TCR_Public/110808.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, August 8, 2011, Vol. 15, No. 218

                            Headlines

12 BYFIELD: Court Confirms Amended Chapter 11 Plan
210 LUDLOW STREET: Court Pegs Holiday Inn Market Value at $2.5MM
3G PROPERTIES: Wants Capital Bank Lift Stay Order Vacated
439 FEDERAL: Case Summary & 4 Largest Unsecured Creditors
785 PARTNERS: Manhattan Condo Owner in Chapter 11

ACADEMY LTD: S&P Assigns 'B' Corporate Credit Rating
AES THAMES: Aug. 23 Hearing Set on Further Use of CL&P Collateral
ALISO COMMONS: Cash Collateral Hearing on Thursday
ALLY FINANCIAL: Reports $113 Million Net Income in Second Quarter
AMERICAN AXLE: Two Independent Directors Added to Board

AMERICAN GUARANTY: Moody's Downgrades IFS Rating to 'B1'
AMERICAN PACIFIC: Trustee Wins OK for Sullivan Hill as Counsel
AMR CORP: Reports 87.7 Percent Load Factor in July
ASTORIA GENERATING: Moody's Cuts 1st Lien Term Loan Rating to B3
ATV HARDWARE: Case Summary & 20 Largest Unsecured Creditors

BH MALL: Conversion Denied, But Sept. 22 Auction Looms
BLUE RIDGE: Two Newspapers to be Auctioned on Aug. 24
CAESARS ENTERTAINMENT: Board OKs Salary Increase for John Payne
CAPSALUS CORP: To Acquire Sales & Marketing Operation of GeneWize
CAR WASH: Business Foreclosed, Wants Conversion to Chapter 7

CARBON ENERGY: Meeting of Creditors Continued Until Sept. 26
CASCADE BANCORP: Michael Allison Resigns as EVP and CCO
CB HOLDING: Hopes to Present Plan for Confirmation on Oct. 18
CC MEDIA: Incurs $53.2-Mil. Net Loss in June 30 Quarter
CENTRAL FALLS, R.I.: Wants to Reject CBAs With 3 Unions

CHANNELSIDE CINEMAS: Case Summary & 5 Largest Unsecured Creditors
CLEARWIRE CORP: Incurs $168.7 Million Net Loss in June 30 Quarter
CLEARWIRE CORP: S&P Gives Negative Outlook; Add'l Capital Needed
COMMERCIAL CAPITAL: Court OKs Sender as Special Counsel
COMMUNITY HEALTH: Bank Debt Trades at 4% Off in Secondary Market

COMMUNITY HEALTH: Bank Debt Trades at 3% Off in Secondary Market
CONTECH CONSTRUCTION: Cut by Moody's to 'Caa2'; Outlook Negative
CONTINENTAL COMMON: Wants 45-Day Lease Decision Period Extension
CORUS BANKSHARES: Exclusive Plan Filing Deadline Moved to Aug. 28
CREDITRON FINANCIAL: Sale Hearing Set for Aug. 15

CROSSOVER FINANCIAL: U.S. Trustee Unable to Form Committee
CRYSTAL CATHEDRAL: Committee Wants to Propose Alternative Plan
DAVIDS JEWELERS: To Liquidate Assets Under Bankruptcy Code
DEBRALL, INC.: Case Summary & 10 Largest Unsecured Creditors
DEX MEDIA EAST: Bank Debt Trades at 28% Off in Secondary Market

DEX MEDIA WEST: Bank Debt Trades at 18% Off in Secondary Market
EAGLES NEST: Case Summary & 20 Largest Unsecured Creditors
EAST LAKE: Case Summary & 11 Largest Unsecured Creditors
EL POLLO: Hiked by Moody's to 'Caa1' on More Manageable Debt
ELEPHANT & CASTLE: Repechage Files Schedules of Assets & Debts

EQUINO PROPERTIES: Voluntary Chapter 11 Case Summary
EVERGREEN PLAZA: Normandie Has Until Aug. 12 to File Schedules
EVERGREEN PLAZA: Meeting of Creditors Continued Until Sept. 1
EXTENDED STAY: Trustee Moving Own Suits to District Court
FHG ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors

FIRST DATA: Incurs $128.2 Million Net Loss in Second Quarter
FNB UNITED: $310-Mil. Common Shares Offering Fully Subscribed
FORD MOTOR: DBRS Assigns 'BB' Rating on Senior Unsecured Notes
FRE REAL ESTATE: Ch. 11 Case Dismissed at Behest of U.S. Trustee
GELT PROPERTIES: Files List of 20 Largest Unsecured Creditors

GELT PROPERTIES: Hiring Ciardi Law Firm as Chapter 11 Counsel
GELT PROPERTIES: Seeks 14-Day Extension to File Schedules
GELT PROPERTIES: Hearing on Cash Collateral Use Tomorrow
GIORDANO'S ENTERPRISES: Settles Royalty Dispute with Franchisees
GIORDANO'S ENTERPRISES: Owners File $128M Suit Against Advisers

GULF INVESTMENT: Fitch Upgrades Individual Rating to 'D'
HAWKER BEECHCRAFT: Incurs $19.6-Mil. Operating Loss in Q2
HCA HOLDINGS: Bank Debt Trades at 1% Off in Secondary Market
HORIZON VILLAGE: Files Schedules of Assets and Liabilities
HRH CONSTRUCTION: Court Rules on NYU Contract Dispute

INDIGOLD CARBON: Moody's Corrects Corporate to 'Ba3'
J L NELSON: Voluntary Chapter 11 Case Summary
JACKSON HEWITT: Creditor Group Now Backs Restructuring Plan
JAMES DONNAN: FBI, IRS Probe Alleged Ponzi Scheme
JELD-WEN INC: S&P Assigns Preliminary 'B-' Corp. Credit Rating

JIM SLEMONS HAWAII: Second Bid to Disqualify Judge Rejected
KINDER MORGAN: S&P Assigns Rating to Unit's Senior Note Issuance
LACK'S STORES: Wants Plan Filing Exclusivity Extended to Nov. 14
LAMB LIVESTOCK: Affirms Trial Court Ruling Over Assets
LAMBUTH UNIVERSITY: Proposes to Lease Campus to Univ. of Memphis

LAW ENFORCEMENT: Frost PLLC Resigns as Independent Accountant
LEVEL 3: Incurs $181 Million Net Loss in June 30 Quarter
LEVEL 3: Stockholders OK Issuance of Shares to Global Crossing
LEVEL 3: S&P Assigns 'B+' Issue-Level Rating to Term Loan
LION COPOLYMER: Moody's Withdraws 'B2' Corp. Family Rating

LOS ANGELES DODGERS: Judge Clears Dewey, Young Conaway as Counsel
MIRASOL, INC.: Case Summary & 20 Largest Unsecured Creditors
MOLL INDUSTRIES: Panel's Equitable Subordination Suit Dismissed
MONARCH POINTE: Liquidator Sues Sheppard Mullin Over Collapse
MORGAN'S FOODS: Inks Forbearance Agreement with GE Capital

MP-TECH AMERICA: Auction for All Assets Postponed to Friday
NATIONAL ENVELOPE: Wants Plan Filing Period Extended Until Oct. 5
NATIONAL GROUP: A.M. Best Downgrades FSR to 'E'
NAVISTAR INTERNATIONAL: CEO to Present at Jefferies Conference
NCR CORP: S&P Lowers Corporate Credit Rating to 'BB+'

OAKLAND COUNTY: Moody's Assigns Rating to Refunding Bonds
OPEN SOLUTIONS: Bank Debt Trades at 14% Off in Secondary Market
OWENS CORNING: Moody's Says Credit Extension No Ratings Impact
OWENS-ILLINOIS INC: S&P Affirms 'BB+' Corporate Credit Rating
PACIFIC AVENUE: Creditors Approve Chapter 11 Bankruptcy Plan

PIEDLOW INC: Case Summary & 20 Largest Unsecured Creditors
PJ FINANCE: Meeting of Creditors Continued Until Aug. 31
RAILWORKS CORP: IRS Allowed $36T Unsec. Claim & $9T Priority Claim
REALOGY CORP: Incurs $21 Million Net Loss in June 30 Quarter
REVEL ENTERTAINMENT: Debt Trades at 6% Off in Secondary Market

REITTER CORP: Stipulation Extending Use of Cash to Sept. 1 Okayed
REPACS TRUST: Moody's Upgrades Rating on Warwick Series to Caa3
ROCK PARENT: S&P Assigns Preliminary 'B' Corp. Credit Rating
ROLAND MACHER: Faces Prison Time for Bankruptcy Fraud
SECURITY BENEFIT: A.M. Best Upgrades Debt Ratings to 'bb'

SHADY ACRES: Plan Confirmation Hearing Resumes Wednesday
SIGNATURE 6: Moody's Lifts Rating on Class B Notes to 'Ba3'
SINCLAIR BROADCAST: Reports $18.4 Million Net Income in Q2
SIX3 SYSTEMS: S&P Withdraws 'B' Corporate Credit Rating
TELLICO LANDING: Court OKs Hagood Tarpy as General Counsel

TEMPLE BETH: Case Summary & 14 Largest Unsecured Creditors
TERRA-GEN FINANCE: S&P Puts BB- Corp. Credit Rating on Watch Neg.
TP INC: Trustee Can Sell North Carolina Property for $365,000
TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market
TRICO MARINE: Confirms Chapter 11 Plan by Use of Cramdown

UNI-PIXEL INC: To Hold 2nd Quarter Conference Call on Aug. 10
UNIQUE BROADBAND: Obtains Oct. 31 Extension of CCAA Stay
US FOODSERVICE: Bank Debt Trades at 6% Off in Secondary Market
USA SCREENPRINT: Voluntary Chapter 11 Case Summary
USEC INC: Incurs $21.2 Million Net Loss in Second Quarter

USG CORP: Files Form 10-Q; Incurs $70-Mil. Net Loss in Q2
VALLEJO, CA: Files Modified Second Amended Plan
VISUALANT INC: Incurs $947,758 Net Loss in June 30 Quarter
WASHINGTON MUTUAL: FDIC Supports WMI's Chapter 11 Plan
WAXESS HOLDINGS: Inks Registration Rights Pacts with Investors

XM SATELLITE: S&P Affirms 'BB-' Ratings on Senior Notes

* Stern Opinion May Preclude Extending Bankruptcy Stays

* S&P Lowers Rating on United States to 'AA+'; Outlook Negative

* 15 Companies in S&P List of Defaulters in Second Quarter
* S&P Puts 'B' CCRs on For-Profit Nursing Homes on Watch Neg.

* NHB Bags M&A Advisor's Distressed Financing Deal of the Year

* BOND PRICING -- For Week From Aug. 1 - 5, 2011


                            *********


12 BYFIELD: Court Confirms Amended Chapter 11 Plan
--------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
has confirmed the Chapter 11 Plan of Reorganization of 12 Byfield,
LLC.

The Court's July 15, 2011 order provides that the Amended Chapter
11 Plan of Reorganization dated May 19, 2011 is confirmed in all
respects pursuant to Section 1129 of the Bankruptcy Code; however
the Plan will be modified so that it will provide that (i) the
allowed Class 1 Secured Claim of USA Bank will receive monthly
interest payments at a rate equal to 6% per annum, and (ii) the
Debtor is authorized to enter into the exit financing with an
alternative lender under similar or better terms and conditions.

Secured Creditor USA Bank, which voted to reject the Plan, had
objected to the confirmation of the Plan, citing that the Plan is
not feasible and does not treat the Bank's secured claim fairly
and equitably.

USA Bank opposed the payment of the Bank's claim solely through
monthly interest payments at a rate of 4.25%, which is less than
half the 9% interest rate provided for in the Bank's Promissory
Note and "significantly less" than the amount of default rate
interest it could charge.

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 Plan also provides that James and Susan
Schecter, as the holders of the equity interests, have agreed to
infuse up to an additional $250,000, if needed by the Reorganized
Debtor.

Secured creditor USA Bank will be paid in full from the proceeds
of the sale of the Project.

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.

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.


210 LUDLOW STREET: Court Pegs Holiday Inn Market Value at $2.5MM
----------------------------------------------------------------
The current value of the Holiday Inn located in Warren,
Pennsylvania, is $2,528,000, according to an Aug. 3, 2011
Memorandum Opinion and Order by Bankruptcy Judge Thomas P.
Agresti, a copy of which is available at http://is.gd/cqRV7Afrom
Leagle.com.  210 Ludlow Street Corp., the operator of the Holiday
Inn, is seeking permission to use cash collateral.  The Debtor
said the Property was valued at $1,179,000 as of Aug. 24, 2010,
and proposed to pay monthly adequate protection payments of
$5,993.25 to Wells Fargo Bank, N.A., for use of the cash
collateral.  Wells Fargo holds the mortgage on the real property
where the Holiday Inn is located as well as retaining a security
interest in the proceeds from sales and services provided by the
hotel.

The United States Trustee and Wells Fargo objected to the Cash
Collateral Motion.  The U.S. Trustee said the request failed to
comply with the Court's requirements as to the type of relief that
can be granted in a cash collateral motion.  Wells Fargo argued
that the Property was worth substantially more than the Debtor
contended, and that consequently, the proposed monthly adequate
protection payment was insufficient.

Judge Agresti will allow the Parties some time to attempt a
consensual agreement on cash collateral use and adequate
protection payments based on the valuation.  In the event they are
unable to do so a further hearing on that issue will also be
scheduled.

By Aug. 15, 2011, the Parties are to file a proposed Consent Order
with the Court indicating their agreement as to an adequate
protection payment and other terms for the Debtor's use of cash
collateral in light of the Court's decision on the value of the
Property.  Alternatively, if the Parties are unable to so agree, a
Status Report to that effect shall be filed.

A hearing to determine the amount of adequate protection payments
is set for Aug. 18, 2011, at 9:30 a.m. in the Bankruptcy
Courtroom, U.S. Courthouse, 17 South Park Row, Erie, in
Pennsylvania, unless the Parties reach an agreement as to payment
before Aug. 15, 2011, in which event, the Aug. 18, 2011 hearing
will be cancelled.

                      About 210 Ludlow Street

210 Ludlow Street Corp., based in Warren, Pennsylvania, filed
for Chapter 11 bankruptcy (Bankr. W.D. Pa. Case No. 10-11850) on
Oct. 8, 2010.  210 Ludlow Street Corp. estimated under $50,000 in
assets and $1 million to $10 million in debts.  Affiliate Warren
Motel Associates filed a separate petition (Bankr. W.D. Pa. Case
No. 10-11851) on Oct. 8, 2010, listing $1 million to $10 million
in both assets and debts.

Judge Thomas P. Agresti presides over the case.  Michael Kaminski,
Esq., and Robert J. Blumling, Esq. -- mkaminski@blumlinggusky.com
and rblumling@blumlinggusky.com -- at Blumling & Gusky, LLP, serve
as bankruptcy counsel.  The petitions were signed by John McGraw,
its president.

Secured creditor Wells Fargo is represented by:

          John M. Steidle, Esq.
          BURNS WHITE LLC
          Four Northshore Center
          106 Isabella Street,
          Pittsburgh, PA 15212-5805
          Tel: 412-995-3106
          E-mail: jmsteidle@burnswhite.com


3G PROPERTIES: Wants Capital Bank Lift Stay Order Vacated
---------------------------------------------------------
On July 12, 2011, the U.S. Bankruptcy Court for the Eastern
District of North Carolina, Raleigh Division, denied confirmation
of 3G Properties, LLC's Chapter 11 Plan, filed on Dec. 13, 2010,
on the basis that "the court does not foresee any change in the
Debtor's circumstances that would allow it to propose a plan to
cure the defects identified."  Thus, Capital Bank's motion for
relief from stay is allowed.  The Court also reconsidered its
earlier denial of Southern Community Bank's motion for relief from
stay, dated Nov. 5, 2010, and that motion is also allowed.

Secured lenders Southern and Capital filed ballots rejecting the
Debtor's proposed Chapter 11 plan.

On July 26, 2011, the Debtor asked the Court to reconsider its
July 12, 2011 order as it pertains to the motion for relief from
automatic stay filed by Capital Bank.  According to the Debtor,
the Court made the determination despite not having heard any
argument or presentation from it regarding its intent or ability
to propose a revised plan of reorganization, following the
granting of relief from automatic stay to Southern Community Bank.

Thus, the Debtor asks the Court to vacate that part of the order
as it relates to the Capital Stay Motion.

In a separate order, dated July 28, 2011, the Bankruptcy Court
extended the Debtor's exclusive period to obtain acceptances of
its plan for an additional 60 day time period, or until Sept. 16,
2011.

                      About 3 G Properties

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

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


439 FEDERAL: Case Summary & 4 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: 439 Federal Road Inc.
        439 Federal Road
        Brookfield, CT 06804
        Tel: (860) 354-8258

Bankruptcy Case No.: 11-22323

Chapter 11 Petition Date: August 3, 2011

Court: U.S. Bankruptcy Court
       District of Connecticut (Hartford)

Judge: Albert S. Dabrowski

Debtor's Counsel: Joseph J. D'Agostino, Jr., Esq.
                  LAW OFFICES OF JOSEPH J. D'AGOSTINO, JR.
                  1062 Barnes Road, Suite 304
                  Wallingford, CT 06492
                  Tel: (203) 265-5222
                  Fax: (203) 265-5236
                  E-mail: joseph@lawjjd.com

Scheduled Assets: $3,124,359

Scheduled Debts: $3,516,000

A list of the Company's four largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/ctb11-22323.pdf

The petition was signed by Gary Gordon, officer.


785 PARTNERS: Manhattan Condo Owner in Chapter 11
-------------------------------------------------
785 Partners LLC, the owner of the glass-clad condominium at 785
Eighth Avenue in Manhattan, filed a bare-bones Chapter 11
petition.

A property owner sometimes files a bare-bones petition when
confronted with an emergency, such as the need to forestall
imminent foreclosure, Bill Rochelle, the bankruptcy columnist for
Bloomberg News, notes.

The Real Deal Online reports that the Company's 566-foot glass
sliver tower at 48th Street, nicknamed the sliver tower, was co-
developed by Esplanade Capital, led by Jay Eisenstadt and David
Scharf, and designed by Ismael Leyva Architects.  The 43-story
building has been frozen since last year while an $84 million
foreclosure suit wound its way through the courts.

The Real Deal report says investors Donald and Kevin O'Sullivan
were named as the guarantors of $84 million in loans for the
project, which was scheduled to include extended-stay housing
under the BridgeStreet Worldwide hotel brand.

According to the Real Deal report, the company's 566-foot glass
sliver tower at 48th Street, nicknamed the sliver tower, was co-
developed by Esplanade Capital, led by Jay Eisenstadt and David
Scharf, and designed by Ismael Leyva Architects.  The 43-story
building has been frozen since last year while an $84 million
foreclosure suit wound its way through the courts.

The Real Deal report says investors Donald and Kevin O'Sullivan
were named as the guarantors of $84 million in loans for the
project, which was scheduled to include extended-stay housing
under the BridgeStreet Worldwide hotel brand.

785 Partners LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 11-13702) on Aug. 3, 2011.  Andrew K. Glenn, Esq., at
Kasowitz, Benson, Torres & Friedman LLP, in New York, serves as
counsel.  The Debtor estimated assets and debts of $100 million to
$500 million.


ACADEMY LTD: S&P Assigns 'B' Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Katy, Texas-based Academy Ltd. The outlook is
stable.

"At the same time, we assigned our 'B' issue-level rating and '4'
recovery rating to the company's $840 million term loan due 2018.
We also assigned our 'CCC+' issue-level rating and '6' recovery
rating to the company's $450 million of senior notes due 2019,"
S&P related.

According to the company, the proceeds from the term loan and
senior notes, along with equity contributions, will fund the
acquisition of the company by  Kohlberg Kravis Roberts & Co.
(KKR).

"The ratings on Academy reflect our expectation of moderate near-
term performance gains, but not to the extent where we would see a
meaningful strengthening of credit measures," said Standard &
Poor's credit analyst David Kuntz. "The company should remain
highly leveraged with thin cash flow protection measures as a
result of the leveraged buyout by KKR. The company's weak business
profile incorporates our view of its participation in the highly
competitive and mature sporting goods industry, the discretionary
nature of its merchandise, and geographic concentration."


AES THAMES: Aug. 23 Hearing Set on Further Use of CL&P Collateral
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized AES Thames, L.L.C., to use cash collateral in which
Connecticut Light and Power Company (CL&P) may claim an interest,
pursuant to a budget.  This is the sixth interim order authorizing
the Debtor's limited use of cash collateral.  As adequate
protection, CL&P is granted a replacement lien on the cash
collateral.

A further hearing on the cash collateral motion is scheduled for
Aug. 23, 2011, at 10:00 a.m. Eastern Time.  Objections to the
motion must be filed no later than Aug. 16, 2011, at 4:00 p.m.
Eastern Time.

As reported in the TCR on July 13, 2011, the Debtor asked the
Bankruptcy Court for authorization to use the property of the
estate, including cash that may constitute cash collateral for the
purpose of obtaining market participant status, and grant
Connecticut Light and Power Company (CL&P) adequate protection.

The Debtor will also use the property of the estate to:

   -- post the MPS deposit, including authorization to post cash
      or similar form of deposit;

   -- pay the application fee;

   -- take the application steps;

   -- execute the MPS agreement; and

   -- make further use of the Debtor's property other than in the
      ordinary course of business as the Debtor deems necessary.

The Debtor relates that CL&P failed to obtain control over any
deposit accounts or to take possession of cash of the Debtor as
required by the UCC to perfect its security interest.  The Debtor
stated that the interest of CL&P, if any, that is entitled to
protection is minimal.

As adequate protection for any diminution in value of the lenders'
collateral, the Debtor will grant CL&P a replacement lien on
substantially the same terms as the fifth interim order.

                        About AES Thames

Uncasville, Connecticut-based AES Thames, L.L.C., owns and
operates a coal-fired power plant located in Montville,
Connecticut.  The facility generates and sells electricity to
Connecticut Light and Power Company.  It also supplies processed
steam to a recycled paperboard mill owned by Smurfit-Stone
Container Corp.  AES Thames is a unit of AES Corp., the Arlington,
Virginia-based power producer with operations in 29 countries.

AES Thames filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 11-10334) on Feb. 1, 2011.  The increased cost of
energy production and the "uneconomic and onerous provisions" of a
steam sale agreement with Smurfit-Stone's predecessor led AES
Thames to seek bankruptcy protection.

Adam G. Landis, Esq., and Kerri K. Mumford, Esq., at Landis Rath &
Cobb LLP, in Wilmington, Delaware, serve as the Debtor's
bankruptcy counsel.

The Debtor tapped Murtha Cullina LLP as its special counsel;
Charles River Associates as its regulatory consultant, and
Houlihan Lockey Capital, Inc., as financial advisor and investment
banker.

According to court filings, based on the balance sheet as of
Dec. 1, 2010, total assets were $162 million, and the Debtor has
$52 million in short term liabilities and $122.6 million in long
term debt.  The TCR reported on March 30, 2011, that the Debtor
disclosed $156,747,507 in assets and $5,929,775 in liabilities.

On Feb. 15, 2011, the U.S. Trustee appointed an official Committee
of Unsecured Creditors in the Debtor's case.  The Committee tapped
FTI Consulting Inc. as its restructuring and financial advisor,
and Blank Rome LLP as its counsel.


ALISO COMMONS: Cash Collateral Hearing on Thursday
--------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
entered, on July 27, 2011, its third interim order authorizing
Aliso Commons Corner, LLC, to use cash collateral through July 7,
2011, solely to pay the expenses as set forth in a budget.  The
Debtor is authorized to use the balance of funds remaining in its
attorney trust account to pay for attorneys' fees and costs set
forth in the budget.

American Security Bank, the prepetition secured lender, is
granted, effective as of the petition date, a "replacement lien"
in all prepetition and postpetition assets of the Debtor, but only
to the extent there is a diminution in value of the prepetition
collateral.  The postpetition lien will not extend to avoidance
actions (or recoveries) under Chapter 5 of the Bankruptcy Code.

The Debtor will pay American Security adequate protection payments
equal to the cash collateral remaining as of June 30, 2011, after
payment of expenses delineated in the budget.

American Security will also have an allowed super priority
administrative claim of the kind and priority, to the extent
applicable, under sections 503(b) and 507(b) of the Bankruptcy
Code.

The requirements under the Second Interim Order were not satisfied
by Debtor.  Entry of this further order will not imply a waiver
or excuse from the requirements under the Second Interim Order and
Lender reserves all rights in connection therewith.

A further hearing on the use of cash collateral will be held on
Aug. 11, 2011, at 11:00 a.m.  Any response to the motion will be
filed and served five calendar days prior to the continued
hearing.  Any reply will be filed and served three calendar
days prior to the continued hearing.

                    About Aliso Commons Corner

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


ALLY FINANCIAL: Reports $113 Million Net Income in Second Quarter
-----------------------------------------------------------------
Ally Financial Inc. reported net income of $113 million for the
second quarter of 2011, compared to $146 million in the prior
quarter and $565 million for the second quarter of 2010.  Core
pre-tax income, which reflects income from continuing operations
before taxes and original issue discount amortization expense
primarily from bond exchanges, totaled $466 million in the second
quarter of 2011, compared to $428 million in the prior quarter and
$727 million in the comparable prior year period.

"We continued to see solid financial results with another
profitable quarter, strong capital and liquidity, and lower
funding costs," said Chief Executive Officer Michael A. Carpenter.
"Our auto franchise continued to hold a leading position and
demonstrate growth in key areas, with year-over-year increases in
used, lease and diversified consumer originations.  We also
remained focused on building our deposit base at Ally Bank and
recently introduced a number of new products as we strive to offer
consumers leading banking products with exceptional customer
service."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/d6OUsb

                       About Ally Financial

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

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

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

                          *     *     *

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

As reported by the TCR on May 6, 2011, Standard & Poor's Ratings
Services raised its long-term counterparty credit ratings on both
Ally Financial Inc. (formerly GMAC Inc.) and subsidiary
Residential Capital LLC (ResCap) to 'B+' from 'B'.  The outlook on
both ratings is stable.  "Ally, an automobile- and mortgage-
finance and servicing company, and ResCap, its mortgage
subsidiary, improved their capital, credit quality, earnings, and
liquidity in recent months," said Standard & Poor's credit analyst
Brendan Browne.  They also settled a material portion of their
mortgage repurchase risk and have been profitable.

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

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


AMERICAN AXLE: Two Independent Directors Added to Board
-------------------------------------------------------
American Axle & Manufacturing Holdings, Inc., which is traded as
AXL on the NYSE, announced the election of Steven B. Hantler and
John F. Smith as independent directors of the Board effective
Oct. 27, 2011.  Mr. Hantler and Mr. Smith will serve as additional
Class II directors, each for a term expiring on the date of the
Company's 2013 annual meeting of stockholders.

Mr. Hantler is Director of Policy Initiatives for The Marcus
Family Office.  In this capacity, he advises Home Depot co-
founder, Bernie Marcus, in the areas of government affairs, legal
and regulatory policy, national security, free enterprise and
higher education.  Previously, he had a 27-year career with
Chrysler Corporation, where he held positions as Assistant General
Counsel, Manufacturing Group Counsel, and Senior Trial Attorney.
Prior to joining Chrysler, Mr. Hantler was engaged in private law
practice.  Mr. Hantler is a Senior Fellow at the Pacific Research
Institute and a member of the Legal Policy Advisory Board of the
Washington Legal Foundation.

Mr. Smith is a principal of Eagle Advisors LLC, a consulting firm
in Bloomfield Hills, Michigan that specializes in strategy,
product and brand development, lean operations and restructuring
and is also Chief Operating Officer, Global Fuelbox, LLC, an
energy technology start-up company based in California.  From 2000
to 2010, Mr. Smith served in positions of increasing
responsibility with General Motors Corporation in marketing,
product planning and corporate strategy, most recently as Group
Vice President, Corporate Planning and Alliances; Special Advisor
to the CFO.  During his 42-year career in the automotive industry,
Mr. Smith also served as General Manager of Cadillac Motor Car,
President of Allison Transmission, and Vice President, Planning at
General Motors International Operations in Zurich, Switzerland.
Mr. Smith serves on the boards of several nonprofit organizations,
including the National Executive Board of Boy Scouts of America.

"We are pleased to have Steve Hantler and John Smith join AAM's
Board of Directors," said AAM Co-Founder, Chairman & CEO Richard
E. Dauch.  "Their experience and knowledge will be of value to AAM
as we continue to implement our strategy of continued profitable
global growth, improved balance sheet strength and accelerated
business diversification."

                        About American Axle

Headquartered in Detroit, Michigan, American Axle & Manufacturing
Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures,
engineers, designs and validates driveline and drivetrain systems
and related components and chassis modules for light trucks, sport
utility vehicles, passenger cars, crossover vehicles and
commercial vehicles.  AXL has financial support from GM, its
largest customer which accounted for 78% of sales in 2009.

The Company's balance sheet at June 30, 2011, showed $2.19 billion
in total assets, $2.55 billion in total liabilities, and a
$357.90 million total stockholders' deficit.

                          *     *     *

In June 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on American Axle & Manufacturing Holdings
Inc. to 'BB-' from 'B+'.  The outlook is stable. "At the same
time, we raised our issue-level ratings on the company's senior
secured debt to 'BB' from 'BB-' and on the unsecured debt to 'B'
from 'B-'.  All the recovery ratings on the debt remain
unchanged," S&P stated.  "The upgrade reflects our opinion that
American Axle's credit measures will improve further over the next
12 months under the gradual recovery in North American auto
demand, and that the company's leverage will decline to 3.5x,"
said Standard & Poor's credit analyst Lawrence Orlowski.

As reported by the TCR on June 3, 2011, Moody's Investors Service
raised American Axle's Corporate Family Rating and Probability of
Default Rating to 'B1' from 'B2'.  The raising of American Axle's
CFR to B1 incorporates Moody's expectation that the company's
improved year-over-year EBIT margin will largely be sustained over
intermediate-term despite potential temporary automotive
production disruptions and high gasoline prices.


AMERICAN GUARANTY: Moody's Downgrades IFS Rating to 'B1'
--------------------------------------------------------
Moody's Investors Service has taken multiple actions on the
ratings of Old Republic International (NYSE: ORI) and its
insurance operating subsidiaries following the company's second
quarter financial results and the announcement that it could
suspend new business written through its lead mortgage insurance
subsidiary, Republic Mortgage Insurance Company (RMIC). Moody's
downgraded the insurance financial strength (IFS) rating of RMIC
to B1 from Ba1, with the rating under review for possible
downgrade. In addition, Moody's placed the debt ratings (senior
debt, Baa1) of Old Republic International on review for possible
downgrade.

Moody's also affirmed the IFS ratings of the lead subsidiaries of
the Old Republic General P&C Group and the Old Republic Title
Insurance Group at A1, with stable outlooks. The IFS ratings of
the recently acquired PMA subsidiaries were affirmed at A3, with
the outlook changing to positive, from stable.

RATINGS RATIONALE

According to Moody's Senior Credit Officer Paul Bauer, "The
negative rating actions on Old Republic are driven by the
continued credit deterioration of the lead mortgage insurance
subsidiary, and the prospect that it could soon cease writing new
business." In addition, the rating agency said that it plans to
evaluate the potential impact of stress at the mortgage operation
on the credit profile of the parent company. However, Mr. Bauer
also added that, "In spite of pressures at the mortgage operation,
Old Republic's property and casualty subsidiaries continue to
produce good operating results, while the organization's title
insurance companies have managed to maintain a strong credit
profile in the midst of a very difficult operating environment."

Mortgage Insurance:

Moody's said that the downgrade of Old Republic's mortgage
insurance subsidiary RMIC reflects the high likelihood that the
insurer will be placed into run-off when the current risk-to-
capital waivers from the state insurance regulators expire on
August 31, 2011. The rating action also takes into consideration
management's indication that it does not intend to provide support
to RMIC going forward. The company has said that its objective is
to move the production of new business to RMIC of North Carolina,
a separately capitalized and held mortgage insurance company. The
rating of RMIC is on review for further possible downgrade while
Moody's evaluates the potential size and impact of any additional
reserve charges on the company's financial metrics and total
statutory capital.

There are three operating companies in Old Republic's mortgage
guaranty platform -- RMIC, RMIC of North Carolina (RMIC of NC) and
Republic Mortgage Insurance Company of Florida (RMIC of FL).
RMIC's standalone risk-to-capital ratio breached the 25:1
regulatory limit enforced in 16 states in the third quarter of
2009. The insurer obtained regulatory waivers from 14 of those
states, including RMIC's domicile state of North Carolina, and
wrote business out of RMIC of NC in the two remaining states, with
the approval of the government sponsored entities (GSEs).

Due to weak operating performance, the statutory capital position
of the RMIC companies has declined substantially such that, at the
end of the second quarter of 2011, risk-to-capital for the
combined group was 45.6x. Given the circumstances, Moody's does
not expect the waivers for RMIC to be extended by state
regulators. Additionally, one of the GSEs, Fannie Mae, announced a
suspension of RMIC and RMIC of NC as eligible mortgage insurers,
further increasing the chances that the mortgage insurers will be
placed into run-off. Limited reinsurance arrangements exist
between the RMIC insurance companies, however, beyond the defined
risk sharing mechanism, each company's capital base would be the
main resource available to support claims. If the trend of high
incurred losses continues for the next few quarters, the mortgage
insurance companies' statutory surplus position on a stand-alone
and combined basis could deteriorate materially and could even
breach the minimum regulatory threshold of $1.25 million.
Therefore, the financial and capital profile metrics for RMIC on a
combined and standalone basis will be an important consideration
during the review process.

Property & Casualty Insurance:

The affirmation of the A1 IFS ratings on the lead legacy members
of the Old Republic General Insurance Group is based on the
group's strong franchise in specialty markets and good market
presence in various niche lines of business, its historic
underwriting strength and focus, its healthy long-term
profitability, and its strong risk adjusted capitalization.
Contributing to historical profitability has been a consistent
focus on underwriting accountability and conservative reserves.
Tempering these strengths is the group's relatively modest scale
in a US commercial lines P&C market with a number of considerably
larger national competitors; a highly competitive commercial lines
market; exposure to certain lines of business with long tail
liabilities; and exposure to consumer borrowing and housing
markets through the company's credit indemnity line.

The A3 IFS ratings on the newly acquired (October 2010) PMA
subsidiaries are based on PMA's strong workers' compensation
franchise with good business flow and stable retention rates.
While Moody's believes that the PMA companies have a weaker stand-
alone credit profile than the legacy Old Republic P&C companies,
these subsidiaries nevertheless benefit from a certain level of
reinsurance support from the Old Republic General Group, and from
the more conservative financial management of the Old Republic
organization, such as higher reserve adequacy targets. Moody's has
changed the outlook of the PMA subsidiaries to positive to reflect
the belief that the credit profile of these subsidiaries will
continue to strengthen as the companies are further integrated
into the Old Republic organization.

Title Insurance:

The affirmation of the A1 IFS ratings on members of the Old
Republic Title Insurance Group is based on the group's good
capitalization as a result of low underwriting leverage, strong
reserve adequacy, high asset quality, low financial leverage at
the parent, and a growing market position among the top four title
insurers in the U.S. These strengths are tempered by an
expectation of weak profitability over the medium term and by the
group's modest scale in relation to some of its title insurance
peers. Moody's notes that the ratings of title insurers have
traditionally incorporated the expectation of volatility in
revenue and profit margins, due to the fundamental cyclicality of
the title insurance business caused by its dependence on real
estate transactions and mortgage refinance volume.

Parent Company:

Moody's has placed the debt ratings of parent Old Republic
International on review for possible downgrade as a result of the
continued credit deterioration at the company's mortgage insurance
operation, and its potential impact on the parent. In its review,
Moody's will focus on linkages between the mortgage insurance
operation and the rest of the Old Republic organization. This will
include an evaluation of the ability of Old Republic to separate
itself from RMIC in a worst case scenario such as a regulatory
insolvency, rehabilitation or reorganization, and the risk that
such an event could constitute an event of default for the
company's bondholders under its indentures.

This rating has been lowered, and is on review for downgrade:

Republic Mortgage Insurance Company -- insurance financial
strength to B1 from Ba1, on review for downgrade.

These ratings are on review for possible downgrade:

Old Republic International Corporation -- senior unsecured debt
rated Baa1; provisional senior unsecured shelf rated (P)Baa1;
provisional subordinated shelf rated (P)Baa2; provisional
preferred stock shelf rated (P)Baa3; on review for downgrade.

These ratings were affirmed with a stable outlook:

Bituminous Casualty Corp. -- insurance financial strength at A1,
stable outlook;

Bituminous Fire & Marine Insurance Co. -- insurance financial
strength at A1, stable outlook;

Great West Casualty Company -- insurance financial strength at A1,
stable outlook;

Old Republic Insurance Co. -- insurance financial strength at A1,
stable outlook;

Old Republic National Title Insurance Company -- insurance
financial strength at A1, stable outlook; and,

Mississippi Valley Title Insurance Company -- insurance financial
strength at A1, stable outlook.

The following ratings have been affirmed with the outlook changed
to positive from stable:

PMA Companies, Inc. -- senior unsecured debt rated Baa3, positive
outlook;

Manufacturers Alliance Insurance Company -- insurance financial
strength at A3, positive outlook;

Pennsylvania Manufacturers' Association Ins Co --insurance
financial strength at A3, positive outlook; and,

Pennsylvania Manufacturers Indemnity Company -- insurance
financial strength at A3, positive outlook.

Old Republic International Corporation, headquartered in Chicago,
Illinois, is a multi-line insurance holding company whose
subsidiaries are engaged primarily in property and casualty
insurance, mortgage guaranty, and title insurance. During the
first half of 2011, Old Republic reported total revenue of $2.2
billion, and a net loss of $79 million. As of June 30, 2011,
shareholders' equity was $4.0 billion.

The principal methodologies used in this rating were Moody's
Global Rating Methodology for Property and Casualty Insurers
published in May 2010; Moody's Rating Methodology for U.S. Title
Insurance Companies published in October 2008; and Moody's Global
Rating Methodology for the Mortgage Insurance Industry published
in February 2007.


AMERICAN PACIFIC: Trustee Wins OK for Sullivan Hill as Counsel
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada granted
Christopher R. Barclay, the Chapter 11 trustee in the case of
American Pacific Financial Corporation, permission to retain
Sullivan, Hill, Lewin, Rez & Engel as his general counsel.

Sullivan Hill will provide legal services to the trustee.

Sullivan Hill employs multiple attorneys possessing experience and
skill in bankruptcy and business litigation matters, including:

                                           Hourly Rate
                                           -----------
         James P. Hill, Shareholder           $475
         Christine A. Roberts, Of Counsel     $350
         Elizabeth E. Stephens, Of Counsel    $350

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

The trustee set a July 26 hearing on his request to retain
Sullivan Hill.

The firm can be reached at

         SULLIVAN, HILL, LEWIN, REZ & ENGEL,
         A Professional Law Corporation
         James P. Hill, Esq.
         Christine A. Roberts, Esq.
         Elizabeth E. Stephens, Esq.
         228 South Fourth Street, First Floor
         Las Vegas, NV 89101
         Tel: (702) 382-6440
         Fax: (702) 384-9102

                About American Pacific Financial

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


AMR CORP: Reports 87.7 Percent Load Factor in July
--------------------------------------------------
American Airlines reported a July load factor of 87.7 percent, an
increase of 0.7 points versus the same period last year.  Traffic
increased 1.7 percent and capacity increased 0.9 percent year-
over-year.

International traffic increased by 5.2 percent relative to last
July on a capacity increase of 3.0 percent, resulting in an
increase in international load factor of 1.8 points versus the
same period last year.  Domestic load factor matched last year's
88.5 percent level, as capacity and traffic decreased by similar
amounts of 0.6 and 0.7 percent year-over-year respectively.
American boarded 8.2 million passengers in July.

A detailed traffic and capacity release is available for free at:

                        http://is.gd/ern1Mf

                       About AMR Corporation

Headquartered in Fort Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline.  As of Dec. 31, 2009, American provided scheduled jet
service to approximately 160 destinations throughout North
America, the Caribbean, Latin America, Europe and Asia.

Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle."  American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.

AMR recorded a net loss of $471 million in the year 2010, a net
loss of $1.5 billion in 2009, and a net loss of $2.1 billion in
2008.

                           *     *     *

AMR carries a 'CCC' issuer default rating from Fitch Ratings,
'Caa1' corporate family and probability of default ratings from
Moody's, and a 'B-' corporate credit rating from Standard &
Poor's.

In November 2010, Standard & Poor's Ratings Services revised its
outlook on AMR Corp. and its major operating subsidiary, American
Airlines Inc., to stable from negative, based on AMR's improved
operating performance, which has bolstered credit quality.  S&P
also affirmed its 'B-' corporate credit rating and most issue
ratings on the two companies and lowered selected ratings on
American's enhanced equipment trust certificates.


ASTORIA GENERATING: Moody's Cuts 1st Lien Term Loan Rating to B3
----------------------------------------------------------------
Moody's Investors Service has downgraded Astoria Generating
Company Acquisitions, LLC (AGC) 1st lien term loan due 2013 and
its 1st lien working capital facility due 2012 to B3 from B1 and
it 2nd lien term loan due 2013 to Caa2 from B3. The 1st lien term
loan has approximately $141 million outstanding ($430 million
original balance), the 1st lien working capital facility has $63
million outstanding and the 2nd has $300 million outstanding ($300
million original balance). The outlook is negative.

RATINGS RATIONALE

The downgrade primarily reflects the sharp deterioration in the
July and August NYISO Zone J spot capacity market auction prices
compared with prior months and recent history, and their
corresponding impact on cash flows going forward. The July
realized capacity price of $5.76/kW-month followed by the August
realized capacity price of $5.83/kW-month are more than 50% lower
than the $11.97/kW-month and $11.76/kW-month realized capacity
prices in May and June, respectively. The latest prices are lower
than those realized during the summer capability period (May-
October) in 2008 when the 885 MW 'Poletti' plant was still
operating and bidding into the monthly capacity auctions. In a
filing with the FERC, AGC (as well as TC Ravenswood LLC, which is
owned by TransCanada with a generating capacity of 2,480MWs)
argues that the sharp decline in the Zone J capacity prices is due
to the addition of the new 575MW Astoria Energy II plant (not
related to AGC) bidding its capacity into the recent auctions at
uneconomic prices and that the NYISO failed to implement buy-side
mitigation on new entrants to the market.

As a result of these low capacity prices, Moody's believes there
is the potential for AGC to violate one of its financial covenants
by exceeding the maximum leverage covenant by year end, and
perhaps as early as the third quarter, due to the impact of the
lower capacity prices on EBITDA. Should similar auction prices
occur in September and October, the potential shortfall in cash
flow and the resulting impact on the credit metrics could be even
greater. AGC is a merchant generator within Zone J leaving it
highly reliant upon cash flows generated in the summer capability
period of each calendar year.

Moody's notes that the comment period on the ACG complaint ends on
August 3, but the final resolution of the complaint could take
time and not be completed prior to the September auction, which
could result in a capacity price similar to those realized in July
and August. In addition, AGC and TC Ravenswood believe that unless
relief is granted, capacity prices in the winter capability period
could fall below $1.00/kW-month. Under a Moody's forecast, which
takes into account realized capacity prices through August and an
assumption of similar prices in September and October, Moody's
believes there is the potential for AGC to violate the maximum
leverage covenant as early as the third quarter, due to the impact
of the lower capacity prices on EBITDA.

The rating action also considers the potential impact of a recent
explosion at the 380 MW Astoria Unit 4 on the evening of July 27,
2011. This resulted in substantial damage to the boiler and will
lead to an extended outage, which could put pressure on the cash
flows of AGC. The explosion did not affect Units 2, 3, 5 and GT1,
and those units continue to operate normally. The root cause and
impact of the explosion are being investigated. Damage repairs are
anticipated to be covered by AGC's property & casualty insurance
subject to a $1 million deductible. If the outage extends past
forty-five days, AGC's business interruption insurance will become
effective. Moody's is monitoring the situation.

AGC's current liquidity position is also a concern. As of June 30,
2011, AGC had approximately $26 million of cash on hand, and $37
million of available capacity ($100 million total capacity) on
their working capital facility. The working capital facility
matures in February 2012, and further draws on the available
capacity are subject to a solvency rep and warranty. Should any
refinancing options prove to be difficult, AGC will need to re-pay
the $63 million of drawn capacity in February 2012 when the
working capital facility matures, along with approximately $10-12
million of interest payments in the third and fourth quarters of
this year. Moody's notes that AGC may be able to rely upon up to
$56 million of cash at its parent, US Power Generating Company
(USPG) , however a potential cash crunch situation could develop
at the end of 2011 or the beginning of 2012 should current
conditions persist. Moody's notes that parent company USPG does
have the ability to make an equity cure.

Moody's believes that the prospects for recovery of both the 1st
and 2nd lien debt are good given that there is only $227 in debt
per kW of generating capacity (1st lien and 2nd lien
consolidated), reflecting the relatively moderate leverage profile
of the portfolio. Should AGC pursue any strategic alternatives,
Moody's believes there is value in these assets, given their
importance to the reliability of New York City capacity market.

The negative outlook reflects the uncertainty of future capacity
prices in Zone J and the cumulative effect on operating cash
flows. Additionally, the liquidity concerns could put significant
pressure on the credit unless there is a successful refinancing of
the working capital facility before February 2012. The outlook
period will coincide with the period over which the FERC will
deliberate on the AGC complaint. Moody's will assess the ultimate
FERC decision once it is made and the likelihood of ACG
stabilizing its financial condition such that it achieves
financial metrics in line with the rating. Moody's will also
monitor the financial impact of the explosion at Astoria Unit 4.

It is worth noting the severe volatility in AGC's cash flows
following the recent capacity auctions. Even if the FERC decides
in AGC's favor, or comes out with a balanced outcome, the outlook
could stabilize at the B3/Caa2 ratings level due to the sudden
volatility in cash flows that have followed from the recent
capacity auction, the apparent lack of transparency associated
with the mitigation process and the accompanying fragility in
Astoria's cash flow. With just two poor capacity auction results
and the potential impact from lower prices (should they continue)
in future capacity auctions, the borrower has gone from being well
positioned as a strong B1 to being an issuer under severe duress
with concerns about its future solvency. That degree of
volatility, brought to light by the recent auction results,
coupled with the likelihood that Unit 4 at Astoria could be off-
line for some time, could justify maintaining the low B rating,
even if the FERC rules in a balanced way and in a timely fashion.
If however, the FERC rules against AGC or does not decide in a
timely fashion, the financial condition of AGC worsens and it
trips a financial covenant, then the rating could go down further.

Astoria Generating Company Acquisitions, LLC (AGC) is a 2,223 MW
power generation portfolio in New York City. The largest plant is
the 1,322 MW Astoria facility, which has both intermediate and
peaking units. Peaking units located in Brooklyn, at Gowanus (593
MW) and at the Narrows (308 MW) make up the balance of the
portfolio. Astoria is a subsidiary of US Power Generating Company
(US PowerGen), which was formed in 2007.

The latest rating action on AGC occurred on March 5, 2007 when the
project's ratings were affirmed.

The principal methodology used in rating this issuer was Power
Generation Projects published in December 2008. Other
methodologies and factors that may have been considered in the
process of rating this issuer can also be found in the Credit
Policy & Methodologies directory.


ATV HARDWARE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: ATV Hardware, Inc.
          dba Andersons True Value
              Just Ask Rentals
        3936 Phelan Road, Suite #B1
        Phelan, CA 92371

Bankruptcy Case No.: 11-35005

Chapter 11 Petition Date: August 3, 2011

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

Judge: Catherine E. Bauer

Debtor's Counsel: Dennis G. Bezanson, Esq.
                  BEST BEST & KRIEGER, LLP
                  3750 University Avenue, Suite 400
                  Riverside, CA 92502
                  Fax: (951) 686-3083
                  E-mail: dennis.bezanson@bbklaw.com

Scheduled Assets: $417,385

Scheduled Debts: $5,283,240

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cacb11-35005.pdf

The petition was signed by Kenneth Anderson, director.


BH MALL: Conversion Denied, But Sept. 22 Auction Looms
------------------------------------------------------
Courtenay Edelhart at The Bakersfield Californian reports that
Judge Thomas Donovan did not grant the motion to consider
dismissing East Hills Mall owner BH Mall LLC's Chapter 11 debt
restructuring and converting it to a Chapter 7 liquidation filed
by the U.S. Trustee, but set a hearing for 1 p.m. Sept. 22, 2011.

If the mall's owner can't get a buyer before then, the property
will be auctioned in the courtroom, according to attorney Stephen
Biegenzahn, who represented BH Mall at the hearing.

According to the report, Nick Danesh, the real estate investor who
runs BH Mall, said the beleaguered shopping center simply couldn't
survive both an economic downturn and the loss of all three of its
anchors.

BH Mall filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 09-42300) in Los Angeles, California, on Nov. 17,
2009, estimating debts between $1 million and $10 million, and
assets between $10 million and $50 million.


BLUE RIDGE: Two Newspapers to be Auctioned on Aug. 24
-----------------------------------------------------
Jordan Fifer at the Roanoke Times, citing court records filed in
the U.S. Bankruptcy Court for the Northern District of Alabama,
reports that Blue Ridge Newspapers Inc. and Montgomery County
Newspapers Inc. will be auctioned Aug. 24, 2011, in Birmingham,
Alabama, at the request of one of their largest creditors, banking
giant Wells Fargo.

According to the report, the two companies are owned by
Tuscaloosa, Ala., businessmen Edwin Wilson Koeppel and Jeffrey
Stumb, according to court records.  The businessmen also own West
10 Newspapers Inc. and Cape Fear Newspapers Inc., which together
make up 11 other papers.

The report says Blue Ridge Newspapers owes at least $4.2 million
to various companies and agencies, including the city of Salem and
the Internal Revenue Service, according to court records.

Based in Tuscaloosa, Alabama, Blue Ridge Newspapers Inc. filed for
Chapter 11 bankruptcy protection (Bankr. N.D. Ala. Case No. 10-
84887) on Dec. 3, 2010.  Angela Stewart Ary, Esq., at Heard Ary,
LLC, represents the Debtor.  The Debtor estimated assets between
$500,000 and $1 million and debts between $1 million and
$10 million.


CAESARS ENTERTAINMENT: Board OKs Salary Increase for John Payne
---------------------------------------------------------------
The Human Resources Committee of the Board of Directors of Caesars
Entertainment Corporation approved a salary increase from
$1,025,000 to $1,125,000 for John W. R. Payne, President, Central
Division and Enterprise Shared Services, to be effective Aug. 1,
2011.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.  Harrah's carries 'Caa3' long term corporate family and
probability of default ratings, with 'positive' outlook, from
Moody's Investors Service.  It has a 'B-' issuer credit rating,
with 'stable' outlook, from Standard & Poor's.

"The 'B-' corporate credit rating reflects Caesars' very weak
credit measures and our belief that prospects for a meaningful
rebound in net revenues and EBITDA in 2011 do not seem promising
given the current economic outlook," said Standard & Poor's credit
analyst Ben Bubeck in May 2011. "While several actions taken by
management have positioned the company with a moderate covenant
cushion and very limited debt maturities over the next few years,
Caesars' capacity to continue to fund operational and capital
spending needs and meet debt service obligations relies on
meaningful growth in cash flow generation over the next few
years."

As reported by the TCR on March 3, 2011, Moody's Investors Service
upgraded Caesars Entertainment's Corporate Family ratings and
Probability of Default ratings to Caa2.  CET's Caa2 Corporate
Family Ratings reflect very high leverage, weak interest coverage,
the company's debt financed growth strategy, and Moody's view that
the company's current capital structure in unsustainable in the
long-term.  The ratings reflect Moody's expectation that gaming
demand will rebound very slowly over the next several years.
However, in the absence of a material de-leveraging transaction,
Moody's do not expect the company's capital structure to improve
materially over the next few years.  Additionally, given CEC's
weak credit profile, there is a possibility that the company could
again pursue transactions that will result in impairment of debt
holder claims as a means to improve its capital structure.

The Company's balance sheet at March 31, 2011, showed
$28.40 billion in total assets, $26.84 billion in total
liabilities, and $1.56 billion in total stockholders' equity.


CAPSALUS CORP: To Acquire Sales & Marketing Operation of GeneWize
-----------------------------------------------------------------
Capsalus Corp. signed a letter of intent to acquire the marketing
rights and assets of GeneWize Life Sciences, Inc., a wholly owned
direct-selling subsidiary of GeneLink Biosciences, Inc., a leading
biosciences company specializing in consumer genomics.  The deal
is Capsalus' third in less than a year, and its first acquisition
of an established brand.

The relationship with GeneWize is one more milestone along
Capsalus' ambitious strategic roadmap since launching last fall.
The company's relationships with innovative niche enterprises such
as GeneWize, offering a distinct competitive advantage and
potential to generate accelerating cash-flow and rapid margin
growth, have exceeded expectations.

GeneWize has earned distinction as the first network sales company
to focus on providing individually customized nutritional
formulations based on a consumer's personal DNA assessment.  "In
setting a new standard in personalized health and beauty, GeneWize
is well positioned to have a significant impact on the collective
$20 billion market of skin care, weight management and wellness
supplements in the U.S.," said Capsalus interim CEO Steven M.
Grubner.  "Given GeneWize's market leadership, its solid
management team and robust financials, we expect the company to
become a key driver in significantly enhancing Capsalus
shareholder value in the near term.  We are looking forward to our
relationship with GeneLink Biosciences as they continue to supply
GeneWize with proprietary genetic assessments and consumer
products based on their numerous patents and patents pending."

Added Bernard L. Kasten Jr., M.D., GeneLink's Executive Chairman
and CEO, "We are very excited to be partnering with Capsalus
through GeneWize.  GeneLink Biosciences has enjoyed success in
bringing the benefits of genetics directly to the consumer.
Through Capsalus, we anticipate future success and expansion of
this groundbreaking effort.   As the pioneer in genetically-guided
nutrition and skin care, this transaction will enable GeneLink
Biosciences to focus on strengthening our leadership position in
consumer genetics, allowing us to support Capsalus and GeneWize
with advances in genetic testing, product development and custom
product manufacturing."

In addition to drawing on Capsalus' financial resources, GeneWize
will look to Capsalus for strategic support in extending its sales
and marketing reach and in optimizing overall business
performance.  "This is the best of all possible worlds for
GeneWize Affiliates," said GeneWize President, Sharon Tahaney.
"We are still associated with the world-class DNA science of
GeneLink, and now we're adding the deep capital resources,
corporate development experience, and the in-house operating and
marketing expertise of the Capsalus team.  Their capital infusion
in marketing will give GeneWize Affiliates more resources to build
their businesses and implement a strategy for global expansion.
In Capsalus we have a partner who will be significant in helping
us take our business to the next level."

GeneWize is a noteworthy addition to the increasingly robust
family of Capsalus' companies (www.capsalus.com/portfolio) across
the consumer products, media and technology, biotechnology and
healthcare industry spectrum, including Wish Upon a Hero, the
world's largest online social helping network, connecting people
in need with people who can help; Guava Healthcare, specializing
in customized in-home, non-medical and medical staffing and
services to clients across the age spectrum, listed among
Entrepreneur's "Franchise 500" this year and last; White Hat
Brands, an emerging player in the branded consumer products
market; and PanTheryx, creating and selling biologics,
pharmaceuticals and medical products to the expanding healthcare
professional market in India.

                       About Capsalus Corp.

Atlanta, Ga.-based Capsalus Corp. offers a broad range of
solutions to global health problems.  WhiteHat Holdings, LLC, was
acquired on April 14, 2010.  In combining with WhiteHat, the
Company is creating a new, consumer-driven business unit, the
Nutritional Products Division, focused on healthy food and
beverages.

The Company reported a net loss of $16.02 million for the year
ended Dec. 31, 2010, compared with a net loss of $10.89 million
during the prior year.

The Company's balance sheet at March 31, 2011, showed
$4.67 million in total assets, $5.29 million in total liabilities,
and a $617,587 total stockholders' deficit.

The Company has not generated any operating revenues from its
continuing operations, and as of Dec. 31, 2010, it had incurred a
cumulative consolidated net loss from inception of $30.66 million.

As reported by the TCR on April 21, 2011, Moquist Thorvilson
Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed
substantial doubt about the Company's ability to continue as a
going concern, following the 2010 financial results.  The
independent auditors noted that the Company has suffered losses
from operations since its inception.


CAR WASH: Business Foreclosed, Wants Conversion to Chapter 7
------------------------------------------------------------
Car Wash Resources asks the U.S. Bankruptcy Court for the Eastern
District of Texas to convert the Chapter 11 case to one under
Chapter 7 of the Bankruptcy Code.

The Debtor relates that on July 5, 2011, the Debtor's primary
business -- the car wash -- was foreclosed.  On July 6, the
Debtor's counsel was advised of an allegation of mis-use of cash
collateral which he then reported to the U.S. Trustee.

Upon review of the facts, it does not appear to counsel that
assets of the estate were lost.  However, since the Debtor no
longer has an asset to operate, the Debtor has agreed with the
U.S. Trustee to the conversion of the case.

                     About Car Wash Resources

Dallas, Texas-based Car Wash Resources, L.P., filed for Chapter 11
bankruptcy protection (Bankr. E.D. Texas, Case No. 11-40623) on
Feb. 28, 2011.  James Bo Brown, Esq., of JBB Law Group, in
Bedford, Texas, serves as the Debtor's bankruptcy counsel.
The Debtor disclosed $4,847,900 in assets and $5,699,500 in
liabilities as of the Chapter 11 filing.


CARBON ENERGY: Meeting of Creditors Continued Until Sept. 26
------------------------------------------------------------
August B. Landis, Acting U.S. Trustee for Region 17 has continued
until Sept. 26, 2011, at 4:00 p.m., the 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.  The
meeting will be held at Young Bldg., Room 3024.

The U.S. Trustee related that the Debtor failed to timely file
schedules and statement of financial affairs.

The U.S. Trustee required that the Debtor file by Aug. 20, its
first monthly operating report for June and July 2011

                        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.


CASCADE BANCORP: Michael Allison Resigns as EVP and CCO
-------------------------------------------------------
Michael Allison, the executive vice president and chief credit
officer of Cascade Bancorp and of its wholly owned subsidiary Bank
of the Cascades, notified the Company of his resignation.

                       About Cascade Bancorp

Bend, Ore.-based Cascade Bancorp (Nasdaq: CACB) through its
wholly-owned subsidiary, Bank of the Cascades, offers full-service
community banking through 32 branches in Central Oregon, Southern
Oregon, Portland/Salem Oregon and Boise/Treasure Valley Idaho.
Cascade Bancorp has no significant assets or operations other than
the Bank.

Weiss Ratings has assigned its E- rating to Bend, Ore.-based Bank
of The Cascades.  The rating company says that the institution
currently demonstrates what it considers to be significant
weaknesses and has also failed some of the basic tests it uses to
identify fiscal stability.  "Even in a favorable economic
environment," Weiss says, "it is our opinion that depositors or
creditors could incur significant risks."  As of March 31, 2010,
the bank's balance sheet showed $2.088 billion in assets.

The Company reported a net loss of $13.65 million on
$84.98 million of total interest and dividend income for the year
ended Dec. 31, 2010, compared with a net loss of $114.83 million
on $106.81 million of total interest and dividend income during
the prior year.

The Company's balance sheet at June 30, 2011, showed $1.56 billion
in total assets, $1.35 billion in total liabilities, and
$212.61 million in total stockholders' equity.


CB HOLDING: Hopes to Present Plan for Confirmation on Oct. 18
-------------------------------------------------------------
CB Holding Corp., et al., ask the U.S. Bankruptcy Court for the
District of Delawre to schedule a hearing on Oct. 18, 2011, at
2:00 p.m., to consider the confirmation of their proposed Joint
Plan of Liquidation, dated Aug. 1, 2011.

The hearing to consider approval of the proposed disclosure
statement describing the Plan is set for Sept. 9.

The Debtors further request that the Court fix Oct. 14, 2011, at
4:00 p.m., as the deadline to file and serve written objections to
confirmation of the Plan.

During the Debtors' bankruptcy cases, the Debtors have sold
substantially all of their assets.  The sale of Bugaboo Creek
Steak House closed on April 21, 2011, and the final closing for
The Office Beer Bar & Grill and Charlie Brown's Steakhouse
occurred on June 24, 2011, and July 28, 2011, respectively.

The Plan contemplates the substantive consolidation of the
Debtors' estates and the Chapter 11 cases for the limited purposes
of effectuating the terms of the Plan.

The Plan designates six classes of claims and interests:

   Class 1 - Senior Creditor Claims     Impaired
   Class 2 - Other Secured Claims       Unimpaired
   Class 3 - Other Priority Claims      Unimpaired
   Class 4 - General Unsecured Claims   Impaired
   Class 5 - Intercompany Claims        Impaired
   Class 6 - Equity Interests           Impaired

Under the Plan, holders of allowed senior creditor claims (Class
1) and allowed general unsecured claims (Class 4) are receiving
distributions and are entitled to vote to reject or to accept the
Plan.

Other Secured Claims (Class 2) and Other Priority Claims (Class 3)
remain unaltered under the Plan, and thus, the holders of claims
in such classes are conclusively deemed to have accepted the Plan
and, therefore, need not be solicited to vote to accept or to
reject the Plan.

Under the Plan, all holders of Intercompany Claims (Class 5) and
Equity Interests (Class 6) will receive no distributions, and thus
will be deemed to have voted to reject the Plan.

A copy of the disclosure statement explaining the Joint Plan of
Liquidation is available at:

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

                         About CB Holding

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

CB Holding sold off its The Office restaurant chain and 12 Bugaboo
Creek stores in separate auctions.  Villa Enterprises Ltd. won the
bidding for The Office chain with its $4.68 million.  RRGK LLC
acquired the 12 Bugaboo Creek stores for $10.05 million, more than
tripling the $3.175 million first bid from an affiliate of
Landry's Restaurants Inc.

CB Holding and its affiliates filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 10-13683) on Nov. 17, 2010.

Joel H. Leviton, Esq., Stephen J. Gordon, Esq., Richard A.
Stieglitz Jr., Esq., and Maya Peleg, Esq., at Cahill Gordon &
Reindel LLP, in New York; and Mark D. Collins, Esq., Christopher
M. Samis, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton
& Finger, P.A., in Wilmington, Delaware, assist the Debtors in
their restructuring effort.  The Garden City Group, Inc., is the
Debtors' notice, claims and solicitation agent.

Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones LLP,
in Los Angeles; and Bradford J. Sandler, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, represent the
Official Committee of Unsecured Creditors.  CB Holding estimated
its assets at $100 million to $500 million and debts at
$50 million to $100 million.


CC MEDIA: Incurs $53.2-Mil. Net Loss in June 30 Quarter
-------------------------------------------------------
CC Media Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss attributable to the Company of $53.18 million on $1.60
billion of revenue for the three months ended June 30, 2011,
compared with a net loss attributable to the Company of $86.32
million on $1.49 billion of revenue for the same period during the
prior year.

The Company also reported a net loss attributable to the Company
of $185.01 million on $2.92 billion of revenue for the six months
ended June 30, 2011, compared with a net loss attributable to the
Company of $261.73 million on $2.75 billion of revenue for the
same period during the prior year.

The Company's balance sheet at June 30, 2011, showed
$16.88 billion in total assets, $24.15 billion in total
liabilities, and a shareholders' deficit of $7.27 billion.

"During the second quarter, we continued to execute our strategy
to build on the leadership position of our assets and maximize our
financial performance," said Tom Casey, Executive Vice President
and Chief Financial Officer, in a statement.  "Our results reflect
a gradually improving global advertising marketplace and the
benefits of our globally diversified platform.  Our top line
growth combined with our focus on cost management has resulted in
consistent improvement in our overall operating profit margin.  At
the same time, we have continued to strategically invest in our
digital platform, including the development of the next generation
of Iheartradio.com and the ongoing deployment of our digital
outdoor displays."

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

                        http://is.gd/n2XvjV

                  About CC Media and Clear Channel

San Antonio, Tex.-based CC Media Holdings, Inc. (OTC BB: CCMO)
-- http://www.ccmediaholdings.com/-- is the parent company of
Clear Channel Communications, Inc.  CC Media Holdings is a global
media and entertainment company specializing in mobile and on-
demand entertainment and information services for local
communities and premier opportunities for advertisers.  The
Company's businesses include radio and outdoor displays.

CC Media has three reportable business segments: Radio
Broadcasting; Americas Outdoor Advertising; and International
Outdoor Advertising.  Approximately half of CC Media's revenue is
generated from its Radio Broadcasting segment.

The Company reported a net loss of $462.8 million on
$5.866 billion of revenue for the fiscal year ended Dec. 31, 2010,
compared with a net loss of $4.049 billion on $5.552 billion of
revenue for the fiscal year ended Dec. 31, 2009.

                          *     *     *

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

Fitch said in November 2010, that its ratings concerns center on
the company's highly leveraged capital structure, with significant
maturities in 2014 and 2016; the considerable interest burden that
pressures free cash flow generation; technological threats and
secular pressures in radio broadcasting; and the company's
exposure to cyclical advertising revenue.  The ratings are
supported by the company's leading position in both the outdoor
and radio industries, as well as the positive fundamentals and
digital opportunities in the outdoor advertising space.

In February 2011, Standard & Poor's affirmed it 'CCC+' corporate
credit rating and positive outlook on CC Media Holdings and
operating subsidiary Clear Channel, which S&P views on a
consolidated basis.

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


CENTRAL FALLS, R.I.: Wants to Reject CBAs With 3 Unions
-------------------------------------------------------
The city of Central Falls, Rhode Island, seeks authority from the
Bankruptcy Court to immediately reject its collective bargaining
agreements with these unions:

     (1) Central Falls Police Department, Fraternal Order
         of Police, Central Falls Lodge No. 2;

     (2) International Association of Fire Fighters, Local 1485,
         AFL-CIO; and

     (3) Rhode Island Council 94, American Federation of State,
         County and Municipal Employees AFL-CIO, Local 1627.

The City seeks to develop and implement a plan of debt adjustment
that will return the City to solvency and viability.  To do so,
the City must modify its debts and obligations so that they do not
exceed the City's projected revenues.  According to the receiver,
rejecting the agreements with the unions is a critical step toward
achieving that objective.  The City's financial difficulties are
extraordinarily severe.  Without making changes authorized under
Chapter 9, the City projects a deficit in Fiscal Year ending
June 30, 2012, of $5.6 million based on projected revenues of
$16,436,022 and projected expenses of $22,036,396.  The City
projects that its general fund will be depleted by the end of
August 2011 and then again in September 2011, November 2011,
December 2011, January 2012, February 2012, March 2012, April
2012, May 2012, and June 2012.

According to the receiver, the City's labor costs are mostly
controlled by the three CBAs: (1) the Police Union which expires
on June 30, 2012, (2) the Firefighters' Union which also expires
on June 30, 2012, and (3) the Municipal Workers' Union which
expired on June 30, 2011.

The Court held a status hearing in the case on Aug. 3, 2011, at
11:00 a.m. at 6th Floor Courtroom.

                        About Central Falls

Central Falls is a city in Providence County, Rhode Island.  The
population was 18,928 at the 2000 census.  Central Falls is the
smallest and most densely populated city in Rhode Island.

Central Falls sought bankruptcy protection under Chapter 9 of the
U.S. Bankruptcy Code (Bankr. D. R.I. Case No. 11-13105) on Aug. 1,
2011.  The Chapter 9 filing was made after former Rhode Island
Supreme Court Judge Robert Flanders, who serves as state-appointed
receiver for the city, was unable to negotiate significant
concessions from unions representing police officers, firefighters
and other city workers.  The city grappled with an $80 million
unfunded pension and retiree health benefit liability that is
nearly quadruple its annual budget of $17 million.  Judge Robert
Flanders succeeded the role from retired Superior Court Associate
Justice Mark A. Pfeiffer, who was appointed in July 2010.

Judge Frank Bailey presides over the Chapter 9 case.  Theodore
Orson, Esq., at Orson and Brusini Ltd., serves as bankruptcy
counsel to the receiver.


CHANNELSIDE CINEMAS: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Channelside Cinemas, Inc.
        615 Channelside Drive
        Tampa, FL 33602

Bankruptcy Case No.: 11-14761

Chapter 11 Petition Date: August 3, 2011

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

Judge: Michael G. Williamson

Debtor's Counsel: G. Michael Nelson, Esq.
                  NELSON, BISCONTI, THOMPSON & MCCLAIN
                  1005 N. Marion Street
                  Tampa, FL 33602-3404
                  Tel: (813) 221-0999
                  Fax: (813) 314-9626
                  E-mail: gmnlaw@hotmail.com

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

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

A list of the Company's five largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/flmb11-14761.pdf

The petition was signed by Howard Edelman, president.


CLEARWIRE CORP: Incurs $168.7 Million Net Loss in June 30 Quarter
-----------------------------------------------------------------
Clearwire Corporation reported a net loss attributable to
Clearwire of $168.73 million on $322.61 million of revenue for the
three months ended June 30, 2011, compared with a net loss
attributable to Clearwire Corporation of $125.91 million on
$117.03 million of revenue for the same period a year ago.

The Company also reported a net loss attributable to Clearwire of
$395.69 million on $559.42 million of revenue for the six months
ended June 30, 2011, compared with a net loss attributable to
Clearwire Corporation of $220.01 million on $217.79 million of
revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $9.11 billion
in total assets, $5.02 billion in total liabilities, and
$4.08 billion in total stockholders' equity.

"This quarter we continued to build on our success with rapid
subscriber growth and improving financial performance," said John
Stanton, Chairman and Interim Chief Executive Officer of
Clearwire.  "Looking ahead, we will continue to seek funding to
fuel our growth with the belief that our 4G network, growing
customer base, unmatched and unencumbered spectrum, and notable
wholesale partners put us in a uniquely advantageous position -
one that we intend to maximize."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/HFhK3e

                   About Clearwire Corporation

Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR)
-- http://www.clearwire.com/-- through its operating
subsidiaries, is a leading provider of wireless broadband
services.  Clearwire's 4G mobile broadband network serves 68
markets, including New York City, Los Angeles, Chicago, Dallas,
Philadelphia, Houston, Miami, Washington, D.C., Atlanta and
Boston.

The Company reported a net loss of $2.30 billion on
$556.82 million of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $1.25 billion on $274.46 million of
revenue during the prior year.

                          *     *     *

As reported by the Troubled Company Reporter on Nov. 11, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating, and all other ratings, on Clearwire Corp. to 'CCC' from
'B-'.  At the same time, S&P revised the CreditWatch listing on
the company from negative to developing.  S&P had initially placed
the ratings on CreditWatch with negative implications on Oct. 6,
2010, based on S&P's view that Clearwire faced significant near-
term liquidity risks.

The downgrade follows the Company's disclosure -- in its Form 10-Q
for quarter ended Sept. 30, 2010 -- regarding the uncertainty
about its ability to obtain additional capital and continue as a
going concern.  In Clearwire's 2010 third-quarter earnings report
and conference call, the company indicated that it expected to run
out cash by mid-2011, which is consistent with S&P's earlier
comments.  Cash totaled around $1.4 billion as of Sept. 30, 2010.


CLEARWIRE CORP: S&P Gives Negative Outlook; Add'l Capital Needed
----------------------------------------------------------------
Standard & Poor's Ratings said revised its outlook on Kirkland,
Wash.-based wireless carrier Clearwire Corp. to negative from
developing. "At the same time, we affirmed all other ratings on
the company, including the 'CCC+' corporate credit rating," S&P
related.

"The outlook revision reflects our view that we are unlikely to
raise the rating to 'B-' over the next year," said Standard &
Poor's credit analyst Allyn Arden, "given the company's need for
additional capital by mid-2012 and majority owner Sprint Nextel's
move to diversify its wholesale network partnerships." "Despite
the amendment to Clearwire's wholesale agreement with Sprint
Nextel, which will provide Clearwire with minimum usage
commitments of $300 million in 2011 and $550 million in 2012 as
well as pre-payments of $175 million in 2011 and 2012, we still
view Clearwire's liquidity as weak under our criteria."

Moreover, Sprint Nextel, which owns a 54% economic stake in
Clearwire, has not provided Clearwire with any other sources of
capital since 2009. "We believe Sprint Nextel's recent network
sharing announcement with LightSquared would over time reduce
reliance on Clearwire's spectrum and wholesale network," S&P said.

"Moreover, we believe that even if Sprint Nextel were to provide
additional funding for Clearwire, or if Clearwire were to raise
capital by selling spectrum assets," added Mr. Arden, "the rating
would likely remain in the 'CCC' category until Clearwire obtained
greater self-sufficiency."


COMMERCIAL CAPITAL: Court OKs Sender as Special Counsel
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has
approved the application of James T. Markus, the duly appointed
Chapter 11 trustee in the Chapter 11 cases of Commercial Capital,
Inc., to retain Sender & Wasserman, P.C. as special Counsel.

As reported in the Troubled Company Reporter on June 30, 201,
Sender & Wasserman will represent the Trustee and estate in
connection with an adversary proceeding.

In order to avoid even an appearance of impropriety or a potential
conflict, the Trustee's counsel, Markus Williams Young &
Zimmerman, LLC, does not seek to represent the Trustee in
connection with an adversary proceeding (Markus v. Wells Fargo
Home Mortgage, Inc., Adv. Pro. No. 11-1250 MER).

The firm will charge the Debtor's estates in accordance with its
the customary rates of its attorneys and staff:

          Harvey Sender            $425 per hour
          John B. Wasserman        $425 per hour
          David V. Wadsworth       $300 per hour
          Mark A. Larson           $240 per hour
          David J. Warner          $210 per hour
          Matthew T. Faga          $185 per hour
          Paralegals               $115 per hour

The Trustee is providing Sender & Wasserman a retainer in the
amount of $10,000.

John B. Wasserman, Esq., assures the Court that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

Mr. Wasserman can be reached at:

          David W. Wadsworth, Esq.
          SENDER & WASSERMAN, P.C.
          1660 Lincoln Street, Suite 2200
          Denver, CO 80264
          Tel: (303) 296-1999
          Fax: (303) 296-7600

                     About Commercial Capital

Greenwood Village, Colorado-based Commercial Capital, Inc. --
http://www.commercialcapitalinc.com/-- and its affiliate, CCI
Funding I, LLC, are commercial real estate lenders and investment
partners engaging in short-term commercial mortgage.

Commercial Capital and CCI Funding filed separate petitions for
Chapter 11 protection on April 22, 2009, and April 24, 2009,
respectively (Bankr. D. Colo. Lead Case No. 09-17238).  Robert
Padjen, Esq., at Laufer and Padjen LLC, assists Commercial Capital
in its restructuring efforts.  In its bankruptcy petition,
Commercial Capital estimated between $100 million and $500 million
in assets, and between $50 million and $100 million in debts.  CCI
Funding estimated between $100 million and $500 million each in
assets and debts.


COMMUNITY HEALTH: Bank Debt Trades at 4% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Community Health
Systems, Inc., is a borrower traded in the secondary market at
95.90 cents-on-the-dollar during the week ended Friday, Aug. 5,
2011, a drop of 0.76 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 225 basis points above
LIBOR to borrow under the facility.  The bank loan matures on July
25, 2014.  The loan is one of the biggest gainers and losers among
181 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

About Community Health

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

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

On June 15, 2011, Moody's confirmed the existing ratings of
Community Health Systems, Inc., including the B1 Corporate Family
and Probability of Default Ratings.  The confirmation of the
ratings concludes the review for possible downgrade that was
initiated on Dec. 10, 2010.  The outlook for the ratings is
negative.  Moody's affirmed the company's Speculative Grade
Liquidity Rating at SGL-1 reflecting the expectation that the
company will continue to have very good liquidity.  The conclusion
of the review follows the termination of the pursuit of the
acquisition of Tenet Healthcare Corporation that began with an
unsolicited offer in December 2010, which Moody's believes would
have resulted in a considerable increase in debt.  "The negative
rating outlook reflects our concern around potential adverse
developments associated with the confluence of issues that
surfaced during the company's pursuit of Tenet," said Dean Diaz, a
Senior Credit Officer at Moody's.  Moody's believes that these
issues, including a subpoena for documents from the SEC, an
ongoing investigation by the OIG and potential shareholder
litigation, increase the risk of an event that could lead to a
negative rating action.


COMMUNITY HEALTH: Bank Debt Trades at 3% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Community Health
Systems, Inc., is a borrower traded in the secondary market at
96.72 cents-on-the-dollar during the week ended Friday, Aug. 5,
2011, a drop of 0.89 percentage points from the previous week
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal.  The Company pays 350 basis points above
LIBOR to borrow under the facility.  The bank loan matures on July
25, 2017, and carries Moody's Ba3 rating and Standard & Poor's BB
rating.  The loan is one of the biggest gainers and losers among
181 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

About Community Health

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

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

On June 15, 2011, Moody's confirmed the existing ratings of
Community Health Systems, Inc., including the B1 Corporate Family
and Probability of Default Ratings.  The confirmation of the
ratings concludes the review for possible downgrade that was
initiated on Dec. 10, 2010.  The outlook for the ratings is
negative.  Moody's affirmed the company's Speculative Grade
Liquidity Rating at SGL-1 reflecting the expectation that the
company will continue to have very good liquidity.  The conclusion
of the review follows the termination of the pursuit of the
acquisition of Tenet Healthcare Corporation that began with an
unsolicited offer in December 2010, which Moody's believes would
have resulted in a considerable increase in debt.  "The negative
rating outlook reflects our concern around potential adverse
developments associated with the confluence of issues that
surfaced during the company's pursuit of Tenet," said Dean Diaz, a
Senior Credit Officer at Moody's.  Moody's believes that these
issues, including a subpoena for documents from the SEC, an
ongoing investigation by the OIG and potential shareholder
litigation, increase the risk of an event that could lead to a
negative rating action.


CONTECH CONSTRUCTION: Cut by Moody's to 'Caa2'; Outlook Negative
----------------------------------------------------------------
Moody's Investors Service downgraded Contech Construction
Products, Inc.'s Corporate Family Rating to Caa2 from Caa1, and
its Probability of Default to Caa3 from Caa2. In a related rating
action Moody's also lowered the rating of the senior secured bank
credit facility to Caa2 from Caa1. The rating outlook is negative.

These ratings/assessments were affected by this action:

Corporate Family Rating downgraded to Caa2 from Caa1;

Probability of Default Rating downgraded to Caa3 from Caa2; and,

Approx. $500 million revolver and senior secured bank credit
facility due 01/31/2013 downgraded to Caa2 (LGD3, 34%) from Caa1
(LGD3, 34%).

RATINGS RATIONALE

The downgrade of Contech's Corporate Family Rating to Caa2 from
Caa1 results from Moody's view that Contech will experience weak
operating performance due to ongoing pressures in the construction
industry, the main driver of Contech's revenues. The construction
industry is experiencing prolonged weakness, hindering the
company's ability to generate meaningful levels of earnings and
free cash flow relative to its debt. As a result of ongoing
pressures in the company's operating performance, Moody's views
Contech's capital structure as untenable. Its revolving credit
facility and term loan, which comprise Contech's entire debt
capital structure, mature in January 2013. Although Moody's
recognizes that Contech is addressing its cost structure and
improving working capital management, the level of improvement
will not be sufficient to meaningfully reduce its debt. Moody's
believes that a capital restructuring will be needed to reduce
debt, bringing the company's capital structure more in line with
current operating performance. Another driver of the rating action
is that Contech's ability to maintain compliance with financial
covenants in its credit agreement is less certain, due to below
than expected operating performance.

The change in outlook to negative from stable results from Moody's
belief that Contech's ability to refinance all of its committed
debt prior to becoming current obligations, which will occur in
January 2012, is limited due to weak cash generation, anemic
growth prospects in the domestic construction industry, and the
current lack of demand for high-yield debt obligations in the bank
and capital markets.

Developments that could lead to a downgrade include any further
erosion in the company's financial performance due to continued
weakness in its end markets. Redemption of debt at deep discounts
or conversion of debt for equity would negatively impact the
ratings as well.

A stabilization of the ratings is unlikely to occur until Contech
provides a long-term solution to its looming debt maturities or
demonstrates a significant improvement in operations, which is
unlikely considering the current state of the domestic
construction industry.

The principal methodology used in rating Contech Construction
Products, Inc. was the Global Manufacturing Industry Methodology
published in December 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.

Contech Construction Products, Inc. ("Contech"), headquartered in
West Chester, OH, manufactures and markets corrugated steel and
plastic pipe and fabricated products for use in highway,
residential, and commercial construction. Goldman, Sachs & Co.,
through its affiliates, is the primary owner of Contech, followed
by Apax Partners, L.P. ("Apax").


CONTINENTAL COMMON: Wants 45-Day Lease Decision Period Extension
----------------------------------------------------------------
Continental Common, Inc., on July 29, 2011, asked the U.S.
Bankruptcy Court for the Northern District of Texas to extend the
deadline to assume or reject any executory contract or unexpired
lease by 45 days.

The Debtor's primary assets consist of various real estate
holdings in multiple states.  Specifically, the Debtor owns:

   i) an office building located at 1010 Common St. in New
   Orleans, Louisiana and various ground leases and land
   associated with the 1010 Common Property;

  ii) approximately 43.433 acres of undeveloped land located at
   4600, 5201, 5224, and 5325 Shadydell Cir in Fort Worth, Texas;
   and

iii) approximately 17.115 acres of undeveloped land located at
   11600 Luna, Farmers Branch, Texas.

The Debtor related that intends to assume each of the ground
leases through a plan of reorganization, and on July 13, the
Debtor and its secured lender, PNC Bank, N.A., filed its Amended
Joint Plan of Reorganization.

The hearing to consider confirmation of the Amended Joint Plan is
set for Sept. 13, 2011 and no earlier dates were available, the
Debtor will not be able to confirm a plan by the Aug. 24, deadline
by which the Debtor must assume the ground leases.

                     About Continental Common

Dallas, Texas-based Continental Common, Inc., has primary assets
consist of various real estate holdings in multiple states.  The
Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 10-37542) on Oct. 28, 2010.  Melissa S. Hayward,
Esq., at Franklin Skierski Lovall Hayward LLP, represents the
Debtor.  The Company disclosed $29,250,424 in assets and
$25,150,836 in liabilities.  The U.S. Trustee has not appointed
creditors' committee or examiner in the case.


CORUS BANKSHARES: Exclusive Plan Filing Deadline Moved to Aug. 28
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Northern Illinois
extended until Aug. 28, 2011, Corus Bankshares, Inc.'s exclusive
period to file a chapter 11 plan.

As reported in the Troubled Company Reporter on Aug. 2, the Court
set a Sept. 27 hearing to consider confirmation of Corus
Bankshares' proposed Chapter 11 plan.

The Bankruptcy Court in Chicago already approved the disclosure
statement giving creditors the information they need in deciding
how to vote on the Plan.

The salient terms of the Plan are:

    * The Federal Deposit Insurance Corp. claims will be put into
      two classes, one for a priority claim and another for its
      nonpriority unsecured claim.  Eventually, Corus doesn't
      believe the FDIC will have any valid priority claim to be
      paid in full ahead of unsecured creditors.  For the
      unsecured claim that could be as much as $183.4 million,
      FDIC is expected to recover between 6.2% and 53.3%.

    * Holders of trust preferred securities, known as TOPrS, are
      to have a similar recovery for their $415.6 million in
      claims.

    * General unsecured creditors with claims totaling between $10
      million and $21 million are to have an identical dividend.

    * Subordinated creditors and shareholders won't receive
      anything.

The FDIC and Corus are in litigation over who owns $258 million in
tax refunds.

                   About Corus Bankshares

Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding
company.  Its lone operating unit, Corus Bank, N.A., was closed
on Sept. 11, 2009, by regulators, and the Federal Deposit
Insurance Corporation was named receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Chicago-based MB Financial Bank, National
Association, to assume all of the deposits of Corus Bank.

Corus Bankshares sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 10-26881) on June 15, 2010, disclosing $314,145,828 in
assets and $532,938,418 in liabilities as of the Chapter 11
filing.

Kirkland & Ellis LLP's James H.M. Sprayregen, Esq., David R.
Seligman, Esq., and Jeffrey W. Gettleman, Esq., serve as the
Debtor's bankruptcy counsel.  Kinetic Advisors is the Company's
restructuring advisor.  Plante & Moran is the Company's auditor
and accountant.  Kilpatrick Stockton LLP's Todd Meyers, Esq., and
Sameer Kapoor, Esq.; and Neal Gerber & Eisenberg LLP's Mark
Berkoff, Esq., Deborah Gutfeld, Esq., and Nicholas M. Miller,
Esq., represent the official committee of unsecured creditors.


CREDITRON FINANCIAL: Sale Hearing Set for Aug. 15
-------------------------------------------------
Erie Times-News reports that the sale of Telatron Marketing Group
Inc. is drawing closer as a judge continues to review the rules
for an auction that will occur in U.S. Bankruptcy Court in Erie.

According to the report, Chief Bankruptcy Judge Thomas P. Agresti
met on the proposed sale, and set the next hearing date in the
case for Aug. 15.  Judge Agresti said he is expected to schedule a
sale date once he and the lawyers finalize the bidding procedures.

Based in Erie, Pennsylvania, Creditron Financial Corporation dba
Teletron 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.  The Debtor's financial condition as
of July 3, 2008, showed $3 million in total assets, and
$4.8 million in total debts.


CROSSOVER FINANCIAL: U.S. Trustee Unable to Form Committee
----------------------------------------------------------
Charles F. Mcvay, The United States Trustee for Region 19, said
that a committee under 11 U.S.C. Sec. 1102 has not been appointed
because an insufficient number of persons holding unsecured claims
against Crossover Financial I, LLC have expressed interest in
serving on a committee.

The U.S. Trustee reserves the right to appoint such a committee
should interest developed among the creditors.

Crossover Financial I, LLC, based in Elizabeth, Colorado, filed
for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-24257) on
June 15, 2011.  Judge Sidney B. Brooks presides over the case.
Stephen C. Nicholls, Esq., at Nicholls & Associates, P.C., serves
as bankruptcy counsel.  In its petition, the Debtor estimated
assets and debts of $10 million to $50 million.  The petition was
signed by Mitchell B. Yellen.


CRYSTAL CATHEDRAL: Committee Wants to Propose Alternative Plan
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of Crystal Cathedral Ministries asks the U.S. Bankruptcy
Court for the Central District of California to terminate the
Debtor's exclusive periods to file and solicit acceptances for the
proposed chapter 11 plan, so as to permit the Committee to file a
plan.

In the Motion, the Committee said that cause for the termination
of the Debtor's exclusivity periods exists given the Debtor's
insistence on proceeding with a proposed plan premised upon a sale
of the estate's real property to Greenlaw Acquisitions, LLC
notwithstanding a far superior offer received for the property
from Chapman University.

Absent termination of exclusivity to permit a Committee plan to
proceed, the Committee fears a motion to appoint a trustee or
perhaps to appoint an independent/provisional director to the
Debtor's board may be necessary.

                  Sale to Greenlaw Cancelled

Crystal Cathedral on July 31 said that its board has voted to
forego choosing a buyer of its Crystal Cathedral property, as part
of its bankruptcy reorganization plan.  The church says it hopes
to raise $50 million in order to fend off the sale being pushed by
the Official Committee of Unsecured Creditors.

The church itself began the sale process by proposing a plan where
the campus would be sold to Greenlaw Partners LLC and leased back
in a $46 million transaction.  Greenlaw would develop some of the
property. Chapman University made a similar $46 million proposal.
Needing a larger cathedral, the Roman Catholic Diocese of Orange
County, California, later made an offer to purchase the church and
its property for $50 million.

The judge previously approved sale procedures where bids were due
July 22 in advance of an Aug. 5 auction and a hearing on Aug. 9 to
approve the sale.

                   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."

Mr. Schuller retired from his role as senior pastor of Crystal
Cathedral in 2006. His daughter Sheila Schuller Coleman has been
senior pastor since July 2009.  Contributions declined 24 percent
in 2009, in part on account of "unsettled leadership."

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.

Todd C. Ringstad, Esq., at Ringstad & Sanders, LLP, represents the
Official Committee of Unsecured Creditors.


DAVIDS JEWELERS: To Liquidate Assets Under Bankruptcy Code
----------------------------------------------------------
Peter Panepinto at Carroll County Times reports that David's
chapter 11 reorganization case was converted to a liquidation case
on July 29, 2011.

According to the report, Zvi Guttman, a trustee who is overseeing
the liquidation case on behalf of the court, said since the
business is under a liquidation case, it requires a court order to
operate.

David's Jewelers had been located on Main Street in Westminster,
Maryland for more than 50 years.

David's Westminster, Inc., doing business as David's Jewelers and
Hossler Jewelry, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Md. Case No. 11-24222) in Baltimore on July 11, 2011.

The Debtor is represented by:

         Edward M. Miller, Esq.
         MILLER AND MILLER, LLP
         202 E. Main St.,
         1st Floor
         Westminster, MD 21157
         Tel: (410) 751-5444
         Fax: (410) 751-6633
         E-mail: mmllplawyers@verizon.net


DEBRALL, INC.: Case Summary & 10 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Debrall, Inc.
        525 West Honey Creek Drive
        Terre Haute, IN 47802

Bankruptcy Case No.: 11-81108

Chapter 11 Petition Date: August 3, 2011

Court: U.S. Bankruptcy Court
       Southern District of Indiana (Terre Haute)

Judge: Frank J. Otte

Debtor's Counsel: David R. Krebs, Esq.
                  HOSTETLER & KOWALIK P.C.
                  101 W. Ohio Street, Suite 2100
                  Indianapolis, IN 46204
                  Tel: (317) 262-1001
                  Fax: (317) 262-1010
                  E-mail: dkrebs@hklawfirm.com

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

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

A list of the Company's 10 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/insb11-81108.pdf

The petition was signed by Bryan K. Phillips, president.


DEX MEDIA EAST: Bank Debt Trades at 28% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East
LLCis a borrower traded in the secondary market at 71.81 cents-on-
the-dollar during the week ended Friday, Aug. 5, 2011, a drop of
0.71 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 250 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2014.  The
loan is one of the biggest gainers and losers among 181 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                       About Dex Media East

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

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

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

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


DEX MEDIA WEST: Bank Debt Trades at 18% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media West LLC
is a borrower traded in the secondary market at 81.64 cents-on-
the-dollar during the week ended Friday, Aug. 5, 2011, a drop of
0.77 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 450 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2014.  The
loan is one of the biggest gainers and losers among 181 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                       About Dex Media West

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

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

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


EAGLES NEST: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Eagles Nest Equestrian Ranches, LLC
        2120 Tynecastle Highway
        Banner Elk, NC 28604

Bankruptcy Case No.: 11-10749

Chapter 11 Petition Date: August 2, 2011

Court: U.S. Bankruptcy Court
       Western District of North Carolina (Asheville)

Judge: George R. Hodges

Debtor's Counsel: Edward C. Hay, Jr.
                  PITTS, HAY & HUGENSCHMIDT, P.A.
                  137 Biltmore Avenue
                  Asheville, NC 28801
                  Tel: (828) 255-8085
                  Fax: (828) 251-2760
                  E-mail: ehay@phhlawfirm.com

Scheduled Assets: $4,037,000

Scheduled Debts: $21,663,870

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/ncwb11-10749.pdf

The petition was signed by John Turchin, sole member of Turchin
Enterprises, LD.

Affiliates that simultaneously sought Chapter 11 protection:

        Debtor                          Case No.
        ------                          --------
JAJST, LLC                              11-10750
Eagles Nest Banner Elk, LLC             11-10751


EAST LAKE: Case Summary & 11 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: East Lake Plaza, LLC
        2417 Winterset Road
        Winter Haven, FL 33884

Bankruptcy Case No.: 11-14787

Chapter 11 Petition Date: August 3, 2011

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

Debtor's Counsel: Sheila D. Norman, Esq.
                  NORMAN AND BULLINGTON, P.A.
                  1905 West Kennedy Boulevard
                  Tampa, FL 33606
                  Tel: (813) 251-6666
                  Fax: (813) 254-0800
                  E-mail: sheila@normanandbullington.com

Scheduled Assets: $2,502,822

Scheduled Debts: $2,401,366

A list of the Company's 11 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/flmb11-14787.pdf

The petition was signed by Liem T. Nguyen, manager.


EL POLLO: Hiked by Moody's to 'Caa1' on More Manageable Debt
------------------------------------------------------------
Moody's Investors Service upgraded El Pollo Loco, Inc.'s Corporate
Family and Probability of Default ratings to Caa1 from Caa2. El
Pollo's $12.5 million senior secured revolver rating and $170
million first lien term loan rating were confirmed at B1 and B2,
respectively. In addition, the company's $105 million senior
secured notes were confirmed at Caa2. The rating outlook is
stable.

This rating action concludes the review process that was initiated
on June 7, 2011.

Ratings upgraded:

Corporate Family Rating upgrade to Caa1 from Caa2

Probability of Default Rating upgraded to Caa1 from Caa2

Ratings confirmed and LGD assessments revised:

$12.5 million first lien first-out senior secured revolver due
2016 at B1 (LGD1, 1%)

$170 million first lien senior secured term loan due 2017 at B2
(LGD2, 29%)

$105 million second lien senior secured notes due 2018 at Caa2
(LGD5, 79%)

Ratings withdrawn:

$12.5 million 1st lien senior secured revolving credit facility
due 2012 at B1 (LGD1, 1%)

$132.5 million 2nd lien senior secured notes due 2012 at B3 (LGD2,
25%)

$125 million senior unsecured notes due 2013 at Caa3 (LGD5, 70%)

Speculative Grade Liquidity Rating upgraded to SGL-3, and
subsequently to be withdrawn

RATINGS RATIONALE

The upgrade of El Pollo's Corporate Family (CFR) to Caa1 from Caa2
reflects the recent execution of the company's $182.5 million
senior secured bank facilities and $105 million senior secured
notes which provided the company with a more manageable debt
maturity schedule and modestly improved liquidity profile. The
refinancing eliminated the 2012 maturities related to El Pollo's
previous bank facility and senior secured notes. However, Moody's
remains concerned about the long term sustainability of the
capital structure given the very high interest rates as a result
of the refinancing and the very limited potential for deleveraging
in the medium term.

Despite Moody's more favorable view of El Pollo's revenue,
earnings, and overall liquidity, Moody's does not expect any
material deleveraging as a result of this transaction thus
limiting ratings upside beyond the Caa1. El Pollo's high pro forma
debt/EBITDA of about 7.9 times and EBITA/Interest of about 0.8x
weakly positions the company in the Caa1 rating category. Moody's
expects leverage to remain above 7 times over the next 12-18
months. The rating also considers the still weak economy
particularly in El Pollo's home state -- California, intensified
competition in the QSR (quick service restaurant) segment and the
potential margin pressure due to rising commodity costs ( albeit
chicken prices are at depressed levels currently). In addition,
the rating is constrained by the possibility of more store
closures or delays in developing new franchisee units given the
still challenging operating environment for El Pollo's
franchisees.

The stable rating outlook considers El Pollo's adequate liquidity
profile. Although the refinancing resulted in much higher interest
costs than originally anticipated, Moody's expects that the
company will likely have slightly-negative or break even free cash
flow and be able to fund all of its basic cash and maintenance
capital expenditures from internal cash sources in the medium
term, but may need to limit the scope of its capital development
projects.

The Caa1 rating could be lowered if it appears that El Pollo will
not be able to achieve and sustain EBITA/Interest near 1.0x and
the company's liquidity deteriorates for any reason. A higher
rating would require that El Pollo demonstrate an ability to
achieve and sustain debt/EBITDA at or below 6.0x, EBITA/Interest
to remain well above 1.0x and positive free cash flow.

El Pollo Loco Inc, headquartered in Costa Mesa, California, is a
quick-service restaurant chain specializing in flame-grilled
chicken and other Mexican-inspired entrees. The company operates
or franchises approximately 405 restaurants primarily around Los
Angeles and throughout Southwestern US, and generated total
revenues of approximately $270 million in the last twelve months
ended March 31, 2011.

The principal methodology used in rating El Pollo Loco, Inc. was
the Global Restaurant Industry published in June 2011. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.


ELEPHANT & CASTLE: Repechage Files Schedules of Assets & Debts
--------------------------------------------------------------
Repechage Investments Limited, a subsidiary Massachusetts Elephant
& Castle Group, filed with the U.S. Bankruptcy Court for the
Western District of Minnesota, its schedules of assets and
liabilities, disclosing:

  Name of Schedule               Assets              Liabilities
  ----------------              -------              -----------
A. Real Property                        $0
B. Personal Property           $27,409,851
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                    $25,067,224
E. Creditors Holding
   Unsecured Priority
   Claims                                                     $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                            $20,862,345
                               -----------        --------------

      TOTAL                    $27,409,851           $45,949,570

                   About Elephant & Castle

Boston-based Massachusetts Elephant & Castle Group and its
affiliates operate 21 British-style restaurant pubs in the U.S.
and Canada.  Ten locations are in the U.S.

Elephant & Castle filed for Chapter 11 protection (Bankr. D. Mass.
Lead Case No. 11-16155) on June 28, 2011.  Bankruptcy Judge Henry
J. Boroff presides over the case.  John G. Loughnane, Esq. at
Eckert Seamans Chein& Mellott, LLC represents the Debtor in its
restructuring effort.  Repechage Investments' estimated assets and
debts at $10 million to $50 million.  Other Debtors' estimated
assets and debts at $0 to $10 million.


EQUINO PROPERTIES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Equino Properties II, L.L.C.
        8902 Liberty Loop
        Laredo, Tx 78045

Bankruptcy Case No.: 11-50180

Chapter 11 Petition Date: August 2, 2011

Court: U.S. Bankruptcy Court
       Southern District of Texas (Laredo)

Judge: Richard S. Schmidt

Debtor's Counsel: Adolfo Campero, Jr., Esq.
                  CAMPERO & ASSOCIATES, P.C.
                  315 Calle Del Norte, Suite 207
                  Laredo, TX 78041
                  Tel: (956) 796-0330
                  Fax: (956) 796-0399
                  E-mail: acampero@cblawfirm.net

Scheduled Assets: $1,308,107

Scheduled Debts: $1,178,208

The list of unsecured creditors filed together with its petition
does not contain any entry.

The petition was signed by David Davila, managing member.

Affiliate that simultaneously sought Chapter 11 protection:

        Debtor                   Case No.
        ------                   --------
Equino Properties, L.L.C.        11-50179


EVERGREEN PLAZA: Normandie Has Until Aug. 12 to File Schedules
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
extended until Aug. 12, 2011, Normandie Court III-DE, LLC's time
to file its schedules and statements of financial affairs.

Normandie, a debtor-affiliate of Evergreen Plaza Investment-DE,
LLC, filed for Chapter 11 bankruptcy without schedules and
statements.

Evergreen Plaza Investment-DE, LLC; 15352 Vanowen Street
Apartments-DE, LLC; Normandie Court III-DE, LLC; Westlake
Evergreen-DE, LLC, jointly own, as Tenants-in-Common, 100% of real
property located at 3637-3755 E. Thousand Oaks Blvd., Thousand
Oaks, California.  The percentage of ownership is: Evergreen
(54.31%), Normandie (10.74%), Westlake (25%), and Vanowen (9.95%).
The four entities jointly operate the Real Property pursuant to a
Tenancy in Common Agreement executed between them on Oct. 28,
2004.  The Real Property is a commercial complex of about 38 units
with 21 units rented at this time.

The real property is managed by Kaufman Properties, owned by Mark
Kaufman, and JDS Real Estate, Inc. owned by Jason Schwetz. The
leasing broker is JDS Real Estate, Inc. who is presently showing
the spaces.

The four entities filed for Chapter 11 bankruptcy on June 28,
2011, to stop a foreclosure sale by secured creditor LNR Partners.
Evergreen Plaza Investment-DE (Bankr. C.D. Calif. Case No. 11-
17858); Westlake Evergreen-DE, LLC (Bankr. C.D. Calif. Case No.
11-17874); 15352 Vanowen Street Apartments-DE (Bankr. C.D. Calif.
Case No. 11-17870); and Normandie Court III-DE (Bankr. C.D. Calif.
Case No. 11-17872), estimated $10 million to $50 million in both
assets and debts in their petitions.   The law offices of M.
Jonathan Hayes serve as the Debtors' counsel.  The Court for the
Central District of California has transferred the Chapter 11 case
to the calendar of Bankruptcy Judge Geraldine Mund.

The Debtors value the real property at roughly $13 million.  Total
secured debt exceeds $17 million.  Each debtor-entity said its
case is a single asset case.


EVERGREEN PLAZA: Meeting of Creditors Continued Until Sept. 1
-------------------------------------------------------------
The U.S. Trustee for Region 16 has continued until Sept. 1, 2011,
the meeting of creditors in the Chapter 11 cases of Evergreen
Plaza Investment-DE, LLC, et al.  The hearing will be held at the
U.S. Trustee's Office located at 21051 Warner Center Lane, Suite
105, Woodland Hills, California.

The continued meeting times for each Debtor are:

1. Evergreen Plaza Investment-DE, LLC -- 2:00 p.m.
2. Normandie Court III-DE, LLC  -- 2:30 p.m.
3. 15352 Vanowen Street Apartments-DE, LLC -- 3:00 p.m.
4. Westlake Evergreen-DE, LLC -- 3:30 p.m.

                       About Evergreen Plaza

Evergreen Plaza Investment-DE, LLC; 15352 Vanowen Street
Apartments-DE, LLC; Normandie Court III-DE, LLC; Westlake
Evergreen-DE, LLC, jointly own, as Tenants-in-Common, 100% of real
property located at 3637-3755 E. Thousand Oaks Blvd., Thousand
Oaks, California.  The percentage of ownership is: Evergreen
(54.31%), Normandie (10.74%), Westlake (25%), and Vanowen (9.95%).
The four entities jointly operate the Real Property pursuant to a
Tenancy in Common Agreement executed between them on Oct. 28,
2004.  The Real Property is a commercial complex of about 38 units
with 21 units rented at this time.

The real property is managed by Kaufman Properties, owned by Mark
Kaufman, and JDS Real Estate, Inc. owned by Jason Schwetz. The
leasing broker is JDS Real Estate, Inc. who is presently showing
the spaces.

The four entities filed for Chapter 11 bankruptcy on June 28,
2011, to stop a foreclosure sale by secured creditor LNR Partners.
Evergreen Plaza Investment-DE (Bankr. C.D. Calif. Case No. 11-
17858); Westlake Evergreen-DE, LLC (Bankr. C.D. Calif. Case No.
11-17874); 15352 Vanowen Street Apartments-DE (Bankr. C.D. Calif.
Case No. 11-17870); and Normandie Court III-DE (Bankr. C.D. Calif.
Case No. 11-17872), estimated $10 million to $50 million in both
assets and debts in their petitions.   The law offices of M.
Jonathan Hayes serve as the Debtors' counsel.  The Court for the
Central District of California has transferred the Chapter 11 case
to the calendar of Bankruptcy Judge Geraldine Mund.

The Debtors value the real property at roughly $13 million.  Total
secured debt exceeds $17 million.  Each debtor-entity said its
case is a single asset case.


EXTENDED STAY: Trustee Moving Own Suits to District Court
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the aftermath of the Extended Stay Inc.
reorganization shows how the U.S. Supreme Court's June opinion in
Stern v. Marshall is affecting where lawsuits will be tried.

Mr. Rochelle notes that ordinarily, the defendants are the ones
who seek to have lawsuits taken away from bankruptcy judges.  In
the case of Extended Stay, the trustee for the creditors' trust is
asking the bankruptcy court to send four lawsuits that he filed to
U.S. District Court and one to state court. The trustee is
concerned that the bankruptcy court can't properly hear the case
in the wake of Stern.

Mr. Rochelle recounts that the trustee for the trust created under
the confirmed Extended Stay plan filed five lawsuits in June
seeking $6.3 billion from Blackstone Group LP, which owned the
hotel operator before a leveraged buyout in June 2007. Blackstone
later was in the group buying back the business under the Chapter
11 plan.  In some of the suits, the trustee is also suing David
Lichtenstein and Lightstone Group LLC, the company he controlled
that was the buyer in the LBO.

Although the trustee sued in bankruptcy court, he now says that
the Stern decision at a minimum creates "ambiguity" over whether
the bankruptcy court can hear the case.  The trustee for the
creditors' trust is represented by the law firm Baker & Hostetler
LLP, the same firm representing the trustee liquidating Bernard L.
Madoff Investment Securities Inc.  The Madoff trustee has been
opposing removal of lawsuits from bankruptcy court.

                       About Extended Stay

Extended Stay is the largest owner and operator of mid-price
extended stay hotels in the United States, holding one of the most
geographically diverse portfolios in the lodging sector with
properties located across 44 states (including 11 hotels located
in New York) and two provinces in Canada.  As a result of
acquisitions and mergers, Extended Stay's portfolio has expanded
to encompass over 680 properties, consisting of hotels directly
owned or leased by Extended Stay or one of its affiliates.
Extended Stay currently operates five hotel brands: (i) Crossland
Economy Studios, (ii) Extended Stay America, (iii) Extended Stay
Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe
Studios.

Extended Stay Inc. and its affiliates filed for Chapter 11 on
June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764).  Judge James M.
Peck handles the case.  Marcia L. Goldstein, Esq., at Weil Gotshal
& Manges LLP, in New York, represents the Debtors.  Lazard Freres
& Co. LLC is the Debtors' financial advisors.  Kurtzman Carson
Consultants LLC is the claims agent.  The Official Committee of
Unsecured Creditors tapped Gilbert Backenroth, Esq., Mark T.
Power, Esq., and Mark S. Indelicato, Esq., at Hahn & Hessen LLP,
in New York, as counsel.  Extended Stay had assets of
$7.1 billion and debts of $7.6 billion as of the end of 2008.

Extended Stay Inc. in October 2010 successfully emerged from
Chapter 11 protection.  An investment group that includes
Centerbridge Partners, L.P., Paulson & Co. Inc. and Blackstone
Real Estate Partners VI, L.P., purchased 100% of the Company for
$3.925 billion in connection with the Plan of Reorganization
confirmed by the Bankruptcy Court in July 2010.

Bankruptcy Creditors' Service, Inc., publishes Extended Stay
Bankruptcy News.  The newsletter provides gavel-to-gavel coverage
of the Chapter 11 proceedings undertaken by Extended Stay Inc. and
its various affiliates. (http://bankrupt.com/newsstand/or
215/945-7000).


FHG ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: FHG Enterprises, Inc.
        542 Cross Keys Road, #286
        Sicklerville, NJ 08081

Bankruptcy Case No.: 11-33256

Chapter 11 Petition Date: August 3, 2011

Court: U.S. Bankruptcy Court
       District of New Jersey (Camden)

Judge: Gloria M. Burns

Debtor's Counsel: Brian W. Hofmeister, Esq.
                  TEICH GROH
                  691 State Highway 33
                  Trenton, NJ 08844
                  Tel: (609) 890-1500
                  E-mail: bhofmeister@teichgroh.com

Scheduled Assets: $339,497

Scheduled Debts: $11,111,213

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/njb11-33256.pdf

The petition was signed by Joseph Gatas, president.

Affiliates that simultaneously sought Chapter 11 protection:

       Debtor                          Case No.
       ------                          --------
FHG Acquisitions, LLC
  a New York Company                   11-33258
FHG South Jersey, LLC                  11-33261
FHG Development New Jersey, LLC        11-33264


FIRST DATA: Incurs $128.2 Million Net Loss in Second Quarter
------------------------------------------------------------
First Data Corporation reported a net loss of $128.20 million on
$2.75 billion of revenue for the three months ended June 30, 2011,
compared with a net loss of $122.20 million on $2.61 billion of
revenue for the same period during the prior year.

The Company also reported a net loss of $312.70 million on
$5.29 billion of revenue for the six months ended June 30, 2011,
compared with a net loss of $330.60 million on $5.01 billion of
revenue for the same period a year ago.

The Company's selected balance sheet data at June 30, 2011, showed
$37.29 billion in total assets, $33.42 billion in total
liabilities and $3.81 billion in total equity.

"Despite the slow U.S. economic recovery, we delivered earnings
growth in all three segments of the business.  I'm pleased with
the continued improvement in the profitability of our
international regions and the positive momentum in our North
American business," said Jonathan J. Judge, chief executive
officer.  "Further, our focus on global product management and
innovation is leading to exciting new revenue opportunities, such
as the Google Wallet partnership, our mobile commerce and fraud
protection offerings, and new products to help our customers
navigate the U.S. debit regulatory rules announced in June."

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/7LYbPA

                         About First Data

Based in Atlanta, Georgia, First Data Corporation, with over
$10 billion of revenue for the 12 months ended June 30, 2010,
provides commerce and payment solutions for financial
institutions, merchants, and other organizations worldwide.

The Company reported a net loss $846.90 million on $10.38 billion
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $1.01 billion on $9.31 billion of revenue during the prior
year.

The Company's balance sheet at March 31, 2011, showed $36.84
billion in total assets, $32.84 billion in total liabilities,
45.10 million in redeemable non-controlling interest and
$3.95 billion in total equity.

                           *     *     *

The Company's carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.

Standard & Poor's Ratings Services in December 2010 assigned its
'B-' issue rating with a '5' recovery rating to First Data Corp.'s
(B/Stable/--) $2 billion of 8.25% second-lien cash-pay notes due
2021, $1 billion $8.75% second-lien pay-in-kind-toggle notes due
2022, and $3 billion 12.625% unsecured cash-pay notes due 2021.
The '5' recovery rating indicates lenders can expect modest (10%-
30%) recovery in the event of payment default.  Under S&P's
default analysis, there is insufficient collateral to fully cover
First Data's first-lien debt.  As a result, the remaining value of
the company (generated by non-U.S. assets and not pledged) would
be shared pari passu among the uncovered portion of first-lien
debt, new second-lien debt, and new and existing unsecured debt.


FNB UNITED: $310-Mil. Common Shares Offering Fully Subscribed
-------------------------------------------------------------
FNB United Corp. announced that investors have agreed to subscribe
for a total of $310 million in company common stock in a private
placement, contingent on obtaining shareholder and regulatory
approvals and satisfaction of other conditions.  Issuance of the
common stock at $0.16 per share will complete the recapitalization
of FNB United, which is a key contingency in its plan to acquire
Bank of Granite Corporation, parent company of Bank of Granite.

The proposed acquisition will unite two 100-year-old institutions,
creating a North Carolina community banking organization with
approximately $2.8 billion in assets, $2.4 billion in deposits and
63 full-service banking offices located in some of the state's
most robust markets.  The transaction remains subject to receipt
of regulatory approvals and shareholder approval of both banking
companies.

"Completion of the capital raise is a significant event for
community banking in North Carolina," said Brian Simpson, who will
serve as CEO of the combined organization.  "Two banking companies
that have served their communities faithfully for more than 100
years will be revitalized so that the traditions of service to
business owners and consumers can continue.  We believe this is
positive news for each of the communities served by CommunityONE
and Bank of Granite and for our entire state."

The Carlyle Group and Oak Hill Capital Partners are lead investors
in the capital raise, each having entered into definitive
agreements with FNB United to invest $79 million, each subject to
conditions contained in the investment agreements.  FNB United has
now entered into additional definitive subscription agreements
with additional investors providing the investment of the
remaining capital of $152 million, subject to conditions contained
in the subscription agreements.

Jim Burr, Managing Director of The Carlyle Group, said: "This
strong and experienced leadership team is well positioned to
address current challenges and build for the future.  The
revitalization of any bank franchise begins with seasoned
leadership, and Brian, Bob and their team have the depth and
breadth of experience needed for this opportunity."

FNB United will be headquartered in Asheboro, N.C. Subject to the
satisfaction or waiver of the remaining conditions, the
transaction is expected to close in October of 2011.  The two bank
subsidiaries (CommunityONE and Bank of Granite) will be operated
as separate entities for a period of time; it is anticipated that
the merged bank will be named CommunityONE Bank, N.A., at a future
date to be determined.

"Brian and I have been gratified by the response we have received
from the investment community," said Bob Reid, who will serve as
President of the combined banking company.  "A great deal of work
remains ahead, but with this commitment of capital and the
talented teams being put in place at CommunityONE and Bank of
Granite, we believe that the resulting institution will be
positioned to effectively serve its communities in the future."

Jim Campbell, Chairman of FNB United, said: "I would like to
commend all of our employees for their commitment to customer
service as we have navigated through these challenging times.
This focus on the customer has been invaluable in assuring that we
are well positioned for the revitalization that is planned with
our new capital and our new banking partners."

John Bray, Chairman of Bank of Granite, said: "The success of the
capital raise is great news for our customers, our employees and
the communities we serve.  CommunityONE and Bank of Granite have
long traditions of personalized service that is a hallmark of
community banking.  The addition of capital and the merger of our
organizations will ensure that this spirit lives on."

                          The Transaction

FNB United Corp. will be operated by new management after the
recapitalization and merger, led by Brian Simpson as Chief
Executive Officer and Bob Reid as President.

The merger agreement provides that Bank of Granite shareholders
will receive 3.375 shares of FNB United Corp.'s common stock in
exchange for each share of Bank of Granite common stock they own
immediately prior to completion of the merger.

Completion of the merger and the investments are dependent on each
other and the satisfactory completion of a number of other
conditions, including the exchange of FNB preferred stock held by
the U.S. Treasury for FNB common stock on the terms specified in
the merger and investment agreements, CommunityONE having
repurchased SunTrust's outstanding debt and preferred stock on the
terms specified in the agreements, receipt of regulatory
approvals, the approval of the shareholders of both FNB United
Corp. and Bank of Granite Corporation, and FNB and Bank of Granite
meeting specified financial condition requirements contained in
the merger and investment agreements.

Sandler O'Neill & Partners, L.P., and Raymond James & Associates,
Inc., are acting as placement agents in connection with the
private placement of the FNB United common stock.

On Aug. 2, 2011, the Company provided an Employee Information
Packet to certain of its employees regarding the recapitalization
and merger, a full-text copy of which is available for free at:

                       http://is.gd/9qiUAz

                         About FNB United

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

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

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

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

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


FORD MOTOR: DBRS Assigns 'BB' Rating on Senior Unsecured Notes
--------------------------------------------------------------
DBRS has assigned a rating of BB to the ten-year $1.0 billion
Senior Unsecured Notes recently announced by Ford Motor Credit
Company LLC.

The Notes have an initial settlement date of August 1, 2011, with
a final maturity date of August 2, 2021.

The Notes have a fixed coupon of 5.875% and rank pari passu with
all other senior unsecured obligations of Ford Credit.

The rating reflects the ownership of the Company and considers
that the predominant share of Ford Credit's business consists of
financing Ford Motor Company (Ford) vehicles and supporting Ford
dealers.


FRE REAL ESTATE: Ch. 11 Case Dismissed at Behest of U.S. Trustee
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
dismissed the Chapter 11 case of FRE Real Estate, Inc.

As reported in the Troubled Company Reporter on June 28, 2011,
William T. Neary, the U.S. Trustee for Region 6, asked that the
Court dismiss or in the alternative convert the Debtor's case to
one under Chapter 7 of the Bankruptcy Code.

The TCR reported on June 9, that Bankruptcy Judge Michael D. Lynn
granted Highland Capital Management, L.P., as agent for NexBank,
conditional relief from the automatic stay in the bankruptcy case
of FRE Real.  The Court said it is not equitable to force the
Bank, the Debtor's mortgage lender, to finance the Debtor's case
pending resolution of issues that must resolve favorably for the
Bank to be fully secured and so fully satisfied -- as required by
Sec. 1129(b) of the Bankruptcy Code -- under a plan of
reorganization.

The U.S. Trustee added that the Debtor's failure to maintain
appropriate insurance that poses a risk to the estate or the
public constitutes cause for dismissal or conversion.  Prior to
the foreclosure, the Debtor owned real property, which might have
posed a nuisance or other unsafe condition to the public.  It
appears that the Debtor may have operated without insurance for at
least six days prior to the lift of stay.

                     About FRE Real Estate

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

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

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

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

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

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


GELT PROPERTIES: Files List of 20 Largest Unsecured Creditors
-------------------------------------------------------------
Gelt Properties LLC filed a consolidated list of the Debtors'
creditors holding the 20 largest unsecured claims:

   Creditor                                    Amount of Claim
   --------                                    ---------------
SF Partners LLC                                      $8,433.54
600 Maple Lane
Flourtown, PA 19031

PECO Industrial/Commercial Credit                    $3,868.80
2301 Market Street
Philadelphia, PA 190103

Emergency Response Associates                        $3,450.00
246 West Upsal Street
Philadelphia, PA 19119

Kassab Archbold & O'Brien LLC                        $2,814.00
214 North Jackson Street
Media, PA 19063

Philadelphia Gas Works                               $1,206.24

Penns Grove Sewerage  Authority                      $1,040.00

Peoples Natural Gas                                    $703.74

PSE&G Co.                                              $693.84

Duquesne Light - Payment Processing Center             $543.72

Mikhael Andreyev                                       $500.00

Duquesne Light - Airbrake                              $409.30

Atlantic City Electric Co.                             $215.32

Aqua Pennsylvania Inc.                                  $24.25

                       About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.  Albert A. Ciardi, III, Esq., and Thomas Daniel Bielli,
Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtors'
bankruptcy counsel.  In their separate petitions, the Debtors both
estimated $10 million to $50 million in assets and debts.  The
petitions were signed by Uri Shoham, the Debtors' chief financial
officer.


GELT PROPERTIES: Hiring Ciardi Law Firm as Chapter 11 Counsel
-------------------------------------------------------------
Gelt Properties LLC and Gelt Financial Corporation seek Bankruptcy
Court permission to employ Ciardi Ciardi & Astin as Chapter 11
counsel.

Ciardi received a $50,000 retainer from the Debtors on June 25,
2011, and $5,000 was drawn on the retainer prior to the filing.
The remainder, $45,000, remains in escrow.

The professionals at Ciardi who are most likely to work on the
case are:

          Albert A. Ciardi III, Esq.             $465 per hour
          Thomas D. Bielli, Esq.                 $310 per hour
          Jennifer Cranston, Esq.                $300 per hour
          Alex Giuliano (paralegal)              $120 per hour

Albert A. Ciardi III, Esq., a partner at Ciardi, attests that his
firm does not hold any interest adverse to the Debtors.

                       About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.  In their separate petitions, the Debtors both
estimated $10 million to $50 million in assets and debts.  The
petitions were signed by Uri Shoham, the Debtors' chief financial
officer.


GELT PROPERTIES: Seeks 14-Day Extension to File Schedules
---------------------------------------------------------
Pursuant to Rule 1007 of the Federal Rules of Bankruptcy
Procedure, Gelt Properties LLC and Gelt Financial Corporation are
required to file their schedules of assets and liabilities and
statement of financial affairs by Aug. 8, 2011.  However, Gelt
Properties is seeking an additional 14 days extension, telling the
Court they are in the process of compiling information necessary
to complete the Schedules.

                       About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.  Albert A. Ciardi, III, Esq., and Thomas Daniel Bielli,
Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtors'
bankruptcy counsel.  In their separate petitions, the Debtors both
estimated $10 million to $50 million in assets and debts.  The
petitions were signed by Uri Shoham, the Debtors' chief financial
officer.


GELT PROPERTIES: Hearing on Cash Collateral Use Tomorrow
--------------------------------------------------------
The Bankruptcy Court will convene a hearing Aug. 9, 2011, at 10:30
a.m. at nix5 -- Courtroom #5, to consider an expedited motion
filed by Gelt Properties, LLC, to use cash collateral securing
their obligations to their lenders.

Gelt Properties is a party to various loan agreements with banking
institutions.  As of July 25, 2011, the amounts due under the
loans are:

                                       Total Loaned Amount
                                       -------------------
     Beneficial Mutual Savings Bank          $840,442
     VIST                                    $146,987
     East Coast Financial Co.                $167,999

As a result of the extended economic downturn, certain of the
Debtors' tenants have been unable to make payments and are in
default of their obligations to the Debtor.  Consequently, the
Debtors were forced to restructure their own loans with the
traditional lenders.

The Debtors have prepared a cash collateral budget, which
indicates they will generate $33,000 in proceeds in August 2011.

The Debtors aver that adequate protection payments proposed by
Gelt Financial, in its August budget, will serve to adequately
protect the Debtors' lenders.

                       About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.  Albert A. Ciardi, III, Esq., and Thomas Daniel Bielli,
Esq., at Ciardi Ciardi & Astin, P.C., serve as the Debtors'
bankruptcy counsel.  In their separate petitions, the Debtors both
estimated $10 million to $50 million in assets and debts.  The
petitions were signed by Uri Shoham, the Debtors' chief financial
officer.


GIORDANO'S ENTERPRISES: Settles Royalty Dispute with Franchisees
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee for Giordano's Enterprises Inc. announced
that he quickly settled most disputes with franchisees who were on
what the trustee called a "royalty strike."

In a statement Aug. 3, the trustee said that all franchisees are
now purchasing supplies from "the approved supplier."  Although he
said "certain issues" are unresolved, he expects to have
everything settled in 30 days.

As reported by the Troubled Company Reporter, the trustee sued
about 30 franchisees to prevent them from interfering with sale
efforts by refusing to pay royalties. He contended the franchise
operators were trying to force a sale at a price below market.

                   About Giordano's Enterprises

Chicago, Illinois-based Giordano's Enterprises, Inc., was founded
in 1974 in Chicago, Illinois, by two Argentinean immigrants, Efren
and Joseph Boglio.  In 1988, John and Eva Apostolou purchased
control of Giordano's.  Although this casual dining eatery offers
a broad array of fine Italian cuisine, it is primarily know for
its "Chicago's World Famous Stuffed Pizza".  At present,
Giordano's operates six company owned stores in Chicagoland, four
joint venture stores, and thirty-five franchisee locations.  In
addition, Giordano's operates Americana Foods, Inc., located in
Mount Prospect, Illinois, that serves as the commissary for the
majority of food products purchased by the Illinois locations.

An affiliated real estate holding company, Randolph Partners LP,
owns 12 restaurant buildings that are leased to four of the
company-owned locations, two of the joint venture locations and
six of the franchisee locations.  The other 33 locations are
leased from third party landlords; two for the Giordano's
locations, two for the joint venture locations and 29 for the
franchise locations.  Giordano's is the lessee and subleases the
restaurant facility for 22 of the 29 franchise third party leases.
JBA Equipment Finance Inc., another affiliated entity, leases
restaurant equipment packages to eight franchisee locations.

Giordano's Enterprises and 26 affiliates filed for Chapter 11
bankruptcy protection (Bankr. N.D. Ill. Lead Case No. 11-06098) on
Feb. 16, 2011.  Six additional affiliates filed for Chapter 11
protection on Feb. 17, 2011.  Michael L. Gesas, Esq., David A.
Golin, Esq., Miriam R. Stein, Esq., and Kevin H. Morse, at
Arnstein & Lehr, LLP, in Chicago, serve as the Debtors'
bankruptcy counsel.  Giordano's Enterprises disclosed $59,387 in
assets and $45,538,574 in liabilities as of the Chapter 11 filing.

Certain of the Debtors owe Fifth Third Bank not than $13,560,662,
pursuant to loans and financial accommodations, and $31,927,998
under a business loan as of the Petition Date.  Fifth Third has
agreed to provide DIP financing of up to $35,983,563 to the
Debtors.

Philip V. Martino has been appointed as Chapter 11 trustee in the
Debtors' bankruptcy cases, at the behest of the U.S. Trustee.  Mr.
Martino filed a $3,000,000 bond.  The Chapter 11 trustee was
appointed in May after Giordano's fired its bankruptcy lawyers and
hadn't paid $47,450 in fees owing to the U.S. Trustee system.


GIORDANO'S ENTERPRISES: Owners File $128M Suit Against Advisers
---------------------------------------------------------------
Carolina Bolado at Bankruptcy Law360 reports that the owners of
Chicago pizzeria Giordano's Enterprises Inc. filed a $128 million
suit Wednesday in Illinois against several company franchisees,
its ex-chief financial officer, its lawyers and officials at Fifth
Third Bank for allegedly conspiring to push them out and force GEI
into bankruptcy.

In a 72-page complaint filed in Cook County Circuit Court, John
and Eva Apostolou, who have owned the business since 1988, said
they were misled by their trusted advisers, ex-CFO B. Allen
Aynessazian and attorney James Roche, according to Law360.

                   About Giordano's Enterprises

Chicago, Illinois-based Giordano's Enterprises, Inc., was founded
in 1974 in Chicago, Illinois, by two Argentinean immigrants, Efren
and Joseph Boglio.  In 1988, John and Eva Apostolou purchased
control of Giordano's.  Although this casual dining eatery offers
a broad array of fine Italian cuisine, it is primarily know for
its "Chicago's World Famous Stuffed Pizza".  At present,
Giordano's operates six company owned stores in Chicagoland, four
joint venture stores, and thirty-five franchisee locations.  In
addition, Giordano's operates Americana Foods, Inc., located in
Mount Prospect, Illinois, that serves as the commissary for the
majority of food products purchased by the Illinois locations.

An affiliated real estate holding company, Randolph Partners, LP,
owns 12 restaurant buildings that are leased to four of the
company-owned locations, two of the joint venture locations and
six of the franchisee locations.  The other 33 locations are
leased from third party landlords; two for the Giordano's
locations, two for the joint venture locations and 29 for the
franchise locations.  Giordano's is the lessee and subleases the
restaurant facility for 22 of the 29 franchise third party leases.
JBA Equipment Finance, Inc, another affiliated entity, leases
restaurant equipment packages to eight franchisee locations.

Giordano's Enterprises and 26 affiliates filed for Chapter 11
bankruptcy protection (Bankr. N.D. Ill. Lead Case No. 11-06098) on
Feb. 16, 2011.  Six additional affiliates filed for Chapter 11
protection on Feb. 17, 2011.  Michael L. Gesas, Esq., David A.
Golin, Esq., Miriam R. Stein, Esq., and Kevin H. Morse, at
Arnstein & Lehr, LLP, in Chicago, serve as the Debtors'
bankruptcy counsel.  Giordano's Enterprises disclosed $59,387 in
assets and $45,538,574 in liabilities as of the Chapter 11 filing.

Certain of the Debtors owe Fifth Third Bank not than $13,560,662,
pursuant to loans and financial accommodations, and $31,927,998
under a business loan as of the Petition Date.  Fifth Third has
agreed to provide DIP financing of up to $35,983,563 to the
Debtors.

Philip V. Martino has been appointed as Chapter 11 trustee in the
Debtors' bankruptcy cases, at the behest of the U.S. Trustee.
Mr. Martino filed a $3,000,000 bond.


GULF INVESTMENT: Fitch Upgrades Individual Rating to 'D'
--------------------------------------------------------
Fitch Ratings has affirmed Gulf Investment Corporation's Long-term
Issuer Default Rating (IDR) 'BBB' with a Stable Outlook, Short-
term IDR at 'F3' and Support Rating at '2'. The Individual Rating
has simultaneously been upgraded to 'D' from 'D/E'. No Viability
Rating has been assigned to GIC as it is a non-bank financial
institution (NBFI).

GIC's IDRs are based on the high probability of support from its
sovereign shareholders, if ever required. Fitch's view of support
reflects GIC's shareholding structure, as the only financial
institution to be owned in equal proportions by all six Gulf
Cooperation Council (GCC) states and the special status accorded
to it as a Gulf Shareholding Company. The company's articles of
association give it preferential treatment within the GCC, such as
exemption from asset appropriation, currency controls and tax.

GIC has revised its strategy since the global financial crisis,
focusing on its core strength of medium- to long-term private
equity investments in the GCC, where it invests in key sectors
such as metals, chemicals, utilities, telecommunication and
financial services. At the same time, GIC has deleveraged and
rebalanced its investment portfolio, reducing exposure to more
volatile asset classes such as asset-backed securities and
structured investment vehicles, while increasing exposure to
investment grade GCC and international debt securities.

GIC reported a net profit of USD151m in 2010, an increase of 66%
yoy (2009: USD91m). Underpinning this growth was a significant
improvement in principal investments, which more than offset lower
interest income. Fitch comprehensive income was substantially
higher than net profit at USD367m (2009: USD538m), driven by large
unrealised gains in available for sale (AFS) securities. The
slowly improving operating environment and the GCC's high growth
potential should serve GIC well in the medium to long term. An
important part of GIC's strategy in the short to medium term is to
diversify revenues by significantly growing its third-party asset
management business. Although full implementation may take time,
Fitch would view an increased contribution to earnings from more
stable and recurring sources as positive.

In 1H11, GIC repaid USD554m of term finance (predominantly a
EUR400m issue), replaced by USD300m of issuance in both US dollars
and Malaysian Ringgit (MYR). A further MYR750m (USD250m) has been
raised and will be completed in Q311. GIC has no outstanding term
finance maturing until 2013. GIC's regulatory Tier 1 ratio
improved to 30.0% in 2010 (2009: 27.7%) which Fitch considers
sound, taking into account the large AFS securities portfolio and
its book of principal investments.

Established in 1983, GIC was formed to promote private enterprise
and the economic growth and development of the GCC region. It is
regulated by the Central Bank of Kuwait and holds an investment
company license. Its key operations are principal investments and
global markets.


HAWKER BEECHCRAFT: Incurs $19.6-Mil. Operating Loss in Q2
---------------------------------------------------------
Hawker Beechcraft Acquisition Company, LLC, reported higher
deliveries for the first half of 2011 as compared to the same
period of 2010.  The Company ended the second quarter of 2011 with
$487 million in new orders versus $80 million in cancellations,
the ninth consecutive quarter in which new orders exceeded
cancellations.  In addition, gross margin improved to $79.4
million in the second quarter of 2011 versus $72.5 million in the
second quarter of 2010.

"Our aircraft deliveries increased for the first half of this year
as compared to what we saw in the first half of 2010," said Bill
Boisture, Hawker Beechcraft Chairman and CEO.  "Continuous
improvement in EBITDA over the last four quarters is also an
indication of the success of the investments we are making to
drive efficiencies into our business.  However, we continue to
post losses driven primarily by performance in the Business and
General Aviation (B&GA) segment."

The Company reported net sales for the three months ended June 30,
2011, of $581.7 million, a decrease of $57.6 million as compared
to net sales of $639.3 million in the same period of 2010.

During the three months ended June 30, 2011, the Company recorded
an operating loss of $19.6 million, an improvement of $1.1 million
as compared to an operating loss of $20.7 million during the same
period of 2010.

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/Ej58vE

                     About Hawker Beechcraft

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

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

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

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

                          *     *     *

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


HCA HOLDINGS: Bank Debt Trades at 1% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which HCA, Inc., is a
borrower traded in the secondary market at 98.75 cents-on-the-
dollar during the week ended Friday, Aug. 5, 2011, a drop of 0.65
percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 225 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Nov. 6, 2013, and
carries Moody's Ba3 rating and Standard & Poor's BB rating.  The
loan is one of the biggest gainers and losers among 181 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                         About HCA, Inc.

Headquartered in Nashville, Tennessee, HCA is the nation's largest
acute care hospital company with 162 hospitals and 104
freestanding surgery centers (including eight hospitals and eight
freestanding surgery centers that are accounted for using the
equity method) as of Sept. 30, 2010.  For the twelve months ended
Sept. 30, 2010, the company recognized revenue in excess of $30
billion.

  *     *     *

As reported by the Troubled Company Reporter on July 29, 2011,
Moody's assigned a Ba2 (LGD 2, 27%) rating to HCA, Inc.'s offering
of senior secured first lien notes due 2020 and a B3 (LGD 5, 88%)
rating to the company's offering of senior unsecured notes due
2022. Moody's understands that proceeds from the offerings will be
used to fund the call of a portion of the company's second lien
notes.  Therefore, while Moody's does not expect any meaningful
change in the overall leverage of the company, certain LGD loss
estimates will be revised to reflect the reduction of second lien
debt from HCA's capital structure based on the ultimate amount
redeemed and the allocation of secured and unsecured debt raised
in this offering.  HCA's B1 Corporate Family and Probability of
Default Ratings remain unchanged.  The outlook for the ratings is
stable.

HCA's B1 Corporate Family Rating reflects Moody's expectation that
the company will continue to operate with significant leverage.
Furthermore, the company has large debt maturities in future
periods, although the proposed note offering and call of a portion
of the second lien notes continues the progress to push those
maturities out. The rating also reflects Moody's consideration of
HCA's scale and position as the largest for-profit hospital
operator, which should aid in providing access to resources needed
in adapting to changes in the sector brought on by healthcare
reform legislation and aid in the company's ability to weather
industry pressures.  Finally, the rating incorporates Moody's
expectation that the company will take a more conservative
approach to the use of additional debt for shareholder initiatives
and continue to improve credit metrics through both EBITDA growth
and debt repayment.

On July 28, 2011, the TCR reported that Standard & Poor's assigned
HCA Inc.'s proposed $500 million senior notes due 2020 a 'BB'
issue-level rating.  "We also assigned the notes a debt recovery
rating of '1', indicating a very high (90% to 100%) recovery for
lenders in the event of a payment default," S&P related.

"At the same time, we assigned a rating of 'B-' to HCA's proposed
$500 million senior unsecured notes due 2022 and a recovery rating
of '6', indicating a negligible (0% to 10%) recovery for lenders
in the event of a payment default.  The company plans to use the
proceeds to refinance a portion of its existing second-lien debt,"
S&P said.

The speculative-grade rating on HCA reflects uncertain prospects
for third-party reimbursement, its highly leveraged financial risk
profile, and its historically aggressive financial policies.  It
also reflects recent weakness in earnings, influenced by an
adverse shift in service mix to less acute medical cases.  Still,
the company's relatively diversified portfolio of 164 hospitals
and 111 ambulatory surgery centers, generally favorable positions
in its competitive markets, and experienced management team
partially mitigate these risks and contribute to our assessment
that HCA has a fair business risk profile.  These factors help
protect the company from conditions that confront several of its
far smaller peers.

*     *     *

HCA Holdings, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $334 million on $8.05 billion of revenue for the quarter ended
March 31, 2011, compared with net income of $476 million on $7.54
billion of revenue for the same period during the prior year.

The Company's balance sheet at March 31, 2011, showed $23.81
billion in total assets, $31.59 billion in total liabilities, and
a $7.78 billion stockholders' deficit.


HORIZON VILLAGE: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Horizon Village Square LLC, filed with the U.S. Bankruptcy Court
for the District of Nevada its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $12,000,000
  B. Personal Property            $1,070,279
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $11,079,256
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                           $16,225
                                 -----------      -----------
        TOTAL                    $13,070,279      $11,095,481

                   About Horizon Village Square

Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011.  The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.

Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
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 (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson.

Beltway One Development Group LLC (Bankr. D. Nev. Case No. 11-
21026) owns the Desert Canyon Business Park at Russell Road and
the Las Vegas Beltway. It has two buildings and 15 acres.

Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.

Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.

Judge Mike K. Nakagawa presides over the cases.  Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel.  The bankruptcy
petitions estimated assets and debts from $1 million to $10
million each for Nigro HQ; and from $10 million to $50 million in
both assets and debts for Horizon Village, Ten Saints and Beltway
One.

A fifth-related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.


HRH CONSTRUCTION: Court Rules on NYU Contract Dispute
-----------------------------------------------------
NYU Hospitals Center, Plaintiff, v. HRH Construction LLC,
Defendant; and Curtis Partition Corporation, Plaintiff, v. HRH
Construction LLC, NYU Hospitals Center, et al., Defendants, Adv.
Proc. No. 10-8242 (Bankr. S.D.N.Y.), arises out of a construction
contract dispute among debtor HRH, facilities owner NYU Hospitals
Center, and sub-contractor Curtis.  NYU claims that HRH breached
their contract by failing to proceed with phase 2 of a multi-
phased construction project.  HRH counters that it was neither
required nor able to move forward with phase 2 because NYU failed
to meet with HRH, as contractually mandated, to negotiate and
resolve outstanding issues, including a plan for the remaining
work.  HRH also claims that NYU breached the contract by failing
to make required payments on approved requisitions.  A trial was
held on Jan. 5, 6, 7, and 10 before the Court.  In an Aug. 2, 2011
Memorandum Decision and Order, Bankruptcy Judge Sean H. Lane finds
in favor of HRH and awards damages for three unpaid requisitions.
A copy of Judge Lane's ruling is available at http://is.gd/pf0nRY
from Leagle.com.

Attorneys for NYU Hospitals Center are:

          Frederick R. Rohn, Esq.
          Henry A. H. Rosenzweig, Esq.
          HOLLAND & KNIGHT LLP
          31 West 52nd Street
          New York, NY 10019
          Tel: 212-513-3422
          E-mail: frederick.rohn@hklaw.com
                  henry.rosenzweig@hklaw.com

Counsel to Curtis Partition Corporation is:

          Jesse C. Klaproth, Esq.
          KIRSCH GARTENBERG HOWARD LLP
          2 University Plaza, Suite 400
          Hackensack, NJ 07601
          Tel: 201-820-0329
               877-319-7488
               646-571-0182
          Fax: 201-488-6842

                    About HRH Construction LLC

White Plains, New York-based HRH Construction LLC and HRH
Construction of New Jersey, LLC filed for Chapter 11 on Sept. 6,
2009 (Bankr. S.D.N.Y. Case No. 09-23665 to 09-23666).  Frederick
E. Schmidt, Esq., Hanh V. Huynh, Esq., Joshua Joseph Angel, Esq.,
and Seth F. Kornbluth, Esq., at Herrick, Feinstein LLP, represent
the Debtors in their restructuring efforts.  In its petition, the
Debtors listed assets and debts both ranging from $50 million to
$100 million.  The U.S. Trustee for Region 2 appointed five
members to the official committee of unsecured creditors in the
Debtors' cases.


INDIGOLD CARBON: Moody's Corrects Corporate to 'Ba3'
----------------------------------------------------
Moody's Investors Service is correcting the ratings for Indigold
Carbon (Netherlands) BV's Corporate Family Rating to Ba3 from WR
and Probability of Default Rating to Ba3 from WR.

Moody's also is correcting the ratings for Indigold Carbon USA,
Inc.'s $75mm senior secured revolving credit facility due 2016 to
Ba3 (LGD3, 42%) from WR and $500mm senior secured term loan A due
2016 to Ba3 (LGD3, 42%) from WR. The outlook is stable.

The principal methodology used in rating Indigold Carbon was the
Global Chemical Industry Rating Methodology published in December
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.

The ratings were previously withdrawn on June 27, 2011 due to an
internal administrative error.


J L NELSON: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: J L Nelson Realty, LLC
        6 Montgomery Place
        Decatur, IL 62522

Bankruptcy Case No.: 11-72050

Chapter 11 Petition Date: August 3, 2011

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

Judge: Mary P. Gorman

Debtor's Counsel: Jeffrey D. Richardson, Esq.
                  THE LAW OFFICE OF JEFFREY D. RICHARDSON
                  132 South Water Street, Suite 444
                  Decatur, IL 62523
                  Tel: (217) 425-4082
                  E-mail: jdrdec@aol.com

Estimated Assets: Not Stated

Estimated Debts: $0 to $50,000

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

The petition was signed by Jerald L. Nelson, manager.


JACKSON HEWITT: Creditor Group Now Backs Restructuring Plan
-----------------------------------------------------------
Dow Jones' DBR Small Cap reports that unsecured creditors who had
previously thrown their weight against Jackson Hewitt Tax Service
Inc.'s debt-restructuring plan are now backing it, wooed by the
promise of a $1.1 million cash pot funded by a group of lenders.

                       About Jackson Hewitt

Parsippany, New York-based Jackson Hewitt Tax Service Inc., aka
JHTS Inc., provides computerized preparation services for federal,
state and local individual income tax returns in the United States
through a nationwide network of franchised and company-owned
offices operating under the brand name Jackson Hewitt Tax Service.
The Company has 700 franchisees who collectively operated a total
of 4,846 offices.  The Company also operates 1,110 company-owned
offices.

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

BDO Financial serves as financial advisors to the Official
Committee of Unsecured Creditors.

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

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

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

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

The Court set a July 8 court date to consider confirmation of
Jackson Hewitt's Chapter 11 plan.  But the unsecured creditors won
an extra month to investigate the company's prepackaged
reorganization plan and secured resources for the effort after a
judge refused to place a hard cap on attorneys' fees.


JAMES DONNAN: FBI, IRS Probe Alleged Ponzi Scheme
-------------------------------------------------
John Barr and Greg Amante at ESPN's Enterprise Unit, citing court
documents obtained by Outside the Lines and sources with knowledge
of the investigation, report that the U.S. Federal Bureau of
Investigation and the Internal Revenue Service are investigating
an alleged Ponzi scheme that may have involved former University
of Georgia football coach and ex-ESPN college football analyst Jim
Donnan.

According to court documents, federal agents with the FBI and IRS
began making inquiries as far back as April into the business
dealings of West Virginia-based GLC Enterprises.  Federal
bankruptcy documents filed last month allege that Mr. Donnan
"solicited investments from more than 50 individuals and entities
to GLC Enterprises" and made commissions ranging from 15 percent
to 20 percent for any investments he solicited, the report notes.

The report says Mr. Donnan and his family members made more than
$14.5 million from GLC in the form of "approximately 293
transfers."

According to court documents, investors sank nearly $82 million
dollars into GLC Enterprises but less than $12 million was
actually spent on inventory and at least $13 million in investor
money remains unaccounted for.  With dwindling revenues from the
sale of consumer products, GLC eventually used money from new
investors to pay old investors, which, according to the court
documents, constituted a Ponzi scheme.

The GLC lawsuit that names Donnan's children and their spouses as
defendants alleges that Jim Donnan and his wife purchased a home
in March 2010 valued at $1,050,000 for their son Todd Donnan and
his wife, one of many transactions the lawsuit describes as
"fraudulent transfers."

                        About James Donnan

James "Jim" Donnan, III is a former University of Georgia football
coach and ex-ESPN college football analyst.  Donan and his wife,
Mary, filed a Chapter 11 petition (Bankr. M.D. Ga. Case No. 11-
31083) on July 1, 2011.

The filing came after Jim Donnan offered to pay back creditors
roughly $5 million.  The creditors wanted $8.25 million from the
Donnans.

                        About GLC Limited

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

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

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


JELD-WEN INC: S&P Assigns Preliminary 'B-' Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B-'
corporate credit rating to Klamath Falls, Ore.-based JELD-WEN. The
rating outlook is stable.

"At the same time, we assigned a preliminary 'CCC+' issue-level
rating (one notch below the corporate credit rating) to JELD-WEN's
proposed $575 million senior secured notes due 2018 based on
preliminary terms and conditions. The recovery rating is '5'
indicating our expectation for modest (10% to 30%) recovery for
lenders in the event of a payment default," S&P related.

The company intends to use the proceeds of the proposed notes to
partially refinance its existing debts. In conjunction with this
transaction, private equity firm Onex Corp. plans to invest $675
million in convertible preferred stock and $189 million in an 18
month bridge loan (also convertible into preferred convertible
stock if not repaid before maturity) to complete the refinancing
of existing debt of approximately $1.2 billion.

"The preliminary 'B-' rating on JELD-WEN reflects what we consider
to be the company's highly leveraged financial risk profile, due
to its high debt and relatively modest free cash flow generation,
combined with our expectation that total pro forma adjusted debt
to EBITDA, which includes the $675 million preferred convertible
stock, which we treat as debt, will be in excess of 10x," said
Standard & Poor's credit analyst Thomas Nadramia. "The ratings
also reflect what we consider to be the company's weak business
risk profile, as JELD-WEN is highly dependent on the currently
depressed residential construction and remodeling end markets, has
thin operating profit margins, and operates in highly competitive
markets. Still, the company maintains a leading position in
residential doors in North America, Europe, and Australia
and possesses good geographic diversity with more than 50% of
revenues and profits from outside of the U.S."

"The rating and outlook incorporates our expectation that demand
for JELD-WEN's window and door products, which are sold primarily
to residential end markets and account for approximately 90% of
sales, will continue to face difficulties over the next several
quarters as housing and remodeling markets remain at weak levels,"
added Mr. Nadramia. JELD-WEN is one of the world's largest door
and window manufacturers, with operations in North America,
Europe, Australia, South America (Chile), and Asia. The company
produces an extensive range of interior and exterior doors, wood,
vinyl, and aluminum windows and related products for use in the
repair, remodeling and new construction of homes and commercial
buildings.

"The stable rating outlook reflects our expectation that JELD-
WEN's operating performance during the next several quarters will
likely be flat to showing modest improvement, due primarily to
internal cost saving measures as market conditions are expected to
remain weak. As a result, we expect credit measures to remain in-
line with the ratings given the company's weak business risk
profile. We expect adjusted leverage to be about 10x over the next
year based on adjusted EBITDA of about $150 million and interest
coverage of about 2x. The stable rating outlook also reflects our
expectation that liquidity will be adequate to meet all of the
company's obligations over the next year given the expected $100
million in pro forma cash as well as, nearly full availability
under its proposed $250 million revolving credit facility,"
according to S&P.

"We could take a negative rating action if sales and adjusted
EBITDA were to fall below our projected level of about $150
million in 2011 and 2012 due to a double-dip recession and reduced
construction activity, or if the company fails to achieve benefits
derived from its ongoing restructuring efforts," S&P related.

For a lower rating, EBITDA would have to decline about 25% from
projected levels for interest coverage to fall below 1.5x.
Downward rating pressure could also occur if a decline in EBITDA
caused the company to use cash to fund operating losses, resulting
in a drop in liquidity materially below the projected $350 million
of combined cash on hand and revolver availability.

A positive rating action, although unlikely in the near term,
could occur if a greater-than-expected recovery in residential and
commercial construction were to result in leverage to fall below
7x. "For this to occur we project that EBITDA would have to
improve to $250 million or higher," S&P added.


JIM SLEMONS HAWAII: Second Bid to Disqualify Judge Rejected
-----------------------------------------------------------
Bankruptcy Judge Lloyd King denied a second attempt by Jim Slemons
Hawaii, Inc., to disqualify Bankruptcy Judge Robert J. Faris, who
is presiding over the Debtor's unsuccessful reorganization effort,
saying the motion to recuse Judge Faris is without factual or
legal support. The motion arises from apparent inconsistencies
between a verbal ruling by the judge and the entered order, which
resulted from the verbal ruling.  It is alleged that the judge,
counsel for a Debtor's lessor, Continental Investment Company,
Ltd., and the Assistant United States Trustee are part of an 'old
boy network' and therefore biased against the Debtor's counsel.
They are alleged to have cooperated or conspired to allow the
lessor to 'steal' a valuable leasehold estate of the Debtor.  A
copy of Judge King's Memorandum dated Aug. 3, 2011, is available
at http://is.gd/22sX0vfrom Leagle.com.

The Troubled Company Reporter on Nov. 12, 2010, reported that
Judge King denied a request by the Debtor's counsel to reconsider
a prior order denying the Debtor's first recusal motion.  A copy
of that decision, dated Oct. 29, 2010, is available at
http://is.gd/gVLjffrom Leagle.com.

Judge King also denied a separate ex parte motion by the Debtor to
reopen the case.  The motion noted that counsel for Continental
has ordered a transcript of the hearing.  Continental appeared in
opposition to the motion to disqualify, and there are ongoing
disputes between the Debtor and Continental.  According to Judge
King, there is nothing extraordinary about counsel ordering a
transcript.  It does not suggest that a matter should be reopened.
A copy of the Court's ruling is available at http://is.gd/zsbiqc
from Leagle.com.

                     About Jim Slemons Hawaii

Ewa Beach, Hawaii-based Jim Slemons Hawaii, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. D. Hawaii Case No.
09-01802) on Aug. 10, 2009, listing $750,000 in total assets and
$229,098 in total debts.  The Chapter 11 case was dismissed by
order entered on July 13, 2010.  However, it remains open to
address unresolved matters, including the disposition of funds
once held in a trust account maintained by the Debtor's counsel,
Anthony P. Locricchio, Esq.

Lessor Continental Investment Company is represented by:

          Jerrold K. Guben, Esq.
          O'CONNOR PLAYDON & GUBEN LLP
          Pacific Guardian Center, Makai Tower
          733 Bishop Street
          24th Floor
          Honolulu, HA 96813
          Tel: 808-524-8350
          Fax: 808-531-8628
          E-mail: jkg@opglaw.com


KINDER MORGAN: S&P Assigns Rating to Unit's Senior Note Issuance
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB' rating to
Kinder Morgan Energy Partners L.P.'s (KMP) $750 million senior
unsecured note issuance in two tranches due in 2022 and 2041. As
of June 30, 2011, KMP had about $11.5 billion of reported debt.
The company will use the proceeds for general corporate purposes,
including repaying commercial paper.

Standard & Poor's ratings on KMP reflect its strong business risk
profile, which its significant financial risk profile partly
offsets. The rating also reflects the link between KMP and its
lower-rated parent, Kinder Morgan Inc. (BB/Stable/--).

"We base our view of KMP's strong business risk profile on its a
strong competitive position in many of its markets, large scale of
operations, sizable proportion of fee-based revenues, diversified
asset mix, and active commodity price hedging program to reduce
the risk from the oil production operations," S&P said. KMP
operates assets in these segments:

    Refined petroleum products pipelines (about 20% of projected
    2011 distributable cash flow);

    Natural gas pipelines, storage, and gathering and processing
    assets (29%);

    Liquids and bulk storage terminals (18%);

    Carbon dioxide for crude oil production using tertiary
    recovery techniques, and related pipeline assets (28%); and

    Crude oil and refined petroleum transportation in Canada (5%).

"KMP's cash distribution requirements and its large capital
spending program heavily influence its financial risk profile,
which we characterize as significant. Given KMP's continuous
growth trajectory, fueled by new projects and acquisitions, its
cash flows typically lag its debt issuances related to its new
assets. As such, KMP's projected credit metrics (exclusive of
material new projects) typically exceed its current ratios. Key
credit metrics also depend on KMP keeping its portfolio of
expansion projects on time and on budget and funding them in a
credit-supportive manner to generate the incremental cash flow
necessary to maintain its financial profile, and thus its rating.
The mainly fee-based nature of the company's various businesses
and significant hedges in the carbon dioxide business, which is
the most volatile of KMP's businesses, support near-term cash flow
predictability. We expect credit metrics to be adequate for the
rating in 2011, with debt to EBITDA of about 4x," S&P said.

"Our stable outlook on the ratings reflects our expectations for a
slightly improving near-term financial profile, a well-managed
capital spending program, and debt to EBITDA in the low 4x area.
The stable outlook also depends on the company maintaining an
adequate liquidity position and strong operating performance," S&P
related.

"We could lower the ratings if KMP's credit ratios weaken or if
the company can't access the debt or equity markets in a timely
and adequate manner to support its capital spending program and
distributions. We could also lower the rating if there is
sustained risk in the capital spending program or if distribution
performance is worse than we expect. Specifically, a debt to
EBITDA ratio sustained at more than 4.5x could lead to a lower
rating," S&P said.

"We are unlikely to raise the rating at this time unless
management materially improves the partnership's financial risk
profile. This would likely come in the form of significantly lower
leverage, increased cash flow credit metrics, and a less
aggressive stance toward capital spending and distributions," S&P
related.

Ratings List
Kinder Morgan Energy Partners L.P.
Corporate credit rating                     BBB/Stable/A-2

New Rating
$750 mil sr unsecured notes due 2022/2041   BBB


LACK'S STORES: Wants Plan Filing Exclusivity Extended to Nov. 14
----------------------------------------------------------------
Lack's Stores, Incorporated, et al., ask the U.S. Bankruptcy Court
for the Southern District of Texas to extend their exclusive
periods to file a Chapter 11 Plan and solicit acceptances of that
Plan by an additional 90 days, through and including Nov. 14,
2011, and Jan. 16, 2012, respectively, to continue negotiations
with the Official Committee of Unsecured Creditors and other
parties in interest.

This is the Debtors' third expedited motion to extend their
exclusive periods.

The Debtors tell the Court that that they have a draft plan
prepared and are engaged in significant discussions with the
Committee and its professionals regarding the ultimate resolution
of the Chapter 11 cases.

The Debtors further disclose that they have made significant good
faith progress in the orderly administration of estate assets and
the generation of funds to pay creditors, and that the requested
extension of their exclusive periods will increase the likelihood
of a greater distribution to their creditors and equity holders.

A hearing on the motion is set for Aug. 10, 2011, at 2:30 p.m.
Those objecting to the motion must respond in writing no later
than Aug. 8, 2011.

                       About Lack's Stores

Victoria, Texas-based Lack's Stores, Incorporated, is one of the
largest, independently-owned retail furniture chains in the United
States.  Lack's Stores is a chain of 36 retail stores and operates
under the trade styles Lacks and Lacks Home Furnishings.  The
Company sells a complete line of furnishings for the home
including furniture, bedding, major appliances and home
electronics.  The stores are located in South, Central, and West
Texas.

Lack's Stores filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Tex. Case No. 10-60149) on Nov. 16, 2010, along with
affiliates Lack Properties, Inc., Lack's Furniture Centers, Inc.,
and Merchandise Acceptance Corporation.  Lack's Stores disclosed
$182,023,008 in assets and $136,813,103 in liabilities as of the
Chapter 11 filing.

Daniel C. Stewart, Esq., Paul E. Heath, Esq., Michaela C. Crocker,
Esq., and Katherine D. Grissel, Esq., at Vinson & Elkins LLP, in
Dallas, serve as counsel to the Debtor.  Huron Consulting Group,
Inc., is the financial advisor.  Kurtzman Carson Consultants LLC
also serves as notice, claims and balloting agent.

The Debtors have also hired DJM Realty, a Gordon Brothers Group
Company, to exclusively manage the disposition of all leased and
owned retail and warehouse facilities located throughout Texas.

The Official Committee of Unsecured Creditors formed in the
Chapter 11 case has tapped Platzer, Swergold, Karlin, Levine,
Goldberg & Jaslow, LLP, as bankruptcy counsel; Strong Pipkin
Bissell & Ledyard, L.L.P., as local counsel; and The Conway Mac
Kenzie, Inc., as financial advisor.


LAMB LIVESTOCK: Affirms Trial Court Ruling Over Assets
------------------------------------------------------
The Court of Appeals of Arizona, Division One, Department D.,
affirmed a trial court decision authorizing the receiver on behalf
of JP Morgan Chase Bank to take possession of certain items of
property that Chase contended belonged to its debtor, Western
Grain Company.  Lamb Livestock, LLC, appealed from the trial
court's ruling, asserting an interest in some of the items of
property and appealed.  A copy of the Appellate Court's Aug. 4,
2011 Memorandum Decision is available at http://is.gd/4dP3j2from
Leagle.com.  The appellate case is JP Morgan Chase Bank, N.A., a
Delaware corporation, Plaintiff/Appellee, v. Lamb Livestock, LLC,
Intervenor/Appellant, No. 1 CA-CV 10-0298 (Ariz. App. Ct.).

JP Morgan is represented by:

          LAW OFFICE OF JON S. MUSIAL
          8230 E. Gray Rd.
          Scottsdale, AZ

Lamb is represented by:

          Gordon Bueler, Esq.
          BUELER JONES, LLP
          1300 N. McClintock, Suite B4
          Chandler, AZ 85226
          Tel: (480) 775-6400
          Fax: (480) 775-8868
          E-mail: gsb@buelerjones.com

Lambs filed a Chapter 12 petition in bankruptcy that was later
converted to a Chapter 11 bankruptcy case.


LAMBUTH UNIVERSITY: Proposes to Lease Campus to Univ. of Memphis
----------------------------------------------------------------
Tajuana Cheshier at the Jackson Sun reports Lambuth University
filed an emergency motion to lease its campus to the Tennessee
Board of Regents so that the University of Memphis can begin fall
classes.

The report says Radian, the school's largest creditor, filed an
objection to the motion citing that the school has "failed to
demonstrate that the execution of the lease is an appropriate
exercise of its business judgment and that it is not in the best
interest of its estate and its creditors."  Radian is owed $4.9
million.

In Radian's objection the company lists a multitude of reasons
that it is against the lease agreement.  Its primary reason,
however, is concern about provisions for payment owed to the
company including an upcoming principal and interest payment of
more than $500,000.

According to Radian's filing, the lease agreement is for one year
and offers extension periods.  Radian's objection comes as local
stakeholders are approving the use of funds to purchase Lambuth's
campus for $7.9 million.

The report notes the Industrial Development Board and Madison
County Commission will meet today to vote on releasing funds for
the purchase.  The Jackson City Council approved its contribution
on Tuesday.

The report says Local stakeholders and Lambuth have been working
on an agreement on the sale of the campus since May.

Lambuth University in Jackson, Tennessee, said in its Web site
that the trustees of the liberal arts school, founded in 1843,
decided to close the school effective June 30, 2011.  Lambuth
filed for Chapter 11 protection (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.


LAW ENFORCEMENT: Frost PLLC Resigns as Independent Accountant
-------------------------------------------------------------
Citybizlist reports that, on Aug. 1, 2011, Frost PLLC resigned
from its role as the independent accountant of Law Enforcement
Associates Corporation.

According to the report, the firm has advised the Company that its
decision to resign was a result of the bankruptcy filing and the
unpaid invoices totaling approximately $40,000 owed to the firm
for previous accounting services rendered to the Company.

Law Enforcement Associates Corporation filed a Chapter 11
bankruptcy petition (Bankr. E.D.N.C. Case No. 11-05686) on
July 27, 2011.  William P. Janvier, Esq., at Janvier Law Firm,
PLLC, in Raleigh, North Carolina, serves as counsel.  In the
petition, the Debtor estimated assets of up to $50,000 and debts
of up to $10 million.


LEVEL 3: Incurs $181 Million Net Loss in June 30 Quarter
--------------------------------------------------------
Level 3 Communications, Inc., filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $181 million on $932 million of total revenue for the
three months ended June 30, 2011, compared with a net loss of $169
million on $908 million of total revenue for the same period
during the prior year.

The Company also reported a net loss of $386 million on
$1.86 billion of total revenue for the six months ended June 30,
2011, compared with a net loss of $407 million on $1.81 billion of
total revenue for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $8.86 billion
in total assets, $9.29 billion in total liabilities, and a
$432 million total stockholders' deficit.

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

                        http://is.gd/WTmzvf

                     About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LEVEL 3: Stockholders OK Issuance of Shares to Global Crossing
--------------------------------------------------------------
Level 3 Communications, Inc., held a special meeting of
stockholders on Aug. 4, 2011.  At the meeting, stockholders:

   (a) approved the issuance of shares of Level 3 common stock to
       Global Crossing Limited shareholders pursuant to the
       Amalgamation as contemplated by the Agreement and Plan of
       Amalgamation, dated as of April 10, 2011, by and among
       Global Crossing, Ltd., Level 3 Communications, Inc., and
       Apollo Amalgamation Sub, Ltd., a direct wholly owned
       subsidiary of Level 3;

   (b) approved an amendment to Level 3's Restated Certificate of
       Incorporation increasing the number of authorized shares of
       Level 3's common stock, par value $.01 per share, by 1.5
       billion from 2.9 billion to 4.4 billion; and

   (c) authorized the transaction of such other business as may
       properly come before the August 2011 Special Meeting or any
       adjournments or postponements thereof.

There were 1,704,954,595 shares of the Company's common stock
entitled to vote at the August 2011 Special Meeting and a total of
1,492,005,681 shares (87.51%) were represented at the meeting in
person or by proxy.

                   About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

The Company's balance sheet at June 30, 2011, showed $8.86 billion
in total assets, $9.29 billion in total liabilities, and a
$432 million total stockholders' deficit.

Level 3 Communications carries a 'Caa1' corporate family rating,
and 'Caa2' probability of default rating, with negative outlook
from Moody's, a 'B-' issuer default rating from Fitch, and 'B-'
long term issuer credit ratings from Standard & Poor's.


LEVEL 3: S&P Assigns 'B+' Issue-Level Rating to Term Loan
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
and '1' recovery ratings to Level 3 Communications Inc.'s proposed
$650 million senior secured term loan. "The '1' recovery reflects
our expectation of very high (90% to 100%) recovery of principal
in event of a default. The 'CCC' issue-level ratings on unsecured
debt at subsidiaries Level 3 Financing Inc. and Level 3 Escrow
Inc. remain on CreditWatch with positive implications. We also
affirmed all other ratings on the company, including the 'B-'
corporate credit rating," S&P related.

Level 3 expects to close on its proposed acquisition of Global
Crossing Ltd. later this year, a transaction valued at about $3
billion. Level 3 will use proceeds from its recently sold
aggregate $1.2 billion of unsecured notes, in conjunction with
proceeds of the proposed $650 million secured bank loan, to
repay debt at Global Crossing, including premiums, as well as
fees.

"Ratings on Level 3 incorporate our view of the company's business
risk profile as weak," said Standard & Poor's credit analyst
Richard Siderman, "assuming the acquisition of Global Crossing,
which is a slight improvement compared with our previous
assessment of Level 3's stand-alone business risk profile as
vulnerable." "The ratings also reflect our opinion that, while
adjusted debt leverage should improve as a result of the pending
Global Crossing acquisition, Level 3's financial risk profile will
remain highly leveraged. Level 3 is a provider of voice, data, and
other transport services on its global communications and Internet
backbone. Global Crossing would expand that footprint, improving
the combined entity's ability to provide end-to-end transport of
data and voice on its own network and offer the opportunity to
cross-sell Level 3 and Global Crossing products."


LION COPOLYMER: Moody's Withdraws 'B2' Corp. Family Rating
----------------------------------------------------------
Moody's Investors Service has withdrawn the ratings for Lion
Copolymer Holdings LLC (Lion) because the company suspended
marketing the proposed facilities.

No other Lion debt is currently rated.

The ratings withdrawn include Lion's B2 Corporate Family Rating
and the B2 (LGD 4, 50%) rating on its proposed $400 million of
guaranteed senior secured first lien credit facilities which
include a $350 million term loan due 2017 and a $50 million
revolving facility due 2016.

Please see ratings tab on the issuer/entity page on Moodys.com for
the last credit rating action and the rating history.

The principal methodology used in rating Lion Copolymer Holdings
LLC was the Global Chemical Industry Methodology, published
December 2009. Other methodologies used include Loss Given Default
for Speculative Grade Issuers in the US, Canada, and EMEA,
published June 2009

Lion is a producer of ethylene-propylene-diene-monomer (EPDM) and
styrene-butadiene-rubber (SBR) elastomers has been in the business
for over 60 years and is headquartered in Baton Rouge, Louisiana.


LOS ANGELES DODGERS: Judge Clears Dewey, Young Conaway as Counsel
-----------------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Kevin Gross on Wednesday approved the retention applications
of the Los Angeles Dodgers' choice of reorganization counsel,
rejecting Major League Baseball's warning that the firms may be
torn between the interests of the team and those of its owner.

U.S. Bankruptcy Judge Kevin Gross signed off on the Dodgers'
retention of both Dewey & LeBoeuf LLP and Young Conaway Stargatt &
Taylor LLP.

A hearing had been scheduled to consider the retention
applications, but was canceled by order of the court.

                   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.  Thomas Lauria, Esq., at White & Case,
represents MLB.

Attorneys at Morrison & Foerster LLP and Pinckney, Harris &
Weidinger, LLC, serve as counsel to the Official Committee of
Unsecured Creditors.

The LA Dodgers is the 12th professional sports team in North
America to have sought bankruptcy protection, and the fifth
baseball club to have done so, after the Texas Rangers in 2010;
the Chicago Cubs in 2009; the Baltimore Orioles in 1993; and the
Seattle Pilots in 1970.  The other seven teams were from the
National Hockey League, including the Phoenix Coyotes in 2009.


MIRASOL, INC.: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Mirasol, Inc.
        1515 E. Kleindale
        Tucson, AZ 85719

Bankruptcy Case No.: 11-22285

Chapter 11 Petition Date: August 3, 2011

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

Judge: James M. Marlar

Debtor's Counsel: Charles R. Hyde, Esq.
                  LAW OFFICES OF C.R. HYDE
                  182 North Court Avenue
                  Tucson, AZ 85701
                  Tel: (520) 647-9623
                  Fax: (520) 547-2475
                  E-mail: crhyde@gmail.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/azb11-22285.pdf

The petition was signed by Jay Lester and Jeanne Rust-Lester, CFO
and CEO.


MOLL INDUSTRIES: Panel's Equitable Subordination Suit Dismissed
---------------------------------------------------------------
Bankruptcy Judge Mary F. Walrath dismissed certain claims asserted
in the lawsuit filed by the official committee of unsecured
creditors of Moll Industries Inc. against the Debtors' secured
lenders.  The Official Committee of Unsecured Creditors of Moll
Industries, Inc., et al., v. Highland Capital Management L.P.,
Highland Legacy Ltd., Highland Loan Funding V Ltd., Longhorn
Credit Funding LLC, PAM Capital Funding, LP, Pamco Cayman Ltd.,
Restoration Funding CLO, Ltd, Highland Crusader Offshore Partners,
Nexbank, SSB, Adv. Proc. No. 10-53291 (Bankr. D. Del.), was filed
on Oct. 15, 2010, and amended on Feb. 4, 2011.  The Committee
seeks to recharacterize the Secured Lenders' claims as equity or
in the alternative have them equitably subordinated.  The
Committee also seeks to avoid a security interest held by the
Secured Lenders in a bank account of the Debtors.  The Amended
Complaint asserts a claim for alter ego liability against HCMLP.

The Secured Lenders seek dismissal, arguing that the Committee has
failed to present sufficient allegations to state a claim that
their claims should be recharacterized as equity or equitably
subordinated, or that their security interest on one of the
Debtors' bank accounts should be avoided.  Judge Walrath agrees
and will grant the Secured Lenders' motion to dismiss regarding
the Committee's claims for recharacterization or equitably
subordination.  However, the Court denied the Secured Lenders'
motion to dismiss regarding the Committee's claim for avoidance of
a security interest on one of the Debtors' bank accounts.  Lender
Highland Capital Management L.P. also contends that the Committee
has failed to make sufficient allegations to state an alter-ego
claim.  The Court agrees and accordingly granted HCMLP's motion to
dismiss.  A copy of Judge Walrath's Aug. 3, 2011 Memorandum
Opinion is available at http://is.gd/MhS6vffrom Leagle.com.

                       About Moll Industries

Based in Dallas, Texas, Moll Industries, Inc., was a significant
provider of global injection molding and full-service contract
manufacturing solutions for the medical, appliance, industrial,
consumer, and automotive markets.

Beginning in 2002, Highland Capital Management, L.P., acquired an
interest in Moll's then-existing senior credit facility.
Subsequently, HCMLP and other creditors of Moll filed an
involuntary petition under chapter 11 of the Bankruptcy Code
against Moll in the United States Bankruptcy Court for the Western
District of Texas, San Antonio Division.  The case was converted
to a voluntary chapter 11 case, and Moll's plan of reorganization
was confirmed on June 5, 2003.

Under the terms of the Moll I Plan, reorganized Moll received exit
financing in the form of a Revolving Credit Facility of $15
million and a Term Loan of $32 million.  In addition, the holders
of secured claims in a mezzanine term loan received a $24 million
reorganized mezzanine term note and 90% of the authorized
reorganized Moll common stock.  Both the Texas Exit Facility and
the Reorganized Mezzanine Term Note were held by a group of
Secured Lenders controlled by HCMLP.  The Secured Lenders are
NexBank, SSB, Highland Legacy Ltd., Highland Loan Funding V Ltd.,
Longhorn Credit Funding, LLC, Pam Capital Funding, LP, Pamco
Cayman Ltd., Restoration Funding CLO, Ltd., and Highland Crusader
Offshore Partners, LP.  NexBank is the administrative agent on the
Secured Loan Agreements.

Almost seven years later, Moll and its affiliates filed voluntary
petitions under chapter 11 (Bankr. D. Del. Case No. 10-11371) on
April 27, 2010.  Affiliates that also filed separate petitions are
Moll Europe Holdings, LLC, and Moll Latin America Holdings, LLC.
The Debtors are represented by William A. Hazeltine, Esq. --
Bankruptcy001@sha-llc.com -- at Sullivan Hazeltine Allinson LLC,
and the Official Committee of Unsecured Creditors is represented
by Mark L. Desgrosseilliers at Womble, Carlyle, Sandridge & Rice,
PLLC.  In its petition, Moll estimated $1 million to $10 million
in assets and $50 million to $100 million in debts.


MONARCH POINTE: Liquidator Sues Sheppard Mullin Over Collapse
-------------------------------------------------------------
Samuel Howard at Bankruptcy Law360 reports that the liquidator of
Monarch Pointe Fund Ltd. on Tuesday filed a malpractice suit in
California against Sheppard Mullin Richter & Hampton LLP in
connection with the offshore hedge fund's collapse in 2008.

Sheppard Mullin's David Ulich represented Monarch Pointe from its
inception in 2004 until its demise, and failed to provide proper
counsel while charging the fund top dollar for legal services,
according to the complaint obtained by Law360.


MORGAN'S FOODS: Inks Forbearance Agreement with GE Capital
----------------------------------------------------------
Morgan's Foods, Inc., previously disclosed in a report on Form 8-K
filed with the SEC on April 8, 2011, that it had begun deferring
the principal payments on substantially all of its debt in order
to conserve cash for image enhancement requirements and to
negotiate the refinancing of that debt without the payment of
prepayment penalties.

In connection with those reduced, interest only payments, the
Company entered into a Limited Forbearance Agreement on July 29,
2011, with GE Capital Corp., one of its primary lenders.  The
agreement allows the Company to continue its interest only
payments for three months in return for the payment of certain
fees.  Under the terms of the agreement, the Lender will not
proceed to exercise remedies available to it as long as there are
no additional events of default other than the deferral of
principal payments.  The agreement contemplates that the
obligations of the Lender will be paid through a refinancing of
the Company and the Lender agrees to waive late fees due to the
deferral of the scheduled principal payments.

                        About Morgan's Foods

Cleveland, Ohio-based Morgan's Foods, Inc., which was formed in
1925, operates through wholly-owned subsidiaries KFC restaurants
under franchises from KFC Corporation, Taco Bell restaurants under
franchises from Taco Bell Corporation, Pizza Hut Express
restaurants under licenses from Pizza Hut Corporation and an A&W
restaurant under a license from A&W Restaurants, Inc.

As of May 20, 2011, the Company operates 56 KFC restaurants,
5 Taco Bell restaurants, 10 KFC/Taco Bell "2n1's" under franchises
from KFC Corporation and franchises from Taco Bell Corporation,
3 Taco Bell/Pizza Hut Express "2n1's" under franchises from Taco
Bell Corporation and licenses from Pizza Hut Corporation,
1 KFC/Pizza Hut Express "2n1" under a franchise from KFC
Corporation and a license from Pizza Hut Corporation and 1 KFC/A&W
"2n1" operated under a franchise from KFC Corporation and a
license from A&W Restaurants, Inc.

Grant Thornton LLP, in Cleveland, Ohio, expressed substantial
doubt about Morgan's Foods' ability to continue as a going
concern.  The independent auditors noted that as of Feb. 27, 2011,
the Company was in default and cross default of certain provisions
of its most significant credit agreements and in default of the
image enhancement requirements under franchise agreements for
certain of its restaurants.

The Company reported a net loss of $988,000 on $89.9 million of
revenues for the fiscal year ended Feb. 27, 2011, compared with
net income of $396,000 on $90.5 million of revenues for the fiscal
year ended Feb. 28, 2010.

The Company's balance sheet at May 22, 2011, showed $43.03 million
in total assets, $42.62 million in total liabilities and $418,000
in total shareholders' equity.


MP-TECH AMERICA: Auction for All Assets Postponed to Friday
-----------------------------------------------------------
MP-Tech America, LLC, filed with the U.S. Bankruptcy Court for
the Middle District of Alabama revised dates and procedures
related to the sale of substantially all of its assets and
property.

The changes were in response to the objections filed by the
Official Committee of Unsecured Creditors and International
Industrial Contracting Corporation.

As reported in the Troubled Company Reporter on July 20, 2011,
Joon LLC, d/b/a Ajin USA, the Debtor's DIP lender, submitted an
initial bid of $22,000,000 to purchase the property -- an
operating automotive parts manufacturing facility located on
approximately 26 acres of real property in Cusseta, Chambers
County, Alabama, and all of its manufacturing equipment.  The
Initial Bid includes, as part of the bid value, the assumption of
the Debtor's loan obligations to Korean Development Bank, which
holds a first priority security interest in the Property securing
the Debtor's prepetition debt of approximately $15,077,000.

Financial advisor and broker, Finley Colmer & Company Finley
Colmer has recommended to the Debtor that additional time be
granted for the potential bBidders to further analyze the Debtor's
finances and assets to determine if they are interested in
bidding.

The Debtor has reduced the initial bid to $18,400,000.  Other
revisions include:

   1. The deadline for initial qualified bids is extended from
   July 22, 2011, until Aug. 5.

   2. The satisfaction of contingencies deadline set forth in the
   sale procedures order requiring the removal of contingencies in
   the asset purchase agreement is extended from July 27, until
   Aug. 10.

   3. The date of the auction is extended from July 29, and will
   be held on Aug. 12, 2011.

   4. The objection deadline for the filing of any objections to
   the sale or auction process is extended from Aug. 3, until
   Aug. 15, 2011.

   5. The hearing on approval of the auction date is extended from
   Aug. 1, until Aug. 17.

   6. The closing will occur by Aug. 19.

All other terms and provisions of the sale procedures order will
remain the same except that auction sale site will be changed from
Nelson, Mullins Riley & Scarborough, LLP, 201 17th Street NW,
Suite 1700, Atlanta, GA 30363 and will be held at 10:00 a.m.
EasternTime at Mozley, Finlayson & Loggins, LLP, One Premier
Plaza, Suite 900, 5606 Glenridge Drive, Atlanta, Georgia.

                      About MP-Tech America

Cusseta, Alabama-based MP-Tech America, LLC, is the maker of parts
for Kia Motors Corp. and Hyundai Motor Co. at their plants in
Georgia and Alabama.  It filed a Chapter 11 petition (Bankr. M.D.
Ala. Case No. 11-30895) on April 8, 2011.  The Debtor estimated
assets and debts of $10 million to $50 million as of the Chapter
11 filing.  The Debtor has a $15 million secured debt to Korea
Development Bank.

The Debtor is represented by Michael A. Fritz, Sr., Esq., at Fritz
Hughes & Hill, LLC, in Montgomery, Alabama, and Joseph J. Burton,
Jr., Esq., at Burton & Armstrong, LLP, in Atlanta, Georgia.

EXIM Bank, Venture Express, Woori Bank, Sunkyoung, ICS & M, Inc.,
and Midsouth Employee Services Corp. were appointed members to the
Official Committee of Unsecured Creditors.  The Committee is
represented by Clark R. Hammond, Esq., and Lindan J. Hill, Esq.,
at Johnston Barton Proctor & Rose LLP, in Birmingham, Alabama.


NATIONAL ENVELOPE: Wants Plan Filing Period Extended Until Oct. 5
-----------------------------------------------------------------
NEC Holdings Corp., et al., ask the U.S. Bankruptcy Court for the
District of Delaware to further extend their exclusive right to
propose a Chapter 11 plan until Oct. 5, 2011, and their exclusive
right to solicit acceptances of that plan until Dec. 6, 2011.

This is the Debtors' fourth request for extension of their
exclusive periods.

The Debtors tell the Court that they have drafted a plan of
liquidation and are currently in the process of "vetting" such
plan with parties-in-interest prior to filing.

                       About NEC Holdings

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

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

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


NATIONAL GROUP: A.M. Best Downgrades FSR to 'E'
-----------------------------------------------
A.M. Best Co. has downgraded the financial strength rating (FSR)
to E (Under Regulatory Supervision) from D (Poor) and issuer
credit rating (ICR) to "rs" from "c" of National Group Insurance
Company (NGIC) (Coral Gables, FL), a wholly owned, 100% reinsured
subsidiary of National Insurance Company (NIC) (Hato Rey, Puerto
Rico).  Both ratings have been removed from under review with
developing implications.

The actions on the ratings of NGIC follow confirmation that the
Department of Financial Services of the State of Florida issued an
order of rehabilitation for NGIC, effective August 1, 2011.

On May 31, 2011, A.M. Best downgraded the FSR to E (Under
Regulatory Supervision) and the ICR to "rs" of NIC following
confirmation that the Office of the Commission of Insurance of
Puerto Rico issued an order of rehabilitation for NIC, effective
May 16, 2011.


NAVISTAR INTERNATIONAL: CEO to Present at Jefferies Conference
--------------------------------------------------------------
Navistar International Corporation Announced that Daniel C.
Ustian, Chairman, President and Chief Executive Officer, will
discuss business opportunities and other matters related to the
company during the Jefferies 2011 Global Industrial and A&D
Conference in New York on August 10 at approximately 8:00 AM ET.

Live audio web casts will be available for the presentation at
http://ir.navistar.com/events.cfm. Investors are advised to log
on to the Web site at least 15 minutes prior to the presentation
to allow sufficient time for downloading any necessary software.
The web cast will be available for replay at the same address
approximately three hours following its conclusion, and will
remain available for a period of 12 months or such earlier time as
the information is superseded or replaced by more current
information.

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

The Company's balance sheet at April 30, 2011, showed $9.96
billion in total assets, $10.64 billion in total liabilities, $5
million in redeemable equity securities, $84 million in
convertible debt and a $769 million total stockholders' deficit.

Navistar has a 'BB-/Stable/--' corporate credit rating from
Standard & Poor's and a 'B1' Corporate Family Rating and
Probability of Default Rating from Moody's Investors Service.

Moody's said in October 2010 that Navistar's B1 rating could
improve if the North American truck market remains on track for a
sustained recovery into 2011, and Navistar's operational
initiatives to moderate its vulnerability to the truck cycle show
evidence of taking hold.


NCR CORP: S&P Lowers Corporate Credit Rating to 'BB+'
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Duluth, Ga.-based NCR Corp. to 'BB+' from 'BBB-'. "At
the same time, we removed the rating from CreditWatch, where it
was placed with negative implications on July 11, 2011, after NCR
announced its intention to acquire Atlanta-based Radiant Systems
Inc. The outlook is stable," S&P said.

"We also assigned a preliminary 'BBB' bank loan rating to NCR's
$700 million term loan A and $700 million secured revolver
facilities being arranged to help finance the acquisition. We
assigned a preliminary recovery rating of '1' to the debt, which
indicates a very high (90-100%) recovery in the event of a
payment default," S&P related.

The rating action reflects pro forma adjusted leverage in the mid-
3x area as of March 2011 following the Radiant Systems
acquisition, which substantially exceeds leverage expectations for
the previous rating.

"The rating reflects our view of NCR's financial risk profile as
significant, with adjusted debt leverage likely to decline over
the coming year," said Standard & Poor's credit analyst Jacobs
Schlanger, "along with our view of NCR's business risk profile as
satisfactory." The company enjoys leading positions in the
financial, retail, and hospitality automation segments, which
generate relatively predictable earnings. The proposed merger with
Radiant Systems bolsters its presence in the specialty retail and
hospitality industries.

"We expect revenues overall to grow in the mid- to upper-single
digits over the intermediate term," added Mr. Schlanger,
"reflecting new products, international expansion, and cross-
selling opportunities." However, continuing economic weakness
could pressure revenue and profit growth.


OAKLAND COUNTY: Moody's Assigns Rating to Refunding Bonds
---------------------------------------------------------
Moody's Investors Service has assigned a Aaa rating to Oakland
County Building Authority's (MI) $15.26 million Building Authority
Refunding Bonds, Series 2011A and to the Authority's $15.1 million
Building Authority Refunding Bonds, Series 2011B. Concurrently,
Moody's affirms the Aaa rating and stable outlook on the county's
$162 million of outstanding general obligation limited tax debt
and the Aaa rating and stable outlook assigned to the 2007 Oakland
County Retiree Medical Benefits Funding Trust's (MI) Taxable
Certificates of Participation, Series 2007 which are secured by
Oakland County's unconditional contractual obligation to pay debt
service, not subject to annual appropriation.

SUMMARY RATING RATIONALE

Proceeds from the Series 2011A will refund a portion of the
Authority's outstanding Series 2001 Bonds for an expected net
present values savings and proceeds from the Series 2011B will
refund a portion of the Authority's outstanding Series 2004A Bonds
for an expected net present value savings. The bonds are
ultimately secured by Oakland County's general obligation limited
tax pledge which forms the basis of the rating. Moody's highest
Aaa rating on the county's long-term general obligation debt
reflects the county's large, though recently declining, and
wealthy tax base located north of Detroit; financial flexibility
as evidenced by a strong balance sheet and alternate liquidity;
and modest debt profile characterized by moderate principal
amortization.

STRENGTHS:

Large and diverse tax base

Ample financial flexibility including strong reserve levels

CHALLENGES:

Declining taxable valuations

Moderate overall debt burden

DETAILED CREDIT DISCUSSION

WEALTHY COMMUNITY WITH SUBSTANTIAL TAX BASE FACED WITH PROJECTED
NEAR-TERM DECLINES AND SIGNIFICANT AUTO INDUSTRY PRESENCE

We believe that Oakland County will continue its role as an
economic and residential base near the Detroit MSA. Located north
of Detroit (general obligation rated Ba3, negative outlook),
Oakland County is dominated by the automotive industry. With
ongoing cutbacks of North American operations, the presence of
several health-related and government institutions diversify and
stabilize the economy. William Beaumont Hospital (rated A1 with
negative outlook) is one of the county's top employers with over
13,694 employees. The county continues to be proactive in its
effort to diversify its tax base through its emerging sectors
initiative which officials report has added approximately $1.7
billion in investment to the county since 2004. Beaumont Hospital,
in partnership with Oakland University (rated A1 with stable
outlook) opened a medical school in 2010.

The county's full valuation grew at an average annual rate of 4.2%
from 2003 through 2007, reaching a sizeable $154 billion in 2007.
However, the county experienced its first decline in full
valuation in 2008 and additional declines in 2009 and 2010
bringing the county's full valuation to $115.5 billion for that
levy year. While taxable valuation remained stable for 2008, the
county recorded a 3.6% decline in 2009 and a more substantial
decline of 11.8% in 2010. As residential and commercial real
estate as well as personal property values continue to fall,
further declines in both full and taxable valuation are expected.
Management now projects a taxable valuation decline of 9% and 3%
in 2011 and 2012, respectively. These negative trends are related
to the persistent challenges in the automotive manufacturing
sector, slowing in residential and commercial development, as well
as declines in housing prices. Full value per capita remains
strong at $95,756, reflecting the county's affluent population.
Wealth indices exceed national and state medians with per capita
and median family incomes equal to 146.8% and 141.3% of state
averages, respectively. Stronger wealth levels reflect a more
highly educated workforce residing in the county, which can
provide a stabilizing factor during these challenging economic
times. However, declining housing values and an elevated
unemployment rate within the county demonstrates the county's
exposure to the challenges in this region. The county's
unemployment rate spiked to 12.4% in May 2010, however it
reflected a more moderate 10.2% in May 2011, mirroring the state's
rate (10.3%) yet still above the national rate (8.7%) for the same
time period.

HISTORICALLY STRONG LIQUIDITY POSITIONS COUNTY TO WEATHER ECONOMIC
DOWNTURN

Moody's believes the county's financial position will remain
strong, given current General Fund reserves supported by alternate
liquidity and history of prudent financial management. The county
has a long history of healthy General Fund reserves, keeping well
above the county's policy of maintaining reserves equal to 15% of
General Fund revenues. Fiscal 2003 and fiscal 2004 ended with
operating surpluses of $17.9 million and $5.8 million
respectively. However, this was offset by a one-time transfer of
General Fund reserves to fund the county's Retiree Health Care
Trust Fund in fiscal 2004 in anticipation of GASB 43 reporting
required in 2007. While this had a negative impact on reserves, it
reflected the county's commitment to fund its long-term
liabilities, which can result in economic savings and demonstrates
the county's strong fiscal management. The county is committed to
maintaining structural balance in the General Fund. Consistent
positive budget variances have allowed the General Fund to
continue growing over time, reaching $149 million as of fiscal
2010, or a strong 38.1% of revenues. Additionally, the county
maintains alternate liquidity in other non-major funds such as the
Delinquent Tax Revolving Fund (DTRF) and the Revenue Sharing
Reserve Fund. The county maintained a substantial unrestricted net
asset position of $225 million in the DTRF and $107.8 million in
the Revenue Reserve Sharing Fund at the end of fiscal 2010.
Operations are primarily supported by property taxes (46.8%) and
charges for services (20.1%). Officials expect to record an
operating surplus in fiscal 2011 resulting in $155.9 million in
General Fund reserves at the fiscal year end.

While the county faces economic and financial challenges, Moody's
is confident that management has identified important ways to
maintain a healthy financial position. Despite expected declines
in taxable valuation, the county has identified specific ways to
close the large budget gaps through 2014 and has a targeted
General Fund balance of $85 million. The county continues to seek
and achieve expenditure savings through various means, but has
also identified non-General Fund reserves that it plans to spend
down gradually in the next several fiscal years. The county
supports a number of programs that fall well outside of its direct
mandate and is considering funding commitments moving forward.
While the use of reserves reduces the county's overall financial
flexibility, Moody's believes that these actions reflect a
reasonable response from a Aaa rated county with substantial
accumulated reserves to address the current economic environment.
The long-term planning positions the county to successfully
weather the economic downturn. However, Moody's notes that, as the
county's challenges may continue to grow and if negative economic
trends continue longer than expected, the county's available tools
to maintain its solid financial position will diminish.

MANAGEABLE DEBT LEVELS EXPECTED TO BE MAINTAINED

Moody's expects the county to maintain a favorable debt position,
given the size of the tax base and moderate repayment trends. The
county's overall debt burden, at 3.6%, is average with the
majority of the borrowing on behalf of underlying units for
various water and sewer projects. The county's direct debt burden
is low at 0.6%, with more than 60% related to $483.7 million in
Certificates of Participation (COPs) issued by the Oakland County
Retiree Medical Benefits Funding Trust which also carries a Aaa
rating from Moody's. The county is contractually obligated to pay
debt service on the COPs as the proceeds are used to finance the
county's unfunded accrued actuarial retiree post employment
medical benefits liabilities. Principal amortization of general
obligation debt is below average, with 55% retired in ten years,
but reflective of the useful life of the bond-financed projects as
well as the long-term liability financed by the COPs. The county
plans to continue issuing general obligation bonds to support
capital projects for underlying municipalities which Moody's
believes will remain manageable for the county.
Outlook

The outlook for this credit is stable and reflects Moody's
expectation that the county will continue to adhere to its
historically strong budget and management practices which have
resulted in ample financial flexibility that favorably positions
the county to manage through current economic challenges.

WHAT COULD CHANGE THE RATING DOWN

- A prolonged economic downturn that exceeds current projections
  in either magnitude or duration

- Failure to offset revenue shortfalls through expenditure
  reductions or alternate revenue sources

- Continued structural imbalance and dependence on one-time
  revenue sources or expenditure fixes

- Drawing down of reserves that leads to heightened cash-flow
  weakness

KEY STATISTICS:

2010 Census population: 1,205,508

Unemployment 5/2011: 10.2%

2000 Per capita income as % of state: 146.8%

2000 Median family income as a % of state: 141.3%

2010 Full value: $115.5 billion

Average annual full value decline, 2006-2010: 4.7%

Full value per capita: $95,053

Direct debt burden: 0.6%

Debt burden: 3.6%

Fiscal 2010 General Fund balance: $149 million (38.1% of General
Fund revenues)

Post-sale GOLT debt outstanding: $316.95 million

County COP debt outstanding: $483.7 million

PRINCIPAL METHODOLOGY USED

The principal methodology used in this rating was General
Obligation Bonds Issued by U.S. Local Governments published in
October 2009.


OPEN SOLUTIONS: Bank Debt Trades at 14% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Open Solutions,
Inc., is a borrower traded in the secondary market at 86.05 cents-
on-the-dollar during the week ended Friday, Aug. 5, 2011, a drop
of 0.65 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 212.5 basis points above LIBOR to
borrow under the facility.  The bank loan matures on Jan. 18,
2014, and carries Moody's B1 rating and Standard & Poor's BB-
rating.  The loan is one of the biggest gainers and losers among
181 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

Headquartered in Glastonbury, Conn., Open Solutions, Inc., is a
privately held provider of core data processing and information
management software solutions for financial institutions including
community banks / thrifts and credit unions.  In January 2007, the
company was acquired by The Carlyle Group and Providence Equity
Partners in a leveraged transaction of roughly $1.4 billion
including the assumption of debt.


OWENS CORNING: Moody's Says Credit Extension No Ratings Impact
--------------------------------------------------------------
Moody's commented that Owens Corning's 2Q11 operating performance
and extension of its revolving credit facility has no immediate
impact on the company's Ba1 corporate family rating.

The principal methodology used in rating Owens Corning was the
Global Manufacturing Industry Methodology, published December
2010. Other methodologies used include Loss Given Default for
Speculative Grade Issuers in the US, Canada, and EMEA, published
June 2009.

Owens Corning, headquartered in Toledo, OH, is a global producer
of composite and building materials systems. Products range from
glass fiber used to reinforce composite materials used in
transportation, electronics, marine, wind energy and other high-
performance markets to insulation, roofing and manufactured stone
veneer used in residential, commercial and industrial
applications. Revenues for the twelve months through June 30, 2011
totaled approximately $5.0 billion.


OWENS-ILLINOIS INC: S&P Affirms 'BB+' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed all its ratings,
including the 'BB+' corporate credit rating, on Owens-Illinois
Inc. and its subsidiaries and revised the outlook to negative from
stable.

Second-quarter 2011 operating earnings were materially less than
in the second quarter of 2010, primarily as a result of:

    Inflation of energy and other costs outpacing selling price
    increases;

    Production outages and higher-than-expected demand in North
    America that resulted in inventory shortages, out-of-pattern
    production, and higher transportation costs; and

    A significant drop in Australian volume caused by (1)
    appreciation of the Australian dollar against the U.S. dollar
    resulting in lower Australian wine exports and (2) high
    interest rates and lower disposable income resulting in less
    beer consumption in Australia and New Zealand.

In addition, Owens-Illinois has had to use higher-cost imports to
satisfy bottle demand in Brazil.

Although the company is taking steps to address these challenges,
Standard & Poor's believes the following measures are likely to
result in increased spending and somewhat lower-than-expected free
cash generation in the next few quarters:

    Rebuilding North American inventories to avoid future supply
    chain issues;

    Restructuring of Australian operations; and

    Brazil capacity expansion.

"We believe that some of the challenges Owens-Illinois is
currently facing are temporary and that management's steps to
adjust capacity and improve operating efficiency should cause
credit measures to recover to previous levels," said Standard &
Poor's credit analyst Cynthia Werneth. "In addition, we believe
that financial policies are prudent and that management is
committed to lowering debt leverage somewhat."

However, Standard & Poor's said that it could lower the ratings
slightly if the company is unable to pass on higher costs to
customers in a timely fashion, if it appears likely that economic
weakness will materially depress demand, or if the company pursues
additional debt-financed acquisitions before credit metrics have
strengthened.

Owens-Illinois is the world's largest manufacturer of glass
containers, with leading market positions in most regions. In
2010, it made 72% of sales outside North America. The company
produces a wide array of glass containers for beer, liquor, wine,
food, tea, fruit juices, and other nonalcoholic beverages. Credit
quality benefits from the company's long-standing relationships
with food and beverage customers, and the company has annual or
multiyear supply contracts with many of them.

Glass remains the package of choice for popular upscale iced teas,
beers, wines, and certain beverages and foods that rely on its
superior marketing image and preservative qualities (by keeping
out oxygen). However, shipments of glass containers declined
during the recent recession, and certain end markets have been
slow to recover. Volumes have also declined with the intentional
shedding of less-profitable business. In addition, Owens-Illinois
is vulnerable to customers substituting alternative materials for
its products or consolidating.


PACIFIC AVENUE: Creditors Approve Chapter 11 Bankruptcy Plan
------------------------------------------------------------
Susan Stabley at the Charlotte Business Journal reports that
creditors owed money for work at EpiCentre project have approved a
Chapter 11 bankruptcy plan.

"The summary I have from the debtors shows acceptances as 74
percent in dollars and 78.6 percent in number of votes," the
report quotes Matthews lawyer Dennis O'Dea, attorney for the
committee of unsecured creditors, as saying.  "There is a class 4
with two creditors in it that also voted -- 100 percent in favor."

According to the report, a deal made in federal bankruptcy court
sets aside about $1.1 million to repay EpiCentre contractors and
others -- a number that's been whittled to less than 30.  The
hearing on confirmation of the Plan, if approved by creditors, is
set for Aug. 30.  Mr. O'Dea said there were 28 creditors voting in
the general creditor class.  The total amount of claims from those
voters is $13.1 million.  Of that number, 20 voted in favor of the
Plan.

The report says opposing votes were cast by Fulcrum Construction
and five companies that transferred claims to the general
contractor.  They were York, S.C.-based CM Steel Inc., Pineville-
based Cam-Ful Industries, Piedmont Contracting Services of
Charlotte, Belmont-based SteelSpecialty and Wayne J. Griffin
Electric, which has its regional office in Charlotte.

If the Plan is approved, then Blue Air 2010 LLC, which bought the
$93.9 million EpiCentre note from Regions Financial Corp., will be
cleared to buy the complex at the corner of College and Trade
streets.  EpiCentre's original developers will still retain
several financial ties even if that purchase is approved, court
filings show.

The report notes Blue Air has threatened to foreclose on the
EpiCentre if the plan is delayed -- a maneuver that would wipe out
any funds set aside for creditors and could force some tenants out
of the property.

"The key vote is the $6 million from Blue Air.  There is also a
Wilfong Properties vote for $2 million that could be challenged,"
said Mr. O'Dea.

The report says Fulcrum Construction continues to fight the Plan
and has filed an objection.

                         About Pacific Avenue

Pacific Avenue, LLC, is a North Carolina limited liability company
whose principal place of business is located in Charlotte, North
Carolina.  Together with Pacific Avenue II, LLC, the Company owns
and operates the EpiCentre, a mixed-use commercial development
consisting of approximately 302,000 rentable square feet of office
and retail/entertainment space, plus an underground parking deck,
located at 210 E. Trade St. in the city block surrounded by the
light rail line, Fourth Street, College Street, and Trade Street
in uptown Charlotte, North Carolina.

Linda W. Simpson, the U.S. Bankruptcy Administrator for the
Western District of North Carolina, appointed six members to the
official committee of unsecured creditors in the Chapter 11 case
of Pacific Avenue, LLC.

Pacific Avenue, LLC, filed for Chapter 11 bankruptcy protection on
July 22, 2010 (Bankr. W.D. N.C. Case No. 10-32093).  Joseph W.
Grier, III, Esq., at Grier, Furr & Crisp, P.A., assists the
Company in its restructuring effort.  The Company estimated up to
$50,000 in assets and $50 million to $100 million in debts in its
bankruptcy petition.

The Company's affiliate, Pacific Avenue II, filed a separate
Chapter 11 petition.


PIEDLOW INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Piedlow, Inc.
        1687 Misty Lake Drive
        Orange Park, FL 32073

Bankruptcy Case No.: 11-14743

Chapter 11 Petition Date: August 2, 2011

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

Judge: Michael G. Williamson

Debtor's Counsel: William J. Rinaldo, Esq.
                  THE RINALDO LAW FIRM, PA
                  1102 South Florida Avenue
                  Lakeland, FL 33803
                  Tel: (863) 686-7101
                  Fax: (863)-686-7323
                  E-mail: william.rinaldo@rinaldo-law.com

Estimated Assets: $0 to $50,000

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/flmb11-14743.pdf

The petition was signed by Eric W. Piedlow, president.


PJ FINANCE: Meeting of Creditors Continued Until Aug. 31
--------------------------------------------------------
The U.S. Trustee for Region 3 has continued until Aug. 31, 2011,
at 3:00 p.m. (prevailing Eastern Time), the meeting of creditors
in the Chapter 11 cases of PJ Finance Company, LLC, et al.  The
hearing will be held in Room 5209, J. Caleb Boggs Federal
Building, 844 King Street, Wilmington, Delaware.

All creditors are invited, but not required, to attend.  This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

Chicago, Illinois-based PJ Finance Company, LLC, owns apartment
communities in the states of Arizona, Florida, Georgia, Tennessee
and Texas.  PJ Finance owns or holds ownership interests in 32
apartment communities that collectively have more than 9,500
rentable units.  It has 20 apartment locations in Texas, and the
remaining 12 in Arizona, Florida, Georgia and Tennessee.  The day-
to-day operations of the portfolio are managed by a third party,
WestCorp Management Group One, Inc.

PJ Finance and various affiliates filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 11-10688).  Michelle E.
Marino, Esq., and Stuart M. Brown, Esq., at DLA Piper LLP (US), in
Wilmington, Delaware, serve as bankruptcy counsel.  The Debtor
also tapped Angell Palmer & dodge LLP as its local Delaware
counsel, Kurtzman Carson Consultants, LLC, as its claims and
notice agent.

An official committee of unsecured creditors has been named in the
case.  Christopher A. Jarvinen, Esq., and Mark T. Power, Esq., at
Hahn & Hessen LLP, represent the committee as lead counsel.
Richard Scott Cobb, Esq., and William E. Chipman, Jr., Esq., at
Landis Rath & Cobb, in Wilmington, Del., serve as the committee's
local counsel.

The Debtors estimated total assets of at least $275 million
(estimated value of portfolio securing loan to Bank of America)
and total debts of at least $479 million ($475 million owed to
BofA, $4.4 million trade debt).

PJ Finance said it has a commitment for Gaia Real Estate
Investments LLC to invest $42 million and serve as the foundation
for a reorganization plan.


RAILWORKS CORP: IRS Allowed $36T Unsec. Claim & $9T Priority Claim
------------------------------------------------------------------
Bankruptcy Judge James F. Schneider signed off on a stipulation
and consent order resolving RailWorks Corporation's objection to
certain claims filed by The Internal Revenue Service.  The IRS's
Claim No. 1345 is allowed as a priority claim for $9,959.26, and a
general unsecured claim for $36,164.94.  The other IRS claims are

Bankruptcy Judge James F. Schneider signed off on a stipulation
and consent order resolving RailWorks Corporation's objection to
certain claims filed by The Internal Revenue Service.  The IRS's
Claim No. 1345 is allowed as a priority claim for $9,959.26, and a
general unsecured claim for $36,164.94.  The other IRS claims are
disallowed in full.  A copy of the Aug. 3, 2011 Stipulation is
available at http://is.gd/0AtY4zfrom Leagle.com.

Founded in 1998, RailWorks Corporation -- http://www.railworks.com
-- provides reliable construction, maintenance, and material
solutions for the rail and rail-transit industries.  Baltimore-
based RailWorks Corp. filed and 22 affiliates for Chapter 11
bankruptcy (Bankr. D. Md. Case Nos. 01-64463 through 01-64485) on
Sept. 21, 2001, Judge E. Stephen Derby presiding.  Martin T.
Fletcher, Esq., served as bankruptcy counsel.  In November 2002,
RailWorks emerged from bankruptcy as a privately held company.  It
received approval of its reorganization plan effective Oct. 1,
2002.


REALOGY CORP: Incurs $21 Million Net Loss in June 30 Quarter
------------------------------------------------------------
Realogy Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $21 million on $1.18 billion of net revenues for the three
months ended June 30, 2011, compared with net income of $223
million on $1.25 billion of net revenues for the same period
during the prior year.

The Company also reported a net loss of $258 million on $2.01
billion of net revenues for the six months ended June 30, 2011,
compared with net income of $26 million on $2.07 billion of net
revenues for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $7.98 billion
in total assets, $9.29 billion in total liabilities, and a
$1.31 billion total deficit.

"We had anticipated that the first quarter weakness in home sales
would continue into the second quarter of 2011 and that Realogy's
average homesale price would increase compared to the second
quarter of 2010, both of which happened as expected," said Richard
A. Smith, Realogy's chief executive officer.  "The comparative
weakness in the second quarter of 2011 was primarily related to
the unfavorable year-over-year comparisons to the second quarter
of 2010, which experienced a significant spike in unit sales
directly related to the Homebuyer Tax Credit.  Sluggish
macroeconomic conditions such as weak GDP growth, continued high
unemployment rates and low consumer confidence also contributed to
a suppressed demand for housing this past quarter."

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

                     http://is.gd/hRlCM7

                      About Realogy Corp.

Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services.  Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

Realogy has 'Caa2' corporate family rating and 'Caa3' probability
of default rating, with positive outlook, from Moody's.  The
rating outlook is positive.  Moody's said in January 2011 that the
'Caa2' CFR and 'Caa3' PDR reflects very high leverage, negative
free cash flow and uncertainty regarding the timing and strength
of a recovery of the residential housing market in the U.S.
Moody's expects Debt to EBITDA of about 14 times for the 2010
calendar year.  Despite the recently completed and proposed
improvements to the debt maturity profile, the Caa2 CFR continues
to reflect Moody's view that current debt levels are unsustainable
and that a substantial reduction in debt levels will be required
to stabilize the capital structure.

In February, Standard & Poor's Ratings Services raised its
corporate credit rating on Realogy Corp. to 'CCC' from 'CC'.  The
rating outlook is positive.


REVEL ENTERTAINMENT: Debt Trades at 6% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Revel
Entertainment Group, LLC, is a borrower traded in the secondary
market at 93.92 cents-on-the-dollar during the week ended Friday,
Aug. 5, 2011, a drop of 1.13 percentage points from the previous
week according to data compiled by Loan Pricing Corp. and reported
in The Wall Street Journal.  The Company pays 750 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Feb. 15, 2017, and carries Moody's B3 rating and Standard &
Poor's B rating.  The loan is one of the biggest gainers and
losers among 181 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

Revel Entertainment Group, LLC -- http://www.revelinac.com/-- is
a gaming and entertainment company that is developing a $2.4
billion beachfront casino entertainment resort project in Atlantic
City, which is expected to open in mid-2012.  The company was
founded in 2006 and is based in Atlantic City, N.J.


REITTER CORP: Stipulation Extending Use of Cash to Sept. 1 Okayed
-----------------------------------------------------------------
Judge Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court for
the District of Puerto Rico has approved the stipulation for the
interim use of cash collateral filed July 20, 2011, by Debtor
Reitter Corporation, the Internal Revenue Service (IRS) and Banco
Popular de Puerto Rico (BPPR).

As reported in the TCR on July 27, 2011, in exchange for the
Debtor's use of cash collateral securing its indebtedness to the
IRS, the Debtor will make monthly payments to the IRS in the
amount of $25,000 and the Debtor will grant postpetition
replacement liens and security interests to the IRS.

The Debtor, under the stipulation, is authorized to use cash
collateral securing its indebtedness to BPPR from the period
commencing June 1, 2011, and ending on Sept. 1, 2011, or upon
the occurrence of an event of default.  In return, the Debtor will
continue to deposit the proceeds from the sale of any of the
Debtor's inventory to accounts with BPPR.  BPPR has consented to
adjust the applicable interest to 6.75% as of Aug. 10, 2010, not
to exceed a fixed monthly amount of $60,000 for all Debtor's
obligations with BPPR under the Loan Documents.

BPPR is also granted a replacement lien and a postpetition
security interest on all of the assets and collateral of the
Debtor.  The Debtor will also pay $60,000 to BPPR every month.

                    About Reitter Corporation

San Juan, Puerto Rico-based Reitter Corporation dba Hospital San
Gerardo filed for Chapter 11 protection (Bankr. D. P.R. Case No.
10-07152) on Aug. 6, 2010.  In its schedules, the Debtor disclosed
$20,440,765 in total assets and $17,250,033 in total debts.
Alexis Fuentes-Hernandez, Esq., in San Juan, P.R., represents the
Debtor as counsel.


REPACS TRUST: Moody's Upgrades Rating on Warwick Series to Caa3
---------------------------------------------------------------
Moody's Investors Service announced this rating action on Repacks
Trust Series: Warwick, a collateralized debt obligation
transaction (the Corporate "Collateralized Synthetic Obligation"
or "CSO"). REPACs Trust Series: Warwick synthetically references a
portfolio of structured finance entities and eight bespoke
synthetic CDO tranches each referencing a portfolio of corporate
entities.

The CSO, issued in 2005, referenced a portfolio of synthetic
corporate senior unsecured bonds.

Issuer: Repacks Trust Series: Warwick

US$50M Class A Debt Unit Notes, Upgraded to Caa3 (sf); previously
on Apr 13, 2009 Downgraded to Ca (sf)

RATINGS RATIONALE

Moody's explained that the rating action taken today is the result
of the relative stability of the credit quality of the reference
portfolio the shortened time to maturity of the CSO and the level
of credit enhancement remaining.

The weighted average 10-year weighted average rating factor (WARF)
of the underlying portfolio is 1086, equivalent to Ba2 compared to
a 1010 as of the last rating action. The ratings of referenced
entities rated Caa1 and below have remained stable. The portfolio
is exposed to Clear Channel Communication and Harrah's Operating
Company, which are not credit events, but are rated Ca.

The maturity of the notes is 0.8 years and the remaining credit
enhancement protecting the notes is close to 20%.

Moody's rating action today factors in a number of sensitivity
analyses and stress scenarios, discussed below. Results are given
in terms of the number of notches' difference versus the base
case, where higher notches correspond to lower expected losses,
and vice-versa:

 Market Implied Ratings ("MIRs") are modeled in place of the
corporate fundamental ratings to derive the default probability of
the reference entities in the portfolio. The gap between an MIR
and a Moody's corporate fundamental rating is an indicator of the
extent of the divergence in credit view between Moody's and the
market. The result of this run is comparable to that modeled in
the base case.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, and
specific documentation features. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, may influence the final rating decision.

The principal methodology used in these ratings was "Moody's
Approach to Corporate Collateralized Synthetic Obligations"
published in September 2009.

Moody's analysis for this transaction is based on CDOROM v2.8.

Moody's Investors Service did not receive or take into account a
third-party due diligence report on the underlying assets or
financial instruments related to the monitoring of this
transaction in the past six months.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Corporate Synthetic
Obligations", key model inputs used by Moody's in its analysis may
be different from the manager/arranger's reported numbers. In
particular, rating assumptions for all publicly rated corporate
credits in the underlying portfolio have been adjusted for "Review
for Possible Downgrade", "Review for Possible Upgrade", or
"Negative Outlook".

Moody's does not run a separate loss and cash flow analysis other
than the one already done by the CDOROM model. For a description
of the analysis, refer to the methodology and the CDOROM user's
guide on Moody's website.

Moody's analysis of CSOs is subject to uncertainties, the primary
sources of which include complexity, governance and leverage.
Although the CDOROM model captures many of the dynamics of the
Corporate CSO structure, it remains a simplification of the
complex reality. Of greatest concern are (a) variations over time
in default rates for instruments with a given rating, (b)
variations in recovery rates for instruments with particular
seniority/security characteristics and (c) uncertainty about the
default and recovery correlations characteristics of the reference
pool. Similarly on the legal/structural side, the legal analysis
although typically based in part on opinions (and sometimes
interpretations) of legal experts at the time of issuance, is
still subject to potential changes in law, case law and the
interpretations of courts and (in some cases) regulatory
authorities. The performance of this CSO is also dependent on on-
going decisions made by one or several parties, including the
Manager and the Trustee. Although the impact of these decisions is
mitigated by structural constraints, anticipating the quality of
these decisions necessarily introduces some level of uncertainty
in Moody's assumptions. Given the tranched nature of CSO
liabilities, rating transitions in the reference pool may have
leveraged rating implications for the ratings of the CSO
liabilities, thus leading to a high degree of volatility. All else
being equal, the volatility is likely to be higher for more junior
or thinner liabilities.

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe. Should macroeconomics conditions evolve,
the CSO ratings will change to reflect the new economic
conditions.


ROCK PARENT: S&P Assigns Preliminary 'B' Corp. Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services assigned Rock Parent LLC its
preliminary corporate credit rating of 'B'. The rating outlook is
stable.

"At the same time, we assigned ROC Finance's proposed $275 million
first-lien senior secured credit facilities our preliminary issue-
level rating of 'BB-' (two notches higher than the preliminary 'B'
corporate credit rating). We also assigned this debt a preliminary
recovery rating of '1', indicating our expectation of very high
(90% to 100%) recovery for lenders in the event of a payment
default. The first-lien credit facilities consist of a $125
million funded term loan due 2017, and a $125 million delayed-draw
term loan due 2017, and potentially a $25 million revolving credit
facility due 2016," S&P related.

"Additionally, we assigned our preliminary issue-level rating of
'B' (the same as the preliminary corporate credit rating) and a
preliminary recovery rating of '3', to the company's proposed $380
million of second-lien senior secured notes due 2018. The '3'
recovery rating indicates our expectation of meaningful (50%-70%)
recovery for lenders in the event of a payment default. ROC
Finance LLC and ROC Finance 1 Corp will be co-borrowers on the
notes," S&P said.

"The proposed capital structure will also include an unfunded $125
million furniture, fixtures, and equipment (FF&E) facility which
we will not rate," S&P said.

Rock Parent LLC is a subsidiary of Rock Ohio Caesars LLC, which is
80% owned by Rock Gaming, a Midwest-based gaming company whose
principal investor is Dan Gilbert, and 20% owned by subsidiaries
of Caesars Entertainment Corp. The company was created for the
purposes of developing and operating two casino facilities in
Ohio. The casinos will be managed by Caesars.

ROC plans to use proceeds from the debt issuance, along with about
$245 million of equity contributed by Rock and Caesars, to fund
approximately $900 million of development and construction costs
for the Cleveland and Cincinnati casinos, establish an interest
reserve account to fund debt service during the remaining
construction period of Cleveland, and to fund transaction fees and
expenses. Funded debt balances (excluding the delayed-draw term
loan and FF&E financing) will total about $505 million upon the
closing of the proposed financing.

"The preliminary 'B' corporate credit rating reflects our
assessment of the company's business risk profile as weak," said
Standard & Poor's credit analyst Melissa Long, "given construction
and execution risk associated with developing and opening two
casinos in new gaming markets." The rating also incorporates
favorable demographics in the market, limited direct competition
(particularly in Cleveland), the experience of the management team
in operating regional casinos, and the inclusion of the casinos in
Caesars Total Rewards network.


ROLAND MACHER: Faces Prison Time for Bankruptcy Fraud
-----------------------------------------------------
The Associated Press reports that Roland "Spanky" Macher, a
Roanoke entrepreneur convicted of charges that he deceived
creditors, the bankruptcy court and taxpayers, will spend two and
a half years in prison.

According to the report, Mr. Macher was sentenced in U.S. District
Court in Roanoke on charges of tax evasion, bankruptcy fraud and
food stamp fraud.

The AP says Mr. Macher had pleaded guilty in March.  He admitted
misrepresenting and hiding information concerning his Chapter 11
bankruptcy case.  He also admitted falsifying applications to
obtain food stamps.

U.S. Attorney Timothy J. Heaphy says Macher deceived the
bankruptcy court, his creditors and the IRS for years.


SECURITY BENEFIT: A.M. Best Upgrades Debt Ratings to 'bb'
---------------------------------------------------------
A.M. Best Co. has upgraded the financial strength rating (FSR) to
B++ (Good) from B+ (Good) and issuer credit ratings (ICR) to "bbb"
from "bbb-" of Security Benefit Life Insurance Company (Topeka,
KS) and its affiliate, First Security Benefit Life and Annuity
Company of New York (Rye Brook, NY) (collectively known as
Security Benefit Life).

In addition, A.M. Best has upgraded the debt ratings to "bb" from
"bb-" on the existing surplus notes issued by Security Benefit
Life Insurance Company.  The outlook for the ICR and debt ratings
has been revised to positive from stable, while the outlook for
the FSR is stable.  (See below for a detailed listing of the debt
ratings.)

The rating actions reflect Security Benefit Life's enhanced
capital and surplus position, the financial support of its new
parent, Guggenheim SBC Holdings, LLC, the improved overall quality
of its investment portfolio, positive statutory operating results
and the rollout of new insurance products designed to grow its
retirement and life insurance business lines.

As a result of the purchase transaction in 2010, an investor's
group led by Guggenheim Partners has contributed $340 million in
capital to Security Benefit Life, which substantially enhanced its
capital position and risk-adjusted capitalization as measured by
A.M. Best's Capital Adequacy Ratio (BCAR).  Currently, the
investment portfolio of Security Benefit Life is managed by
Guggenheim Partners, whose investment management expertise has led
to an improvement in the overall quality of the company's
portfolio, narrowed asset/liability mismatch that supports
interest sensitive liabilities and its realigned investment
allocation strategy Security Benefit Life's statutory operating
income has shown positive trends in recent years due to decreased
operating expenses and improved investment performance.  In an
effort to grow its new business, Security Benefit Life has
introduced new products in 2011, which may provide higher premiums
and earnings growth going forward.  The financial leverage and
interest coverage ratios related to Security Benefit Life's
surplus notes are within A.M. Best guidelines that support the
company's ratings.

Somewhat offsetting rating factors include Security Benefit Life's
premiums that have moderated in recent years, although the written
premiums in 2011 are trending higher than prior years.  This trend
is partially due to the introduction of a new fixed indexed
annuity and fee-based annuity products.  Despite an improvement in
its investment portfolio, A.M. Best notes that Security Benefit
Life holds exposure to legacy collateralized debt obligations,
which have experienced large unrealized and realized losses in
recent years.  In addition, Security Benefit holds large
affiliated investments in SGI-Rydex, which represents a
significant amount of its statutory capital and surplus.

The following debt ratings have been upgraded:

Security Benefit Life Insurance Company-
-- to "bb" from "bb-" on $50 million 8.75% surplus notes, due 2016
-- to "bb" from "bb-" on $100 million 7.45% surplus notes, due
2033


SHADY ACRES: Plan Confirmation Hearing Resumes Wednesday
-------------------------------------------------------
Shady Acres Dairy asks the U.S. Bankruptcy Court for the Eastern
District of California to approve a stipulation extending the plan
confirmation hearing.

The stipulation was entered among the Debtor, Farm Credit west,
PCA and Farm Credit West, FLCA, Penny Newman Grain Co., Inc., and
J.D. Heiskell Co.

Pursuant to prior stipulations, the Court set certain dates and
deadlines pertaining to FCW's prospective objection to the
confirmation of the Debtor's Modified Plan of Reorganization dated
March 23.

The Debtor needs that the plan confirmation be extended to
finalize negotiations on resolution to treatment of FCW under the
plan.  The Debtor related that it needed to come to agreement on
final language for a modification to the Plan that will include
the terms of the agreement and flesh out the details to effectuate
the agreement.

The stipulation provides that:

   1. The deadline of FCW to object to the confirmation of the
   Debtor's Plan is extended from June 13, to July 27.

   2. The deadline to file documents in support of confirmation of
   the Plan is extended from July 20, to Aug. 3.

   3. The last day for which the Debtor and FCW are to have held
   the discovery conference is extended from July 25, to Aug. 5.

   4. The date on which the Debtor and FCW are to provide the
   initial disclosure specified in the stipulation is extended
   from July 25, to Aug. 8.

   5. Hearing on the confirmation of the Plan is extended from
   July 27, to Aug. 10, at 1:30 p.m.

   6. The date on which the Debtor and FCW will each provide to
   the other party an initial disclosure is extended from Aug. 24.

   7. The date by which the parties will file a stipulation
   setting forth undisputed and disputes material facts is
   extended from Aug. 18, to Aug. 31.

                     About Shady Acres Dairy

Visalia, California-based Shady Acres Dairy is engaged in a dairy
and farming business in Fresno and Tulare Counties, California.
It filed for Chapter 11 protection (Bankr. E.D. Calif. Case No.
10-19058) on Aug. 9, 2010.  Hagop T. Bedoyan, Esq., at Klein,
Denatale, Goldner, Cooper, Rosenlieb & Kimball, LLP, represents
the Debtor.  The Company disclosed $23,953,922 in assets and
$23,462,173 in liabilities as of the Petition Date.


SIGNATURE 6: Moody's Lifts Rating on Class B Notes to 'Ba3'
-----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Signature 6 Limited:

US$52,000,000 Class B Fixed Rate Notes, Due 2016, Upgraded to Aa3
(sf); previously on June 22, 2011 Ba3 (sf) Placed Under Review for
Possible Upgrade;

US$19,125,000 Combination 1 Notes, Due 2016 ($10.625M Class B;
$8.5M Pref Shares) (current rated balance of $4,465,264), Upgraded
to Aaa (sf); previously on June 22, 2011 Aa1 (sf) Placed Under
Review for Possible Upgrade;

US$13,000,000 Combination 2 Notes, Due 2016 ($9M Class B; $4M Pref
Shares) (current rated balance of $3,401,905) , Upgraded to Aaa
(sf); previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of delevering of the senior
notes since the rating action in October 2010. Moody's notes that
the Class A Notes have been paid down by approximately 51% or
$12.6 million since the rating action in October 2010. As a result
of the delevering, the overcollateralization ratios have
increased. Based on the latest trustee report dated July 15, 2011,
the Class A and Class B overcollateralization ratios are reported
at 757.752% and 140.565%, respectively, versus September 2010
levels of 283.39% and 127.19%, respectively.

Additionally, Moody's notes that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. Based on the July 2011 trustee report,
reference securities that mature after the maturity date of the
notes currently make up approximately 23% of the underlying
reference portfolio. These investments potentially expose the
notes to market risk in the event of liquidation at the time of
the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $88.4 million,
defaulted par of $9.98 million, a weighted average default
probability of 12.30% (implying a WARF of 2308), a weighted
average recovery rate upon default of 28.84%, and a diversity
score of 26. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Signature 6 Limited, issued in December 2001, is a collateralized
bond obligation backed primarily by a portfolio of senior
unsecured bonds.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011. This publication incorporates rating criteria that
apply to both collateralized loan obligations and collateralized
bond obligations.

A secondary methodology used in this rating was "Using the
Structured Note Methodology to Rate CDO Combo-Notes" published in
February 2004.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011. Moody's also supplemented its
modeling with individual scenario analysis to assess the ratings
impact of jump-to-default by certain large obligors.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

1) Delevering: The main source of uncertainty in this transaction
   is whether delevering from unscheduled principal proceeds will
   continue and at what pace. Delevering may accelerate due to
   high prepayment levels in the bond market and/or collateral
   sales by the manager, which may have significant impact on the
   notes' ratings.

2) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the deal's
   overcollateralization levels. Further, the timing of recoveries
   and the manager's decision to work out versus sell defaulted
   assets create additional uncertainties. Moody's analyzed
   defaulted recoveries assuming the lower of the market price and
   the recovery rate in order to account for potential volatility
   in market prices.

3) Long-dated assets: The presence of assets that mature beyond
   the CLO's legal maturity date exposes the deal to liquidation
   risk on those assets. Moody's assumes an asset's terminal value
   upon liquidation at maturity to be equal to the lower of an
   assumed liquidation value (depending on the extent to which the
   asset's maturity lags that of the liabilities) and the asset's
   current market value.

4) Exposure to credit estimates: The deal is exposed to a number
   of securities whose default probabilities are assessed through
   credit estimates. In the event that Moody's is not provided the
   necessary information to update the credit estimates in a
   timely fashion, the transaction may be impacted by any default
   probability stresses Moody's may assume in lieu of updated
   credit estimates. Moody's assumed an equivalent of Caa3 for
   about 17% of the collateral balance, which consists of
   obligations without a public rating or credit estimate by
   Moody's. However, Moody's also gave consideration to an
   alternative analysis, assuming rating levels that are higher
   than Caa3 for assets without a public rating or credit estimate
   by Moody's.

5) The deal has a pay-fixed receive-floating interest rate swap
   that is currently out of the money. If fixed rate assets prepay
   or default, there would be a more substantial mismatch between
   the swap notional and the amount of fixed assets. In such
   cases, payments to hedge counterparties may consume a large
   portion or all of the interest proceeds, leaving the
   transaction, even with respect to the senior notes, with poor
   interest coverage. Payment timing mismatches between assets and
   liabilities may cause additional concerns. If the deal does not
   receive sufficient projected principal proceeds on the payment
   date to supplement the interest proceeds shortfall, a
   heightened risk of interest payment default could occur.
   Similarly, if principal proceeds are used to pay interest,
   there may ultimately be a risk of payment default on the
   principal of the notes.


SINCLAIR BROADCAST: Reports $18.4 Million Net Income in Q2
----------------------------------------------------------
Sinclair Broadcast Group, Inc., reported net income of
$18.47 million on $186.58 million of total revenues for the three
months ended June 30, 2011, compared with net income of $16.95
million on $183.19 million of total revenues for the same period
during the prior year.

The Company also reported net income of $33.60 million on $366.07
million of total revenues for the six months ended June 30, 2011,
compared with net income of $27.94 million on $350.65 million of
total revenues for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $1.49 billion
in total assets, $1.63 billion in total liabilities and a $135.30
million total stockholders' deficit.

"Despite the production disruptions in the auto industry as a
result of the Japanese earthquake and tsunami, ad spending on our
stations by the auto industry grew 2.4% in the second quarter due
to increased spending by local dealers," commented David Smith,
President and CEO of Sinclair.  "While Toyota and Honda were
affected the most, other auto dealers such as Hyundai, Kia and GM
increased their marketing.  During the quarter, we also
experienced growth in paid programming/direct response, categories
which had been down for quite some time, but appear to have turned
the corner."

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

                      About Sinclair Broadcast

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

                           *     *     *

As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on Hunt Valley, Md.-
based TV broadcaster Sinclair Broadcast Group Inc. to 'BB-' from
'B+'.  The rating outlook is stable.  "The 'BB-' rating on
Sinclair reflects S&P's expectation that the company could keep
its lease-adjusted debt to EBITDA below historical levels
throughout the election cycle, absent a reversal of economic
growth, meaningful debt-financed acquisitions, or significant
shareholder-favoring measures," explained Standard & Poor's credit
analyst Deborah Kinzer.

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

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

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


SIX3 SYSTEMS: S&P Withdraws 'B' Corporate Credit Rating
-------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings, including
the preliminary 'B' corporate credit rating, on McLean, Va.-based
Six 3 Systems Inc. at the company's request.


TELLICO LANDING: Court OKs Hagood Tarpy as General Counsel
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has
approved Tellico Landing, LLC's application to employ Thomas Lynn
Tarpy, Esq., and the law firm of Hagood Tarpy & Cox PLLC as its
general counsel.

As reported in the Troubled Company Resources on July 15, 2011,
Tellico Landing LLC seeks Bankruptcy Court permission to employ
Thomas Lynn Tarpy, Esq., and the law firm of Hagood Tarpy & Cox
PLLC as its general counsel.

Mr. Tarpy will be paid at $300 an hour for her services.
Associates at the firm that will be working on the Debtor's case
and their hourly rates are: Allison Jackson, $125 per hour; Jesse
Overbay, $175 per hour; and Thomas Leveille, $275 per hour.

The Debtor has paid the firm $20,000 as retainer.

The firm can be reached at:

         HAGOOD TARPY & COX PLLC
         Riverview Tower, Suite 2100
         900 South Gay Street
         Knoxville, Tennessee 37902
         Tel: (865) 525-7313

                       About Tellico Landing

Tellico Landing, LLC, based in Maryville, Tennessee, filed for
Chapter 11 bankruptcy (Bankr. E.D. Tenn. Case No. 11-33018) on
June 27, 2011.  Judge Richard Stair, Jr., oversees the case. The
Debtor scheduled $40,444,352 in assets and $8,532,455 in
liabilities.  The petition was signed by Michael L. Ross, its
chief manager.


TEMPLE BETH: Case Summary & 14 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Temple Beth Sholom Of Corona, Inc.
          dba Congregation Beth Shalom
        2790 California Avenue
        Corona, CA 92881

Bankruptcy Case No.: 11-34883

Chapter 11 Petition Date: August 2, 2011

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

Judge: Wayne E. Johnson

Debtor's Counsel: Aslan Khodorovsky, Esq.
                  LAW OFFICES OF KHODOROVSKY & MERRIT
                  7925 Santa Monica Boulevard, Suite 205
                  West Hollywood, CA 90046
                  Fax: (323) 822-1131
                  E-mail: merritlaw@yahoo.com

Scheduled Assets: $1,018,665

Scheduled Debts: $1,694,317

A list of the Company's 14 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/cacb11-34883.pdf

The petition was signed by Sam Miller, secretary.


TERRA-GEN FINANCE: S&P Puts BB- Corp. Credit Rating on Watch Neg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its preliminary 'BB-'
corporate credit rating and preliminary 'BB' term loan B and
working capital facility ratings of Terra-Gen Finance Co. LLC on
CreditWatch with negative implications. "The '2' recovery rating
remains unchanged, reflecting our expectations of substantial (70%
to 90%) recovery of principal if a payment default occurs.

"The rating action stems from our placement of Alta Wind's debt
ratings on CreditWatch Negative," S&P related.

"The CreditWatch listing reflects the uncertainty surrounding the
timing and amount of payment of cash grants to the Alta project
owner/lessors by the U.S. Treasury, which could affect its ability
to pay distributions to Terra-Gen Finance. Terra-Gen Finance
relies heavily on distributions from Alta Wind Holdings to pay its
debt service," said Standard & Poor's credit analyst Marc
Sonnenblick.

Typically, the Treasury seems to provide these grants about 60 to
90 days after a request. Project management believes it has met
the requirements to qualify for the grants in the original amount
expected.

"We will resolve the CreditWatch when there is certainty as to the
timing and amount of the cash grants from the U.S. Treasury, or if
Alta does not repay the cash grant loans by maturity," S&P
related.


TP INC: Trustee Can Sell North Carolina Property for $365,000
-------------------------------------------------------------
Stephani W. Humrickhouse of the U.S. Bankruptcy Court for the
Eastern District of North Carolina authorized Algernon L. Butler,
III, appointed trustee of TP Inc., to sell the estate's interest
in the property located at 460 A North Anderson Boulevard, Topsail
Beach in Pender County, North Carolina, to Willard B. Jackson, Jr.
and wife, Paulette B. Jackson, for $365,000.

The sale will be on an as is, where is basis, with no warranties
as to title, condition or otherwise.

The proceeds from the sale of the property will be subject to the
reasonable and necessary costs and expenses of preserving and
disposing of the property to the extent of the benefit to the
holders of claims secured by the property.

The trustee will deposit the net sales proceeds, after the payment
of realtor's commission, deed stamps, ad valorem taxes, HOA dues
(if any), the realtor's expenditures to date for utilities while
the property was listed for sale (if any), the Trustee's
expenditures to date for insuring the property while the property
was listed for sale (if any), and other ordinary and necessary
closing costs, exclusive of the Trustee's attorneys' fees, into a
segregated account, with all purported liens, interests and other
claims including those set forth in the motion to be transferred
to the proceeds.

The trustee will also retain the net sales proceeds until the time
as the mediated settlement agreement between the Trustee and Bank
of America is either (i) approved, at which time the proceeds
shall be subject to disposition as provided in the settlement
agreement; or (ii) denied, in which event Bank of America may
request the Court to disburse to it the entire amount of the net
sales proceeds and the trustee may oppose such request.

                          About TP, Inc.

Boone, North Carolina-based TP, Inc., is in the business of
property development and currently owns a various tracts of real
estate in and around North Topsail, Topsail Beach, and Surf City,
North Carolina.  The Company filed for Chapter 11 protection
(Bankr. E.D. N.C. Case No. 10-01594) on March 1, 2010.  David J.
Haidt, Esq., at Ayers, Haidt & Trabucco, P.A., represented
the Debtor.  The Debtor tapped Trawick H. Stubbs, Jr., and Stubbs
& Perdue, as counsel, and Gary K. Shipman and Shipman & Wright,
L.L.P., as special counsel to assist in matters relating to claims
by Bank of America and its agents.  In its schedules, the Debtor
disclosed $13,156,424 in assets and $4,129,049 in liabilities.

Algernon L. Butler, III, is the duly-appointed Chapter 11 trustee
in the case of TP Inc., and is represented by Butler & Butler,
LLP, as counsel.


TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 68.07 cents-on-the-
dollar during the week ended Friday, Aug. 5, 2011, a drop of 1.05
percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on May 17, 2014.
Moody's rating on the bank debt has been withdrawn.  The loan is
one of the biggest gainers and losers among 181 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.

About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRICO MARINE: Confirms Chapter 11 Plan by Use of Cramdown
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trico Marine Services Inc. has an approved Chapter
11 plan.  The bankruptcy judge in Delaware signed a confirmation
order on Aug. 2.

Mr. Rochelle relates that the plan was the product of settlement
with non-bankrupt subsidiaries approved by the bankruptcy court in
February.  In May, subsidiaries known as Trico Supply and Trico
Shipping completed their recapitalization and were spun off to
creditors that held $400 million in 11.875% secured notes.  As
part of the transaction, the Trico parent received 5% of the stock
in the former subsidiaries plus warrants for another 10%.

According to the report, the parent's plan distributes its portion
of the former subsidiaries' stock to the parent's creditors.
General unsecured creditors with claims of about $3.1 million are
being paid 11% to 16% in cash.  Holders of the 8.125% secured
notes take $6.5 million in cash.  For the noteholders' $209
million in deficiency claims, they receive 70.5% of the stock and
warrants from the settlement.  The class representing $163 million
in qualified investor claims voted against the plan.  By using
cramdown, the judge is forcing them to receive 29.5% of the stock
and warrants.

                        About Trico Marine

Headquartered in Texas, Trico Marine Services, Inc. --
http://www.tricomarine.com/-- provides subsea services, subsea
trenching and protection services, and towing and supply vessels.
Trico filed for Chapter 11 protection (Bankr. D. Del. Case No.
10-12653) on Aug. 25, 2010.  John E. Mitchell, Esq., Angela B.
Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP,
serve as the Debtor's bankruptcy counsel.  The Debtor disclosed
US$30,562,681 in assets and US$353,606,467 in liabilities as of
the Petition Date.

Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No.
10-12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico
Marine International, Inc. (Case No. 10-12650), Trico Marine
Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No.
10-12652) filed separate Chapter 11 petitions.

Cahill Gordon & Reindell LLP is the Debtors' special counsel.
Alix Partners Services, LLC, is the Debtors' chief restructuring
officer.  The financial advisors are Evercore Partners and AP
Services LLC.  Epiq Bankruptcy Solutions is the Debtors' claims
and notice agent.  Postlethwaite & Netterville serves as the
Debtors' accountant and Ernst & Young LLP serves as tax advisors.
PricewaterhouseCoopers LLC provides the independent accountants
and tax advisors for the Debtors.

Aside from the Cayman Islands holding company, Trico's foreign
subsidiaries were not included in the filing and were not subject
to the requirements of the U.S. Bankruptcy Code.

The Official Committee of Unsecured Creditors tapped Laura Davis
Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski, Stang,
Ziehl & Jones LLP, in Wilmington, Delaware, and Andrew K. Glenn,
Esq., David J. Mark, Esq., and Daniel A. Fliman, Esq., at
Kasowitz, Benson, Torres & Friedman LLP, in New York, as counsel.

The Trico Supply Group -- which includes Trico Supply AS, Trico
Shipping AS, DeepOcean AS, CTC Marine Projects Ltd. and other
subsidiaries -- completed an out-of-court restructuring in May
2011.  Pursuant to the out-of-court restructuring, $399,500,000 or
99.88%, of Trico Shipping's 11-7/8% Senior Secured Notes due 2014,
the Trico Supply Group's working capital facility debt and
intercompany claims and interests held by Trico Marine entities,
were equitized and the holders received common stock of DeepOcean
Group Holding AS, a new Norwegian private limited company.
DeepOcean Holding and its subsidiaries, including Trico Supply,
Trico Shipping, DeepOcean, CTC and other subsidiaries, were spun
off Trico Marine.


UNI-PIXEL INC: To Hold 2nd Quarter Conference Call on Aug. 10
-------------------------------------------------------------
UniPixel, Inc., will hold a conference call on Wednesday, Aug. 10,
2011, at 4:30 p.m. Eastern time to discuss the second quarter
ended June 30, 2011.

UniPixel's President and CEO Reed Killion and CFO Jeff Tomz will
host the presentation, followed by a question and answer period.

     Date: Wednesday, Aug. 10, 2011
     Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
     Dial-In Number: 1-877-941-4774
     International: 1-480-629-9760
     Conference ID#: 4461497

The conference call will be broadcast simultaneously and available
for replay via the Investors section of the company's Web site at
www.unipixel.com.

Please call the conference telephone number 5-10 minutes prior to
the start time.  An operator will register your name and
organization and ask you to wait until the call begins.  If you
have any difficulty connecting with the conference call, please
contact Liolios Group at 1-949-574-3860.

A replay of the call will be available after 7:30 p.m. Eastern
time on the same day and until Sept. 10, 2011:

     Toll-free replay number: 1-877-870-5176
     International replay number: 1-858-384-5517
     Replay pin number: 4461497

                       About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $3.81 million on $243,519 of
thin film revenue for the year ended Dec. 31, 2010, compared with
a net loss of $5.37 million on $0 of thin film revenue during the
prior year.

The Company's balance sheet at March 31, 2011, showed $12.04
million in total assets, $254,014 in total liabilities and $11.79
million in total shareholders' equity.

PMB Helin Donovan, LLP, in Houston, expressed substantial doubt
about the Company's ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has sustained losses and negative cash
flows from operations since inception.


UNIQUE BROADBAND: Obtains Oct. 31 Extension of CCAA Stay
--------------------------------------------------------
Unique Broadband Systems, Inc. disclosed on August 4, 2011, the
Ontario Superior Court made an order: (a) extending the stay of
proceedings imposed on July 5, 2011 to permit the Company to
reorganize under the Companies Creditors Arrangement Act until
October 31, 2011; and (b) establishing a process for creditors of
the Company to prove claims against the Company and for the
determination of any disputes with respect to claims proven
against the Company.  RSM Richter Inc. has been appointed as
monitor to oversee the Company's business and cash flow.

UBS's shares are listed on the TSX Venture Exchange under the
symbols "UBS".


US FOODSERVICE: Bank Debt Trades at 6% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which U.S. Foodservice,
Inc., is a borrower traded in the secondary market at 94.35 cents-
on-the-dollar during the week ended Friday, Aug. 5, 2011, a drop
of 0.62 percentage points from the previous week according to data
compiled by Loan Pricing Corp. and reported in The Wall Street
Journal.  The Company pays 275 basis points above LIBOR to borrow
under the facility.  The bank loan matures on July 3, 2014, and
carries Moody's B3 rating.  The loan is one of the biggest gainers
and losers among 181 widely quoted syndicated loans with five or
more bids in secondary trading for the week ended Friday.

U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a
foodservice supplier serving some 250,000 customers from more than
70 distribution facilities.  The Company supplies restaurants,
hotels, school, and other foodservice operators with a wide
variety of food products, including canned and dry foods, meats,
frozen foods, and seafood.  It also distributes kitchen equipment
and cleaning supplies among other non-food supplies.  U.S.
Foodservice distributes both national brand products and its own
private labels.  Tracing its roots to 1853, the company is owned
by private equity firms KKR & Co. and Clayton, Dubilier & Rice.


USA SCREENPRINT: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: USA Screenprint LLC
        420 N. 52nd Avenue, Suite 4
        Phoenix, AZ 85043

Bankruptcy Case No.: 11-22148

Chapter 11 Petition Date: August 2, 2011

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

Judge: Randolph J. Haines

Debtor's Counsel: Stanford E. Lerch, Esq.
                  LERCH & ASSOCIATES, PC
                  4000 N. Scottsdale Road, Suite 107
                  Scottsdale, AZ 85251
                  Tel: (480) 212-0700
                  Fax: (480) 212-0705
                  E-mail: ldlaw@ldlawaz.com

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

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

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

The petition was signed by Michael R. Forakis, president & CEO.


USEC INC: Incurs $21.2 Million Net Loss in Second Quarter
---------------------------------------------------------
USEC Inc. reported a net loss of $21.20 million on $454.40 million
of revenue for the three months ended June 30, 2011, compared with
net income of $7.20 million on $459.70 million of total revenue
for the same period during the prior year.

The Company also reported a net loss of $37.80 million on $834.90
million of total revenue for the six months ended June 30, 2011,
compared with a net loss of $2.50 million on $804.40 million of
total revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $4.12 billion
in total assets, $2.80 billion in total liabilities and $1.32
billion in stockholders' equity.

"Although our bottom line was a net loss, the quarterly gross
profit of $33 million was higher than initially projected.  Our
efforts to manage costs are expected to result in a gross profit
margin for the full year of 6 percent, up from the 4 to 5 percent
in our original guidance," said John K. Welch, USEC president and
chief executive officer.  "Our continued investment in the
American Centrifuge project resulted in the net loss, but that
spending keeps the project in a condition where it can be ramped
up again more quickly and at less cost than if it was fully
demobilized."

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

                          About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

                          *     *     *

USEC Inc. carries 'Caa1' corporate and probability of default
ratings, with "developing" outlook, from Moody's, and 'CCC+' long
term foreign issuer credit rating and 'CCC-' long term local
issuer credit rating, with outlook "developing", from Standard &
Poor's.

In May 2010, S&P said that its rating and outlook on USEC Inc. are
not affected by the announcement that Toshiba Corp. and Babcock &
Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co.,
have signed a definitive investment agreement for $200 million
with USEC.


USG CORP: Files Form 10-Q; Incurs $70-Mil. Net Loss in Q2
---------------------------------------------------------
USG Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on form 10-Q reporting a net loss
of $70 million on $761 million of net sales for the three months
ended June 30, 2011, compared with a net loss of $74 million on
$769 million of net sales for the same period a year ago.

The Company also reported a net loss of $175 million on $1.48
billion of net sales for the six months ended June 30, 2011,
compared with a net loss of $184 million on $1.48 billion of net
sales for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $3.94 billion
in total assets, $3.42 billion in total liabilities and $527
million in total stockholders' equity.

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

                        http://is.gd/yK1O3g

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3,252,000,000 in
assets and $2,739,000,000 in debts.  The Debtors emerged from
bankruptcy protection on June 20, 2006.


VALLEJO, CA: Files Modified Second Amended Plan
-----------------------------------------------
BankruptcyData.com reports that the City of Vallejo filed with the
U.S. Bankruptcy Court a Modified Second Amended Plan for the
Adjustment of Debts, as Modified.  On July 28, 2011, the Court
indicated that it would issue an order confirming the
municipality's Plan once specified modifications were filed.

Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States.  As of the 2000 census,
the city had a total population of 116,760.  It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay.  It
was named for General Mariano Guadalupe Vallejo.

Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide.  Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represent the City.  The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.


VISUALANT INC: Incurs $947,758 Net Loss in June 30 Quarter
----------------------------------------------------------
Visualant, Incorporated, filed with the U.S. Securities and
Exchange Commission its quarterly report on form 10-Q reporting
a net loss of $947,758 on $2.10 million of revenue for the three
months ended June 30, 2011, compared with a net loss of $435,520
on $445,165 of revenue for the same period during the prior year.

The Company also reported a net loss of $1.72 million on $7.03
million of revenue for the nine months ended June 30, 2011,
compared with a net loss of $852,274 on $445,165 of revenue for
the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $4.70 million
in total assets, $5.96 million in total liabilities, $39,072 in
noncontrolling interest and a $1.29 million total stockholders'
deficit.

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

                        http://is.gd/0mZDRD

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

As reported in the Troubled Company Reporter on Jan. 4, 2011,
Madsen & Associates CPA's, Inc., Salt Lake City, expressed
substantial doubt about Visualant, Inc.'s ability to continue as a
going concern, following the Company's results for the fiscal year
ended September 30, 2010.  The independent auditors noted that the
Company will need additional working capital for its planned
activity and to service its debt.


WASHINGTON MUTUAL: FDIC Supports WMI's Chapter 11 Plan
------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that the Federal Deposit
Insurance Corp., the receiver for Washington Mutual Bank NA, on
Wednesday declared its support for Washington Mutual Inc.'s
Chapter 11 plan in Delaware bankruptcy court.

"The FDIC-receiver strongly supports confirmation of the plan,"
the motion said. "The plan represents the best opportunity for
creditors to receive maximum distributions in these cases, and any
further delay in its confirmation will only reduce any creditor
recoveries."

                    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.


WAXESS HOLDINGS: Inks Registration Rights Pacts with Investors
--------------------------------------------------------------
AirTouch Communications, Inc., formerly known as Waxess Holdings,
entered into subscription agreements with certain investors
whereby it sold an aggregate of 149.38 units, with each Unit
consisting of 12,500 of the Company's common stock, par value
$0.001 per share and one two- year warrant to purchase 12,500
additional shares of Common Stock at an exercise price of $3.00
per share for a per Unit purchase price of $25,000 and aggregate
gross proceeds of $3,734,500.

In connection with the Offering, the Company has entered into
registration rights agreements with the Investors, pursuant to
which the Company has agreed to file a "resale" registration
statement with the SEC within 45 days from the final closing date
of the Offering, covering all shares of the Common Stock sold in
the Offering, including the shares of Common Stock underlying the
Warrant and the shares of Common Stock underlying the warrants
issued to the placement agents.  The Company has agreed to
maintain the effectiveness of the registration statement from its
effectiveness date through and until 12 months after the Closing
Date unless all securities registered under the registration
statement have been sold or are otherwise able to be sold pursuant
to Rule 144.  The Company has agreed to use its reasonable best
efforts to have the registration statement declared effective
within 180 days from the Closing Date.

The Company is obligated to pay the Investors a fee of 3% per
month of the Investors' investment, payable in cash or shares of
Common Stock, for every 30 day period up to a maximum of 10%, (i)
following the Filing Date that the registration statement has not
been filed and (ii) following the Effectiveness Deadline that the
registration statement has not been declared effective; provided,
however, that the Company will not be obligated to pay any such
liquidated damages if the Company is unable to fulfill its
registration obligations as a result of rules, regulations,
positions or releases issued or actions taken by the SEC pursuant
to its authority with respect to "Rule 415", provided further, the
Company registers at such time the maximum number of shares of
common stock permissible upon consultation with the staff of the
SEC.

The Warrants may be exercised until the second anniversary of
their issuance at a cash exercise price of $3.00 per share,
subject to adjustment.  If at any time after 12 months from the
date of issuance of the Warrant there is no effective registration
statement registering the resale of the Common Stock underlying
the Warrants, the Warrants may, during such period, be exercised
on a "cashless" basis.  During the period beginning on the
original date of issuance of the Warrant and ending on the earlier
to occur of (i) the first anniversary date of the original
issuance date and (ii) the date there is an effective registration
statement on file with the SEC covering the resale of all of the
Common Stock issued as part of the Units and underlying the
Warrants, the Company issues or sells any shares of Common Stock
or securities convertible into Common Stock for consideration less
than a price equal to $2.00, then the exercise price of the
Warrant woll be reduced to an amount equal to New Issuance Price
multiplied by 1.5.

During the period from the date of the initial closing of the
Offering until the earlier of (x) twelve months following the
Initial Closing Date or (y) the date that the resale registration
statement covering the shares of Common Stock included within the
Units sold in the Offering and the shares of Common Stock
underlying the Warrants is declared effective, if the Company
issues or grants any shares of Common Stock or any warrants or
other convertible securities pursuant to which the shares of
Common Stock may be acquired at a per share price less than $2.00,
other than an Exempt Issuance, then the Company shall be obligated
to issue additional shares of Common Stock to the Investors in the
Offering in an amount sufficient that the total number of shares
of Common Stock issued to the Investors will result in an
effective price per share paid by the Investor equal to such Lower
Price.

In connection with the Offering, the Company paid aggregate
placement agent fees consisting of (i) $410,735 and (ii) issued
three year Warrants to purchase that a number of Units equal to 9%
of the Units sold in the Offering, with the same terms as the
Warrants issued to the Investors, except as otherwise noted.

                       About Waxess Holdings

Waxess Holdings, Inc., is a technology firm, located in Newport
Beach, Calif., that was incorporated in 2008 and develops and
markets phone terminals capable of converging traditional
landline, cellular and data services based on its patent
portfolio.  Waxess currently offers its DM1000 (cell@home) product
through various channels, including several of the major US
carriers, and is working to bring its higher performance, lower
cost next generation DM1500 and MAT1000 products to the market.

The Company's balance sheet at March 31, 2011, showed $2.0 million
in total assets, $7.1 million in total liabilities, and
stockholders' deficit of $5.1 million.

As reported by the TCR on May 30, 2011, Jonathon P. Reuben, C.P.A.
Accountancy Corporation, in Torrance, California, expressed
substantial doubt about Waxess Holdings' ability to continue as a
going concern, following the Company's 2010 results.  The
independent auditors noted that the Company has incurred net
losses since inception, and as of Dec. 31, 2010, had an
accumulated deficit of $192,863.


XM SATELLITE: S&P Affirms 'BB-' Ratings on Senior Notes
-------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' issue
ratings on XM Satellite Radio Inc.'s 13% senior notes due 2013 and
7.625% senior notes due 2018. "At the same time, we revised our
recovery ratings on the notes to '3' from '4'. The '3' recovery
rating indicates our expectation of meaningful (50% to 70%)
recovery for lenders in the event of a payment default," S&P
related.

"The recovery rating revision reflects our expectation of slightly
better recovery prospects, given recent subscriber additions,
despite the slowly recovering economy," S&P said.

The 'BB-' corporate credit rating on Sirius XM Radio remains
unchanged.

Ratings List

Sirius XM Radio Inc.
Corporate Credit Rating         BB-/Positive/--

Rating Affirmed; Recovery Rating Revised
                                 To              From
XM Satellite Radio Inc.
Senior Unsecured                BB-             BB-
  Recovery Rating                3               4


* Stern Opinion May Preclude Extending Bankruptcy Stays
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a ruling Aug. 3 from the Bankruptcy Appellate Panel
in St. Louis could be interpreted as meaning that a bankruptcy
court, as the result of a June ruling by the U.S. Supreme Court,
lacks power to stop suits against non-bankrupt affiliates of
bankrupt companies.  The case involved a secured creditor who sued
a company before bankruptcy, along with several other defendants
who guaranteed the debt.  The bank also sued to take possession of
collateral securing the loan.

According to the report, before the state court could grant an
attachment of the assets, some of the defendants filed for
bankruptcy.  They then removed the suit from state court to
bankruptcy court.  Responding to a request by the bank, the
bankruptcy judge refused to remand the suit to the state court.
The bankruptcy judge said that neither mandatory nor discretionary
remand was proper because the suit was within the bankruptcy
court's "core jurisdiction."  Even though part of the suit was
against non-bankrupts, the bankruptcy judge saw the whole case as
"core" because the outcome would affect the bankrupt company's
ability to reorganize.

Mr. Rochelle relates that the Bankruptcy Appellate Panel reversed
in an opinion by Bankruptcy Judge Arthur B. Federman from Kansas
City, who based his opinion on the June Supreme Court case called
Stern v. Marshall.  Judge Federman said that Stern rejected the
idea that there are "core" disputes that "do not arise under or
arise in a bankruptcy case."

According to Mr. Rochelle, Judge Federman said that the bank's
suit wasn't "core" because it didn't arise in or under the
bankruptcy case.  He remanded the case for the bankruptcy judge to
decide if discretionary remand would be proper as a consequence of
Stern.

The report relates that the most intriguing part of the opinion is
near the end where Judge Federman said that if someone wants a
bankruptcy court to protect the assets of a non-bankrupt, "it
needs to file a bankruptcy case on behalf" of the non-bankrupt.
Although Judge Federman's opinion doesn't say so directly, he may
mean that the inability of a bankruptcy judge after Stern to make
final rulings on state law takes away power to enjoin suits
against non-bankrupts.

The case is Schmidt v. Klein Bank (In re Schmidt), 11-6029, 9th
U.S. Circuit Bankruptcy Appellate Panel (St. Louis).


* S&P Lowers Rating on United States to 'AA+'; Outlook Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services on Friday lowered its long-term
sovereign credit rating on the United States of America to 'AA+'
from 'AAA'.  Standard & Poor's also said that the outlook on the
long-term rating is negative.  At the same time, Standard &
Poor's affirmed its 'A-1+' short-term rating on the U.S. In
addition, Standard & Poor's removed both ratings from CreditWatch,
where they were placed on July 14, 2011, with negative
implications.

The transfer and convertibility (T&C) assessment of the U.S. --
S&P's assessment of the likelihood of official interference in the
ability of U.S.-based public- and private-sector issuers to secure
foreign exchange for debt service -- remains 'AAA'.

"We lowered our long-term rating on the U.S. because we believe
that the prolonged controversy over raising the statutory debt
ceiling and the related fiscal policy debate indicate that further
near-term progress containing the growth in public spending,
especially on entitlements, or on reaching an agreement on raising
revenues is less likely than we previously assumed and will remain
a contentious and fitful process.  We also believe that the fiscal
consolidation plan that Congress and the Administration agreed to
this week falls short of the amount that we believe is necessary
to stabilize the general government debt burden by the middle of
the decade," S&P said in a statement.

"Our lowering of the rating was prompted by our view on the rising
public debt burden and our perception of greater policymaking
uncertainty, consistent with our criteria (see "Sovereign
Government Rating Methodology and Assumptions," June 30, 2011,
especially Paragraphs 36-41). Nevertheless, we view the U.S.
federal government's other economic, external, and monetary
credit attributes, which form the basis for the sovereign rating,
as broadly unchanged.

"We have taken the ratings off CreditWatch because the Aug. 2
passage of the Budget Control Act Amendment of 2011 has removed
any perceived immediate threat of payment default posed by delays
to raising the government's debt ceiling. In addition, we believe
that the act provides sufficient clarity to allow us to evaluate
the likely course of U.S. fiscal policy for the next few years.

"The political brinksmanship of recent months highlights what we
see as America's governance and policymaking becoming less stable,
less effective, and less predictable than what we previously
believed.  The statutory debt ceiling and the threat of default
have become political bargaining chips in the debate over fiscal
policy. Despite this year's wide-ranging debate, in our view, the
differences between political parties have proven to be
extraordinarily difficult to bridge, and, as we see it, the
resulting agreement fell well short of the comprehensive fiscal
consolidation program that some proponents had envisaged until
quite recently.  Republicans and Democrats have only been able to
agree to relatively modest savings on discretionary spending while
delegating to the Select Committee decisions on more comprehensive
measures.  It appears that for now, new revenues have dropped down
on the menu of policy options.  In addition, the plan envisions
only minor policy changes on Medicare and little change in other
entitlements, the containment of which we and most other
independent observers regard as key to long-term fiscal
sustainability.

"Our opinion is that elected officials remain wary of tackling the
structural issues required to effectively address the rising U.S.
public debt burden in a manner consistent with a 'AAA' rating and
with 'AAA' rated sovereign peers (see Sovereign Government Rating
Methodology and Assumptions," June 30, 2011, especially Paragraphs
36-41).  In our view, the difficulty in framing a consensus on
fiscal policy weakens the government's ability to manage public
finances and diverts attention from the debate over how to achieve
more balanced and dynamic economic growth in an era of fiscal
stringency and private-sector deleveraging (ibid).  A new
political consensus might (or might not) emerge after the 2012
elections, but we believe that by then, the government debt burden
will likely be higher, the needed medium-term fiscal adjustment
potentially greater, and the inflection point on the U.S.
population's demographics and other age-related spending drivers
closer at hand (see "Global Aging 2011: In The U.S., Going Gray
Will Likely Cost Even More Green, Now," June 21, 2011)."

"Standard & Poor's takes no position on the mix of spending and
revenue measures that Congress and the Administration might
conclude is appropriate for putting the U.S.'s finances on a
sustainable footing.  The act calls for as much as $2.4 trillion
of reductions in expenditure growth over the 10 years through
2021.  These cuts will be implemented in two steps: the
$917 billion agreed to initially, followed by an additional
$1.5 trillion that the newly formed Congressional Joint Select
Committee on Deficit Reduction is supposed to recommend by
November 2011.  The act contains no measures to raise taxes or
otherwise enhance revenues, though the committee could recommend
them.

"The act further provides that if Congress does not enact the
committee's recommendations, cuts of $1.2 trillion will be
implemented over the same time period.  The reductions would
mainly affect outlays for civilian discretionary spending,
defense, and Medicare.  We understand that this fall-back
mechanism is designed to encourage Congress to embrace a more
balanced mix of expenditure savings, as the committee might
recommend.

"We note that in a letter to Congress on Aug. 1, 2011, the
Congressional Budget Office (CBO) estimated total budgetary
savings under the act to be at least $2.1 trillion over the next
10 years relative to its baseline assumptions.  In updating our
own fiscal projections, with certain modifications outlined below,
we have relied on the CBO's latest "Alternate Fiscal Scenario" of
June 2011, updated to include the CBO assumptions contained in its
Aug. 1 letter to Congress. In general, the CBO's "Alternate
Fiscal Scenario" assumes a continuation of recent Congressional
action overriding existing law.

"We view the act's measures as a step toward fiscal consolidation.
However, this is within the framework of a legislative mechanism
that leaves open the details of what is finally agreed to until
the end of 2011, and Congress and the Administration could modify
any agreement in the future.  Even assuming that at least $2.1
trillion of the spending reductions the act envisages are
implemented, we maintain our view that the U.S. net general
government debt burden (all levels of government combined,
excluding liquid financial assets) will likely continue to grow.
Under our revised base case fiscal scenario--which we consider to
be consistent with a 'AA+' long-term rating and a negative
outlook--we now project that net general government debt
would rise from an estimated 74% of GDP by the end of 2011 to 79%
in 2015 and 85% by 2021.  Even the projected 2015 ratio of
sovereign indebtedness is high in relation to those of peer
credits and, as noted, would continue to rise under the act's
revised policy settings.

Compared with previous projections, our revised base case scenario
now assumes that the 2001 and 2003 tax cuts, due to expire by the
end of 2012, remain in place.  We have changed our assumption on
this because the majority of Republicans in Congress continue to
resist any measure that would raise revenues, a position we
believe Congress reinforced by passing the act.  Key
macroeconomic assumptions in the base case scenario include trend
real GDP growth of 3% and consumer price inflation near 2%
annually over the decade.

"Our revised upside scenario--which, other things being equal, we
view as consistent with the outlook on the 'AA+' long-term rating
being revised to stable--retains these same macroeconomic
assumptions.  In addition, it incorporates $950 billion of new
revenues on the assumption that the 2001 and 2003 tax cuts for
high earners lapse from 2013 onwards, as the Administration
is advocating.  In this scenario, we project that the net general
government debt would rise from an estimated 74% of GDP by the end
of 2011 to 77% in 2015 and to 78% by 2021.

Our revised downside scenario--which, other things being equal, we
view as being consistent with a possible further downgrade to a
'AA' long-term rating--features less-favorable macroeconomic
assumptions, as outlined below and also assumes that the second
round of spending cuts (at least $1.2 trillion) that the act calls
for does not occur. This scenario also assumes somewhat higher
nominal interest rates for U.S. Treasuries.  We still believe
that the role of the U.S. dollar as the key reserve currency
confers a government funding advantage, one that could change only
slowly over time, and that Fed policy might lean toward continued
loose monetary policy at a time of fiscal tightening.
Nonetheless, it is possible that interest rates could rise if
investors re-price relative risks.  As a result, our alternate
scenario factors in a 50 basis point (bp)-75 bp rise in 10-year
bond yields relative to the base and upside cases from 2013
onwards. In this scenario, we project the net public debt burden
would rise from 74% of GDP in 2011 to 90% in 2015 and to 101% by
2021.

"Our revised scenarios also take into account the significant
negative revisions to historical GDP data that the Bureau of
Economic Analysis announced on July 29.  From our perspective, the
effect of these revisions underscores two related points when
evaluating the likely debt trajectory of the U.S. government.
First, the revisions show that the recent recession was deeper
than previously assumed, so the GDP this year is lower than
previously thought in both nominal and real terms. Consequently,
the debt burden is slightly higher.  Second, the revised data
highlight the sub-par path of the current economic recovery when
compared with rebounds following previous post-war recessions. We
believe the sluggish pace of the current economic recovery could
be consistent with the experiences of countries that have had
financial crises in which the slow process of debt deleveraging in
the private sector leads to a persistent drag on demand. As a
result, our downside case scenario assumes relatively modest real
trend GDP growth of 2.5% and inflation of near 1.5% annually going
forward."

"When comparing the U.S. to sovereigns with 'AAA' long-term
ratings that we view as relevant peers -- Canada, France, Germany,
and the U.K. -- we also observe, based on our base case scenarios
for each, that the trajectory of the U.S.'s net public debt is
diverging from the others.  Including the U.S., we estimate that
these five sovereigns will have net general government debt to
GDP ratios this year ranging from 34% (Canada) to 80% (the U.K.),
with the U.S. debt burden at 74%. By 2015, we project that their
net public debt to GDP ratios will range between 30% (lowest,
Canada) and 83% (highest, France), with the U.S. debt burden at
79%. However, in contrast with the U.S., we project that the net
public debt burdens of these other sovereigns will begin to
decline, either before or by 2015.

"Standard & Poor's transfer T&C assessment of the U.S. remains
'AAA'.  Our T&C assessment reflects our view of the likelihood of
the sovereign restricting other public and private issuers' access
to foreign exchange needed to meet debt service.  Although in our
view the credit standing of the U.S. government has deteriorated
modestly, we see little indication that official interference of
this kind is entering onto the policy agenda of either Congress or
the Administration.  Consequently, we continue to view this
risk as being highly remote."

"The outlook on the long-term rating is negative.  As our downside
alternate fiscal scenario illustrates, a higher public debt
trajectory than we currently assume could lead us to lower the
long-term rating again.  On the other hand, as our upside scenario
highlights, if the recommendations of the Congressional Joint
Select Committee on Deficit Reduction -- independently or coupled
with other initiatives, such as the lapsing of the 2001 and 2003
tax cuts for high earners -- lead to fiscal consolidation measures
beyond the minimum mandated, and we believe they are likely to
slow the deterioration of the government's debt dynamics, the
long-term rating could stabilize at 'AA+'."

On Monday, S&P will issue separate releases concerning affected
ratings in the funds, government-related entities, financial
institutions, insurance, public finance, and structured finance
sectors.


* 15 Companies in S&P List of Defaulters in Second Quarter
----------------------------------------------------------
Globally, 15 companies (13 public and two confidentially rated)
defaulted in the second quarter of 2011.  The volume of rated debt
affected by defaulters in the second quarter was $39.5 billion, up
from five defaults in the first quarter with $3.6 billion in debt,
said an article published Friday by Standard & Poor's Global Fixed
Income Research, titled "Quarterly Global Corporate Default Update
And Rating Transitions."

Of the 15 defaults in second-quarter 2011, eight were domiciled in
the U.S., two in Canada, two in New Zealand, and one each in
U.A.E, Russia, and France.

"On a trailing-12-month basis, the global speculative-grade
default rate as of June 2011 was 2%, down slightly from 2.08% at
the end of March and 5.12% at the same time in 2010," said Diane
Vazza, head of Standard & Poor's Global Fixed Income Research.
"The default rate is now at its lowest point since August 2008,
the last reading prior to the collapse of Lehman Brothers and the
ensuing recession in the U.S."

"Overall, credit quality has, in our view, continued to stabilize
over the past 18 months, as the number of downgrades has decreased
slightly across all regions," said Ms. Vazza. "The downgrade-to-
upgrade ratio fell to 0.64% in second-quarter 2011 from 1.10% in
the previous quarter."

The decrease from the first quarter is the result of a slight
uptick in upgrades -- to 3.5% from 2.45% -- along with a decrease
in downgrades--to 2.25% from 2.7%.


* S&P Puts 'B' CCRs on For-Profit Nursing Homes on Watch Neg.
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its corporate credit and
issue-level ratings on all of its six rated for-profit nursing
home operators on CreditWatch with negative implications. These
companies include Drumm Investors LLC (rated 'B+'), Genoa
Healthcare Group LLC ('B'), HCR HealthCare LLC ('B'), Kindred
Healthcare Inc. ('B+'), Skilled Healthcare Group Inc. ('B'), and
Sun Healthcare Group Inc. ('B').

Less than one year removed from Medicare's rate increases to
nursing homes, the Centers for Medicare and Medicaid Services
(CMS) has decided to reduce rates 11.1%, and adversely revise
reimbursement guidelines for therapy services for fiscal year
2012. The decision to reduce rates is to "correct for an
unintended spike in payment levels and better align Medicare
payments with costs," according to Medicare. The new rates and
guidelines become effective Oct. 1, 2011.

"The consequent reimbursement changes could reduce EBITDA for the
six nursing home companies we rate in a range from 30%-60%, though
this is a rough estimate subject to change as further details
emerge. The extent of the decline relates to the business mix,
proportion of nursing home service payor mix attributable to
Medicare, and the contribution from therapy services for each
nursing home company. On the other hand, we believe that
heightened cost management, particularly labor expenses, could be
one mitigating factor, considering that somewhat variable wages
and salaries typically represent over 50% of operating expenses.
We expect that this effort will include changes in the manner that
certain services are provided. The companies may also reduce
capital spending to help preserve cash flow. Still, while the
business risk profiles of each of the rated nursing home companies
already incorporated the vagaries of uncertain third-party payment
rates, the looming financial impact of Medicare payment reduction
will affect each company differently," according to S&P.

"Accordingly, we will review the financial implications of these
developments in light of the aggressive and highly leveraged
capital structures of the low-speculative-grade rated companies in
this sector," S&P said.

"In particular, we will focus on the effect of potential EBITDA
declines on liquidity and each company's ability to meet or revise
tight debt covenant requirements in resolving the CreditWatch
listings," said Standard & Poor's credit analyst David Peknay.


* NHB Bags M&A Advisor's Distressed Financing Deal of the Year
--------------------------------------------------------------
NHB Advisors, Inc. recently took high honors when NHB Founding
Principal Thomas D. Hays, III, CTP, and Tim Matthews, CEO and
President of Jewelry TV (JTV), accepted the Distressed Financing
Deal of the Year award at the prestigious 5th Annual Turnaround
Awards Gala, presented by The M&A Advisor in Palm Beach, Florida.
JTV and its parent company, Multimedia Commerce Group, were
selected from a pool of nominated companies in the Major Deal
Category ($100mm and above) and recognized for successful
restructuring and equity infusion efforts that led to the
company's turnaround.

"This award is well-deserved and reflects the efforts of all the
employees of Multimedia Commerce Group's subsidiary, Jewelry
Television (R), with the support and wise input from our banking
group with Wachovia (now Wells Fargo) as agent, led by Pat
McGovern, as well as NHB Advisors," remarked Mr. Hays.  "Far too
many companies were lost during the Great Recession.  This team
was successful in preserving and building equity and creditor
interests, as well as saving over 1,000 jobs by avoiding
bankruptcy and executing difficult actions on a timely basis.  The
ground work has been laid for a very bright future," said
Mr. Hays.

"I'm very proud of our collective efforts to turn this company
around," noted Tim Matthews, CEO and President of Jewelry TV.  "It
has required patient diligence and sacrifice from employees at all
levels.  This award is a laurel representing the recent past, and
now we are totally focused on the future," said Mr. Matthews.

The M&A Advisor was founded in 1998 to offer insights and
intelligence on middle market activities.  Now in its 5th year,
the Turnaround Awards bring together the world's largest
influential dealmakers and companies for an exclusive symposium
honoring the accomplishments of top turnaround professionals and
the companies they represent.

      About Jewelry Television(R) and Multimedia Commerce Group

Jewelry Television(R)(JTV) -- http://JTV.com-- is a wholly-owned
subsidiary of Multimedia Commerce Group, Inc. and the only
broadcast shopping network that focuses exclusively on the sale of
fine jewelry and gemstones.  The privately-held company was
founded in 1993 and broadcasts high definition programming 24
hours a day, 7 days a week, to over 80 million unique households
in the U.S. Jewelry Television(R) was recently ranked the 14th
largest retailer of fine jewelry in the U.S. by National Jeweler.
JTV.com is the fourth largest jewelry destination on the Internet,
according to Internet Retailer's Top 500 Guide for 2009.

                    About NHB Advisors, Inc.

NHB Advisors, Inc. -- http://www.nhbteam.com-- provides
leadership for under-performing and troubled companies.  In
addition to the firm's widely recognized turnaround practice, NHB
is committed to helping businesses maximize their value for
owners, investors, creditors and employees.  NHB has been named
one of the Outstanding Turnaround Firms in the country for the
last 16 years by Turnaround & Workouts.  Thomas D. Hays, III, CTP,
Founding Principal of NHB, is a former chairman of the
International Turnaround Management Association and has been named
an honorary inductee in "The Turnaround Management, Restructuring
and Distressed Investing Industry" Hall of Fame.


* BOND PRICING -- For Week From Aug. 1 - 5, 2011
------------------------------------------------

  Company           Coupon  Maturity Bid Price
  -------           ------  -------- ---------
AMBAC INC             9.38   8/1/2011     13.00
AMBAC INC             9.50  2/15/2021     13.30
AMBAC INC             7.50   5/1/2023     14.43
ACARS-GM              8.10  6/15/2024      1.00
AHERN RENTALS         9.25  8/15/2013     40.40
AMER GENL FIN         8.15  8/15/2011     99.30
AMERICAN ORIENT       5.00  7/15/2015     51.02
BANK NEW ENGLAND      8.75   4/1/1999     14.13
BANK NEW ENGLAND      9.88  9/15/1999     13.50
BANKUNITED FINL       6.37  5/17/2012      7.10
BANKUNITED FINL       3.13   3/1/2034      7.10
CAPMARK FINL GRP      5.88  5/10/2012     58.10
CHAMPION ENTERPR      2.75  11/1/2037      1.50
CVS CAREMARK          5.75  8/15/2011    100.06
DECODE GENETICS       3.50  4/15/2011      0.50
DIAGEO INV CORP       9.00  8/15/2011    100.14
D.R. HORTON           7.88  8/15/2011    100.25
DIRECTBUY HLDG       12.00   2/1/2017     39.63
DIRECTBUY HLDG       12.00   2/1/2017     41.00
BLOCKBUSTER INC      11.75  10/1/2014      3.75
DUKE REALTY LP        5.63  8/15/2011    100.22
DUNE ENERGY INC      10.50   6/1/2012     68.13
EDDIE BAUER HLDG      5.25   4/1/2014      5.63
ENERGY CONVERS        3.00  6/15/2013     50.00
EVERGREEN SOLAR      13.00  4/15/2015     37.25
EVERGREEN SOLAR       4.00  7/15/2020     13.00
FORD MOTOR CRED       9.88  8/10/2011    100.00
FAIRPOINT COMMUN     13.13   4/1/2018      1.00
FAIRPOINT COMMUN     13.13   4/2/2018      1.25
GREAT ATLANTIC        9.13 12/15/2011     25.50
GREAT ATLA & PAC      6.75 12/15/2012     30.63
GLOBALSTAR INC        5.75   4/1/2028     59.75
HARRY & DAVID OP      9.00   3/1/2013      4.50
ELEC DATA SYSTEM      3.88  7/15/2023     90.50
KB HOME               6.38  8/15/2011    100.00
LEHMAN BROS HLDG      6.63  1/18/2012     24.75
LEHMAN BROS HLDG      5.25   2/6/2012     25.25
LEHMAN BROS HLDG      6.00  7/19/2012     25.00
LEHMAN BROS HLDG      3.00 10/28/2012     25.13
LEHMAN BROS HLDG      3.00 11/17/2012     24.25
LEHMAN BROS HLDG      5.00  1/22/2013     25.75
LEHMAN BROS HLDG      5.10  1/28/2013     25.30
LEHMAN BROS HLDG      5.00  2/11/2013     25.75
LEHMAN BROS HLDG      4.80  2/27/2013     25.50
LEHMAN BROS HLDG      4.70   3/6/2013     25.30
LEHMAN BROS HLDG      5.00  3/27/2013     25.00
LEHMAN BROS HLDG      2.00   8/1/2013     24.38
LEHMAN BROS HLDG      5.25  1/30/2014     24.25
LEHMAN BROS HLDG      4.80  3/13/2014     25.75
LEHMAN BROS HLDG      5.00   8/3/2014     25.30
LEHMAN BROS HLDG      6.20  9/26/2014     26.13
LEHMAN BROS HLDG      5.15   2/4/2015     25.00
LEHMAN BROS HLDG      5.25  2/11/2015     25.25
LEHMAN BROS HLDG      8.80   3/1/2015     24.50
LEHMAN BROS HLDG      7.00  6/26/2015     23.50
LEHMAN BROS HLDG      8.50   8/1/2015     24.50
LEHMAN BROS HLDG      5.00   8/5/2015     25.30
LEHMAN BROS HLDG      7.00 12/18/2015     25.63
LEHMAN BROS HLDG      5.50   4/4/2016     24.75
LEHMAN BROS HLDG      8.05  1/15/2019     23.83
LEHMAN BROS HLDG     11.00  6/22/2022     25.30
LEHMAN BROS HLDG     11.00  7/18/2022     24.50
LEHMAN BROS HLDG      9.50  1/30/2023     25.15
LEHMAN BROS HLDG      8.40  2/22/2023     22.24
LEHMAN BROS HLDG      9.50  2/27/2023     25.50
LEHMAN BROS HLDG      9.00   3/7/2023     24.00
LEHMAN BROS HLDG     10.00  3/13/2023     25.13
LEHMAN BROS HLDG     18.00  7/14/2023     25.75
LEHMAN BROS HLDG     10.38  5/24/2024     25.30
LEHMAN BROS INC       7.50   8/1/2026     15.00
LEHMAN BROS HLDG     11.00  3/17/2028     25.50
LIFEPT VILGE          8.50  3/19/2013     49.50
LOCAL INSIGHT        11.00  12/1/2017      2.25
MAJESTIC STAR         9.75  1/15/2011     18.00
NEBRASKA BOOK CO      8.63  3/15/2012     60.00
NBC ACQ CORP         11.00  3/15/2013      8.64
NEWPAGE CORP         10.00   5/1/2012     20.00
NEWPAGE CORP         12.00   5/1/2013      3.60
RESTAURANT CO        10.00  10/1/2013     10.00
RIVER ROCK ENT        9.75  11/1/2011     68.00
REPUBLIC SERVICE      6.75  8/15/2011    100.20
RASER TECH INC        8.00   4/1/2013     29.76
SBARRO INC           10.38   2/1/2015     25.00
SPHERIS INC          11.00 12/15/2012      1.88
THORNBURG MTG         8.00  5/15/2013     10.25
TOUSA INC             9.00   7/1/2010     12.00
TIMES MIRROR CO       7.25   3/1/2013     44.00
MOHEGAN TRIBAL        8.00   4/1/2012     74.50
TRICO MARINE SER      8.13   2/1/2013      4.00
TRICO MARINE          3.00  1/15/2027      1.25
TEXAS COMP/TCEH      10.25  11/1/2015     43.13
VIRGIN RIVER CAS      9.00  1/15/2012     51.00
WESCO INTL            1.75 11/15/2026     89.00
WCI COMMUNITIES       7.88  10/1/2013      0.55
WCI COMMUNITIES       4.00   8/5/2023      1.57
WINDERMERE BAPT       7.70  5/15/2012     18.00
WILLIAM LYONS         7.63 12/15/2012     39.00
WILLIAM LYON INC     10.75   4/1/2013     40.50
WILLIAM LYON INC      7.50  2/15/2014     42.00
WASH MUT BANK FA      5.13  1/15/2015      0.55



                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2011.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


                  *** End of Transmission ***