TCR_Public/110719.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, July 19, 2011, Vol. 15, No. 198

                            Headlines

12 BYFIELD: Exit Financing to Fund Completion, Sale of Project
AGRISOLAR SOLUTIONS: HKCMCPA Company Raises Going Concern Doubt
ALLEN FAMILY: 30 Employees to Lose Jobs at Maryland Plant
ALLEN FAMILY: Rejects Agreement With VP of Sale H. Schwartz
ALLEN FAMILY: Files Schedules of Assets and Liabilities

ALLIED IRISH: Exceeds EBA Stress Test Threshold
AMERICAN POST: Board Consents to Plan of Re-Organization
APPLIED DNA: Sells 105.26 Million Common Shares for $5 Million
ARCTIC GLACIER: In Discussions With Lenders to Amend Credit Pact
AURA SYSTEMS: Incurs $2.02 Million Net Loss in May 31 Quarter

AVALON OIL: Bernstein & Pinchuk Raises Going Concern Doubt
AVION POINT: Orlando Apopka Condo Developer in Chapter 11
BESO LLC: Investors Want Court to Appoint Chapter 11 Trustee
BLACK GAMING: Regulators Recommend Licensing of Mesquite Gaming
BLOCKBUSTER INC: Posts $268 Million Net Loss in Yr. Ended Jan. 2

BORDERS GROUP: No Bids to Keep Afloat, To Liquidate Assets
BORDERS GROUP: DJM Realty to Dispose All Real Estate in U.S.
BORDERS GROUP: Creditors Committee Opposes Sale of Mortgage Loans
BORDERS GROUP: Committee Opposes Harrisburg Termination Deal
BORDERS GROUP: Opposes 49 Waukegan Admin. Claims Application

BRUNSWICK CORP: Moody's Assigns 'B1' Corporate Family Rating
CANO PETROLEUM: Names Former NGP Head J. Homier as New CFO
CAPISTRANO TERRACE: Failed to Sell Mobile-Home Park Due to Lawsuit
CARBON ENERGY: Files List of Six Largest Unsecured Creditors
CARBON ENERGY: Sec. 341 Creditors' Meeting Slated for Aug. 1

CARBON ENERGY: Hearing on Joint Administration Set for Aug. 5
CARGO TRANSPORTATION: Terms of Proposed Reorganization Plan
CATHOLIC CHURCH: Wilm. Confirmation Hearing to Continue on July 28
CATHOLIC CHURCH: Settlement Party Objects to Wilm. Plan
CATHOLIC CHURCH: Abuse Survivors Oppose 2nd Plea for Pensions

CENTAUR LLC: Luna's Fortune Valley Renovation Nears Completion
CHURCH AT SOUTH: Church Members Won't Pay Mortgage Owed to Bank
CIRCUIT CITY: DIVX Patent Portfolio Auction on Aug. 16
COMPOSITE TECHNOLOGY: BCC Advisory OK'd as Investment Banker
CORDIA COMMUNICATIONS: Sells Business to Birch Communications

CREDITRON FINANCIAL: RDI Marketing Offers $1.4-Mil. for Assets
CRISTAL INORGANIC: Moody's Upgrades Corp. Family Rating to 'B1'
CRYSTAL CATHEDRAL: My Father's Church Bids $50 Million for Assets
DAVID BROWN: 50 Cent Doubts Young Buck's Repayment Plan
DAVIE YARDS: Ends Sale Talks With Fincantieri; CCAA Stay Extended

DAYBREAK OIL: Posts $154,400 Net Loss in May 31 Quarter
DBSI INC: DBSI Trustee Sues 6 Brokers Over $500 Mil. Ponzi Scheme
DEAN FOODS: Moody's Says Antitrust Deal Won't Affect on Ba3 Rating
DELIVERANCE CHRISTIAN: Case Summary & 15 Largest Unsec. Creditors
DLH MASTER: Court Approves 380 Project Settlement

DYNEGY INC: Lawyers Meet With Potential Lenders on Spinoff Plans
EAST COAST: Jonathan W. Washburn OK'd as Broker for Certain Assets
EAST COAST: Finalizing Deal for New Investor, Wants Time for Plan
EASTMAN KODAK: 2013 Bonds Fall Below Face Value
EB CAPITAL: S.D.N.Y. Court Transfers Case to South Dakota

ELBIT VISION: Brightman Almagor Raises Going Concern Doubt
ELLIPSO INC: Auctioneers Put Patents & Trademark Up For Sale
ENCAP GOLF: Wisler Gets Medical Continuance Until Dec. 1
EVERGREEN ENERGY: MR&E Defaults Under Purchase Agreement
EVERGREEN SOLAR: Fails to Pay $4.16MM Notes Interest Payments

FALLS AT TOWNE: Asks Court to Approve Ravich Meyer Hiring
FALLS AT TOWNE: Sec. 341 Creditors' Meeting Set for Aug. 15
FEC RESOURCES: Posts C$3.2 Million Net Loss in 2010
FIGUEROA TOWER: Files for Chapter 11 Protection
FLOWER FACTORY: Urges Creditors to Vote for Reorganization Plan

FREE CLEAR: Meeting of Creditors Continued Until July 28
GEO POINT: Hansen Barnett Raises Going Concern Doubt
GLAZIER GROUP: Creditors Panel Wants Settlement Agreement Denied
GLAZIER GROUP: Asks Court to Approve Disclosure Statement
GLOBAL INVESTOR SERVICE: RBSM LLP Raises Going Concern Doubt

GP WEST: Bufete Roberto Approved as Bankruptcy Attorneys
GP WEST: Has Deal for Cash Collateral Access Until Nov. 30
HARVEST OAKS: Can Access Cash Collateral Until July 31
HAWAII MEDICAL: Committee Opposes $14 Million Loan From MidCap
HB LOGISTICS: Truck McGriff in Chapter 11 One Year After Buyout

HINGHAM CAMPUS: Says Appointment of Mediator is Not Necessary
HORIZON VILLAGE: Files For Chapter 11 Bankruptcy Protection
HORIZON VILLAGE: Case Summary & 7 Largest Unsecured Creditors
IMPERIAL CAPITAL: Disclosures Okayed; Aug. 12 Ballot Deadline Set
IMPERIAL PETROLEUM: Annalee Wilson Resigns as Director

INSIGHT GLOBAL: Moody's Raises Corporate Family Rating to 'B1'
IQT SOLUTIONS: Laying Off, Not Paying Workers
JACKSON GREEN: Creditors Seek Case Dismissal
JACKSON GREEN: Files Schedules of Assets and Liabilities
JACKSON GREEN: Hires Byrne Law Office as Bankruptcy Counsel

JACKSON GREEN: Sec. 341 Creditors' Meeting Set for Aug. 3
JASMINE PLACE: Condo Complex in Receivership
JOURNAL REGISTER: Alden Acquires Business 2 Years After Exit
KEENE BROTHERS: Case Summary & 20 Largest Unsecured Creditors
KEYSTONE SURPLUS: Chapter 7 Trustee Can Amend Suit v. Principal

KMC REAL ESTATE: Court Grants Control of Assets to RL BB Financial
KNOLLWOOD PROPERTIES: Case Summary & Largest Unsecured Creditor
KTLA LLC: Files Schedules of Assets & Liabilities
LA BOTA DEVELOPMENT: Gets Court OK to Enter Into Insurance Premium
LAMBUTH UNIVERSITY: To Pay Out Remaining Employees $4,156

LEE ENTERPRISES: Fails to Comply with NYSE's Listing Standards
LEHMAN BROTHERS: JPM Reserves Rights for Jury Trial
LEXICON UNITED: Completes Acquisition of Accres Global
LITHIUM TECHNOLOGY: Provides Battery Cells for Volkswagen
LOS ANGELES DODGERS: Seeks to Tap Blackstone as Investment Banker

LOS ANGELES DODGERS: MLB Offers Longer Repayment Terms
LV KAPOLEI: Carlsmith Ball OK'd to Aid in Declaration Enforcement
LYONDELL CHEMICAL: Ex-Workers Fight to Keep $10-Mil. Race Claims
MAGNUM HUNTER: Subsidiary Purchases Two New Drilling Rigs
MAQ MANAGEMENT: Wants Access to BB&T Cash Collateral

MERRITT AND WALDING: Meeting of Creditors Continued Until July 19
MERRITT AND WALDING: Has Until July 31 to Use Cash Collateral
MICROBILT CORP: Has Until Nov. 15 to Propose Chapter 11 Plan
MICROBILT CORP: Lease Decision Period Extended Until Oct. 17
MICROTECH SMALL: Case Summary & 22 Largest Unsecured Creditors

MILE HIGH: Case Summary & 18 Largest Unsecured Creditors
MOHEGAN TRIBAL: Files Statistical Report for Mohegan Sun
MONEYGRAM INT'L: $100,000 Relocation Expenses for EVP Approved
MOTORS LIQUIDATION: Inks First Amendment to GUC Trust Agreement
NEW JERSEY MOTORSPORTS: Chapter 11 Plan Approved at Hearing

NEXTWAVE WIRELESS: In Talks With Woteholders on Waiver
NORTHERN BERKSHIRE: Taps Huron Consulting as Financial Advisor
NORTHERN BERKSHIRE: Committee Objects to Cash Collateral Use
NOVEMBER 2005: Wants Schedules Filing Deadline Moved to Aug. 3
NOVEMBER 2005: Sec. 341 Creditors' Meeting Set for Aug. 8

NOVEMBER 2005: Hiring Greene Infuso as Chapter 11 Counsel
OCEAN PLACE: Court Approves Stephen M. Herbstman as Auditor
OLSEN'S MILL: Court Says BNP Paribas to Recover Losses
OPEN TEXT: Moody's Affirms 'Ba2' Corporate Family Rating
OPTI CANADA: Provides Update on Q2 2011 Joint Venture Operations

PEREGRINE PHARMA: Ernst & Young Raises Going Concern Doubt
PREMIER GOLF: Taps Charles E. Brumfield as In-House Counsel
PREMIER GOLF: Wolfgang F. Hahn OK'd to Handle State Litigation
PREMIER GOLF: Court OKs Jack Fitzmaurice as Bankruptcy Counsel
PREMIER GOLF: Court OKs Darvy Cohan as Special Bankruptcy Counsel

PUBLIC MEDIA: Incurs $2.89 Million Net Loss in May 31 Quarter
QUANTITATIVE ALPHA: Grant Thornton Raises Going Concern Doubt
RANCHER ENERGY: Posts $674,059 Net Loss in Year Ended March 31
REAL MEX: Appoints Edie Ames as EVP and COO
REID PARK: Meeting of Creditors Continued Until July 28

RIVER EAST: Receiver Can Access Cash Collateral Until July 31
ROYAL HOSPITALITY: Can Use Cash Collateral Until July 27
ROYAL HOSPITALITY: U.S. Trustee Seeks to Convert Case to Chapter 7
SAVANNAH OUTLET: Can Access Cash Collateral until July 31
SBARRO INC: Creditors Demand E&Y Earnings Report

SBARRO INC: Wants Plan Filing Exclusivity Until Nov. 30
SBARRO INC: Seeks More Time to Engineer Restructuring
SCC/HARMONY GROVE: Court Dismisses Chapter 11 Involuntary Case
SECUREALERT INC: Completes Acquisition of MM&S
SEVERN BANCORP: Incurs $846,000 Net Loss in Q2 2011

SHILO INN: Court OKs Coldwell Banker as Real Estate Broker
SHOPS AT PRESTONWOOD: Banks Want Case Converted to Chapter 7
SOUPMAN INC:  Posts $1.6 Million Net Loss in May 31 Quarter
SOUTH DAKOTA: A.M. Best Upgrades Issuer Credit Rating to 'bb+'
SOUTHWEST GEORGIA: Has Until Aug. 4 to Propose Chapter 11 Plan

SOUTHWEST GEORGIA: Has Until Aug. 30 to Assume or Reject Leases
SPOT MOBILE: LV Administrative Demands Payment of $1.32 Million
WASHINGTON LOOP: ROBI Wants Case Dismissed or Converted
WASHINGTON MUTUAL: Starts Second Try for Chapter 11 Plan Approval
WASHINGTON MUTUAL: Shareholders Question Value of Reorganized WaMu

WATERSCAPE RESORT: Loses Bid to Exit From Bankruptcy
WECK CORP: Plan Confirmation Hearing Scheduled for Aug. 24
WESTERN INSURANCE: A.M. Best Downgrades FSR to 'B'
XAVIER REALTY: Case Summary & Largest Unsecured Creditor
XODTEC LED: Delays Filing of Quarterly Report on Form 10-Q

XZERES CORP: Posts $2 Million Net Loss in May 31 Quarter
YAVAPAI COUNTY: Files For Chapter 7 Bankruptcy
YELLOWSTONE CLUB: Patten Says Court Can't Hear Malpractice Suit

* 2nd Circ. Backs Matrix's $9-Mil. Breach for Dunkin Donuts Stores
* Right to Jury Trial Waived by Filing Copyright Claim
* Spending $300 Monthly on Cigarettes Not Unreasonable

* U.S. Bank Failures Slow So Far But Will Likely Remain Elevated
* Economic Crisis Threatens Greek Community Paper in Istanbul

* New Legislation Aims to Bar Bankruptcy-Venue Shopping

* U.S. Business Bankruptcy Filings Drop in June
* More Small Business Owners Sell as Values Remain Depressed

* Large Companies With Insolvent Balance Sheets


                            *********


12 BYFIELD: Exit Financing to Fund Completion, Sale of Project
--------------------------------------------------------------
In May, the U.S. Bankruptcy Court for the Southern District of New
York approved the disclosure statement explaining the Debtor's
Chapter 11 plan, as amended.

The Plan will be implemented by and through the proceeds of an
exit financing, a loan from TDC Secured Strategies Fund, LLC
secured by a first priority priming lien on the Debtor's single
family residence project in the approximate amount of $3 million
for a term of 18 months, with two extension options of three
months each.

The proceeds of the exit financing will be sufficient to permit
the Reorganized Debtor to fund the initial distribution to
creditors, payment of allowed administrative claims (including
professional fees), payment of allowed priority tax claims,
completion of the Project, interest payments to USA Ban, and carry
costs for a reasonable time period to market and sell the Project
so as to maximize value.

To the extent that there is a shortfall, the holders of the equity
interests have agreed to infuse up to an additional $250,000.

Secured creditor USA Bank will be paid in full from the proceeds
of the sale of the Project.  Holders of mortgage options, a
separate group of secured creditors, will also be paid in full.

Holders of allowed priority claims will be paid in cash, in full.

Holders of general unsecured Claims will be paid 50% of their
allowed claims on the later of the effective date or the date any
such claim becomes an allowed claim and 50% of their allowed
claims from the proceeds of the sale of the Project after payment
of the higher ranked creditors.

Under the Plan, holders of existing equity interests (Class 6),
namely, James Scheckter and Susan Scheckter, will be issued new
interests in the Reorganized Debtor.  In exchange for the new
interests, James Scheckter and Susan Scheckter will contribute as
capital to the Reorganized Debtor an amount up to $250,000 in the
aggregate if, when and as needed by the Reorganized Debtor, as
well as guarantee the exit financing and continue their guarantees
of the allowed secured claim of USA Bank.

A copy of the Amended Disclosure Statement is available at:

     http://bankrupt.com/misc/12byfield.amendedDS.pdf

Redding, Connecticut-based 12 Byfield, LLC, was formed in May 2007
to construct a single family residence at the property, 2.69 acres
located at 12 Byfield Road, Greenwich, Connecticut.  The Company
filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 10-22740) on April 16, 2010.  Richard J. Bernard, Esq., and
Alissa M. Nann, Esq., at Baker & Hostetler LLP, assist the Company
in its restructuring effort.  The Company estimated $10 million to
$50 million in assets and $1 million to $10 million in debts as of
the Chapter 11 filing.


AGRISOLAR SOLUTIONS: HKCMCPA Company Raises Going Concern Doubt
---------------------------------------------------------------
AgriSolar Solutions, Inc., filed last week its annual report on
Form 10-K for the fiscal year ended March 31, 2011.

HKCMCPA Company Limited, in Hong Kong, expressed substantial doubt
about AgriSolar Solutions' ability to continue as a going concern.
The independent auditors noted that the Company has suffered from
negative operating cash flows and accumulated deficit.

The Company reported net income of $214,554 on $9.9 million of
revenue for fiscal 2011, compared with a net loss of $921,995 on
$4.6 million of revenue for fiscal 2010.

The Company's balance sheet at March 31, 2011, showed
$11.09 million in total assets, $5.94 million in total
liabilities, and stockholders' equity of $5.15 million.

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

Denver, Colorado-based AgriSolar Solutions, Inc., through its
operating affiliate, Shenzhen Fuwaysun Technology Company Limited,
a Peoples Republic of China corporation, is engaged primarily in
the development, production and sale of solar products, including
a solar insect killer and other products designed for agricultural
and commercial use.  Its manufacturing facility is located in
Shenzhen, PRC, and a substantial majority of its current sales and
business operations are in China.


ALLEN FAMILY: 30 Employees to Lose Jobs at Maryland Plant
---------------------------------------------------------
Bryan Spyros at WBOC-TV 16 reports that at least 30 workers are
expected to be laid off from Allen Family Foods poultry processing
plant in Cordova, Maryland.  The move comes after the Seaford,
Del.-based company applied for Chapter 11 bankruptcy last month.

The report says the Seaford Milling Company, an affiliate of
poultry giant Mountaire Farms, is hoping to buy Allen's assets at
an auction scheduled for July 28.  It is still unclear if more
layoffs at the Cordova plant will happen after, or if the facility
will be shut down.

                     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: Rejects Agreement With VP of Sale H. Schwartz
-----------------------------------------------------------
Allen Family Foods, Inc., and its debtor affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
reject an employment agreement with Harry S. Schwartz, effective
as of July 6, 2011.

Pursuant to the agreement, Mr. Schwartz is employed as vice
president of sale for Allen's Family Foods, Inc.  The agreement
establishes the terms and duration of his employment with the
company, including his compensation, benefits, and post-employment
obligations.

As a result of the pending proposed sale of the Debtors' assets,
the Debtors are analyzing their current employment needs during
the transitional period and have determined that the rejection of
the agreement is in the best interest of the Debtors' estates and
will result in significant savings, Andrew L. Magaziner, Esq., at
Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware,
tells the Court.

                    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.  FTI Consulting is the financial advisor.
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: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Allen's Hatchery, a debtor-affiliate of Allen Family Foods, Inc.,
filed with the U.S. Bankruptcy Court for the District of Delaware
its schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $19,251,001
  B. Personal Property           $93,140,071
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $82,842,894
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $31,961
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $6,427,990
                                 -----------      -----------
        TOTAL                   $112,391,072      $89,302,845

Two other debtors also filed their respective schedules,
disclosing:

                                   Assets         Liabilities
                                 -----------      -----------
Allen Family Foods, Inc.        $55,349,567      $142,841,217
JCR Enterprises, Inc.            $8,794,064       $87,061,788

                    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.  FTI Consulting is the financial advisor.
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.


ALLIED IRISH: Exceeds EBA Stress Test Threshold
-----------------------------------------------
Allied Irish Banks, p.l.c., noted the announcements of the EU-wide
stress testing exercise co-ordinated by the European Banking
Authority under the supervision of the Central Bank of Ireland.
The Educational Building Society was not included in the EBA
exercise.

The result of the EBA Stress test takes into account the
recapitalisation measures announced following the Prudential
Capital Assessment Review.  The EBA methodology includes a number
of differences to the methodology applied in the PCAR exercise
conducted by the CBI in March 2011.  The EBA stress test set a 5%
Core Tier 1 capital requirement in the stress scenario, while a
level of 6% was applied in PCAR.  The PCAR was applied on a three
year horizon from 2011-2013 compared to the two year 2011-2012
timeline applied by the EBA.

The EBA 2012 stress scenario expects AIB, post recapitalisation,
to have a Core Tier 1 capital ratio of 11.7% (including euro 1.4bn
contingent capital).  There were also additional significant
methodology differences applied to AIB in the EBA stress test
versus PCAR including future balance sheet size, higher risk
weightings, application of higher funding costs and treatment of
sovereign and bank credit losses.

The published results confirm that in all scenarios tested, AIB
exceeds the EBA stress test threshold of 5% Core Tier 1 capital
ratio and a significant capital surplus is evident in both the
base and stress scenarios.

To view the summary results including the EBA disclosure templates
for AIB please click on this link http://is.gd/QWj7Xh

                   About Allied Irish Banks, p.l.c.

Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a
major commercial bank based in Ireland.  It has an extensive
branch network across the country, a head office in Dublin and a
capital markets operation based in the International Financial
Services Centre in Dublin.  AIB also has retail and corporate
businesses in the UK, offices in Europe and a subsidiary company
in the Isle of Man and Jersey (Channel Islands).

Since the onset of the global and Irish financial crisis, AIB's
relationship with the Irish Government has changed significantly.

As at Dec. 31, 2010, the Government, through the National Pension
Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary
shares of the Company (the share of the voting rights at
shareholders' general meetings), 10,489,899,564 convertible non-
voting ("CNV") shares and 3.5 billion 2009 Preference Shares.  On
April 8, 2011, the NPRFC converted the total outstanding amount of
CNV shares into 10,489,899,564 ordinary shares of AIB, thereby
increasing its holding to 92.8% of the ordinary share capital.

In addition to its shareholders' interests, the Government's
relationship with AIB is reflected through formal and informal
oversight by the Minister and the Department of Finance and the
Central Bank of Ireland, representation on the Board of Directors
(three non-executive directors are Government nominees),
participation in NAMA, and otherwise.

As reported by the TCR on May 31, 2011, KPMG, in Dublin, Ireland,
noted that there are a number of material economic, political and
market risks and uncertainties that impact the Irish banking
system, including the Company's continued ability to access
funding from the Eurosystem and the Irish Central Bank to meet its
liquidity requirements, that raise substantial doubt about the
Company's ability to continue as a going concern.

The Company reported a net loss of EUR10.16 billion on
EUR1.84 billion of interest income for 2010, compared with a net
loss of EUR2.33 billion on $2.87 billion of interest income for
2009.

The Company's balance sheet at Dec. 31, 2010, showed
EUR145.2 billion in total assets, EUR140.9 billion in total
liabilities, and stockholders' equity of EUR4.3 billion.


AMERICAN POST: Board Consents to Plan of Re-Organization
--------------------------------------------------------
American Post Tension, Inc., on June 24, 2011, entered into an
Agreement and Plan of Reorganization approved by unanimous written
consent of its Board of Directors.  A vote or written consent of
the Company's shareholders was not required under Delaware law,
except to approve the amendment to Company's Articles of
Incorporation to change the corporate name to Crown City Pictures,
Inc.  The transactions contemplated by the Agreement were closed
on July 6, 2011, effective June 30, 2011, except for the corporate
name change, which will be effective 20 days after the mailing of
a definitive Information Statement to Company's shareholders
disclosing the approval of the corporate name change.  The
Agreement provided for these transactions:

   (1) The Company acquired all of the issued and outstanding
       stock of Crown City Pictures, Inc., from Crown City
       Holdings, Inc., effective June 30, 2011, in exchange for
       20,000,000 shares of the Company's common stock and
       1,000,000 shares of a new class of convertible preferred
       stock, with voting rights equal to 51 percent of the total
       vote of all classes of stock entitled to vote and
       convertible at the discretion of the holder into 51 percent
       of the then outstanding common stock of the Company at any
       time commencing one year after closing.

   (2) The Company also transferred its existing operating
       subsidiary.  Nevada Post Tension, Inc., and all of the post
       tension business and all related debts and liabilities, to
       the former majority shareholders of the Company, Edward
       Hohman and John Hohman, also effective June 30, 2011, in
       exchange for cancellation of 23,324,425 shares of common
       stock held by them, representing 64 percent of then issued
       and outstanding shares of common stock before the
       transaction.

   (3) The Board of Directors of the Company also approved the
       amendment of the Articles of Incorporation of the Company
       in Delaware to change the corporate name to Crown City
       Pictures, Inc., and to apply for a change in the trading
       symbol on the OTC Bulletin Board from APTI to a new symbol
       consistent with the new corporate name.

Crown City Pictures, Inc., is a holding company with two operating
subsidiaries in the movie and film industry, United Front, LLC,
and The Uprising Film and Television, LLC.

On June 23, 2011, the Company, the two majority shareholders of
Company and CCHI entered into an Acquisition Agreement, pursuant
to which the Company agreed to redeem 23,324,425 shares of the
outstanding common stock of the Company from the Majority
Shareholders, representing approximately 64 percent of the
outstanding shares, in exchange for the transfer of the operating
assets of the Company to a new limited liability company formed by
the Majority Shareholders, the transfer of its ownership in the
operating subsidiary, Post Tension of Nevada, Inc., to the
Majority Shareholders, and the assumption of all of the
outstanding debt of the Company by Post Tension of Nevada, Inc.
The transfer of the post tension business in exchange for the
common stock cancellation was approved unanimously by the Board of
Directors of Registrant.  No shareholder vote or approval was
required under Delaware law to approve the transaction.

As a result of the closing of the transactions, Edward Hohman and
John Hohman resigned as officers of the Company effective June 30,
2011, and Michael W. Abbott was appointed as Chairman, President
and CEO of the Company, effective June 30, 2011.  In addition,
Edward Hohman and John Hohman resigned as directors of the
Company, effective as of July 11, 2011, and Michael W. Abbott and
Trip Taylor have been appointed to replace them as Directors, also
effective July 11, 2011.  Paul Lisak has remained as a Director
before and after the transactions.

A full-text copy of the Form 8-K is available for free at:

                        http://is.gd/J9Le8i

                        About American Post

Henderson, Nev.-based American Post Tension, Inc., provides slab-
on-grade post-tensioning products and services.  In addition, the
Company also provides materials to its customers on a freight-on-
board ('FOB') basis so the buyer assumes the responsibility for
the shipment and shipping charges of the materials purchased from
the Company.

As reported by the TCR on April 7, 2011, Moss, Krusick &
Associates, LLC, in Winter Park, Florida, expressed substantial
doubt about the American Post Tension's ability to continue as a
going concern.  The independent auditors noted that the Company
has suffered recurring losses and operating cash outflows.

The Company reported a net loss of $1.8 million on $7.0 million of
sales for 2010, compared with a net loss of $1.9 million on
$7.9 million of sales for 2009.

The Company's balance sheet at March 31, 2011, showed
$1.73 million in total assets, $3.50 million in total liabilities,
all current, and a $1.77 million total stockholders' deficit.


APPLIED DNA: Sells 105.26 Million Common Shares for $5 Million
--------------------------------------------------------------
Applied DNA Sciences, Inc., on July 15, 2011, closed a private
placement of its common stock, par value $0.001 per share.  The
Company issued and sold 105,263,158 shares of Common Stock at a
purchase price of $0.0475 per share to "accredited investors," as
defined in regulations promulgated under the Securities Act of
1933, as amended, for gross proceeds of $5,000,000.

The Etico Capital division of Halcyon Cabot Partners Ltd., a
registered broker dealer firm, acted as the Company's placement
agent with respect to the Private Placement.  In connection with
the Private Placement, the Company paid placement agent
commissions and discounts aggregating $265,000.  In addition, the
placement agent or its designees were issued warrants with a
seven-year term to purchase an aggregate of 7,578,948 shares of
Common Stock with an exercise price of $0.0475 per share.

On July 11, 2011, the Company's Board of Directors approved the
terms of employment for each of James A. Hayward, the Company's
Chief Executive Officer, and Kurt H. Jensen, the Company's Chief
Financial Officer.  It is anticipated that new employment
agreements will be entered into as soon as practicable reflecting
these terms.

The terms of Dr. Hayward's employment provide that he will be the
Chief Executive Officer of the Company, and will continue to serve
on the Board of Directors.  The term of employment will be from
July 1, 2011, through June 30, 2014, with automatic one-year
renewals subject to ninety days' prior notice of non-renewal by
either party.  Dr. Hayward will receive an initial annual salary
of $225,000, subject to annual review.  Dr. Hayward's annual
salary would be increased to $350,000 per annum after the first
quarter in which the Company's revenues exceed $1 million.  The
Board of Directors, acting in its discretion, may grant annual
bonuses to Dr. Hayward.  Dr. Hayward will be eligible for a
special cash bonus of up to $750,000, 40% of which would be
payable if and when annual revenue reaches $6 million and 10% of
which would be payable for each $2 million of annual revenue in
excess of $6 million.  Dr. Hayward will be entitled to certain
benefits and perquisites and will be eligible to participate in
retirement, welfare and incentive plans available to other
employees of the Company.

Dr. Hayward was granted options to purchase 40 million shares of
the Company's Common Stock at an exercise price per share equal to
the average of the bid and asked prices of the Company's Common
Stock on the Over The Counter (OTC) Bulletin Board on the date of
grant.

Dr. Hayward agreed to participate in the Private Placement and
purchased 10,526,316 shares of the Company's Common Stock in the
Private Placement using $500,000 recently advanced to the Company.
The Company has also agreed to issue a one-year senior secured
convertible note bearing interest at a rate of 4% per annum in the
principal amount of $250,000.

The terms of Mr. Jensen's employment provide that he will be the
Chief Financial Officer, or Executive Vice President, Chief
Operating Officer of the Company, with changes in title and duties
as determined from time to time by the Chief Executive Officer.
The term of employment will be from July 1, 2011, through June 30,
2014, with automatic one-year renewals subject to ninety days'
prior notice of non-renewal by either party.  Mr. Jensen will
receive an initial annual salary of $225,000, subject to annual
review.  Mr. Jensen's annual salary would be increased to $250,000
per annum after the first quarter in which the Company's revenues
exceed $1 million.  The Board of Directors, acting in its
discretion, may grant annual bonuses to Mr. Jensen.  In addition,
Mr. Jensen will be entitled to certain benefits and perquisites
and will be eligible to participate in retirement, welfare and
incentive plans available to other employees of the Company.

Mr. Jensen was granted options to purchase 10 million shares of
the Company's Common Stock at an exercise price per share equal to
the average of the bid and asked prices of the Company's Common
Stock on the Over The Counter (OTC) Bulletin Board on the date of
grant.

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

                        http://is.gd/QOUEmW

                         About Applied DNA

Stony Brook, N.Y.-based Applied DNA Sciences, Inc., is principally
devoted to developing DNA embedded biotechnology security
solutions in the United States.

The Company's balance sheet at March 31, 2011, showed
$1.23 million in total assets, $3.36 million in total liabilities,
all current, and a $2.12 million total stockholders' deficiency.

                           *     *     *

As reported in the Troubled Company Reporter on Dec. 21, 2010,
RBSM LLP, in New York, expressed substantial doubt about Applied
DNA Sciences' ability to continue as a going concern, after
auditing the Company's financial statements for fiscal year ended
Sept. 30, 2010.  The independent auditors noted that the Company
has suffered recurring losses and does not have significant cash
or other material assets, nor does it have an established source
of revenues sufficient to cover its operations.

The Company reported a net loss of $7.91 million on $519,844 of
sales for fiscal 2010, compared with net income of $3.94 million
on $295,162 of sales for fiscal 2009.


ARCTIC GLACIER: In Discussions With Lenders to Amend Credit Pact
----------------------------------------------------------------
Arctic Glacier Income Fund disclosed that its subsidiary, Arctic
Glacier Inc., is in discussions with its lenders to amend certain
terms of its credit agreements.

The discussions principally aim to revise financial covenants with
which Arctic Glacier must comply under the terms of its credit
agreements, including those governing maximum leverage ratio,
interest coverage ratio, fixed charge coverage ratio and minimum
EBITDA levels.

Arctic Glacier's sales and EBITDA (earnings before interest and
finance costs, income taxes, depreciation and amortization) for
the second quarter of 2011 have been negatively impacted by poor
weather in most of Arctic Glacier's markets.  As a result, it is
expected that the second quarter results, once they have been
finalized, will show the Fund will not be in compliance with
certain of its financial covenants for this period and this is, in
the absence of amendment to its credit agreements, a default under
the terms of the agreements.

If the requested amendments to the credit agreements are not made
and those defaults are not cured or waived, the lenders under
either or both of the credit agreements may elect to accelerate
the outstanding amounts owed to them.  The credit agreements
provide first and second charge security interests on all of
Arctic Glacier's assets in favour of those lenders.  Indebtedness
under the Fund's outstanding convertible debentures is
subordinated to amounts owing under these credit agreements.

The amendments under consideration, if approved by Arctic
Glacier's lenders, will enable the Fund to continue evaluating
alternatives as part of the strategic and financing review that is
currently in progress.

Based upon the Fund's anticipated second quarter financial
results, and in the absence of amendments to its credit
agreements, the Fund projects that Arctic Glacier will be unable
to comply with certain of its covenants in future quarters.
Accordingly, additional amendments to Arctic Glacier's credit
agreements may be required in the future.  The Fund will maintain
an ongoing dialogue with its lenders in this regard although there
can be no assurance that such amendments will be approved.

                     About Arctic Glacier

Arctic Glacier Income Fund, through its operating company, Arctic
Glacier Inc., is a leading producer, marketer and distributor of
high-quality packaged ice in North America, primarily under the
brand name of Arctic Glacier(R) Premium Ice.  Arctic Glacier
operates 39 production plants and 48 distribution facilities
across Canada and the northeast, central and western United States
servicing more than 75,000 retail locations.

Arctic Glacier Income Fund trust units are listed on the Toronto
Stock Exchange under the trading symbol AG.UN.  There are 39.0
million trust units outstanding.


AURA SYSTEMS: Incurs $2.02 Million Net Loss in May 31 Quarter
-------------------------------------------------------------
Aura Systems, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $2.02 million on $951,171 of net revenues for the three months
ended May 31, 2011, compared with a net loss of $2.82 million on
$587,988 of net revenues for the same period during the prior
year.

The Company's balance sheet at May 31, 2011, showed $5.21 million
in total assets, $16.55 million in total liabilities, and a
$11.34 million total stockholders' deficit.

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

                        http://is.gd/EcdFf1

                         About Aura Systems

El Segundo, Calif.-based Aura Systems, Inc., designs, assembles,
tests and sells its proprietary and patented Axial Flux induction
machine ("AF") known as the AuraGen(R) for industrial and
commercial applications and VIPER for military applications.

Kabani & Company, Inc., in Los Angeles, Calif., expressed
substantial doubt about Aura Systems' ability to continue as a
going concern, following the Company's results for the fiscal year
ended Feb. 28, 2011.  The independent auditors noted that the
Company has historically incurred substantial losses from
operations and may not have sufficient working capital or outside
financing available to meet its planned operating activities over
the next twelve months.


AVALON OIL: Bernstein & Pinchuk Raises Going Concern Doubt
----------------------------------------------------------
Avalon Oil & Gas, Inc., filed on July 14, 2011, its annual report
on Form 10-K for the fiscal year ended March 31, 2011.

Bernstein & Pinchuk, LLP, in New York, expressed substantial doubt
about Avalon Oil's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred
significant losses from operations since its inception and has a
working capital deficiency.

The Company reported a net loss of $1.3 million on $187,913 of oil
and gas sales for fiscal 2011, compared with a net loss of
$2.3 million on $262,660 of oil and gas sales for fiscal 2010.

The Company's balance sheet at March 31, 2011, showed $2.7 million
in total assets, $1.7 million in total liabilities, and
stockholders' equity of $1.0 million.

A copy of the Form 10-K is available at http://is.gd/h7Kcut

Minneapolis, Minn-based Avalon Oil & Gas, Inc., Avalon Oil & Gas,
Inc., was originally incorporated in Colorado in April 1991 under
the name Snow Runner (USA), Inc.

The Company is currently in the process of raising funds to
acquire oil and gas properties and related oilfield technologies,
which the Company plans to develop into commercial applications.


AVION POINT: Orlando Apopka Condo Developer in Chapter 11
---------------------------------------------------------
Scott Powers at Orlando Sentinel reports that James Thompson filed
reorganization in U.S. Bankruptcy Court in Orlando for Avion Point
West LLC and Orlando Country Aviation Services Inc.

The report says Mr. Thompson is the developer of Orlando Apopka
Airport in northwest Orange County.  During the past decade, Mr.
Thompson has transformed Orlando Apopka Airport, on U.S. Highway
441 between Plymouth and Zellwood, from an old airfield called
Orlando Country Airport into a complex of hangar condominiums
whose owners now control the facility.

The airport itself and its current owner, the Orlando Apopka
Airport Association, are not affected by the court filings and are
operating as usual, said Bob Jackson, the airport's manager,
according to the report.

Longwood, Florida, Avion Point West LLC filed for Chapter 11
bankruptcy protection (Bank. M.D. Fla. Case No. 11-10364) on
July 8, 2011.  Frank M. Wolff, Esq., at Wolff Hill McFarlin &
Herron PA, represents the Debtor.  The Debtor estimated assets
between $10 million and $50 million, and debts between $1 million
and $10 million.


BESO LLC: Investors Want Court to Appoint Chapter 11 Trustee
------------------------------------------------------------
Steve Green at Vegas Inc. reports that investors Mali and Ronen
Nachum filed an emergency motion in the U.S. Bankruptcy Court in
Nevada that a Chapter 11 trustee be appointed to supervise Eva
Longoria's Beso restaurant.  The investors were alarmed over the
closure of Beso's Eve nightclub.

According to the report, Beso and Eve, doing business together as
Beso LLC, filed for bankruptcy in January.  But to date,
Ms. Longoria and her fellow investors have not filed a plan of
reorganization to deal with the firm's $5.68 million in debt.
Beso LLC had not responded to the Nachums' motion for appointment
of a trustee.

                          About Beso, LLC

Beso, LLC, co-owned by "Desperate Housewives" star Eva Longoria,
filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case
No. 11-10202) on Jan. 6, 2011.

Beso, LLC, runs a Las Vegas restaurant that opened two years ago.
It disclosed assets of $2,512,007 and liabilities of $5,680,339 in
the schedules attached to the Chapter 11 petition.  Lenard E.
Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, in Las
Vegas, Nevada, serves as counsel to the Debtor.

The petition was signed by William M. Braden, manager.


BLACK GAMING: Regulators Recommend Licensing of Mesquite Gaming
---------------------------------------------------------------
Chris Sieroty at Las Vegas Review-Journal reports that the state
Gaming Control Board recommended the licensing of Mesquite Gaming
LLC, a new company formed following the bankruptcy of Randy
Black's Mesquite casino properties.

According to the report, the company will oversee the Casablanca,
Virgin River and Oasis casinos located in Mesquite about 75 miles
northeast of Las Vegas.  The board's recommendation to allow
Mesquite Gaming to operate the casinos will now be considered by
the Nevada Gaming Commission on July 28.

Mr. Black, who will be chief operations officer of the new company
and hold a 10% ownership stake, said the bottom line was once
their bankruptcy plan is approved, Mesquite Gaming will be
reorganized and recapitalized.

Under the Company's plans, investment company Newport Global
Advisors LP of Woodland, Texas, would hold a 40% stake, and
Anthony Toti, CEO of Mesquite Gaming, would own 25%.

Under the terms of Black Gaming's bankruptcy filing, a $15 million
loan held by Wells Fargo was paid off, while the company's total
debt was reduced from $235 million to $62.5 million.

According to the report, Mesquite Gaming also will have access to
a $10 million line of credit from Nevada State Bank once
regulators approve the bankruptcy plan, said Greg Garman, an
attorney with Gordon Silver of Las Vegas.  The reorganization also
reduced the company's debt service from $22 million to $5.3
million annually.

                         About Black Gaming

Headquartered in Las Vegas, Nevada, Black Gaming, LLC, is a
holding company and is an owner and operator of three gaming
entertainment properties located in Mesquite, Nevada.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 10-13301) on March 1, 2010.  Gregory E. Garman,
Esq., and Talitha B. Gray, Esq., at Gordon & Silver, Ltd., assist
the Company in its restructuring effort.  Kurtzman Carson
Consultants is the Company's claims and notice agent.  In its
petition, the Company estimated $10 million to $50 million in
assets and $100 million to $500 million in debts.

The Company's affiliates -- B&BB, Inc.; R. Black, Inc.; Casablanca
Resorts, LLC; Casablanca Resorts, LLC; Oasis Interval Ownership,
LLC; Oasis Interval Management, LLC; Oasis Recreational
Properties, Inc.; RBG, LLC; and Virgin River Casino Corporation --
filed separate Chapter 11 petitions.


BLOCKBUSTER INC: Posts $268 Million Net Loss in Yr. Ended Jan. 2
----------------------------------------------------------------
Blockbuster Inc. filed on Jan. 13, 2011, its annual report on Form
10-K for the fiscal year ended Jan. 2, 2011.

The Company reported a net loss of $268.0 million on
$3.241 billion of revenues for the fiscal year 2010, compared with
a net loss of $558.2 million on $4.051 billion of revenues for
fiscal year 2009.

Revenues decreased $810.0 million as a result of declining same-
store comparables, lower by-mail subscribers and 17.4% fewer
company operated stores offset by a favorable foreign currency
exchange impact.

Loss from continuing operations before reorganization items and
income taxes decreased $277.2 million to $224.6 million in fiscal
year 2010.

The Company recognized charges of $9.7 million for reorganization
items as a result of its filing for bankruptcy protection under
Chapter 11.  These charges were primarily related to professional
fees and DIP Credit Agreement financing fees, partially offset by
expense reductions related to rejections of store leases.

Loss from discontinued operations, net of tax was $26.3 million
for fiscal year 2010 compared to $44.6 million for fiscal year
2009).  Discontinued operations for fiscal 2010 include a
$19.2 million loss on the disposal of its Argentina operations.

The Company's balance sheet at Jan. 2, 2011, showed
$1.184 billion in total assets, $1.736 billion in total
liabilities, and stockholders' of $552.0 million.

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

                     About Blockbuster Inc.

Blockbuster Inc., the movie rental chain with a library of
more than 125,000 titles, along with 12 U.S. affiliates,
initiated Chapter 11 bankruptcy proceedings with a pre-arranged
reorganization plan in Manhattan (Bankr. S.D.N.Y. Case No.
10-14997) on Sept. 23, 2010.  It disclosed assets of $1 billion
and debts of $1.4 billion at the time of the filing.

Martin A. Sosland, Esq., and Stephen Karotkin, Esq., at Weil,
Gotshal & Manges, serve as counsel to the U.S. Debtors.
Rothschild Inc. is the financial advisor.  Alvarez & Marsal is the
restructuring advisor with A&M managing director Jeffery J.
Stegenga as chief restructuring officer.  Kurtzman Carson
Consultants LLC is the claims and notice agent.  The Official
Committee of Unsecured Creditors retained Cooley LLP as its
counsel.

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

As a result of the asset sale and Chapter 11 cases, the Company is
not currently conducting any business operations.  The Company
expects to file a plan of liquidation with the Bankruptcy Court
and anticipates that the Bankruptcy Court will approve the
appointment of a Chapter 7 trustee to oversee liquidation of the
Company within the next several months.  Since the asset sale
proceeds are significantly less than the Company's pre-petition
liabilities, holders of secured and unsecured debt will receive
substantially less than payment in full for their claims and its
stockholders will receive no value for their shares of the
Company's common and preferred stock.


BORDERS GROUP: No Bids to Keep Afloat, To Liquidate Assets
----------------------------------------------------------
Borders Group reported that, in accordance with the terms of its
financing agreement, it will submit to the Bankruptcy Court for
approval the previously-announced proposal from Hilco and Gordon
Brothers to purchase the store assets of the business and
administer the liquidation process.  Borders said that, in the
absence of a formal proposal from a going concern bidder, it did
not require an auction prior to presenting the proposal to the
Court at a scheduled hearing on Thursday, July 21, 2011.

"Following the best efforts of all parties, we are saddened by
this development," said Borders Group President Mike Edwards.  "We
were all working hard towards a different outcome, but the
headwinds we have been facing for quite some time, including the
rapidly changing book industry, eReader revolution, and turbulent
economy, have brought us to where we are now," he added.

"For decades, Borders stores have been destinations within our
communities, places where people have sought knowledge,
entertainment, and enlightenment and connected with others who
share their passion.  Everyone at Borders has helped millions of
people discover new books, music, and movies, and we all take
pride in the role Borders has played in our customers' lives,"
Edwards continued, "I extend a heartfelt thanks to all of our
dedicated employees and our loyal customers."

Borders currently operates 399 stores and employs approximately
10,700 employees. Subject to the Court's approval, under the
proposal, liquidation is expected to commence for some stores and
facilities as soon as Friday, July 22, with a phased rollout of
the program which is expected to conclude by the end of September.
Borders intends to liquidate under Chapter 11 of the Bankruptcy
Code and, as a result, Borders expects to be able to pay vendors
in the ordinary course for all expenses incurred during the
bankruptcy cases.

                        Last Minute Bid?

Borders Group Inc. inched closer to liquidation Sunday after a
bidding deadline passed without offers that would keep the U.S.'s
second-largest bookstore chain in business, said people familiar
with the matter.

Bids for Borders were due at 5:00 p.m. EDT Sunday ahead of a
bankruptcy-court auction scheduled for Tuesday.

Still, Borders is likely to entertain offers right up until the
scheduled auction in the hopes a white knight will emerge to save
the chain.

According to The Wall Street Journal's Mike Spector and Jeffrey A.
Trachtenberg, people familiar with the matter said that by late
Sunday Borders was in discussions with Books-A-Million Inc., a
bookstore chain based in Birmingham, Ala., on some kind of
potential deal.  Books-A-Million's 2011 annual report said it
operates 231 stores in 23 states and the District of Columbia and
sells on the Internet.

The Journal separately interviewed Borders President Mike Edwards
and bidder Jahm Najafi on Sunday.  Mr. Edwards said Borders had
received some inquiries over the weekend.  "Hopefully we'll see a
positive outcome," he said at that time.

Mr. Najafi told the Journal his company wouldn't bid again for
Borders.  "We have reluctantly made a decision not to participate
in the auction," said Mr. Najafi, who heads Phoenix-based Najafi
Cos.

The Journal recounts Mr. Najafi had been willing to relinquish a
clause in his offer allowing him to liquidate Borders to appease
creditors.  But in exchange, he wanted large publishers to commit
to shipping merchandise to Borders on normal terms that allowed
bills to be paid later instead of right away.  Mr. Najafi wanted
those terms so he would have a level playing field with rivals
such as Barnes & Noble and Amazon.  At least one publisher
wouldn't budge, and Mr. Najafi declined to alter his terms,
causing the deal to fall.

The Journal also reports that Gordon Brothers Group named a new
chief executive, Gary Talarico.  Mr. Talarico said in an email
that he wouldn't rule out making a run at Borders's intellectual
property -- its brand name, website, and customer lists, among
other things.

In a separate report, Messrs. Spector and Trachtenberg relate that
Borders' demise could speed the decline in sales of hardcover and
paperback books as consumers increasingly turn to downloading
electronic books or having physical books mailed to their
doorsteps; and may also make it more difficult for new writers to
be discovered.

"When you lose literally miles of bookshelves, it's going to have
an impact," said David Young, chief executive of Lagardere SCA's
Hachette Book Group, according to the Journal. "I hope other
retailers will now step up and make offers for what they consider
to be the prime sites," Mr. Young said. "It's a tragedy Borders
didn't make it through."

"The liquidation of Borders is an irreplaceable loss of a big part
of the book-discovery ecosystem," said Michael Norris, a senior
analyst at Simba Information, a unit of MarketResearch.com
"Thousands of people whose job consisted of talking up and selling
books will eventually being doing something else, and that's bad
for authors, agents, and everyone associated with the value chain
in books."

Borders owed Hachette Book Group $36.9 million at the time of its
bankruptcy filing.

According to the Journal, Mr. Norris said other booksellers,
including Barnes & Noble Inc. and Amazon.com Inc., will go after
the shoppers who formerly considered themselves Borders customers.
"They won't be able to pick up everyone," he added. "If shopping
at your local Borders is part of your weekly routine, and then
Borders is gone, you may end up doing something other than buying
books."

                     About Borders Group

Borders Group operates book, music and movie superstores and mall-
based bookstores.  At Jan. 29, 2011, the Debtors operated 642
stores, under the Borders, Waldenbooks, Borders Express and
Borders Outlet names, as well as Borders-branded airport stores in
the United States, of which 639 stores are located in the United
States and 3 in Puerto Rico.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online
e-commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BORDERS GROUP: DJM Realty to Dispose All Real Estate in U.S.
------------------------------------------------------------
DJM Realty, a Gordon Brothers Group company, has been retained to
exclusively manage the disposition of all remaining Borders Group
and Waldenbooks real estate in the United States.  Borders Group,
Inc., a leading specialty retailer of books as well as other
educational and entertainment items operated over 900 stores in
the US prior to its Chapter 11 bankruptcy protection filing on
February 16, 2011.

"This group of Borders' stores has generated very strong interest
from retailers.  With a lack of new real estate development and
restrictive barriers of entry in several key markets, surplus real
estate like Borders becomes a very good opportunity for a number
of growing retailers looking to open for business during the next
4-12 months.  It is not every day a portfolio becomes available
which includes premier real estate sites in northern and southern
California, the cities and surrounding suburbs of New York,
Illinois, Texas, the north east corridor and mid-Atlantic states,"
said Andy Graiser, Co-President of DJM Realty.

The 259 remaining leases that are available for assignment in this
bankruptcy disposition range from 10,000 - 40,218 square feet and
are available in the following locations: Arizona (3), California
(31), Colorado (7), Connecticut (3), Delaware (2), Florida (7),
Georgia (7), Hawaii (3), Iowa (3), Idaho (2), Illinois (16),
Indiana (4), Kansas (2), Kentucky (3), Louisiana (1),
Massachusetts (8), Maryland (8), Maine (3), Michigan (13),
Minnesota (3), Mississippi (1), Missouri (5), Montana (2), North
Carolina (4), Nebraska (3), New Hampshire (3), New Jersey (8), New
Mexico (3), Nevada (6), New York (18), Ohio (10), Oklahoma (1),
Oregon (6), Pennsylvania (14), Puerto Rico (1), Rhode Island (2),
South Dakota (1), Tennessee (5), Texas (12), Utah (1), Virginia
(10), Vermont (1), Washington (9), Wisconsin (2) and West Virginia
(2).

                     About Borders Group

Borders Group operates book, music and movie superstores and mall-
based bookstores.  At Jan. 29, 2011, the Debtors operated 642
stores, under the Borders, Waldenbooks, Borders Express and
Borders Outlet names, as well as Borders-branded airport stores in
the United States, of which 639 stores are located in the United
States and 3 in Puerto Rico.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online
e-commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BORDERS GROUP: Creditors Committee Opposes Sale of Mortgage Loans
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Borders Group's
bankruptcy cases opposes the Debtors' motion to sell their
interest in a certain mortgage loan and note and related
participation agreement on the grounds that the payment of
approximately $2.9 million for the Debtors' interest in the
Mortgage Note fails to provide sufficient value to the Debtors.

The Mortgage Note is secured by a 36,000 sq. ft. "box store"
property located in Torrance, California.  The Debtors lease the
Property from the Landlord.  Given their status as tenant and
mortgager of the Torrance Property, the Debtors pay rent by way
of setoff or a credit against the obligations under the Mortgage
Note.

The Debtors now seek to sell their interest in the Mortgage Note
for an immediate cash payment of $2,773,374 on or before July 31,
2011, and an additional $163,751.67 payable on October 31, 2011.
The proposed purchaser is an affiliate of Kin Properties, a large
national owner of real estate.  The Debtors are also seeking to
enter into a participation agreement pursuant to which the
Debtors would have the right to share in a portion of the future
debt service payments due under the Mortgage Note.

"It appears that rather than attempting to fully maximize value,
the Debtors entered into the proposed transaction to monetize
their interest in the Mortgage Note for the purpose of paying
down the Revolver portion of the DIP Loan," Paul Kizel, Esq., at
Lowenstein Sandler PC, in New York, contends, on behalf of the
Creditors Committee.

Upon information and belief, the market value of the Torrance
Property is approximately $5 million, according to Mr. Kizel.

Based on the substantial value of the Torrance Property, he
points out, the most effective means of maximizing the value of
the Debtors' interest in the Mortgage Note is to reject the
Torrance Lease, thereby terminating Borders' obligations to pay
rent and, if the Landlord fails to make the payments under the
Mortgage Note, commence an action to collect on the Mortgage
Note.

Although the Torrance Property may not have sufficient value to
satisfy the full amount of the Mortgage Note, it has value far in
excess of the $2.9 million that the Debtors are willing to accept
for the purchase of the Mortgage Note, the Creditors Committee
argues.

While accepting the $2.9 million now may be in the best interest
of the DIP Lenders who are merely interested in the repayment of
the DIP Loan as quickly as possible, the proposed sale is not in
the best interests of unsecured creditors or the Debtors' estates
as a whole, Mr. Kizel says.

In this light, the Creditors Committee asks the Court to deny the
Debtors' Motion to Sell.

                     About Borders Group

Borders Group operates book, music and movie superstores and mall-
based bookstores.  At Jan. 29, 2011, the Debtors operated 642
stores, under the Borders, Waldenbooks, Borders Express and
Borders Outlet names, as well as Borders-branded airport stores in
the United States, of which 639 stores are located in the United
States and 3 in Puerto Rico.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online
e-commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BORDERS GROUP: Committee Opposes Harrisburg Termination Deal
------------------------------------------------------------
The Official Committee of Unsecured Creditors in Borders Group
Inc.'s bankruptcy cases opposes the Borders Group's motion to
approve a settlement agreement related to the termination of a
lease of a warehouse facility near Harrisburg, Pennsylvania, on
the grounds that (i) the payment of the $375,000 termination fee
and (ii) waiver of claims falls far short of providing sufficient
value in exchange for the Debtors' waiver of their $1.6 million
claim against the landlord.

Representing the Creditors Committee, Paul Kizel, Esq., at
Lowenstein Sandler PC, in New York, contends, that based on the
substantial value of the Harrisburg Property, it is clear that
the most effective means of maximizing the value of the Debtors'
interest in the Harrisburg Property is not to accept $375,000 and
hand the property back to the landlord.

Entry into the proposed lease termination agreement, he
maintains, is not a reasonable exercise of the Debtors' business
judgment.

Rather, the Debtors should be directed to immediately reject the
Lease thereby terminating Borders' payment obligations and, if
the Landlord defaults under the terms of the Mortgage Note,
commence appropriate proceedings to collect the full amount of
the note.

Given that the $1.6 million due under the Harrisburg Note is
secured by real estate having an appraised market value of in
excess of $3 million, it is highly likely that the Debtors would
recover all or substantially all of the debt owed to it by the
Landlord, Mr. Kizel avers.

In this light, the Creditors Committee asks the Court to deny the
Debtors' Motion.

                     About Borders Group

Borders Group operates book, music and movie superstores and mall-
based bookstores.  At Jan. 29, 2011, the Debtors operated 642
stores, under the Borders, Waldenbooks, Borders Express and
Borders Outlet names, as well as Borders-branded airport stores in
the United States, of which 639 stores are located in the United
States and 3 in Puerto Rico.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online
e-commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)



BORDERS GROUP: Opposes 49 Waukegan Admin. Claims Application
------------------------------------------------------------
Borders Group Inc. filed with the bankruptcy court an objection,
claiming that the applications for administrative expense claims
payment filed by 49 Waukegan Road Limited Partnership, Eliason
Combination Fund LLC, and Books and Music LLC are premature and an
inappropriate attempt to recover on their claims ahead of other
similarly situated creditors.

The Applications seek the allowance and immediate payment of
estimated, contingent and unbilled amounts relating to real
estate taxes that allegedly accrued postpetition and pre-
rejection.

While the Debtors do not dispute that the amounts alleged in the
Claims may become due at a future date, the Debtors currently
object to the Creditors' requests for payment until the amounts
have actually been billed to the Creditors by the respective
taxing authorities, following which the Creditors may invoice
such specific amounts in the ordinary course and the Debtors can
analyze the merits of the requests

Moreover, none of the Creditors have demonstrated why the Court
should exercise its discretion to direct payment now to the
Creditors on their Claims, says Andrew K. Glenn, Esq., at
Kasowitz, Benson, Torres & Friedman LLP, in New York.

Furthermore, he relates, none of the Creditors have attempted to
address why the Debtors will not be prejudiced if payment is
required or what hardship will befall the Creditors if payment is
not immediately ordered.

Accordingly, the Debtors ask the Court to deny approval of the
Claim Payment Applications.

                     About Borders Group

Borders Group operates book, music and movie superstores and mall-
based bookstores.  At Jan. 29, 2011, the Debtors operated 642
stores, under the Borders, Waldenbooks, Borders Express and
Borders Outlet names, as well as Borders-branded airport stores in
the United States, of which 639 stores are located in the United
States and 3 in Puerto Rico.  In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online
e-commerce components.  As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.

Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.

David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor.  DJM Property
Management is the lease and real estate services provider.  AP
Services LLC is the interim management and restructuring services
provider.  The Garden City Group, Inc., is the claims and notice
agent.

Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.

Lowenstein Sandler represents the official unsecured creditors
committee for Borders Group.  Bruce S. Nathan and Bruce Buechler,
members of Lowenstein Sandlers' Bankruptcy, Financial
Reorganization & Creditors' Rights Group, are leading the team.

The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010

Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.

Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain.  (http://bankrupt.com/newsstand/or
215/945-7000)


BRUNSWICK CORP: Moody's Assigns 'B1' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service upgraded Brunswick Corporation's
Corporate Family Rating to B1 from B2 due to expectations that its
earnings will continue to improve over the near to mid-term amid
stabilizing demand trends and a significantly lower cost
structure. The following ratings were also upgraded: Probability-
of-Default Rating to B1 from B2; secured notes to Ba2 from Ba3 and
unsecured notes to B3 from Caa1. The speculative grade liquidity
rating was affirmed at SGL-1. The outlook is stable.

"We believe that the combination of stable boating participation
trends, the increasing age of licensed boats and fewer used boats
for sale should help drive demand for new boats in the near to
mid-term," said Kevin Cassidy, Senior Credit Officer at Moody's
Investors Service. "Brunswick's significantly improved cost
structure, health of its dealership network and stabilizing demand
trends have led to much better earnings and credit metrics," he
added.

RATING RATIONALE

Brunswick's B1 Corporate Family Rating reflects the highly
discretionary nature of pleasure boats and marine related
products, which makes Brunswick's revenues and earnings highly
sensitive to economic weakness. This was demonstrated during the
economic downturn when the company suffered a dramatic revenue and
earnings decline The ratings also reflect the company's high
leverage and weak interest coverage. Ratings also incorporate
Moody's expectation of additional operating improvements in the
near to mid-term as the company continues to adjust its business
model to address the weak, but stabilizing, marine industry.
Moody's expects credit metrics to improve from their current
levels with financial leverage (debt/Ebitda) approaching 4 times
in the next 12 to 18 months. A critical component of the B1
Corporate Family Rating is Brunswick's strong liquidity profile.
Other factors supporting the rating are its higher-end consumer
base, good operating performance of its dealership network, stable
parts and accessory business, stable Bowling & Biiliards and
Fitness businesses, stable boating participation trends, seasoned
management team and its joint venture agreement with General
Electric Capital Corporation for its floorplan financing.

The stable outlook reflects Moody's expectation that demand trends
will not significantly deteriorate and that the company will
continue to maintain or possibly expand on its cost efficiency
efforts. Moody's anticipates modest improvements in overall marine
retail demand as well as operating margin and credit metric
improvements. These factors are reflected in the stable outlook as
is Moody's assumption of Brunswick's maintainance of a strong
liquidity profile.

In order for an upgrade to be considered, total marine industry
units need to stay at around 140,000 units or more and demand for
fiberglass boats needs to show further signs of improvement. If
industry units fall below this amount, the rating could still be
upgraded over the longer term assuming Brunswick's cost
rationalization efforts reap the benefits Moody's expects and
Brunswick maintains its strong liquidity profile. Because of
Brunswick's sensitivity to macroeconomic conditions, its credit
metrics need to be stronger than other similarly-rated consumer
durable companies. Credit metrics necessary for an upgrade to be
considered would be financial leverage (debt/Ebitda) approaching
3.5 times (currently 4.8 times), mid to high single digit
operating (Ebita/revenue) margins (currently around 5.5%),
interest coverage (EBITA/interest) approaching 2 times and
retained cash flow/net debt around 20% (presently at about 10%).

If the company's liquidity profile were to deteriorate, the long
term rating and liquidity rating could be downgraded. Erosion in
the operating performance of the company's dealership network
could also trigger a downgrade as could a decrease in demand with
North American industry units falling meaningfully below 120,000
(currently around 140,000). Credit metrics which could prompt a
downgrade would include debt/EBITDA approaching 5 times, low
single digit operating margins, interest coverage approaching 1.25
times or low double digit retained cash flow/net debt percentages.

The following ratings were upgraded:

Corporate Family Rating to B1 from B2;

Probability of Default Rating to B1 from B2;

$575 million senior unsecured notes due 2013-2027 ($423 million
outstanding) to B3 (LGD 6, 90%) from Caa1 (LGD 5, 88%);

$350 million senior secured notes due 2016 to Ba2 (LGD 2, 27%)
from Ba3 (LGD 2, 29%);

The following rating was affirmed:

Speculative grade liquidity rating at SGL-1

For additional information, please refer to Moody's Credit Opinion
of Brunswick published on Moodys.com.

The principal methodology used in rating Brunswick was the Global
Consumer Durables rating methodology published in October 2010.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Brunswick is headquartered in Lake Forest, Illinois. The company
manufactures marine engines, pleasure boats, bowling capital
equipment and fitness equipment, and operates retail bowling
centers. Sales for the twelve months ended April 2011 approximated
$3.5 billion.


CANO PETROLEUM: Names Former NGP Head J. Homier as New CFO
----------------------------------------------------------
Cano Petroleum, Inc., on July 11, 2011, appointed John H. Homier
as Chief Financial Officer and Secretary and entered into a
Consulting Agreement dated effective July 11, 2011, with
Mr. Homier, pursuant to which Mr. Homier will serve as Chief
Financial Officer and Secretary of Cano and provide other
consulting services to Cano in exchange for a fee of $30,000 per
month, paid monthly in advance, and advance payment of estimated
expenses that Mr. Homier will incur in performing those services.
The term of the Consulting Agreement ends on June 30, 2012, and
will be automatically extended for successive one-year terms,
unless terminated by (a) the death or disability of Mr. Homier or
(b) by Cano or Mr. Homier for any reason upon written notice to
the other party.

Mr. Homier, age 59, served as the President and Chief Executive
Officer of NGP Capital Resources from July 2004 to February 2011.

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

                       About Cano Petroleum

Cano Petroleum, Inc., is an independent Texas-based energy
producer with properties in the mid-continent region of the United
States.  Cano's primary focus is on increasing domestic production
from proven fields using enhanced recovery methods.  Cano trades
on the NYSE Amex Stock Exchange under the ticker symbol CFW.

The Company's balance sheet at March 31, 2011, showed
$257.88 million in total assets, $137.10 million in total
liabilities, and $120.78 million in total stockholders' equity.

The Company reported a net loss of $11.5 million on $22.8 million
of revenue for fiscal year ended June 30, 2010, compared with a
net loss of $231,000 on $23.4 million of revenue for fiscal 2009.
The Company reported a net loss of $12.53 million on $18.62
million of total operating revenue for the nine months ended March
31, 2011, compared with a net loss of $11.77 million on $16.36
million of total operating revenue for the same period a year ago.

As reported by the Troubled Company Reporter on Sept. 28, 2010,
the Company said if it is unable to successfully execute one of
its strategic alternatives, restructure its existing indebtedness,
obtain further waivers or forbearance from its existing lenders or
otherwise raise significant additional capital, it is unlikely
that it will be able to meet its obligations as they become due
and to continue as a going concern.  As a result, the Company will
likely file for bankruptcy or seek similar protection.  Moreover,
it is possible that the Company's creditors may seek to initiate
involuntary bankruptcy proceedings against it or against one or
more of its subsidiaries, which would force it to make a defensive
voluntary filing of its own.


CAPISTRANO TERRACE: Failed to Sell Mobile-Home Park Due to Lawsuit
------------------------------------------------------------------
Brittany Levine at the Orange County Register reports that
Capistrano Terrace Ltd.,, which has filed for Chapter 11
bankruptcy protection, owns the mobile-home park east of I-5 along
Valle Road, in California.

According to Ray Poulter, a spokesman for Capistrano Terrace, the
Company has seen mounting liabilities caused by geological issues,
deteriorating infrastructure, lawsuits by tenants over park
issues, and failure of insurers to handle resolution of those
claims.

The report says Mr. Poulter related that Capistrano Terrace's
bankruptcy comes after its president, Advanced Real Estate
Services Vice President Richard Julian, severed ties with the
limited partnership.  Capistrano Terrace is a limited partnership
of Advanced Real Estate Services.

The Orange County Register report says park owners have been
trying to close the park and residents have been trying to buy it
for years.  Capistrano Terrace Ltd. originally bought the park for
$3.5 million.  A 2007 resident-funded assessment valued the park
at $7 million.  In 2008, the park and residents agreed to an
$11 million price tag.  However, the failure-to-maintain lawsuit
complicated the sale.

Ms. Levine notes that the most recent attempt to close the park
began in 2006.  Capistrano Terrace Ltd. has paid for two
relocation reports, the most recent of which cost about $70,000
and values the mobile homes in a range of $28,000 to $154,000.

Capistrano Terrace Ltd. filed a Chapter 11 petition (Bankr. C.D.
Calif. Case No. 11-19767) on July 12, 2011.  D. Edward Hays, Esq.,
at Marshack Hays LLP, in Irvine, California, serves as counsel to
the Debtor.  The Debtor estimated assets of $1 million to $10
million and debts of up to $50 million.

A case summary for Capistrano Terrace is in the July 18, 2011
edition of the Troubled Company Reporter.


CARBON ENERGY: Files List of Six Largest Unsecured Creditors
------------------------------------------------------------
Carbon Energy Holdings, LLC, filed with the Bankruptcy Court a
list of its six largest unsecured creditors:

   Creditor                       Nature of Claim   Claim Amount
   --------                       ---------------   ------------
Weed & Co. LLP                    Fees for legal         $50,000
Attn: Rick Weed, Esq.             services
4695 MacArthur Ct., Suite 1430
Newport Beach, CA 92660
Tel: 949-475-9086

Skelly and Loy, Inc.              Fees for               $38,000
Attn: Accounts Receivable         engineering
2601 North Front St.              services
Harrisburg, PA 17110
Tel: 800-892-3652

Davis Graham & Stubbs LLP         Fees for legal         $35,876
Attn: Les Woodward, Esq.          services
1550 Seventeenth St., Suite 500
Denver, CO 80202
Tel: 303-892-9400

Southside Law Center              Fees for legal         $13,949
                                  services

Ronald R. Chadwick P.C.           Fees for                $5,820
                                  Accounting
                                  services

X-Clearing Corp.                  Fees for transfer       $2,615
                                  agent services

                        About Carbon Energy

Based in Wickenburg, Arizona, Carbon Energy Holdings, LLC, and
Carbon Energy Reserve, Inc., filed for Chapter 11 bankruptcy
(Bankr. D. Nev. Case Nos. 11-52099 and 11-52101) on June 28, 2011.
Judge Bruce T. Beesley presides over the cases.  Bart K. Larsen,
Esq., at Kolesar & Leatham, Chtd., serves as the Debtors'
bankruptcy counsel.  In their petitions, both Debtors estimated
assets of $10 million to $50 million, and debts of $1 million to
$10 million.  The petitions were signed by Gordon F. Lee,
president.


CARBON ENERGY: Sec. 341 Creditors' Meeting Slated for Aug. 1
------------------------------------------------------------
The United States Trustee for Region 17 in Nevada will convene a
Meeting of Creditors pursuant to 11 U.S.C. Sec. 341(a) in the
bankruptcy cases of Carbon Energy Holdings, LLC, and Carbon Energy
Reserve, Inc., on Aug. 1, 2011, at 3:00 p.m. Young Bldg., Rm 3024.
The meeting was originally set for 2:00 p.m. that same day.

The last day to file proofs of claim is Oct. 31, 2011.

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

                        About Carbon Energy

Based in Wickenburg, Arizona, Carbon Energy Holdings, LLC, and
Carbon Energy Reserve, Inc., filed for Chapter 11 bankruptcy
(Bankr. D. Nev. Case Nos. 11-52099 and 11-52101) on June 28, 2011.
Judge Bruce T. Beesley presides over the cases.  Bart K. Larsen,
Esq., at Kolesar & Leatham, Chtd., serves as the Debtors'
bankruptcy counsel.  In their petitions, both Debtors estimated
assets of $10 million to $50 million, and debts of $1 million to
$10 million.  The petitions were signed by Gordon F. Lee,
president.


CARBON ENERGY: Hearing on Joint Administration Set for Aug. 5
-------------------------------------------------------------
The Bankruptcy Court will convene a hearing Aug. 5, 2011, at
10:00 a.m. at BTB RN-Courtroom 2, Young Bldg., on the request to
consolidate the Chapter 11 cases of Carbon Energy Holdings, LLC,
and Carbon Energy Reserve, Inc., for procedural purposes.  The
lead case is Case No. 11-52099.

Based in Wickenburg, Arizona, Carbon Energy Holdings, LLC, and
Carbon Energy Reserve, Inc., filed for Chapter 11 bankruptcy
(Bankr. D. Nev. Case Nos. 11-52099 and 11-52101) on June 28, 2011.
Judge Bruce T. Beesley presides over the cases.  Bart K. Larsen,
Esq., at Kolesar & Leatham, Chtd., serves as the Debtors'
bankruptcy counsel.  In their petitions, both Debtors estimated
assets of $10 million to $50 million, and debts of $1 million to
$10 million.  The petitions were signed by Gordon F. Lee,
president.


CARGO TRANSPORTATION: Terms of Proposed Reorganization Plan
-----------------------------------------------------------
As reported in yesterday's Troubled Company Reporter, Cargo
Transportation Services, Inc., filed with the U.S. Bankruptcy
Court for the Middle District of Florida a request to extend its
exclusive period to solicit acceptances of its proposed Chapter 11
plan.

In the extension request, the Debtor needs additional time to
solicit acceptances of its Plan because the Debtor:

   i) is awaiting court approval of the settlement agreement with
      Old Dominion;

  ii) is still negotiating with the Committee as to the amount and
      timing of payments to Class 7;

iii) has not finalized negotiations with Comerica Bank; and

  iv) is continuing to investigate claims of creditors who were
      not scheduled and is assessing whether publication notice
      of an extended claims bar date is necessary.

Cargo Transportation filed its proposed plan and disclosure
statement in May this year.

The Debtor anticipates that its continuing operations and
payments to be made under the Plan will be funded by (1) Cash on
hand on the Effective Date, (2) the Exit Funding, or (3) Cash
generated and/or collected by the Reorganized Debtor in the
ordinary course of business on and after the Effective Date.  The
amount of the Exit Funding is anticipated to be at least
$1,000,000-$1,500,000 from a third party funder plus the potential
Exit Capital Contribution of $1,500,000, if available.

Pursuant to the Plan, the Holder of the Class 2 Secured Claim of
Comerica Bank, estimated at $6,576,289.40, will receive the
Comerica Note from the Reorganized Debtor which will provide for
deferred Cash payments (i) of (a) interest only determined at the
Comerica Interest Rate for the first 18 months and (b) monthly
payments of principal and interest thereafter based on a 15-year
amortization with a balloon payment due 84 months for the
Effective Date.

Class 7 General Unsecured Claims, estimated at $3,600,000, will
receive Cash equal to 50% payment of the amount of their Allowed
Claim payable over a 5-year period.  In the event that the total
Exit Funding Available exceeds $3,000,000, with at least
$1,500,000 of the Exit Funding being derived from Exit Capital
Contributions, the Debtor will provide notice of the opportunity
for the Holders of Allowed Class 7 Unsecured Claims to make an
Unsecured Creditor Election, wherein any Holder of a Class 7
General Unsecured Claim that makes a timely election will receive
payment of 20% of their Allowed Claim within 6 months from the
Effective Date.

Class 8 Equity Interests will be canceled and reissued to the
existing shareholders of the Debtor or their designee and on
account of the Exit Capital Contribution.

A copy of the Disclosure Statement is available at:

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

                  About Cargo Transportation

Sunrise, Florida-based Cargo Transportation Services, Inc.,
provides transportation services to clients nationwide, including
customized consolidation, distribution, logistics and warehousing
services.  It has 140 employees and averages $100,000,000 in gross
revenue per year.

Cargo Transportation filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011.  Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA,
serves as the Debtor's bankruptcy counsel.  Jennis & Bowen, P.L.,
serves as substitute counsel.  1 Source Partners Inc. and Accell
Audit & Compliance P.A., serve as its certified public
accountants.  The Debtor also tapped Ruden McClosky P.A. as its
special counsel.

Donald F. Walton, U.S. Trustee for Region 21, appointed an
Official Committee of the Official Committee of Unsecured
Creditors in the Debtor's case.  Hunton & Williams LLP represents
the Committee in the Debtor's Chapter 11 proceedings.  The
Committee tapped DLA Piper as its general counsel.

The Debtor disclosed $11,728,760 in assets, and $11,869,375 in
liabilities as of the Chapter 11 filing.


CATHOLIC CHURCH: Wilm. Confirmation Hearing to Continue on July 28
------------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware refused to confirm the Catholic Diocese of
Wilmington, Inc.'s Chapter 11 Plan of Reorganization, The
Associated Press reports.

At the confirmation hearing held July 14, 2011, Judge Sontchi
expressed his opposition to the possibility of what the church
calls "sustenance" payments from the Diocese to known pedophile
priests, the report says.  Judge Sontchi has said that in asking
him to approve a plan that impairs potential recoveries for
victims of priest sex abuse while not impairing the abusers
themselves, the Diocese had not proposed a plan in good faith, as
required under the Bankruptcy Code.

"I'm not going to confirm a plan unless there is some prohibition
on that because I don't think debtor would be operating in good
faith," Judge Sontchi is quoted by AP as saying.  He added that
the Diocese's lack of good faith also was demonstrated in its
disparate treatment of two law firms representing abuse survivors
because of prior court filings in the case that its attorneys
found offensive.

According to AP, the Diocese refused to include the two law firms
among the parties that would be exculpated from malpractice or
other claims related to their actions in the bankruptcy case
unless they agreed to withdraw the offensive pleadings.  "Either
exculpate everybody, or nobody gets exculpated.  It's your
decision," Judge Sontchi has told the Diocese's attorneys.

Although the Diocese and its counsel told the Court they would
need three weeks to determine how to proceed with the matter,
Judge Sontchi ordered that the confirmation hearing resume in two
weeks -- on July 28, 2011 -- during which time all parties must
give him a status update.

At that time, he said, the only plan he will consider moving
forward is the $77.4 million settlement and not an alternate "cram
down" plan that the Diocese drafted if the settlement plan failed,
according to Sean O'Sullivan of delawareonline.com.

The Diocese's Plan is based on the payment of settlements
aggregating $77.4 million to 150 alleged victims of sex abuse in
exchange for the Diocese's, its parishes' and affiliated
entities' release from legal claims related to the church sex
abuse scandal.

                       Sustenance Issue

The Court has rejected the Diocese's arguments that while the
likelihood of sustenance payments was remote, it was a matter of
canon law and outside the Court's civil jurisdiction, AP reports.
Judge Sontchi noted that the Diocese was a civil entity that filed
for bankruptcy protection in a secular court and was seeking the
civil remedy of having its reorganization plan confirmed.

"I think this issue of allowing future financial payments, however
they are characterized, to the priests who have been acknowledged
by the diocese to be abusers is an issue not just of economics and
not just of technicalities of the bankruptcy code," the judge
added.  "I think it goes to the very heart of this case."

As previously reported, Bishop Malooly said in his testimony that
the Diocese tried to be fair to all survivors and victims of
priest sex abuse, and that the Diocese won't be providing pension
payments or other benefits to known child abusers.  Bishop Malooly
also told the Court that he must reserve the right to provide
charity to abuser priests as a part of the Plan because church law
requires him to provide "sustenance" to the men as long as they
have not been kicked out of the priesthood by the pope.

On behalf of the Diocese, Patrick A. Jackson, Esq., at Young
Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, said at
the July 14 Hearing that the issue of sustenance payments had been
blown out of proportion by attorneys for the abuse victims, an
observation that drew a rebuke from Judge Sontchi, AP said.

"I would take issue that it got blown out of proportion," said the
judge, prompting a later apology by Mr. Jackson, who said his
remark was based on the amount of money in question.

"We get it.  The bishop gets it," Mr. Jackson said, according to
AP, referring to the outrage felt by abuse survivors about their
tormentors possibly getting financial help from the Diocese.

Prior to the July 14 Hearing and at the direction of the Court,
Mr. Jackson submitted a letter brief to address the canonical
obligation of a Roman Catholic diocesan bishop to provide
sustenance or charity to clergy.  He explains that the immediate
source of a bishop's obligation to see to it that clergy attached
to his diocese receive the remuneration and sustenance to which
they are entitled is Canon 281 of the 1983 Code.  He notes that
remuneration as referred to in the canon is the financial and
other kinds of support due to clergy as a result of the
ministerial work they do when actively engaged in ecclesial
ministry -- similar to what would ordinarily be thought of as a
person's "salary."

In response to the letter, Stephen J. Neuberger, Esq., at The
Neuberger Firm P.A., in Wilmington, Delaware, contends that Mr.
Jackson is admittedly unqualified to render the expert opinions he
offers in his letter.  Mr. Neuberger also argues that Mr.
Jackson's letter flatly contradicts the testimony of Bishop
Malooly regarding obligations to provide sustenance and charity to
priests, who have been laicized and dismissed from the clerical
state.

                Diocese Needs $10 Million Loan

Monsignor Joseph P. Corsini, the Diocese's chief financial
officer, told Judge Sontchi at the July 14 Hearing that the
Diocese needs to borrow nearly $10 million to make its bankruptcy
reorganization plan work, according to an AP report.  Mr. Corsini,
however, noted that the Diocese has yet to reach a final agreement
with a commercial lender.

During the previous confirmation hearing held July 8, 2011, Judge
Sontchi called attorneys into his chambers for a private
discussion after questioning Mr. Corsini about how the
Diocese planned to make promised payments to its lay employee
pension fund and cover an estimated $5 million in fees for
attorneys and other professionals in the bankruptcy case,
including an existing unpaid balance of more than $929,000.
Mr. Corsini had said the Diocese planned to borrow and would use
money from existing sources and the sale or potential sale of
property to meet the pension payments.

The AP report noted that attorneys for the Diocese and its non-
debtor Catholic entities did not reveal which real estate holdings
of the church would be put up as collateral for the 25-year-loan,
which carries a variable interest rate starting at 4.5%.  An
attorney representing the Catholic Diocese Foundation and other
non-debtor Catholic entities told Judge Sontchi that he did not
want the property that would be used to secure the loan identified
in court.

After meeting privately with attorneys, Judge Sontchi resumed the
hearing to consider approval of the Diocese's reorganization plan
with no further mention of the proposed loan collateral, AP says.

Mr. Corsini has assured the Court that the Diocese has a "willing"
lender, but that the lender wants the Diocese's external auditor
to finish a review, which may take another week or two to
complete, before entering into a formal loan agreement.  If the
loan arrangement falls through, the Diocese has a backup plan
involving a one-year $8.4 million bridge loan at 6% interest that
has been arranged with unnamed non-debtor Catholic entities, which
loan could be extended another five years with a 2% extension fee,
he revealed.

           Court Sides with Abuse Survivors Committee

As previously reported, attorneys representing the majority of
abuse survivors in an ad hoc committee have accused the Diocese of
trying to renege on certain settlement terms.  The ad hoc
committee claimed that a settlement term sheet requires the
Diocese to pay $77.4 million into a trust within 60 days of
confirmation of the reorganization plan.  The Diocese argued that
the Catholic Diocese Foundation and insurers would not contribute
the money needed to fund the plan until a final order had been
entered and any possibility of an appeal had been eliminated.

Judge Sontchi ruled at the July 14 Hearing in favor of the ad hoc
committee, saying the settlement needs to be fully funded within
60 days of confirmation, and that only upon full funding will the
plan contributors get the legal releases they demand, reports AP.

"It's a two-way street," said the judge, noting that if the non-
debtor entities aren't willing to fund the Diocese's
reorganization plan on those terms, then the Plan is not feasible
and cannot be confirmed.

Attorneys for the insurers and the non-debtor entities told Judge
Sontchi they would need time to consult before deciding how to
proceed, relates the report.

              Tentative Agreement with J. Curry

Meanwhile, attorneys for the Diocese and abuse victim Joseph Curry
told Judge Sontchi they had reached a tentative agreement
resolving his objections to the reorganization plan, according to
the AP report.

Mr. Curry reached a $1.7 million settlement with St. Dennis parish
in Galena, Md., in January, months after church officials already
had decided to accept the money from the Catholic Diocese
Foundation on condition that all parishes would be released from
liability.

Mr. Curry's attorney accused the Diocese of acting with "unclean
hands" and giving Mr. Curry an "empty promise" because Bishop
Francis Malooly agreed to the settlement with Mr. Curry after
having already determined that all parishes, including St. Dennis,
would be released from liability under the bankruptcy plan,
reports AP.

Under the tentative agreement, which needs approval from St.
Dennis and the Catholic foundation, Mr. Curry would be allowed to
seek additional money from the parish if his recovery in the
bankruptcy case and his share of proceeds from any litigation or
settlement in sexual abuse lawsuits against Catholic religious
orders amount to less than what he was promised by St. Dennis, the
report says.

             Settlement on the Verge of Collapse

Due to Judge Sontchi's June 14 rulings, the plan to end bankruptcy
for the Wilmington Diocese and resolve more than 100 priest sex
abuse lawsuits is on the verge of collapse, according to
attorneys, Mr. O'Sullivan said in his report.

"The settlement has fallen apart," said Mr. Neuberger.  "The next
move is up to the diocese," adds the report.

Attorney Donald Detweiler, Esq., who is representing Diocese lay
employees, urged all sides to talk during the coming days and
think about how to rescue the deal.  If the plan that was hammered
out over months of negotiation falls apart, "then we are in a lot
of trouble," delawareonline quoted him as saying.

"The survivors' counsel has blown up the plan, so it can't be
approved today [July 14]," said Mr. Detweiler.  "We'll see if it
can be fixed.  If it can't, I don't know where we're going from
here."

The Diocese, through attorney Anthony Flynn, Esq., declined to
comment about the case or the dire predictions of collapse.

AP says Bishop Malooly declined to comment as he left the
courtroom.  "I need to kind of think this through," he said.

                 About the Diocese of Wilmington

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

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

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

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


CATHOLIC CHURCH: Settlement Party Objects to Wilm. Plan
-------------------------------------------------------
Joseph Curry filed with the U.S. Bankruptcy Court for the District
of Delaware a bench memorandum in support of his objection to the
Catholic Diocese of Wilmington, Inc.'s Plan of Reorganization in
light of the evidence presented at the recent confirmation
hearing.  Mr. Curry reached a $1.7 million settlement with St.
Dennis parish in Galena, Maryland, in January 2011.  St. Dennis
Roman Catholic Church of Maryland is a non-Debtor entity.

On behalf of Mr. Curry, Joseph W. Benson, Esq., in Wilmington,
Delaware, relates that at the July 8, 2011 confirmation hearing,
he cross-examined two witnesses -- Bishop Francis Malooly and
Monsignor Joseph P. Corsini, the Diocese's chief financial
officer.  During his testimony, the Bishop admitted that he would
have to approve the placement of any encumbrance upon a parish
asset, and that he would have to approve any payment in excess of
$25,000 by a parish.

Mr. Benson contends that Bishop Malooly must authorize
expenditures of more than $25,000 by a parish.  Mr. Curry urges
the Court to deny the Diocese's request that his final judgment
and lien against property of St. Dennis be enjoined because of
their "unclean hands."

Under its equitable power, the Court should refuse to grant an
injunction denying Mr. Curry's right to enforce the January 4,
2011 judgment and lien against St. Dennis, Mr. Benson argues.  Mr.
Curry also insists that his objection to his lien being affected
by the Plan should be approved and the channeling injunction
denied.

                 About the Diocese of Wilmington

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

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

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

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


CATHOLIC CHURCH: Abuse Survivors Oppose 2nd Plea for Pensions
-------------------------------------------------------------
The Unofficial Group of Abuse Survivors represented by The
Neuberger Firm P.A. and Jacobs & Crumplar P.A. filed with the U.S.
Bankruptcy Court for the District of Delaware a bench memorandum
in opposition to the Catholic Diocese of Wilmington, Inc.'s
renewed request for authority to continue providing pensions,
sustenance and medical coverage to certain retired or removed
priests accused of sexual abuse submitted in light of Bishop
Francis Malooly's testimony at the recent confirmation hearing.

Thomas S. Neuberger, Esq., at The Neuberger Firm P.A., in
Wilmington, Delaware, contends that the request sought various
benefits for seven of the eight living admitted child abusers:

  -- Pension, medical and housing benefits for James E.
     Richardson, Douglas W. Dempster and John A. Sarro;

  -- Medical benefits for Joseph A. McGovern, Charles W.
     Wiggins, Kenneth J. Martin and Francis G. DeLuca; and

  -- Sustenance payments for Messrs. Wiggins, McGovern and
     Martin as the Diocese in its sole discretion determined to
     be required.

In its Plan of Reorganization, the Diocese has sought renewed
authority to provide pensions, medical benefits and other funds to
persons on its published list of child abusers under the guise of
charity or sustenance payments, Mr. Neuberger alleges.  He accuses
the Diocese of intending to bury the request in the minutiae of
its lengthy Plan and Disclosure statement, but its purpose was
ferreted out and the Unofficial Committee opposed this attempt in
its opposition to the Disclosure Statement.

It is clear from the testimony of the Diocese's sole witness on
the issue, Bishop Francis Malooly, that it has simply renewed its
November 19, 2009 motion with the caveat that the Court should
trust him to do the right thing on the matter and accept his
promise that he would only pay these child abusers money in the
future reluctantly, Mr. Neuberger contends.  He asserts that the
bishop candidly admitted "[i]t's possible" in the future he would
give money to these abusers, and that he serves under orders in a
hierarchical world wide organization.

Mr. Neuberger argues that the Diocese's own unclean hands bar the
relief it seeks.  He asserts that the Bishop's testimony revealed
the Diocese's unclean hands in making its renewed motion before
the Court.  He points out that the equitable doctrine of unclean
hands is "rooted in the historical concept of the court as a
vehicle for affirmatively enforcing the requirements of conscience
and good faith, requires that the parties have acted fairly and
without fraud or deceit as to the controversy in issue," citing
Crown Packaging Technology, Inc. v. Rexam Beverage Can Co., 679
F.Supp.2d 512, 521 (D.Del. 2010).

Just as the Diocese in its confirmation order seeks the power to
hold survivors in contempt should they for any reason violate the
discharge injunction it seeks, the Diocese should be subject to a
binding order preventing it from continuing its decades long
cover-up and paying hush money to its acknowledged child abusers
under the guise of charity, Mr. Neuberger tells the Court.  He
adds that protection is needed since the Bishop admitted there are
no internal rules of his organization, which prevent him or his
successor or designee from giving child abusers money in the
future.

                 About the Diocese of Wilmington

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

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

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

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


CENTAUR LLC: Luna's Fortune Valley Renovation Nears Completion
--------------------------------------------------------------
Penny Parker at Denver Post reports that Fortune Valley Casino in
Central City is ready for its close-up after undergoing a more
than $20 million facelift.

According to the report, Luna Gaming Central City paid $10 million
for the property, which was in Chapter 11 bankruptcy, and took
possession of the property in January.  Six months later, only a
handful of the 118 hotel rooms and suites remain in remodeling
that will have each room named and themed in honor of musicians or
bands.

                      About Centaur LLC

Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- is an company involved in
the development and operation of entertainment venues focused on
horse racing and gaming.  The Company and its affiliates filed for
Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D.
Del. Case No. 10-10799).  Jeffrey M. Schlerf, Esq., at Fox
Rothschild LLP, assists the Company in its restructuring effort.
The Company disclosed assets of $584 million and debt of
$681 million as of the Petition Date.

Affiliates Centaur PA Land LP and Valley View Downs LP filed for
bankruptcy reorganization in October 2009 to keep alive a project
to develop a racetrack in Pennsylvania.  The filings were made
following the failure to make payments due in October on a
$382.5 million first-lien debt and a $192 million second-lien
credit.

All the companies are subsidiaries of closely held Centaur Inc.,
which isn't in bankruptcy.

Centaur was authorized in August 2010 to sell the Fortune Valley
Hotel & Casino 40 miles west of Denver to Luna Gaming Central City
LLC for $7.5 million cash, plus a $2.5 million note.


CHURCH AT SOUTH: Church Members Won't Pay Mortgage Owed to Bank
---------------------------------------------------------------
Alex Murashko at Christian Post Reporter reports that members of
the Church at South Las Vegas agreed to not pay the church's
mortgage after they found out that they owed the bank more than
three times the amount that the church building was worth.

"After much deliberation, the leaders and the congregation said,
we don't want our donations to keep going down a black hole with
no light at the end of the tunnel," the report quotes Pastor Benny
Perez to The Christian Post on Wednesday.  "So, it became a
stewardship issue.  We stopped making payments [on] May 1."

The Church at South Las Vegas sought Chapter 11 protection.

Church at South Las Vegas -- http://www.thechurchlv.com/--
operates a church at 3051 Horizon Ridge Parkway.  It filed a
Chapter 11 petition (Bankr. D. Nev. Case No. 11-20839) on July 8,
2011.  John P. Witucki, Esq., at Gordon Silver, in Las Vegas,
Nevada, serves as counsel to the Debtor.  The Debtor estimated
assets and debts of up to $10 million.


CIRCUIT CITY: DIVX Patent Portfolio Auction on Aug. 16
------------------------------------------------------
The Circuit City Stores Inc. Liquidating Trust has entered into an
agreement to sell its remaining patent portfolio to Imaging
Transfer Co. LLC for a cash purchase price of $750,000.  The sale
is subject to higher and better offers.  Streambank LLC has been
engaged by the Trust to conduct the sale process.  Competitive
bids are due by Aug. 12 and an auction will be held on Aug. 16.  A
motion is being filed with the Bankruptcy Court for the Eastern
District of Virginia seeking entry of an order granting the sale
free and clear status.

The portfolio consists primarily of patents developed in
connection with Circuit City's former Digital Video Express (a/k/a
DIVX) initiative.  The portfolio consists of 22 U.S. patents and
patent applications as well as multiple related foreign patents.

Circuit City launched Digital Video Express in the late 1990's to
develop an internet based, direct to home video rental solution
that eliminated late fees for consumers and protected digital
content.  Although the DIVX system is no longer available, the
technology developed by DIVX remains relevant to the areas of
compression, distribution, security, usage tracking of movie
content, anti-piracy, digital media and watermarking.

"These patents were developed by Circuit City in order to leapfrog
the traditional video rental process.  Although Circuit City was
not able to capitalize on its inventions, the video distribution
model it envisioned has become the mainstream," said Gabe Fried,
Managing Principal of Streambank.  "Patents such as those
developed by Circuit City play a central role in the evolving
dynamic of technology companies creating digital delivery
solutions as evidenced by the recent sale by Nortel of its patent
portfolio for $4.5 Billion."

The Nortel patents were sold through a chapter 11 bankruptcy sale
to a consortium that included Apple, Microsoft and RIM, who outbid
Google, the stalking horse bidder at $900 Million.

Information concerning the sale process can be obtained by
contacting Jack Hazan at jhazan@streambankllc.com or Gabe Fried at
gfried@streambankllc.com, or by calling Streambank at: 781-444-
4940.

                         About Streambank

Streambank is an advisory firm, specializing in the valuation,
marketing, and sales of intangible assets for businesses at all
stages. Streambank identifies, preserves, and extracts value for
clients through the application of experience, diligence and
creativity. The firm's recent experience includes Anchor Blue
Holdings, Robb & Stucky Furniture, Movie Gallery, Circuit City
Stores, KB Toys and other notable brands and related intellectual
property. Additionally, Streambank provides intangible asset
valuation services to stakeholders in a variety of contexts
including compliance and reporting, lending, and for the
resolution of disputes. Streambank provides sound advice on value
maximization strategies and liquidity options. Streambank is
headquartered in Needham, MA and has offices in New York, NY.

                        About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.

Circuit City Stores together with 17 affiliates filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Va. Lead Case No. 08-35653) on Nov. 10, 2008.
InterTAN Canada, Ltd., which runs Circuit City's Canadian
operations, also sought protection under the Companies' Creditors
Arrangement Act in Canada.

Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, are the Debtors' general
restructuring counsel.  Dion W. Hayes, Esq., and Douglas M. Foley,
Esq., at McGuireWoods LLP, are the Debtors' local counsel.  The
Debtors also tapped Kirkland & Ellis LLP as special financing
counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special
securities counsel; and FTI Consulting, Inc., and Rotschild Inc.
as financial advisors.  The Debtors' Canadian general
restructuring counsel is Osler, Hoskin & Harcourt LLP.  Kurtzman
Carson Consultants LLC is the Debtors' claims and voting agent.
The Debtors disclosed total assets of $3,400,080,000 and debts of
$2,323,328,000 as of August 31, 2008.

Circuit City has opted to liquidate its 721 stores.  It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases in Jan. 2009.

In May 2009, Systemax Inc., a multi-channel retailer of computers,
electronics, and industrial products, acquired certain assets,
including the name Circuit City, from the Debtors through a Court-
approved auction.


COMPOSITE TECHNOLOGY: BCC Advisory OK'd as Investment Banker
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized Composite Technology Corporation, et al., to employ BCC
Advisory Services LLC, BCC Ho1dco LLC's FINRA registered
Broker/Dealer, as investment banker to provide exclusive equity
financing services and debt financing services.

As reported in the Troubled Company Reporter on June 27, 2011,
pursuant to the Engagement Agreement, CTC is seeking approximately
$5.0 million of senior debt financing and $25.0 million of equity
financing for its emergence from its Chapter 11 bankruptcy case,
working capital and growth capital.

The firm will render services to CTC based on these compensation
arrangement:

* Monthly compensation.  A non-refundable monthly retainer fee
   in the amount of $10,000 payable:

    (i) $10,000 upon the execution of the Engagement Agreement
        or as soon as approved by the Bankruptcy Court; plus

   (ii) $10,000 payable each 30 days after the execution of
        the Engagement Agreement until the conclusion of the
        engagement.

* Equity Financing Success Fee.  Upon CTC's receipt of funds from
   the equity financing, the firm will be compensated by a success
   fee of 5% of the first million dollars of consideration; plus
   5% of the second million dollars of consideration; plus 4% of
   the third million dollars of consideration; plus 4% of the
   fourth million dollars of consideration; plus 3% of the fifth
   milion dollars of consideration; plus 3% of the sixth
   milion dollars of consideration; plus 2% of the seventh million
   dollars of consideration; plus 2% of the eighth million dollars
   of consideration; plus 1% of any remaining consideration
   received.

* Debt Financing Success Fee.  Immediately upon closing a
   transaction for debt securities acceptable to CTC, the Firm
   will be compensated by a success fee of 2% of the amount of
   financing received by CTC.  The financing provided in a debt
   securities transaction is defined as the greater of (i) the
   amount of funds provided to CTC pursuant to the terms and
   conditions of the debt securities documentation; and/or
   (ii) the amount of funds borrowed by or invested in CTC from
   each financing source provided by the Firm to CTC for a period
   of 18 months from the first placement by that source(s).

* To the extent that any prospective investor or lender that
   the Firm introduces to CTC provides Financing for are within
   18 months following any termination of the Engagement
   Agreement, then the Firm will be entitled to receive, with
   respect to such subsequent Financing, a success fee.

* The Firm has been advised that CTC is in discussions with
   certain parties that may provide debt or equity financing to
   CTC.  Should one of these parties become a lender to or an
   investor in CTC, the Firm agrees to adjust its success fees
   by 40% on the amount of financing received from one of these
   parties.

Edward M. Bixler, managing partner at BCC Advisory Services LLC,
BCC Holdco LLC's FINRA registered Broker/Dealer, assured the Court
that his firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

                    About Composite Technology

Headquartered in Irvine, California, Composite Technology
Corporation - http://www.compositetechcorp.com/-- develops,
produces, markets and sells energy efficient and renewable energy
products for the electrical utility industry.  As of March 31,
2011, the Company has one business segment: CTC Cable Corporation.

CTC Cable produces and sells ACCC(R) conductor products and
related ACCC(R) hardware products.  ACCC(R) conductor has been
sold commercially since 2005 and is currently marketed worldwide
to electrical utilities, transmission companies and transmission
design/engineering firms.

Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case.  The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011.  BCC
Advisory Services LLC, BCC Ho1dco LLC's FINRA registered
Broker/Dealer, serves as investment banker to provide exclusive
equity financing services and debt financing services.  Composite
Technology disclosed $5,855,670 in assets and $12,395,916 in
liabilities as of the Chapter 11 filing.

CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and
Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed
for Chapter 11 protection.

The cases are jointly administered, with Composite Technology as
the lead case.  Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel.  The Debtors also
tapped Marsch Fischmann & Breyfogle LLP as special intellectual
property approval counsel; Knobbe, Martens, Olson & Bear, LLP as
special patent litigation counsel; McIntosh Group as special
intellectual property counsel.

Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the official committee of unsecured creditors in the
Debtor's cases.  Steptoe & Johnson LLP represents the Committee.


CORDIA COMMUNICATIONS: Sells Business to Birch Communications
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Cordia Communications Inc. was authorized last week
by the bankruptcy judge in Orlando, Florida, to sell the business
to Birch Communications Inc.  For Birch to take over a contract
with Verizon Communications Inc., Verizon must be paid $4.4
million, according to the order approving the sale.

                     About Cordia Communications

Cordia Corporation -- through its operating subsidiaries, Cordia
Communications Corp., CordiaIP Corp., My Tel Co, Inc., Northstar
Telecom, Inc., Cordia Prepaid Corp., and Cordia International
Corp. -- offers business, residential, and wholesale customers
local and long distance telecommunications services in more than
60 countries utilizing traditional wireline and Voice over
Internet Protocol -- VoIP -- technologies.  CCC holds licenses to
operate in 28 states throughout the contiguous United States, and
CCCVA is licensed in Virginia.

Winter Garden, Florida-based Cordia Communications Corp., along
with affiliates, filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Lead Case No. 11-06493) on May 1, 2011.
The Debtor estimated its assets and debts at $10 million to
$50 million.   Scott L. Baena, Esq., at Bilzin Sumberg Baena Price
& Axelrod LLP, serves as the Debtors' bankruptcy counsel.  Source
Capital Group, Inc., serves as investment banker.  Development
Specialists, Inc., is providing restructuring and management
services, including Joseph J. Luzinski as chief restructuring
officer.


CREDITRON FINANCIAL: RDI Marketing Offers $1.4-Mil. for Assets
--------------------------------------------------------------
Ed Palatella at Erie Times-News reports that RDI Marketing
Services Inc. is prepared to buy Erie-based Telatron Marketing
Group Inc. at auction in U.S. Bankruptcy Court in Erie,
Pennsylvania.

According to the report, RDI Marketing has offered to buy
Telatron's assets, including its contracts, data and records, for
$800,000 upfront, with another $600,000 to come in January if
Telatron hits a revenue goal.

The report says proceeds from the sale would go to creditors of
Creditron Financial Corp., which does business as Telatron,
including the Internal Revenue Service, owed $2 million, according
to court records.  The creditors also would divide another
$1 million in Telatron's cash and receivables, according to court
records.  If RDI were to buy Telatron for $1.4 million, the total
amount of money available to the creditors would be $2.4 million,
according to Erie Times-News.

Based in Erie, Pennsylvania, Creditron Financial Corporation dba
Telatron Marketing Group Inc. filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Penn. Case No.: 08-11289) on July 3, 2010.
Stephen H. Hutzelman, Esq., Plate Shapira Hutzelman Berlin May, et
al., represents the Debtor.  As of July 2008, the Debtor had $3
million in total assets, and $4.8 million in total debts.


CRISTAL INORGANIC: Moody's Upgrades Corp. Family Rating to 'B1'
---------------------------------------------------------------
Moody's Investors Service upgraded Cristal Inorganic Chemicals
Ltd.'s Corporate Family Rating and Probability of Default ratings
to B1 from B2. The ratings on the company's first and second lien
debt were upgraded one notch to Ba2 and B2, respectively. The
upgrade reflects the company's improved leverage and operating
performance as a result of strong titanium dioxide (TiO2) industry
dynamics, and the expectations of continued robust TiO2 industry
fundamentals. The outlook is positive.

The following summarizes the ratings activity:

Cristal Inorganic Chemicals Ltd.

Ratings upgraded:

   -- Corporate Family Rating to B1 from B2

   -- Probability of Default Rating to B1 from B2

   -- Revolving Credit Facility due 2012 to Ba2 (LGD2/28%) from
      Ba3 (LGD3/31%)

   -- First Lien Term Loan due 2014 to Ba2 - (LGD2/28%) from Ba3 -
      (LGD3/31%)

   -- Second Lien Term Loan due 2014 to B2 -- (LGD5/73%) from
      B3 -- (LGD5/76%)

Outlook to Positive from Stable

RATINGS RATIONALE

Cristal's B1 CFR reflects the company's improved operating
performance and credit metrics along with Moody's expectation that
the favorable TiO2 industry conditions will continue. Low TiO2
inventory levels and tight supply -- demand conditions, the result
of industry de-stocking and permanent capacity shutdowns during
the 2008-2009 economic downturn, have led to high industry
operating rates and producers enjoying their greatest profit
margins since the early-1990s. TiO2 industry wide pricing was up
around 35% year-over year through March 31, 2011, and significant
price increases have been announced since that time that are
expected to be realized. In addition, cost savings implemented
during 2009 have helped boost the company's overall margins and
strengthened credit metrics. Cristal's ratings are limited by the
company's third party balance sheet debt (approximately $620
million as of June 30, 2011 -- a reduction of approximately $102
million during the second quarter of 2011), and single product
line within a historically cyclical industry.

The positive outlook reflects Moody's expectations that Cristal
will continue to generate strong margins and meaningful amounts of
positive free cash flow over the next 12-18 months. The ratings
could be upgraded if the company continues to maintain its strong
margins into 2012 as titanium ore prices increase, strong
liquidity and credit metrics supportive a higher rating. The
company's revolver is currently undrawn and matures within the
next year (May 2012).

The principal methodology used in rating Cristal Inorganic
Chemicals was the Global Chemical Industry Methodology published
in December 2009.

Cristal Inorganic Chemicals Ltd., headquartered in Hunt Valley,
Maryland, is the world's second largest producer of titanium
dioxide. The company is also a producer TiCl4 and ultrafine TiO2.
Revenues were approximately $1.5 billion for the twelve months
ended March 31, 2011. Cristal is a wholly owned subsidiary of The
National Titanium Dioxide Company Limited (Cristal Global), which
operates a large, low-cost, TiO2 facility in Yanbu, Saudi Arabia.


CRYSTAL CATHEDRAL: My Father's Church Bids $50 Million for Assets
-----------------------------------------------------------------
The Associated Press reports that Norco-based My Father's House
Church International made a $50 million offer to buy Garden
Grove's Crystal Cathedral.  According to the report, the Crystal
Cathedral's attorney Marc Winthrop told the newspaper he hadn't
seen a formal offer yet.

Crystal Cathedral Ministries has already withdrawn a proposal to
have Greenlaw Partners LLC open the auction for its assets.  For
$46 million, Greenlaw would have acquired the facility and leased
a portion back to the church with a purchase option.  The sale and
leaseback would have been part of a Chapter 11 reorganization
plan.

The Cathedral dropped support for Greenlaw to be the stalking-
horse after receiving two offers or indications of interest:

   * Chapman University made a similar $46 million proposal. The
     creditors' committee was behind the Chapman offer, saying it
     had "clear benefits to the ministry."

   * The Roman Catholic Bishop of Orange County, California, filed
     papers in bankruptcy court this week laying out interest in
     acquiring the facility and maintaining operations as a place
     of worship.  The bishop said his church had outgrown its
     existing Holy Family cathedral which has only 900 seats.

The bankruptcy judge told the parties to return to court on
Aug. 1 for a status conference.

                      About Crystal Cathedral

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

The U.S. Trustee for Region 16 appointed seven members to the
official committee of unsecured creditors in the Chapter 11 case
of Crystal Cathedral Ministries.  Todd C. Ringstad, Esq., at
Ringstad & Sanders, LLP, represent the Committee.


DAVID BROWN: 50 Cent Doubts Young Buck's Repayment Plan
-------------------------------------------------------
Philip Nannie at the Nashville Post reports that Rapper Curtis J.
Jackson III, better known in the entertainment world as 50 Cent,
is not convinced his former business partner's repayment plan
submitted to the bankruptcy court is feasible.

According to the report, 50 Cent filed an objection July 11 to
rapper Young Buck's plan to repay G-Unit, 50 Cent's label, to
which Young Buck owes money and has an obligation to record.
Young Buck's real name is David Darnell Brown.

The report says the filed objection documents 50 Cent's concern
that Young Buck can't sufficiently manage his financial affairs to
repay his creditors, of which 50 Cent -- through G-Unit -- is one.
A hearing is scheduled for July 19.

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


DAVIE YARDS: Ends Sale Talks With Fincantieri; CCAA Stay Extended
-----------------------------------------------------------------
Davie Yards has terminated discussions with Fincantieri - Cantieri
Navali Italiani, regarding the proposed acquisition of the
shipyard.  "The interested parties have concluded that it is not
possible to reach an agreement within the time allowed to submit a
bid on July 21st for the National Shipbuilding Procurement
Strategy ("NSPS")" said the President and CEO of Davie, Mr. Gustav
Johan Nydal.  He continued, "Unfortunately, the two-week extension
granted by the federal government to submit a valid bid was not
sufficient to conclude a deal with Fincantieri, we have tried but
the delay is too short."

Davie also obtained an order from the Quebec Superior Court
extending the stay of proceedings ordered by the Court to July 22,
2011, the whole pursuant to the Companies' Creditors Arrangement
Act.

This extension will allow Davie to consider all options for the
future of the yard.

                        About Davie Yards

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


DAYBREAK OIL: Posts $154,400 Net Loss in May 31 Quarter
-------------------------------------------------------
Daybreak Oil and Gas, Inc., reported a net loss of $154,446 on
$380,357 of oil and gas sales for the three months ended May 31,
2011, compared with a net loss of $385,696 on $193,051 of oil and
gas sales for the three months ended May 31, 2010.

The Company's balance sheet at May 31, 2011, showed $3.14 million
in total assets, $3.18 million in total liabilities, and a
stockholders' deficit of $41,601.

A copy of the Form 10-Q is available at http://is.gd/i25SDg

As reported in the TCR on June 1, 2011, MaloneBailey, LLP, in
Houston, expressed substantial doubt about Daybreak Oil's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Feb. 28, 2011.  The independent
auditors noted that the Company suffered losses from operations
and has negative operating cash flows.

Daybreak Oil and Gas, Inc. is an independent oil and natural gas
exploration, development and production company.  The Company is
headquartered in Spokane, Washington and has an operations office
in Friendswood, Texas.  The Company's common stock is quoted on
the OTC Bulletin Board market under the symbol DBRM.OB.  Daybreak
has over 20,000 acres under lease in the San Joaquin Valley of
California.


DBSI INC: DBSI Trustee Sues 6 Brokers Over $500 Mil. Ponzi Scheme
-----------------------------------------------------------------
Christie Smythe at Bankruptcy Law360 reports that a trustee
seeking recovery for investors in DBSI Inc. sued six securities
brokerage firms in Delaware on Thursday alleging they were
complicit in a $500 million Ponzi scheme that landed the company
in bankruptcy court.

James R. Zazzali, a trustee representing the interest of DBSI
creditors, lodged the suit against companies including Berthel
Fisher & Co. Financial Services Inc., DeWaay Financial Network
LLC, Independent Financial Group LLC, G.A. Repple & Co., Girard
Securities Inc. and J.P. Turner & Co. LLC, according to Law360.

                         About DBSI Inc.

Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses.  On Nov. 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687).
DBSI estimated assets and debts between $100 million and
$500 million as of the Chapter 11 filing.

Lawyers at Young Conaway Stargatt & Taylor LLP represent the
Debtors as counsel.  The Official Committee of Unsecured Creditors
tapped Greenberg Traurig, LLP, as its bankruptcy counsel.
Kurtzman Carson Consultants LLC is the Debtors' notice claims and
balloting agent.

Joshua Hochberg, a former head of the Justice Department fraud
unit, served as an Examiner and called the seller and servicer of
fractional interests in commercial real estate an "elaborate shell
game" that "consistently operated at a loss" in his report
released in October 2009.  McKenna Long & Aldridge LLP was counsel
to the Examiner.

On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order
appointing James R. Zazzali as Chapter 11 trustee for the Debtors'
estates.  On Oct. 26, 2010, the trustee of DBSI Inc. won court
confirmation of its Chapter 11 plan of liquidation, paving the way
for it to pay creditors and avoid years of expensive litigation
over its complex web of affiliates.  The plan, which was declared
effective Oct. 29, 2010, was jointly proposed by DBSI's unsecured
creditors and the bankruptcy trustee in charge of DBSI and its
170-plus affiliates.

Pursuant to DBSI Inc.'s confirmed Chapter 11 plan, the DBSI Real
Estate Liquidating Trust was established as of the effective date
and certain of the Debtors' assets, including the Debtors'
ownership interest in Florissant Market Place was transferred to
the RE Trust.  Mr. Zazzali and Conrad Myers were appointed as the
post-confirmation trustees.  Messrs. Zazzali and Myers are
represented by lawyers at Blank Rime LLP and Gibbons P.C.


DEAN FOODS: Moody's Says Antitrust Deal Won't Affect on Ba3 Rating
------------------------------------------------------------------
Moody's said the proposed $140 million settlement agreement
announced by Dean Foods to settle litigation brought on behalf of
a class of dairy farmers in various southeastern states will not
affect its current ratings on Dean (CFR at Ba3) or the negative
outlook.

"While the amount is large, the settlement reduces uncertainty and
the potential for greater costs going forward and could have been
much worse for the company" said Linda Montag, Moody's Senior Vice
President. Dean has sufficient liquidity under both its revolver
and accounts receivable facility to cover the amounts under the
proposed payment schedule, and the charge will be allowed as an
adjustment (add back to EBITDA) under its credit facility for
covenant calculation purposes. On an after tax basis, the company
estimates that the net present value of the settlement amount will
be approximately $75 million. Moody's believes that leverage will
be just slightly higher following the initial payment, but that it
will not rise enough to derail Dean from its plan to reduce
leverage as the year progresses, assuming operating performance
improves as expected.

Dean's Ba3 rating is supported by the company's leading market
share and national scale in the US Dairy industry, the potential
for cost efficiencies/productivity improvements as management
focuses on internal integration, streamlining of operations and
further cost reduction initiatives. Ratings are also supported by
its strong distribution network with comprehensive refrigerated
direct store delivery systems. These positives are offset by very
narrow margins inherent in its largest, commodity-oriented milk
business, as well as more limited product, geographic and customer
diversification than certain other large global food and
agriculture companies. Ratings are also constrained by the
potential for both volatility in milk prices as well as shifts in
the pricing strategies of retailers creating increased price
competition among processors to erode profitability. The negative
outlook reflects the pressure on profitability that the company
has continued to experience amid price and mix pressures in its
Fresh Dairy Direct business, which is driving credit metrics into
weaker ranges than previously expected.

The principal methodology used in this rating was the Global
Packaged Goods published in July 2009.

With annual net sales of approximately $12 billion, Dean Foods
("Dean") is the largest processor and distributor of milk and
various other dairy products in the United States and a European
leader in branded soy foods and beverages. It is headquartered in
Dallas, Texas.


DELIVERANCE CHRISTIAN: Case Summary & 15 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: Deliverance Christian Church
        2130 31st Street N.W.
        Canton, OH 44709

Bankruptcy Case No.: 11-62306

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       Northern District of Ohio (Canton)

Judge: Russ Kendig

Debtor's Counsel: David A. Mucklow, Esq.
                  DAVID A. MUCKLOW
                  919 E Turkeyfoot Lake Rd #B
                  Akron, OH 44312
                  Tel: (330) 896-8190
                  Fax: (330) 896-8201
                  E-mail: davidamucklow@yahoo.com

Scheduled Assets: $3,080,264

Scheduled Debts: $1,283,712

A list of the Company's 15 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ohnb11-62306.pdf

The petition was signed by Warren P. Chavers, senior pastor.


DLH MASTER: Court Approves 380 Project Settlement
-------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
approved the settlement agreement between DLH Master Land Holding
LLC and The Allen Group Inc. regarding the "380 project
development and financing agreement" with the city of Hutchins,
Texas.

The terms and conditions of the settlement agreement are: follows:

   * The Allen Group will seek to obtain the written consent of
     the City, as required by the 380 Agreement, to assign the 380
     Agreement to DLH, and upon receipt of such written consent
     will in fact assign the 380 Agreement to DLH.

   * Upon assignment of the 380 Agreement by the Allen Group to
     DLH, the benefits and proceeds derived from the 380 Agreement
     will first be used to pay in full the cure claim, if any owed
     to ADESA Texas, Inc. under the ADESA Lease as determined by
     this Court or by agreement between DLH and ADESA.

   * Once the cure claim owed to ADESA, if any, under the ADESA
     Lease has been satisfied in full from the benefits and
     proceeds of the 380 Agreement, any future benefits and
     proceeds under the 380 Agreement will be shared equally by
     DLH and the Allen Group for the remainder of the life of the
     380 Agreement.

The Official Committee of Unsecured Creditors was the only party
that objected to the original settlement specifically objecting to
any remaining sums payable under the 380 Agreement being divided
50% to DLH and 50% to the Allen Group.

To resolve the Creditors Committee objection, counsel for DLH
negotiated a modified settlement under which the remaining
payments under the 380 Agreement are to be split 75% to DLH and
25% to the Allen Group, only after ADESA has been paid the full
$600,000 plus interest pursuant to that certain Compromise
Settlement Agreement and Release between ADESA, DLH, and the Allen
Group.

A full-text copy of the 380 Project Development & Financing
Agreement is available for free at:

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

                        About Allen Capital

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

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

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

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

The Debtors' proposed Reorganization Plan contemplates that the
Debtors will obtain sufficient exit financing from sales and loans
from insiders to enable them to pay all Administrative and non-tax
Priority Claims in full on the effective date.

No trustee or examiner has been appointed in any of the cases
administratively consolidated with those of the Debtors.

An Official Committee of Unsecured Creditors has been appointed.


DYNEGY INC: Lawyers Meet With Potential Lenders on Spinoff Plans
----------------------------------------------------------------
Matt Wirz, writing for The Wall Street Journal, reports that
Dynegy Inc.'s lawyers, led by Thomas Lauria, Esq., head of
restructuring practice at White & Case LLP, on Wednesday sought to
assuage potential lenders' concerns about any legal liability they
might face if the company were to file for bankruptcy-court
protection.

According to the report, Mr. Lauria said Wednesday's conference
call was arranged in response to close to 100 inquiries from
interested investors.  The Journal says Mr. Lauria focused
primarily on questions concerning the possibility that Dynegy
bondholders could sue new lenders, alleging fraudulent transfer of
the company's assets, if Dynegy were to seek bankruptcy-court
protection.  On the call, Mr. Lauria said he saw little risk of
liability for fraudulent transfer because the contemplated
reorganization won't transfer any assets outside the Dynegy
Holdings family of companies.

On Monday, Dynegy launched a $1.7 billion loan package tied to a
planned corporate restructuring.  The corporate-debt restructuring
will be managed by its investment bank, Credit Suisse.  Under the
proposal, the company will split its coal and natural-gas
generating assets into two separate entities that will be
bankruptcy remote from the parent holding company, Dynegy Holdings
Inc.

The Journal notes the while proceeds from the new deal will pay
off some existing secured loans at the parent company, it will add
$1 billion of incremental debt to the company's heavily levered
balance sheet.  According to the Journal, the unveiling of the
plan has weighed down Dynegy's $3 billion of bonds issued at the
holding-company level, most notably the $550 million of 7.50%
notes due 2015.  More than $130 million of the bonds, or 24% of
those outstanding, traded this week, as the price of the debt fell
9% to 73.50 cents on the dollar.

According to the Journal, Mr. Lauria said that if the new
financing and operational split go off as planned, the two new
entities -- Dynegy Power LLC (GasCo) and Dynegy Midwest Generation
LLC (CoalCo) -- may avoid bankruptcy if Dynegy Holding defaulted
on its bonds and filed for Chapter 11 protection.

The Journal notes that while lender conference calls are common in
leveraged loan financings, the dialogue between investors and
borrowers typically focus on the collateral for the debt and the
rate of interest it will pay.  The Journal says the need for a
call to address potential bankruptcy risk reflects Dynegy's
heavily levered balance sheet, the operational head winds it faces
from persistently low natural-gas prices and the aggressive nature
of the planned restructuring.

The Journal says Dynegy and Credit Suisse didn't return requests
for comment.


EAST COAST: Jonathan W. Washburn OK'd as Broker for Certain Assets
------------------------------------------------------------------
The Hon. Randy D. Doub of the U.S. Bankruptcy Court for the
Eastern District of North Carolina authorized East Coast
Development II, LLC, to employ

         Jonathan W. Washburn
         Coldwell Banker Commercial Sun Coast Partners
         4301 Commonwealth Drive No. 102
         Wilmington, NC 28403

Mr. Washburn of Coldwell Banker, as broker, on a non-exclusive
basis, will list for lease the real property known as the building
at 125 Market Street, Wilmington, North Carolina and the parking
lot at 127 Market Street, Wilmington, North Carolina.  The Debtor
will pay commissions in the amount of 6% of the gross rent of the
property.

The Debtor related that it has also entered into another non-
exclusive right to lease listing agreement and has filed an
application to employ and to approve commissions to broker Keith
Saieed of Blue Sky Services Real Estate.  Mr. Washburn, who also
has a non-exclusive right to lease listing agreement with the
Debtor, has a potential tenant for the building and it is critical
to the estate to get the building rented.

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

                  About East Coast Development II

Wilmington, North Carolina-based East Coast Development II, LLC,
dba 100 Block of Market Street, LLC, is in the business of renting
real property located in Onslow County, New Hanover County,
Guilford County, Wake County, Brunswick County, North Carolina,
and Greenville County, Charleston County, and Richland County,
South Carolina.

East Coast filed for Chapter 11 bankruptcy protection (Bankr. E.D.
N.C. Case No. 11-02792) on April 8, 2011.  Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., serves as bankruptcy counsel.
Laurie R. Brown, CPA, serves as accountant.

Keith Saieed of Blue Sky Services Real Estate serves as broker for
the sale of the Debtor's properties.  The Debtor disclosed
$24,792,275 in assets and $12,172,815 in liabilities as of the
Chapter 11 filing.

The U.S. Trustee has not yet appointed a creditors committee in
the Debtor's case. The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


EAST COAST: Finalizing Deal for New Investor, Wants Time for Plan
-----------------------------------------------------------------
East Coast Development II, LLC, asks the U.S. Bankruptcy Court for
the Eastern District of North Carolina to extend its exclusive
period to file a proposed plan of reorganization until Aug. 6,
2011.

The Debtor filed its request for an extension before the exclusive
periods was set to expire on July 7.

The Debtor explains that it needs more time to finalize the terms
of an agreement whereby an investor will inject new capital.

                  About East Coast Development II

Wilmington, North Carolina-based East Coast Development II, LLC,
dba 100 Block of Market Street, LLC, is in the business of renting
real property located in Onslow County, New Hanover County,
Guilford County, Wake County, Brunswick County, North Carolina,
and Greenville County, Charleston County, and Richland County,
South Carolina.

East Coast filed for Chapter 11 bankruptcy protection (Bankr. E.D.
N.C. Case No. 11-02792) on April 8, 2011.  Trawick H. Stubbs, Jr.,
Esq., at Stubbs & Perdue, P.A., serves as bankruptcy counsel.
Laurie R. Brown, CPA, serves as accountant.

Keith Saieed of Blue Sky Services Real Estate serves as broker for
the sale of the Debtor's properties.  The Debtor disclosed
$24,792,275 in assets and $12,172,815 in liabilities as of the
Chapter 11 filing.

The U.S. Trustee has not yet appointed a creditors committee in
the Debtor's case. The U.S. Trustee reserves the right to appoint
such a committee should interest developed among the creditors.


EASTMAN KODAK: 2013 Bonds Fall Below Face Value
-----------------------------------------------
Matt Wirz and Dana Mattioli, writing for The Wall Street Journal,
report that Eastman Kodak Co. bonds that come due in 2013 have
been dumped for prices well below face value and now yield more
than 16%, a sign investors are demanding higher compensation for
the risk of lending to Kodak.

The Journal further reports that shareholders also are bailing
out.  Bill Miller, the Legg Mason Inc. fund manager who buys
beaten-down stocks he thinks will rebound, sold off his holdings
in Kodak in the six months ended April 30 after more than a decade
of betting on a rebound.

The company's shares fell 8% to $2.52 in 4 p.m. composite trading
Monday on the New York Stock Exchange, their lowest level in more
than two years.

The Journal notes that, of the 100 most actively traded bonds
Monday, only a handful -- including those issued by Lehman
Brothers Holdings Inc. and OPTI Canada Inc., two companies that
have sought protection from creditors -- offer higher yields than
Kodak's, according to market data firm MarketAxess.

According to the Journal, negative sentiment has been building
since a late-June setback in a patent suit that Kodak hoped would
provide a fresh injection of cash to help fund its turnaround.
Yet the concerns run deeper, to whether the company's bet that it
can patch the hole in its film business with new consumer and
commercial printers will pay off in time.

According to the Journal, Kodak, which had $1.3 billion in cash at
the end of March, said it has enough funds.  Kodak spokesman Dave
Lanzillo said, "We have the resources to fully pay our
obligations, and we are confident that will continue to be the
case."

Kodak has $50 million in debt coming due this year and next, and
another $350 million to pay off in 2013.  The company burned
through $324 million in cash in the first quarter.  Kodak still
has a vast portfolio of intellectual property that it hopes to use
to generate royalties that will keep the company afloat until
2012, when the company has said it will become profitable.

As reported by the Troubled Company Reporter on July 7, 2011, Bill
Rochelle, the bankruptcy columnist for Bloomberg News, said Kodak
credit default swaps imply a 74% probably of default within five
years as the result of the deferral of a decision by the U.S.
International Trade Commission on a patent dispute with Apple Inc.
and Research In Motion Ltd.  The swaps in December were implying a
50% possibility of default, according to data compiled by
Bloomberg.

                       About Eastman Kodak

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

The Company's balance sheet at March 31, 2011, showed
$5.88 billion in total assets, $7.15 billion in total liabilities,
and a $1.27 billion total deficit.

                          *     *     *

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

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

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

In March, Moody's Investors Service demoted Kodak's corporate
rating to Caa1 coupled with a judgment the company "could" consume
$600 million to $700 million in cash during 2011.  Moody's noted
that Kodak has no material debt maturities until November 2013.


EB CAPITAL: S.D.N.Y. Court Transfers Case to South Dakota
---------------------------------------------------------
Bankruptcy Judge Martin Glenn transferred the bankruptcy case of
EB Capital Management LLC to the Bankruptcy Court for the District
of South Dakota, at the behest of Tracy Hope Davis, the United
States Trustee for Region 2.  The U.S. Trustee points to the lack
of connection between the Debtor and the Southern District of New
York.  The U.S. Trustee asserts that this case should be
transferred to the District of South Dakota in the "interest of
justice" and for the "convenience of the parties."  The second
amended petition lists the Debtor's street address as 110 Wall
Street, 11th Floor, in New York.  However, the second amended
petition and the Debtor's schedules and statement of financial
affairs also indicate that the location of principal assets of the
Debtor, the shareholders of the Debtor and the majority of the
Debtor's creditors are located in Sioux Falls, South Dakota.

A rambling objection, in the form of an "Affidavit"submitted by a
member of the Debtor, Ronald Goldberg, was filed by the Debtor in
response to the U.S. Trustee's request.  The Debtor submits, in
substance, that venue lies in this district because the Debtor has
conducted business in the city and state of New York for over 20
years at 110 Wall Street.  The Debtor further asserts that Mr.
Goldberg's address, as well as the business address of the Debtor,
has always been 110 Wall Street and the only reason for his
visiting Sioux Falls, South Dakota was to oversee the construction
and improvement of a house in Sioux Falls and to visit his 18-
month old son who resided at the Sioux Falls house with his
estranged wife, Kyriel Treloar, until Ms. Treloar and the child
were recently evicted.

Mr. Goldberg filed an individual chapter 13 in the Southern
District of New York on April 23, 2009, Case No. 09-12497.  The
chapter 13 case was dismissed for failure to timely file required
documents.

Mr. Goldberg filed a personal bankruptcy case in the Bankruptcy
Court for the District of South Dakota in May 2011 on the eve of a
state court eviction hearing.  The U.S. Trustee in South Dakota
moved to dismiss the personal bankruptcy case due to the Debtor's
failure to file schedules and statements.  The Bankruptcy Court
for the District of South Dakota granted the motion to dismiss and
barred Mr. Goldberg or "his LLC,"EB Capital Management LLC, from
re-filing for one year.  Also in May 2011, the state court in
South Dakota concluded that the automatic stay did not apply to an
eviction proceeding instituted against Mr. Goldberg because a
different entity, EB Capital Management LLC, was the lessee of the
property and not subject to the automatic stay.

During the hearing on the Motion, the Debtor's counsel said that
Mr. Goldberg is currently living in a hotel in Minnesota.

The Debtor also argued that the "more important"reason that the
Court should deny the Motion is because transfer to South Dakota
would work severe prejudice on the Debtor because the only
bankruptcy judge in South Dakota is a "golfing buddy"of Kent
Cutler, Esq., attorney for Dennis and Susan Yungwirth.  The
Yungwirths are owners of the house in Sioux Falls that is the
subject of two purchase agreements allegedly executed in favor of
Mr. Goldberg and which the Debtor has moved to assume in the
bankruptcy case.  Mr. Goldberg further asserts that he has "spoken
to just about every bankruptcy counsel in South Dakota"and has
been unable to secure counsel for his personal bankruptcy case or
agree to act as local counsel for the Debtor in the case.

Mr. Goldberg argues that the South Dakota bankruptcy court should
not handle the Debtor's bankruptcy filing because it refused to
enforce the automatic stay in his personal bankruptcy case in
South Dakota and entered a filing injunction against the Debtor
for a period of one year.

According to Judge Glenn, even if venue lies in the Southern
District of New York by virtue of the Debtor's address at 110 Wall
Street, the case should be transferred to the District of South
Dakota.

A copy of Judge Glenn's July 14, 2011 Memorandum Opinion is
available at http://is.gd/U66Pm7from Leagle.com.

EB Capital Management LLC filed for Chapter 11 bankruptcy (Bankr.
S.D.N.Y. Case No. 11-12646) on May 31, 2011, estimating under
$1 million in assets and debts.  A copy of the petition is
available at http://bankrupt.com/misc/nysb11-12646.pdf The Law
Office of Robert A. Mahler, Esq., serves as the Debtor's
bankruptcy counsel.  He may be reached at:

          LAW OFFICE OF ROBERT A. MAHLER, ESQ.
          419 East 64th Street, Suite 2C
          New York, NY 10065


ELBIT VISION: Brightman Almagor Raises Going Concern Doubt
----------------------------------------------------------
Elbit Vision Systems Ltd. filed on July 14, 2011, its annual
report on Form 20-F for the fiscal year ended Dec. 31, 2010.

Brightman Almagor Zohar & Co., in Tel Aviv, Israel, expressed
substantial doubt about Elbit Vision Systems' ability to continue
as a going concern.  The independent auditors noted that of the
Company's recurring losses from operations and accumulated
deficit.

The Company reported net income of $2.6 million on $3.9 million of
revenues for 2010, compared with a net loss of $7.7 million on
$2.2 million of revenues for 2009.   Loss for the year before
discontinued operation was $863,000 and $2.1 million for 2010 and
2009, respectively.

The Company's balance sheet at Dec. 31, 2010, showed $2.1 million
in total assets, $4.9 million in total liabilities, and
stockholders' deficit of $2.8 million.

A copy of the Form 20-F is available at http://is.gd/8dyDiN

Based in Caesarea, Israel, Elbit Vision Systems Ltd. (OTC BB:
EVSNF.OB) offers a broad portfolio of automatic State-of-the-Art
Visual Inspection Systems for both in-line and off-line
applications, and process monitoring systems used to improve
product quality, safety, and increase production efficiency.


ELLIPSO INC: Auctioneers Put Patents & Trademark Up For Sale
------------------------------------------------------------
National Commercial Auctioneers and IpAuctions, Inc. are currently
entertaining offers for the sale of a valuable patent and
trademark portfolio consisting of 21 patents, a patent application
and 2 trademarks on behalf of Wendell Webster, Esq., Chapter 11
Trustee in bankruptcy for Ellipso, Inc., Mobile Communications
Holdings, Inc., ESBH, Inc., and Virtual Geosatellite, LLC.

"When the company was raising money, they had commitments for
hundreds of millions of dollars for development"

The assets of Ellipso are just now becoming available to the
marketplace through the court-appointed sale consultants, National
Commercial Auctioneers and IpAuctions, Inc.

"These are extremely valuable telecommunications assets that every
player in that industry need to own," comments Stephen Karbelk,
CAI, CEO & Founder of National Commercial Auctioneers.

"When the company was raising money, they had commitments for
hundreds of millions of dollars for development," notes Joe
Popolo, President of IpAuctions, Inc.  "Now these intellectual
property assets are available for purchase through the bankruptcy
sale process."

                      About IpAuctions(TM)

Established in 2000, -- http://www.ipauctions.com/-- provides a
platform for monetizing Intellectual Property for investors,
corporations and other technologists.  Its online environment has
a proprietary worldwide database of corporate and private buyers,
IP attorneys and venture capitalists who wish to maximize the
value of their IP assets.

            About National Commercial Auctioneers

National Commercial Auctioneers is a nationwide auction company
that specializes in the commercial sales of banks, special
servicers, receivers, Trustee's and bankruptcy courts.

                        About Ellipso, Inc.

Ellipso, Inc. is a privately held communications satellite system
design company, now in bankruptcy.  Ellipso's subsidiaries include
Mobile Communications Holdings, Inc., ESBH, Inc., and Virtual
Geosatellite, LLC.  Through these subsidiaries, Ellipso has
compiled this portfolio of intellectual property for various
communications satellite systems and high performance technology.
Utilizing unique and patented elliptical orbits, the systems were
intended to provide low cost voice, data, facsimile, paging and
geolocational services to subscribers around the world at prices
lower than competing systems.

Ellipso, Inc., filed for Chapter 11 bankruptcy (Bankr. D. D.C.
Case No. 09-00148) on Feb. 25, 2009.  Kermit A. Rosenberg, Esq.,
at Tighe Patton Armstrong Teasdale, PLLC, in Washington, DC,
serves as the Debtor's counsel. In its petition, the Debtor
estimated under $50,000 in assets and $1 million to $10 million in
debts.


ENCAP GOLF: Wisler Gets Medical Continuance Until Dec. 1
--------------------------------------------------------
John Brennan at the Record reports that attorney Eric Wisler, the
former lead attorney for the Meadowlands EnCap project who was
indicted last fall for allegedly funneling bribes to a former
state senator, has been granted a third medical continuance by a
federal judge.

According to the report, Mr. Wisler, a former partner in the
DeCotiis law firm, is suffering from colorectal cancer and other
serious ailments, according to Michael Critchley, his attorney.
U.S. District Judge Faith Hochberg who granted Mr. Wisler a three-
month continuance in January and two more months in April, this
week agreed with Mr. Critchley's motion for another continuance
until Dec. 1.

The report says the defense and the prosecution informed Hochberg
that Mr. Wisler is not competent to stand trial.  Mr. Wisler was
ordered to disclose to the court and to the prosecution by
Nov. 14 any changes to his medical condition or his drug
prescriptions.

Mr. Wisler said he is alleged to have secretly arranged for former
state Sen. Wayne Bryant, D-Camden, to be paid $8,000 per month
for a fictitious job from 2004-06 in exchange for Bryant writing
legislation favorable to the EnCap golf and housing project.  Both
men have pleaded not guilty.

The controversial EnCap plan, which was to be built atop landfills
in Lyndhurst, Rutherford and North Arlington, collapsed in 2009,
when a Chapter 11 bankruptcy reorganization failed.

                         About EnCap Golf

Headquartered in East Rutherford, New Jersey, EnCap Golf
Holdings, LLC, a subsidiary of Cherokee Investment Partners of
North Carolina, develops closed landfills and other brownfield
properties into golf courses.

The company and its affiliate, NJM Capital LLC, filed for Chapter
11 protection on May 8, 2008 (Bankr. D. N.J. Lead Case No.
08-18581).  Michael D. Sirota, Esq., at Cole, Schotz, Meisel,
Forman & Leonard, P.A., in Hackensack, New Jersey, represents the
Debtors.  The U.S. Trustee for Region 3 appointed five creditors
to serve on an Official Committee of Unsecured Creditors.
Greenberg Traurig LLP represents the Committee in this case.  The
Debtors' schedules disclose total assets of $70,056,038 and total
liabilities of $458,587,968.

The Debtors filed their chapter 11 plan on September 30, 2008.
Trump Organization delivered a competing plan the following day.


EVERGREEN ENERGY: MR&E Defaults Under Purchase Agreement
--------------------------------------------------------
Evergreen Energy Inc., on April 12, 2011, disclosed that it had
entered into a Asset Purchase Agreement with MR&E Ltd. as an agent
for a third party for the sale of the Company's 700,000 pound per
hour Circulating Fluidized Bed boiler island, for $2.9 million.
The cash payments due from the third party were as follows:

   (i) $100,000 upon the signing of the asset purchase agreement;

  (ii) $300,000 on or before May 23, 2011; and

(iii) $2.5 million on or before July 9, 2011.

The Company received the first $100,000 payment upon the signing
of the agreement.  However, the purchaser of the Boiler Island has
not made the final two payments and as a result, is in default of
the Asset Purchase Agreement as of July 11, 2011.  The Company is
considering its remedies against the purchaser.  The Company has
also initiated a fresh process for selling the Boiler Island.

                      About Evergreen Energy

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

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

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

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


EVERGREEN SOLAR: Fails to Pay $4.16MM Notes Interest Payments
-------------------------------------------------------------
The Board of Directors of Evergreen Solar, Inc., on July 14, 2011,
determined that in light of its current liquidity and capital
resources, it will not make the interest payments due on July 15,
2011, to the holders of its 4.0% Senior Convertible Notes due 2013
and its 4.0% Convertible Subordinated Additional Cash Notes due
2020 under their respective indentures.  The amount of interest
due is $4,076,120 with respect to the Senior Convertible Notes and
$90,444 with respect to the Senior Subordinated Notes.  Under each
indenture, the failure to pay interest, if continued for 30 days,
will constitute an Event of Default.  Accordingly, if the Company
has not made these interest payments by Aug. 15, 2011, U.S. Bank
National Association, as Trustee of the Senior Notes, or the
holders of at least 25% in principal amount of each class of the
outstanding Senior Notes, will then have the right to provide an
acceleration notice to the Company declaring the principal and
unpaid interest on all the applicable Senior Notes due and
payable.  The Company's total outstanding obligations, including
accrued but unpaid interest, as of July 15, 2011, under the
indenture governing the Senior Convertible Notes are $207,882,120
and under the indenture governing the Senior Subordinated Notes
are $5,590,444.  In addition, if the Company fails to make these
interest payments before the expiration of the grace period on
Aug. 15, 2011, the Senior Notes are accelerated and if such
acceleration has not been rescinded within 30 calendar days, such
events will result in an event of default under the indenture
governing its 13% Convertible Senior Secured Notes due 2015.  This
would then allow U.S. Bank National Association, as Trustee of the
Senior Secured Notes, or the holders of at least 25% in principal
amount of the outstanding Senior Secured Notes to provide an
acceleration notice to the Company declaring the principal and
unpaid interest on all the Senior Secured Notes due and payable.
As of July 15, 2011, there was $170,362,500 outstanding under the
indenture governing the Senior Secured Notes, including both
principal and accrued but unpaid interest.

As previously disclosed, the Company is continuing to aggressively
pursue opportunities to address its excess debt and debt service
requirements in the near term, including a significant
restructuring of its existing debt, and is in discussions with
holders of its debt in connection therewith, in order to
significantly deleverage and better position it to execute its
strategy of developing and supplying the lowest cost industry
standard sized wafers to the world's leading solar panel
manufacturers.

                        About Evergreen Solar

Evergreen Solar, (NasdaqCM: ESLR) --
http://www.evergreensolar.com/-- develops, manufactures and
markets String Ribbon(R) solar power products using its
proprietary, low-cost silicon wafer technology.

The Company's balance sheet at April 2, 2011, showed $373,972,000
in assets, $455,506,000 in total liabilities, and a stockholders'
deficit of $81,534,000.

As reported in the TCR on May 17, 2011, Evergreen Solar, Inc.,
incurred a $33.4 million net loss in its fiscal first quarter and
said that it has hired financial and legal advisors to actively
evaluate restructuring alternatives.

The Company said its near-term liquidity has been negatively
impacted as a result of its low year-to-date sales volume and
potentially slower sales for the remainder of this year combined
with expected increased pricing pressure.  Furthermore, cash to be
realized through the reduction in accounts receivable and
inventory from the recently closed Devens facility will be less
than previously expected and will take longer than expected to
realize.  Accordingly, the Company believes it will need to secure
additional sources of cash sooner than expected and has retained
financial and legal advisors to actively evaluate restructuring
alternatives.


FALLS AT TOWNE: Asks Court to Approve Ravich Meyer Hiring
---------------------------------------------------------
The Falls at Towne Crossing, LLC, asks the Bankruptcy Court to
approve the employment of Michael L. Meyer, Esq., and the law firm
of Ravich Meyer Kirkman McGrath Nauman & Tansey, A Professional
Association, to represent it in connection with all matters
relating to the discharge of its responsibilities as debtor-in-
possession in the Chapter 11 case.

The attorneys and paralegal that will provide services and their
hourly rates are:

          Michael L. Meyer, Esq.          $450
          Michael F. McGrath, Esq.        $375
          Will Tansey, Esq.               $305
          Paralegal                       $150

Mr. Meyer, a shareholder at Ravich Meyer, attests neither the firm
nor any of its shareholders have any connection with any party
holding a claim or other interest adverse to the Debtor or its
estate.

               About The Falls at Towne Crossing and
                 Geneva Multi-Family Exchange XIV

Geneva Multi-Family Exchange XIV LLC owns the 336-unit Falls at
Towne Crossing apartment project in Mansfield, Texas.  Geneva
Multi-Family Exchange XIV and affiliate The Falls at Towne
Crossing, LLC, c/o Exchange Realty Inc., based in Minneapolis,
Minnesota, filed separate Chapter 11 bankruptcy petitions (Bankr.
D. Minn. Case Nos. 11-44562 and 11-44563) on July 5, 2011.  Judge
Dennis D. O'Brien presides over the case.

Geneva Multi-Family Exchange XIV LLC disclosed $25.5 million in
assets and $24.3 million in debts in its petition.  Falls at Towne
Crossing estimated assets and debts of $10 million to $50 million.
The petitions were signed by Duane H. Lund, chief manager.


FALLS AT TOWNE: Sec. 341 Creditors' Meeting Set for Aug. 15
-----------------------------------------------------------
The United States Trustee for the District of Minnesota will hold
a Meeting of Creditors pursuant to Sec. 341(a) of the Bankruptcy
Code in the Chapter 11 cases of The Falls at Towne Crossing, LLC,
and Geneva Multi-Family Exchange XIV on Aug. 15, 2011, at 1:30
p.m. at Mtg Minneapolis - US Courthouse, 300 S 4th St 10th Floor.

The last day to object to discharge is Oct. 14, 2011.  Proofs of
claim are due in the case by Nov. 14, 2011.

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

               About The Falls at Towne Crossing and
                 Geneva Multi-Family Exchange XIV

Geneva Multi-Family Exchange XIV LLC owns the 336-unit Falls at
Towne Crossing apartment project in Mansfield, Texas.  Geneva
Multi-Family Exchange XIV and affiliate The Falls at Towne
Crossing, LLC, c/o Exchange Realty Inc., based in Minneapolis,
Minnesota, filed separate Chapter 11 bankruptcy petitions (Bankr.
D. Minn. Case Nos. 11-44562 and 11-44563) on July 5, 2011.  Judge
Dennis D. O'Brien presides over the case.  Michael L. Meyer, Esq.,
and the law firm of Ravich Meyer Kirkman McGrath Nauman & Tansey,
PC, serves as the Debtor's bankruptcy counsel.

Geneva Multi-Family Exchange XIV LLC disclosed $25.5 million in
assets and $24.3 million in debts in its petition.  Falls at Towne
Crossing estimated assets and debts of $10 million to $50 million.
The petitions were signed by Duane H. Lund, chief manager.


FEC RESOURCES: Posts C$3.2 Million Net Loss in 2010
---------------------------------------------------
FEC Resources Inc. filed on July 15, 2011, its annual report on
Form 20-F for the fiscal year ended Dec. 31, 2010.

The Company reported a net loss of C$3.2 million for 2010,
compared with a net loss of C$1.2 million for 2009.  The Company
did not generate any revenue for 2010 and 2009.

The Company's balance sheet at Dec. 31, 2011, showed C$2.6 million
in total assets, C$386,740 in total liabilities, all current, and
stockholders' equity of C$2.2 million.

"We have experienced significant operating losses and cash
outflows from operations in the years ended Dec. 31, 2010, 2009
and 2008, and have no producing properties.  Our ability to
continue as a 'going concern' is dependent on achieving profitable
operations and upon obtaining additional financing.  The outcome
of these matters cannot be predicted at this time."

A copy of the Form 20-F is available at http://is.gd/8Erp0q

Prior to May 18, 2005, FEC Resources Inc. owned 66 2/3% of Forum
Exploration, Inc. ("FEI") a Philippine-based oil and gas company.
On May 18, 2005, the Company sold its interest in FEI to Forum
Energy Plc ("FEP") for shares of FEP and cash.  The Company
currently holds 25.63% of the issued and outstanding capital of
FEP, and in addition it holds a 35% interest in Metalore Mining
Corporation ("MMC"), a Philippine-based company that holds the
rights to a 64 hectare license which has been abandoned.  The
Company also owns a 40% interest in MPSA 148, a gold exploration
project, through Lascogon Mining Corporation in the Philippines.

The Company is engaged in the acquisition, exploration, and, when
warranted, development of natural resource and mineral properties.
Although it currently is not the operator with respect to
interests it holds, it is actively seeking projects where its
involvement would be more than management and advisory.  The
Company is currently focused on the development of one (1) mineral
license in the Philippines.  The license is held by Lascogon
Mining Corporation which was acquired from Philex Gold Philippines
Inc., a subsidiary of Philex Mining Corporation, its largest
shareholder.

The Company's head office is located at 46 Royal Ridge Rise NW,
Calgary, Alberta T3G 4V2.


FIGUEROA TOWER: Files for Chapter 11 Protection
-----------------------------------------------
Dow Jones' DBR Small Cap reports that Milbank Real Estate's
Figueroa Tower skyscraper in Los Angeles has filed for bankruptcy
protection, the fourth of the real-estate investor's trophy
commercial properties to enter Chapter 11 in recent years.


FLOWER FACTORY: Urges Creditors to Vote for Reorganization Plan
---------------------------------------------------------------
CantonRep.com reports that Flower Factory has sent letters to
creditors asking for their votes of support for a reorganization
plan.

"We are pleased that as a result of the negotiations we have had
with our lenders and the Creditors Committee (which represents the
interests of unsecured trade creditors), we have submitted a Plan
of Reorganization that will end the Chapter 11, allow us to emerge
from the process as an operating company and that we think is a
much preferable alternative to a liquidation or sale of the
business," the report quotes Christopher Mulqueen, the Flower
Factory's vice president and chief operating officer, as saying.

The report says the confirmation hearing for the plan of
reorganization will take place Aug. 11 in bankruptcy court,
according to Marc Merklin, an attorney with Brouse McDowell in
Akron, representing the Flower Factory.

Based in North Canton, Ohio, Flower Factory Inc. filed for Chapter
11 bankruptcy protection (Bank. N.D. Ohio. Case No. 11-60406) on
Feb. 15, 2011.  Judge Russ Kendig presides over the case.  Marc
Merklin, Esq., Brouse McDowell LPA, represents the Debtor.  The
Debtor estimated assets of between $1 million and $10 million, and
debts of between $10 million and $50 million.


FREE CLEAR: Meeting of Creditors Continued Until July 28
--------------------------------------------------------
The U.S. Trustee for Region 17 has continued until July 28, 2011,
at 12:00 p.m., the meeting of creditors in the Chapter 11 case of
Free and Clear Holding Company III LLC.

As reported in the Troubled Company Reporter on June 14, the U.S.
Trustee set a June 30 for the meeting of creditors at 341s - Foley
Bldg., Room 1500.

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.


GEO POINT: Hansen Barnett Raises Going Concern Doubt
----------------------------------------------------
Geo Point Technologies, Inc., filed on July 14, 2011, its annual
report on Form 10-K for the fiscal year ended March 31, 2011.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, expressed
substantial doubt about Geo Point Technologies' ability to
continue as a going concern.  The independent auditors noted that
the Company has incurred significant losses and negative cash
flows from operating activities since inception, has negative
working capital and an accumulated deficit, and is dependent on
additional debt or equity financing in order to continue its
operations.

The Company reported a net loss of $793,136 on $1.06 million of
revenues for fiscal 2011, compared with a net loss of $9,691 on $0
revenue for fiscal 2010.

The Company's balance sheet at March 31, 2011, showed
$6.08 million in total assets, $2.30 million in total liabilities,
and stockholders' equity of $3.78 million.

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

Salt Lake City-based Geo Technologies, Inc., owns and operates an
oil refinery in Karatau, Kazakhstan, that refines crude oil into
diesel fuel, gasoline, and mazut, a heating oil.


GLAZIER GROUP: Creditors Panel Wants Settlement Agreement Denied
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of The Glazier Group, Inc., asks the U.S. Bankruptcy Court
for the Southern District of New York to disapprove the settlement
among the Debtor, D'Arrigo Food Service, Inc., Foodland
Distributors, Inc., and certain of the Debtor's non-debtor
affiliates.

As reported in the Troubled Company Reporter on July 6, 2011, the
Debtor sought permission from Judge Allan L. Gropper of the Court
to enter into a settlement agreement with D'Arrigo Food Service,
Inc. and Foodland Distributors, Inc.

In January 2009, D'Arrigo and Foodland commenced an action in the
U.S. District Court for the Southern District of New York against
the Debtor and certain of the Debtor's affiliates, directors and
employees, asserting a claim against the PACA Defendants for
$209,212 for alleged violations of the Perishable Agricultural
Commodities Act in connection with the sale and delivery of fresh
fruits and vegetables to certain of the Debtor's Affiliates'
restaurants.

Both D' Arrigo and Foodland have filed proofs of claim in the
Debtor's Chapter 11 Case, asserting secured claims for $278,265 --
Claim No. 26 -- and $47,467 -- Claim No. 27.

The Parties entered into a formal agreement settling all claims
and disputes between the Parties with these salient terms:

   * D'Arrigo's claims are recognized as qualified under the PACA
     Trust in the principal amount of $179,000, and D' Arrigo will
     receive payment by check in a single, lump-sum payment by the
     earlier of the date the Debtor's Plan of Reorganization is
     approved by the Court or Sept. 30, 2011;

   * Foodland's claims are recognized as qualified under the PACA
     Trust in the principal amount of $30,000, and Foodland will
     receive payment by check in a single, lump-sum payment by the
     earlier of the date the Debtor's Plan of Reorganization is
     approved by the Court or September 30, 2011; and

   * D'Arrigo and Foodland will execute a general release covering
     all P ACA Defendants.

The Settlement Agreement provides for a speedy resolution of two
secured claims and fixes these secured claims at roughly 65% of
the total amounts claimed by D'Arrigo and Foodland in the Chapter
11 Case.

The Debtor believes that the resolution of the claims at an
approximate 35% discount is beneficial to its estate and will
obviate the need for additional legal costs which would otherwise
be expended in fixing those claims.

The Committee explains that the settlement which provides for the
reduction of D'Arrigo's claim from $278,265 to $179,000, and
Foodland's claim from $47,467 to $30,000 appears reasonable and
well within the acceptable parameters for settlements in the
Court.

However, the Committee objects to the mutual releases by D'Arrigo,
Foodland, and all of the PACA Defendants, which is prohibited by
applicable case law.  The motion, according to the Committee fails
to demonstrate or explain why the Debtor's estate must pay the
full amount due under the Settlement Agreement, without
contribution from the other PACA Defendants.  The settlement
agreement also impermissibly provides for a distribution to
certain creditors before plan confirmation which is unfair to the
unsecured creditors in the case.

On June 21, the Debtor represented to the Court that within the
next few weeks it will be consummating a sale of assets of certain
of its non-debtor affiliates, and thereafter filing a plan of
reorganization.  In light of that representation, the Committee
respectfully submits that the prudent course would be to deny
approval of the settlement at this time, and consider the
settlement in conjunction with the confirmation of a chapter 11
plan.

                      About The Glazier Group

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

Tracy Hope Davis, the U.S. Trustee for Region 2, appointed three
creditors to serve on an Official Committee of Unsecured
Creditors.  The Committee tapped SilvermanAcampora LLP as its
counsel.


GLAZIER GROUP: Asks Court to Approve Disclosure Statement
---------------------------------------------------------
The Glazier Group, Inc., asks the U.S. Bankruptcy Court for the
Southern District of New York to approve the disclosure statement
explaining their plan of reorganization and proposed procedures
governing the solicitation of votes on the plan.  The plan and
accompanying disclosure statement were filed on July 12, 2011.

Joshua J. Angel, Esq., at Herrick, Feinstein LLP, in New York --
jangle@herrick.com -- asserts that the disclosure statement
contains adequate information, of a kind and in sufficient detail,
as far as is reasonably practicable in light of the nature and
history of the Debtor and the conditions of the Debtor's books and
records.

The Debtor proposes to transmit, after approval of the disclosure
statement, to creditors and equity interest holders solicitation
packages containing the plan, the disclosure statement, notice of
time within which acceptances and rejections of the plan may be
filed, and other information as the court may direct.

The ballots will be distributed to holders of allowed claims and
interest in Class 2 Joint Legacy claims and Class 3 Unsecured
Claims, the only impaired classes entitled to vote to accept or
reject the Plan.

Equity interests in the Debtor, classified as Class 5 under the
Plan, will receive no distributions under the Plan and are deemed
to have rejected the Plan.

Class 1 Claim of the Debtor's secured lender, General Electric
Credit Corporation, and Class 4 Affiliate Claims are unimpaired
and conclusively deemed to have accepted the Plan.

The highlights and benefits of the Plan are:

   * The Plan provides for the reorganization and recapitalization
     of the Debtor.  Under the Plan, the Debtor will be
     reorganized and emerged from Chapter 11 with a de-levered
     capital structure.

   * The Debtor believes that the Plan will enable it to emerge
     from Chapter 11 as a viable business in concert with the
     Debtor's remaining affiliates.

   * GECC's allowed secured claim will be paid in full in cash
     from the proceeds of the sale of the Debtor's assets.

   * Holders of Joint Legacy Claims will be paid in accordance
     with the terms set forth in separate stipulations settling
     the Claims entered into by and between the Debtor and
     Restaurant Affiliates and each holder of a Joint Legacy
     Claim.

   * Holders of Allowed Unsecured Claims will receive a cash
     distribution equal to 20% of the amount of those Claims,
     payable in four equal quarterly installments commencing on
     the Effective Date.  The recovery, according to Mr. Angel, is
     significantly greater recovery than those creditors would
     receive if the Debtor was liquidated under Chapter 7 of the
     Bankruptcy Code.

   * Allowed Administrative Claims, Priority Tax Claims, and Non
     Tax Priority Tax Claims will be paid in full.

   * On the Effective Date, the Equity Holders, as holders of 100%
     of the membership interests in the Restaurant Affiliates,
     will transfer all membership interests to the reorganized
     Debtor, Glazier Holdings, LLC.  In consideration thereof, the
     Equity Holders will receive new equity interests comprising
     100% of the equity interests in Glazier Holdings, LLC.

A full-text copy of the Disclosure Statement is available for free
at http://ResearchArchives.com/t/s?767c

                      About The Glazier Group

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

Tracy Hope Davis, the U.S. Trustee for Region 2, appointed three
creditors to serve on an Official Committee of Unsecured
Creditors.  The Committee tapped SilvermanAcampora LLP as its
counsel.


GLOBAL INVESTOR SERVICE: RBSM LLP Raises Going Concern Doubt
------------------------------------------------------------
Global Investor Service, Inc., filed on July 14, 2011, its annual
report on Form 10-K for the fiscal year ended March 31, 2011.

RBSM LLP, in New York, expressed substantial doubt about Global
Investor Service's ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has a net accumulated deficiency as of
March 31, 2011.

The Company reported a net loss of $9.97 million on $2.01 million
of revenues for fiscal 2011, compared with a net loss of
$7.10 million on $1.14 million of revenues for fiscal 2010.

The Company's balance sheet at March 31, 2011, showed
$1.54 million in total assets, $6.18 million in total liabilities,
and stockholders' deficit of $4.64 million.

A copy of the Form 10-K is available at http://is.gd/pgQV1D

Orem, Utah-based Global Investor Service, Inc., was incorporated
in the state of Nevada on Aug. 1, 2005.  Effective Sept. 18, 2006,
the Company changed its name to TheRetirementSolution.com, Inc.,
and on Oct. 1, 2008, the Company changed its name to Global
Investor Services, Inc.  The Company was initially formed to
market portfolios of stocks via subscription.  In 2007, a new
chief executive officer was installed and a strategy was developed
to create and market a diverse portfolio of products and services
for the financial education and financial information industry.
This strategy included strategic acquisitions, such as the
acquisitions of Razor Data, LLC, and Investment Tools and
Training, LLC, which have provided the Company with an integrated
platform in which it can market and deliver investor education
products and investor services.  The stock symbol is GISV.


GP WEST: Bufete Roberto Approved as Bankruptcy Attorneys
--------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico authorized GP West, Inc., to
employ Bufete Roberto Corretjer Piquer as its bankruptcy lawyers.

As reported in the Troubled Company Reporter on July 5, 2011, the
Debtor said that it is not sufficiently familiar with the law
to be able to plan and conduct the Chapter 11 proceedings without
competent legal counsel.

The Debtor has provided BRCP a $50,000 retainer, against which the
law firm will bill on the basis of $175 per hour, plus expenses,
for work performed or to be performed by Roberto Corretjer Piquer,
Eduardo J. Corretjer Reyes, and any associates and $75 for
paralegals.

BRCP served as pre-bankruptcy outside general counsel for GP West,
its affiliate Swiss Chalet Inc., GP West's shareholder, Camape
S.E., and GP West's director, Pedro Feliciano Benitez.

Eduardo J. Corretjer Reyes, Esq., an associate at BRCP, attested
that his firm is a disinterested person as defined in 11 U.S.C.
Sec. 101(14).

                           About GP West

GP West, Inc., based in San Juan, Puerto Rico, filed for Chapter
11 bankruptcy (Bankr. D. P.R. Case No. 11-04954) on June 9, 2011.
CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial
consultant.  In its schedules, the Debtor disclosed $13,384,251 in
assets and $132,825,590 in debts.  The petition was signed by Jose
Teixidor Mendez, president.


GP WEST: Has Deal for Cash Collateral Access Until Nov. 30
----------------------------------------------------------
GP West, Inc., asks the U.S. Bankruptcy Court for the District of
Puerto Rico to approve a stipulation with CPG/GS PR NPL LLC, as
purchaser and successor in interest of certain assets of First
Bank Puerto Rico including, among others, credit facilities
pursuant to the loans of approximately $10 million made by FBPR to
Debtor.

The Debtor requires the use of cash collateral to satisfy
operating expenses pending the approval and consummation of the
sale of certain assets and other approved expenses until Nov. 30,
2011.

As of June 9, 2011, the outstanding principal balance claimed by
CPG/GS under the loan agreements was approximately $8,272,539
(pending reconciliation) plus accrued and unpaid interest.  To
secure certain of Debtor's obligations to FBPR, on Dec. 19, 2007,
the Debtor subscribed certain Deed of Mortgage, deed number 105 of
Michele Rachid Pi¤eiro, granting FBPR,  the right to receive the
proceeds and rents generated by Debtor's non-residential real
property.

The stipulation provides for, among other things:

   1. CPG/GS consents to the Debtor's limited use of certain of
   CPG/GS's cash collateral to satisfy certain operating expenses.

   2. The Debtor is not authorized to use cash collateral for any
   expenditure other than the permitted expenditures, nor beyond
   the stipulation end date, with a variance of 10% of the
   budgeted amounts, in the aggregate.

   3. The monthly payments to CPG/GS, from the cash, receivables
   collections, and other revenues received by Debtor during the
   previous month from Debtor's operations, in excess of its
   operating costs.  Therefore, the monthly payments to be made by
   Debtor to CPG/GS as adequate protection will be (i) an initial
   payment of $85,000 on Aug. 1; and thereafter (ii) any cash on
   hand in the accounts of the Debtor in excess of $12,000 as of
   the last day of each month.  The payments will be applied to
   the principal balance of CPG/GS secured claim.

   4. the Debtor also grants CPG/GS a replacement lien and a
   postpetition security interest on all of the assets and
   collateral acquired by Debtor after the Petition Date, as
   entered into prepetition, to the same extent and priority, and
   on the same types of property, as CPG/GS's liens and security
   interests in the prepetition Collateral and a superpriority
   administrative claim status.

   5. As additional adequate protection:
   -- the Debtor agrees that upon the consummation of any sale of
   Debtor's current real property or future real property acquired
   with the proceeds of the sale of Debtor's current real
   property, all of the net proceeds of such sale will be paid
   immediately and indefeasibly to CPG/GS for its benefit at the
   closing of the  sale(s) in an amount equivalent to the
   outstanding balance of the loans, plus any postpetition
   interest and charges that may have accrued to the extent
   permitted by the Bankruptcy Code, after deducting all and any
   sales related costs previously approved by CPG/GS;

   -- the Debtor will grant CPG/GS access to monitor its debtor-
   in-possession accounts and the payments and deposits made
   therein or therefrom;

   -- the postpetition collateral under the replacement liens and
   the prepetition collateral will all serve as cross-collateral
   for the loans and any and all other amounts disbursed by CPG/GS
   to Debtor under the financing agreements.

CPG/GS is represented by:

         David P. Freedman, Esq.
         Hermann D. Bauer, Esq.
         O'NEILL & BORGES
         American International Plaza
         250 Mu¤oz Rivera Avenue, Suite 800
         San Juan, Puerto Rico 00918-1813
         Tel: (787) 764-8181
         Fax: (787) 753-8944
         E-mail: David.Freedman@oneillborges.com
                 Hermann.bauer@oneillborges.com

                           About GP West

GP West, Inc., based in San Juan, Puerto Rico, filed for Chapter
11 bankruptcy (Bankr. D. P.R. Case No. 11-04954) on June 9, 2011.
CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial
consultant.  In its schedules, the Debtor disclosed $13,384,251 in
assets and $132,825,590 in debts.  The petition was signed by Jose
Teixidor Mendez, president.

No trustee or examiner has been appointed in this Chapter 11
case, and no official committee of creditors or otherwise has been
appointed or designated.


HARVEST OAKS: Can Access Cash Collateral Until July 31
------------------------------------------------------
On July 6, 2011, the U.S. Bankruptcy Court for the Eastern
District of North Carolina entered its tenth interim order
authorizing Harvest Oaks Drive Associates, LLC, to use cash
collateral of CSMC 2006-C Strickland Road, LLC, for its post-
petition, necessary and reasonable operating expenses, as agreed
to by the parties for the period July 1, 2011, to July 31, 2011.

CSMC 2006-C Strickland Road and its special servicer, LNR
Partners, Inc., are referred to in the order as the "Secured
Lender."

It will be a default under the Cash Collateral Order for any one
or more of the following to occur:

   a. the Debtor will fail to comply with any of the terms or
      conditions of the Cash Collateral Order;

   b. the Debtor will fail to maintain insurance on the properties
      or will fail to name Secured Lender as loss payee on that
      insurance policy;

   c. the Debtor will use cash collateral other than as permitted
      by the Cash Collateral Order; or

   d. appointment of a trustee or examiner in the Debtor's
      bankruptcy proceeding, or the conversion of the Debtor's
      case to a proceeding under Chapter 7 of the Bankruptcy Code.

On July 1, 2011, the Debtor will pay to Secured Lender as adequate
protection an amount equal to the total balance of the DIP general
account as of June 30, 2011, less the sum of any advance rents
received and any outstanding checks for budgeted expenses.

On Aug. 1, 2011, the Debtor will pay to Secured Lender as adequate
protection an amount equal to the total balance of the DIP general
account as of July 31, 2011, less the sum of any advance rents
received and any outstanding checks for budgeted expenses.

If the Debtor's Plan is not confirmed prior to Aug. 31, 2011, then
on Sept. 1, 2011, the Debtor will pay pay to Secured Lender as
adequate protection an amount equal to the total balance of the
DIP general account as of Aug. 31, 2011, less the sum of any
advance rents received and any outstanding checks for budgeted
expenses.

The Debtor will segregate and disclose to Secured Lender all
advance rents promptly following receipt.

Secured Lender is granted a first priority, perfected lien in all
post-petition rents, income, and other proceeds of the Property,
but only to the same extent as Secured Lender has a first
priority, perfected lien in such collateral pre-petition.

A further hearing on the use of cash collateral will be heard on
Aug. 8, 2011, at 10:00 a.m.

                        About Harvest Oaks

Harvest Oaks Drive Associates, LLC, owns a shopping center located
at 9650 Strickland Road and 8801 Lead Mine Road, in Raleigh, North
Carolina.  The Company filed for Chapter 11 bankruptcy protection
(Bankr. E.D.N.C. Case No. 10-03145) on April 21, 2010.  Trawick H
Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., assists the Company
in its restructuring effort.  In its schedules, the Company
disclosed $15,832,000 in assets and $14,634,161 in debts.


HAWAII MEDICAL: Committee Opposes $14 Million Loan From MidCap
--------------------------------------------------------------
Hawaii Medical Center, et al., ask the U.S. Bankruptcy Court for
the District of Hawaii for authorization, on an interim basis, to
obtain postpetition financing of up to $14 million from MidCap
Financial, LLC, and enter into a postpetition amendment to the
Prepetition MidCap Revolving Loan Agreement dated Aug. 17, 2010.
The Debtors relate that the postpetition financing is necessary to
enable them to operate their businesses and to preserve the
Debtors' going concern value.

The DIP Facility will be secured by valid court-authorized (a)
first priority perfected priming security interests and liens in
(i) all now existing and hereafter acquired pre-petition and post-
petition First Lien Collateral, and (ii) subject to the approval
set forth in a DIP Order, proceeds from all causes of action under
Chapter 5 of the Bankruptcy Code, (b) junior security interests
(subject only to the prior perfected security interests of St.
Francis) in the Second Lien Collateral, (c) first priority
security interests in all encumbered property, and (d) all
proceeds and products of the foregoing.  The DIP Liens will be
accorded super-priority administrative claim priority status under
Section 364(c)(1) of the Bankruptcy Code.

The Debtors also request the Bankruptcy Court for authorization to
use cash collateral, subject to the DIP Budget, and the interim
order upon this Motion.

The significant terms of the DIP Facility are:

    Borrower        :  Hawaii Medical Center, Hawaii Medical
                       Center East, and Hawaii Medical Center West

    DIP Lender      :  MidCap Financial LLC

    Senior DIP
    Credit Facility :  Senior secured debtor-in-possession
                       revolving credit facility to provide
                       ongoing working capital requirements and,
                       if authorized under any DIP Order, to pay
                       in full the Existing Indebtedness.

    Maximum Loan
    Amount          :  $14,000,000

    Term            :  The earlier of (a) 12 months from entry of
                       the Interim Order approving the DIP
                       Facility; or (b) the occurrence of a DIP
                       Credit Facility Termination Event.

    Interest        :  payable monthly in arrears at an annual
                       rate of 30-day, reserve adjusted, LIBOR
                       (subject to a 2.50% floor) plus 5.50%,
                       reset monthly.

A copy of the Motion is available at:
http://bankrupt.com/misc/hawaiimedical.DIPFacilityMotion.pdf

The Official Committee of Unsecured Creditors opposes the motion.

The Committee objects on the following grounds:

  a) The transactions could just as easily be accomplished outside
     of the chapter 11 process.  The only purpose of these
     Chapter 11 cases appears to be to eliminate in their entirety
     the claims of general unsecured creditors for the benefit of
     the Prepetition Lenders, while preserving preference and
     other avoidance claims against unsecured creditors also for
     the benefit of the Prepetition Lenders.

  b) The Proposed Plan is neither "consensual,"nor is it
     in the best interest of the Debtors or their estates or
     creditors.  The Proposed Plan offers nothing to the holders
     of general unsecured claims.

  c) The primary purpose of the DIP Financing appears to be to
     fill any possible "holes"in the Prepetition Lenders'
     collateral positions and pre-ordain the Proposed Plan.

  d) The DIP Lender receives many extraordinary or
     inappropriate protections in return for the purported
     "benefits"to the estate of the DIP Financing.

  e) St. Francis -- which is advancing no funds toward the
     Debtors' operations and whose primary asserted collateral is
     not even cash collateral but is the real estate -- is given
     even more extraordinary and inappropriate grants under
     the DIP Facility.

                    About Hawaii Medical Center

The Hawaii Medical Center, along with its affiliates, filed for
Chapter 11 bankruptcy (Bankr. D. Hawaii Lead Case No. 11-01746) on
June 21, 2011, just a year after exiting court protection.  Hawaii
Medical Center owns two hospital campuses -- HMC East in North
Honolulu and HMC West in Ewa Beach.  The two hospitals have 342
licensed beds and have a total of more than 1,000 employees.  The
hospitals were known as St. Francis Medical Center before Hawaii
Medical purchased the hospitals in 2007.

Judge Robert J. Faris presides over the 2011 case.  Lawyers at
Moseley Biehl Tsugawa Lau & Muzzi, in Honolulu, Hawaii, and
McDonald Hopkins LLC, in Cleveland, Ohio, serve as the Debtors'
counsel.  The Debtors' financial advisors are Scouler & Company,
LLC.  In its petition, Hawaii Medical Center estimated $50 million
to $100 million in assets and $100 million to $500 million in
debts.  The petitions were signed by Kenneth J. Silva, member of
the board of directors.

Attorneys at Wagner Choi & Verbrugge, in Honolulu, Hawaii, and
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, represent the
Official Committee of Unsecured Creditors as counsel.

The Debtors' prepetition debt structure is comprised of (i) the
Prepetition Revolving Loan with MidCap Financial, LLC, and the
Prepetition Term Loan with St. Francis Healthcare Systems of
Hawaii.  As of the petition Dte, the aggregate outstanding
principal on the Prepetion MidCap Revolving Loan and the
Prepetition St. Francis Term Loan is approximately $46,851,772.
The principal balance of the Prepetion MidCap Revolving Loan is
approximately $7,676,495.  The amount owed under the Prepetition
St. Francis Term Loan is approximately $39,175,277, secured by St.
Francis's first priority lien on, among other things, all real
property of the Debtors.

Through this Chapter 11 filing, the Debtors plan to return the
hospitals to the control of St. Francis.

In the prior case, HMC and its affiliated debtors were converted
to new, Hawaii non-profit corporations.  CHA Hawaii, one of HMC's
affiliated debtors and a subsidiary of Cardiovascular Hospitals of
America, LLC, discontinued management of the reorganized Debtors.

Wichita, Kansas-based CHA Hawaii LLC, and its affiliates --
including Hawaii Medical Center LLC -- filed for Chapter 11
protection on Aug. 29, 2008 (Bankr. D. Del. Case No. 08-12027).
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP
represented the Debtors in their restructuring efforts.  CHA
Hawaii estimated assets of up to $10 million and debts between
$50 million and $100 million when it filed for bankruptcy.  The
Debtors obtained confirmation of their Chapter 11 plan in May 2010
and emerged from bankruptcy in August 2010.


HB LOGISTICS: Truck McGriff in Chapter 11 One Year After Buyout
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trucker McGriff Transportation, which was purchased
by the current owners in March 2010, filed for Chapter 11
protection a week ago in Decatur, Alabama.  Formally named HB
Logistics LLC, the company operates 160 tractors and 400 trailers
in the U.S. Southeast and Midwest.  Based in Cullman, Alabama,
McGriff generated $26 million of revenue during the last 10 months
of 2010.  Secured lenders are owed $11.5 million. Another $1
million is owing to unsecured creditors, court papers say.

"This is a planned reorganization, and the good news is that it
was not a knee-jerk reaction," the Cullman Times quotes McGriff
Transportation CFO Conner Burns as saying.   "We have a plan for
going in and a plan for getting out, and we have funding secured.
We're altering the business model somewhat as we go forward, and
typically this process lasts between six months to a year."

The Cullman Times notes HB Logistics bought McGriff Transportation
from the McGriff family of Cullman in March of 2010 and continued
to operate under the McGriff Transportation name.

HB Logistics Inc., filed a Chapter 11 petition (Bankr. N.D. Ala.
Case No. 11-82362) on July 8, 2011.  Stuart M. Maples, Esq., at
Maples & Ray, PC, in Huntsville, Alabama, serves as counsel to the
Debtor.  The Debtor estimated assets of up to $10 million and
debts of $10 million to $50 million in its Chapter 11 petition.

A case summary for HB Logistics is in the July 13, 2011 edition of
the Troubled Company Reporter.


HINGHAM CAMPUS: Says Appointment of Mediator is Not Necessary
-------------------------------------------------------------
Hingham Campus, LLC, and Linden Ponds, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Texas their
objection to Sovereign Bank's motion for order directing
mediation.  The Debtors say that the appointment of a mediator is
not necessary or warranted in the Chapter 11 cases.

The Debtor relate that on June 8, 2011, the Debtors and the
Consenting Holders entered into the Restructuring, Lockup, Plan
Support and Forbearance Agreement (the Lockup Agreement).
Pursuant to the Lockup Agreement, the Consenting Holders, which
entities hold approximately 62% of the Series 2007 A Bonds and
approximately 40% of all of the 2007 Bonds, have agreed to support
and vote in favor of the Debtors' Joint Plan of Reorganization,
filed contemporaneously with the filing of the Chapter 11 cases.

The Debtors explain that the mediation would require them to
breach the Lockup Agreement.  A breach of the Lockup Agreement
would necessarily result in the loss of support of one of the
largest constituencies in the chapter 11 cases and would require
the Debtors to renegotiate a consensual plan and, subsequently,
re-solicit votes to approve such plan.  This process would cause a
substantial delay, increase costs to the Debtors' estates and
create concern amongst the Debtors' residents which could result
in lower absorption rates or residents deciding to leave the
Debtors' continuing care retirement community.

The Debtors intend to continue to engage in settlement discussions
with the bank.  Despite the Bank's protestations tothe contrary,
the Lock-up Agreement provides the Debtors with sufficient
flexibility to reach a settlement with the bank without losing the
support of the Consenting Holders who have signed the Lock-up
Agreement.  Thus, this is a two-party negotiation that does not
require the involvement of the Consenting Holders.

The hearing on confirmation of the Plan is scheduled to begin on
Aug. 18, 2011.  The Debtors intend to continue to pursue good
faith negotiations with the Bank up until the confirmation hearing
(if necessary) in order to attempt to reach a consensual
resolution of the outstanding issues.

                       About Hingham Campus

Linden Ponds Inc. operates a 108-acre continuing care retirement
community located at 300 Linden Ponds Way in Hingham,
Massachusetts.  The facility has 988 independent living units
(with an occupancy rate of 87.9%) and 132 skilled nursing beds
(68% occupancy rate).

Linden Ponds leases the facility and the property upon which it is
built from Hingham Campus LLC.  Hingham is the owner of the
facility and owns the fee simple interest in the property upon
which the facility is built.  Senior Living Retirement
Communities, LLC, formerly known as Erickson Retirement
Communities, LLC, owns 100% of the membership interests in
Hingham.

Hingham Campus and Linden Ponds filed a pre-negotiated Chapter 11
petition (Bankr. N.D. Tex. Lead Case No. 11-33912) in Dallas on
June 15, 2011.  Hingham Campus estimated assets and debts of $100
million to $500 million.  Debt includes $156.4 million owing on
bonds issued by the Massachusetts Development Finance Agency, with
Wells Fargo Bank, National Association, as the bond trustee.

Erickson Retirement Communities sought bankruptcy protection
(Bankr. N.D. Tex. Case No. 09-37010) on Oct. 19, 2009.  Erickson,
the owner of 20 senior living facilities, won approval of its
reorganization plan in April 2010.  The Erickson plan provided for
a sale to Redwood Capital, the highest bidder at the auction in
December 2009.  Redwood won the auction with an all-cash bid of
$365 million.

Attorneys at DLA Piper LLP (US) represent Hingham in the Chapter
11 case.  Attorneys at McGuire, Craddock & Strother, P.C., and
Whiteford, Taylor And Preston, L.L.P., represent Linden Ponds.


HORIZON VILLAGE: Files For Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Steve Green at Vegas Inc. reports that four associated Las Vegas
companies file for Chapter 11 bankruptcy protection.  The
companies are:

   * Horizon Village Square LLC, owner of the Vons-anchored
     Horizon Village Square Shopping Center near I-515 and Horizon
     Drive in Henderson.  The property includes five retail
     buildings with nearly 43,000 square feet of space.

   * Ten Saints LLC, owner of the 134-room Hampton Inn & Suites at
     St. Rose Parkway and Seven Hills Drive in Henderson.

   * Beltway One Development Group LLC, owner of the Desert Canyon
     Business Park at Russell Road and the Las Vegas Beltway. It
     has two buildings and 15 acres.

   * Nigro HQ LLC, owner of an office building at 9115 W. Russell
     Road occupied by Bank of George, Infinity Plus LLC and Nigro
     Construction Inc.

According to the report, these businesses are owned or managed by
local business people and firms including Todd Nigro, Nigro
Development LLC, a Nigro family trust and other investors.

Vegas Inc. notes that a fifth related business, Russell Boulder
LLC, filed for bankruptcy in October.  It owns the 600-suite Siena
Suites extended stay property at Boulder Highway and Russell Road.

Vegas Inc. relates that Todd Nigro said the four bankruptcies
Wednesday were caused by threatened foreclosures -- typically
related to Wells Fargo Bank demanding payments to keep loan-to-
value ratios at specified levels.  For instance, in the Horizon
Village Square case, Nigro said the company was current on its
payments but Wells Fargo demanded a $1.64 million payment to
reduce the loan balance to $9.36 million to keep the ratio at less
than 80%.

The bankruptcy filings estimated assets and liabilities that were
unspecified but ranged from $1 million to $10 million each for
Nigro HQ; and more than $10 million apiece in both assets and
liabilities for Horizon Village, Ten Saints and Beltway One.


HORIZON VILLAGE: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Horizon Village Square LLC
        9115 W. Russel Road, Suite 210
        Las Vegas, NV 89148

Bankruptcy Case No.: 11-21034

Affiliates that simultaneously sought Chapter 11 protection:

   Debtor                              Case No.
   ------                              --------
Beltway One Development Group LLC      11-21026
Nigro HQ LLC                           11-21014
Ten Saints LLC                         11-21028

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtors' Counsel: Candace C. Clark, Esq.
                  Gerald M. Gordon, Esq.
                  GORDON SILVER
                  3960 Howard Hughes Parkway, 9th Floor
                  Las Vegas, NV 89169
                  Tel: (702) 796-5555
                  Fax: (702) 369-2666
                  E-mail: bankruptcynotices@gordonsilver.com

Horizon Village's
Estimated Assets: $10,000,001 to $50,000,000

Horizon Village's
Estimated Debts: $10,000,001 to $50,000,000

The petition was signed by Todd A. Nigro, manager of Nigro
Development LLC, manager of Debtor.

Affiliate that previously sought Chapter 11 protection:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Russell Boulder, LLC                   10-29724   10/19/10

Horizon Village Square's List of Seven Largest Unsecured
Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Ellsworth Gilman                                 $2,500
Johnson & Stout LLC
Attn: Managing Member
7881 W. Charleston Blvd
Suite 155
Las Vegas, NV 89117

Real Cleaning                                    $1,361
Attn: Managing Member
10152 Climbing Lily St.
Las Vegas, NV 89183

Total Safety Inc.                                $825
Attn: Managing Member
9555 Del Webb Blvd.
Las Vegas, NV 89134-8317

EDS Electronics                                  $750

Nevada Illumination Inc.                         $473

Webco Sweeping                                   $387

JS Pest Control                                  $131


IMPERIAL CAPITAL: Disclosures Okayed; Aug. 12 Ballot Deadline Set
-----------------------------------------------------------------
On June 28, 2011, the U.S. Bankruptcy Court for the Southern
District of California entered an order approving the Company's
Second Amended Disclosure Statement regarding the Company's
Amended Chapter 11 Liquidating Plan of Reorganization, dated
April 15, 2011.  The deadline for creditors to vote on the Plan is
Aug. 12, 2011.  In the Order, the Bankruptcy Court scheduled a
hearing on confirmation of the Plan for Sept. 22, 2011, at 10:30
a.m.

A copy of the Disclosure Statement is available at
http://is.gd/PPmhTS

As described in the Disclosure Statement, if the Plan is confirmed
by an order of the Bankruptcy Court, based upon assets available
for distribution, creditors of the Company will not be paid in
full under the Plan.  Consequently, the Company predicts that,
after payment to the Company's unsecured creditors, there will be
no assets available for distribution to the holders of the
Company's common stock.  With no available assets to distribute to
stockholders, as contemplated in the Plan, the Company expects the
Bankruptcy Court to extinguish the Company's common stock upon
approval of the Plan.

As reported in the TCR on June 21, 2011, the U.S. Bankruptcy Court
signed an order in the Imperial Capital Bancorp case declaring the
Debtors' Disclosure Statement "not approved because Debtor's
counsel has not lodged an order and this order is not approved as
to form."

The order continues, "While court is sympathetic that Debtor may
miss its confirmation hearing deadline, Debtor had ample
opportunity to lodge an order and chose not to do so.  If the
confirmation hearing must be continued, a hearing date/time is
available on 8/25/11 at 10:30 a.m.; however, Debtor must contact
the courtroom deputy to confirm this date."

                    About Imperial Capital Bancorp

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No.
09-19431) on Dec. 18, 2009.  Gregory K. Jones, Esq., at Stutman,
Treister & Glatt, P.C., serves as the Company's bankruptcy
counsel.  FTI Consulting Inc. serves as its financial advisor.
The Company disclosed $40,439,363 in assets and $98,721,610 in
liabilities.

Tiffany L. Carroll, the U.S. Trustee for Region 15, appointed
three members to the official committee of unsecured creditors in
the Debtor's case.

The Debtor's proposed Liquidating Plan of Reorganization provides
that based upon assets available for distribution, creditors of
the Company will not be paid in full under the Plan.  The Company
predicts that, after payment to the Company's unsecured creditors,
there will be no assets available for distribution to the holders
of the Company's common stock.


IMPERIAL PETROLEUM: Annalee Wilson Resigns as Director
------------------------------------------------------
Imperial Petroleum, Inc., announced that Annalee Wilson has
resigned as a Director of the Company and has been replaced by Ben
Campbell until the next regularly schedule shareholders meeting.

"We're happy to welcome Ben to the Board as an independent
director.  Ben is a petroleum engineer and has over 35 years of
experience in the oil and gas business including public company
management experience," said Jeffrey T. Wilson, President of
Imperial.

                     About Imperial Petroleum

Headquartered in Evansville, Ind., Imperial Petroleum Inc.
(OTC BB: IPMN) operates as a diversified energy and mineral mining
company in the United States.  It oil and natural gas properties
include the Coquille Bay field located in Plaqumines Parish,
Louisiana; the Haynesville field located in Claiborne and Webster
Parishes in north Louisiana; the Bastian Bay field located in
Plaquemines parish, Louisiana; LulingField located in Guadalupe
county, Texas; and the Shrewsbury field in Grayson County and the
Claymour field in Todd County, western Kentucky.

The Company's balance sheet at April 30, 2011, showed $20.01
million in total assets, $28.03 million in total liabilities and a
$8.02 million total stockholders' deficit.

As reported by the TCR on June 24, 2011, the Company anticipates
its current working capital will not be sufficient to meet its
required capital expenditures and that the Company will be
required to either access additional borrowings from its lender or
access outside capital.  Currently the Company projects it will
require non-discretionary capital expenditures of approximately
US$500,000 in the next fiscal year to re-establish and maintain
economic levels of production at Coquille Bay.  Without access to
such capital for non-discretionary projects, the Company's
production may be significantly curtailed or shut in and
jeopardize its leases.


INSIGHT GLOBAL: Moody's Raises Corporate Family Rating to 'B1'
--------------------------------------------------------------
Moody's Investors Service upgraded Insight Global, Inc.'s
corporate family rating to B1 from B2 and affirmed the probability
of default rating at B2. Moody's also assigned a B1 rating to the
proposed amended/extended credit agreement, consisting of a
revolving credit facility and term loan. The company is seeking to
amend the terms of the existing term loan, extending the maturity
to 2017 from 2016 and issuing an incremental $41 million term
loan. In addition, the company will reduce the revolving credit
facility commitment to $20 million from $27.5 million and extend
the maturity date to 2016. The ratings outlook remains stable.

Ratings assigned:

   -- Proposed amended $20 million senior secured revolving credit
      facility due 2016 at B1 (LGD3, 34%);

   -- Proposed amended $157 million senior secured term loan due
      2017 at B1 (LGD3, 34%).

Rating upgraded:

   -- Corporate family rating to B1 from B2.

Rating affirmed:

   -- Probability of default rating at B2.

Ratings affirmed and to be withdrawn at transaction closing:

   -- Existing senior secured revolving credit facility due 2016
      at B1 (LGD3, 39%);

   -- Existed senior secured term loan due 2016 at B1 (LGD3, 39%).

RATINGS RATIONALE

The upgrade of Insight Global's corporate family rating reflects
favorable organic revenue and earnings growth trends that have
resulted in improved leverage and interest coverage as well as
Moody's expectation that this trend will continue.

Insight Global's revenue increased approximately 49% in 2010,
supported by growth from new and existing locations, and year-to-
date revenue trends remain strong. Because of earnings growth,
leverage (as measured by debt to EBITDA and including Moody's
standard analytical adjustments) has declined to approximately 4.0
times from an initial level of 5.0 times when Harvest Partners
purchased the business in mid-2010. Moody's expects this metric to
approach 3.5 times by 2011 year-end. The upgrade also reflects
Moody's expectation that the company could withstand deterioration
in demand, if that were to occur, given its highly variable cost
structure and the counter-cyclical nature of its cash flows.

Proceeds from the incremental term loan and revolving credit
facility borrowings will be used to redeem the company's $36
million subordinated debt due 2017 (unrated) and to pay fees and
expenses.

The stable outlook reflects Moody's expectation that Insight
Global will sustain double-digit revenue growth and maintain its
current level of operating margins such that debt to EBITDA is
reduced below 4.0 times near-term. The rating also reflects
Moody's expectation that the company will generate modest free
cash flow and that it will maintain an adequate liquidity profile.

While Insight Global's relatively moderate scale constrains the
rating, in the event that it increases its relative scale and
sustainably reduces debt to EBITDA below 3.0 while generating
positive free cash flow, the ratings could be upgraded. A positive
action would also require that the company demonstrate a track-
record of conservative policy.

The ratings could be pressured if the weak environment causes
Insight Global's growth trends to reverse, such that debt to
EBITDA is sustained above 4.5 times. Continued negative cash flow
could also pressure the ratings.

The ratings are subject to the conclusion of the transactions, as
proposed, and Moody's review of final documentation.

Additional information can be found in the Insight Global Credit
Opinion published on Moodys.com.

The principal methodology used in rating Insight Global Inc was
the Global Business & Consumer Service Industry methodology
published in October 2010. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Insight Global, headquartered in Atlanta, Georgia, is a
specialized provider of temporary and project professionals in the
field of information technology. Affiliates of Harvest Partners
purchased the company in 2010.


IQT SOLUTIONS: Laying Off, Not Paying Workers
---------------------------------------------
Newschannel5.com reports that metro government laid out the red
carpet to bring a company to downtown Music City, in Nashville,
Tennessee, but new information is putting that company in a
different light.

IQT solutions, a Canadian company, said it would be setting up its
U-S headquarters on 2nd Avenue South in Nashville, according to
the report.  The report relates that the company has received a
city grant worth $1.6 million.

However, the report notes, several Canadian news outlets are
reporting that they have closed several call centers, laying off
people without paying them, and some reports say they have
declared bankruptcy and gone into receivership.


JACKSON GREEN: Creditors Seek Case Dismissal
--------------------------------------------
Wells Fargo Bank, N.A., and MCZ Development Corporation are
separately seeking dismissal of Jackson Green, LLC's second
bankruptcy case within the last 2-1/2 years.

Wells Fargo, which is the Trustee for the Registered Holders of
Credit Suisse First Boston Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2006-C4, argues that
the order confirming the plan of reorganization in the prior case
expressly provided that Wells Fargo is entitled to foreclosure on
the Debtor's properties if the Debtor defaulted under the Original
Plan.  Wells Fargo says the Debtor filed for bankruptcy to stay a
pending foreclosure proceeding in Cook County, Illinois.  The
Chapter 22 case was filed on the eve of a hearing seeking the
appointment of a receiver in that Foreclosure Action.

MCZ Development is a Class 7 creditor under the Original Plan.
Pursuant to the terms and conditions of that Plan, the Debtor was
required to execute certain documents and take certain steps which
the Debtor has neglected and failed to do despite repeated
requests from MCZ.

MCZ wants the Bankruptcy Court to:

     -- dismiss the chapter 11 case; or, alternatively

     -- modify the automatic stay to permit MCZ to reopen the
        Debtor's prior Chapter 11 case and obtain the Debtor's
        compliance with the terms of the original Plan of
        Reorganization confirmed in that case May 18, 2010.

MCZ contends the Debtor lacks the ability to successfully
reorganize.  MCZ asserts that sufficient cause exists to require
the dismissal of the case under 11 U.S.C. Sec. 1112(b), and that
the case is essentially a single asset or two asset real estate
case.

Wells Fargo is represented by:

          Jill L. Nicholson, Esq.
          Joanne Lee, Esq.
          FOLEY & LARDNER LLP
          321 North Clark Street, Suite 2800
          Chicago, IL 60654
          Tel: (312) 832-4500
          Fax: (312) 832-4700
          E-mail: jnicholson@foley.com

               - and -

          Erik G. Weidig, Esq.
          FOLEY & LARDNER LLP
          777 E Wisconsin Avenue
          Milwaukee, WI 53202
          Tel: (414) 297-5509
          Fax: (414) 297-4900
          E-mail: eweidig@foley.com

MCZ is represented by:

          Randi L. Osberg, Esq.
          RUDER WARE, L.L.S.C.
          402 Graham Avenue
          P.O. Box 187
          Eau Claire, WI 54702-0187
          Tel: 715-834-3425
          Fax: 715-834-9240

                        About Jackson Green

Based in Minocqua, Wisconsin, Jackson Green LLC owns a commercial
office building and parking lot in Chicago.  Jackson Green
originally filed for Chapter 11 bankruptcy (Bankr. W.D. Wis. Case
No. 09-10099) on Jan. 9, 2009.  The Court confirmed the Debtor's
chapter 11 plan on May 18, 2010.

Jackson Green returned to bankruptcy (Bankr. W.D. Wis. Case No.
11-14038) on June 23, 2011.  Judge Thomas S. Utschig presides over
the so-called Chapter 22 case.  The Law Office of Terrence J.
Byrne serves as the Debtor's Chapter 22 counsel.

In its schedules, the Debtor disclosed $25,194,530 in assets and
$22,838,968 in liabilities.  The petition was signed by Paula
Heyes, member.


JACKSON GREEN: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Jackson Green LLC filed with the Bankruptcy Court its schedules of
assets and liabilities, disclosing:

     Name of Schedule         Total Assets    Total Liabilities
     ----------------         ------------    -----------------
     A - Real Property         $25,000,000

     B - Personal Property        $194,530

     C - Property Claimed
         as Exempt                     N/A

     D - Creditors Holding
         Secured Claims                             $22,378,360

     E - Creditors Holding
         Unsecured Priority
         Claims                                              $0

     F - Creditors Holding
         Unsecured Nonpriority
         Claims                                        $460,608
                              ------------    -----------------
          Total                $25,194,530          $22,838,968

                        About Jackson Green

Based in Minocqua, Wisconsin, Jackson Green LLC owns a commercial
office building and parking lot in Chicago.  Jackson Green
originally filed for Chapter 11 bankruptcy (Bankr. W.D. Wis. Case
No. 09-10099) on Jan. 9, 2009.  The Court confirmed the Debtor's
chapter 11 plan on May 18, 2010.

Jackson Green returned to bankruptcy (Bankr. W.D. Wis. Case No.
11-14038) on June 23, 2011.  Judge Thomas S. Utschig presides over
the so-called Chapter 22 case.  The Law Office of Terrence J.
Byrne serves as the Debtor's Chapter 22 counsel.

The petition was signed by Paula Heyes, member.

Secured lender Wells Fargo is represented by lawyers at Foley &
Lardner LLP.


JACKSON GREEN: Hires Byrne Law Office as Bankruptcy Counsel
-----------------------------------------------------------
Jackson Green LLC seeks Bankruptcy Court permission to employ the
Law Office of Terrence J. Byrne as its bankruptcy counsel under a
general retainer.  Mr. Byrne charges $275 per hour.

Mr. Byrne attests that his firm has no adverse interest to the
Debtor's estate.

                        About Jackson Green

                        About Jackson Green

Based in Minocqua, Wisconsin, Jackson Green LLC owns a commercial
office building and parking lot in Chicago.  Jackson Green
originally filed for Chapter 11 bankruptcy (Bankr. W.D. Wis. Case
No. 09-10099) on Jan. 9, 2009.  The Court confirmed the Debtor's
chapter 11 plan on May 18, 2010.

Jackson Green returned to bankruptcy (Bankr. W.D. Wis. Case No.
11-14038) on June 23, 2011.  Judge Thomas S. Utschig presides over
the so-called Chapter 22 case.

In its schedules, the Debtor disclosed $25,194,530 in assets and
$22,838,968 in liabilities.  The petition was signed by Paula
Heyes, member.

Secured lender Wells Fargo is represented by lawyers at Foley &
Lardner LLP.


JACKSON GREEN: Sec. 341 Creditors' Meeting Set for Aug. 3
---------------------------------------------------------
The United States Trustee will convene a Meeting of Creditors in
the bankruptcy case of Jackson Green LLC on Aug. 3, 2011, at 2:00
p.m. at Wausau Meetings.

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

                        About Jackson Green

Based in Minocqua, Wisconsin, Jackson Green LLC owns a commercial
office building and parking lot in Chicago.  Jackson Green
originally filed for Chapter 11 bankruptcy (Bankr. W.D. Wis. Case
No. 09-10099) on Jan. 9, 2009.  The Court confirmed the Debtor's
chapter 11 plan on May 18, 2010.

Jackson Green returned to bankruptcy (Bankr. W.D. Wis. Case No.
11-14038) on June 23, 2011.  Judge Thomas S. Utschig presides over
the so-called Chapter 22 case.  The Law Office of Terrence J.
Byrne serves as the Debtor's Chapter 22 counsel.

In its schedules, the Debtor disclosed $25,194,530 in assets and
$22,838,968 in liabilities.  The petition was signed by Paula
Heyes, member.

Secured lender Wells Fargo is represented by lawyers at Foley &
Lardner LLP.


JASMINE PLACE: Condo Complex in Receivership
--------------------------------------------
The Los Angeles Times reports that an upscale condominium complex
that opened in 2009 in the heart of Little Saigon in Westminster
has been placed in receivership and converted to apartments.

The 136-unit development has been renamed Jasmine Place.  The
four-story complex has a French-inspired design with Asian
overtones and was originally valued at more than $57 million,
receiver Taylor B. Grant said, according to LA Times.

The property was developed by Moran Property Limited Partnership
and Asian Gardens II.

Eight condo owners remain in the complex at 15100-15200 Moran St.
Western National Property Management has been hired to manage and
lease the other units, said Grant, who heads Newport Beach-based
Real Estate Receiverships, the report notes.

The LA Times says that the complex will officially reopen July 19.


JOURNAL REGISTER: Alden Acquires Business 2 Years After Exit
------------------------------------------------------------
Alden Global Capital has purchased Journal Register Company,
according to the latter's Web site.

"This is a great vote of confidence from Alden in our strategy and
the work of our employees who I want to personally thank for their
efforts during this turnaround.  While we clearly have more work
to do, our strategy is fast becoming a model for the future of
journalism that can properly serve local communities and be
economically self-sustaining and profitable," said John Paton,
Journal Register Company's Chief Executive Officer.  "With Alden's
support of our Digital First strategy we look forward to expanding
our Company going forward."

Since emerging from bankruptcy protection in August 2009, and
under the new leadership, the Journal Register Company has been
transformed into an innovative, digitally focused multi-media
company.  It has doubled its digital audience in the past year and
is growing its digital revenues at approximately 70% (Q1/11),
which is about seven times greater than the newspaper industry
average in the first quarter of 2011.

The Company's Digital First strategy, which is centered on
developing innovative, cost-effective methods for creating,
distributing and monetizing content on multiple platforms while
reducing legacy costs tied to print, turned the company from
bankrupt in 2009 to an EBITDA of $41 million in 2010.  While
details of the transaction were not disclosed, all lenders have
been paid in full as well receiving the equity consideration paid
by Alden.  The transaction was unanimously approved by the Journal
Register Company's Board of Directors.

                      About Journal Register

Yardley, Pennsylvania-based Journal Register Company (PINKSHEETS:
JRCO) -- http://www.JournalRegister.com/-- owns 20 daily
newspapers, more than 180 non-daily publications and operates over
200 individual Web sites that are affiliated with the Company's
daily newspapers, non-daily publications and its network of
employment Web sites.  All of the Company's operations are
strategically clustered in six geographic areas: Greater
Philadelphia; Michigan; Connecticut; Greater Cleveland; and the
Capital-Saratoga and Mid-Hudson regions of New York.  The Company
also owns JobsInTheUS, a network of 20 employment Web sites.

Journal Register, along with its affiliates, filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 09-10769) on
Feb. 21, 2009.  Marc Abrams, Esq., Rachel C. Strickland, Esq.,
Shaunna D. Jones, Esq., and Jennifer J. Hardy, Esq., at Willkie
Farr & Gallagher LLP, represent the Debtors as counsel.  William
M. Silverman, Esq., Scott L. Hazan, Esq., and Jeanette A. Barrow-
Bosshart, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.,
represent the official committee of unsecured creditors as
counsel.  Conway, Del Genio, Gries & Co., LLC, provides
restructuring management services to the Debtors.  Robert P.
Conway is the Company's chief restructuring officer.  At the time
of the filing, the Company estimated its assets at less than
$500 million in and $500 million to $1 billion in total debts.

Journal Register emerged from Chapter 11 protection under the
terms of a pre-negotiated plan of reorganization declared
effective in August 2009.


KEENE BROTHERS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Keene Brothers, Inc.
        4946 Land O' Lakes Blvd
        Land O Lakes, FL 34639

Bankruptcy Case No.: 11-13257

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: David W. Steen, Esq.
                  DAVID W. STEEN, P.A.
                  13902 N. Dale Mabry Hwy., Suite 110
                  Tampa, FL 33618
                  Tel: (813) 251-3000
                  Fax: (813) 251-3100
                  E-mail: dwsteen@dsteenpa.com

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

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/flmb11-13257.pdf

The petition was signed by Daniel Keene, president.


KEYSTONE SURPLUS: Chapter 7 Trustee Can Amend Suit v. Principal
---------------------------------------------------------------
Chief Bankruptcy Judge Stephen Raslavich authorized Robert H.
Holber, the Chapter 7 Trustee of Keystone Surplus Metals, Inc.,
d/b/a Keystone Specialty Metals, Inc., to amend a lawsuit against
the Debtor's principal to avoid and recover certain prepetition
transfers.  The principal objects on various grounds, primarily
untimeliness.  The suit is Robert H. Holber, Trustee, v. Albert
Kauffman, Adv. Proc. No. 11-0278 (Bankr. E.D. Pa.).  A copy of the
Bankruptcy Court's July 14, 2011 Opinion is available at
http://is.gd/khcbxdfrom Leagle.com.

                   About Keystone Surplus Metals

Headquartered in Bensalem, Pennsylvania, Keystone Surplus
Metals Inc., dba Keystone Specialty Metals Inc. --
http://www.keystonespecialtymetals.com-- offered home furnishing
services.  The Debtor filed for Chapter 11 bankruptcy (Bankr. E.D.
Pa. Case No. 08-16450) on October 3, 2008.  David A. Kasen, Esq.
-- dkasen@kasenlaw.com -- at Kasen Kasen & Braverman, served as
the Debtor's counsel.  In its petition, the Debtor estimated
$10 million to $50 million in both assets and debts.

On March 22, 2010, the U.S. Trustee filed a motion to convert
Keystone's Chapter 11 case to a Chapter 7 case because Keystone
had failed to: (1) file its operating report for the month of
February of 2010; and (2) pay any quarterly fees to the United
States Trustee for the fourth quarter of 2009.  On March 30, 2010,
the Court entered an Order granting the U.S. Trustee's motion.

On May 14, 2010, the Chapter 7 Trustee filed a Motion to Sell
Debtor's Business Assets Free and Clear of Interests, Claims and
Encumbrances Pursuant to 11 U.S.C. Sec. 363.  The Chapter 7
Trustee explained that "[w]hile Wachovia holds a lien against the
Assets, it has agreed to pay from the Net Proceeds of the auction
the allowed administrative expenses of the Trustee and his counsel
plus an additional five percent of the Net Proceeds to be paid to
unsecured creditors."


KMC REAL ESTATE: Court Grants Control of Assets to RL BB Financial
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana
granted secured creditor RL BB Financial, LLC, relief from stay on
KMC Real Estate Investors, LLC's assets.  The relief from stay is
effective on July 25, 2011, at the close of business.

RL BB Financial requested for (i) relief from stay, (ii) dismissal
of the Debtor's Chapter 11 case for lack of good faith; or (iii)
abstention.

James P. Moloy represented RL BB Financial, LLC.

              About KMC Real Estate Investors LLC

Clarksville, Indiana-based KMC Real Estate Investors LLC owns
certain real property located in Clark County, Indiana, commonly
known as 4601 Medical Plaza Way, Clarksville, Indiana.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Ind. Case No. 11-90930) on April 1, 2011.  Gary Lynn Hostetler,
Esq., Courtney Elaine Chilcote, Esq., and Jeffrey A. Hokanson,
Esq., at Hostetler & Kowalik, P.C., serve as the Debtor's
bankruptcy counsel.  The Debtor disclosed it has undetermined
assets and $24,810,090 in liabilities as of the Chapter 11 filing.

Affiliate Kentuckiana Medical Center, LLC, previously sought
Chapter 11 protection (Bankr. S.D. Ind. Case No. 10-93039) on
Sept. 9, 2010.


KNOLLWOOD PROPERTIES: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------------
Debtor: Knollwood Properties II, LLC
        67 Mill Street
        Rhinebeck, NY 12572

Bankruptcy Case No.: 11-36998

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       Southern District of New York (Poughkeepsie)

Judge: Cecelia G. Morris

Debtor's Counsel: Thomas Genova, Esq.
                  GENOVA & MALIN, ATTORNEYS
                  Hampton Business Center
                  1136 Route 9
                  Wappingers Falls, NY 12590-4332
                  Tel: (845) 298-1600
                  Fax: (845) 298-1265
                  E-mail: genmallaw@optonline.net

Scheduled Assets: $2,195,610

Scheduled Debts: $2,663,673

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Mark Graminski                                   $15,000
13 Elm Street
Red Hook, New York
12571

The petition was signed by Frank Stortini, member.


KTLA LLC: Files Schedules of Assets & Liabilities
-------------------------------------------------
KTLA LLC with the U.S. Bankruptcy Court for the Northern District
of California, its schedules of assets and liabilities,
disclosing:

Name of Schedule               Assets                Liabilities
----------------              -------                -----------
A. Real Property               $25,500,000
B. Personal Property               $43,987
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $18,553,388
E. Creditors Holding
   Unsecured Priority
   Claims                                                $206,789

F. Creditors Holding
   Unsecured Non-priority
   Claims                                                 $38,210
                               -----------         --------------
      TOTAL                    $25,543,987            $18,798,387

San Francisco, California-based KTLA LLC filed for Chapter 11
bankruptcy (Bankr. N.D. Calif. Case No. 11-32401) on June 27,
2011.  Judge Thomas E. Carlson presides over the case.  Reno F.R.
Fernandez, Esq., at MacDonald and Assoc.  Iain A. Macdonald, Esq.,
and Reno F.R. Fernandez, Esq. -- iain@macdonaldlawsf.com and
r.fernandez@macdonaldlawsf.com -- at Macdonald and Associates,
serve as bankruptcy counsel.  In its petition, KTLA estimated
assets and debts of $10 million to $50 million. The petition was
signed by Graham Seel, SVP, California Mortgage and Realty.


LA BOTA DEVELOPMENT: Gets Court OK to Enter Into Insurance Premium
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized La Bota Development Company, Inc., and Laredo Rock Tech
Sand & Gravel, LP, to enter into insurance premium finance
agreement with Premium Financing Specialists, Inc.

As reported in the Troubled Company Reporter on June 27, 2011, La
Bota's current general insurance policy expired June 15, 2011,
according to Simon Mayer, Esq., at Hughes WattersAskanase, LLP, in
Houston, Texas.

Mr. Mayer related that after due deliberation and consideration of
viable alternatives, the Debtor determined that it is in the best
interest of its estate to finance its general liability policy
premiums through PFS.  In the ordinary course of business, the
Debtor must maintain various insurance policies, including a
general liability policy, which covers the Debtor's real property
located in Webb County, Texas, he says.

Mr. Mayer said the Debtor cannot presently obtain an insurance
coverage unless the premiums are financed, and Bank Midwest, N.A.,
the Debtor's lender, is granted a security interest in the
unearned premiums and other sums which may become payable under
those policies.

The total cash price for the insurance premiums is $5,507.  PFS
will finance the remaining $3,943 insurance policy premiums at an
17.20 annual percentage rate ($287) provided:

   i. The Debtor pays the $1,564 down payment, which the Debtor
      has paid.

  ii. The $4,231 remaining balance will be paid in nine monthly
      payments of $470, with the first payment due on June 30,
      2011.

iii. The Debtor grants PFS a security interest in any unearned
      premiums or other sums which may become payable under the
      insurance policies to secure payment of all amounts due
      under the Agreement.

                    About La Bota Development

Sugar Land, Texas-based La Bota Development Company, Inc.,
is a real estate development company that owns and sells
residential and commercial real estate to developers.  It also
owns a mobile home park in Nueces County, Texas and a mini-storage
facility in Harris County, Texas.

La Bota filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 10-20376) on May 3, 2010.  The Company estimated
$50 million to $100 million in assets and $10 million to
$50 million in liabilities in its petition.

Debtor-affiliate Laredo Rock Tech Sand & Gravel, L.P., mines,
extracts and sells sand and gravel in Webb County, Texas.  Laredo
Rock filed a separate petition for Chapter 11 bankruptcy
protection on May 3, 2010 (Bankr. S.D. Tex. Case No.
10-20377).  In its petition, the Debtors disclosed assets of
$1,244,770 and debts of $1,501,506.

The cases are jointly administered under Case No. 10-23076.


LAMBUTH UNIVERSITY: To Pay Out Remaining Employees $4,156
---------------------------------------------------------
Tajuana Cheshier at the Jackson Sun reports that a judge granted
an emergency motion to pay nine hourly Lambuth University
employees.  The total amount to be paid out is $4,156.

According to the report, school officials are expected to appear
in court at 9:30 a.m. Wednesday to discuss case management of its
creditors and at 2 p.m. Aug. 10.

The report notes the City of Jackson, Jackson Energy Authority,
Madison County and West Tennessee Healthcare have offered to
purchase the campus for $7.9 million, which is $2 million more
than the initial offer and $1.5 million less than Lambuth's
counter-proposal.

Jackson Mayor Jerry Gist said the cost includes $100,000 in legal
and other fees.  Mayor Gist said each stakeholder would pay $2
million in the new proposal.  Lambuth has accepted the proposal of
the stakeholders.

Lambuth filed for Chapter 11 protection on the same day (Bankr.
W.D. Tenn. Case No. 11-11942) in Jackson, Tennessee, on the same
day.  Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh,
PLLC, serves as counsel to the Debtor.  The Debtor estimated
assets of up to $10 million and debts of $10 million to $50
million as of the Chapter 11 filing.


LEE ENTERPRISES: Fails to Comply with NYSE's Listing Standards
--------------------------------------------------------------
Lee Enterprises, Incorporated, has been notified by the New York
Stock Exchange that its 30-trading-day average share price has
fallen below the $1.00 minimum standard and will need to cure the
deficiency within six months for continued listing.

In a letter dated July 8, 2011, the NYSE noted that as of July 1,
2011, the 30-trading-day average closing price of Lee common stock
was $0.99.  The LEE stock symbol will be assigned a ".BC"
indicator to denote that the company is below compliance with
listing standards.  Under the NYSE rules related to the average
share price, Lee common stock is allowed to continue to be listed
on the exchange during a six-month cure period.

Mary Junck, Lee chairman and chief executive officer, said Lee
will provide the NYSE with an outline of its plans to return to
compliance, beginning with steps to refinance its $1.0 billion of
debt before maturity in April 2012.  The NYSE determination has no
impact on Lee's debt agreements.

"We are in substantive and productive discussions with key lenders
about an extension of our credit agreement and fully expect a
satisfactory outcome, though the process will likely take several
months." she said.  "We believe that investor sentiment will
improve when questions about our refinancing are resolved,
especially as our revenue outlook strengthens."

She said same property revenue for Lee's third fiscal quarter
ended June 26, 2011, is expected to total 4.2 percent below a year
ago "with significant improvement in the month of June."  She
added: "Fourteen of our markets reported positive year-over-year
revenue in June, with several showing better than 5 percent gains.
Still, our progress toward overall revenue growth continues to be
slowed by the uncertainty of a still-lagging economy."

She said Lee's cost outlook also continues to improve.  For Lee's
2011 fiscal year, which ends in September, despite the increased
cost of newsprint, the latest forecast is for operating expenses,
excluding depreciation, amortization and unusual matters, to
decrease approximately 3 percent in the June 2011 quarter and 4-5
percent in the quarter ending Sept. 25, 2011.  Cash costs for the
2012 fiscal year are expected to decrease another 1-2 percent from
the 2011 level.

Carl Schmidt, Lee vice president, chief financial officer and
treasurer, said Lee expects to record an impairment charge related
to the recent decline in its stock price when it reports results
on August 5.  The charge has no impact on cash flows, but will
reduce reported earnings, resulting in a loss for the quarter.  He
said that depending on the amount of the charge, Lee also may be
in noncompliance with the NYSE minimum stockholders' equity and
market capitalization standard.  If the company's stockholders'
equity falls below $50 million at the same time its market
capitalization remains below $50 million, he said, the NYSE would
likely notify Lee of its noncompliance with this continued listing
standard, as well, which would require a separate, longer cure
period for this potential issue.  Stockholders' equity at the end
of March 2011 totaled $77.7 million.  The impairment testing is
being performed in accordance with generally accepted accounting
principles, which, among other factors, require consideration of
differences between current book value and the fair value of all
of the company's assets, including current market capitalization.

                      About Lee Enterprises

Based in Davenport, Iowa, Lee Enterprises, Incorporated --
http://www.lee.net/-- is a premier provider of local news,
information and advertising in primarily midsize markets, with 49
daily newspapers and a joint interest in four others, rapidly
growing online sites and more than 300 weekly newspapers and
specialty publications in 23 states.  Lee's newspapers have
circulation of 1.5 million daily and 1.8 million Sunday, reaching
four million readers daily.  Lee stock is traded on the New York
Stock Exchange under the symbol LEE.

The Company's balance sheet at March 27, 2011, showed $1.40
billion in total assets, $1.32 billion in total liabilities, and
$77.65 million in total equity.

                          *     *     *

As reported by the Troubled Company Reporter on April 14, 2011,
Standard & Poor's Ratings Services Lee Enterprises its preliminary
'B' corporate credit rating.  S&P also said, "At the same time, we
assigned our preliminary 'B' rating (the same as the corporate
credit rating) to the company's offering of $675 million first-
priority lien senior secured notes due 2017 with a preliminary
recovery rating of '3', indicating our expectation of meaningful
(50%-70%) recovery for lenders in the event of a payment default.
We also rated the company's second-priority lien senior secured
notes due 2018 a preliminary 'CCC+', with a preliminary recovery
rating of '6', indicating negligible (0%-10%) recovery for
lenders."

The TCR on April 13, 2011, said Moody's Investors Service assigned
first time ratings to Lee Enterprises, including a Caa1 Corporate
Family Rating (CFR), Caa1 Probability of Default Rating (PDR) and
SGL-3 speculative-grade liquidity rating.  Moody's also assigned a
B1 rating to the company's proposed $50 million 5-year senior
secured first-lien first-out revolver, a B3 rating to its proposed
$675 million senior secured first-lien notes maturing 2017, and a
Caa2 rating to its proposed $375 million senior secured second-
lien notes maturing 2018.  The rating outlook is stable.


LEHMAN BROTHERS: JPM Reserves Rights for Jury Trial
---------------------------------------------------
JPMorgan Chase Bank N.A. reserved its right to a review of Lehman
Brothers Holdings Inc.'s lawsuit in U.S. District Court and a
trial by jury, according to a July 7, 2011 report by Bloomberg
News.

LBHI sued JPMorgan early last year to recover billions of dollars
that the bank allegedly seized as collateral.  JPMorgan defended
itself by arguing that it was protected by so-called safe harbor
law when it took the collateral.

JPMorgan said it has a right to have the issues reviewed "de
novo" by a district court and to seek a jury trial "in any case,
controversy or proceeding related" to the lawsuit, Bloomberg News
reported.

In a related development, LBHI filed a revised scheduling order,
which sets a timetable for the conduct of investigation and the
filing of court papers in connection with the lawsuit.

A full-text copy of the proposed scheduling order dated July 11,
2011, is available for free at:

  http://bankrupt.com/misc/LBHI_JPMorgan4thAmSchedOrder.pdf
k.

                    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)


LEXICON UNITED: Completes Acquisition of Accres Global
------------------------------------------------------
A Special Meeting of the directors of Accres Holding, Inc.,
formerly known as Lexicon United Incorporated, was held on
July 15, 2011, at 10:00 a.m.  At said meeting, the directors
appointed Jerry Gruenbaum as the Company's General Counsel and
Corporate Secretary.

At said meeting, Edward Meijers, the Chairman and CEO stated that
the acquisition approved by the shareholders of Accres Holding on
July 11, 2011, has been completed on July 15, 2011, to acquire
Accres Global AG, from Vela Heleen Holding GMBH and ZUG Investment
Group AG.  An Amendment and Restatement of the Acquisition
Agreement was also executed on July 15, 2011.  Accres Global AG is
engaged in the trade in rough and polished diamonds.  They have a
unilateral, non-negotiable contract with Accres Mineral Trading
BVBA, based in the diamonds city of Antwerp and
with Mostland International FZC, based in Dubai, the United Arab
Emirates

Under both the Original and Amended Agreement the Company
purchased from the Sellers Accres Global AG for 8,875,021 Series B
Preferred Shares of Lexicon, each Preferred Shares is convertible
to ten Common Shares of the Company and have the voting power
equal to ten Common Shares of the Company.

Under both the Original and Amended Agreement, Jerry Gruenbaum,
Esq., a licensed attorney and the Company's Secretary and counsel
has been appointed as Escrow Agent to complete the acquisition.
The escrow agent has received from the Sellers in his IOLTA-
Lawyers Trust Account with JPMorgan Chase Bank, N.A., US$110,000,
for the benefit of the Company to be used to pay audit fees in the
United States and Brazil for the benefit of the Company to bring
the Registrant current in its filings with the U.S. Securities and
Exchange Commission.  The Company and the Sellers agreed to use
the services of a qualified accounting firm in Brazil and a PCAOB
qualified auditing firm in the U.S. for those services.

Under both the Original and Amended Agreement, the Company has
delivered to the Escrow Agent a note for US$40,000 payable to the
order of Elie Saltoun or his assign which note will be paid by the
Company US$10,000 per month by wire transfer to the Escrow Agent's
IOLTA-Lawyers Trust Account with JPMorgan Chase Bank, N.A., for
four consecutive months, first payment due one month from the
closing date.  The Saltoun Note is secured by the Lexicon Shares
held in escrow by the Escrow Agent.

Under both the Original and Amended Agreement, the Company has
delivered to the Escrow Agent a note for US$30,000 payable to the
order of Prime Atlas LLC or its assign which note will be paid
US$10,000 per month by wire transfer to the Escrow Agent's IOLTA-
Lawyers Trust Account with JPMorgan Chase Bank, N.A., for three
consecutive months, first payment due one month after the Saltoun
Note is paid off.  The Atlas Note is secured by the Lexicon Shares
held in escrow by the Escrow Agent.

The Company agreed to spin-off its existing subsidiaries United
Oil Services, Inc., and Engepet Energy Enterprises, Inc., and any
and all other existing assets and operations of the Company
existence prior to the Agreement to Elie Saltoun or his assigns.
Under the Amended Agreement, US$10,000 from the funds held by the
escrow agent for the benefit of the Company will be paid to
Nannarone Law Group, PC, to pay the legal fees for the spinoff.

Under the Amended Agreement, the parties agreed that any and all
deposits, escrow amounts or accounts receivable, related to
business conducted or actions undertaken by the Company prior to
the Amended Agreement, if returned or paid to the Company after
the Closing Date is the personal property of Elie Saltoun solely.

At said meeting, the directors approved and amended the Company's
Bylaws to reflect the Company's change of name from Lexicon United
Incorporated to Accres Holding, Inc.  No other changes were made
to the Bylaws.

The directors took notice that the Certificate of Amendment of
Certificate of Incorporation filed by the Company's Secretary with
the Delaware Division of Corporations in Dover, Delaware on
July 11, 2011, was officially recorded by the Delaware Division of
Corporations on July 11, 2011 at 11:31am EST.

                        About Lexicon United

Austin, Tex.-based Lexicon United Incorporated and its subsidiary,
ATN Capital e Participacoes Ltd., a Brazilian limited company, are
engaged in the business of purchasing, managing and collecting
defaulted consumer receivables for its own account and managing,
collecting and servicing portfolios of defaulted and charged-off
account receivables for large financial institutions in Brazil.
These receivables are acquired from consumer credit originators,
primarily credit card issuers in Brazil.

As reported in the Troubled Company Reporter on May 25, 2010,
Meyler & Company, LLC, in Middletown, N.J., expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's 2009 results.  The independent auditors
noted that the Company continues to have negative cash flows from
operations, recurring losses from operations, and has a
stockholders' deficit.

The Company's balance sheet at Sept. 30, 2010, showed $3.02
million in total assets, $3.11 million in total liabilities,
and a stockholders' deficit of $86,505.


LITHIUM TECHNOLOGY: Provides Battery Cells for Volkswagen
---------------------------------------------------------
Lithium Technology Corporation announced that it provided battery
cells to Volkswagen through its wholly-owned subsidiary, GAIA
Akkumulatorenwerke GmbH, as part of a project involving various
parties, including Volkswagen and sponsored by the German Ministry
of the Environment.  The project is called "Fleet study in
electric mobility" and was presented on 28 June 2011 in Berlin.
Initiated in July 2008, the project runs until June 2012 and aims
to consistently utilize renewable energy sources for electrically
powered vehicles.  Volkswagen is providing a total of twenty of
its Golf Variant tw‹nDRIVE plug-in hybrid electric cars as
research vehicles involved in the project.  The Golf Variant
tw‹nDRIVE is enabled to travel distances of up to 57 km (35 miles)
on pure electrical power and has an additional small internal
combustion engine which provides for a total range of travel of
about 900 km (559 miles).  The German federal government is
targeting one million electric vehicles in Germany by 2020.

Ten of the Volkswagen fleet test vehicles are powered by the GAIA
battery cells.  The GAIA battery (302V, nominal useable capacity
37 Ah per cell) consists of 86 cells and offers an energy capacity
of 11.2 kWh.  GAIA has also worked together with Volkswagen on the
integration of the battery cells with the Battery Management
System (BMS).  The battery cells used by the Volkswagen vehicles
have been produced at LTC's manufacturing facility located in
Nordhausen, Germany.

Martin Koster, President and Chief Operating Officer of LTC,
comments: "We are very pleased that Volkswagen has chosen to work
with GAIA on this important project.  We believe that this
underlines the performance and quality of our technology which we
intend to develop further together with Volkswagen and other
automotive OEMs.  The automotive sector is in the focus of our
activities and we expect growth of this market."

                      About Lithium Technology

Plymouth Meeting, Pa.-based Lithium Technology Corporation is a
mid-volume production stage company that develops large format
lithium-ion rechargeable batteries to be used as a new power
source for emerging applications in the automotive, stationary
power, and national security markets.

The Company reported a net loss of $7.25 million on $6.35 million
of products and services sales for the year ended Dec. 31, 2010,
compared with a net loss of $10.51 million on $7.37 million of
product and services sales during the prior year.

                     $7 Mil. Funding Needed

As reported by the TCR on April 8, 2011, the Company entered into
a number of financing transactions and is continuing to seek other
financing initiatives.  The Company said it will need to raise
additional capital to meet its working capital needs and to
complete its product commercialization process.  Such capital is
expected to come from the sale of securities and debt financing.
The Company believes that if it raises approximately $7 million in
debt and equity financings, the Company would have sufficient
funds to meet its needs for working capital and capital
expenditures and to meet expansion plans during 2011.  If the
Company is not able to raise such additional capital, the Company
will assess all available alternatives including a sale of the
Company's assets or merger, the suspension of operations and
possibly liquidation, auction, bankruptcy, or other measures.

The Company's balance sheet at March 31, 2011, showed $9.96
million in total assets, $36.06 million in total liabilities and a
$26.10 million total stockholders' deficit.

                          Going Concern

As reported by the TCR on April 8, 2011, Amper, Politziner &
Mattia, LLP, Edison, New Jersey, after auditing the Company's
financial statements for the year ended Dec. 31, 2010, noted that
the Company has recurring losses from operations since inception
and has a working capital deficiency that raise substantial doubt
about its ability to continue as a going concern.

In the Form 10-Q, the Company acknowledged that as of March 31,
2011, it had an accumulated deficit of approximately $158,555,000.
The Company has financed its operations since inception primarily
through equity financings, loans from shareholders and other
related parties, loans from silent partners and bank borrowings
secured by assets.  The Company has recently entered into a number
of financing transactions and are continuing to seek other
financing initiatives.  The Company will need to raise additional
capital to meet its working capital needs and to complete its
product commercialization process.  Such capital is expected to
come from the sale of securities and debt financing.  Continuation
of the Company's operations in the future is dependent upon
obtaining consent from the lenders to extend the respective
maturity date of the debentures.


LOS ANGELES DODGERS: Seeks to Tap Blackstone as Investment Banker
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Los Angeles Dodgers baseball club is seeking
permission to hire Blackstone Advisory Services LP to be the
team's investment banker.  On top of a $175,000 monthly fee, New
York-based Blackstone would earn a $7 million fee when a
reorganization plan is consummated.

Mr. Rochelle also reports that the U.S. Trustee filed papers on
July 15 opposing approval of $150 million in financing the Dodgers
are proposing to be loaned by Highbridge Principal Strategies LLC,
an affiliate of JPMorgan Chase & Co.  The Justice Department's
bankruptcy watchdog contends the team hasn't made full disclosure
about $4.5 million in fees that Frank McCourt, the team's owner,
would be obliged to pay as a breakup fee if the Highbridge loan
isn't given final approval.  Bud Selig, the commissioner of Major
League Baseball, is offering $150 million in unsecured financing
on what he says are better terms than Highbridge's. The financing
hearing will take place July 20.

Mr. Selig, according to the report, filed papers on July 15
contending the team is unfairly discriminating against two senior
executives who were fired.  While the team seeks authority to
honor severance obligations for everyone else, Mr. Selig argues
the two senior executives aren't being treated the same because
the Dodgers don't propose to fulfill their severance agreement
immediately.

                   About the Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  According to Forbes, the team is worth about
$800 million, making it the third most valuable baseball team
after the New York Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.


LOS ANGELES DODGERS: MLB Offers Longer Repayment Terms
------------------------------------------------------
Kaitlin Ugolik at Bankruptcy Law360 reports that Major League
Baseball on Thursday enhanced its bid to finance the Los Angeles
Dodgers during its time in Delaware bankruptcy court by offering a
longer repayment that would allow the team time to negotiate a new
TV contract with Fox.

According to Law360, John McHale, an MLB executive vice president,
said in a declaration Thursday that if the Dodgers go with the MLB
loan, they can have until Nov. 30, 2012, to pay it off, instead of
the June 27, 2012, due date stipulated in the original bankruptcy
filing.

                   About the Los Angeles Dodgers

Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area.  Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million.  Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.

Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1.  Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.

Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.

The petition estimates assets of up to $500 million and debts of
up to $1 billion.  According to Forbes, the team is worth about
$800 million, making it the third most valuable baseball team
after the New York Yankees and the Boston Red Sox.

Judge Kevin Gross presides over the case.  Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel.  Epiq Bankruptcy Solutions LLC is the
claims and notice agent.

The LA Dodgers is the 12th sports team in North America to have
sought bankruptcy protection, according to The Wall Street
Journal.


LV KAPOLEI: Carlsmith Ball OK'd to Aid in Declaration Enforcement
-----------------------------------------------------------------
The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the
District of Hawaii authorized LV Kapolei 54, LLC to employ
Carlsmith Ball, LLP, as special counsel.

As reported in the Troubled Company Reporter on July 6, 2011, the
Debtor, as the declarant and project coordinator of Kapolei
Business Park, Phase I, requires assistance of legal counsel with
regard to the enforcement of declaration.

The Debtor will pay Carlsmith firm's fees and expenses in the
ordinary course from the maintenance fees collected from the
owners of Phase I without the necessity of seeking Court approval
of the fees and expenses.

Mark k. Murakami Esq., a partner at Carlsmith firm, assured the
Court that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.

                     About LV Kapolei 54, LLC

San Francisco, California-based LV Kapolei 54, LLC, is the
declarant and project coordinator of Kapolei Business Park, Phase
1.  The Company 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 Company disclosed $35,162,973 in assets
and $23,955,318 in liabilities as of the Chapter 11 filing.

No committee of unsecured creditors has been appointed in the
case.


LYONDELL CHEMICAL: Ex-Workers Fight to Keep $10-Mil. Race Claims
----------------------------------------------------------------
Christie Smythe at Bankruptcy Law360 reports that two former
employees of a Lyondell Chemical Co. affiliate fighting to
preserve a $10 million race discrimination suit accused the
company Thursday of trying to mislead a New York bankruptcy judge
about their efforts.

Law360 says the workers, Frederick Royster and Scott Miller,
lodged a scathing reply to a debtor filing concerning the claims,
saying that the company's alleged misrepresentations warranted
sanctions.

                      About Lyondell Chemical

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

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

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

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


MAGNUM HUNTER: Subsidiary Purchases Two New Drilling Rigs
---------------------------------------------------------
Magnum Hunter Resources Corporation disclosed that the Company's
Appalachian Basin Division has acquired two new 2011 Schramm
T200XD trailer mounted hydraulic drilling rigs with a rated
vertical working depth capacity of 9,000 feet.  The two new
Schramm Rigs will join the existing Alpha Hunter Drilling LLC
drilling rig fleet comprised of three Schramm T130 rigs.

All five of Alpha Hunter's drilling rigs are under term contracts
with third parties who are operators active in the Pennsylvania
and northwestern West Virginia Marcellus Shale region.  When
Magnum Hunter acquired Triad Energy early last year out of
bankruptcy, the three existing Schramm Rigs were part of the
overall acquisition.  Alpha Hunter has been successful in
contracting its rig fleet out on an improving day rate basis since
last year.  The existing drilling rig fleet have been primarily
used to drill the vertical top hole sections for Marcellus Shale
wells for third parties and for Triad Hunter LLC.  These two
Schramm Rigs can not only drill the surface holes, but they can
also perform the directional drilling operations in unconventional
resource shales in this region.  They are equipped with automatic
pipe handling systems, have unparalleled mobility and utilize the
smallest footprint available in the market today. Due to the
mountainous terrain in Appalachia, utilizing pad drilling and
minimizing surface locations significantly reduce the location
cost of each well.

The two new drilling rigs (including drill pipe) are being
purchased for approximately $5.8 million and are being financed
under a secured commercial bank term loan.
ivalent (67% natural gas).

                       About Magnum Hunter

Magnum Hunter Resources, Inc.'s. principal activities are to
acquire, operate, explore, exploit and develop oil and gas
properties.  The Group has interests in 5,612 wells as of
December 2002.  The Group's operations are carried on mainly in
the Mid-Continent Region, Permian Basin and Gulf Coast/Gulf of
Mexico.  The Group also provides drilling, completion, well-site
services, advice regarding environmental and other regulatory
compliance, receipt and disbursement functions, expert witness
testimony and other managerial and petroleum engineering services.
These services are provided to plants located in Texas, Oklahoma,
Mississippi, Louisiana, New Mexico and Kansas.  During the year
2002, the Group acquired Prize Energy Corp.  Exploration and
production accounted for 91% of 2002 revenues; gas gathering,
marketing and processing, 8% and oil field services, 1%.

                         *     *     *

As reported in the Troubled Company Reporter on Feb. 2, 2005,
Moody's placed Magnum Hunter Resource's ratings under review for
possible upgrade, including its B1 senior implied and B2 senior
unsecured note ratings.  MHR's rating outlook had been positive.
This follows MHR's announcement that it will be acquired in an
all-stock transaction by unleveraged Cimarex Energy (unrated).
Cimarex' management will run the merged business.  The merger is
valued at approximately $2.1 billion, with Cimarex assuming MHR's
$645 million of debt as of December 31, 2004.  Cimarex is the
product of the 2002 merger of Key Production and Helmerich and
Paynes's upstream division.

The merger adds a substantial Mid-continent dimension to MHR and
adds a substantial Permian Basin dimension to Cimarex.  There is a
degree of overlap in both firm's Gulf Coast activity.
Importantly, Cimarex management has long been known for a very
conservative leverage philosophy and for its conservative bookings
of proven undeveloped reserves.

As reported in the Troubled Company Reporter on Jan. 28, 2005,
Standard & Poor's Ratings Services placed its 'BB-' corporate
credit and 'B+' senior unsecured ratings on oil and gas company
Magnum Hunter Resources, Inc., on CreditWatch with developing
implications following the company's announcement that it would be
acquired by Denver-based Cimarex Energy Co.

The CreditWatch developing listing indicates that ratings may be
raised, lowered, or affirmed following Standard & Poor's review of
the business and financial policies of the combined entity.

The stock-for-stock transaction, which includes the assumption of
about $645 million of debt, is expected to have a total value of
about $2.1 billion.

As of Sept. 30, 2004, Irving, Texas-based Magnum Hunter had about
$666 million in total debt outstanding, including capital leases
and convertible debt.


MAQ MANAGEMENT: Wants Access to BB&T Cash Collateral
----------------------------------------------------
MAQ Management, Inc., et al., ask the U.S. Bankruptcy Court for
the Southern District of Florida for authorization to use cash
collateral of Branch Banking and Trust Company ("BB&T"), who
claims to be the successor in interest to Colonial Bank, by
acquisition of assets from the FDIC as Receiver for Colonial Bank,
an Alabama state bank, nunc pro tunc to the Petition Date.  The
Debtors require use of cash collateral to, among other things, pay
the necessary and critical operating expenses of the Debtors'
businesses.

As adequate protection, Debtors propose to grant BB&T a
replacement lien on the Debtors' receivables and regular payments
on all amounts outstanding.

                      About MAQ Management

Based in Boca Raton, Florida, MAQ Management, Inc., and three
other affiliates serve as commercial landlords to convenience
stores and gas stations in primarily in South Florida.  They filed
for Chapter 11 bankruptcy (Bankr. S.D. Fla. Cases No. 11-26571 to
11-26574) on June 15, 2011.  Affiliates that sought Chapter 11
protection are Super Stop Petroleum, Inc., Super Stop Petroleum I,
Inc., and Super Stop Petroleum IV, Inc.  Judge Erik P. Kimball
presides over the case.  Lawyers at Talarchyk Merrill, LLC, serve
as the Debtors' counsel.  MAQ Management estimated assets and
debts of $1 million to $10 million.  Super Stop estimated assets
and debts of $10 million to $50 million.  The petitions were
signed by Mahammad A. Qureshi, CEO.


MERRITT AND WALDING: Meeting of Creditors Continued Until July 19
-----------------------------------------------------------------
The Bankruptcy Administrator has continued until July 19, 2011,
the meeting of creditors in the Chapter 11 case of Merritt and
Walding Properties, LLP.

As reported in the Troubled Company Reporter on June 30, the
First Meeting of Creditors was set for July 12, at Meeting Room,
182 St. Francis Street, in Mobile, Alabama.

Merritt and Walding Properties, LLP, in Pt. Clear, Alabama, filed
for Chapter 11 bankruptcy (Bankr. S.D. Ala. Case No. 11-02322) on
June 10, 2011.  Irvin Grodsky, P.C., serves as the Debtor's
bankruptcy counsel.  In its petition, the Debtor estimated assets
and debts of $10 million to $50 million.  The petition was signed
by Richard T. Merritt and R. Fred Walding, as general partners.

An affiliate of the debtor, Richard T. Merritt (Bankr. S.D. Ala.
Case No. 11-00380) filed for bankruptcy on Feb. 1, 2011.


MERRITT AND WALDING: Has Until July 31 to Use Cash Collateral
-------------------------------------------------------------
Judge Margaret A. Mahoney of the U.S. Bankruptcy Court for the
Southern District of Alabama, Southern Division, authorized, on an
interim basis, Merritt and Walding Properties, LLP, to use cash
collateral securing its indebtedness to Bryant Bank.

The authorization came after the Debtor entered into a stipulation
with Bryant Bank regarding the use of cash collateral and the
granting of adequate protection to the lender.

The Debtor is authorized to collect all Rents, due and owing,
through July 31, 2011.  Bryant will immediately notify all tenants
to whom it sent notice, that those persons are to pay to Debtor
the unpaid Rents owed for the month of July, 2011.

From the July 2011 Rents collected by Debtor, the Debtor will
retain $920 to pay ad valorem taxes on the Mortgage Collateral and
$722 for insurance on the Mortgage Collateral.  A payment of
$10,000 will be paid to Bryant Bank on or before July 15, 2011 to
be applied against the Debtor's indebtedness to Bryant Bank.  The
balance of the July 2011 Rents after paying the Expenses and the
Payment will be available for use by the Debtor in the ordinary
course of its business.

Bryant Bank is owed approximately $1,267,335.25, comprised of a
principal balance of $1,249,805.74, accrued interest of $16,279.51
and late charges of $1,250.00, as of the Petition Date, secured
by, among other things, certain of the Debtor's personal property,
and a first priority mortgage lien in the Debtor's properties
located in Mobile, Alabama, and Prichard, Alabama, including all
leases, rents, cash and accounts receivable, subject to Bryant's
security interest (the "Collateral").  The obligations are also
unconditionally guaranteed by Merritt Oil Co., Inc., Fred Raymond
Walding and Richard T. Merritt.

A final hearing will be held at 8:30 a.m. on July 26, 2011.

               About Merritt and Walding Properties

Merritt and Walding Properties, LLP, in Pt. Clear, Alabama, filed
for Chapter 11 bankruptcy (Bankr. S.D. Ala. Case No. 11-02322) on
June 10, 2011.  Irvin Grodsky, P.C., serves as the Debtor's
bankruptcy counsel.  In its petition, the Debtor estimated assets
and debts of $10 million to $50 million.  The petition was signed
by Richard T. Merritt and R. Fred Walding, as general partners.

An affiliate of the debtor, Richard T. Merritt (Bankr. S.D. Ala.
Case No. 11-00380) filed for bankruptcy on Feb. 1, 2011.

An Official Committee of Unsecured Creditors has not been
appointed.

Bryant Bank is represented by:

     Jayna Partain Lamar, Esq.
     J. Leland Murphree, Esq.
     Guy C. Oswalt, III, Esq.
     MAYNARD, COOPER & GALE, P.C.
     3 South Royal Street, 3rd Floor
     Mobile, AL 36602


MICROBILT CORP: Has Until Nov. 15 to Propose Chapter 11 Plan
------------------------------------------------------------
The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey extended MicroBilt Corporation and CL
Verify LLC's exclusive periods to file and solicit acceptances for
the proposed Chapter 11 Plan until Nov. 15, 2011, and Jan. 12,
2012, respectively.

Chex Systems, Inc., a creditor of each of the Debtor, objected to
the Debtors' exclusivity motion saying that there is no need to
extend the Debtors' exclusivity to file a plan in the Bankruptcy
case.  MicroBilt has represented that the case exists because of
its dispute with Chex regarding the resale agreement and
alleges that it will assume the resale agreement.

MicroBilt intended to file a plan that operates concurrently with
the assumption of the resale agreement.

As of the Petition Date, MicroBilt and CLV were indebted to Chex
in the approximate amounts of $977,723 and $924,837, respectively.

The Debtors have represented that CLV merged with and into
MicroBilt, with MicroBilt assuming all of CLV's obligations.
Therefore, MicroBilt is indebted to Chex in the aggregate amount
of no less than $1,902,560.

                      About MicroBilt Corporation

MicroBilt Corporation in Princeton, New Jersey, and CL Verify LLC
in Tampa, Florida, offer small business owner solutions for fraud
prevention, consumer financing, debt collection, skip tracing and
background screening.  MicroBilt provides access to over 3 billion
debit account records, nearly 30 billion pieces of demographic and
public record data and over 100 million unique consumer records to
prevent identity fraud, evaluate credit risk and retain customer
relationships.

MicroBilt and CL Verify filed for Chapter 11 five days apart:
MicroBilt (Bankr. D. N.J. Case No. 11-18143) on March 18, 2011,
and CL Verify (Bankr. D. N.J. Case No. 11-18715) on March 23,
2011.  The Debtors tapped Lowenstein Sandler PC as their counsel,
and Maselli Warren, PC, as their special litigation counsel.

MicroBilt estimated $10 million to $50 million in both assets and
debts.  CL Verify estimated $100 million to $500 million in
assets, but under $1 million in debts.  Court papers say the
Debtors have roughly $8.4 million in unsecured debt and no secured
debt.  The Debtors believe they have an enterprise value of
$150 million to $180 million.


MICROBILT CORP: Lease Decision Period Extended Until Oct. 17
------------------------------------------------------------
The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey extended until Oct. 17, 2011, MicroBilt
Corporation and CL Verify LLC's time to assume or reject their
unexpired leases of nonresidential real property.

MicroBilt Corporation in Princeton, New Jersey, and CL Verify LLC
in Tampa, Florida, offer small business owner solutions for fraud
prevention, consumer financing, debt collection, skip tracing and
background screening.  MicroBilt provides access to over 3 billion
debit account records, nearly 30 billion pieces of demographic and
public record data and over 100 million unique consumer records to
prevent identity fraud, evaluate credit risk and retain customer
relationships.

MicroBilt and CL Verify filed for Chapter 11 five days apart:
MicroBilt (Bankr. D. N.J. Case No. 11-18143) on March 18, 2011,
and CL Verify (Bankr. D. N.J. Case No. 11-18715) on March 23,
2011.  The Debtors tapped Lowenstein Sandler PC as their counsel,
and Maselli Warren, PC, as their special litigation counsel.

MicroBilt estimated $10 million to $50 million in both assets and
debts.  CL Verify estimated $100 million to $500 million in
assets, but under $1 million in debts.  Court papers say the
Debtors have roughly $8.4 million in unsecured debt and no secured
debt.  The Debtors believe they have an enterprise value of
$150 million to $180 million.


MICROTECH SMALL: Case Summary & 22 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Microtech Small Arms Research, Inc.
        270-D Rutledge Road
        Fletcher, NC 28732

Bankruptcy Case No.: 11-10693

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       Western District of North Carolina (Asheville)

Judge: George R. Hodges

Debtor's Counsel: David G. Gray, Esq.
                  81 Central Avenue
                  Asheville, NC 28801
                  Tel: (828) 254-6315
                  E-mail: judyhj@bellsouth.net

Scheduled Assets: $171,250

Scheduled Debts: $1,719,372

A list of the Company's 22 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ncwb11-10693.pdf

The petition was signed by Susan A. Marfione, president.


MILE HIGH: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Mile High Real Estate, LLC
        253 Main Street
        Nashua, NH 03060

Bankruptcy Case No.: 11-12699

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       District of New Hampshire Live Database (Manchester)

Judge: J. Michael Deasy

Debtor's Counsel: Robert L. O'Brien, Esq.
                  O'BRIEN LAW
                  P.O. Box 357
                  New Boston, NH 03070-0357
                  Tel: (603) 459-9965
                  Fax: (603) 250-0822
                  E-mail: robjd@mail2firm.com

Estimated Assets: $0 to $50,000

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/nhb11-12699.pdf

The petition was signed by Vatche Manoukian, manager.


MOHEGAN TRIBAL: Files Statistical Report for Mohegan Sun
--------------------------------------------------------
The Mohegan Tribal Gaming Authority, on July 15, 2011, posted on
its Web site its Slot Machine Statistical Report for Mohegan Sun
containing statistics relating to slot handle, gross slot win,
gross slot hold percentage, slot win contribution, free
promotional slot play contribution and weighted average number of
slot machines.  The Slot Machine Statistical Report includes these
statistics on a monthly basis for the nine months ended June 30,
2011, and the fiscal year ended Sept. 30, 2010.  A copy of the
Slot Machine Statistical Report is available for free at:

                        http://is.gd/Iet8xw

                        About Mohegan Tribal

Headquartered in Uncasville, Conn., Mohegan Tribal Gaming
Authority conducts and regulates gaming activities on Tribal
lands, which are federally recognized Indian tribe reservations in
southeastern Connecticut.

The Authority has noted that its Bank Credit Facility matures on
March 9, 2012 and its 2002 Senior Subordinated Notes mature on
April 1, 2012.  In addition, a substantial portion of the
Authority's remaining indebtedness matures over the following
three fiscal years.  The Authority believes that it will need to
refinance all or part of its indebtedness at or prior to each
maturity thereof in order to maintain sufficient resources for its
operations.  The Authority has engaged Blackstone Advisory
Partners, L.P. to assist in its strategic planning relating to its
debt maturities.

The Company's balance sheet at March 31, 2011, showed
$2.17 billion in total assets, $2.01 billion in total liabilities,
and $161.66 million in total capital.

                         *     *     *

At the end of November 2010, Moody's Investors Service downgraded
Mohegan Tribal Gaming Authority's Corporate Family and Probability
of Default ratings to Caa2 from B3.  All of MTGA's rated long-term
debt was also lowered.  The rating outlook is negative.

The ratings downgrade reflects Moody's view that MTGA could
find it difficult to refinance significant upcoming debt
maturities without some impairment to bondholders given its high
leverage -- debt/EBITDA is over 7 times -- limited near-term
growth prospects for Mohegan Sun Casino, the likely continuation
of weak consumer gaming demand trends in the Northeastern U.S.,
and the strong possibility of gaming in Massachusetts.  The
company's $675 million revolver ($527 million outstanding at
Sept. 30, 2010) expires in March 2012 and its $250 million 8%
senior subordinated notes mature in April 2012.  Combined, these
debt items account for about 50% of MTGA's total debt outstanding.

MTGA has announced that it hired Blackstone Group to help deal
with its capital structure issues, although no details have been
made available regarding MTGA's options.  Given the company's
recently announced weak fiscal fourth quarter results along with
the significant near- and long-term challenges previously
mentioned, Moody's believes a restructuring that involves some
impairment to bondholders will be considered.

The negative ratings outlook reflects the relatively short time
frame in which MTGA has to address what Moody's believes to be a
significant capital structure issue.  If MTGA is not able to
refinance by March 2011 its $675 million revolver will be become
current.  The same holds true for the company's $250 million 8%
senior subordinated notes to the extent these notes are not
refinanced by April 1, 2011.


MONEYGRAM INT'L: $100,000 Relocation Expenses for EVP Approved
--------------------------------------------------------------
The Human Resources and Nominating Committee of the Board of
Directors of MoneyGram International, Inc., approved a one-time
cash payment of $100,000 to be paid to J. Lucas Wimer, the
Company's Executive Vice President, Operations & Technology, for
relocation expenses in connection with his relocation to Dallas,
Texas, in order to be in closer proximity to the Company's
principal executive offices.  The terms of the one-time payment
are memorialized in the Relocation Assistance Repayment Agreement,
by and between MoneyGram Payment Systems, Inc., a wholly-owned
subsidiary of the Company, and J. Lucas Wimer, dated July 15,
2011, a full-text copy of which is available for free at:

                        http://is.gd/zLO90j

Pursuant to the terms of the Relocation Agreement, the relocation
payment is subject to full repayment to the Company by Mr. Wimer
if (a) Mr. Wimer's employment is voluntarily terminated for any
reason other than death or total disability or Mr. Wimer is
terminated for Cause within twenty-four months of the date of the
Relocation Agreement or (b) Mr. Wimer fails to relocate within one
year of the date of the Relocation Agreement.

                   About MoneyGram International

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

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

The Company's balance sheet at March 31, 2011, showed
$4.97 billion in total assets, $4.90 billion in total liabilities,
$1.03 billion in total mezzanine equity, and a $955.76 million
total stockholders' deficit.

                         *     *     *

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


MOTORS LIQUIDATION: Inks First Amendment to GUC Trust Agreement
---------------------------------------------------------------
On July 8, 2011, Wilmington Trust Company, solely in its capacity
as trust administrator and trustee (in such capacity, the "GUC
Trust Administrator") of the Motors Liquidation Company GUC Trust,
FTI Consulting, Inc., as GUC Trust Monitor, Motors Liquidation
Company, f/k/a General Motors Corporation ("MLC"), Chevrolet-
Saturn of Harlem, Inc., n/k/a MLC of Harlem, Inc., Saturn, LLC,
n/k/a MLCS, LLC, Saturn Distribution Corporation, n/k/a MLCS
Distribution Corporation, Remediation and Liability Management
Company, Inc., and Environmental Corporate Remediation Company,
Inc. (collectively with MLC, the "Debtors"), executed the First
Amendment to the Motors Liquidation Company GUC Trust Agreement.

A copy of the Amendment is available at http://is.gd/C7G2KU

                   Court Approval and Amendment

The GUC Trust Agreement was annexed to the Plan.

Section 13.13(b) of the GUC Trust Agreement provides that the
agreement may be amended on petition to, and with the approval of,
the Bankruptcy Court; provided that (x) no amendment or supplement
to the GUC Trust Agreement will be inconsistent with the purpose
and intent of the GUC Trust to dispose of its assets in an
expeditious but orderly manner, in accordance with the terms of
the Plan, the Confirmation Order and the GUC Trust Agreement, and
(y) the GUC Trust Agreement will not be amended in a manner that
is inconsistent with the Plan in the form confirmed by the
Bankruptcy Court, subject to post-confirmation modifications to
the Plan.

On June 21, 2011, the GUC Trust Administrator filed the Motion of
Wilmington Trust Company, as GUC Trust Administrator, to amend the
Motors Liquidation Company GUC Trust Agreement along with a
related notice of presentment, seeking Bankruptcy Court authority
to amend the GUC Trust Agreement.  By the Motion, the GUC Trust
Administrator sought authority to amend the GUC Trust Agreement to
(i) provide for distributions of distributable GUC Trust assets by
the GUC Trust on account of non-transferable units to be issued
and evidenced by appropriate notation on the books and records of
the GUC Trust Administrator; and (ii) shift the end of the GUC
Trust's fiscal year, as established in Section 6.7 of the GUC
Trust Agreement, from December 31 to March 31.  No party objected
to the Motion.  On July 6, 2011, the Bankruptcy Court issued an
order approving the Motion and, pursuant to such order, directed
the GUC Trust Administrator, FTI Consulting, Inc. and the Debtors
to each execute the Amendment.

                     About Motors Liquidation

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

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

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.


NEW JERSEY MOTORSPORTS: Chapter 11 Plan Approved at Hearing
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to court records, New Jersey Motorsports
Park will have a confirmed Chapter 11 plan when the appropriate
papers are presented to the bankruptcy judge in Camden, New
Jersey.

According to the report, the plan gives Merrill Lynch, owed
$30.4 million, $20 million in new secured notes plus 19.9% of the
equity.  Alternatively, the lender can have a note for $20.5
million.  General unsecured creditors with claims up to $2.4
million were predicted to have a recovery of 21% to 33%, according
to the disclosure statement.  Merrill Lynch isn't sharing in the
unsecured pot on account of its deficiency claim.  The remainder
of the equity goes to some of the current owners in return for a
$2 million cash investment.  The plan calls for an auction testing
whether there is a better offer.  The financing agreement allows
Merrill Lynch to bid the debt at auction rather than cash.

                   About New Jersey Motorsports

New Jersey Motorsports Park is the owner of tracks for auto and
motorcycle racing in Millville, New Jersey.

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

The Debtors negotiated a Chapter 11 plan with secured lender
Merrill Lynch Mortgage Capital Inc. prepetition.


NEXTWAVE WIRELESS: In Talks With Woteholders on Waiver
------------------------------------------------------
NextWave Wireless Inc. disclosed that the holders of the Company's
Senior Secured Notes, having an aggregate principal amount of
approximately $129 million at June 30, 2011, have provided a
limited waiver of the Company's obligation to pay such notes in
full on July 17, 2011.  The limited waiver will expire on
August 1, 2011.  NextWave is in active negotiations with the
holders of all series of its secured notes regarding an agreement
whereby such holders would forbear for a longer period of time
from exercising their respective rights and remedies relating to
certain potential defaults under the agreements relating to each
class of notes.

NextWave has been engaged in discussions with the holders of its
secured notes relating to a maturity extension and related
amendments to its note agreements since January 2011.  These
discussions have not resulted in a maturity extension.  An
independent committee of NextWave's Board of Directors has
authorized the Company's financial advisor to seek alternative
sources of financing to repay the Senior Notes and Second Lien
Notes.  At this time, alternative financing has not been
identified and cannot be assured.  During the term of a
forbearance agreement, if such an agreement is obtained, NextWave
would seek to complete a refinancing transaction, negotiate a
maturity extension or pursue another alternative with respect to
its pending debt maturities.

In addition to the First Lien Notes, the Company also has
outstanding Senior-Subordinated Secured Second Lien Notes due 2011
(the "Second Lien Notes"), having an aggregate principal amount of
$179 million at June 30, 2011, which will mature in November 2011
and Senior-Subordinated Secured Third Lien Notes due 2011 (the
"Third Lien Notes"), having an aggregate principal amount of $640
million at June 30, 2011, which will mature in December 2011.  As
previously disclosed, NextWave's cash reserves are not sufficient
to meet these payment obligations. If the limited waiver expires
in the absence of a comprehensive forbearance agreement, a
refinancing transaction or a maturity extension, an event of
default will arise under the First Lien Notes, Second Lien Notes
and Third Lien Notes.  Based on such default, and subject to the
terms of an intercreditor agreement among the various classes of
notes, the holders of the secured notes could proceed against the
assets pledged to collateralize these obligations, including all
of NextWave's domestic wireless spectrum assets. These conditions
raise substantial doubt about NextWave's ability to continue as a
going concern.  Inability to obtain a forbearance agreement, and
ultimately a refinancing transaction or maturity extension, would
significantly restrict the Company's ability to operate and could
cause it to seek relief through a filing in the United States
Bankruptcy Court.  Any alternative financing, maturity extension
or other resolution with respect to the maturities of NextWave's
secured notes may be costly to obtain, and could involve the
issuance of equity securities that could cause significant
dilution to NextWave's existing stockholders.

                      About NextWave Wireless

NextWave Wireless Inc. is a wireless technology company that
manages and maintains worldwide wireless spectrum licenses.


NORTHERN BERKSHIRE: Taps Huron Consulting as Financial Advisor
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Northern Berkshire Healthcare, Inc., et al., asks the
U.S. Bankruptcy Court for the District of Massachusetts for
permission to retain Huron Consulting Services LLC as its
financial advisor.

Huron will provide consulting and advisory services to the
Committee and its legal advisor, including but not limited to the
following:

   -- the review and analysis of financial information prepared by
      the Debtors, their accountants or other financial advisors;

   -- monitoring and analysis of the Debtors' operations and
      financial condition, cash expenditures, court filings,
      business plans, operating forecasts, strategy, projected
      cash requirements and cash management; and

   -- attendance at meetings of the Committee, the Debtors, their
      respective professionals, bankruptcy court hearings and
      participation in such other matters and on such occasions as
      the Committee may, from time-to-time, request.

The hourly rates charged by Huron's professionals anticipated to
be assigned to these cases are:

         Managing Director             $675 - $750
         Director                      $535 - $620
         Manager                           $435
         Associate                         $340

As an accommodation to the Committee, Huron has agreed to
permanently reduce each month the total monthly fees invoiced by
15.5%.

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

                About Northern Berkshire Healthcare

Northern Berkshire Healthcare, Inc. is a non-profit healthcare
corporation in northern Berkshire County, Massachusetts.  Together
with its affiliates, Northern Berkshire Healthcare operates the
North Adams Regional Hospital and a visiting nurse association and
hospice in North Adams, Massachusetts.

Northern Berkshire Healthcare, Inc., North Adams Regional
Hospital, Inc., Visiting Nurse Association & Hospice of Northern
Berkshire, Inc., Northern Berkshire Healthcare Physicians Group,
Inc., and Northern Berkshire Realty, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Mass. Case No. 11-31114) on June 13, 2011,
to address their overleveraged balance sheet and effect a
reorganization of their operations.  On the same day, Northern
Berkshire Community Services, Inc., filed a petition for Chapter 7
relief also in the District of Massachusetts bankruptcy court.
Judge Henry J. Boroff presides over the Debtors' cases.  James
Addison Wright, III, Esq., and Steven T. Hoort, Esq., at Ropes &
Gray LLP, serve as the Debtors' bankruptcy counsel.  Schwartz
Hannum PC serves as their special labor counsel. The Debtors'
financial advisors are Carl Marks Advisory Group LLC.  GCG Inc.
serves as claims and noticing agent.

Northern Berkshire disclosed $22,957,933 in assets and
$53,379,652 in liabilities as of the Chapter 11 filing.  The
petition was signed by William F. Frado, Jr., president.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to the official unsecured creditors' committee in the
Debtors' cases.  The Committee tapped Duane Morris LLP as its
counsel.


NORTHERN BERKSHIRE: Committee Objects to Cash Collateral Use
------------------------------------------------------------
The Official Committee of Unsecured Creditors objects and reserves
its right to object to the request of Northern Berkshire
Healthcare, Inc., and its debtor affiliates to use cash collateral
pending its receipt of a final revised cash collateral budge and
the final form of proposed cash collateral orders.

At a minimum, the revised budget should include a "carve-out"for
payment of fees and expenses of professionals retained by the
Committee, as well as for payment of the fees and expenses of any
patient care ombudsman the Court appoints, Jeffrey D. Sternklar,
Esq., at Duane Morris LLP, in Boston, Massachusetts, asserts.  The
Court, he adds, should not approve any use of cash collateral by
the Debtor pursuant to a budget that lacks an appropriate carve-
out.

Mr. Sternklar argues that a carve out is necessary and
appropriate.  While the Debtor's proposed counsel has received a
retainer of $600,000, and the Debtor's proposed financial advisor
has received a retainer of $100,000, neither the Committee, its
professionals nor a patient care ombudsman have been provided a
retainer or other means to pay anticipated fees and expenses, he
points out.

                About Northern Berkshire Healthcare

Northern Berkshire Healthcare, Inc. is a non-profit healthcare
corporation in northern Berkshire County, Massachusetts.  Together
with its affiliates, Northern Berkshire Healthcare operates the
North Adams Regional Hospital and a visiting nurse association and
hospice in North Adams, Massachusetts.

Northern Berkshire Healthcare, Inc., North Adams Regional
Hospital, Inc., Visiting Nurse Association & Hospice of Northern
Berkshire, Inc., Northern Berkshire Healthcare Physicians Group,
Inc., and Northern Berkshire Realty, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Mass. Case No. 11-31114) on June 13, 2011,
to address their overleveraged balance sheet and effect a
reorganization of their operations.  On the same day, Northern
Berkshire Community Services, Inc., filed a petition for Chapter 7
relief also in the District of Massachusetts bankruptcy court.

Judge Henry J. Boroff presides over the Debtors' cases.  James
Addison Wright, III, Esq., and Steven T. Hoort, Esq., at Ropes &
Gray LLP, serve as the Debtors' bankruptcy counsel.  The Debtors'
Financial Advisors are Carl Marks Advisory Group LLC.  GCG Inc.
serves as claims and noticing agent.

Northern Berkshire disclosed $22,957,933 in assets and
$53,379,652 in liabilities as of the Chapter 11 filing.  The
petition was signed by William F. Frado, Jr., president.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to the official unsecured creditors' committee in the
Debtors' cases.  The Committee tapped Duane Morris LLP as its
counsel.


NOVEMBER 2005: Wants Schedules Filing Deadline Moved to Aug. 3
--------------------------------------------------------------
November 2005 Land Investors LLC; NLV Holding LLC; and BOPH Inc.
ask the Bankruptcy Court to extend by 14 days -- until Aug. 3,
2011 -- the time within which they must file schedules of assets
and liabilities, schedules of current income and expenditures,
schedules of executory contracts and unexpired leases and
statements of financial affairs.

James D. Greene, Esq., the Debtors' lawyer, said the extension is
necessary and appropriate to the orderly administration of the
Debtors' chapter 11 cases.

Pursuant to Federal Rule of Bankruptcy Procedure 1007(c), the
Debtors must file the Schedules no later than 14 days after the
Petition Date, or July 20, 2011.  Although Counsel is working with
Debtors to obtain all documents necessary to prepare the
Schedules, the Debtors believe that it will be impossible to
obtain the documents, prepare the Schedules thoroughly and
accurately, and file them timely.  Further, the Debtors and their
professionals will need time to evaluate the information
comprising the Schedules once the Debtors have compiled the
necessary information and documentation.  The Debtors simply do
not believe that all this can be accomplished completely and
accurately by the filing deadline.

Mr. Greene said the initial debtor interview has yet to be
scheduled, but likely be held on a day between the proposed
extension date (Aug. 3, 2011) and the meeting of creditors, which
is scheduled for Aug. 11, 2011 at 1:00 p.m.  Granting the
extension sought herein will therefore not prejudice the United
States Trustee and the Debtors' creditors as the Schedules will be
filed well before the meeting of creditors.

                About November 2005 Land Investors

November 2005 Land Investors LLC and affiliates, NLV Holding LLC
and BOPH Inc. filed separate Chapter 11 petitions (Bankr. D. Nev.
Case Nos. 11-20704, 11-20707 and 11-20709) on July 6, 2011,
estimating $10 million to $50 million in assets and $100 million
to $500 million in debts.  Judge Mike K. Nakagawa presides over
the cases.  James D. Greene, Esq., at Greene Infuso, LLP, serves
as the Debtors' bankruptcy counsel.

November 2005 Land Investors, L.L.C., first filed for Chapter 11
protection (Bankr. D. Nev. Case No. 09-17474) on May 8, 2009.
Judge Nakagawa also handled that case.  Richard F. Holley, Esq.,
at Santoro, Driggs, Walch, Kearney, Holley & Thompson as general
bankruptcy counsel.  The Debtor disclosed estimated assets and
debts of $100 million to $500 million.


NOVEMBER 2005: Sec. 341 Creditors' Meeting Set for Aug. 8
---------------------------------------------------------
The United States Trustee in Las Vegas will hold a Meeting of
Creditors pursuant to 11 U.S.C. Sec. 341 in the bankruptcy cases
of November 2005 Land Investors LLC and affiliates, NLV Holding
LLC and BOPH Inc. on Aug. 11, 2011, at 1:00 p.m. at 341s -- Foley
Bldg, Rm 1500.

The last day to file proofs of claim is Nov. 9, 2011.

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

                About November 2005 Land Investors

November 2005 Land Investors LLC and affiliates, NLV Holding LLC
and BOPH Inc. filed separate Chapter 11 petitions (Bankr. D. Nev.
Case Nos. 11-20704, 11-20707 and 11-20709) on July 6, 2011,
estimating $10 million to $50 million in assets and $100 million
to $500 million in debts.  Judge Mike K. Nakagawa presides over
the cases.  James D. Greene, Esq., at Greene Infuso, LLP, serves
as the Debtors' bankruptcy counsel.

November 2005 Land Investors, L.L.C., first filed for Chapter 11
protection (Bankr. D. Nev. Case No. 09-17474) on May 8, 2009.
Judge Nakagawa also handled that case.  Richard F. Holley, Esq.,
at Santoro, Driggs, Walch, Kearney, Holley & Thompson as general
bankruptcy counsel.  The Debtor disclosed estimated assets and
debts of $100 million to $500 million.


NOVEMBER 2005: Hiring Greene Infuso as Chapter 11 Counsel
---------------------------------------------------------
November 2005 Land Investors LLC; NLV Holding LLC; and BOPH Inc.
seek Bankruptcy Court permission to employ James D. Greene, Esq.,
and the law firm of Greene Infuso, LLP, as Chapter 11 counsel,
effective as of July 5, 2011.

Mr. Green attests that his firm is "disinterested" within the
meaning of Section 101(14) of the Bankruptcy Code in that the
firm, its directors, counsel and associates (a) is not a creditor
or insider of the Debtors; (b) is not and was not, within two
years before the date of the application, a director, officer, or
employee of the Debtors; and (c) do not have or represent an
interest materially adverse to the interest of the estate or any
class of creditors or equity holders.

The Debtor seeks to retain the firm on an hourly basis at the
customary and standard rates that the firm charges for similar
representation, plus reimbursement of actual and necessary
expenses incurred in performing its duties.  On June 30, 2011, the
firm received a $50,000 retainer.  There were two sources for the
retainer; Debtor November 2005 and Hillwood Development Group, an
affiliate of November 2005.

On the Petition Date, the firm used retainer funds to pay for
services rendered between its retention in this matter and the
Petition Date and to pay its filing fees in these cases.  The
total for the pre-petition services (including filing fees for the
Chapter 11 cases) is $20,554.  The remaining retainer amount of
$29,445 is being held in the firm's trust account pending Court
allowance of fees and costs, or further Court order.

                About November 2005 Land Investors

November 2005 Land Investors LLC and affiliates, NLV Holding LLC
and BOPH Inc. filed separate Chapter 11 petitions (Bankr. D. Nev.
Case Nos. 11-20704, 11-20707 and 11-20709) on July 6, 2011,
estimating $10 million to $50 million in assets and $100 million
to $500 million in debts.  Judge Mike K. Nakagawa presides over
the cases.  James D. Greene, Esq., at Greene Infuso, LLP, serves
as the Debtors' bankruptcy counsel.

November 2005 Land Investors, L.L.C., first filed for Chapter 11
protection (Bankr. D. Nev. Case No. 09-17474) on May 8, 2009.
Judge Nakagawa also handled that case.  Richard F. Holley, Esq.,
at Santoro, Driggs, Walch, Kearney, Holley & Thompson as general
bankruptcy counsel.  The Debtor disclosed estimated assets and
debts of $100 million to $500 million.


OCEAN PLACE: Court Approves Stephen M. Herbstman as Auditor
-----------------------------------------------------------
The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey authorized Ocean Place Development LLC, to
employ Stephen M. Herbstman, M. S., C.P.A. as an auditor.

The Debtor related that on June 17, 2011, it entered into a
WP Settlement and compromise with The West Paces Hotel Group, LLC.
The settlement contemplates that an audit will be performed of the
Debtor's operations in 2010.  AFP 104 Corp., the Debtor's
prepetition lender, has also requested that such an audit be done
to determine whether, among other things, the Debtor has any
claims against West Paces and whether certain employees are
entitled to incentive compensation.  Herbstman has agreed to
perform the audit for a fee of $20,000.

As reported in the Troubled Company Reporter on April 20, the
Debtor also sought permission to employ Mr. Herbstman as tax
accountant.  Mr. Herbstman will be preparing the Debtor's federal
and state tax returns for the year 2010.

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

                   About Ocean Place Development

Ocean Place Development, LLC, owns a beachfront resort property in
Long Branch, New Jersey.  The Ocean Place resort is sited on 17-
acres featuring 1,000 feet of ocean frontage and is improved with
a 254-room hotel that includes 40,000 square feet of meeting
space, three restaurants, a bar/lounge, a full-service spa, and
numerous resort amenities.  It employs between 95 and 340
employees, depending upon the season, through the property
management entity West Paces Hotel Group, LLC.

Ocean Place filed a voluntary Chapter 11 petition (Bankr. D. N.J.
Case No. 11-14295) on Feb. 15, 2011.  Kenneth Rosen, Esq., at
Lowenstein Sandler, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $50 million to
$100 million.

As of the petition date, the Debtor owed $57,245,372 to AFP
pursuant to a Loan Agreement dated April 25, 2006, as amended from
time to time, entered into by and between the Debtor as borrower
and Barclays Capital Real Estate Inc. as lender.


OLSEN'S MILL: Court Says BNP Paribas to Recover Losses
------------------------------------------------------
Rick Romell at the Journal Sentinel reports that French bank BNP
Paribas stands to recover a larger share of its losses in the
business collapse of a major Wisconsin grain handler, thanks to a
ruling published Friday by the Wisconsin Supreme Court.

The justices reversed lower court decisions involved in the
receivership sale of Olsen's Mill Inc. in 2009, and directed a
Green Lake County circuit judge to fashion a solution that will
more fully compensate the bank for its losses, according to the
report.

The report notes that Olsen's Mill, which handled millions of
bushels of grain at 11 elevators across the state, was forced into
receivership in February 2009 amid a tangle of complications that
included the bankruptcy of the Renew Energy ethanol plant.  The
report discloses that Olsen's supplied the Jefferson ethanol
operation, and ownership of the businesses overlapped.

Olsen's was Renew's largest creditor, and after the ethanol firm
sought bankruptcy protection, Paribas forced Olsen's into
receivership, a state-court alternative to bankruptcy, the report
says.

At the time, Olsen's owed $58 million to three banks led by
Paribas, the report notes.

Journal Sentinel says that in receivership, assets can be
auctioned off to raise money to at least partly repay creditors.
In the auction of Olsen's, the high bid came from a company formed
by Paribas and another lender, Journal Sentinel relates.

But Green Lake County Circuit Judge William McMonigal, questioning
whether the Paribas-backed firm would continue to operate the
grain business, allowed the loser in the auction to revise its
bid, Journal Sentinel relates.  The bid of that firm, a group
supported by Olsen's owners, later was approved by McMonigal over
Paribas' objections, the report notes.

Judge McMonigal shouldn't have done that, the Supreme Court ruled.
A receivership sale, the court said, must have the consent of a
properly secured creditor, and Paribas didn't consent to a sale to
the Olsen's-backed group.

But the justices stopped short of unwinding the sale two years
after the fact, Journal Sentinel notes.  Rather, they sent the
matter back to circuit court to determine further compensation for
Paribas, the report relates.

As it stands, Journal Sentinel relates that the three-bank group
Paribas led received about $9 million of the $58?million owed,
Timothy F. Nixon, attorney for Paribas, said Friday.  But the sale
of Olsen's brought about $20 million, he said, and the secured
creditors are entitled to more, the report says.

"The point was, something that was worth $20 million - we only got
$9 million for it (and) it was our collateral," Mr. Nixon said,
Journal Sentinel adds.

The former Olsen's business continues in operation, owned by a
firm called Ag Services of Wisconsin LLC.


OPEN TEXT: Moody's Affirms 'Ba2' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed Open Text, Inc.'s Ba2 corporate
family rating and rated the company's proposed new senior debt
facilities Ba1, the same as the previous senior debt ratings. The
new facilities will be used to replenish cash used to finance the
acquisition of Global 360, refinance existing debt and for working
capital purposes. The speculative grade liquidity rating was
revised to SGL-2 from SGL-1. The ratings outlook remains positive.

RATINGS RATIONALE

While the proposed debt increases leverage, the increase is modest
and the acquisition of The Global 360 furthers Open Text's
offerings in the business process management (BPM) software
segment. Though often sold as a stand-alone offering, business
process management software is often a key component of broader
enterprise content management (ECM) systems. Open Text continues
to be a leading player in the overall ECM software industry, and
the acquisition further cements their position, second only to IBM
(rated Aa3).

The Ba2 rating reflects the company's leading position within the
ECM market with one of the broadest suites of products in the
industry. The industry is expected to have mid to high single
digit growth over the next several years driven by compliance
requirements, the drive for productivity improvements and the ever
increasing amount of data enterprises need to organize, track and
search. The ratings also reflect the stability of the company's
maintenance revenues, EBITDA and cash flow (as highlighted by the
minimal disruption experienced by the company in the downturn) and
the company's strong credit metrics and conservative financial
policies. The rating is constrained by limited diversification
outside the ECM sector as well as the company's potential for
additional debt financed acquisitions as they continue to
consolidate companies within the sector. Though pro forma for the
Global 360 acquisition, leverage will increase to approximately
[2.2x], leverage is expected to return to under 2x over the next
year and remain there except on a temporary basis. The rating is
also constrained by competitive threats from larger enterprise
software and hardware providers who are also pursuing
consolidation strategies within the ECM industry and are
increasingly providing bundled offerings putting Open Text at a
marketing disadvantage.

The rating outlook remains positive reflecting the favorable
general trends in the ECM market and expectation of organic
revenue growth and positive operating results. The ratings could
face upward pressure if the company continues demonstrating
organic revenue, profit and cash flow growth while maintaining
conservative financial policies, including maintaining leverage
under 2x. The ratings could face downward pressure if leverage
were to exceed 3.25x .

The SGL-2 liquidity rating reflects the decreased cash and
revolver availability as a result of the Global 360 acquisition.
The acquisition is expected to be funded with cash on hand and
draws under the revolver leaving approximately $75-85 million of
liquidity until the new loans close. In addition, the company is
expected to generate well over $200 million of free cash flow over
the next twelve months. If the company is successful in closing
the proposed $600 million term loan and new $100 million revolver,
cash balances and undrawn revolver capacity are expected to exceed
$400 million. Upon closing of the new debt facilities, the
liquidity rating will likely be revised back to SGL-1.

These ratings were affirmed:

Corporate family rating: Ba2

Probability of default: Ba3

The following ratings were assigned:

Proposed senior secured revolver, Ba1, LGD2 (26%)

Proposed $600 million senior secured term loan, Ba1, LGD2 (26%)

Proposed senior secured delayed draw term loan, Ba1, LGD2 (26%)

The following ratings were affirmed:

$75 million senior secured revolver due 2011, Ba1, LGD2 (21%)

$286 million senior secured term loan due 2013, Ba1, LGD2 (21%)

The following was revised:

Speculative grade liquidity to SGL-2 from SGL-1

The existing term loan ratings will be withdrawn upon closing of
the new facilities. The principal methodology used in rating Open
Text was the Global Software Industry Methodology published in May
2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009

Open Text Corp., headquartered in Waterloo, Ontario, Canada, is
the largest independent provider of enterprise content management
software. The company's software applications allow users to
capture, manage, store, and deliver content (whether documents,
email, web-based material or mixed media) related to
organizational processes. For twelve months ended March 31, 2011,
revenues were $988 million.


OPTI CANADA: Provides Update on Q2 2011 Joint Venture Operations
----------------------------------------------------------------
OPTI Canada Inc. announced in a press release Thursday an update
on its joint venture operations over the second quarter of 2011.

Long Lake bitumen production for the second quarter of 2011
averaged approximately 27,900 barrels per day (bbl/d) (9,800 bbl/d
net to OPTI), an increase over the first quarter average of
approximately 25,500 bbl/d (8,900 bbl/d net to OPTI).  Steam
injection also increased to average approximately 152,000 bbl/d
following the scheduled hot lime softener maintenance in April,
compared to 146,000 bbl/d in the previous quarter.  Production
improvements are a result of higher steam injection, continued
well optimizations and ramp up of new wells at Pad 11.  Production
at the end of June was approximately 30,000 bbl/d (10,500 bbl/d
net to OPTI).

At June 30, 2011, OPTI had approximately C$189 million in cash and
cash equivalents.  In addition, it holds restricted cash of
US$73 million in an interest reserve account associated with its
US$300 million First Lien Notes.

OPTI achieved a positive net field operating margin of C$2 million
for the second quarter of 2011, an improvement from a loss of
C$8 million in the first quarter.  The positive net field
operating margin was primarily the result of higher bitumen
production and improved West Texas Intermediate prices.  The
Company defines its net field operating margin or loss as sales
related to petroleum products net of royalties and power sales
minus operating expenses, diluent and feedstock purchases, and
transportation costs.

A copy of the press release is available at http://is.gd/MdTIed

As reported in the TCR on July 14, 2011, OPTI announced on
July 13, 2011, that it had reached agreement with a committee of
Secured Notes holders to restructure the Company's balance sheet
under the Companies' Creditors Arrangement Act ("CCAA").

                         About OPTI

OPTI Canada Inc. is a Calgary, Alberta-based company focused on
developing major oil sands projects in Canada.  Its first project,
the Long Lake Project, has a design capacity for 72,000 barrels
per day (bbl/d), on a 100 percent basis, of SAGD (steam assisted
gravity drainage) oil production integrated with an upgrading
facility.  The Upgrader uses the Company's proprietary OrCrude(TM)
process, combined with commercially available hydrocracking and
gasification.  OPTI's common shares trade on the Toronto Stock
Exchange under the symbol OPC.


PEREGRINE PHARMA: Ernst & Young Raises Going Concern Doubt
----------------------------------------------------------
Peregrine Pharmaceuticals, Inc., filed on July 14, 2011, its
annual report on Form 10-K for the fiscal year ended April 30,
2011.

Ernst & Young LLP, in Irvine, California, expressed substantial
doubt about Peregrine Pharmaceuticals' ability to continue as a
going concern.  The independent auditors noted that of the
Company's recurring losses from operations and recurring negative
cash flows from operating activities.

The Company reported a net loss of $34.15 million on
$13.49 million of revenues for fiscal 2011, compared with a net
loss of $14.49 million on $27.94 million of revenues for fiscal
2010.

The Company's balance sheet at April 30, 2011, showed
$34.77 million in total assets, $19.35 million in total
liabilities, and stockholders' equity of $15.42 million.

A copy of the Form 10-K is available at http://is.gd/YP7Be9

Tustin, California-based Peregrine Pharmaceuticals, Inc., is a
clinical-stage biopharmaceutical company driven to develop and
manufacture first-in-class monoclonal antibodies for the treatment
of cancer and viral infections.


PREMIER GOLF: Taps Charles E. Brumfield as In-House Counsel
-----------------------------------------------------------
Premier Golf Properties, LP., asks the U.S. Bankruptcy Court for
the Southern District of California for permission to employ
Charles E. Brumfield, Esq., as in-house counsel.

Pursuant to the terms of the 2004 agreement the Debtor would
engage the services of Mr. Brumfield at $3,000 per month, on the
understanding that Mr. Brumfield's services contribution and
service would exceed and benefit the Debtor in excess of the
$3,000 monthly fee.

Mr. Brumfield will perform all of these services, subject to the
Court's approval:

   a. local and state permits, applications and development events
      required to accomplish Debtors goals and to continue to deal
      with those issues surrounding the (1) golf operations; (2)
      mineral extraction (sand); (3) wetlands mitigation credits;
      and (4) raw land at Willow Glen.

   b. consult on all real property, contract and employment issues
      including administrative and regulatory (both as to the golf
      course and as to the surrounding property opportunities).
      Conduct litigation in concert with outside counsel on
      employment, contract and real property issues coming to the
      table.  Assist in consulting with issues relative to liquor
      license and other license owned/operated by Debtor issues.
      Consult with regard to banking relationship.  Assist in
      litigation primarily sounding in warranty regarding personal
      property utilized at the course.

Prepetition, Mr. Brumfield, received reasonable compensation for
actual, and necessary services rendered for Debtor in the sum of
$3,000 per month for each month since his engagement with Debtor.

The Debtor proposes to pay Mr. Brumfield on a contract basis with
a monthly compensation $3,000, effective retroactive as of May, 2,
2011.

                 About Premier Golf Properties, LP

El Cajon, California-based, Premier Golf Properties, LP dba
Cottonwood Golf Club filed for Chapter 11 protection (Bankr. S.D.
Calif. Case No. 11-07388) on May 2, 2011.  Peter W. Bowie  is
presiding the case.  Jack F. Fitzmaurice, Esq., at Fitzmaurice &
Demergian represents the Debtor.  The Debtor estimated assets and
liabilities at $10 million to $50 million.


PREMIER GOLF: Wolfgang F. Hahn OK'd to Handle State Litigation
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
authorized Premier Golf Properties, LP., to employ Wolfgang F.
Hahn, Esq., of Hahn + Associates as special litigation counsel.

Prepetiton, the firm represented the Debtor in connection with
ongoing state litigations filed by Premier, before the Superior
Court of California, County of San Diego against Far East National
Bank and Asset Foreclosure Services, Inc., and against Yamaha Golf
Car Company and Yamaha Motor Manufacturing Corporation of America.

The firm is representing the Debtor in these cases.  The Debtor
has retained Jack F. Fitzmaurice, Esq., of Fitzmaurice & Demergian
as general bankruptcy counsel and Darvy Mack Cohan, Esq., as
special bankruptcy counsel. To that regard, the Debtor added that
there will be no duplication of services.

Prepetition, Mr. Hahn received for work done prepetition relative
to Debtor's active state court litigations these sums in these
dates:

   Date of Payment                  Amount of Payment
   ---------------                  -----------------
   September 2010                      $10,000
   December 2010                       $10,000
   February 2011                        $7,500
   March 2011                          $20,000

   TOTAL                               $47,500

The Debtor noted that no money in trust is held by Mr. Hahn.

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

                 About Premier Golf Properties, LP

El Cajon, California-based, Premier Golf Properties, LP dba
Cottonwood Golf Club filed for Chapter 11 protection (Bankr. S.D.
Calif. Case No. 11-07388) on May 2, 2011.  Peter W. Bowie  is
presiding the case.  Jack F. Fitzmaurice, Esq., at Fitzmaurice &
Demergian represents the Debtor.  The Debtor estimated assets and
liabilities at $10 million to $50 million.


PREMIER GOLF: Court OKs Jack Fitzmaurice as Bankruptcy Counsel
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
has approved Premier Golf Properties, LP's application to employ
Jack F. Fitzmaurice, Esq., as general bankruptcy counsel.

Upon retention, the firm, will among other things:

   a) prepare records and reports as required by the Federal Rules
      of Bankruptcy Procedure; Local Bankruptcy Rules and the
      United States Trustee's Operating and Reporting
      Requirements;

   b. The preparation of applications, amendments, motions and
      proposed orders to be submitted to the Court exclusive of
      matters related to FENB, and cash collateral motion
      representation;

   c. The identification and prosecution of claims and causes of
      action available to Debtor, exclusive of matters related
      to FENB;

Mr. Fitzmaurice will charge the Debtor $375 per hour for his
services.

El Cajon, California-based, Premier Golf Properties, LP dba
Cottonwood Golf Club filed for Chapter 11 protection (Bankr. S.D.
Calif. Case No. 11-07388) on May 2, 2011.  Peter W. Bowie  is
presiding the case.  Jack F. Fitzmaurice, Esq., at Fitzmaurice &
Demergian represents the Debtor.  The Debtor estimated assets and
liabilities at $10 million to $50 million.


PREMIER GOLF: Court OKs Darvy Cohan as Special Bankruptcy Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
has approved Premier Golf Properties, LP's application to employ
Darvy Mack Cohan, Esq., as special bankruptcy counsel.

Upon retention, the firm, will among other things:

   a. prepare applications, amendments, motions and proposed
      orders to be submitted to the Court relative to creditor
      FENB and use of cash collateral;

   b. The examination of any FENB's proofs of claim, and the
      possible prosecution of objections by creditor FENB; and

   c. In general assisting the Debtor relative to any matter
      surrounding creditor FENB and/or cash collateral issues.

Mr. Cohan will charge the Debtor $400 per hour for his services.

El Cajon, California-based, Premier Golf Properties, LP dba
Cottonwood Golf Club filed for Chapter 11 protection (Bankr. S.D.
Calif. Case No. 11-07388) on May 2, 2011.  Peter W. Bowie  is
presiding the case.  Jack F. Fitzmaurice, Esq., at Fitzmaurice &
Demergian represents the Debtor.  The Debtor estimated assets and
liabilities at $10 million to $50 million.


PUBLIC MEDIA: Incurs $2.89 Million Net Loss in May 31 Quarter
-------------------------------------------------------------
Public Media Works, Inc., filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $2.89 million on $20,236 of revenue for the three
months ended May 31, 2011, compared with a net loss of $1.57
million on $0 of revenue for the same period a year ago.

The Company's balance sheet at May 31, 2011, showed $862,106 in
total assets, $1.17 million in total liabilities and a $307,366 in
total stockholders' deficit.

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

                       http://is.gd/VARezo

                     About Public Media Works

Sausalito, Calif.-based Public Media Works, Inc., and its wholly-
owned subsidiary, EntertainmentXpress, Inc., a California
corporation , are engaged in the business of offering self-service
kiosks which deliver DVD movies to consumers.

Public Media Works, Inc., has historically been engaged in the
development, production, marketing and distribution of film, music
and television entertainment titles.  The Company has an ownership
interest in several film and television projects, but expects no
revenue from these projects.  As of May 4, 2010 with the
acquisition of Entertainment Xpress, Inc., the Company has focused
exclusively on its kiosk business and intends to continue this
focus going forward.  In March 2011, the Company installed its
first 25 kiosks under the DBA of "Spot. The difference(TM)".

Anton & Chia, LLP, in Newport Beach, California, expressed
substantial doubt about Pubic Media Works' ability to continue as
a going concern.  The independent auditors noted that the Company
has incurred significant recurring net losses and negative cash
flows from operations through Feb. 28, 2011, and it has an
accumulated deficit of $12.83 million as of Feb. 28, 2011.

The Company reported a net loss of $7.68 million on $7,139 of
revenue for the fiscal year ended Feb. 28, 2011, compared with a
net loss of $108,435 on $50,000 of revenue for the fiscal year
ended Feb. 28, 2010.


QUANTITATIVE ALPHA: Grant Thornton Raises Going Concern Doubt
-------------------------------------------------------------
Quantitative Alpha Trading Inc. filed on July 15, 2011, its annual
report on Form 20-F for the fiscal year ended March 31, 2011

Grant Thornton LLP, in Toronto, Canada, said that Quantitative
Alpha Trading has not generated any revenues from operations to
date and further losses are anticipated prior to the generation of
any profits.  "These conditions, along with other matters . . . .,
indicate the existence of a material uncertainty that may cast
significant doubt about the Company's ability to continue as a
going concern."

The Company reported a net loss of $2.6 million for 2010, compared
with a net loss of $599,471 for 2009.  The Company doe not
generate revenues from operations.  It relies on equity financing
for its working capital requirements to fund its operations,
business and software development activities.

The Company's balance sheet at Dec. 31, 2010, showed $9.0 million
in total assets, $2.8 million in total liabilities, and
stockholders' equity of $6.2 million.

A copy of the Form 20-F is available at http://is.gd/S5kJ2v

Headquartered in Mississauga, Ontario, Canada, Quantitative Alpha
Trading Inc. is a reporting issuer in Canada and trades in Canada
on the Canadian National Stock Exchange under the symbol "QAT".

The Company has been in the software business and, more
specifically, developing and monitoring real-time, intraday,
trading software as a service to money managers since January
2010.  To date, it has two completed software suites, namely
Stealth and the ENAJ Software, and is currently developing
additional black-box systems based on its Stealth software, which
are the Trend Crawler and  the Virtual Condor.


RANCHER ENERGY: Posts $674,059 Net Loss in Year Ended March 31
--------------------------------------------------------------
Rancher Energy Corp. filed on July 14, 2011, its annual report on
Form 10-K for the fiscal year ended March 31, 2011.

The Company reported a net loss of $674,059 for 2011, compared
with a net loss of $20.3 million for 2010.  The Company had no
revenues from continuing operations in 2011 or 2010.

Reorganization items for 2011 were $1.4 million, compared to
$310,591 for 2010.  Loss from continuing operations was
$3.1 million for 2011 and $2.8 million for 2010.

The Company recorded income from discontinued operations of
$2.4 million in 2011, which included a gain of $4.8 million in
connection with the sale of substantially all of its assets (for
approximately $20 million), effective March 1, 2011.  Loss from
discontinued operations was $17.5 million in 2010.

The Company's balance sheet at March 31, 2011, showed $5.9 million
in total assets, $2.4 million in total liabilities, and
stockholders' equity of $3.5 million.

A copy of the Form 10-K is available at http://is.gd/pf1Wwx

                      About Rancher Energy

Denver, Colorado-based Rancher Energy Corp. (OTC BB: RNCHQ)
-- http://www.rancherenergy.com/-- is an independent energy
company that explores for and develops produces, and markets oil
and gas in North America.  Through March 2011, the Company
operated four oil fields in the Powder River Basin, Wyoming.

The Company was formerly known as Metalex Resources, Inc., and
changed its name to Rancher Energy Corp. in 2006.  Rancher Energy
Corp. was incorporated in the State of Nevada on Feb. 4, 2004.

Rancher Energy filed for Chapter 11 bankruptcy protection on
Oct. 28, 2009 (Bankr. D. Colo. Case No. 09-32943).  Herbert A.
Delap, Esq., who has an office in Denver, Colorado, assists the
Debtor in its restructuring effort.  In its petition, the Company
estimated assets and debts of between $10 million and $50 million
each.

On Feb. 24, 2011, the Bankruptcy Court approved the sale of
substantially all of the Company's assets to DIP Lender Linc
Energy Petroleum, Inc., for the price of approximately
$20 million.

As reported in the TCR on March 25, 2011, the Company delivered to
the Bankruptcy Court a first amended Chapter 11 plan of
reorganization, and first amended disclosure statement explaining
that plan.


REAL MEX: Appoints Edie Ames as EVP and COO
-------------------------------------------
As previously announced, Real Mex Restaurants, Inc., appointed
Edie Ames as Executive Vice President and Chief Operating Officer,
effective July 11, 2011.  In connection with her employment with
Real Mex, Ms. Ames signed an offer letter with the Company dated
July 11, 2011.  The offer letter provides for an initial annual
base salary of $300,000.  Ms. Ames will participate in the
Company's bonus program that entitles her to an annual performance
bonus with a target of 50% of her base salary, which is guaranteed
for 2011 on a prorated basis.  In addition, Ms. Ames will receive
an option grant consistent with the other executive vice president
of the Company.  Ms. Ames is eligible for reimbursements related
to relocation.  In the event Ms. Ames is terminated without cause
within 12 or 24 months of her start date, she will be entitled to
receive up 6 months or 12 months of salary, respectively, until
other employment is secured and continued medical and dental
coverage for the same period.

                          About Real Mex

Based in Cypress, California, Real Mex Restaurants, Inc., owns and
operates restaurants, primarily through its major subsidiaries El
Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco
Restaurants, Inc.  The Company operated 183 restaurants as of
March 28, 2010, of which 152 were located in California and the
remainder were located in 12 other states, primarily under the
trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and
Acapulco Mexican Restaurant Y Cantina(R).  In addition, the
Company franchised or licensed 34 restaurants in 12 states and two
foreign countries as of March 28, 2010.  The Company's other major
subsidiary, Real Mex Foods, Inc., provides internal production,
purchasing and distribution services for the restaurant operations
and also provides distribution services and manufactures specialty
products for sale to outside customers.

Real Mex carries a 'Caa2' Corporate Family Rating, and stable
Outlook from Moody's Investors Service.  At the end of August
2010, Moody's said the 'Caa2' CFR continues to reflect the
challenges Real Mex will face to reverse its revenue decline
primarily driven by the ongoing, albeit somewhat decelerated,
negative same store sales trend, in a very difficult operating
environment for casual dining concepts.  The rating also
incorporates the company's high financial leverage, poor interest
coverage and weak free cash flow generation.

As reported by the TCR on June 28, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on Cypress, Calif.-
based Real Mex Restaurants Inc. to 'CCC' from 'B-'.  "The rating
actions reflect our view that operating performance will remain
weak in 2011, likely requiring the company to amend financial
covenants," said Standard & Poor's credit analyst Andy Sookram.

The Company reported a net loss of $17.78 million on $227.91
million of total revenues for the six months ended Dec. 26, 2010,
compared with a net loss of $49.59 million on $500.60 million of
total revenues for the fiscal year ended Dec. 27, 2009.

The Company's balance sheet at March 27, 2011, showed $276.64
million in total assets, $255.35 million in total liabilities and
$21.29 million in total stockholders' equity.


REID PARK: Meeting of Creditors Continued Until July 28
-------------------------------------------------------
The U.S. Trustee for Region 14 has continued until July 28, 2011,
at 12:00 p.m., the meeting of creditors in the Chapter 11 case of
Reid Park Properties, LLC.

The meeting of creditors was set for July 14, at the U.S.
Trustee's Office, United States Bankruptcy Court, 38 S. Scott
Ave., Tucson, Arizona.

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.

The U.S. Trustee Christopher Pattock said that an official
committee of unsecured creditors has not been appointed because an
insufficient number of persons holding unsecured claims against
the debtor have expressed interest in serving on a committee.


RIVER EAST: Receiver Can Access Cash Collateral Until July 31
-------------------------------------------------------------
On June 23, 2011, the U.S. Bankruptcy Court for the Northern
District of Illinois approved the motion of Cindy O'Drobinak, in
her capacity as the court-appointed receiver for River East Plaza,
and landlord for the Property in 401-465 East Illinois Street,
Chicago, Illinois, for approval of certain lease amendments at the
Property and for authority to use cash collateral and DIP
financing.

The amendments are made to the leases of Red Car, Inc.,
Photogenic, Inc., Evans Construction/Consulting, LLC, and North
Pier Dental Associates, P.C.  Under the terms of the proposed
amendment, Red Car's lease, for 10,732 rsf plus storage, would be
extended one year through Aug. 31, 2012, at the current lease
terms.

Photogenic's lease term is extended into 2018.  Photogenic will
relocate and expand into approximately 3,477 rsf.  The amendment
has increasing rent each year after the relocation is complete, at
an estimated net effective sf/yr.

Evan's lease is extended through June 30, 2012, at the current
lease terms.

North Per Dental's lease is extended through May 2018.  The
amendment has increasing rent each year at an estimated $18.61 net
effective sf/yr.

The interim payment agreement with Vulpes is approved.  That
interim agreement requires Vulpes to pay $13,013.65 per week
starting on June 20, 2011, and continuing through June 30, 2012.

The Receiver is permitted to use LNV Corporation's cash collateral
and up to an additional $18,000 in DIP financing provided by LNV
Corp., through and including July 31, 2011, to fund any amounts
provided for in a budget, including, but not limited to, the
broker's commissions, tenant improvements and construction fes
associated with the Red Car, Photogenic, Evans and North Pier
Dental lease amendments.

The DIP Financing will be repaid in full, with interest, in cash,
at plan confirmation, as a postpetition superpriority expense
claim.  Such amount will be paid separate and apart from, and in
addition to, any prepetition secured claim of LNV Corp.  The terms
of the Receiver's continued use of cash collateral will be in
accordance with the terms set forth in the May 5, 2011 Final Cash
Collateral Order, as modified by the budget.

Counsel for the Receiver may be reached at:

     Adam A. Hachikian, Esq.
     Ryan T. Schultz, Esq.
     FOX, HEFTER, SWIBEL, LEVIN & CARROLL, LLP
     200 West Madison Street, Suite 3000
     Chicago, IL 60606
     Tel: (312) 224-1200
     Fax: (312) 224-1201

Chicago, Illinois-based River East Plaza, LLC, filed for Chapter
11 bankruptcy protection (Bankr. N.D. Ill. Case No. 11-05141) on
Feb. 10, 2011.  Michael E. Gosman, Esq., at Whyte Hirschboeck
Dudek S.C., in Milwaukee, Wisconsin, serves as the Debtor's
bankruptcy counsel.  The Debtor disclosed $19,410,255 in assets
and $45,268,651 in liabilities as of the Chapter 11 filing.

Chief Judge Carol A. Doyle of the U.S. Bankruptcy Court for the
Northern District of Illinois has transferred the Chapter 11 case
of River East Plaza, LLC, to Judge Eugene R. Wedoff.  The case was
previously assigned to Judge Bruce W. Black.


ROYAL HOSPITALITY: Can Use Cash Collateral Until July 27
--------------------------------------------------------
Royal Hospitality LLC obtained authorization from the Hon. Robert
E. Littlefield, Jr., of the U.S. Bankruptcy Court for the Northern
District of New York to continue using cash collateral, subject to
these conditions:

    (1) Ittleson Trust is paid $41,000 on or before July 6, 2011;

    (2) Empire State Certified Development Corp., as Servicing
        Agent for the United States Small Business Administration,
        is paid $8,500 on or before July 6, 2011;

    (3) Peter Shabat is paid $1,500 on or before July 6, 2011;

    (4) Marilyn Stark, and her sons, George P. Stark and Michael
        J. Stark, continue to receive only $1,000 per week from
        the Debtor and George H. Stark receives nothing from the
        Debtor;

    (5) All fees due to the Office of United States Trustee are
        paid.

A further hearing on the Debtor's use of cash collateral is
scheduled on July 27, 2011 at 10:30 a.m.

The Debtor is represented by:

         Richard L. Weisz, Esq.
         HODGSON RUSS LLP
         677 Broadway, Suite 301
         Albany, NY 12207
         Tel: (518) 465-2333

                    About Royal Hospitality LLC

Royal Hospitality LLC, dba Comfort Suites, has been operating the
Comfort Suites in Lake George, New York since May 2007.  It filed
for Chapter 11 protection (Bankr. N.D.N.Y. Case No. 10-13090) on
Aug. 19, 2010.  The Debtor disclosed $13,432,001 in assets and
$11,154,770 in liabilities as of the Petition Date.


ROYAL HOSPITALITY: U.S. Trustee Seeks to Convert Case to Chapter 7
------------------------------------------------------------------
Tracy Hope Davis, U.S. Trustee for Region 2, asks the Bankruptcy
Court for an order converting Royal Hospitality, LLC's Chapter 11
case to a case under Chapter 7.  The U.S. Trustee believes the
debtor's principals have engaged in gross mismanagement.
Significant assets of the debtor in the form of cash are
undisclosed, unaccounted for, and within the control of one
person.

Lisa M. Penpraze, Assistant U.S. Trustee, states that the debtor
has failed to provide accurate information to the Court and other
parties.  The debtor's schedules of assets and liabilities does
not accurately reflect its financial position as of the Petition
Date because it fails to disclose a significant asset -- an
unknown amount of cash kept in a secret location by Marilyn E.
Stark, a principal of the debtor.  Similarly, the debtor's
disclosure statement and plan do not disclose the cash-on-hand
kept by Mrs. Stark.

Ms. Penpraze notes that another example of gross mismanagement is
the fact that only Mrs. Stark has access to and knows the
whereabouts of the debtor's cash.  Mrs. Stark unilaterally
controls the debtor's finances; only she has access to the bank
accounts, only she has access to the debtor's cash, and only she
knows how much cash she has removed from the debtor's cash revenue
stream both pre- and post-petition.

Ms. Penpraze recalls that Mrs. Stark testified that she does not
maintain any written ledger of the debtor's cash-on-hand that she
holds in a "secure location." Given the level of sophistication
reflected in the books and records kept by the debtor and produced
pursuant to the 2004 Order, it seems implausible that there is no
written record of the cash taken by Mrs. Stark.  However unlikely
it may be that the Court would credit Mrs. Stark's assertion on
this point, even if the Court assumes for the moment that no such
record exists, that fact would establish gross mismanagement.

By appointing herself the sole repository of the debtor's
cash-on-hand, with no oversight by anyone else, Mrs. Stark has
raised the specter of self-dealing with the debtor on terms known
only to her.  It does not appear that this debtor maintains any
corporate formalities, therefore, there is no one other than Mrs.
Stark who knows the details of her transactions with the debtor.

Ms. Penpraze relates that a significant portion of the debtor's
post-petition cash receipts have not been deposited in the
debtor-in-possession account.  Since the filing in August 2010,
$81,994.05 in cash receipts are unaccounted for.  Because Mrs.
Stark exercises unilateral control of the debtor, she has a
vested interest in ensuring that the debtor does not investigate
her apparent improprieties or pursue its remedies against her.

According to Ms. Penpraze, the Debtor's management, Mr. Stark and
Mrs. Stark, have inescapable conflicts of interest with the
debtor.  It is undisputed that Mrs. Stark's practice is to remove
large quantities of cash from the debtor's operations and hold
them in a secret location, unknown and undisclosed to all others.

At no time since the 2004 examination has the debtor sought this
Court's intervention in order to address the issues discovered
during the 2004 examination or to remove Mrs. Stark from the
management of the debtor's operations. As such, the debtor's
principals have breached their fiduciary duties to the bankruptcy
estate and the creditors by failing to protect the debtor's assets
from further dissipation.

Ms. Penpraze adds that based on the debtor's general ledger, it
appears that there may have been numerous avoidable transfers in
the form of insider payments during the one-year period prior to
the Petition Date.  It does not appear that the debtor has any
intention of pursuing these potentially avoidable transfers.
This is further evidence of the inescapable conflict of interest
between debtor's management and the debtor, as well as a breach
of the fiduciary duties of debtor's management.

                   Debtors Objects to Conversion

The Debtor disputes that there is cause to convert its Chapter 11
case to one under Chapter 7 and seeks an evidentiary hearing to
refute the Trustee's claims.

Richard L. Weisz, Esq., at Hodgson Russ LLP, attorney for the
Debtor, tells the Court that if this case is converted to Chapter
7, particularly now during the Debtor's season, the property value
will decline precipitously.  The Debtor will lose its franchise
with Choice Hotels, it will not have sufficient staff to operate
and it will not be able to pay adequate protection or any proposed
Plan payments.

The Debtor submits that the Trustee has misunderstood the
financial information of the Debtor and has made this Application
to convert in error, and to the great detriment of the Debtor's
creditors.  The Debtor operates on a business cycle in which it
builds up cash and savings through the late summer to tide it
through the winter when Lake George, N.Y., does not have the
activity or visitors it has in the summer.  The Debtor has always
kept cash on hand for emergencies.

Mr. Weisz concedes that the Debtor could have maintained better
cash management records, but the Debtor is essentially a family
business in which George Stark provides maintenance and building
services, the Starks' sons and a daughter-in-law operates the desk
service, housekeeping and other hotel services, and Marilyn Stark
does everything else including managing the accounts.  Marilyn
Stark has not knowingly violated any Orders of the Court.

The Debtor believes that it has complied with the Orders of the
Court, abided by the cash collateral Orders and has effectively
managed the business to the benefit of all creditors of the
estate.  The Debtor seeks a full evidentiary hearing to present
its witnesses and demonstrate to the Court that the Trustee's
Application is without merit.

Mr. Weisz states that the Trustee's Motion to Convert rests
completely on its conclusion that cash is missing.  While the
Debtor concedes minor cash reporting errors, it disputes that
any money has been diverted or that there is an adverse impact to
creditors for these minor paperwork deficiencies.  Further, the
Debtor challenges the assertion of gross mismanagement, failure
to provide account information, self-dealing and conflict of
interest.

Mr. Weisz points out that without the efforts of the Stark Family
to personally lend cash to the Debtor pre-petition, and to work
for less compensation post-petition, all creditors would have lost
the 100% recovery proposed in the Debtor's Plan.

                    About Royal Hospitality LLC

Royal Hospitality LLC, dba Comfort Suites, has been operating the
Comfort Suites in Lake George, New York since May 2007.  It filed
for Chapter 11 protection (Bankr. N.D.N.Y. Case No. 10-13090) on
Aug. 19, 2010.  The Debtor disclosed $13,432,001 in assets and
$11,154,770 in liabilities as of the Petition Date.


SAVANNAH OUTLET: Can Access Cash Collateral until July 31
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Georgia has
granted Savannah Outlet Shoppes LLC authorization to continue
using cash collateral of Comm 2006-C8 Gateway Boulevard Limited
Partnership until July 31, 2011, in accordance with a budget.

All provisions of the Final Order entered Nov. 19, 2010, will
remain in full force and effect except as modified in this order.

As reported in the Troubled Company Reporter on Oct. 14, 2010,
the Debtor granted Comm 2006-C8 Gateway Boulevard Limited
Partnership's predecessor-in-interest a first priority perfected
secured interest in and to, inter alia, Debtor's real property, a
commercial center located in Savannah, and the proceeds related
thereto including rents to secure a debt with a present balance of
approximately $10,134,000.

The Debtor's real property is also encumbered by a second priority
Deed to Secure Debt which is being serviced by Wells Fargo
Commercial Mortgage Servicing, securing a debt of approximately
$600,000.

                About Savannah Outlet Shoppes, LLC

Claremont, California-based Savannah Outlet Shoppes, LLC, owns and
operates a business related to the management and leasing of a
commercial shopping center located in Savannah, Georgia.

Savannah Outlet filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Ga. Case No. 10-42135) on Oct. 4, 2010.  Karen F. White,
Esq., at Cohen Pollock Merlin & Small PC, represents the Debtor.
The Debtor estimated assets and debts at $10 million to
$50 million.


SBARRO INC: Creditors Demand E&Y Earnings Report
------------------------------------------------
Ian Thoms at Bankruptcy Law360 reports that a group of creditors
asked a New York bankruptcy court on Tuesday to force Ernst &
Young LLP to turn over an earnings report it prepared for Ares
Management LLC in relation to a proposed investment in Sbarro Inc.

According to Law360, Sbarro's creditors committee said it needed
the information to adequately evaluate the options for the
company's bankruptcy case.

                         About Sbarro Inc.

The Sbarro family started its business after moving to Brooklyn,
New York, from Naples, Italy, in 1956.  Today Sbarro is a leading,
global Italian quick service restaurant concept with approximately
5,170 employees, 1,045 restaurants throughout 42 countries, and
annual revenues in excess of $300 million.

Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr.
S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million
in debt.  According to its schedules, the Debtor disclosed
$51,537,899 in total assets and $460,975,646 in total debts.

Sbarro said it has reached an agreement with all of its second-
lien secured lenders and approximately 70% of its senior
noteholders on the terms of a reorganization plan that will
eliminate more than half of the Company's total indebtedness.

Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland &
Ellis, LLP, serve as the Debtors' general bankruptcy counsel.
Rothschild, Inc., is the Debtors' investment banker and financial
advisor.  PriceWaterhouseCoopers LLP is the Debtors' bankruptcy
consultants.  Marotta Gund Budd & Dzera, LLC, is the Debtors'
special financial advisor.  Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as the Debtors' conflicts counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims agent.  Sard Verbinnen & Co
is the Debtors' communications advisor.


SBARRO INC: Wants Plan Filing Exclusivity Until Nov. 30
-------------------------------------------------------
BankruptcyData.com reports that Sbarro filed a motion in the U.S.
Bankruptcy Court for a 120-day extension of the exclusive periods
during which only the Debtors may file a Chapter 11 plan from
August 2, 2011 through and including November 30, 2011 and solicit
acceptances from October 1, 2011 through and including January 29,
2012. A hearing has been scheduled for July 26, 2011.

                         About Sbarro Inc.

The Sbarro family started its business after moving to Brooklyn,
New York, from Naples, Italy, in 1956.  Today Sbarro is a leading,
global Italian quick service restaurant concept with approximately
5,170 employees, 1,045 restaurants throughout 42 countries, and
annual revenues in excess of $300 million.

Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr.
S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million
in debt.  According to its schedules, the Debtor disclosed
$51,537,899 in total assets and $460,975,646 in total debts.

Sbarro said it has reached an agreement with all of its second-
lien secured lenders and approximately 70% of its senior
noteholders on the terms of a reorganization plan that will
eliminate more than half of the Company's total indebtedness.

Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland &
Ellis, LLP, serve as the Debtors' general bankruptcy counsel.
Rothschild, Inc., is the Debtors' investment banker and financial
advisor.  PriceWaterhouseCoopers LLP is the Debtors' bankruptcy
consultants.  Marotta Gund Budd & Dzera, LLC, is the Debtors'
special financial advisor.  Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as the Debtors' conflicts counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims agent.  Sard Verbinnen & Co
is the Debtors' communications advisor.


SBARRO INC: Seeks More Time to Engineer Restructuring
-----------------------------------------------------
Dow Jones' DBR Small Cap reports that juggling an offer from a
third-party buyer and a restructuring proposal from a first-lien
lending group, Sbarro Inc. said it needs more time to carve a path
out of Chapter 11.

                         About Sbarro Inc.

The Sbarro family started its business after moving to Brooklyn,
New York, from Naples, Italy, in 1956.  Today Sbarro is a leading,
global Italian quick service restaurant concept with approximately
5,170 employees, 1,045 restaurants throughout 42 countries, and
annual revenues in excess of $300 million.

Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr.
S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million
in debt.  According to its schedules, the Debtor disclosed
$51,537,899 in total assets and $460,975,646 in total debts.

Sbarro said it has reached an agreement with all of its second-
lien secured lenders and approximately 70% of its senior
noteholders on the terms of a reorganization plan that will
eliminate more than half of the Company's total indebtedness.

Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland &
Ellis, LLP, serve as the Debtors' general bankruptcy counsel.
Rothschild, Inc., is the Debtors' investment banker and financial
advisor.  PriceWaterhouseCoopers LLP is the Debtors' bankruptcy
consultants.  Marotta Gund Budd & Dzera, LLC, is the Debtors'
special financial advisor.  Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as the Debtors' conflicts counsel.  Epiq Bankruptcy
Solutions, LLC, is the Debtors' claims agent.  Sard Verbinnen & Co
is the Debtors' communications advisor.


SCC/HARMONY GROVE: Court Dismisses Chapter 11 Involuntary Case
--------------------------------------------------------------
The Hon. Erithe A. Smith of the U.S. Bankruptcy Court for the
Central District of California dismissed the Involuntary Chapter
11 case of SCC/Harmony Grove, LLC.

The alleged Debtor filed a motion to dismiss the case and reserve
jurisdiction to award it attorney's fees and costs, damages, and
punitive damages, subject to proof upon dismissal of the case.
The alleged Debtor explained that, among other things:

   1. the petitioners, Tesla Gray and Ray Gray, have no standing
      to commence an involuntary case because they are not holders
      of claims;

   2. any claims of the Grays are subject to a bona fide dispute
      and/or contingent; and

   3. the Grays filed the involuntary petition in bad faith solely
      as a litigation tactic.

At a June 7, hearing, the Debtor appeared by and through counsel,
Robert P. Goe, of Goe & Forsythe, LLP.  The alleged petitioning
creditors, the Grays did not appear nor did they file any
opposition to the motion.

                     About SCC/Harmony Grove

Tesla Gray and Ray Gray filed an Involuntary Chapter 11 Petition
against Irvine, California-based SCC/Harmony Grove (Bank. C.D.
Calif. Case No. 11-13660) on March 16, 2011.  Bankruptcy Judge
Erithe A. Smith presides over the case.

Debtor-affiliate Palmdale Hills Property LLC, previously sought
Chapter 11 petition (Bankr. Case No. 08-12206) on Jan. 6, 2009.


SECUREALERT INC: Completes Acquisition of MM&S
----------------------------------------------
SecureAlert, Inc., reported the completion of its acquisition of
the remaining 46.855% in outstanding capital stock of Midwest
Monitoring & Surveillance, Inc., based in Minnesota.  As a result
of the acquisition, MM&S is now a wholly-owned subsidiary of
SecureAlert, Inc.

"As we focus on expanded domestic services and global growth
opportunities, it made good business sense for us to exercise our
option to complete the acquisition of MM&S at this time," said
John L. Hastings III, President & CEO of SecureAlert, Inc.  "MM&S
provides not only a foundation for revenue growth, but recent MM&S
contract wins are contributing to overall improved bottom line
results of the Company," continued Hastings.  "Additionally, the
Company anticipates further financial synergies through the close
collaboration and integration of the two Company's operations,
personnel and sales efforts," concluded Hastings.

"We are very pleased to be part of SecureAlert, Inc. and its
worldwide reach and influence of the electronic monitoring
industry," said Gary Shelton, General Manager and former founder
and president of MM&S.  Shelton further said, "I am also pleased
to continue supporting the growth plan of the Company and to
facilitate the profitable integration of our organizations, which
will benefit our customers and employees alike.  Importantly, we
will continue to offer a portfolio of reliable electronic
monitoring equipment and services, which has been embraced by the
Company, and will be expanded through this valued relationship."

In December 2007 and April of 2010, the Company had purchased a
total of 53.145% of the issued and outstanding capital stock of
MM&S, together with an option to purchase the remaining shares
from Gary Bengtson, Gary Shelton, Larry Gardner and Sue Gardner.

As consideration for the Remaining Shares of MM&S, the Company
agreed to pay approximately $2,488,000 as follows: (1) a combined
$500,000 in initial cash payments by August 2011; (2) a total of
$650,000 in quarterly cash installment payments, beginning October
2011 and ending September 2013; (3) quarterly payments during the
same period equal to 10% of the gross profits of MM&S; and (4)
issuing to the Sellers a total of 2,705,264 restricted shares of
the Company's common stock valued at $238,063 ($0.088 per share).

                      About SecureAlert Inc.

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

The Company reported a net loss of $2.07 million on $3.68 million
of revenue for the three months ended Dec. 31, 2010, compared with
a net loss of $5.53 million on $3.20 million of total revenue for
the same period a year earlier.

The Company's balance sheet at March 31, 2011, showed $12.77
million in total assets, $11.06 million in total liabilities and
$1.71 million in total equity.


SEVERN BANCORP: Incurs $846,000 Net Loss in Q2 2011
---------------------------------------------------
Severn Bancorp, Inc., announced results for the quarter and six
months ended June 30, 2011.  Net loss for the second quarter was
$846,000, or ($.13) per share, compared to net income of $593,000,
or $.02 per share for the second quarter of 2010.  Net loss was
$399,000 or ($.13) per share for the six months ended June 30,
2011, compared to net income of $65,000, or ($.08) per share for
the six months ended June 30, 2010.

The net loss for the quarter is a result of management's decision
to add approximately $3 million to the loan loss reserves during
the quarter for potential losses on primarily acquisition and
development loans.  While non-performing assets continue to
decrease, and loan delinquencies improve, management elected to
add to the reserves as it continues to assess its portfolio.

"While we are not pleased with its impact, management is
comfortable with the decision to act in a prudent and cautious
manner with respect to the allowance for loan losses.  Were it not
for this added reserve, the bank would have had another profitable
quarter," said Alan J. Hyatt, president and chief executive
officer.  Mr. Hyatt continued "With the continued sluggish economy
nonperforming loans remain one of our toughest challenges.
However, due to our diligence in this area our overall
delinquencies have decreased.  This judicious reserve decision,
along with our persistent efforts to be the premier community bank
for the residents and businesses of Anne Arundel County, continue
to put the Bank in an excellent position for a strong future."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/bzDg2z

                     About Severn Savings Bank

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

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

The Company's balance sheet at March 31, 2011, showed $967.73
million in total assets, $861.52 million in total liabilities and
$106.21 million in total stockholders' equity.


SHILO INN: Court OKs Coldwell Banker as Real Estate Broker
-----------------------------------------------------------
The U.S. Court for the Central District of California has approved
Shilo Inn, Diamond Bar, LLC,'s application to employ Coldwell
Banker Commercial George Realty as Real Estate broker.

Upon retention, the broker, will among other things:

   -- advertise and market Hotel to interested parties,
   -- show the hotel to interested parties
   -- represent theestate as seller in connection with the sale of
      the Hotel.

In the event of a sale of the Hotel, Coldwell shall be paid a
commission equal to 3% of the gross sale price.

In the event of that Tommy Thai, Ellen Fu, and Tom Crosby procure
a buyer and sell the property by themselves, the commission will
be only 2% of the gross sale price.

In the event that the Debtor procures a buyer, the commission will
be only 1.5% of the gross price sale.

Pomona, California-based Shilo Inn, Diamond Bar, LLC, operates a
161 room full -- service hotel located in Pomona, California,
pursuant to a franchise agreement with Shilo Franchise
International, LLC.  It filed for Chapter 11 bankruptcy protection
on November 29, 2010 (Bankr. C.D. Calif. Case No. 10-60884).
David B. Golubchik, Esq., at Levene Neale Bender Rankin & Brill
LLP, serves as the Debtor's bankruptcy counsel.


SHOPS AT PRESTONWOOD: Banks Want Case Converted to Chapter 7
------------------------------------------------------------
Valliance Bank, First National Bank, and Property Tax Solutions
LLC ask the Hon. Harlin D. Hale of the U.S. Bankruptcy Court for
the Northern District of Texas to convert the Chapter 11 case of
the Shops at Prestonwood LP to Chapter 7 liquidation proceeding
or, in the alternative, dismiss the Debtor's case.

A hearing is set for Aug. 8, 2011, at 9:00 a.m., to consider the
creditors request.

The Creditors point that the Debtor has zero cash, that all of its
real property assets are encumbered, and that its affiliates are
unsecured creditors.  The Debtor has not equity in any of its real
estate and no cash to develop Phase II of its current development.
The Debtor is relying on a March 2007 appraisal to assert its
position that equity exists in the 17=acre parcel of unimproved
real property which lies adjacent to its current development,
according to the creditors.

The Creditors add that the Debtor has no ability to reorganize and
no ability to adequate protect its current secured creditors.  The
Debtor has no operating income and is incurring deepening losses
while operating in Chapter 11.

Abernathy Roeder Boyd & Joplin PC represents Valliance Bank; Owens
Clary & Aiken LLP represents First National Bank; and Cantey
Hanger LLP represents Property Tax.

                   About The Shops at Prestonwood

Addison, Texas-based The Shops at Prestonwood, LP's primary assets
consist of approximately 144 residential townhome lots and an
additional 17.170 acres of residential undeveloped land located
within the Shops at Prestonwood subdivision in Denton County,
Texas.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 11-32209) on April 1, 2011.  Melissa S. Hayward,
Esq., at Franklin Skierski Lovall Hayward LLP, serves as the
Debtor's bankruptcy counsel.  The Debtor disclosed $18,200,000 in
assets and $14,151,239 in liabilities as of the Chapter 11 filing.

No creditors' committee, trustee nor examiner has been appointed
in the case.


SOUPMAN INC:  Posts $1.6 Million Net Loss in May 31 Quarter
-----------------------------------------------------------
Soupman, Inc., formerly Passport Arts, Inc., reported a net loss
of $1.6 million on $411,654 of revenues for the three months ended
May 31, 2011, compared with a net loss of $6,559 on $4,351 of
revenues for the three months ended May 31, 2010.

For the nine months ended May 31, 2011, net loss was $4.1 million
on $760,451 of revenues, compared with a net loss of $39,958 on
$10,141 of revenue for the nine months ended May 31, 2010.

At May 31, 2011, the Company's balance sheet showed $1.1 million
in total assets, $6.2 million in total liabilities, all current,
and a stockholders' deficit of $5.1 million.

MaloneBailey, LLP, in Houston, Tex., expressed substantial doubt
about Passport Arts Inc., n/k/a Soupman, Inc.'s ability to
continue as a going concern, following the Company's results for
the fiscal year ended Aug. 31, 2010.  The independent auditors
noted that Passport Arts is yet to attain profitable operations.

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

Staten Island, New York-based Soupman, Inc. (OTC BB: SOUP)
currently markets, manufactures and sells soup to grocery chains
and other outlets and to its franchised restaurants under the
brand name "The Original Soupman".


SOUTH DAKOTA: A.M. Best Upgrades Issuer Credit Rating to 'bb+'
--------------------------------------------------------------
A.M. Best Co. has upgraded the issuer credit rating to "bb+" from
"bb" and affirmed the financial strength rating of B (Fair) of
South Dakota State Medical Holding Company, Inc. d/b/a DAKOTACARE
(Sioux Falls, SD).  The outlook for both ratings has been revised
to positive from stable.

The ICR upgrade and revised outlook reflects the significant
improvement in DAKOTACARE's operating performance and
capitalization over the past two years since it exited the
Medicare Advantage Special Needs Plan at the end of 2008.  The
company's underwriting results continued to improve in 2010, a
trend that has continued into the first quarter of 2011.
DAKOTACARE's improvement in risk-based capital measures over the
past few years was driven by improved operating results and the
loss of the Medicare Advantage premium in 2009.

Offsetting rating factors include the single state operations,
which subject the company to geographic concentration and
regulatory risk.  Furthermore, DAKOTACARE faces competitive
pressures from several local players including a Blue Cross Blue
Shield plan and provider-owned systems.


SOUTHWEST GEORGIA: Has Until Aug. 4 to Propose Chapter 11 Plan
--------------------------------------------------------------
The Hon. James D. Walker of the U.S. Bankruptcy Court for the
Middle District Florida extended Southwest Georgia Ethanol, LLC's
exclusive periods to file and solicit acceptances for the proposed
chapter 11 plan until Aug. 4, 2011, and Oct. 4, respectively.

As reported in the Troubled Company Reporter on June 17, the
Debtor asks that the Court extend its exclusive periods to
file and solicit acceptances for the proposed chapter 11 plan
until Sept. 1, 2011, and Nov. 1, respectively.

The Debtor said it needs more time to negotiate and prepare
adequate information.  The Debtor has also commenced substantial
additional exchanges of information and negotiations with secured
lenders, the Official Committee of Unsecured Creditors, and
parties-in-interest in the case.

The Debtor added that its financial advisors have engaged in
preliminary analyses supporting its prospects for a successful
reorganization.

Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co.,
sought bankruptcy protection (Bankr. M.D. Ga. 11-10145) in Albany,
Georgia, on Feb. 1, 2011.

The Debtor owns and operates an ethanol production facility
located on 267 acres in Mitchell County, Georgia, producing
100 million gallons of ethanol annually.  Ethanol production
operations commenced in October 2008.  Revenue was $168.9 million
for fiscal year ended Sept. 30, 2010.  The Debtor said
profitability and liquidity have been materially reduced by
unfavorable fluctuations in commodity prices for ethanol and corn.

John Michael Levengood, Esq., at McKenna Long & Aldridge LLP, in
Atlanta, Georgia, serves as counsel to the Debtor.  Morgan Keegan
& Company, Inc., is the investment banker and financial advisor.

The Debtor's balance sheet showed $164.7 million in assets and
$134.1 million in debt as of Dec. 31, 2010.

Since 2008, at least 11 ethanol-related companies have sought
court protection, including VeraSun Energy Corp., once the second-
largest U.S. ethanol maker; units of Pacific Ethanol Inc.; and
White Energy Holding Co.


SOUTHWEST GEORGIA: Has Until Aug. 30 to Assume or Reject Leases
---------------------------------------------------------------
The Hon. James D. Walker of the U.S. Bankruptcy Court for the
Middle District Florida extended until Aug. 30, 2011, Southwest
Georgia Ethanol, LLC's time to assume or reject unexpired leases
of nonresidential real property.

The Debtor needed additional time to review its books and records
to determine how many unexpired leases exist to which it is a
lessee.  It also needed more time to analyze the treatment of any
such unexpired leases as part of the Debtor's formulation od a
plan of reorganization.

Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co.,
sought bankruptcy protection (Bankr. M.D. Ga. 11-10145) in Albany,
Georgia, on Feb. 1, 2011.

The Debtor owns and operates an ethanol production facility
located on 267 acres in Mitchell County, Georgia, producing
100 million gallons of ethanol annually.  Ethanol production
operations commenced in October 2008.  Revenue was $168.9 million
for fiscal year ended Sept. 30, 2010.  The Debtor said
profitability and liquidity have been materially reduced by
unfavorable fluctuations in commodity prices for ethanol and corn.

John Michael Levengood, Esq., at McKenna Long & Aldridge LLP, in
Atlanta, Georgia, serves as counsel to the Debtor.  Morgan Keegan
& Company, Inc., is the investment banker and financial advisor.

The Debtor's balance sheet showed $164.7 million in assets and
$134.1 million in debt as of Dec. 31, 2010.

Since 2008, at least 11 ethanol-related companies have sought
court protection, including VeraSun Energy Corp., once the second-
largest U.S. ethanol maker; units of Pacific Ethanol Inc.; and
White Energy Holding Co.


SPOT MOBILE: LV Administrative Demands Payment of $1.32 Million
---------------------------------------------------------------
As previously disclosed, on June 6, 2011, Spot Mobile
International Ltd. received a notice of default from LV
Administrative Services, Inc., as administrative and collateral
agent for Valens Offshore SPV II, Corp., Valens U.S. SPV I, LLC,
Laurus Master Fund, Ltd. (In Liquidation), under that certain
Master Security Agreement, dated Feb. 24, 2010, executed by the
Company and Mr. Prepaid, Inc., the Company's wholly-owned
subsidiary, and a Secured Term Note, dated Feb. 24, 2010, issued
by the Company in favor of the Creditor Parties.

On July 12, 2011, the Company received a further notice from the
Creditor Parties regarding the acceleration of all amounts due
under the Secured Term Note and demanding payment of $1,323,366.
The notice states that if payment was not made by July 14, 2011,
the Creditor Parties would proceed to enforce all of their rights
and remedies under the loan documents.

                         About Spot Mobile

Spot Mobile, formerly Rapid Link Incorporated --
http://www.rapidlink.com/-- is a telecommunications services
company which, through its wholly owned subsidiary, provides
prepaid telecommunication and transaction based point of sale
activation solutions through 1,000 independent retailers in the
Eastern United States.  The Company also provides long distance
services and plans to expand its product offering to include
mobile and wireless services.

The Company reported a net loss of $3.56 million on $16.08 million
of revenue for the year ended Oct. 31, 2010, compared with a net
loss of $712,601 on $23.74 million of revenue during the prior
year.

The Company's balance sheet at Jan. 31, 2011, showed $3.32 million
in total assets, $5.22 million in total liabilities and $1.90
million in total shareholders' deficit.


WASHINGTON LOOP: ROBI Wants Case Dismissed or Converted
-------------------------------------------------------
ROBI1956 LLC asks the U.S. Bankruptcy Court for the Middle
District of Florida to dismiss the Chapter 11 case of Washington
Loop LLC or convert the case to Chapter 7 liquidation proceeding.

A hearing is set for Aug. 11, 2011, at 09:00 a.m., at in Room 4-
117, Courtroom E, United States Courthouse, 2110 First Street, Ft.
Myers, Florida.

According to ROBI1956, the Debtor failed to (i) satisfy timely any
filing or reporting requirement, (ii) comply with an order of the
Court, and (iii) file a plan of reorganization on June 30, 2011.
ROBI1956 says the Debtor sought Court permission to file a plan on
July 5, 2011, but no plan was filed on that date.

Andrew C. Ozete, Esq., at Bamberger, Foreman, Oswald & Hahn, LLP,
represents ROBI1956.  Mr. Ozete says ROBI1956 is the holder of a
judgment of foreclosure authorizing the sale of substantially all
of the Debtor's real estate Collaboratively to ROBI1956.

                     About Washington Loop, LLC

Punta Gorda, Florida-based Washington Loop, LLC, a Limited
Liability Company, filed for Chapter 11 bankruptcy protection on
March 31, 2011 (Bankr. M.D. Fla. Case No. 11-06053).  Joel S.
Treuhaft, Esq., who has an office in Palm Harbor, Florida, serves
as the Debtor's bankruptcy counsel.  The Debtor disclosed
$45,098,259 in assets and $19,703,694 in liabilities as of the
Chapter 11 filing.

The Debtor was dismissed from a prior Chapter 11 case, (Case
No. 9:10-27981) by order of the Court entered on March 17, 2011.
In the Debtor's prior Chapter 11 case, the Debtor's Schedule F, as
filed under penalty of perjury, listed some 34 general unsecured
creditors totaling claims of $1,953,354.  In that case, the
Debtor, under penalty of perjury listed all Schedule F debts and
non-contingent, liquidated, and undisputed.

The Debtor now declares, under penalty of perjury, that all
Schedule F debts are unliquidated.  These schedules were filed no
less than two weeks after the dismissal of the prior Chapter 11
case, and only six weeks after the Debtor filed its Schedule F in
that case.


WASHINGTON MUTUAL: Starts Second Try for Chapter 11 Plan Approval
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the hearing for approval of Washington Mutual Inc.'s
Chapter 11 plan resumed July 18 and will continue through July 21.
Three days of hearings were held last week.  The plan for the bank
holding company is being opposed by shareholders, who are to
receive nothing.  They contend some creditors traded in WaMu
securities based on non-public information.  The bankruptcy court
already approved the settlement underlying the plan.  WaMu's sixth
amended plan resulted from the bankruptcy judge's 109-page opinion
in January explaining why she couldn't confirm a prior version.

                      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.


WASHINGTON MUTUAL: Shareholders Question Value of Reorganized WaMu
------------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that Washington Mutual
Inc. and its shareholders continued to spar Friday in Delaware
over the value of the reinsurance business set to emerge from
WaMu's bankruptcy, but the hearing on its Chapter 11 plan -- and
insider trading allegations -- will extend into this week.

                         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.


WATERSCAPE RESORT: Loses Bid to Exit From Bankruptcy
----------------------------------------------------
Christie Smythe at Bankruptcy Law360 reports that the developers
of New York's new Cassa NY Hotel fell short of winning approval
Wednesday from a New York bankruptcy judge for a plan to emerge
from a brief stint in Chapter 11 protection as they struggled to
work out disputes with contractors.

Law360 relates that Judge Stuart M. Bernstein said that he would
adjourn a confirmation hearing on the reorganization plan to allow
for debtor Waterscape Resort LLC to further negotiate over its
proposal to refinance existing debt while allowing contractors to
continue to litigate.

                    About Waterscape Resort

Waterscape Resort LLC, aka Cassa NY Hotel And Residences, is a
Delaware limited liability company formed on or about Jan. 24,
2005.  The principal office of the Debtor is at 15 West 34th
Street, New York, New York 10001.  On July 19, 2005, Waterscape
acquired the property, consisting of the three contiguous
buildings at 66, 68 and 70 West 45th Street in Manhattan, for the
sum of $20 million to develop the property into a 45-storey
condominium project including a luxury hotel, a restaurant and
luxury residential apartments.  The purchase was financed with a
$17 million acquisition loan and mortgage from U.S. Bank
Association.

Construction of the hotel and residential units, given the name
Cassa NY Hotel and Residences, commenced in July 2007.  By the end
of September 2010, the hotel and residential units were completed.
The Debtor generates its revenue from guests who stay at the hotel
and in the Debtor's residential condominium units, and from sales
of unsold residential condominium units.  The Debtor's hotel and
rental business has produced gross revenues of approximately
$17 million to $18 million on an annual basis, and by the end of
September 2010, the Debtor had sold five residential apartment
units for a total of approximately $12,710,340.

The Debtor's Cassa NY Hotel and Residences features 165 hotel
rooms, and above the hotel units, 57 residences.  The Debtor's
restaurant will occupy the first level below ground, but will be
visible from the ground floor hotel lobby.  The Debtor's
restaurant is not yet open for business.

The Debtor has for several months been embroiled in litigation
with numerous contractors and subcontractors who have asserted
alleged mechanics lien claims against the Property totaling
approximately $20 million.

As of the Petition Date, the Debtor had outstanding approximately
$134.4 million of secured loan principal obligations under credit
facilities with US Bank and USB Capital Resources, Inc.  The debt
is secured by liens upon all of the assets of the Debtor,
including mortgages on the Debtor's real property, together with
liens on all rents, proceeds and cash of the Debtor, pledges of
member interests in Waterscape, and guarantees by Waterscape
members and other third-party grantors.  The Debtor's secured debt
was incurred under three separate agreements for: (i) an
acquisition and project loan; (ii) a construction loan; and (iii)
a mezzanine loan; each of which was made in connection with the
acquisition or development of the Debtor's property.

Over the last several months, the Debtor engaged in extensive
negotiations with the Secured Lenders regarding the parameters of
a comprehensive restructuring.  The Debtor also engaged in
extensive marketing efforts and negotiations to sell its hotel
assets to a non-insider buyer.  The restructuring discussions
between the Debtor and the Secured Lenders reached an impasse, and
on March 21, 2011, UBS, the junior of the two Secured Lenders,
filed a foreclosure action against the Debtor in the Supreme Court
of the State of New York, County of New York.

The Debtor then filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 11-11593) on April 5, 2011.  Brett D. Goodman,
Esq., and Lee William Stremba, Esq., at Troutman Sanders LLP
represent the Debtor as Bankruptcy Counsel.  Holland & Knight LLP
serves as its special litigation counsel.  The Debtor disclosed
$214,285,027 in assets and $158,756,481 in liabilities as of the
Chapter 11 filing.


WECK CORP: Plan Confirmation Hearing Scheduled for Aug. 24
----------------------------------------------------------
The Hon. Arthur J. Gonzalez of the Bankruptcy Court for the
Southern District of New York will convene a hearing on Aug. 24,
2011, at 9:30 a.m. (prevailing Eastern Time), to consider
confirmation of the First Amended Plan of Liquidation proposed by
The Weck Corporation, et al. and the Official Committee of
Unsecured Creditors in the Debtors' cases.  Objections, if any,
are due Aug. 17, 2011 at 4:00 p.m.

The Debtors may file and serve replies or an omnibus reply to any
such objections no later than 12:00 p.m. on Aug. 22.

Ballots accepting or rejecting the plan are due on Aug 12, at
4:00 p.m.

As reported in the Troubled Company Reporter on April 18, the Plan
will facilitate the liquidation of the Debtors' estates and the
distribution of their remaining assets -- principally cash -- to
holders of allowed claims.  Under the Plan, among other things,
holders of unsecured claims are expected to recover between 3% and
7% of their allowed claim.  Each holder paid its pro rata
distribution of the liquidated assets of the estates after the
payment of the administrative claims, priority claims, secured
claims and plan expenses.  Equity interest will be deemed
canceled.

The TCR reported on June 9 that the Debtors filed an amended Plan
and Disclosure Statement.  A full-text copy of the First Amended
Plan, dated May 23, 2011, is available for free at:

               http://ResearchArchives.com/t/s?7631

                      About The Weck Corporation

The Weck Corporation filed for Chapter 11 bankruptcy protection on
August 13, 2010 (Bankr. S.D.N.Y. Case No. 10-14349).  Mark T.
Power, Esq., at Hahn & Hessen LLP, assists the Debtor in its
restructuring effort.  The Debtor estimated its assets and debts
at $10 million to $50 million as of the Petition Date.

Affiliates Weck Chelsea, LLC (Bankr. S.D.N.Y. Case No. 10-14353),
Gracious Home.com, LLC (Bankr. S.D.N.Y. Case No. 10-14351), and
West Weck, LLC (Bankr. S.D.N.Y. Case No. 10-14350) filed separate
Chapter 11 petitions on August 13, 2010.


WESTERN INSURANCE: A.M. Best Downgrades FSR to 'B'
--------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B
(Fair) from B++ (Good) and the issuer credit ratings to "bb" from
"bbb" of Western Insurance Company (WIC) and Western Bonding
Company (WBC) (both companies are headquartered in Reno, NV).  The
outlook for all ratings is negative.

The ratings of WIC reflect its weakened risk-adjusted
capitalization, continued exposure to contractors in the troubled
economies of California and Nevada and loss of its Treasury
listing (T-listing) on July 1, 2011.  The loss of the T-listing
will preclude WIC from writing bonds for federal construction
projects.  In addition, there is uncertainty over WIC's loss
reserve adequacy, as well as a concentration of loans to
contractors that are mostly collateralized by illiquid real
estate.  Offsetting these negative rating factors is the company's
successful entry into bail bonds with a partnership involving Two
Jinn, Inc., in California.

The ratings of WBC reflect its strong balance sheet with no debt
and T-listing, which will allow the company to write federal
surety bonds.  Offsetting these positive rating factors is the
company's limited scope of operations, including geographic and
product concentrations, limited distribution sources and minimal
premium volume.  In addition, the issues at WIC may indirectly
impact WBC should WIC's financial condition place undue strain on
the capitalization and liquidity of the parent holding company, A
and H Insurance, Inc., which could in turn put pressure on WBC.
The outlook reflects A.M. Best's concern that management will be
challenged in the near term to improve the balance sheet strength
and operating performance of WIC, as well as the execution risk in
developing WBC's business profile and ability to attract
profitable business.


XAVIER REALTY: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------
Debtor: Xavier Realty LLC
        4 Rockspray Ct
        Howell, NJ 07731

Bankruptcy Case No.: 11-30961

Chapter 11 Petition Date: July 13, 2011

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Raymond T. Lyons Jr.

Debtor's Counsel: Andre L. Kydala, Esq.
                  LAW FIRM OF ANDRE L. KYDALA
                  12 Lower Center Street
                  P.O. Box 5537
                  Clinton, NJ 08809
                  Tel: (908) 735-2616
                  Fax: (908) 735-0765
                  E-mail: kydalalaw@aim.com

Scheduled Assets: $2,000,100

Scheduled Debts: $90,586

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

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
MDSASS                    Property taxes         $90,586
Attn Gary Zeitz
201 Barclay Pavilion West
Cherry Hill, NJ 08034

The petition was signed by Robert Kalinofski, member.


XODTEC LED: Delays Filing of Quarterly Report on Form 10-Q
----------------------------------------------------------
Xodtec LED, Inc., notified the U.S. Securities and Exchange
Commission that it will be late in filing its Quarterly Report on
Form 10-Q for the period ended May 31, 2011.  The Company said
that the compilation, dissemination and review of the information
required to be presented in the Form 10-Q for the relevant period
has imposed time constraints that have rendered timely filing of
the Form 10-Q impracticable without undue hardship and expense to
the Company.  The Company undertakes the responsibility to file
such report no later than five days after its original prescribed
due date.

                         About Xodtec LED

Headquartered in Jhonghe City, Taiwan, Xodtec LED, Inc. is a
Nevada corporation incorporated on November 29, 2006, under the
name Sparking Events, Inc.  On June 28, 2009, the Company's
corporate name was changed to "Xodtec Group USA, Inc." and on
May 17, 2010, the Company's corporate name was changed to "Xodtec
LED, Inc."

The Company, through its subsidiaries, is engaged in the design,
marketing and selling of advanced lighting solutions which are
designed to use less energy and have a longer life than
traditional incandescent, halogen, fluorescent light sources.  The
Company's wholly-owned subsidiaries, Xodtec Technology Co., Ltd.;
Targetek Technology Co., Ltd.; UP Technology Co., Ltd., are
organized under the laws of the Republic of China (Taiwan).  The
Company also owns a 35% interest in Radiant Sun Development S.A.,
a company organized under the laws of the Independent State of
Samoa.

The Company reported a net loss of $1.59 million on $1.03 million
of revenue for the year ended Feb. 28, 2011, compared with a net
loss of $2.23 million on $991,645 of revenue during the prior
year.

The Company's balance sheet at Feb. 28, 2011, showed $1.53 million
in total assets, $4.06 million in total liabilities and a $2.52
million total stockholders' deficit.

As reported by the TCR on June 20, 2011, Simon & Edward, LLP, in
City of Industry, California, expressed substantial doubt about
the Company's ability to continue as a going concern, following
the results for the year ended Feb. 28, 2011.  The independent
auditors noted that the Company has incurred significant operating
losses, has serious liquidity concerns and may require additional
financing in the foreseeable future.


XZERES CORP: Posts $2 Million Net Loss in May 31 Quarter
--------------------------------------------------------
XZERES Corp. reported a net loss of $2.0 million on $1.0 million
of revenues for the three months ended May 31, 2011, compared with
a net loss of $641,256 on $4,385 of revenues for the three months
ended May 31, 2010.

The Company's balance sheet at May 31, 2011, showed $5.2 million
in total assets, $1.1 million in total liabilities, and
stockholders' equity of $4.1 million.

A copy of the Form 10-Q is available at http://is.gd/c0MOLn

As reported in the TCR on June 1, 2011, Silberstein Ungar, PLLC,
in Bingham Farms, Michigan, expressed substantial doubt about
XZERES Corp.'s ability to continue as a going concern, following
the Company's fiscal 2011 results.  The independent auditors noted
that the Company has incurred losses from operations, has negative
working capital, and is in need of additional capital to grow its
operations so that it can become profitable.

                        About XZERES Corp.

XZERES Corp. is located in Portland, Oregon, and was originally
incorporated in the state of New Mexico in January of 1984.  The
Company was engaged in the natural gas and asphalt businesses
until 2007, at which time it liquidated its assets and operations
and distributed the net proceeds to its shareholders after paying
its debts.  On Oct. 2, 2008, the Company re-domiciled from New
Mexico to Nevada in anticipation of pursuing the wind turbine
business.  The Company commenced operations in the wind turbine
business in the fiscal quarter ended May 31, 2010.

The Company formed two subsidiaries during the year ended Feb. 28,
2011.  XZERES Energy Services Corp. was incorporated in Nevada in
January 2011 and XZERES Wind Europe Limited was formed in Ireland
in October 2010.

The Company is in the business of designing, developing, and
marketing small wind turbine systems and related equipment for
electrical power generation, specifically for use in residential,
small business, rural electric utility systems, other rural
locations, and other infrastructure applications.  The Company
employs proprietary technology, including power electronics,
alternator design, and blade design to increase performance,
reliability, and sound suppression.  The Company also works with
manufacturers of inverters, lightning protection equipment and
towers to integrate their equipment into the Company's products.


YAVAPAI COUNTY: Files For Chapter 7 Bankruptcy
----------------------------------------------
Thoroughbred Times reports that the Yavapai County Farm and
Agriculture Association, which operates Yavapai Downs horse
raising track, has filed for protection under Chapter 7 of the
U.S. Bankruptcy Code.

The filing, which comes less than two months after the Arizona
racetrack was forced to cancel its live meeting due to the non-
profit Yavapai County's ongoing financial issues, was made before
the U.S. Bankruptcy Court for the District of Arizona, according
to Thoroughbred Times.

The report relates that Yavapai County Farm and Agriculture
Association cited a combination of "overwhelming financial
pressures," as a reason for its filing, "including $14.5-million
in loans and interest due to the U.S. Department of Agriculture;
hundreds of thousands of dollars of debt owed to Yavapai Downs'
racing-industry partners, and the county's recent re-assessment
that increased the fairgrounds' property taxes approximately ten-
fold."

"While it is with deep regret that we take this step today, it is
with great energy and optimism for tomorrow that we approach the
challenge of revitalizing this property," statement from the
Yavapai County Farm and Agriculture Association said.

"Toward that end, we have entered into detailed discussions with
many interested parties, and, in the weeks to come, we will begin
discussions with many of the nation's top business people. They
have made known their strong interest in, and their desire to
pursue, the opportunities this facility will provide in the
future."

According to Thoroughbred Times, Yavapai Downs canceled its 56-day
meeting on May 25, just days before it was scheduled to open.  The
track's operators made last-ditch attempts to convene a new
operating partnership and a restructure, but were unsuccessful,
the report discloses.  The status of this year's county fair also
remains uncertain, Thoroughbred Times notes.

The Yavapai County Farm and Agriculture Association named Randy
Nussbaum, an attorney who specializes in business bankruptcy, as
its representative in the bankruptcy process, Thoroughbred Times
adds.

The Yavapai County Farm and Agriculture Association has operated
the fairgrounds since taking over the property's assets from the
Yavapai County Fair Association in 2009.  It has managed the
annual race meeting at Yavapai Downs, the Yavapai County Fair, and
the Coors Event Center, and it leases a portion of fairgrounds'
property to the privately run motorsports facility Prescott Valley
Raceway.


YELLOWSTONE CLUB: Patten Says Court Can't Hear Malpractice Suit
---------------------------------------------------------------
Samuel Howard at Bankruptcy Law360 reports that Patten Peterman
Bekkedahl & Green PLLC on Thursday argued that a Montana federal
court lacks jurisdiction to hear claims seeking $375 million over
its alleged malpractice in the Yellowstone Club's bankruptcy case,
alleging the plaintiff did not have the bankruptcy court's
permission to file the suit.

According to Law360, Timothy Blixseth, co-founder of the
Yellowstone Club resort, alleges that Patten Peterman, debtor's
counsel in the reorganization, conspired with his former attorney
and head of the creditors' committee to pin the bankruptcy on him.

                        About Yellowstone Club

Located near Big Sky, Montana, Yellowstone Club --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle.  The Company was founded in 1999.

Yellowstone Mountain Club LLC and its affiliates filed for Chapter
11 on Nov. 10, 2008 (Bankr. D. Mont. Case No. 08-61570).  The
Company's owner affiliate Edra D. Blixseth, filed for Chapter 11
on March 27, 2009 (Bankr. D. Mont. Case No. 09-60452).

In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan.  Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized club for $115 million.

Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC, represented the Debtors.  The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO.  The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.

The Court entered an order confirming The Yellowstone Club's
Chapter 11 Plan of Reorganization in June 2009.


* 2nd Circ. Backs Matrix's $9-Mil. Breach for Dunkin Donuts Stores
------------------------------------------------------------------
Samuel Howard at Bankruptcy Law360 reports that the Second Circuit
on Thursday affirmed a $9 million penalty for Matrix Realty Group
Inc. after the company reneged on an agreement to buy a string of
Dunkin' Donuts franchises out of bankruptcy for $27 million.

In a summary order, Law360 says, the appeals court upheld the
$9 million breach of contract judgment and flatly rejected
Matrix's claim that it properly terminated the sales contract for
some 27 Dunkin' Donuts locations in Westchester, N.Y., after
Dunkin as franchisor objected to the deal.


* Right to Jury Trial Waived by Filing Copyright Claim
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a plaintiff on a copyright violation claim waived the
right to a jury trial by filing a proof of claim in a bankruptcy
case, U.S. District Judge David Doty in Minneapolis ruled July 14.
Judge Doty noted that appeals courts are divided.  The Court of
Appeals in New Orleans says there is a right to a jury trial
despite filing a claim while the Court of Appeals in New York
holds that filing a claim waives the jury.  Judge Doty sided with
the Second Circuit in New York by saying that the jury trial right
was waived.  The case is Pearson Education Inc. v. Almgren,
11-496, U.S. District Court, District of Minnesota (Minneapolis).


* Spending $300 Monthly on Cigarettes Not Unreasonable
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that spending $300 a month on cigarettes and another $300
on recreation isn't automatically unreasonable, U.S. District
Judge Thomas L. Ludington in Detroit ruled on July 14 in upholding
confirmation of a Chapter 13 plan.  Creditors challenged approval
of the bankrupts' repayment plan in Chapter 13, contending that
cigarette and entertainment expenses were unreasonable in
calculating disposable income left for payment to creditors.
Following other courts, Judge Ludington said cigarette consumption
is not "per se unreasonable" because it is a legal activity. He
also said the bankruptcy judge didn't err in finding entertainment
expense reasonable because the couple had minor children.  The
case is Dow Chemical Employees Credit Union v. Collins, 10-20718,
U.S. District Court, Eastern District Michigan (Detroit).


* U.S. Bank Failures Slow So Far But Will Likely Remain Elevated
----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that U.S. bank failures have
slowed in 2011 from the flood of recent years, but a large
reservoir of problem banks will keep the failure rate relatively
high as regulators slog through the backlog.


* Economic Crisis Threatens Greek Community Paper in Istanbul
-------------------------------------------------------------
Dow Jones' DBR Small Cap reports that the impact of Greece's
economic crisis has reached Istanbul, where the Greek minority's
main newspaper, the 86-year-old Apoyevmatini, is under threat of
closure, Agence France-Presse reported.


* New Legislation Aims to Bar Bankruptcy-Venue Shopping
-------------------------------------------------------
Dow Jones' DBR Small Cap reports that Republican Rep. Lamar Smith
and Democratic Rep. John Conyers Jr. have teamed up to propose
legislation that would bar companies from strategically seeking
bankruptcy protection in a faraway court deemed friendly to their
interests rather than where they operate.

Ranking Member John Conyers, Jr. (D-Mich.) along with House
Judiciary Committee Chairman Lamar Smith (R-Texas) introduced
legislation to prevent forum-shopping in chapter 11 bankruptcy
reorganization cases, according to American Bankruptcy Institute.


* U.S. Business Bankruptcy Filings Drop in June
-----------------------------------------------
American Bankruptcy Institute reports that fewer struggling U.S.
businesses sought bankruptcy protection in June, leading
nationwide filing numbers to drop 1.8 percent from May, to 6,481
cases, and continuing a pattern that began to take shape earlier
this year.


* More Small Business Owners Sell as Values Remain Depressed
------------------------------------------------------------
Dow Jones' DBR Small Cap reports that more small-business owners
sold their companies in the second quarter, but there's gloom
surrounding the transactions.


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                             Total
                                            Share-      Total
                                  Total   Holders'    Working
                                 Assets     Equity    Capital
  Company           Ticker        ($MM)      ($MM)      ($MM)
  -------           ------       ------   --------    -------
A&W REV ROYAL-UT    AWRRF US      179.2     (147.6)       3.6
A&W REV ROYAL-UT    AW-U CN       179.2     (147.6)       3.6
ABSOLUTE SOFTWRE    ABT CN        116.3      (12.0)     (12.6)
ACCO BRANDS CORP    ABD US      1,094.2      (77.0)     293.1
ALASKA COMM SYS     ALSK US       609.8      (27.4)       6.3
AMER AXLE & MFG     AXL US      2,167.8     (415.4)      60.4
AMR CORP            AMR US     27,113.0   (3,949.0)  (1,028.0)
ANOORAQ RESOURCE    ARQ SJ      1,024.0      (77.0)      20.9
AUTOZONE INC        AZO US      5,884.9   (1,119.5)    (655.3)
BLUEKNIGHT ENERG    BKEP US       323.5      (35.1)     (85.8)
BOSTON PIZZA R-U    BPF-U CN      148.2     (100.1)       1.3
CABLEVISION SY-A    CVC US      8,962.9   (6,462.4)    (309.5)
CADIZ INC           CDZI US        46.7       (2.1)       2.1
CC MEDIA-A          CCMO US    16,938.6   (7,280.4)   1,644.2
CENTENNIAL COMM     CYCL US     1,480.9     (925.9)     (52.1)
CENVEO INC          CVO US      1,439.5     (333.5)     208.1
CHENIERE ENERGY     CQP US      1,776.3     (547.6)      24.4
CHENIERE ENERGY     LNG US      2,564.4     (509.7)      87.4
CHOICE HOTELS       CHH US        412.4      (49.0)      (1.9)
CINCINNATI BELL     CBB US      2,636.2     (650.4)       6.4
CLOROX CO           CLX US      4,051.0      (82.0)     (28.0)
COLUMBIA LABORAT    CBRX US        27.8       (2.6)      11.5
DENNY'S CORP        DENN US       296.8     (102.3)     (36.9)
DIRECTV-A           DTV US     20,593.0     (678.0)   2,813.0
DISH NETWORK-A      DISH US    10,280.6     (502.5)     705.1
DISH NETWORK-A      EOT GR     10,280.6     (502.5)     705.1
DOMINO'S PIZZA      DPZ US        487.4   (1,167.7)     167.9
DUN & BRADSTREET    DNB US      1,825.5     (615.8)    (321.8)
EPICEPT CORP        EPCT SS        12.4       (6.0)       6.0
EXELIXIS INC        EXEL US       495.7      (68.7)     126.1
FREESCALE SEMICO    FSL US      4,097.0   (5,076.0)   1,468.0
GENCORP INC         GY US         987.3     (161.1)      94.3
GLG PARTNERS INC    GLG US        400.0     (285.6)     156.9
GLG PARTNERS-UTS    GLG/U US      400.0     (285.6)     156.9
GRAHAM PACKAGING    GRM US      2,943.5     (501.5)     313.1
HANDY & HARMAN L    HNH US        372.2      (23.9)      13.2
HCA HOLDINGS INC    HCA US     23,809.0   (7,788.0)   2,719.0
HUGHES TELEMATIC    HUTC US       108.8      (62.4)     (16.0)
IDENIX PHARM        IDIX US        54.9      (40.6)      19.6
INCYTE CORP         INCY US       459.6     (104.0)     315.8
IPCS INC            IPCS US       559.2      (33.0)      72.1
ISTA PHARMACEUTI    ISTA US       131.7     (161.7)       6.6
JUST ENERGY GROU    JE CN       1,588.6     (219.4)    (303.2)
KNOLOGY INC         KNOL US       823.7       (4.0)      42.7
LIN TV CORP-CL A    TVL US        797.4     (127.9)      38.6
LIZ CLAIBORNE       LIZ US      1,255.8     (124.5)     (26.5)
LORILLARD INC       LO US       3,590.0     (449.0)   1,290.0
MAINSTREET EQUIT    MEQ CN        453.0      (10.2)       -
MANNKIND CORP       MNKD US       254.8     (203.5)      26.2
MEAD JOHNSON        MJN US      2,465.4     (250.4)     572.3
MERITOR INC         MTOR US     2,675.0   (1,006.0)     205.0
MOODY'S CORP        MCO US      2,524.4     (223.2)     498.6
MORGANS HOTEL GR    MHGC US       692.8      (29.2)     205.1
MPG OFFICE TRUST    MPG US      2,725.0   (1,082.2)       -
NATIONAL CINEMED    NCMI US       796.4     (327.0)      74.0
NAVISTAR INTL       NAV US      9,966.0     (764.0)   1,819.0
NEXSTAR BROADC-A    NXST US       582.6     (181.2)      40.0
NPS PHARM INC       NPSP US       158.3     (159.7)     117.8
NYMOX PHARMACEUT    NYMX US        10.0       (3.3)       6.8
ODYSSEY MARINE      OMEX US        25.7       (8.1)     (14.0)
OTELCO INC-IDS      OTT-U CN      319.2       (7.6)      22.4
OTELCO INC-IDS      OTT US        319.2       (7.6)      22.4
PALM INC            PALM US     1,007.2       (6.2)     141.7
PDL BIOPHARMA IN    PDLI US       248.7     (371.2)    (161.6)
PLAYBOY ENTERP-A    PLA/A US      165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B    PLA US        165.8      (54.4)     (16.9)
PRIMEDIA INC        PRM US        208.0      (91.7)       3.6
PROTECTION ONE      PONE US       562.9      (61.8)      (7.6)
PURE INDUSTRIAL     AAR-U CN      277.1       (8.6)       -
QUALITY DISTRIBU    QLTY US       281.4     (124.4)      40.9
QUANTUM CORP        QTM US        431.0      (61.1)      97.9
QWEST COMMUNICAT    Q US       16,849.0   (1,560.0)  (2,828.0)
RAPTOR PHARMACEU    RPTP US        20.5      (14.6)     (21.4)
REGAL ENTERTAI-A    RGC US      2,323.2     (541.6)    (114.5)
RENAISSANCE LEA     RLRN US        49.9      (31.4)     (36.6)
REVLON INC-A        REV US      1,105.5     (686.5)     132.7
RSC HOLDINGS INC    RRR US      2,817.4      (62.2)     (71.6)
RURAL/METRO CORP    RURL US       303.7      (92.1)      72.4
SALLY BEAUTY HOL    SBH US      1,707.0     (340.6)     418.5
SINCLAIR BROAD-A    SBGI US     1,571.2     (144.6)      60.4
SINCLAIR BROAD-A    SBTA GR     1,571.2     (144.6)      60.4
SMART TECHNOL-A     SMT US        546.2      (43.3)     173.7
SMART TECHNOL-A     SMA CN        546.2      (43.3)     173.7
SPIRIT AIRLINES     SAVE US       545.2      (97.0)      27.6
SUN COMMUNITIES     SUI US      1,160.1     (111.7)       -
SWIFT TRANSPORTA    SWFT US     2,555.7       (9.8)     204.6
TAUBMAN CENTERS     TCO US      2,535.6     (512.8)       -
TEAM HEALTH HOLD    TMH US        832.2      (25.7)      44.8
THERAVANCE          THRX US       315.1      (27.8)     266.9
TOWN SPORTS INTE    CLUB US       460.0       (4.7)     (15.4)
UNISYS CORP         UIS US      2,949.3     (692.1)     547.6
UNITED RENTALS      URI US      3,692.0      (29.0)     123.0
US AIRWAYS GROUP    LCC US      8,217.0      (30.0)    (104.0)
VANGUARD HEALTH     VHS US      4,162.2     (186.6)     356.5
VECTOR GROUP LTD    VGR US        924.6      (61.4)     294.8
VENOCO INC          VQ US         815.6      (21.6)       8.1
VERISK ANALYTI-A    VRSK US     1,286.4     (109.1)    (180.8)
VIRGIN MOBILE-A     VM US         307.4     (244.2)    (138.3)
VONAGE HOLDINGS     VG US         251.7     (102.0)     (39.2)
WARNER MUSIC GRO    WMG US      3,617.0     (254.0)    (650.0)
WEIGHT WATCHERS     WTW US      1,126.0     (636.6)    (345.4)
WESTMORELAND COA    WLB US        788.0     (173.9)      (1.0)
WORLD COLOR PRES    WC CN       2,641.5   (1,735.9)     479.2
WORLD COLOR PRES    WCPSF US    2,641.5   (1,735.9)     479.2
WORLD COLOR PRES    WC/U CN     2,641.5   (1,735.9)     479.2



                           *********

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, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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