," said Standard & Poor's credit analyst Betsy
Snyder. The company will use the proceeds of the offering to
acquire additional equipment notes, together with the previously
issued Class A and Class B equipment notes of Dec. 21, 2010, to
refinance five A321-200, two A330-200, and one A320-200 aircraft
that were delivered in 2009. Each aircraft's secured notes are
cross-collateralized and cross-defaulted, a provision that we
believe increases the likelihood that US Airways would affirm the
notes (and thus continue to pay on the certificates) in
bankruptcy.

The pass-through certificates benefit from legal protections
afforded under Section 1110 of the federal bankruptcy code.
"However, because the Class C certificates do not have a dedicated
liquidity facility (as do the Class A and Class B certificates),
we do not analyze them as enhanced equipment trust certificates
(EETCs)," S&P said.

"We believe that US Airways views these planes as important and
would, given the cross-collateralization and cross-default
provisions, likely affirm the aircraft notes in a bankruptcy
scenario. In contrast to most EETCs issued before 2009, the cross-
default would take effect immediately in a bankruptcy if US
Airways rejected any of the aircraft notes. This should prevent US
Airways from selectively affirming some aircraft notes and
rejecting others (cherry-picking), which often harms the interests
of certificateholders in a bankruptcy," S&P related.

"We consider the collateral pool overall to be of good quality.
The largest proportion of appraised value, about 52%, consists of
A321-200's. The A321-200 is the largest version of Airbus' popular
A320 narrowbody family of planes. The A321-200 has not been as
successful as the A320 or smaller A319, but nonetheless is
operated by 68 airlines worldwide, many more than Boeing's
competing B737-900ER (although the latter is a newer model and
thus has had less time to attract orders). Airbus has announced
that it will offer a more fuel-efficient new-engine-option (NEO)
on its narrowbody planes starting in 2016. It is too early to tell
how popular this option will be, and we believe a lot will depend
on how much more expensive the NEO is. If widely adopted, sale of
NEO planes could depress somewhat residual values of existing-
technology Airbus narrowbody planes. However, this effect is most
likely for older planes in the A320 family (e.g. those delivered
in the 1990's), rather than the recently delivered A321-200s and
A320s in the 2011-1 collateral pool," S&P related.

The second-largest proportion of aircraft securing the
certificates is A330-200s, a small, long-range widebody plane.
This model, which incorporates newer technology than Boeing's
competing B767-300ER, has been successful, and is operated by 67
airlines worldwide. It will face more serious competition when
large numbers of Boeing's long-delayed B787 are delivered. Still,
it will take a while for this to occur, even if Boeing is able to
make its first delivery later in 2011. The final, and smallest,
proportion of value, about 8%, is represented by A320-200s. This
model is Airbus' most successful plane, with a very wide user base
around the world. Airbus will offer a new engine option on this
plane in the middle of this decade.

The initial loan-to-value of the Class C certificates is 85%,
using the appraised base values and depreciation assumptions in
the offering memorandum. "However, we focused on more conservative
maintenance-adjusted appraised values (not disclosed in the
offering memorandum). We also use more conservative depreciation
assumptions for all of the planes than those in the prospectus.
We assumed that, absent cyclical fluctuations, values of the A321-
200s and A330-200s would decline by 6.5% of the preceding year's
value per year, and the A320-200s 6%. Using those assumptions, our
initial loan-to-value is 91.4%, higher than the 89.7% loan-to-
value of US Airways' 2011-1 Class C certificates issued June 27,
2011. Our preliminary 'B (sf)' rating on the Class C certificates
is lower than our 'BBB (sf)' rating on the Class A certificates
and 'B+ (sf)' rating on the Class B certificates because of a
higher loan-to-value, the fact that the Class C certificates are
subordinated to the more senior certificates, and because the
Class C certificates do not have a dedicated liquidity facility
(which would, if needed, pay interest on certificates if a
bankrupt US Airways was making insufficient payments to cover
interest). Still, the Class C certificates benefit from the fact
that the aircraft notes that secure all the certificates are
cross-defaulted and cross-collateralized, which, we believe,
increases the likelihood that US Airways would affirm the aircraft
notes in bankruptcy," S&P related.

"Our ratings on US Airways reflect our view of the consolidated
credit quality of parent US Airways Group Inc., which also owns
America West Airlines Inc.," S&P said.

"We base the ratings on US Airways Group's substantial debt and
lease burden, limited (though improving) liquidity, and
participation in the high-risk U.S. airline industry. The ratings
also incorporate the company's better-than-average operating
costs. Tempe, Ariz.-based US Airways Group is the fifth-largest
U.S. airline, carrying about 8% of industry traffic. We
characterize the company's business profile as vulnerable and its
financial profile as highly leveraged," S&P said.

"We expect US Airways' financial profile to remain fairly stable
over the next two years, with EBITDA interest coverage 1.6x-2.0x
and funds from operations (FFO)/debt in the low-teen percent area.
We believe that an upgrade is not likely over the near-term, but
could occur if FFO/debt moves consistently into the high-teens
percent area and unrestricted cash and short-term investments
increase to more than $2.5 billion. With US Airways' improved
operating performance and liquidity, we also believe a downgrade
is unlikely over the near term. However, if a stalled U.S.
economic recovery or serious oil price spike caused sustained
losses, causing liquidity to fall to below $1 billion, we could
lower ratings," S&P related.

Ratings List

US Airways Inc.
US Airways Group Inc.
Corporate credit rating                          B-/Stable/--

New Ratings Assigned
US Airways Inc.
Series 2010-1 Class C pass-through certificates   B (sf) (prelim)


USEC INC: Signs Standstill Agreement with Toshiba, et al.
---------------------------------------------------------
USEC Inc., Toshiba America Nuclear Energy Corporation, a
subsidiary of Toshiba Corporation, and Babcock & Wilcox Investment
Company entered into a standstill agreement dated as of June 30,
2011, pursuant to which each of the parties agreed not to exercise
its right to terminate the Securities Purchase Agreement dated as
of May 25, 2010, by and among USEC, Toshiba and B&W under Section
10.2(a) thereof prior to Aug. 15, 2011.

Pursuant to the Securities Purchase Agreement, Toshiba and B&W
agreed to make a $200 million investment in USEC over three phases
upon the satisfaction at each phase of certain closing conditions.
On Sept. 2, 2010, the first closing of $75 million occurred.  The
second closing of the strategic investment by Toshiba and B&W of
$50 million is conditioned on the Company having entered into a
conditional commitment in an amount of not less than $2 billion
for the American Centrifuge project with the U.S. Department of
Energy.  The Securities Purchase Agreement provides in Section
10.2(a) thereof that if the second closing does not occur by
June 30, 2011, the agreement may be terminated by USEC or each of
B&W or Toshiba.

The Standstill Agreement provides a limited additional period of
time for USEC to finalize and enter into the conditional
commitment with DOE and achieve the second closing.  However, USEC
has no assurance that DOE will issue a conditional commitment
prior to expiration of the standstill period or at all, or on
terms and with a credit subsidy cost that are acceptable to USEC,
or that USEC is otherwise able to achieve the second closing under
the Securities Purchase Agreement prior to the expiration of the
standstill period.

A full-text copy of the Standstill Agreement is available for free
at http://is.gd/BjnTg6

                         About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

The Company's balance sheet at March 31, 2011, showed $4.05
billion in total assets, $2.71 billion in total liabilities and
$1.34 billion in stockholders' equity.

                          *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


VANGENT INC: S&P Raises CCR to 'B+' on Improved Profitability
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Vangent Inc. 'B+' from 'B'. The outlook is stable.

"At the same time, we raised the issue level rating on the
company's first line facility 'BB' from 'BB-' as a result of the
higher corporate credit rating. The recovery rating remains a '1',
indicating very high recovery (90-100%) in the event of a payment
default," S&P said.

"We also raised the issue level rating on the company's senior
subordinated notes to 'B-'. The recovery rating remains a '6',
indicating negligible (0-10%) recovery in the event of a payment
default," S&P related.

"The upgrade reflects our view that the company has completed the
disposition of problematic Latin American contracts, and has also
successfully used its existing contract vehicles and contributions
from the September 2010 Buccanneer acquisition to replace its U.S.
Census project (substantially completed in the third quarter of
2010), resulting in improved margins and associated expanded
covenant headroom," S&P said.

Revenues for the last 12 months ended April 2, 2011, were $743.5
million, up about 16% from the prior year. More than 90% of
Vangent's revenues come from its Government Group, which, among
other projects, operates the Federal Student Aid automated
information system and serves as the lead contractor of the
Centers for Medicare and Medicaid Services. The company's
International Group provides business process outsourcing to
governments and commercial customers, and the Human Capital Group
designs and builds recruiting and talent management solutions. The
company has an entrenched base of customers and a high win rate on
recompetes. "Still, we view its business risk profile as weak--the
market for outsourced government services is highly fragmented
and Vangent faces competitors with greater scope and financial
resources," said Standard & Poor's credit analyst Jennifer Pepper.

"We view the company's financial risk profile as aggressive.
Adjusted EBITDA grew substantially year over year for the 12
months ended April 2, 2011, resulting in operating lease-adjusted
leverage to just below 5.0x, down from 5.9x a year ago and much
lower than 6.7x, where leverage spiked in September 2009. Covenant
headroom is now about 30% compared with about 12% a year ago.
We expect that Vangent can sustain the recent improvement to
EBITDA, given the discontinuation of its Latin American
operations, (which had been a drag on profitability) along with
new, higher margin projects," S&P stated.


VUANCE LTD: Incurs US$173,000 Net Loss in March 31 Quarter
----------------------------------------------------------
Vuance Limited reported a net loss of US$173,000 on US$1.84
million of revenue for the three months ended March 31, 2011,
compared with a net loss of US$858,000 on US$1.29 million of
revenue for the same period a year ago.

The Company's balance sheet at March 31, 2011, showed US$1.66
million in total assets, US$9.56 million in total liabilities and
a US$7.90 million total shareholders' deficit.

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

                         About Vuance Ltd.

Qadima, Israel-based Vuance Ltd. is a leading provider of Wireless
Identification Solutions.  The Company currently offers an Active
RFID technology, a long, active radio frequency identification
equipment that utilizes active radio frequency communications to
track assets, people and objects for potential governmental agency
and commercial customers.

Fahn Kanne & Co., in Tel Aviv, Israel, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred
substantial losses and negative cash flows from operations since
its inception and, as of Dec. 31, 2010, the Company had an
accumulated deficit of $49.3 million and a shareholders' deficit
of $7.9 million.

The Company reported a net loss of $2.0 million on $7.4 million of
revenue for 2010, compared with a net loss of $5.1 million on
$9.3 million of revenue for the same period of 2009.


WACCAMAW BANKSHARES: To Appeal NASDAQ De-Listing Decision
---------------------------------------------------------
Waccamaw Bankshares, Inc. will appeal a decision that would result
in its common stock being de-listed from the NASDAQ Global Market.

In a letter to Waccamaw officials on June 24 the Listing
Qualifications Department of NASDAQ said it was denying the
company's request for continued listing.  NASDAQ notified the
company on April 4 and June 24 that the company did not comply
with NASDAQ's filing requirements for continued listing set forth
in NASDAQ Listing Rule 5250(c)(1) because it had not filed its
Annual Report on Form 10-K for 2010 or its Quarterly Report on
Form 10-Q for the quarter ended March 31 with the Securities and
Exchange Commission.

NASDAQ's decision to deny the company's request for continued
listing is based on the company's continued noncompliance with
Listing Rule 5250(c)(1) and NASDAQ's determination that the
company's plan to achieve compliance did not present definitive
evidence of the company's ability to regain compliance within the
time period permitted by the NASDAQ listing rules.

In the meantime, Waccamaw officials have been working feverously
with the auditing firm of Elliott Davis of Galax, Va. on verifying
financial information in both the 10-K and 10-Q.  The documents
cannot be filed with the SEC until the audit is complete.

"It's been extremely frustrating," said Waccamaw President Geoff
Hopkins.  "The auditing firm wants to be certain that all the data
and information are accurate to avoid any future restating of
financial information and that is our goal as well.  It's just
unfortunate the process is taking so long."

At the center of the filing delay are three complex transactions
Waccamaw completed in 2010 - the sale of $11 million in problem
loans, the purchase of $110 million in home-equity lines of credit
and a $16.3 million preferred stock private placement.

"We are doing everything possible to move along the process,"
Hopkins said. "Everyone is doing their best to be patient."

Trading of the company's common stock could be suspended at the
opening of business on July 6 unless Waccamaw files an appeal
before a NASDAQ Hearings Panel, which it plans to do before the
end of the week.  Officials say they will ask for a stay of the
trading suspension through the open of business on July 18.  The
bank will ask the Hearings Panel to continue the stay until the
conclusion of the hearing.  The company expects the hearing to be
scheduled in mid-August.  However, there can be no assurance that
the Hearings Panel will grant the company's request for an
extended stay.  The Hearings Panel has the authority to grant the
company an extension of time within which to regain compliance
with filing requirements for a period not to exceed 360 days from
the due date of the company's first late report (until March 26,
2012).  There can be no assurance that the Hearings Panel will
grant the company any additional time to regain compliance.

Waccamaw's stock price has steadily dropped since receiving the
delisting notice for failure to timely file financial documents,
trading at or about $1.70 per share in early April to finally
falling in mid-May to below $1.00 a share, where it has remained,
prompting additional action from NASDAQ.

The company received two additional noncompliance notices from
NASDAQ on June 24.  The first notice states that the minimum bid
price for the company's common stock has closed below $1.00 per
share for thirty consecutive business days and that the company is
therefore not in compliance with NASDAQ Listing Rule 5450(a)(1).
The second notice states that the company has not maintained a
minimum market value of publicly held shares of $5,000,000 for
thirty consecutive business days and that the company is therefore
not in compliance with Listing Rule 5450(b)(1)(C).

The minimum bid price notification letter states that the company
has a period of 180 calendar days, or until December 21, in which
to regain compliance.  The company can regain compliance if at any
time during this 180-day period the closing bid price of the
company's common stock is at least $1.00 for a minimum of ten
consecutive business days.

The minimum market value of publicly held shares notification
letter also states that the company has a compliance period of 180
calendar days, or until December 21, in which to regain
compliance. The company can regain compliance if at any time
during this 180-day period the market value of publicly held
shares closes at $5,000,000 or more for a minimum of ten
consecutive business days.

"I firmly believe that once our financial statements have been
filed, we can put this step behind us and focus on banking,"
Hopkins said.  "I think we have a great team with outstanding
employees, but the reality is we live in a very different
regulatory environment."

                   About Waccamaw Bankshares

Waccamaw Bankshares, Inc., is the holding company for Waccamaw
Bank, a North Carolina-chartered community bank.


WESTLAKE EVERGREEN-DE: Case Summary & 20 Largest Unsec Creditors
----------------------------------------------------------------
Debtor: Westlake Evergreen-DE, LLC
        3659 East Thousand Oaks Blvd.
        Thousand Oaks, CA 91362

Bankruptcy Case No.: 11-17874

Chapter 11 Petition Date: June 28, 2011

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Maureen Tighe

Debtor's Counsel: M Jonathan Hayes, Esq.
                  LAW OFFICE OF M JONATHAN HAYES
                  9700 Reseda Bl Ste 201
                  Northridge, CA 91324
                  Tel: (818) 882-5600
                  Fax: (818) 882-5610
                  E-mail: jhayes@hayesbklaw.com

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

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

The petition was signed by Jason Schwetz, managing member.

Debtor's List of 20 Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
LNR Partners             Comm. Property         $17,623,808
1601 Washington Ave.,
#700 Miami Beach,
FL 33139-3164

Melting Pot              Security Deposit       $25,000
6205 Cavalleri Road
Malibu, CA 90265

Remedy Skin and Body     Security Deposit       $15,000
4874 Via Andrea
Newbury Park, CA 91320

Hyun Kook Kim            Security Deposit       $13,000

Dawn Barnes Karate       Security Deposit       $12,500

Flyberny Holdings        Security Deposit       $12,500

Canyon Salon             Security Deposit       $10,000

Luigi                    Security Deposit       $9,500

Studio TYLA              Security Deposit       $7,500

Nadar Afshani DDS        Security Deposit       $7,000

Frenzy                   Security Deposit       $6,000

M & M Beautyland         Security Deposit       $5,500

Quinn Simon Holistic     Security Deposit       $5,500

Merle Norman             Security Deposit       $5,000

Royal Oske Property                             $4,604

Chinese Massage          Security Deposit       $4,500

Monte Halpern            Security Deposit       $4,500

Phillipson               Security Deposit       $3,500

GI Services                                     $3,266

Le's Nails               Security Deposit       $2,500

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Evergreen Plaza Investment-DE, LLC     11-17858   06/28/11
15352 Vanowen Street                   11-17870   06/28/11
Apartments-DE, LLC
Normandie Court III, DE, LLC           11-17872   06/28/11


WASHINGTON MUTUAL: Former Execs Seek Dismissal of FDIC Suit
-----------------------------------------------------------
David Benoit, writing for Dow Jones Newswires, reports that two
former Washington Mutual Inc. executives filed Friday to seek
dismissal of a Federal Deposit Insurance Corp. lawsuit from
earlier this year.

The FDIC accused WaMu CEO Kerry Killinger, former President and
Chief Operating Officer Stephen Rotella and former home-loans
President David Schneider of reckless lending gambles that sparked
the thrift's collapse.  The executives, along with the wives of
Mssrs. Killinger and Rotella, were also accused of illegally
seeking to shield cash and houses from legal claims.

According to Dow Jones, Messrs. Rotellas and Schneider asked the
judge to throw out the case in harshly worded filings that accused
the FDIC of trying to deflect criticism.

"This lawsuit amounts to a pure public relations stunt designed to
deflect criticism away from the FDIC, which has been-and continues
to be-under fire for its regulatory failures with respect to WaMu
and refuses to take any responsibility for its central role in the
financial crisis," the former executives said in their filing,
according to Dow Jones.

Dow Jones also reports the executives allege the FDIC's claims
attempt to apply what is known today in hindsight, while at the
same time ignoring its own actions.

Dow Jones relates Esther Rotella, in a separate filing, argued the
FDIC has no jurisdiction over her and lacks "any substantive
basis" for the claims against her.

Dow Jones notes the FDIC last month had said in a legal filing in
federal court that it was in mediation to settle that dispute as
well.  Dow Jones says an FDIC spokesman declined to comment.

                    About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment.  When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.  Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee.  The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the U.S. Bankruptcy Court for the District of
Delaware entered a 107-page opinion determining that the global
settlement agreement, among certain parties including WMI, the
Federal Deposit Insurance Corporation and JPMorgan Chase Bank,
N.A., upon which the Plan is premised, and the transactions
contemplated therein, are fair, reasonable, and in the best
interests of WMI.  Additionally, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

Washington Mutual has filed with the Bankruptcy Court a Modified
Sixth Amended Joint Plan and a related Supplemental Disclosure
Statement.  The Company believes that the Modified Plan has
addressed the Bankruptcy Court's concerns and looks forward to
returning to the Bankruptcy Court to seek confirmation of the
Modified Plan.


WASHINGTON MUTUAL: Shareholder Class Suit Settled for $208.5MM
--------------------------------------------------------------
David Benoit, writing for Dow Jones Newswires, reports that
Washington Mutual Inc. and other co-defendants agreed to settle a
consolidated shareholder class-action lawsuit for $208.5 million:

        $105.0 million to be paid by WaMu and the individual
                       defendants named, an amount covered by
                       insurance;
         $85.0 million to be paid by 14 underwriting banks; and
         $18.5 million to be paid by Deloitte & Touche

Dow Jones recounts shareholders originally filed several lawsuits
in various courts essentially alleging that WaMu failed to stop
them from investing when the now-failed thrift knew, or should
have known, how much trouble it was in.  Some of the lawsuits were
filed long before the thrift's collapse, though the plaintiffs
regularly updated the consolidated case to include the latest
reports on Washington Mutual.  The consolidated lawsuit was filed
in federal court in Seattle.  It also names as defendants WaMu
executives and directors, the various investment banks that acted
as middle men in selling the shares to the investors, and WaMu's
auditor Deloitte & Touche LLP.

Dow Jones says representatives of WaMu, former CEO Kerry Killinger
and Deloitte weren't available for comment Friday.

Dow Jones also reports that the Ontario Teachers' Pension Plan
Board, the lead plaintiff in the Seattle suit, on Thursday
requested the judge in the case approve the settlement, which it
called "an excellent result."

Michael J. Etkin, Esq. -- metkin@lowenstein.com -- at Lowenstein
Sandler PC, represents the shareholders.

                    About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- is a holding company for Washington Mutual
Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owns
100% of the equity in WMI Investment.  When WaMu filed for
protection from its creditors, it disclosed assets of
$32,896,605,516 and debts of $8,167,022,695.  WMI Investment
estimated assets of $500 million to $1 billion with zero debts.

WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal &
Manges LLP in New York City; Mark D. Collins, Esq., at Richards,
Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari,
Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver &
Hedges, LLP.  The Debtor tapped Valuation Research Corporation as
valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.  Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the
Equity Committee.  The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R.
Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis,
Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent
JPMorgan Chase, which acquired the WaMu bank unit's assets prior
to the Petition Date.

On Jan. 7, 2011, the U.S. Bankruptcy Court for the District of
Delaware entered a 107-page opinion determining that the global
settlement agreement, among certain parties including WMI, the
Federal Deposit Insurance Corporation and JPMorgan Chase Bank,
N.A., upon which the Plan is premised, and the transactions
contemplated therein, are fair, reasonable, and in the best
interests of WMI.  Additionally, the Opinion and related order
denied confirmation, but suggested certain modifications to the
Company's Sixth Amended Joint Plan of Affiliated Debtors that, if
made, would facilitate confirmation.

Washington Mutual has filed with the Bankruptcy Court a Modified
Sixth Amended Joint Plan and a related Supplemental Disclosure
Statement.  The Company believes that the Modified Plan has
addressed the Bankruptcy Court's concerns and looks forward to
returning to the Bankruptcy Court to seek confirmation of the
Modified Plan.


WESTMORELAND COAL: Files Form S-1; To Issue 250,000 Common Shares
-----------------------------------------------------------------
Westmoreland Coal Company filed with the U.S. Securities and
Exchange Commission a Form S-1 registration statement relating to
the resale, from time to time, by selling securityholders of
250,000 shares of Westmoreland Coal Company common stock.  Shares
of common stock offered by selling securityholders consist of up
to 250,000 shares proposed to be contributed by the Company to the
Westmoreland Coal Company Retirement Plan Trust from time to time
in satisfaction of certain funding obligations the Company has to
the trust.  The selling securityholders received the securities in
transactions exempt from the registration requirements of the
Securities Act of 1933, as amended.

The prices at which the selling securityholders may sell the
securities will be determined by prevailing market prices or
through privately negotiated transactions and the selling
securityholders will be responsible for any discounts or
commissions due to brokers or dealers.  The Company will not
receive proceeds from the sale of the securities.  The Company has
agreed to bear the expenses of registering the securities covered
by this prospectus and any prospectus supplements.

The securities are being registered to permit the selling
securityholders to sell the securities from time to time in the
public market.  The selling securityholders may sell the
securities through ordinary brokerage transactions or through any
other means described in the section titled "Plan of
Distribution."  The Company does not know when or in what amount
the selling securityholders may offer the securities for sale.
The selling securityholders may sell any, all or none of the
securities offered by this prospectus.

The Company's common stock is listed on NASDAQ Global Market under
the symbol "WLB."  On June 29, 2011, the last reported sale price
of the Company's common stock on the NASDAQ Global Market was
$17.83 per share.

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

                        http://is.gd/AYcuTK

                      About Westmoreland Coal

Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States.  The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas.  Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.

The Company reported a net loss of $3.2 million on $506.1 million
of revenues for 2010, compared with a net loss of $29.2 million on
$443.4 million of revenues for 2009.  Operating income was
$20.5 million in 2010 compared to a loss of $31.8 million in 2009.

The Company's balance sheet at March 31, 2011, showed $787.98
million in total assets, $294.36 million in total debt and a
$173.92 million total deficit.

                          *     *     *

As reported in the TCR on March 4, 2011, Standard & Poor's Ratings
Services said that it assigned a 'CCC+' corporate credit rating to
Colorado Springs, Colorado-based Westmoreland Coal Co.  The rating
outlook is stable.


WESTWOOD BOULEVARD: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Westwood Boulevard Properties, LLC
        10901 Santa Monica Blvd.
        Los Angeles, CA 90025

Bankruptcy Case No.: 11-37707

Chapter 11 Petition Date: June 27, 2011

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

Judge: Peter Carroll

Debtor's Counsel: Ovsanna Takvoryan, Esq.
                  TAKVORYAN LAW GROUP, A PROFESSIONAL CORP
                  450 N Brand Bl, Suite 600
                  Glendale, CA 91203
                  Tel: (818) 291-6272
                  Fax: (818) 484-2126
                  E-mail: ovsanna@takvoryanlawgroup.com

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

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

A list of the Company's eight largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-37707.pdf

The petition was signed by Abraham Aghachi, managing member.


WOODMILL PRODUCTS: Sent to Receivership Last Month
--------------------------------------------------
Rick Romell at the Journal Sentinel reported in June that Woodmill
Products Inc. has filed for receivership.  Michael Polsky is the
court-appointed receiver.  The company disclosed debts of $4.7
million, according to the report.  Assets carry a book value of
$4.8 million, but in fact are worth "significantly less" on the
market, the receivership petition said, the report relates.
Woodmill Products has turned out architectural woodwork for
casinos, hotels, restaurants and colleges.


WP EVENFLO: Moody's Lowers CFR to 'Caa2'; Outlook Negative
----------------------------------------------------------
Moody's Investors Service lowered WP Evenflo Holdings, Inc.'s
corporate family rating to Caa2 from B3 and the probability of
default rating to Caa2 from Caa1. The rating on the bank debt was
lowered to Caa1 from B2. The ratings outlook was revised to
negative from stable.

Ratings downgraded:

   -- Corporate family rating to Caa2 from B3;

   -- Probability of default rating to Caa2 from Caa1;

   -- $40 million senior secured revolving credit facility due
2013 to Caa1 (LGD3, 43%) from B2 (LGD2, 25%);

   -- $117 million first lien term loan due 2013 to Caa1 (LGD3,
43%) from B2 (LGD2, 25%).

RATINGS RATIONALE

The downgrade reflects Moody's concern that higher resin costs
will continue to pressure Evenflo's operating performance. In
addition, topline trends have been weaker than expected (relative
to Moody's expectations) due to increased competitive activity and
a delayed customer intake of a new product category. As such,
Moody's is concerned over the company's ability to maintain
compliance with the financial covenants governing the credit
agreement. The ratings downgrade also captures Moody's view that
the company's liquidity profile is weak not only because of
potential covenant issues, but also because of limited excess
capacity under the revolving credit facility. The notching of the
corporate family rating at the level of the probability of default
rating reflects Moody's expectation of average recovery rates for
the debt capitalization in a default scenario.

The rating derives limited support from modest near-term debt
maturities and the potential for improved topline growth based on
new product introductions (specifically "Ensembles", which
encompasses products such as playards and high chairs).

Evenflo's Caa2 corporate family rating reflects its high leverage
with debt to EBITDA in excess of 7.0 times (incorporates Moody's
standard analytical adjustments and 75% debt treatment for the
preferred stock), weak interest coverage with EBITDA less capex to
interest slightly in excess of 1.0 times, modest operating
margins, and a weak liquidity profile. The rating also considers
substantial customer concentration, the mature nature of the
juvenile/infant product category, ongoing product recall risk, and
general product liability risk. Notwithstanding these concerns,
the rating derives limited support from Evenflo's established
position as a seller of infant and juvenile products, a
comprehensive product portfolio that addresses a variety of
infant/juvenile needs, strong brand recognition, and long-standing
relationships with key retail customers.

The negative outlook reflects Moody's concern over Evenflo's
ability to maintain compliance with the financial covenants
governing the credit facility in the context of near-term step-
ups, ongoing competitive activity, and increased cost pressures.

The ratings could be downgraded if Evenflo is unable to timely
address any potential covenant issues or if it needs liquidity and
additional sources are not available.

Barring an exogenous event such an equity infusion, an upgrade
over the near-term is unlikely. However, the ratings outlook could
be stabilized if Evenflo improves its operating performance and
augments its liquidity profile through materially expanded
covenant cushion.

The principal methodology used in rating WP Evenflow as the Global
Business & Consumer Service Industry Rating Methodology, published
October 2010. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA, published June 2009.

Headquartered in Miamisburg, Ohio, WP Evenflo is a leading
provider of infant and juvenile products including car seats
(convertible, booster, and infant), on-the-go products (strollers,
travel systems, and portable playards), feeding products (breast
pumps, feeding systems, bottles, high chairs, and pacifiers), and
playtime products (carriers, stationary activity centers, and
safety gates).


* NBC Bookseller's Filing Raises S&P's 2011 Default Tally to 18
---------------------------------------------------------------
U.S.-based bookseller NBC Acquisition Corp. filed a voluntary
petition under Chapter 11 of the U.S. Bankruptcy Code last week to
implement its restructuring plan.  This raises the 2011 global
corporate default tally to 18, said an article published Friday by
Standard & Poor's Global Fixed Income Research, titled "Global
Corporate Default Update (June 24 - 29, 2011) (Premium)."

Of the total, 11 issuers were based in the U.S., two each were
based in Canada and New Zealand, and one each was based in the
Czech Republic, France, and Russia.  By comparison, 45 global
corporate issuers had defaulted by this time in 2010.  Of these
defaulters, 32 were U.S.-based issuers, two were European issuers,
four were from the emerging markets, and seven were in the
other developed region (Australia, Canada, Japan, and New
Zealand).

Seven of this year's defaults were due to missed interest or
principal payments and six were due to distressed exchanges--both
among the top reasons for default in 2010.  Of the remaining five,
three issuers defaulted after they filed for bankruptcy, another
had its banking license revoked by its country's central bank, and
the fourth was forced into liquidation as a result of regulatory
action.  Of the defaults in 2010, 28 defaults resulted from missed
interest or principal payments, 25 resulted from Chapter 11 and
foreign bankruptcy filings, 23 from distressed exchanges, three
from receiverships, one from regulatory directives, and one from
administration.

Standard & Poor's baseline projection for the U.S. corporate
trailing 12-month speculative-grade default rate for March 2012 is
1.6%.  A total of 24 issuers would need to default from April 2011
to March 2012 to reach the forecast.  The projection of 1.6% is
another 0.86-percentage-point (or another 35%) decline from the
2.46% default rate in March 2011.  "This rate of decline would be
sharp, but slower than the decline over the past 16 months.
Improved lending conditions and a lower cost of capital are
keeping our default expectations relatively upbeat in the next 12
months.  We are seeing stronger credit quality, as reflected in
fewer downgrades and lower negative bias," S&P said.

"In addition to our baseline projection, we forecast the default
rate in our optimistic and pessimistic scenarios.  In our
optimistic default rate forecast scenario, the economy and the
financial markets improve more than expected.  As a result, we
would expect the default rate to be 1.2% (18 defaults in the next
12 months)."

"On the other hand, if the economic recovery stalls and the
financial markets deteriorate -- which is our pessimistic scenario
-- we expect the default rate to be 3.3% (50 defaults) by March
2012. We base our forecasts on quantitative and qualitative
factors that we consider, including, but not limited to, Standard
& Poor's proprietary default model for the U.S. corporate
speculative-grade bond market.  We update our outlook for the U.S.
issuer-based corporate speculative-grade default rate each quarter
after analyzing the latest economic data and expectations."


* Dow Jones Indicator Suggests Slow Growth Ahead for U.S. Economy
-----------------------------------------------------------------
Following two months of steady pace, the Dow Jones Economic
Sentiment Indicator dropped to 44, down from 46.6 in May and
April. U.S. news coverage in June was mostly negative, with the
focus on U.S. government debt concerns and the new regulation of
the financial industry.

"Although debt and regulation concerns were looming, the
underlying news about the state of the U.S. economy remained
supportive during the month, suggesting the recovery continues at
the same subdued but steady pace," says Dow Jones Newswires "Money
Talks" columnist Alen Mattich.

The ESI is determined by in-depth sentiment analysis of national
news coverage across 15 daily newspapers.  It is reported on a
scale of 0 to 100; higher numbers represent increasingly positive
sentiment.

The index has been weak throughout the first half of 2010, and in
June, the ESI's reading was largely influenced by global debt
discussions.  In Europe, worries about the affect Greek debt
default could have on the global financial system garnered
negative attention, while growing support of a bailout plan and
Athen's passage of an austerity plan were viewed as positive.

Outside of fiscal concerns, positive media coverage in June
mentioned falling oil prices.

The Dow Jones Economic Sentiment Indicator aims to predict the
health of the U.S. economy by analyzing the coverage of 15 major
daily newspapers in the U.S. Using a proprietary algorithm and
derived data technology, the ESI examines newspaper articles for
positive and negative sentiment about the economy.  The indicator
is calculated through Dow Jones Insight, a media tracking and
analysis tool.  The technology used for the ESI also powers Dow
Jones Lexicon, a proprietary dictionary that allows traders and
analysts to determine sentiment, frequency and other relevant
complex patterns within news to develop predictive trading
strategies.

The ESI's back-testing to 1990 shows that indicator clearly
highlighted the risk that the U.S. economy was sliding into
recession in 2001 and 2008 and suggests the indicator can help
predict economic turning points as much as seven months in advance
of other indicators. For more information, visit
http://dowjones.com/esi/

                     About Dow Jones Insight

Dow Jones Insight -- http://www.dowjones.com/product-djinsight.asp
-- uses innovative text mining and analytic technologies to help
organizations keep informed about relevant issues, news,
conversations and trends emerging in mainstream, Web and social
media.  Dow Jones Insight's global content collection includes
more than 25,000 news and information sources as well as blogs,
message boards, and posts from YouTube and Twitter.

                        About Dow Jones

Dow Jones & Company is a global provider of news and business
information and a developer of technology to deliver content to
consumers and organizations across multiple platforms.  Dow Jones
produces newspapers, newswires, Web sites, apps, newsletters,
magazines, proprietary databases, conferences, radio and video.
Its premier brands include The Wall Street Journal, Dow Jones
Newswires, Factiva, Barron's, MarketWatch, SmartMoney and All
Things D.  Its information services combine technology with news
and data to support business decision making. The company
pioneered the first successful paid online news site and its
industry leading innovation enables it to serve customers wherever
they may be, via the Web, mobile devices and tablets.  The Dow
Jones Local Media Group publishes community newspapers, Web sites
and other products in six U.S. states.


* Mass. Attorney General Joins City's Blight Fight
--------------------------------------------------
Scott Stafford at The Berkshire Eagle reports that building owners
will have a harder time ignoring pleas from the city to bring
their properties up to code when the Massachusetts attorney
general's office starts leaning on them.

If the building still isn't brought up to code, the city and the
attorney general's office will take action, make the repairs
through the use of a receivership, and take the cost of the
repairs out of the value of the property, according to The
Berkshire Eagle.

The report notes that Deanna Ruffer, Pittsfield community
development director, said that in some cases of abandoned
buildings that have resulted from foreclosures or absentee land
owners, notices regarding code violations go unanswered, and the
building continues to deteriorate.

Abandoned properties have been known to deteriorate so much that
they become an anchor, weighing down surrounding property values
and frequently posing health hazards to the general public,
Berkshire Eagle Staff says.

"Bringing the commonwealth to the table brought a whole new layer
of clout and credibility to our property enforcement efforts," the
report quoted Ms. Ruffer as saying. "By partnering with the
attorney general we kicked it up a notch," she added.

The Berkshire Eagle notes that if city efforts fail to get the
attention of a landowner, which in some cases might be a national
mortgage company that pays scant attention to code issues at
individual properties, Ms. Ruffer noted, the attorney general's
office will try to get the owner to respond.  If that effort also
fails, she said. "The attorney general goes to land court for a
receivership."

If the judge agrees, a receivership is assigned to a party that
will take responsibility for the rehabilitating the property, the
report says.  The cost of the upgrades is attached to the property
as a priority lien, and recovered once the property is sold.

The Berkshire Eagle discloses that the city has a list of between
15 and 20 properties in acute need of code upgrades, she noted.
About five of those made the list the attorney general's office is
interested in pursuing.


* Centerview's Restructuring Practice Taps S. Greene and M. Puntus
------------------------------------------------------------------
Centerview Partners disclosed Marc Puntus and Sam Greene are
joining the firm as partners and will establish a new
restructuring advisory practice in mid-July.

Mr. Puntus and Mr. Greene join Centerview from Miller Buckfire &
Co., where they both served as Managing Directors.  They have
worked in the restructuring sector for over 15 years, including
over 10 years during which they worked together.  Mr. Greene and
Mr. Puntus have among the broadest bases of experience in the
restructuring industry and have worked closely with companies,
creditors, and other constituents across a wide range of
industries.  Their transaction experience includes Calpine
Corporation, CMS Energy, Foxwoods, Gate Gourmet, MagnaChip,
Mirant, OSI Restaurants Partners, Pegasus Communications, Station
Casinos, Sunbeam, TECO Energy and Vonage Corporation.
Collectively, Mr. Greene and Mr. Puntus have restructured more
than $50 billion worth of obligations.

"I am pleased on both a professional and personal level that Sam
and Marc have joined our team.  Having worked with them previously
at Wasserstein Perella, I have known them for over 15 years and
can speak first hand to the level of talent and expertise they
bring to Centerview," said Robert Pruzan, co-founder and partner.
"Developing a restructuring practice with bankers of their caliber
denotes another important landmark in the development of our
firm."

"Centerview's track record and growth potential distinguishes the
firm among its competitors," said Mr. Greene, "I am excited to
join such an accomplished group of professionals."

Mr. Puntus added, "Centerview has a culture of partnership and
excellence that I find extremely appealing.  I look forward to
building a leading restructuring advisory business with some of
the most talented bankers in the industry."

"Establishing a restructuring practice will further Centerview's
position as the advisor of choice in the management of its
clients' strategic, financial and operational needs," said Blair
Effron, co-founder and partner.

                   About Centerview Partners

Centerview Partners, based in New York and with offices in London,
Los Angeles and San Francisco, operates an investment banking
advisory business specializing in independent advice and other
client services. Capitalizing on the experience of its principals,
Centerview provides senior-level counsel to both domestic and
international clients.  Members of the firm have experience in a
range of industries including the consumer products, financial
services, food and beverage, entertainment and media, general
industrial, healthcare, retail, technology and telecommunications
sectors.

                       About Samuel Greene

Mr. Greene has significant experience advising companies,
creditors and other constituents in restructuring, mergers and
acquisitions, and financing transactions across multiple
industries.


* American Lawyer Finds Pro Bono Hours Plunged 8%
-------------------------------------------------
Just as large U.S. law firms were returning to solid profitability
last year, pro bono activity was dropping sharply, with average
lawyer hours among the top 200 firms down 8 percent to 56.5 hours,
reversing a decade of steady growth, according the annual pro bono
survey in the July issue of ALM's The American Lawyer.

The decline was even sharper among the top 100 firms, whose
average pro bono hours per lawyer plummeted 10.8 percent.  The
next hundred-largest actually increased average hours 2.1 percent.
Average profits per partner climbed the 8.4 percent last year at
the top hundred firms and 3.4 percent at the next hundred.

"It's not a justification, but the fact is that associates do the
heavy pro bono lifting at big firms, and those who survived the
recession layoffs found themselves loaded up with paid work in
last year's turnaround," said Robin Sparkman, Editor in Chief of
The American Lawyer.

Among firms maintaining a high level of pro bono commitment was
Hughes Hubbard & Reed, which tops The American Lawyer's 2011 A-
List, also published in the July issue.  Besides pro bono, the
formula that determines the A-List takes into account revenue per
lawyer, associate satisfaction and diversity performance. Ranked
second this year is Munger, Tolles & Olson, with Paul, Hastings,
Janofsky & Walker in third place.


* BOND PRICING -- For Week From June 27 to July 1, 2011
-------------------------------------------------------

  Company           Coupon   Maturity  Bid Price
  -------           ------   --------  ---------
AMBAC INC             9.50  2/15/2021     12.25
AMBAC INC             7.50   5/1/2023     14.00
AMBAC INC             5.95  12/5/2035     12.00
AMBAC INC             6.15   2/7/2087      1.48
AHERN RENTALS         9.25  8/15/2013     45.25
BANK NEW ENGLAND      8.75   4/1/1999     13.50
BANK NEW ENGLAND      9.88  9/15/1999     14.00
BANKUNITED FINL       6.37  5/17/2012      7.00
BANKUNITED FINL       3.13   3/1/2034      7.10
CAPMARK FINL GRP      5.88  5/10/2012     59.00
CS FINANCING CO      10.00  3/15/2012      3.00
DG-CALL07/11         10.63  7/15/2015    105.62
DIRECTBUY HLDG       12.00   2/1/2017     38.38
DIRECTBUY HLDG       12.00   2/1/2017     39.00
BLOCKBUSTER INC      11.75  10/1/2014      5.13
DUNE ENERGY INC      10.50   6/1/2012     68.00
EDDIE BAUER HLDG      5.25   4/1/2014      5.63
ENERGY CONVERS        3.00  6/15/2013     51.00
EVERGREEN SOLAR       4.00  7/15/2013      9.00
FRANKLIN BANK         4.00   5/1/2027      7.00
FAIRPOINT COMMUN     13.13   4/2/2018      1.25
GREAT ATLANTIC        9.13 12/15/2011     25.00
GREAT ATLA & PAC      6.75 12/15/2012     32.23
HARRY & DAVID OP      9.00   3/1/2013     18.50
ELEC DATA SYSTEM      3.88  7/15/2023     95.00
HUGHES NTWK/HNS       9.50  4/15/2014    102.50
HUGH-CALL07/11        9.50  4/15/2014    102.78
KEYSTONE AUTO OP      9.75  11/1/2013     40.00
LEHMAN BROS HLDG      6.63  1/18/2012     26.50
LEHMAN BROS HLDG      5.25   2/6/2012     26.38
LEHMAN BROS HLDG      6.00  7/19/2012     26.25
LEHMAN BROS HLDG      3.00 11/17/2012     24.25
LEHMAN BROS HLDG      5.00  1/22/2013     24.50
LEHMAN BROS HLDG      5.10  1/28/2013     24.50
LEHMAN BROS HLDG      5.00  2/11/2013     24.50
LEHMAN BROS HLDG      4.80  2/27/2013     24.00
LEHMAN BROS HLDG      4.70   3/6/2013     23.55
LEHMAN BROS HLDG      5.00  3/27/2013     24.25
LEHMAN BROS HLDG      5.75  5/17/2013     26.06
LEHMAN BROS HLDG      2.00   8/1/2013     24.38
LEHMAN BROS HLDG      5.25  1/30/2014     20.00
LEHMAN BROS HLDG      4.80  3/13/2014     26.00
LEHMAN BROS HLDG      5.00   8/3/2014     24.25
LEHMAN BROS HLDG      5.15   2/4/2015     22.50
LEHMAN BROS HLDG      5.25  2/11/2015     25.00
LEHMAN BROS HLDG      8.80   3/1/2015     25.25
LEHMAN BROS HLDG      7.00  6/26/2015     23.55
LEHMAN BROS HLDG      8.50   8/1/2015     23.75
LEHMAN BROS HLDG      5.00   8/5/2015     24.80
LEHMAN BROS HLDG      7.00 12/18/2015     24.75
LEHMAN BROS HLDG      5.50   4/4/2016     25.00
LEHMAN BROS HLDG      8.05  1/15/2019     23.50
LEHMAN BROS HLDG     11.00  6/22/2022     24.50
LEHMAN BROS HLDG     11.00  7/18/2022     24.50
LEHMAN BROS HLDG      9.50  1/30/2023     24.63
LEHMAN BROS HLDG      8.40  2/22/2023     22.24
LEHMAN BROS HLDG      9.50  2/27/2023     23.00
LEHMAN BROS HLDG     10.00  3/13/2023     23.85
LEHMAN BROS HLDG     18.00  7/14/2023     24.63
LEHMAN BROS HLDG     10.38  5/24/2024     24.50
LOCAL INSIGHT        11.00  12/1/2017      2.25
MAJESTIC STAR         9.75  1/15/2011     14.75
NEBRASKA BOOK CO      8.63  3/15/2012     77.85
NBC ACQ CORP         11.00  3/15/2013      8.64
NEWPAGE CORP         10.00   5/1/2012     31.88
NORTH HILLS           7.20 11/15/2016     21.00
RESTAURANT CO        10.00  10/1/2013     14.84
PROPEX FABRICS       10.00  12/1/2012      1.00
RIVER ROCK ENT        9.75  11/1/2011     88.50
RASER TECH INC        8.00   4/1/2013     29.76
SPHERIS INC          11.00 12/15/2012      1.88
THORNBURG MTG         8.00  5/15/2013     11.25
TRANS-LUX CORP        8.25   3/1/2012     14.00
TOUSA INC             9.00   7/1/2010     15.00
TOYOTA-CALL07/11      6.00  7/20/2027    100.15
TIMES MIRROR CO       7.25   3/1/2013     50.00
MOHEGAN TRIBAL        8.00   4/1/2012     84.00
TRICO MARINE SER      8.13   2/1/2013      8.50
TRICO MARINE          3.00  1/15/2027      1.25
TEXAS COMP/TCEH       7.00  3/15/2013     29.00
VIRGIN RIVER CAS      9.00  1/15/2012     48.50
WCI COMMUNITIES       7.88  10/1/2013      0.40
WCI COMMUNITIES       4.00   8/5/2023      1.57
WII COMPONENTS       10.00  2/15/2012     85.00
WINDERMERE BAPT       7.70  5/15/2012     21.00
WILLIAM LYONS         7.63 12/15/2012     55.00
WILLIAM LYON INC     10.75   4/1/2013     49.60
WASH MUT BANK FA      5.13  1/15/2015      0.55



                           *********

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.


                  *** End of Transmission ***