TCR_Public/110815.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 15, 2011, Vol. 15, No. 225

                            Headlines

155 EAST TROPICANA: Hooters Has Permission to Honor Casino Chips
AMBAC FINANCIAL: Hearing on IRS $807-Mil. Claim Moved to September
AMBAC FINANCIAL: D&O Claims Bar Date Extended to Sept. 30
AMBAC FINANCIAL: Wins Approval for Buttner Hammock as Consultant
AMERICAN APPAREL: Incurs $213,000 Net Loss in Second Quarter

AMERICAN AXLE: Eagle Asset Discloses 5.63% Equity Stake
ANTS SOFTWARE: Issues 1.6 Million Units to Constantin Zdarsky
APPLETON PAPERS: Incurs $3.3 Million Net Loss in Second Quarter
ARCHBROOK LAGUNA: Can Access $50 Million GE Capital DIP Facility
AUTOS VEGA: Wants to Use Reliable's Cash Collateral Until January

B GREEN INNOVATIONS: Incurs $55,000 Net Loss in Second Quarter
BARNES BAY: Faces U.S. Trustee Objection to Amended Plan
BARZEL INDUSTRIES: Seeks $18.6 Million in Tax Refunds
BEAZER HOMES: Incurs $59.1-Mil. Net Loss in Fiscal 3rd Quarter
BERKLINE BENCHCRAFT: Ashley's $6-Mil. Wins Auction for IP Assets

BERNARD L MADOFF: Trustee Sues Abu Dhabi Wealth Fund for $300MM
BIOCORAL INC: Incurs $261,000 Net Loss in Second Quarter
BION ENVIRONMENTAL: Grand Opening of Kreider Project Held
BIONOL CLEARFIELD: Trustee Seeks $230.4MM Award for Ethanol Plant
BLOCKBUSTER INC: Comcast Wants Proprietary Information Protected

BODY REFLECTIONS: Case Summary & 20 Largest Unsecured Creditors
B.R. SUMMERLIN: Plan Exclusivity Extension Denied
BRIGHAM EXPLORATION: Reports $70.8-Mil. Profit in 2nd Quarter
CAESARS ENTERTAINMENT: Incurs $153.1-Mil. 2nd Quarter Net Loss
CAPISTRANO TERRACE: Residents Fight $4.8 Million Insurance Payout

CARGO TRANSPORTATION: Has Until Sept. 14 to File Chapter 11 Plan
CASA GRANDE: U.S. Trustee Unable to Form Committee
CASA GRANDE: Files Schedules of Assets & Liabilities
CATALYST PAPER: Amends Credit Agreement with JPMorgan
CENTRAL GARDEN: S&P Affirms Corporate Credit Rating at 'B+'

CHRISTIAN BROTHERS: Meeting of Creditors Continued Until Sept. 20
CITY NATIONAL BANCSHARES: Continues to Defer Dividend Payments
CLEAN BURN: Can Employ Smith Anderson as Litigation Counsel
COLONY RESORTS: Incurs $8.9 Million Net Loss in Second Quarter
COMMUNITY INDEPENDENT: Files for Chapter 7 Liquidation

COMMUNITY SHORES: Incurs $522,000 Net Loss in Second Quarter
COMPOSITE TECH: Wants Until Dec. 6 to Propose Chapter 11 Plan
COMPOSITE TECH: Lease Decision Period Extended Until Sept. 8
CORUS BANKSHARES: Wants Plan Filing Exclusivity Until Oct. 18
COYOTES HOCKEY: New Ownership Bid in the Works

CRYSTAL CATHEDRAL: Committee Threatens With Avoidance Suits
DESERT OASIS: Seeks to Tap FamCo Advisory as Expert Witness
DLH MASTER: To Hire Clouse Dunn as Labor & Employment Counsel
DSI HOLDINGS: Taps WTAS as Tax and Restructuring Advisor
DSI HOLDINGS: Wants to Hire DJM Realty as Real Estate Consultants

DSI HOLDINGS: Senior Lenders-Led Auction on Aug. 31
DUKE AND KING: Has Until Sept. 30 to Decide on Two Store Leases
ECOSPHERE TECHNOLOGIES: Incurs $1.5 Million Net Loss in Q2
EMISPHERE TECHNOLOGIES: Reports $1.8-Mil. 2nd Quarter Net Income
FHG ENTERPRISES: Meeting to Form Retiree Committee on August 17

FIRST NATIONAL BANK: Closed; Enterprise B & T Assumes All Deposits
FNB UNITED: Incurs $48.9 Million Net Loss in Second Quarter
GALP WATERS: Hires Matthew Hoffman as Bankruptcy Counsel
GAMETECH INT'L: Securities May Be Delisted from Nasdaq
GELT PROPERTIES: Sec. 341 Meeting of Creditors Set on Sept. 14

GENERAL MARITIME: Stockholders OK 2011 Stock Incentive Plan
GLC LIMITED: Donnan Settles Legal Dispute for $5.5 Million
GLOBAL CROSSING: Plan of Amalgamation with Level 3 Approved
GMX RESOURCES: Files Form 10-Q; Incurs $11.8-Mil. Net Loss in Q2
GRAY TELEVISION: CFO Corrects First Lien Leverage Ratio

GREAT LAKES: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable
GREENMAN TECHNOLOGIES: Incurs $1.2-Mil. Net Loss in Fiscal Q3
GREENSHIFT CORP: Incurs $327,000 Net Loss in Second Quarter
GSC GROUP: Chapter 11 Trustee and SEC Settle GSCP (NJ) Violation
HANMI FINANCIAL: Files Form 10-Q; Posts $8-Mil. Net Income in Q2

HARRY & DAVID: Reaches Deal With PBGC on Plan Termination
HARRY & DAVID: Wins Tentative Court Approval of Exit Plan
HAWAII MEDICAL: Files Schedules of Assets & Liabilities
HAWKER BEECHCRAFT: Incurs $51.2 Million Net Loss in Q2
HERTZ CORPORATION: DBRS Affirms 'BB' Issuer Rating

HINGHAM CAMPUS: Can Hire Houlihan Lokey and Whiteford Taylor
HORIZON LINES: Extends Subscription Deadline Expired Friday
HUGHES TELEMATICS: Incurs $20.4-Mil. Net Loss in Second Quarter
INDIANA EQUITY: Can Use Fannie Cash Collateral Until Aug. 31
INOVA TECHNOLOGY: Incurs $3.3 Million Net Loss in Fiscal 2011

ISTAR FINANCIAL: Files Form 10-Q, Incurs $26-Mil. Net Loss in Q2
JAMES RIVER: Reports Second Quarter Net Income of $789,000
JAMES RIVER: Rockhouse Receives Imminent Danger Order from MSHA
JEFFERSON, AL: Delays Chapter 9 Decision Until September
JEFFERSON, AL: Commissioner Sees 80% Chance of Chapter 9 Vote

JEFFERSON, AL: Creditors Bid to Defuse $3.14 Bil. Debt Crisis
KH FUNDING: Has Committee Backing for Exclusivity Until Aug. 31
KTLA LLC: Seeks to Employ Macdonald & Associates as Counsel
K-V PHARMACEUTICAL: Reports $23.5-Mil. Net Income in June 30 Qtr.
LAS VEGAS RAILWAY: Incurs $412,000 Net Loss in June 30 Quarter

LAX ROYAL: MSCI 2006 Says Plan Disclosures Lack Information
LEHMAN BROTHERS: Dechert to Assist Directors in JPM Suit
LEHMAN BROTHERS: Merrill Plea on Subordination Agreement Denied
LEHMAN BROTHERS: LBI Trustee Has Deal With Bank Leumi
LEHMAN BROTHERS: RBS Opposes $345-Mil. Demand from LBI Trustee

LEHMAN BROTHERS: Denies Defrauding JPMorgan on $70-Bil. Advance
LEHMAN BROTHERS: LBI Trustee Says Citi Should Repay $1-Bil.
LIQUIDMETAL TECHNOLOGIES: Scott Gillis Elected to Board
LYMAN LUMBER: Aug. 25 Bid Protocol Hearing Set; Buyer Offers $22MM
MANISTIQUE PAPERS: Case Summary & 20 Largest Unsecured Creditors

MARCAL PAPER: NexBank Escapes $7MM Judgment in Orix Contract Suit
MASHANTUCKET PEQUOT: Bottom Bondholders Could Lose 65% in Deal
MCCLATCHY CO: BNP Paribas Discloses 6.6% Equity Stake
MEDIMEDIA USA: S&P Lowers Corporate Credit Rating to 'CCC+'
MGM RESORTS: Files Form 10-Q, Reports $3.4-Bil. Net Income in Q2

MICHIGAN TIMBER: Case Summary & 20 Largest Unsecured Creditors
MONEYGRAM INT'L: Files Form 10-Q, Reports $26.4MM Income in Q2
MONEY TREE: Incurs $4.4 Million Net Loss in June 25 Quarter
MORGANS HOTEL: Files Form 10-Q; Incurs $11.8-Mil. in Q2
MPG OFFICE: Files Form 10-Q, Posts $138.6-Mil. Net Income in Q2

MSR RESORT: Committee Retains Togut Segal as Conflicts Counsel
MT VERNON: Wants Until Sept. 16 to File Schedules and Statement
MWM CARVER: Court Confirms Plan of Reorganization
NEBRASKA BOOK: Can Employ AlixPartners as Restructuring Advisors
NETWORK CN: Incurs $454,798 Net Loss in June 30 Quarter

NEXSTAR BROADCASTING: Incurs $2.5 Million Net Loss in Q2
NORTEL NETWORKS: Seeks to Employ EFC as Special Irish Counsel
NORTHERN BERKSHIRE: Can Hire Ropes & Gray and Schwartz Hannum
OMNICOMM SYSTEMS: F. Montero Quits; J. Seltzer Appointed to Board
PHILADELPHIA ORCHESTRA: Asks Court for More Time to File Plan

POWER CONTRACTING: G. Reinert and Trustee Can Hire Counsel
QUICK-MED TECHNOLOGIES: Michael Granito Resigns from Board
QWEST COMMUNICATIONS: Incurs $26 Million Net Loss in June 30 Qtr.
REID PARK: Can Employ Creative Hospitality as Expert Witness
REGAL ENTERTAINMENT: Files Form 10-Q, Posts $34.8MM Income in Q2

REGAL PLAZA: Seeks to Employ Justmann as Real Estate Appraisers
RIDGE PARK: Seeks to Employ Levene Neale as Bankruptcy Counsel
RIM DEVELOPMENT: Textron Wants Trustee to Replace Management
RIO RANCHO: Seeks Determination of Value of Property
RQB RESORT: Sawgrass Marriott May Face Competing Plan

RYLAND GROUP: To Offer 3 Million Common Shares Under Plans
SACRAMENTO DISTRICT POSTAL: DFI Closes and Liquidates Firm
SAVANNAH OUTLET: Court Temporarily Denies Case Dismissal Plea
SHAMROCK-SHAMROCK: Wants Coldwell Banker's Services Terminated
SHAMROCK-SHAMROCK: Hires Mickler as Counsel, Ranto as Accountant

SHELBRAN INVESTMENTS: Wants to Access $100,000 Unsecured Financing
SONOMA VINEYARDS: Case Summary & 20 Largest Unsecured Creditors
TC GLOBAL: To Hold Annual Meeting of Stockholders on Sept. 27
THINK3 INC: Crucial Hearings Set for Aug. 18 and 25
TROPICANA ENT: Judge Dismisses NJ Debtors' Chapter 11 Cases

TROPICANA ENT: NJ Debtors Advisors File Final Fee Applications
TROPICANA ENT: Reports $2.71-Mil. Net Loss in Second Quarter
USG CORP: S&P Cuts CCR to 'B' on Liquidity Concerns
WASHINGTON MUTUAL: Equity Committee Taps Securities Lit. Advisor
WASHINGTON MUTUAL: Seeks to Settle Securities Litigation

* Blameless Trustee Not Barred by Estoppel, Appeals Court Says
* Administration Seeks Rental Options on Foreclosed Homes
* Investors Pressure on FDA Over Medical-Device Approvals

* BOND PRICING -- For Week From Aug. 8 - 12, 2011

                            *********

155 EAST TROPICANA: Hooters Has Permission to Honor Casino Chips
----------------------------------------------------------------
Carla Main at Bloomberg News reports that 155 East Tropicana LLC
was given by the U.S. Bankruptcy Court in Las Vegas permission to
honor casino chips and other gaming liabilities of Hooters Casino
Hotel.  The chips, wagers, deposits, customer promotions and other
obligations are necessary to preserve the company's operations and
"avoid immediate and irreparable harm," according to the judge's
order.

                     About 155 East Tropicana

155 East Tropicana LLC owns the world's first Hooters Casino
Hotel, a 696-room and 4-suite hotel located one block from the Las
Vegas Strip and across Tropicana Blvd. from MGM Grand.

155 East Tropicana, along with an affiliate, sought Chapter 11
protection (Bankr. D. Nev. Case No. 11-22216) on Aug. 1, 2011.
155 East sought bankruptcy protection to stop a scheduled Aug. 8
foreclosure of the second-lien debt.  The two secured credit
facilities were accelerated early this year.  Canpartners Realty
Holding Co. IV LLC acquired 98.4% of the $130 million in 8.75%
second-lien senior secured notes.  An additional $32.2 million of
interest is owing on the second-lien debt.  US Bank NA is the
indenture trustee.  Holders of the $14.5 million in first-lien
debt have Wells Fargo Capital Finance Inc. as their agent.  The
first-lien obligation is fully secured.  Interest has been paid
currently at the default rate.

Brigid M. Higgins, Esq., at Gordon & Silver, Ltd., in Las Vegas,
Nevada, serves as counsel to the Debtors.  Garden City Group,
Inc., is the claims agent.

155 East Tropicana estimated $50 million in assets and
$100 million to $500 million in liabilities as of the Chapter 11
filing.


AMBAC FINANCIAL: Hearing on IRS $807-Mil. Claim Moved to September
------------------------------------------------------------------
Bankruptcy Judge Shelley Chapman adjourned the hearing to consider
Ambac Financial Group, Inc.'s objection to the Internal Revenue
Service's $1.65 billion claims from Aug. 10, 2011, to Sept. 8,
2011.  The IRS's deadline to respond to the objection is further
extended from July 29, 2011, to Aug. 24, 2011.

The hearing has been adjourned a number of times.

At the hearing, Ambac Financial will ask the bankruptcy judge to
disallow the U.S. Department of the Treasury - Internal Revenue
Service Claim Nos. 3694 and 3699 because the Claims are
substantially duplicative of one another, each asserting a
priority claim against the Debtor for $807,243,827.

From 1999 through 2008, Ambac Credit Products LLC, a wholly owned
subsidiary of Ambac Assurance Corporation, sold credit protection
to buyers in the form of credit default swap contracts.  AAC
insured ACP's performance under the CDS Contracts.  Because ACP
is disregarded for federal income tax purposes, AAC was treated
as the party to the CDS Contracts.  Almost all of the CDS
Contracts that ACP entered into from 1999 through 2004 were
substantially similar.  Likewise, substantially all of the CDS
Contracts that ACP entered into from 2005 through 2008 were
substantially similar.

AAC treated the Pre-2005 CDS Contracts as "put options" subject
to the "wait and see" method of accounting for federal income tax
purposes.  Pursuant to this method, AAC did not realize income or
expense until it disposed of a bond received from the exercise of
a credit protection buyer's physical settlement right or the
contract expired unexercised.  AAC also continued applying the
"wait and see" method of accounting with respect to its income
from the payments it received with respect to the Post-2004 CDS
Contracts and thus did not recognize income in either 2005 or
2006 because the contracts neither expired nor terminated.

In 2007, AAC suffered significant losses in its CDS Contract
portfolio for financial and statutory accounting purposes
beginning in 2007.  In preparing its 2007 consolidated federal
income tax return, the Debtor, in consultation with its
accountant KPMG LLP, determined that based upon the differences
between the Pre-2005 CDS Contracts and the Post-2004 CDS
Contracts, the Post-2004 CDS Contract should have been treated as
notional principal contracts or NPCs rather than as put options
subject to the "wait and see" method of accounting.

The proposed regulations promulgated in 2004 by the Treasury
Department concerning NPCs (i) require that a taxpayer use either
of two methods to account for "contingent nonperiodic payments,"
as payments made to credit protection buyers with respect to CDS
Contracts upon the occurrence of a credit event - the
"noncontingent swap" method or the "mark-to-market" method; and
(ii) specify that these two methods apply to NPCs entered into on
or after 30 days after the proposed regulations are finalized.

Because the 2004 Proposed Regulations have not been finalized in
2007 and until now, the Debtor applied the "impairment" method of
accounting to these losses.  The Preamble to the 2004 Proposed
Regulations also provides that taxpayers that have not adopted an
accounting method for NPCs providing for contingent nonperiodic
payments must adopt a method that takes those payments into
account over the life of the contract under a "reasonable
amortization method."

In April 2008, the Debtor filed with the IRS an application for
change in accounting method.  The application was supplemented by
a letter dated September 2, 2008, that clarified that AAC had not
adopted an accounting method with respect to losses incurred with
respect to the Post-2004 CDS Contracts, and that AAC would adopt
the impairment method of accounting with respect to any losses.
The IRS has yet to formally rule on the Accounting Method
Application.

As a result of the application of the impairment method of
accounting with respect to the losses incurred under the Post-
2004 CDS Contracts, the Debtor reported an approximately
$33 million taxable loss for 2007 and $3.2 billion taxable loss
for 2008.  On Sept. 23, 2008, August 11, 2009, and Dec. 21, 2009,
the Debtor filed claims for tentative carryback adjustments as a
result of the carryback to prior taxable years of the net
operating losses reflected on its 2007 and 2008 consolidated
federal income tax returns.

Based on these claims, in December 2008, September 2009, and
February 2010, the IRS refunded to the Debtor $11,470,930,
$252,704,185, and $443,940,722 in Tax Refunds, totaling
$708,115,837.  Pursuant to a tax sharing agreement dated July 19,
1991, among the Debtor and its subsidiaries in its consolidated
tax group, as amended, the Debtor distributed the Tax Refunds to
AAC.

On May 5, 2011, the IRS filed its claims, which list taxes
allegedly due and interest and penalties from those taxes but do
not explain the basis for the claims.

The IRS Claims are premised on the assumption that $708,115,837
in tax refunds paid to the Debtor between December 2008 and
February 2010 on account of carrying back losses that resulted
from its credit default swap contracts were erroneously paid to
the Debtor.  However, the Tax Refunds were not erroneously paid
to the Debtor, Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in
New York, argues.

Mr. Ivanick contends that the Debtor is entitled to the Tax
Refunds, and the IRS should not be entitled to assert claims in
respect of those refunds, because AAC's use of the impairment
method beginning in 2007 with respect to the contingent non-
periodic payments under the Post-2004 CDS Contracts was the
initial adoption of a proper method of accounting.

"Even if AAC's use of the impairment method could somehow be
considered an impermissible change in accounting method, the
IRS's withholding of consent from AAC to use the impairment
method should be deemed an abuse of discretion, given that the
Preamble expressly disavowed the 'wait and see' method of
accounting for NPCs with contingent nonperiodic payments, which
AAC had been utilizing up until 2007, and the impairment method
conforms with the Preamble and the IRS's prior guidance," Mr.
Ivanick points out.

In the alternative, even if AAC's use of the impairment method
could somehow be considered improper, the IRS should be equitably
estopped from challenging AAC's use of that method given the fact
that the IRS never formally ruled on the Debtor's Accounting
Method Application and the Debtor's 2007 consolidated federal
income tax return put the IRS on notice of AAC's use of the
impairment method, Mr. Ivanick maintains.

                       About Ambac Financial

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

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

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

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

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

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

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

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

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: D&O Claims Bar Date Extended to Sept. 30
---------------------------------------------------------
Ambac Financial Group, Inc. notified the Bankruptcy Court and
parties-in-interest that the Claims Bar Date for the assertion of
claims by its former officers and directors for indemnification,
contribution, or reimbursement has been extended from
August 1, 2011, to September 30, 2011.

Pursuant to the March 1, 2011 Court order extending the deadline
for filing of claims for the D&Os, the Claims Bar Date may be
further extended with respect to any claim by any of the Debtor's
Former Officers or Directors at the discretion of the Debtor and
without further notice or order of the Court.

                       About Ambac Financial

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

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

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

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

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

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

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

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

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Wins Approval for Buttner Hammock as Consultant
----------------------------------------------------------------
Ambac Financial Group, Inc., obtained permission from the
Bankruptcy Court to employ Buttner Hammock & Company, P.A., as its
consultant and possible expert witness nunc pro tunc to July 15,
2011.

As the Debtor's consultant, Buttner Hammock will:

  * review the Debtor's accounting documents and provide
    analysis;

  * provide advice to the Debtor and Dewey & LeBoeuf LLP; and

  * possibly serve as an expert witness with respect to the
    Debtor's objection to the U.S. Internal Revenue Service's
    claims and adversary proceeding commenced by the Debtor
    against the agency.

The Debtor will pay Buttner Hammock professionals according to the
firm's customary hourly rates:

   Name                    Position            Rate per Hour
   ----                    --------            -------------
   Edward Buttner          Partner                 $395
   Ben Troxler             Principal               $360
   Michael Tanner          Principal               $325
                           Senior managers         $285
                           Senior accountants      $225
                           Staff accountants       $175
                           Paraprofessionals        $65

The Debtor will reimburse Buttner Hammock for reasonable expenses
incurred or to be incurred.

Edward W. Buttner IV, a partner at Buttner Hammock & Company,
P.A., in Jacksonville, Florida -- ewbuttner@hotmail.com -- insists
that his firm is a "disinterested person" as the term is defined
under Section 101(14) of the Bankruptcy Code.

The Debtor subsequently refiled with the Court its application to
employ Buttner Hammock, which application is substantially similar
to the original application filed on the same day.

                       About Ambac Financial

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

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

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

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

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

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

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

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

Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMERICAN APPAREL: Incurs $213,000 Net Loss in Second Quarter
------------------------------------------------------------
American Apparel, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $213,000 on $132.80 million of net sales for the three
months ended June 30, 2011, compared with a net loss of
$14.67 million on $132.73 million of net sales for the same period
during the prior year.

The Company also reported a net loss of $20.95 million on
$248.87 million of net sales for the six months ended June 30,
2011, compared with a net loss of $57.52 million on
$254.54 million of net sales for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed
$331.66 million in total assets, $279.41 million in total
liabilities, and $52.25 million in total stockholders' equity.

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

                        http://is.gd/3XgJaA

                       About American Apparel

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

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

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

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

                        Going Concern Doubt

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

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

The Company incurred a loss from operations of $13,091,000 for the
three months ended March 31, 2011, compared to a loss from
operations of $21,556,000 for the three months ended March 31,
2010.  The current operating plan indicates that losses from
operations may be incurred for all of fiscal 2011.

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


AMERICAN AXLE: Eagle Asset Discloses 5.63% Equity Stake
-------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Eagle Asset Management, Inc., disclosed that it
beneficially owns 3,127,041 shares of common stock of American
Axle & Manufacturing Holdings, Inc., representing 5.63% of the
shares outstanding.  As previously reported by the TCR on Jan. 31,
2011, Eagle Asset Management disclosed beneficial ownership of
4,817,674 shares of common stock of the Company or 6.75% equity
stake.  A full-text copy of the regulatory filing is available at
no charge at http://is.gd/2RvSNN

                        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.


ANTS SOFTWARE: Issues 1.6 Million Units to Constantin Zdarsky
-------------------------------------------------------------
ANTs software inc., on Aug. 3, 2011, issued 1,600,000 units at
$0.10 per Unit, each Unit consisting of (i) one share of the
Company's common stock, par value $0.0001 per share and (ii) a
warrant to purchase one share of Common Stock at $0.12 per share
(expiring 24 months from date of issue), to Constantin Zdarsky.
In addition, the Company signed a commitment letter with Mr.
Zdarsky whereby Mr. Zdarsky has the option to purchase up to an
additional 3,400,000 Units, in two separate but equal tranches on
the same terms as the Aug. 3, 2011, investment at his sole
discretion any time prior to Sept. 30, 2011.  A full-text copy of
the Commitment Letter is available at no charge at:

                        http://is.gd/WELz8U

On Aug. 3, 2011, the Company issued 300,000 units at $0.10 per
unit, each unit consisting of (i) one share of the Common Stock
and (ii) a warrant to purchase one share of Common Stock at $0.12
per share (expiring 12 months from date of issue), to an
individual investor.

In a separate news, the Company said that the filing of its report
on Form 10-Q for the quarter ended June 30, 2011, is delayed due
to its inability to timely process the financial information for
the quarter and present it to its independent registered public
accounting firm for review and comment prior to the filing
deadline.  The Company does anticipate filing its quarterly report
within the additional time provided by this filing.  The Company
related that the delay in processing is the direct result of a
reduction of staffing and as a result, the Form 10-Q could not be
completed without unreasonable effort and expense.

                        About Ants software

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

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

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


APPLETON PAPERS: Incurs $3.3 Million Net Loss in Second Quarter
---------------------------------------------------------------
Appleton Papers Inc. reported a net loss of $3.28 million on
$216.58 million of net sales for the three months ended July 3,
2011, compared with a net loss of $14.97 million on $220.78
million of net sales for the three months ended July 4, 2010.

The Company also reported a net loss of $8.47 million on
$434.60 million of net sales for the six months ended July 3,
2011, compared with a net loss of $22.42 million on
$430.79 million of net sales for the six months ended July 4,
2010.

The Company's balance sheet at July 3, 2011, showed
$633.02 million in total assets, $782.05 million in total
liabilities, and a $149.03 million total deficit.

Mark Richards, Appleton's chairman, president and chief executive
officer, said the Company responded well to the challenge of
softer demand for its paper products, especially in the carbonless
roll segment, and from the negative impact of rising raw material
costs.

A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/n4j7lW

                       About Appleton Papers

Appleton Papers Inc. is a 100%-owned subsidiary of Paperweight
Development Corp.  Appleton Papers Inc. --
http://www.appletonideas.com/-- headquartered in Appleton,
Wisconsin, produces carbonless, thermal, security and performance
packaging products.  Appleton has manufacturing operations in
Wisconsin, Ohio, Pennsylvania, and Massachusetts, employs
approximately 2,200 people and is 100% employee-owned.

Appleton Papers carries a 'B' corporate credit rating from
Standard & Poor's.


ARCHBROOK LAGUNA: Can Access $50 Million GE Capital DIP Facility
----------------------------------------------------------------
The Hon. Shelley C. Chapman has authorized ArchBrook Laguna
Holdings LLC and its affiliates to obtain postpetition financing
up to $50 million from GE Capital Commercial Services, Inc., as
administrative agent.

The judge also authorized the Debtors to use their prepetition
lenders' cash collateral.  GE Capital Services Inc., Bank of
America NA and PNC Bank NA are owed $36.9 million on an asset-
based revolving credit facility.

The Debtors said they need the DIP Facility and cash collateral to
permit the orderly continuation of the operation of their
businesses.

As security for the DIP Loans, security interests and liens are
granted to GE Capital:

    (i) a first priority Lien on all unencumbered DIP Collateral;

   (ii) a junior Lien on all DIP Collateral that is subject to the
        BofA Senior Replacement Liens, the CLD Senior Replacement
        Liens and any Permitted Prior Lien; and

  (iii) a first priority senior priming Lien on all DIP Collateral
        of the Debtors.

A copy of the Final DIP Order is available at:
http://bankrupt.com/misc/ARCHBROOK_diporder.pdf

                        About ArchBrook

ArchBrook is a procurement and distribution intermediary between
production companies and end retailers.  It distributes consumer
electronics, computers and appliances to principal customers that
include Wal-Mart Stores Inc., Best Buy Co. and Costco Wholesale
Corp.

ArchBrook disclosed assets of $246.2 million against debt
totaling $176.4 million as of March 31, 2011.

ArchBrook Laguna Holdings LLC and certain of its affiliates filed
voluntary petitions for reorganization under chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 11-13292) on
July 8, 2011.

Akin Gump Straus Hauer & Feld LLP, in New York, serves as counsel
to the Debtors.  The Company is being advised by Macquarie Capital
(USA) Inc. with respect to the sale process and by Hawkwood
Consulting LLC, whose founder Stephen J. Gawrylewski is Chief
Restructuring Officer of the Company.  Macquarie Capital (USA)
Inc. is the financial advisor.  PricewaterhouseCoopers LLP is a
consultant.

Cooley LLP, in New York, is the counsel for the Official Committee
of Unsecured Creditors.


AUTOS VEGA: Wants to Use Reliable's Cash Collateral Until January
-----------------------------------------------------------------
Debtor Autos Vega, Inc., and secured creditor Reliable Finance
Holding Company ask the U.S. Bankruptcy Court for the District of
Puerto Rico to approve their joint stipulation authorizing
Debtor's use of Reliable Finance Holding Company's cash
collateral, on an interim basis, for the period commencing on
July 6, 2011, through and including Jan. 31, 2012.

As of Petition Date, the Debtor owed Reliable $14,710,558 plus
interest and related fees under the Financing Agreements.  As
security, the Debtor pledged their inventory, parts and
accessories inventory, equipment, accounts receivables, contract
rights, negotiable instruments, agreements, rents, cash accounts,
income arising therefrom, and other related intangibles.

The Debtor needs cash collateral for the purchase of new motor
vehicle inventory.  Without the use of Reliable's cash collateral,
the Debtor would be unable to purchase new inventory and be
required to cease operations, resulting in the immediate
liquidation and possible devaluation of all assets.

The Debtor will grant Reliable additional collateral, replacement
liens and super priority status and providing any other adequate
protection that is just and proper under the circumstances.

The Debtor will deposit into the Banco Santander account to be
opened all funds received from the sale of vehicles subject to
Reliable's pre- and post-petition liens immediately upon receipt.
The Debtor will pay Reliable the amounts owed on a per-unit basis
on the vehicles sold subject to its liens.  Upon payment to
Reliable, the Debtor will transfer any remaining funds to its DIP
account for the Debtor's operational expenses.

As adequate protection, the Debtor proposes to grant Reliable
additional collateral, in the form of a post petition pledge of
US$1,000,000, and a postpetition, first priority security interest
on any the vehicles, assets and collateral acquired by the debtor
with the proceeds from Reliable's cash collateral on and after the
Petition Date.  The Debtor will continue making monthly regular
payments on the interest accrued as invoiced by Reliable, and will
pay the expenses as invoiced by Reliable in the ordinary course of
its operations.

The Debtor agrees and ratifies that, if the replacement liens and
other forms of protection described above are inadequate to
protect Reliable's interests, Reliable's claim, including any
unpaid invoices for monthly interest charges and monthly invoices
for expenses, will be entitled to priority under Sections 363(c)
(1) and 507 (b) of the Code over all other expenses of
administration of the estate.  Any deficiency will also be secured
by all Pre-Petition collateral.

Finally, Reliable will not consent to the continued use of its
cash collateral unless the Cash Deposit is delivered to Reliable
on or before July 26, 2011, or the date the Bankruptcy Court has
approved the delivery of the Cash Deposit to Reliable, whichever
is later.  Therefore, the Debtor will open all required Debtor-in-
Possession bank accounts and the Collateral Clearing Account by
July 26, 2011.

The amount of US$430,133 advanced by Reliable for the purchase of
additional new motor vehicle inventory in the ordinary course of
business from July 6, 2011, to date will be recognized as an
administrative priority expense owing to Reliable, and the Debtor
will provide the appropriate replacement liens or collateral
guarantees as may be necessary to protect Reliable's interest in
said amount prior to the entry of the appropriate Court Order.

The Debtor also asks the Court for authorization to obtain
postpetition secured financing in connection with the increase by
Reliable of the credit line from $10,000,000 to $13,000,000.

Reliable Finance Holding Company is represented by:

         Patrick D. O'Neill, Esq.
         Charles P. Gilmore, Esq.
         O'NEILL & GILMORE, P.S.C.
         Suite 1701, Citibank Towers
         252 Ponce de Leon Avenue
         San Juan, PR 00918
         Tel: (787) 620-0670
         Fax: (787) 620-0671
         E-mail: pdo@go-law.com
                 cpg@go-law.com

                        About Autos Vega

Autos Vega, Inc., is a car dealership engaged in the sales of new
and used cars and trucks car parts, accessories and providing
vehicle repair and maintenance, based in San Juan, Puerto Rico.
The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
P.R. Case No. 11-05773) on July 6, 2011.  The case has been
assigned to Judge Sara E. DeJesus Kellogg.  The Debtor estimated
its assets and debts at US$10 million to US$50 million.

Antonio A. Arias-Larcada, Esq., and Yarilyn C. Perez-Colon, Esq.,
at McConnell Valdes LLC, in San Juan, Puerto Rico, serve as
counsel to the Debtor.  Luis R. Carrasquillo Ruiz, CPA, is the
Debtor's accountant.


B GREEN INNOVATIONS: Incurs $55,000 Net Loss in Second Quarter
--------------------------------------------------------------
B Green Innovations, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $55,062 on $65,733 of net sales for the three months
ended June 30, 2011, compared with a net loss of $109,331 on
$56,684 of net sales for the same period during the prior year.

The Company also reported a net loss of $182,971 on $107,354 of
net sales for the six months ended June 30, 2011, compared with
net income of $1.26 million on $99,084 of net sales for the same
period a year ago.

The Company's balance sheet at June 30, 2011, showed $1.17 million
in total assets, $1.29 million in total liabilities, all current,
and a $123,522 total stockholders' deficit.  Stockholders' deficit
at March 31, 2011 was $65,392.

As of June 30, 2011, the Company had a net operating loss, and
negative cash flow from operations.  These matters raise
substantial doubt about the Company's ability to continue as a
going concern.

As reported in the TCR on March 88, 2011, Rosenberg, Rich, Baker,
Berman and Company, in Somerset, New Jersey, expressed substantial
doubt about B Green Innovations' ability to continue as a going
concern, following the Company's 2010 results.  The independent
auditors noted that the Company had negative cash flow from
operations from date of inception, and recurring net losses.

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

                         http://is.gd/bweksB

                      About B Green Innovations

Matawan, N.J.-based B Green Innovations, Inc. (OTC BB: BGNN)
-- http://www.bgreeninnovations.com/-- is dedicated to
becoming a "green" technology company, focused on acquiring and
identifying promising technologies that address environmental
issues.  The first technology will be used to create new products
from recycled tire rubber.


BARNES BAY: Faces U.S. Trustee Objection to Amended Plan
--------------------------------------------------------
Carla Main at Bloomberg News reports that the U.S. Trustee
objected Aug. 10 to the second amended plan of liquidation filed
June 28 by Barnes Bay Development, Ltd. The objection is scheduled
for a hearing on Aug. 24.  The second amended plan contains
"releases and exculpation provisions" that are "too broad in
scope" and include "nondebtor third parties that are not otherwise
entitled to such relief," the trustee said in a court filing.

                         About Barnes Bay

Beverly Hills, California-based Barnes Bay Development Ltd., owns
the Viceroy Anguilla Resort & Residences on the British West
Indies island of Anguilla.  Barnes Bay and two affiliates filed
for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No.
11-10792) on March 17, 2011, to facilitate the sale of the resort.
Barnes Bay disclosed $3,331,282 in assets and $481,840,435 in
liabilities as of the Chapter 11 filing.

Akin Gump Straus Hauer & Feld LLP is the Debtors' bankruptcy
counsel, and Keithley Lake & Associates is the Debtors' special
Anguillan counsel.  Kurtzman Carson Consultants LLC is the
Debtors' claims, noticing, solicitation and balloting agent.

The U.S. Trustee appointed five members to the official committee
of unsecured creditors in the Debtors' cases.  Brown Rudnick LLP
serves as the Committee's co-counsel, and Womble Carlyle Sandridge
& Rice, PLLC, as its Delaware co-counsel.  C.R. Hodge & Associates
is the Committee's foreign counsel.  FTI Consulting, Inc., serves
as the Committee's financial advisors.


BARZEL INDUSTRIES: Seeks $18.6 Million in Tax Refunds
-----------------------------------------------------
Carla Main at Bloomberg News reports that Barzel Industries Inc.
filed a brief Aug. 5 in the bankruptcy court in Delaware
presenting legal arguments to support its request for tax refunds
of almost $18.6 million.  A hearing on Barzel's right to the
refunds is scheduled for Sept. 8.

According to the report, the government has objected to the
request, arguing that Barzel's net operating loss for its 2009 tax
year "should be reduced by operation of the corporate equity
reduction transaction," or CERT rules, Barzel stated in the
memorandum filed with the court.  The government's argument, if
accepted, may reduce the refund by as much as $6 million.

The report relates that the CERT rules, which don't allow the
carryback of net operating losses, "have no relevance" to the
refund because Barzel didn't take into account interest expense in
calculating its net operating loss carryback, the company said in
the brief.

                      About Barzel Industries

Norwood, Massachusetts-based Barzel Industries, Inc., was in the
business of processing and distributing steel.  The Company
manufactured steel for the construction and industrial
manufacturing industries, and produces finished commercial racking
products.

Barzel Industries -- aka Novamerican Steel Inc. and Symmetry
Holdings Inc. -- and seven affiliates filed for Chapter 11
protection (Bankr. D. Del. Case No. 09-13204) on Sept. 15, 2009.
Judge Christopher S. Sontchi presides over the cases.  J. Kate
Stickles, Esq., and Patrick J. Reilley, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, and
Gerald H. Gline, Esq., at Cole, Schotz, Meisel, Forman & Leonard,
P.A., in Hackensack, N.J., serve as the Debtors' counsel.

On the same day, Barzel Industries filed applications for relief
under the Canadian Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice -- Commercial List.

Barzel Industries recorded assets of $370,145,000 against debts of
$375,412,000 as of May 30, 2009.

Barzel sold most of the assets in November 2009 for $75 million to
Norwood, Massachusetts-based Chriscott USA Inc.  Secured lenders
agreed to a settlement later where they received a release of
claims in return for giving up $800,000, including $500,000
earmarked solely for unsecured creditors.

Barzel scheduled a Sept. 8 confirmation hearing for approval of
the liquidating Chapter 11 plan.  The disclosure statement says
that unsecured creditors with $4.5 million in claims are estimated
to have an 11% recovery from the carveout from the lenders'
collateral.


BEAZER HOMES: Incurs $59.1-Mil. Net Loss in Fiscal 3rd Quarter
--------------------------------------------------------------
Beazer Homes USA, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $59.12 million on $172.83 million of total revenue for
the three months ended June 30, 2011, compared with a net loss of
$27.81 million on $321.84 million of total revenue for the same
period during the prior year.

The Company also reported a net loss of $161.68 million on
$407.49 million of total revenue for the nine months ended
June 30, 2011, compared with net income of $25.48 million on
$722.40 million of total revenue for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $2 billion in
total assets, $1.76 billion in total liabilities and $241 million
in total stockholders' equity.

"I'm pleased with our sales efforts during the third quarter,"
said Allan Merrill, President and Chief Executive Officer of
Beazer Homes.  "Our sales team was able to overcome significant
headwinds in both the economy and the housing market to record
substantially improved orders.  Our emphasis on promoting the low
cost of ownership of a new Beazer Home compared with both existing
homes and other new homes was an important contributor to this
effort."

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

                        http://is.gd/CWUrP4

                         About Beazer Homes

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

                         *     *     *

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

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

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

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


BERKLINE BENCHCRAFT: Ashley's $6-Mil. Wins Auction for IP Assets
----------------------------------------------------------------
Heath E. Combs at Furniture Today reports that Ashley Furniture
Inds. emerged as the winner of a bidding process for the
intellectual property of bankrupt upholstery importer and producer
Berkline BenchCraft Holdings.  Berkline ceased operations in late
March.

According to the report, Ashley's winning bid was $6.07 million.
Other bidders included Best Chairs and Li & Fung, according to
officials with Streambank, the advisory firm retained to sell the
intellectual property assets.

The report says Ashley initially bid $850,000 for the intellectual
property, which includes the Berkline and BenchCraft trade names
as well as patents, trademarks and Internet domain names owned by
the company.

                    About Berkline/Benchcraft

Berkline/BenchCraft Holdings LLC, along with five subsidiaries,
filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-11369)
so the couch maker that specializes in home theaters can
liquidate.

Berkline/Benchcraft is a unit of turnaround specialist Sun Capital
Partners Inc.  Until their decision to liquidate, the Debtors,
with their "Berkline" and "Benchcraft" brands, held a number five
market share and had a growing presence in home theater seating
including reclining sofas, love seats, and sectionals.

In February, Berkline hired FTI Consulting Inc. to help it
restructure and find a buyer.  When Berkline was unable to sell
itself, the Company decided to liquidate and file for bankruptcy.

Berkline has a $140 million second-lien loan that is mostly owed
to its parent, SCSF Furniture LLC, which isn't in bankruptcy.  A
total of $15 million is owed on a first lien term loan and
revolver from lenders led by Wells Fargo Capital Finance, LLC, as
administrative agent.  The Debtors also owe $12.5 million under
unsecured subordinated notes.

Kenneth J. Enos, Esq., and Michael R. Nestor, Esq., at Young,
Conaway, Stargatt & Taylor, represent the Debtors in the
Chapter 11 case.  Attorneys at Morgan, Lewis & Bockius LLP serve
as co-counsel.  FTI Consulting is the advisor.  Epiq Bankruptcy
Solutions is the claims and notice agent.


BERNARD L MADOFF: Trustee Sues Abu Dhabi Wealth Fund for $300MM
---------------------------------------------------------------
Evan Weinberger at Bankruptcy Law360 reports that the trustee
charged with recovering funds for victims of Bernard L. Madoff's
Ponzi scheme sued the Abu Dhabi Investment Authority on Thursday
in New York bankruptcy court, alleging it received $300 million
from a major Madoff feeder fund.

Irving H. Picard alleged that the sovereign wealth fund received
the $300 million from Fairfield Sentry Ltd. in two separate
transactions in 2005 and 2006, according to Law360.

                    About Bernard L. Madoff

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

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

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

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

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

As of July 15, 2011, a total of $6.88 billion in claims by
investors has been allowed, with $794.9 million to be paid by the
Securities Investor Protection Corp.  Investors are expected to
receive additional distributions from money recovered by Mr.
Picard from lawsuits or settlements.


BIOCORAL INC: Incurs $261,000 Net Loss in Second Quarter
--------------------------------------------------------
Biocoral, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $261,518 on $97,439 of net sales for the three months ended
June 30, 2011, compared with a net loss of $143,709 on $65,391 of
net sales for the same period during the prior year.

The Company also reported a net loss of $462,125 on $159,935 of
net sales for the six months ended June 30, 2011, compared with a
net loss of $327,363 on $147,845 of net sales for the same period
during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.47 million
in total assets, $6.66 million in total liabilities and a $5.19
million total stockholders' deficit.

The Company had a working capital deficiency of $2.42 million and
$2.12 million at June 30, 2011, and Dec. 31, 2010, respectively.

As reported by the TCR on April 11, 2011, Michael T. Studer CPA
P.C., in Freeport, New York, expressed substantial doubt about
Biocoral's ability to continue as a going concern.  Mr. Studer
noted that the Company had net losses of approximately $703,300
and $452,600 in 2010 and 2009, respectively.  "The Company had a
working capital deficiency of approximately $2,125,700 and
$1,585,300, at Dec. 31, 2010, and 2009, respectively.  The Company
also had a stockholders' deficit of approximately $4,734,700 and
$4,040,800 at Dec. 31, 2010, and 2009, respectively."

The Company reported a net loss of $703,272 on $307,655 of sales
for 2010, compared with a net loss of $452,592 on $425,055 of
sales for 2009.

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

                        http://is.gd/xy8MQq

                        About Biocoral, Inc.

Headquartered in La Garenne Colombes, France, Biocoral, Inc.
-- http://www.biocoral.com/-- was incorporated under the laws of
the State of Delaware on May 4, 1992.  Biocoral is a holding
company that conducts its operations primarily through its wholly-
owned European subsidiaries.  The Company's operations consist
primarily of research and development and manufacturing and
marketing of patented high technology biomaterials, bone
substitute materials made from coral, and other orthopedic, oral
and maxillo-facial products, including products marketed under the
trade name of Biocoral.  Most of the Company's operations are
conducted from Europe.  The Company has obtained regulatory
approvals to market its products throughout Europe, Canada and
certain other countries.  The Company owns various patents for its
products which have been registered and issued in the United
States, Canada, Japan, Australia and various countries throughout
Europe.  However, the Company has not applied for the regulatory
approvals needed to market its products in the United States.


BION ENVIRONMENTAL: Grand Opening of Kreider Project Held
---------------------------------------------------------
Bion Environmental Technologies, Inc., and Kreider Farms recently
held the grand opening of Bion's livestock waste treatment project
that utilizes its patented micro-aerobic digestion technology to
reduce environmental impacts to the Chesapeake Bay.  The event was
held at the Kreider Farms dairy facility in Manheim, Lancaster
County, Pennsylvania.  The theme of the event was, "Think
Globally...Treat Locally", a strategy that refers to Bion's unique
ability to provide low cost treatment and removal of livestock
waste nutrients on-site at their source, rather than substantially
more expensive treatment downstream.

Runoff of excess nitrogen from agricultural activities, municipal
waste treatment plants and an assortment of urban/suburban
activities cause algal blooms in downstream coastal waters.  When
the runoff and the nitrogen it supplies subsides, the algae dies,
leading to hypoxic zones where dissolved oxygen levels fall below
levels necessary to sustain most animal life, such as the 'Dead
Zone' at the mouth of the Mississippi River in the Gulf of Mexico.
According to a recent task group made up of U.S. EPA staff and
state regulators, "nitrogen and phosphorus pollution has the
potential to become one of the costliest, most difficult
environmental problems we face in the 21st century."  Livestock
waste has been identified as one of the primary contributors of
excess nitrogen to the Chesapeake Bay, Gulf of Mexico, and many
other water basins.

To date, efforts to control excess nutrients have largely relied
on expensive downstream treatment provided by municipal wastewater
plants and storm water treatment of nutrients that have already
entered the water supply.  Higher cost treatment from these
facilities results from them having to remove nutrients that have
been diluted, requiring the processing of significantly greater
volumes of water to capture the nutrients.  To comply with the
need to make further nutrient reductions to protect the Company's
waterways, EPA has pushed for additional upgrades to these
wastewater plants and the development of new storm water treatment
infrastructure - both are very expensive alternatives.

Bion's unique technology treats the waste at a much lower cost by
capturing and stabilizing the nitrogen on-site at its source,
before it has a chance to disperse into the watershed.  When
considering the Chesapeake Bay, as well as the Gulf of Mexico,
Great Lakes and other waters, this more cost-effective strategy
could result in a potential savings to taxpayers of billions of
dollars annually.  The 'treat locally' strategy also provides
benefits to the local community and environment that include
reduction of nitrogen to underground aquifers and local waterways,
reduced phosphorus that primarily impacts freshwater ecosystems,
reduced odors and production of beneficial soil/fertilizer
products that provide enhanced performance for crop farming.

The Bion system at Kreider Farms (and potentially other locations
in the future) will generate verified long-term nitrogen and
phosphorus credits that Pennsylvania, and ultimately other
Chesapeake Bay states, can use to offset their obligations to
reduce nitrogen to the Bay and avoid expensive infrastructure
projects.  Bion's technology will significantly reduce on-farm
ammonia emissions that are ultimately re-deposited back to the
land within the watershed.  These nutrients are accounted for in
the US Environmental Protection Agency's models primarily in their
storm water and forest inventories, the most expensive nitrogen
pathways to capture and treat.  Also of significant environmental
benefit, Bion's technology will reduce the release of phosphorus
to local streams, as well as reduce greenhouse gases, hydrogen
sulfide and odors.  In addition, the Bion technology platform will
also produce renewable energy from the separated waste biomass.

The Bion system at Kreider Farms will initially treat the waste
from the dairy farm's 1,200-cow active milking herd and will
generate approximately 125,000 nitrogen credits that can be used
to offset Pennsylvania's nitrogen reduction requirements under the
Chesapeake Bay Tributary Strategy.  The system will also
ultimately treat the waste from the majority of Kreider Dairy's
additional milking stock as well as the 'support herd'.  Bion is
currently developing Phase 2 of the project that will treat the
waste from Kreider's approximately five million chickens as well
as produce renewable energy from the poultry and dairy waste
sufficient to provide electricity for approximately 2,700 homes.

Bion anticipates that upon completion of Phase 2, it will
ultimately produce nitrogen credits in the range of 1.5-2.0
million credits from treatment of the animal waste generated at
Kreider Farms based upon the latest EPA models.  In the Chesapeake
Bay basin, average nitrogen and phosphorous remediation costs
(including both municipal and storm water facilities) exceeds $40
per lb annually when operating and capital costs are included.
Based on the generation of credits (at $10 per pound), the Bion-
Kreider Project could save Pennsylvania taxpayers approximately
$30 million annually per million lbs of nitrogen reduced.  If used
primarily to offset storm water treatment inventories, the savings
could be substantially higher.  Pennsylvania's livestock industry
has the potential to produce reductions in excess of the 25M lbs
of nitrogen projected in the PA DEP Watershed Implementation Plan,
with the result being the ability to export cost effective
nitrogen and phosphorous reduction credits to adjoining Chesapeake
Bay basin states.

The project was funded with a $7.5 million loan from the
Pennsylvania Infrastructure Investment Authority (PENNVEST).
PENNVEST's Executive Director, Paul Marchetti, spoke at the event
about the need to continue to develop and enhance the State's
existing nutrient credit trading program to allow it to provide
cost-effective solutions to Pennsylvania's obligations to reduce
nitrogen to the Bay.

In addition to Mr. Marchetti, the grand opening event was attended
by more than one hundred guests from across the stakeholder
community - several of them spoke to the stakeholder group about
Bion's technology and the overall Project:

Lancaster County Commissioner Dennis Stuckey credited Kreider and
its CEO and president, Ron Kreider, for their "forward-thinking"
approach to a persistent environmental problem.  Ron Kreider
stated, "Many of us here in Pennsylvania have taken our role as
protectors of our land, our environment and the Chesapeake Bay
very seriously and that's why our partnership with Bion made sense
from day one."

John Hines, Deputy Secretary of the PA Department of Environmental
Protection, opened his remarks with a quote from the late Carl
Sagan, astronomer and author, "advances in medicine and
agriculture have saved more lives than all lives lost in all wars
combined."  Secretary Hines went on to say, "The Kreider project
is a prime example that our efforts must move away from paper and
plans and be about people and projects.  It's innovative and
progressive projects like this that keep farmers in tune with our
economy and in tune with our communities."  Hines added, "that
equates to progress for Pennsylvania's environment and
agricultural community."

Pennsylvania Agriculture Secretary George Greig also spoke at the
event, "Penn-sylvania's agriculture industry is committed to
developing innovative approaches to meet our goals in cleaning up
the Chesapeake Bay.  By continuing to work together with state,
federal and private partners, we can help restore the water
quality of the Bay and ensure future generations can benefit from
this natural treasure."  In a follow-up interview, he added, "This
is a process that is going to eliminate a lot of waste in the
Chesapeake Bay.  It processes the manure into a saleable product
and eliminates the nitrogen and phosphorus that can leach into the
Chesapeake.  We'll be watching this very closely...it is
promising.  I applaud the Kreider's for embracing this
technology."

The event was also attended by representatives from USDA, US EPA,
PENNVEST, PennFuture and the Chesapeake Bay Foundation, the PA
Farm Bureau and American Farmland Trust, and the PA Municipal
Authorities and PA Builders Associations, as well as
representatives from US Representative (PA) Pitts' and US Senators
Casey (PA) and Toomey (PA)'s offices.  Television news coverage
was carried on ABC 27 (Harrisburg).  The project was featured in
articles on Thursday, July 21 in the Philadelphia Inquirer,
Lancaster Online, and the York Daily Record and on Monday, July 25
in the Harrisburg Patriot-News and the American Agriculturist
(links to referenced media coverage can be found on Bion's
websites at www.biontech.com and www.bionpa.com).

Bion anticipates its micro-aerobic digestion livestock waste
treatment installation at Kreider dairy will achieve full
operating efficiency by end of summer 2011.  The benefits of
Bion's onsite livestock waste treatment go well beyond the
Chesapeake Bay requirements. The technology will also reduce
nutrients to local aquifers and streams; significantly reduce
odors; as well as provide substantial reductions in greenhouse
gases and an assortment of other air and water pollutants.  Bion's
Kreider Farms installation demonstrates that large scale livestock
production can be operated in a manner that is both economically
and environmentally sustainable.  Bion's technology and proposed
policy initiatives will result in a 'win-win' for the environment,
livestock agriculture and the tax and rate payers of Pennsylvania
and the Chesapeake Bay basin, and create a model template to
address the issue of excess nutrients nationally.

                      About Bion Environmental

Crestone, Colo.-based Bion Environmental Technologies, Inc.
(OTC BB: BNET) -- http://biontech.com/-- has provided
environmental treatment solutions to the agriculture and livestock
industry since 1990.  Bion's patented next-generation technology
provides a unique comprehensive treatment of livestock waste that
achieves substantial reductions in nitrogen and phosphorus,
ammonia, greenhouse and other gases, as well as pathogens,
hormones, herbicides and pesticides.

As reported in the Troubled Company Reporter on September 27,
2010, GHP Horwath, P.C., in Denver, Colo., expressed substantial
doubt about Bion Environmental Technologies' ability to continue
as a going concern, following the Company's results for the fiscal
year ended June 30, 2010.  The independent auditors noted that the
Company has not generated revenue and has suffered recurring
losses from operations.

The Company's balance sheet at March 31, 2011, showed
$9.58 million in total assets, $8.72 million in total liabilities,
$2.52 million in Series B Redeemable Convertible Preferred stock,
and a $1.65 million total deficit.


BIONOL CLEARFIELD: Trustee Seeks $230.4MM Award for Ethanol Plant
-----------------------------------------------------------------
Dow Jones' DBR Small Cap reports that Bionol Clearfield LLC's
bankruptcy trustee is seeking help to ensure that a $230.4 million
arbitration award ends up in the Pennsylvania ethanol-plant
operator's coffers.

Bionol Clearfield filed for Chapter 7 liquidation (Bankr. D. Del.
Case No. 11-_____) in July 2011.  The Company estimated assets
between $50 million and $100 million and liabilities between $100
million and $500 million.  The Company owns a plant that produces
bio-based chemicals and fuels from renewable feedstock.


BLOCKBUSTER INC: Comcast Wants Proprietary Information Protected
----------------------------------------------------------------
Erik Gruenwedel at Home Media Magazine reports that Comcast Corp.
has filed a motion with the U.S. Bankruptcy Court overseeing the
Chapter 11 dissolution of Blockbuster Inc. asking that proprietary
business information as well as its subscribers not be subjected
to unwarranted intrusion by competitors such as Dish Network, new
owner of Blockbuster LLC.

According to the report, Comcast and Blockbuster Inc. April 13,
2010, signed a marketing agreement that called for the creation of
a joint DVD-by-mail rental service and installation of Comcast
kiosks in select Blockbuster stores.

The report says, as part of that deal, Comcast and Blockbuster
entered into a typical non-disclosure agreement whereby
Blockbuster agreed to protect proprietary information about
Comcast subscribers from potential solicitation from third party
competitors.

The joint online disc rental service never materialized due in
part to the fact fiscally-challenged Blockbuster filed for
bankruptcy Sept. 23, 2010, notes Home Media Magazine.

The report says, on July 29, 2011, Dish-owned Blockbuster LLC
filed notice of its intention to reject the aforementioned online
disc rental service.  Both Blockbuster LLC and Comcast are in the
midst of a "wind down agreement" to terminate the contract,
according to the filing.

The report relates that Comcast, which said it has no objection to
the termination, filed the motion in order to "remove any
uncertainty" that rejection of the disc rental service and related
ventures with Blockbuster does not subject its subscribers to
solicitation from third-party competitors.

"Rejection of executory contracts... does not rescind or terminate
both parties obligations under that contract," the motion read.

                      About Blockbuster Inc.

Blockbuster Inc., the movie rental chain with a library of
more than 125,000 titles, along with 12 U.S. affiliates,
initiated Chapter 11 bankruptcy proceedings with a pre-arranged
reorganization plan in Manhattan (Bankr. S.D.N.Y. Case No.
10-14997) on Sept. 23, 2010.  Blockbuster began the attempted
Chapter 11 reorganization in September with 5,600 stores,
including 3,300 in the U.S.  It disclosed assets of $1 billion
and debts of $1.4 billion at the time of the filing.

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

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

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


BODY REFLECTIONS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Body Reflections, Inc.
        217 S. Block St.
        Fayetteville, AR 72701

Bankruptcy Case No.: 11-73668

Chapter 11 Petition Date: August 10, 2011

Court: United States Bankruptcy Court
       Western District of Arkansas (Fayetteville)

Judge: Ben T. Barry

Debtor's Counsel: Stanley V. Bond, Esq.
                  BOND LAW OFFICE
                  P.O. Box 1893
                  Fayetteville, AR 72701-1893
                  Tel: (479) 444-0255
                  Fax: (479) 444-7141
                  E-mail: attybond@me.com

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

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/arwb11-73668.pdf

The petition was signed by Gary G. Smithey, president.


B.R. SUMMERLIN: Plan Exclusivity Extension Denied
-------------------------------------------------
The Hon. Mike K. Nakagawa denied B.R. Summerlin Properties, LLC's
request to extend its exclusive periods to secure acceptances for
the proposed plan of reorganization.

As reported in the Troubled Company Reporter on July 8, 2011, the
Debtor requested for a Sept. 12 extension in the solicitation
period of their Second Amended Plan of Reorganization.

The Debtor related that the confirmation hearing has been
scheduled for Sept. 12, to allow time for entry of an order
approving the Disclosure Statement explaining its Plan, to comply
with Rule 2002(b) of the Federal Rules of Bankruptcy Procedure,
and to provide sufficient time after the Disclosure Statement
Hearing for the solicitation of votes on the Plan and for parties-
in-interest to review, analyze, and, if they deem appropriate,
object to confirmation of the Plan.

The Debtor's solicitation period expired on July 6.

Greystone Bank objected to the Debtor's motion to extend plan
exclusivity.

Greystone Bank is represented by:

          Richard F. Holley, Esq.
          Ogonna M. Atamoh, Esq.
          SANTORO, DRIGGS, WALCH, KEARNEY, HOLLEY & THOMPSON
          400 South Fourth Street, Third Floor
          Las Vegas, NV 89101
          Tel: (702) 791-0308
          Fax: (702) 791-1912
          E-mail: rholley@nevadafirm.com
                  oatamoh@nevadafirm.com

                  About B.R. Summerlin Property

Woodland Hills, California-based B.R. Summerlin Property, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case
No. 11-10148) on Jan. 5, 2011.  The Company disclosed  $23,066,151
in assets and $15,414,103 in liabilities.

Affiliates B.R. Brookfield Commons No. 1, LLC (Bankr. D. Nev. Case
No. 10-38835) and B.R. Brookfield Commons No. 2, LLC (Bankr. D.
Nev. Case No. 10-38838) filed separate Chapter 11 petitions on
Nov. 29, 2010.  The Debtor disclosed $23,066,151 in assets, and
$15,414,103 in debts.

B.R. Summerlin Property is represented by Gregory E. Garman, Esq.,
-- ggarman@gordonsilver --, Gabrielle A. Hamm, Esq., --
ghamm@gordonsilver.com --, at Gordon Silver, in Los Angeles,
Nevada.


BRIGHAM EXPLORATION: Reports $70.8-Mil. Profit in 2nd Quarter
-------------------------------------------------------------
Brigham Exploration Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $70.83 million on $128.04 million of revenue for the
three months ended June 30, 2011, compared with net income of
$18.47 million on $44.93 million of revenue for the same period a
year ago.

The Company also reported net income of $72.39 million on $168.64
million of revenue for the six months ended June 30, 2011,
compared with net income of $29.78 million on $77.50 million of
revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.60 billion
in total assets, $931.54 million in total liabilities and $668.94
million in total stockholders' equity.

Gene Shepherd, Brigham's Chief Financial Officer, commented,
"Continued strong performance of our horizontal Bakken and Three
Forks drilling program led to another record quarter for
production volumes, revenues and operating income.  Furthermore,
based on our 2011 production guidance, we expect to see
significant growth in our production volumes in the second half of
the year."

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

                       http://is.gd/0QcVIK

                    About Brigham Exploration

Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP)
-- http://www.bexp3d.com/-- is an independent exploration,
development and production company that utilizes advanced
exploration, drilling and completion technologies to
systematically explore for, develop and produce domestic onshore
oil and natural gas reserves.  In late 2007, the majority of the
Company's drilling capital expenditures shifted from its
historically active areas in the Onshore Gulf Coast, the Anadarko
Basin and West Texas to the Williston Basin in North Dakota and
Montana, where the Company is currently targeting the Bakken,
Three Forks and Red River objectives.

The Company reported net income of $42.89 million on
$169.72 million of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $122.99 million on $70.34 million of
revenue during the prior year.

                       *     *     *

As reported by the TCR on Feb. 18, 2011, Moody's Investors Service
upgraded Brigham Exploration Company's Corporate Family Rating to
B3 from Caa1 and the Probability of Default Rating to B3 from
Caa1.  "The primary driver for the upgrade is Brigham's strong
reserve and production growth and significant financial
flexibility," said Francis J.  Messina, Moody's Vice President.
"The B3 Corporate Family Rating is prospective and it incorporates
Moody's expectation that the company will significantly increase
proved developed reserves and production rates over the next two
years."


CAESARS ENTERTAINMENT: Incurs $153.1-Mil. 2nd Quarter Net Loss
--------------------------------------------------------------
Caesars Entertainment Corporation reported a net loss of $153.10
million on $2.23 billion of net revenues for the quarter ended
June 30, 2011, compared with a net loss of $272.50 million on
$2.22 billion of net revenues for the same period a year ago.

The Company also reported a net loss of $297.90 million on $4.40
billion of net revenues for the six months ended June 30, 2011,
compared with a net loss of $466.10 million on $4.41 billion of
net revenues for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $28.96
billion in total assets, $27.53 billion in total liabilities, $36
million in redeemable non-controlling interests, and $1.39 billion
in total stockholders' equity.

"Our second-quarter results clearly indicate that the
organizational and strategic changes we've made to meet the
challenges of the recession are improving our performance and
paving the way for accelerated growth when the economy improves,"
said Gary Loveman, chairman, chief executive officer and president
of Caesars Entertainment Corporation.

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

                    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.


CAPISTRANO TERRACE: Residents Fight $4.8 Million Insurance Payout
-----------------------------------------------------------------
The San Juan Capistrano subsite of Patch.com reports that the
residents and owners of an embattled mobile home park in San Juan
Capistrano, California, are wrestling over a $4.8-million
insurance payout that is tangled in bankruptcy proceedings.

According to the report, whether the 127 residents of Capistrano
Terrace Mobile Home Park who sued the owner in 2007 for neglecting
to maintain the park's infrastructure are entitled to the payout
will be decided later this month.

The report notes Capistrano Terrace Ltd. filed for Chapter 11
bankruptcy protection, putting a stay on the civil suit-settlement
included.

The report relates that, in court documents filed Monday, the park
owner disagreed, arguing that approving the settlement before the
bankruptcy is settled would strip the park of its primary asset,
the insurance policy, which would leave its other creditors out to
dry.

The report notes listed among the creditors are hundreds of other
residents, property managers and investors, and the city of San
Juan Capistrano, which it owes more than $7,000.

In 2007, 127 residents sued Capistrano Mobile Terrace Ltd. for
breach of contract and for failing to maintain the mobile home
park. Neglecting the upkeep resulted in serious health and safety
code violations, they said, as the sewer, water, electrical
systems and other common areas, such as the pool, were left in
disrepair, the report says.

The report notes a judge severed 17 plaintiffs from the group for
a jury trial, which on Jan. 13, 2011, awarded them $1.14 million
in damages.  The settlement became subject to bankruptcy court
approval, and any new decisions in the civil suit were suspended.

On Aug. 22, a bankruptcy court judge will consider whether the
residents are entitled to the offer in spite of the Chapter 11
filing.

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


CARGO TRANSPORTATION: Has Until Sept. 14 to File Chapter 11 Plan
----------------------------------------------------------------
The Hon. Michael G. Williamson of the U.S. Bankruptcy Court for
the Middle District of Florida extended Cargo Transportation
Services, Inc.'s exclusive period to file an amended plan and
disclosure statement until the conclusion of the confirmation
hearing scheduled for Sept. 14, 2011.

                    About Cargo Transportation

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

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

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

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


CASA GRANDE: U.S. Trustee Unable to Form Committee
--------------------------------------------------
The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed in the Chapter 11 case of Casa
Grande Capital Group, LLC, because an insufficient number of
persons holding unsecured claims 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.

                    About Casa Grande

Casa Grande Capital Group, LLC, owns and operates a Class-A office
building located at 2950 E. Harmony Road, in Fort Collins,
Colorado, known generally as the Harmony Corporate Center.  The
building is managed by Sierra Properties, Inc.

Casa Grande filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 11-19376) on July 6, 2011.  Judge Redfield T. Baum
Sr. presides over the case.  The Debtor estimated its assets and
debts at $10 million to $50 million as of Chapter 11 filing.
John J. Hebert, Esq., at Polsinelli Shughart, P.C., in Phoenix,
Arizona, serves as bankruptcy counsel to the Debtor.


CASA GRANDE: Files Schedules of Assets & Liabilities
----------------------------------------------------
Casa Grande Capital Group, LLC filed with the U.S. Bankruptcy
Court for the Western District of Arizona, its schedules of assets
and liabilities, disclosing:

  Name of Schedule               Assets             Liabilities
  ----------------              -------             -----------
A. Real Property               $27,100,000
B. Personal Property            $1,092,957
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                   $22,159,974
E. Creditors Holding
   Unsecured Priority
   Claims                                                    $0
F. Creditors Holding
   Unsecured Non-priority
   Claims                                              $401,212
                               -----------          -----------
      TOTAL                    $28,192,957          $22,561,186

                         About Casa Grande

Casa Grande Capital Group, LLC, owns and operates a Class-A office
building located at 2950 E. Harmony Road, in Fort Collins,
Colorado, known generally as the Harmony Corporate Center.  The
building is managed by Sierra Properties, Inc.

Casa Grande filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 11-19376) on July 6, 2011.  Judge Redfield T. Baum
Sr. presides over the case.  The Debtor estimated its assets and
debts at $10 million to $50 million as of Chapter 11 filing.
John J. Hebert, Esq., at Polsinelli Shughart, P.C., in Phoenix,
Arizona, serves as bankruptcy counsel to the Debtor.


CATALYST PAPER: Amends Credit Agreement with JPMorgan
-----------------------------------------------------
Catalyst Paper Corporation filed with the U.S. Securities and
Exchange Commission an Amended and Restated Credit Agreement with
JPMorgan Chase Bank, N.A., Toronto Branch, dated as of May 31,
2011.  A full-text copy of the Amended Agreement is available for
free at http://is.gd/tdZTC1

                        About Catalyst Paper

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

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

The Company's balance sheet at March 31, 2011, showed
C$1.64 billion in total assets, C$1.25 billion in total
liabilities, and C$389.60 million in equity.

                           *     *     *

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


CENTRAL GARDEN: S&P Affirms Corporate Credit Rating at 'B+'
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on Walnut, Creek, Calif.-based Central Garden & Pet
Co. The rating outlook is stable.

"In addition, we affirmed our 'BB' issue-level rating on the
company's $375 million senior secured credit facility due 2016.
The recovery rating is '1', indicating our expectation of very
high (90% to 100%) recovery for lenders in the event of a
default," S&P related.

"We lowered our issue-level rating on the company's $400 million
senior subordinated notes due 2018 to 'B' from 'B+'. We revised
the recovery rating to '5' from '4'. The '5' recovery rating
indicates our expectation of modest (10% to 30%) recovery for
noteholders in the event of a payment default. The upsizing the
secured credit facility reduces the recovery for the subordinated
noteholders," S&P said.

"We estimate the company had about $450.5 million in reported debt
outstanding at June 25, 2011," S&P said.

"The speculative-grade ratings on Central Garden incorporate our
assessment of the company's weak business risk profile based on
the seasonality in its garden businesses, narrow business focus,
susceptibility to commodity cost volatility, and fluctuating
operating results," said Standard & Poor's credit analyst Brian
Milligan. "We characterize the company's financial risk profile
as aggressive based on its historical debt-financed acquisition-
oriented growth strategy and its moderately high leverage. The
company's broad product portfolio and participation in two market
segments with favorable demographic trends partially offset these
risks."


CHRISTIAN BROTHERS: Meeting of Creditors Continued Until Sept. 20
-----------------------------------------------------------------
The U.S. Trustee for Region 2 has continued until Sept. 20, 2011,
at 2:30 p.m., the meeting of creditors in the Chapter 11 case of
The Christian Brothers' Institute, et al.  The meeting will be
held at will be held at the Office of the United States Trustee
for the Southern District of New York, 80 Broad Street, 4th Floor,
New York City.

The Christian Brothers' Institute and The Christian Brothers of
Ireland filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case Nos. 11-22820 and 11-22821) on April 28, 2011.
Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, serves
as the Debtors' bankruptcy counsel.  The Christian Brothers'
Institute disclosed assets of $63,418,267 and $8,484,853 in
liabilities.  CBOI estimated its assets at $500,000 to $1 million
and debts at $1 million to $10 million.


CITY NATIONAL BANCSHARES: Continues to Defer Dividend Payments
--------------------------------------------------------------
City National Bancshares Corporation, on Aug. 4, 2011, notified
the United States Department of the Treasury of its intent to
continue to defer the payment of its regular quarterly cash
dividend on its Fixed Rate Cumulative Perpetual Preferred Stock,
Series G, issued to the Treasury in connection with the Company's
participation in the Treasury's TARP Capital Purchase Program.

In addition, the Company has notified the trustee of the City
National Bank of New Jersey Capital Statutory Trust II, which is
the holder of the Company's junior subordinated debentures
relating to its outstanding trust preferred securities that the
Company will continue to defer its regularly scheduled quarterly
interest payments on the junior subordinated debentures.  Under
the terms of the debentures, the Company is permitted to defer the
payment of interest on the junior subordinated debentures at any
time, for up to 20 consecutive quarters, without default.  Due to
the deferral, the trust will likewise suspend the declaration and
payment of dividends on the trust preferred securities.

The Series G preferred stock and the junior subordinated
debentures issued in favor of the Trust provide for cumulative
dividends and interest, respectively.  Accordingly, the Company
may not pay dividends on any of its common or preferred stock
until the dividends on Series G preferred stock and the interest
on such debentures are paid-up currently.

The Company's failure to pay dividends for five consecutive
dividend periods has triggered board appointment rights for the
holders of the Series F preferred stock.  The Company's failure to
pay dividends for six consecutive dividend periods with respect to
the Series G preferred stock has triggered additional board
appointment rights for the holders of Series G preferred stock and
Series F preferred stock.

                   About City National Bancshares

Newark, N.J.-based City National Bancshares Corporation is a New
Jersey corporation incorporated on January 10, 1983.  City
National Bank, a wholly-owned subsidiary of CNBC, is a national
banking association chartered in 1973 under the laws of the United
States of America and has one subsidiary, City National
Investments, Inc., an investment company which holds, maintains
and manages investment assets for CNB.  CNB provides a wide range
of retail and commercial banking services through its retail
branch network, although the primary focus is on establishing
commercial and municipal relationships.

The Bank owns a 35.4% interest in a leasing company, along with
two other minority banks and has small investments in a Haitian
financial organization that provides microloan financing to
individuals in rural Haiti for business purposes and a mutual fund
which invests in targeted projects throughout the country that are
eligible for Community Reinvestment Act ("CRA") credit.

As reported by the TCR on June 1, 2011, KPMG LLP, in Short Hills,
New Jersey, expressed substantial doubt about City National
Bancshares' ability to continue as a going concern.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has entered into a consent order with
the Office of the Comptroller of the Currency.

The Company reported a net loss of $7.5 million on $12.8 million
of net interest income for 2010, compared with a net loss of
$7.8 million on $14.7 million of net interest income for 2009.

The Company's balance sheet at March 31, 2011, showed $398.59
million in total assets, $377.51 million in total liabilities and
$21.08 million in total stockholders' equity.


CLEAN BURN: Can Employ Smith Anderson as Litigation Counsel
-----------------------------------------------------------
Clean Burn Fuels, LLC sought and obtained approval from the
Honorable Thomas W. Waldrep, Jr. to employ Wayne Maiorano, Byron
Kirkland, and the firm of Smith, Anderson, Blount, Dorsett,
Mitchell & Jernigan, LLP, as its special counsel, for the limited
purpose of providing legal services with respect to certain
litigation matters.

   (a) Southeastern Industrial Electric and related disputes,
       including the proof of claim filed in its bankruptcy
       proceeding, and the lien claims and direct claims asserted
       by its subcontractors: Anixter, Inc., Atlantic Services
       Group, Hertz Equipment Rental Corp., Hagemeyer North
       America, Inc., RSC Equipment Rental, Inc., and United
       Rentals, Inc.;

   (b) Hurst Annaho Supply Co., Inc., lien claim;

   (c) Hogenson Construction, failure or settling of the grain
       Bins; and

   (d) Buhler Aeroglide, failure of dryers.

                         About Clean Burn

Clean Burn Fuels LLC, a North Carolina limited liability company
founded in 2005, is the first company to produce ethanol in North
Carolina.  It completed the construction of its ethanol plant in
August of 2010 and started producing and selling ethanol and dried
distillers grains with solubles (DDGS) shortly thereafter.

Clean Burn filed for Chapter 11 bankruptcy protection (Bankr.
M.D.N.C. Case No. 11-80562) on April 3, 2011.  John A. Northen,
Esq., at Northen Blue, L.L.P., represents the Debtor.

In its schedules of assets and liabilities, the Company disclosed
$79,516,062 in assets and $79,218,681 in liabilities.  The
schedules valued its ethanol plant at $72,000,000, securing at
$66,225,571 claim by a lender.

The Official Committee of Unsecured Creditors is represented by
Charles M. Ivey, III, Esq., at Ivey McClellan Gatton & Talcott,
LLP, in Greensboro, North Carolina.


COLONY RESORTS: Incurs $8.9 Million Net Loss in Second Quarter
--------------------------------------------------------------
Colony Resorts LVH Acquisitions, LLC, filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, reporting a net loss of $8.86 million on $50.44 million of
total revenue for the three months ended June 30, 2011, compared
with a net loss of $9.85 million on $53.46 million of total
revenue for the same period during the prior year.

The Company also reported a net loss of $12.18 million on
$108.23 million of total revenue for the six months ended June 30,
2011, compared with a net loss of $11.91 million on
$113.47 million of total revenue for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed
$347.55 million in total assets, $296.17 million in total
liabilities, $61.80 million in redeemable members' equity, and a
$10.42 million members' deficit.

                       Default Under Term Loan

On May 11, 2006, the Company entered into a Loan Agreement with
Goldman Sachs Commercial Mortgage Capital, L.P.  The Term Loan was
for an initial principal amount of $209.2 million and for an
initial term of two years.  The Company has drawn an additional
$40.8 million against the Term Loan, the maximum funding of the
Term Loan.  Covenants under the Term Loan restrict the Company's
future borrowing capacity.  The loan had an original two-year term
and three, one-year extensions.

Interest on the loan was based on LIBOR plus 2.9% with a minimum
LIBOR rate of 1.5%.  Interest incremented to LIBOR plus 3.5% from
July 2009 through May 2010 and increased to LIBOR plus 4.0% from
June 2010 through May 2011.

As of July 29, 2011, the Company is in default on its Term Loan.
Accordingly, the lender is entitled to exercise various rights,
powers and remedies including acceleration of the Loan,
termination or suspension of all or any portion of advances or
disbursement of funds from restricted cash accounts, accrual of
interest at the default rate and the exercise of remedies under
collateral documents.  The Company is currently in discussions
with its lender to negotiate a restructuring of its debt.  If the
Company is not successful in a restructuring agreement or entering
into a transaction to address its liquidity and capital structure,
the note holders have the ability to demand accelerated repayment
of all amounts under the Term Loan.  The Company would not have
the liquidity to meet this demand.

According to the Company, these conditions raise substantial doubt
about its ability to continue as a going concern.

As reported in the TCR on March 29, 2011, Ernst & Young, in Las
Vegas, Nevada, expressed substantial doubt about Colony Resorts
LVH Acquisition's ability to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that the Company has incurred recurring net losses and has a
working capital deficiency.

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

                        http://is.gd/LlqqcY

                       About Colony Resorts

Las Vegas, Nev.-based Colony Resorts LVH Acquisitions, LLC, owns
and operates the Las Vegas Hilton, a casino resort located in Las
Vegas, Nevada.  The Company licenses from HLT Existing Franchise
Holding LLC the right to use the name "Hilton" and is part of
Hilton's reservation system and Hilton's "HHonors Programs(TM)."


COMMUNITY INDEPENDENT: Files for Chapter 7 Liquidation
------------------------------------------------------
Chris Bagley at Triangle Business Journal reports that Community
Independent School in Pittsboro, North Carolina, has filed for
Chapter 7 bankruptcy liquidation, and will not reopen this fall
for classes.

According to the report, the school's July 27 federal bankruptcy
filing lists debts of $500,000 to BB&T bank and $280,000 to a
range of other creditors, as well as assets of $1.1 million.

The Business Journal relates that the Company's bankruptcy
attorney, Stephanie Osborne-Rodgers, said the trustee overseeing
the liquidation has talked with other local educational groups
that could purchase the land and building and reopen it as a
school.

Mr. Osborne-Rodgers said the school had suffered a downturn in
enrollment related to the nation's generally weak economy in
recent years.

"They didn't realize -- until after spring semester -- the gravity
of the situation," the Business Journal quotes Mr. Osborne-Rodgers
as saying.

Community Independent School was founded in 1993 and taught
preschoolers through fifth-graders.


COMMUNITY SHORES: Incurs $522,000 Net Loss in Second Quarter
------------------------------------------------------------
Community Shores Bank Corporation reported a net loss of $522,319
on $2.75 million of total interest income for the three months
ended June 30, 2011, compared with a net loss of $1.19 million on
$3.07 million of total interest income for the same period during
the prior year.

The Company also reported a net loss of $1.25 million on $5.55
million of total interest income for the six months ended June 30,
2011, compared with a net loss of $1.63 million on $6.10 million
of total interest income for the same period during the prior
year.

The Company's balance sheet at June 30, 2011, showed
$223.78 million in total assets, $223.96 million in total
liabilities, and a $185,815 total shareholders' deficit.

Heather D. Brolick, president and chief executive officer of
Community Shores Bank Corporation, commented, "We are pleased with
the quarterly improvement in our Company's performance.  While
still posting a loss, we have made significant progress over the
past 12 months and are consistently trending toward a return to
profitability.  As anticipated, we have seen progressive
improvement in the net interest margin and continue to forecast
further improvement throughout the remainder of the year as higher
priced time deposits mature.  This positively impacted our net
interest income."

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

                       About Community Shores

Muskegon, Mich.-based Community Shores Bank Corporation, organized
in 1998, is a Michigan corporation and a bank holding company.
The Company owns all of the common stock of Community Shores Bank.
The Bank was organized and commenced operations in January 1999 as
a Michigan chartered bank with depository accounts insured by the
FDIC to the extent permitted by law.  The Bank provides a full
range of commercial and consumer banking services primarily in the
communities of Muskegon County and Northern Ottawa County.

As reported by the TCR on April 6, 2011, Crowe Horwath LLP, in
Grand Rapids, Michigan, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant recurring
operating losses, is in default of its note payable collateralized
by the stock of its wholly-owned bank subsidiary, and the
subsidiary bank is undercapitalized and is not in compliance with
revised minimum regulatory capital requirements under a formal
regulatory agreement which has imposed limitations on certain
operations.

The Company reported a net loss of $8.88 million on $6.95 million
of net interest income for 2010, compared with a net loss of
$4.96 million on $6.79 million of net interest income for 2009.

Total non-interest income was $1.57 million for 2010, compared to
$1.97 million for 2009.


COMPOSITE TECH: Wants Until Dec. 6 to Propose Chapter 11 Plan
-------------------------------------------------------------
Composite Technology Corporation, et al., ask the U.S. Bankruptcy
Court for the Central District of California to extend their
exclusive periods to file and solicit acceptances for the proposed
chapter 11 plan until Dec. 6, 2011, and Feb. 6, 2012,
respectively.

The Debtors need additional time to structure and negotiate the
ultimate terms of chapter 11 plans, if such plans is necessary.

                     About Composite Technology

Headquartered in Irvine, California, Composite Technology
Corporation -- http://www.compositetechcorp.com-- develops,
produces, and markets energy efficient and renewable energy
products for the electrical utility industry.  During the fiscal
year ended Sept. 30, 2010, the Company operated with one operating
segment, the cable segment operated as CTC Cable Corporation.  The
CTC Cable segment sells ACCC conductor, a composite core, high
capacity, energy efficient overhead conductor for transmission and
distribution lines, and manufactures and sells ACCC core, the
composite core component of the conductor, along with hardware
connector accessories specifically designed for ACCC applications.
It sells ACCC products directly to customers and through various
distribution agreements both internationally and in North America.
As of Sept. 30, 2010, CTC Cable had over 9,500 kilometers of ACCC
conductor installed.

Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case.  The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011.  The
Debtor estimated assets at $10 million to $50 million and
$1 million to $10 million in debts as of the Chapter 11 filing.

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

The cases are jointly administered, with Composite Technology as
the lead case.  Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel.  The McIntosh Group and
Marsch Fischman & Breyfogle LLP serve as special intellectual
property counsel.  The Debtors' professionals include LKP Global
Law, LLP, as special corporate and securities counsel; Mentor
Group Inc. as their valuation advisor; SingerLewak LLP as
accountants and auditors; and BCC Advisory Services LLC, BCC
Ho1dco LLC's FINRA registered Broker/Dealer, as investment banker.

Robbin L. Itkin, Esq., and Katherine C. Piper, Esq., at Steptoe &
Johnson LLP, serve as counsel to the Official Committee of
Unsecured Creditors.


COMPOSITE TECH: Lease Decision Period Extended Until Sept. 8
------------------------------------------------------------
The U.S. Bankruptcy Court Central District Of California approved
a stipulation extending until Sept. 8, 2011, Composite Technology
Corporation, et al.'s time to assume or reject unexpired real
property lease.

The stipulation was entered between debtor CTC Cable Corporation,
and CNH, LLC.

Pursuant to the stipulation, the deadline by which the Debtor must
assume or reject its interest in that certain standard/industrial/
commercial single-tenant lease, is extended, without prejudice to
the Debtor seeking additional extensions of time; and any
additional extensions may be effected through stipulated orders,
without further notice or hearing.

                     About Composite Technology

Headquartered in Irvine, California, Composite Technology
Corporation -- http://www.compositetechcorp.com-- develops,
produces, and markets energy efficient and renewable energy
products for the electrical utility industry.  During the fiscal
year ended Sept. 30, 2010, the Company operated with one operating
segment, the cable segment operated as CTC Cable Corporation.  The
CTC Cable segment sells ACCC conductor, a composite core, high
capacity, energy efficient overhead conductor for transmission and
distribution lines, and manufactures and sells ACCC core, the
composite core component of the conductor, along with hardware
connector accessories specifically designed for ACCC applications.
It sells ACCC products directly to customers and through various
distribution agreements both internationally and in North America.
As of Sept. 30, 2010, CTC Cable had over 9,500 kilometers of ACCC
conductor installed.

Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case.  The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011.  The
Debtor estimated assets at $10 million to $50 million and
$1 million to $10 million in debts as of the Chapter 11 filing.

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

The cases are jointly administered, with Composite Technology as
the lead case.  Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel.  The McIntosh Group and
Marsch Fischman & Breyfogle LLP serve as special intellectual
property counsel.  The Debtors' professionals include LKP Global
Law, LLP, as special corporate and securities counsel; Mentor
Group Inc. as their valuation advisor; SingerLewak LLP as
accountants and auditors; and BCC Advisory Services LLC, BCC
Ho1dco LLC's FINRA registered Broker/Dealer, as investment banker.

Robbin L. Itkin, Esq., and Katherine C. Piper, Esq., at Steptoe &
Johnson LLP, serve as counsel to the Official Committee of
Unsecured Creditors.


CORUS BANKSHARES: Wants Plan Filing Exclusivity Until Oct. 18
-------------------------------------------------------------
BankruptcyData.com reports that Corus Bankshares filed with the
U.S. Bankruptcy Court a fourth motion to extend the exclusive
period during which the Company can file a Chapter 11 plan and
solicit acceptances thereof through and including Oct. 18, 2011.

BData relates that the motion explains, "Previously, the Debtor
negotiated and solicited votes for a plan of liquidation, but this
plan was rejected by creditors. As a result, the Debtor has worked
diligently to develop, formulate, negotiate and file a plan of
reorganization that has the support of its various constituents,
including the Committee and a majority of unsecured creditors.
Such efforts have resulted in the filing of the Plan, the filing
the Plan Support Agreements, as well as continued negotiation with
the Committee, creditors, and government agencies to address each
of their concerns vis-a-vis the Plan's terms."

The Court scheduled an Aug. 25, 2011 hearing to consider the
motion.

                      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.


COYOTES HOCKEY: New Ownership Bid in the Works
----------------------------------------------
Mike Sunnucks at the Phoenix Business Journal reports that a new
ownership bid is being formulated for the Phoenix Coyotes.

According to the report, the "Roc and Manuch" show reported that
the bid involves a minority owner involved with another National
Hockey League franchise, and there could be a seven-year out
clause that would allow the new owners to sell and/or move the
team out of Arizona if market conditions do not improve.

The official familiar with the Coyotes situation said the unnamed
Canadian group has plenty of cash to make the deal.  That same
source said the group could put up $100 million, with $40 million
to $50 million coming from the city of Glendale via bonds.  The
NHL could give approval to the deal in the coming days, according
to KDUS.

The report notes there is also another unidentified ownership
group talking to Glendale and the NHL about buying the Coyotes,
according to that same source.

                        About Coyotes Hockey

Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes National Hockey League team -- filed for
Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009.  The Debtors are represented by Thomas J. Salerno,
Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate
their assets and liabilities are between $100 million and
$500 million.

In the third quarter of 2009, Judge Redfield T. Baum approved the
sale of the Phoenix Coyotes to the National Hockey League, which
had bought the team to quash a plan by bidder Jim Balsillie's to
move the team to Ontario, Canada.  Coyotes was sent to Chapter 11
to effectuate a sale by owner Jerry Moyes to Mr. Balsillie.


CRYSTAL CATHEDRAL: Committee Threatens With Avoidance Suits
-----------------------------------------------------------
The Los Angeles Times reports that Chapman University and the
Roman Catholic Diocese of Orange appear to be the front-runners to
buy Southern California's bankrupt Crystal Cathedral, but if
church insiders vote to block the sale of the property, creditors
vowed to sue, court documents show.

In that event, the creditors committee will attempt to recover
what it sees as "preferential" payments to church insiders in the
two years leading up to the church's Chapter 11 filing, the
documents said, according to the report.

More than a dozen family members have been employed by the church,
and a U.S. trustee for the bankruptcy court has questioned the job
duties of several insiders, the report relates.

The Diocese of Orange increased its cash offer from $50 million to
$53.6 million and would require the Crystal Cathedral's ministry
to leave the property after three years.   Chapman University has
offered $50 million.

                      About Crystal Cathedral

Crystal Cathedral Ministries is a Southern California-based
megachurch founded by television evangelist Robert Schuller.  The
church, known for its television show "The Hour of Power."

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.

The church proposed a plan where the campus would be sold to
Greenlaw Partners LLC and leased back in a $46 million
transaction.  But the proposed sale received counter offers from
Chapman University and the Roman Catholic Diocese of Orange.
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 Creditors Committee filed its own sale-based plan for the
Debtor after exclusivity expired.


DESERT OASIS: Seeks to Tap FamCo Advisory as Expert Witness
-----------------------------------------------------------
Desert Oasis Apartments, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Nevada to employ FamCo
Advisory Services as an expert witness pursuant to Sections
327(a), 328(a), and 1107 of the Bankruptcy Code, and Rule 2014 of
the Federal Rules of Bankruptcy Procedure, nunc pro tunc to
July 11, 2011.

The Debtor relates that FamCo Advisory has extensive expertise
with financial restructuring and renegotiation of debts, with
corporate turnarounds and crisis management, with debtor-in-
possession or creditor committee advice, and with distressed
investments and their proper valuation.

According to the retention letter reflecting its agreement with
the Debtor, FamCo Advisory will provide these services for an
initial sum of $15,000, which will be advanced to FamCo as a
retainer upon approval of this employment application:

     * Reading material as delivered by the Debtor to FamCo,
       performing research or surveys as to current market
       conditions, and forming an opinion as to the appropriate
       rate of interest for Desert Oasis Apartments, LLC's Plan
       of Reorganization, dated June 24, 2011;

     * Writing a report for the Court regarding 1129 issues,
       including an "appropriate rate of interest" for the Plan's
       cramdown;

     * Traveling to Las Vegas for the purpose of having a
       deposition taken that will not exceed the course of a
       single day; and

     * Traveling to Las Vegas and giving testimony in federal
       court at the Plan confirmation hearing for the Debtor.

The standard hourly fee of Kenneth Funsten, the president and
portfolio manager of FamCo Advisory's parent, Funsten Asset
Management Co., is $375 for travel and $525 for time spent in
court or in direct preparation by the Debtor's attorney for a
testimony.  Both rates are billable in 15-minute increments.
FamCo Advisory will exhaust the retainer before seeking cash
payments from the Debtor.

FamCo Advisory will also be reimbursed on actual out-of-pocket
expenses.

Based on the declaration of Mr. Funsten, FamCo Advisory is
disinterested within the meaning of Section 101(14) of the
Bankruptcy Code and does not hold or represent any interest
adverse to the Debtor or its Chapter 11 estate, its creditors, or
any other party with an actual or potential conflict in this case.

                  About Desert Oasis Apartments

Desert Oasis Apartments LLC owns a garden-style apartment complex
situated across the boulevard from the Mandalay Bay Resort.  The
apartment complex is valued at least $6,500,000.

Secured creditor Wells Fargo set a trustee's sale on the apartment
complex for May 11, 2011, but Desert Oasis sought bankruptcy
protection (Bankr. D. Nev. Case No. 11-17208) the day before the
sale.  Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law
Firm, serves as the Debtor's bankruptcy counsel.  The Company
disclosed $18,067,242 in assets and $20,291,316 in liabilities as
of the Chapter 11 filing.


DLH MASTER: To Hire Clouse Dunn as Labor & Employment Counsel
-------------------------------------------------------------
DLH Master Land Holding LLC seeks permission from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Clouse Dunn LLP as special counsel effective as of June 17, 2011.

Upon retention, the firm, will, among other things:

   a. provide the Debtors with counsel, advice and expertise
      related to the Debtors' labor and employment matters,
      specifically including, but not limited to, the review and
      analysis of Mr. McAuliffe's employment contract with
      DLH and/or ACP; and

   b. participate in conference calls with the Debtors and their
      counsel and other retained professionals.

The firm's rates are:

   Personnel                    Rates
   ---------                    -----
   Partners                 $345 to $445
   Associates                   $285
   Law Clerks/Paralegals    $140 to $180

To the best of the Debtors' knowledge, Clouse Dunn is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

                        About Allen Capital

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

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

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

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

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

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

An Official Committee of Unsecured Creditors has been appointed.


DSI HOLDINGS: Taps WTAS as Tax and Restructuring Advisor
--------------------------------------------------------
DSI Holdings Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware for permission to employ WTAS LLC as tax and
restructuring advisor.

The Debtors have employed WTAS to provide tax advisory services
since June 2006, and tax preparation services since February 2009.

The Debtors and WTAS entered into that certain engagement letter,
effective as of Dec. 21, 2010, regarding corporate debt
restructuring tax services.

Consistent with the engagement letter, WTAS will, among other
things:

   a. prepare income tax provision for financial statement audit
   in accordance with ASC 740, including footnote disclosures and
   calculations for uncertain tax provisions; and

   b. prepare all required federal, state, and local corporate
   income tax returns; and respond to taxing authority notices.

Pursuant to the engagement letter, the Debtors have agreed to pay
the firm:

   -- a fixed fee for tax return preparation services in the range
   of $150,000 - $165,000.

   -- fees for tax return preparation services based on this
   schedule:

         Date Due                Amount
         --------                ------
         April 15, 2011          $40,000
         July 15, 2011           $40,000
         Sept. 15, 2011          $40,000
         Upon completion of      Remainder plus
         the returns             out-of-pocket expenses

   -- discounted hourly rates for corporate debt restructuring tax
   services:

         Managing Director                 $497
         Director                          $441
         Experienced Manager               $441
         Senior Associate                  $292
         Associate                         $204

   -- discounted hourly rates for other tax consulting services:

   Professional               Normal Rate          Discounted Rate
   ------------               -----------          ---------------
   Managing Director             $710                  60%
   Director                      $630                  70%
   Manager                    $490 - $590              75%
   Senior Associate           $320 - $365              80%
   Associate                  $220 - $255              80%

In the 90 days prior to the Petition Date, WTAS received $681,413
in fees and $5,393 for reimbursement of expenses.

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

The Debtors set an Aug. 18 hearing on the requested employment of
WTAS LLC.

                       About Deb Shops

Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia.  Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com.  It was bought out by the New
York investment firm Lee Equity Partners in October 2007.

DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363.  As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.

Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel.  Rothschild Inc. serves as the
Debtors' investment banker and financial advisors.  Kurtzman
Carson Consultants, LLC, serves as claims agent.  Sitrick &
Company serves as public relations consultants.

Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders.  Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders.  Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.

Roberta A. Deangelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors.  Otterbourg Steindler Houston & Rosen serves
as lead counsel to the Committee.


DSI HOLDINGS: Wants to Hire DJM Realty as Real Estate Consultants
-----------------------------------------------------------------
DSI Holdings Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware for permission to employ DJM Realty Services,
LLC as real estate consultants.

The Debtors and DJM have entered into a services agreement
effective as of Aug. 1, 2011.

DJM will, among other things:

   -- negotiate the modification of certain leases, as directed by
   the Debtors, obtain rent reductions of other advantageous
   modifications; and

   -- negotiate waivers or reductions of prepetition cure amounts,
   as may be directed by the Debtors, with respect to assumed
   leases; and report periodically to the Debtors regarding the
   status of negotiations.

The Debtors will compensate DJM pursuant to this fee structure:

   a. Lease Modification:

   1. Monetary Modifications: In connection with any renegotiation
   of the monetary terms of any lease, including, but not limited
   to rent reductions, elimination of percentage rent payments,
   reductions in term, and reductions or limitations on extra
   charges, the Debtors will pay DJM an amount equal to 2.75% of
   occupancy costs savings.

   2. Non-monetary Modifications: in connection with any
   renegotiation of the non-monetary terms of any lease, including
   but not limited to adding a co-tenancy clause, adding a
   unilateral right to early termination for the Debtors, and the
   elimination of a continuous operation provision, the Debtors
   will pay DJM $500 per lease; provided, however that the Debtors
   have not paid DJM a fee in connection with the Monetary
   Modifications for the same lease.

   b. Dispositions: For each closing of a transaction in which amy
   lease is sold, assigned, or otherwise transferred to a third
   party (including lease termination transactions with landlords
   in which the landlord pays the Debtors for the termination and
   agrees to waive claims in consideration for such termination,
   the sale of so-called designation rights and sales to
   purchasers of substantially all the equity or assets of the
   Debtors, as evidenced by a firm, written agreement between the
   applicable parties, the Debtors will pay DJM an amount equal to
   2.75% of the gross proceeds of such disposition.

   c. Reduction in Bankruptcy Claims: For any lease assumed by the
   Debtors, if the landlord agrees to waive its cure claim, the
   Debtors will pay DJM an amount equal to 2.75% of the reduction
   or waiver.

   d. Extension of time to assume or reject leases: the Debtors
   will pay DJM $200 for each Debtor-directed and landlord-
   executed extension agreement.

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

The Debtors set an Aug. 18 hearing on the requested employment of
DJM .

                          About Deb Shops

Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia.  Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com.  It was bought out by the New
York investment firm Lee Equity Partners in October 2007.

DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363.  As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.

Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel.  Rothschild Inc. serves as the
Debtors' investment banker and financial advisors.  Kurtzman
Carson Consultants, LLC, serves as claims agent.  Sitrick &
Company serves as public relations consultants.

Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders.  Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders.  Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.

Roberta A. Deangelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors.  Otterbourg Steindler Houston & Rosen serves
as lead counsel to the Committee.


DSI HOLDINGS: Senior Lenders-Led Auction on Aug. 31
---------------------------------------------------
The Honorable Kevin J. Carey has approved the bid procedures and
the expense reimbursement as provided in the Asset Purchase
Agreement, dated June 24, 2011, among DSI Holdings, Inc., et al.
and Ableco Finance LLC, as agent on behalf of Lenders under a
certain Loan Agreement.

The Expense Reimbursement, to the extent payable under the Asset
Purchase Agreement, will be deemed an actual and necessary cost
and expense of preserving the Debtors' estates, among other
things.  It is a material inducement for, and condition of, the
Stalking Horse Bidder's entry into the Stalking Horse Bid.

Any objections filed in response to the motion, to the extent not
resolved, are overruled.

A full-text copy of the Asset Purchase Agreement is available at
no charge at:

  http://bankrupt.com/misc/DSIHoldingsTCR_AblecoAPA062411.pdf

The purchase price in modified purchase agreements must provide
for (i) assumption of the Assumed Liabilities; (ii) replacement of
the outstanding letters; and (iii) payment in cash at closing in
an initial minimum amount equal to the sum of (1) no less than
$77,000,000, plus (2) the Debtors' outstanding obligations under
the DIP Credit Agreement as of the closing of the Modified
Agreement, plus (3) the wind-down costs of the Debtors to the
extent and in the amounts expressly specified in the Asset
Purchase Agreement, plus (4) the Expense Reimbursement.

To be deemed a Qualified Bidder, any prospective bidder wishing to
participate in the bidding process for the Assets must, no later
than 5:00 p.m. on August 24, 2011, (i) submit to the Debtors, the
Official Committee of Unsecured Creditors, and Ableco Finance LLC
an irrevocable offer without financing or due diligence
contingencies at a price that conforms with the conditions for a
Modified Agreement; (ii) agree to the guidelines for modified
purchase price in Modified Agreements; and (iii) make a good-faith
cash deposit in an amount not less than 10% of the Purchase Price
of $77,000,000 into an interest-bearing escrow account that will
be opened by the Debtors for this purpose.  The Stalking Horse
Bidder will not be required to make a Bid Deposit.  If a Potential
Bidder's bid is not designated as a Qualified Bid, or if the bid
is not approved as the Winning Bid or the Back-up Bid at the sale
hearing, the Bid Deposit of that bidder, plus accrued interest, if
any, will be returned to the bidder after the Sale Hearing.

The Prospective Bidder must also provide written evidence
reasonably satisfactory to the Debtors, Ableco Finance, and the
Creditors' Committee of its financial ability to fully and timely
perform all obligations under the Modified Agreement and to
provide adequate assurance of future performance under all
contracts and leases to be assigned to it.  The Prospective Bidder
is also required to disclose any connections or agreements with
the Debtors, the Stalking Horse Bidder, any other known Potential
or Qualified Bidder, and any officer, director, or direct or
indirect equity security holder of the Debtor.

If the Debtors receive at least one Qualified Bid from a Qualified
Bidder other than the Stalking Horse Bidder before the deadline,
an auction will be held on Aug. 31, 2011, to consider all
Qualified Bids.  At the Auction, the Debtors will identify the bid
that they have determined to be the highest and will permit the
Stalking Horse Bidder and other Qualified Bidders to submit higher
or better bids.  Each subsequent bid must be in increments of at
least $500,000.

If the Debtors do not receive Qualified Bids from a Qualified
Bidder other than the Stalking Horse Bidder, then no auction will
be held, and the Court will proceed to solely consider the
approval of the Sale Transaction to the Stalking Horse Bidder at
the sale hearing.

The Court will hold a hearing to consider the approval of the Sale
Transaction, approve the Winning Bidder, approve the Back-Up
Bidder, if necessary, and confirm the results of the Auction, if
applicable, on September 13, 2011, at 2:00 p.m., Eastern Daylight
Time.

Objections to the Sale Transaction are due on or before August 26,
2011, at 4:00 p.m.

                         About Deb Shops

Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia.  Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com.  It was bought out by the New
York investment firm Lee Equity Partners in October 2007.

DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363.  As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.

Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel.  Rothschild Inc. serves as the
Debtors' investment banker and financial advisors.  Kurtzman
Carson Consultants, LLC, serves as claims agent.  Sitrick &
Company serves as public relations consultants.

Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders.  Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders.  Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.


DUKE AND KING: Has Until Sept. 30 to Decide on Two Store Leases
---------------------------------------------------------------
In a recently filed order, Judge Dennis D. O'Brien extended to
Sept. 30, 2011, the time of the Debtors Duke and King Acquisition
Corp., Duke and King Missouri, LLC, Duke and King Missouri
Holdings, Inc., Duke and King Real Estate, LLC, and DK Florida
Holdings, Inc., to assume or reject lease agreements with (i)
First Sunrise, LLC for the property located at 1411 Range Line in
Joplin, Missouri -- Store No. 1558 -- and (ii) Wood Family Limited
Partnership for the property located at 315 N. Massey Blvd., in
Nixa, Missouri -- Store No. 12413.

                        About Duke and King

Burnsville, Minnesota-based Duke and King Acquisition Corp., dba
Burger King, was formed in November 2006, to acquire 88 Burger
King franchise restaurants from the Nath Companies.  Duke and
King, together with affiliates, filed for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Lead Case No. 10-38652) on Dec. 4,
2010.  Duke and King estimated its assets and debts at $10 million
to $50 million.

Clinton E. Cutler, Esq., and Douglas W. Kassebaum, Esq., at
Fredrikson & Byron, P.A., serve as the Debtors' bankruptcy
counsel.  Mastodon Ventures, Inc. acts as the Debtors' investment
banker.  Maslon Edelman Borman & Brand, LLP serves as local
counsel and Aaron L. Hammer, Esq., and Richard S. Lauter, Esq., at
Freeborn & Peters LLP, in Chicago, is the bankruptcy counsel to
the Official Committee of Unsecured Creditors.  Mesirow Financial
Consulting, LLC, serves as financial advisors of the Committee.


ECOSPHERE TECHNOLOGIES: Incurs $1.5 Million Net Loss in Q2
----------------------------------------------------------
Ecosphere Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $1.54 million on $2.36 million of revenue for the
three months ended June 30, 2011, compared with net income of
$4.83 million on $2.13 million of revenue for the same period
during the prior year.

The Company also reported a net loss of $5.29 million on
$4.59 million of revenue for the six months ended June 30, 2011,
compared with a net loss of $18.20 million on $4.24 million of
revenue for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed
$13.02 million in total assets, $11.16 million in total
liabilities, $1.14 million in redeemable convertible cumulative
preferred stock series A, $2.78 million in redeemable convertible
cumulative preferred stock series B, and a $2.07 million total
stockholders' deficit.

In March 2011, the Company entered into an Exclusive Product
Purchase and Sub-License Agreement with Hydrozonix LLC to deploy
its patented Ecosphere Ozonix technology in the U.S. onshore oil
and gas exploration and production industries on-shore only.

Although, the Company has not attained a level of revenues
sufficient to support recurring expenses, based on the anticipated
cash flow, revenues and profits from the Hydrozonix contract, the
Company expects to have the resources to settle all previously
incurred obligations.  According to the Company, these factors,
among others, have considerably reduced the substantial doubt
about its ability to continue as a going concern expressed in
previous filings, albeit that some doubt will remain pending the
acceptance of and payment by Hydrozonix for the first two EF80s
currently in production.  It is anticipated that such acceptance
and payment of final amounts due will occur in September 2011
after the units are tested in the field.

As reported in the TCR on Mar 22, 2011, Salberg & Company, P.A.,
in Boca Raton, Fla., expressed substantial doubt about Ecosphere
Technologies' ability to continue as a going concern, following
the Company's 2010 results.  The independent auditors noted that
the Company has a net loss applicable to Ecosphere Technologies,
Inc. common stock of $22,237,207, and net cash used in
operations of $1,267,206 for the year ended Dec. 31, 2010, and a
working capital deficit, a stockholders' deficit and an
accumulated deficit of $5,459,051, $1,780,735 and $110,025,222,
respectively, at Dec. 31, 2010.  In addition, the Company has
redeemable convertible cumulative preferred stock that is eligible
for redemption at a redemption amount of $3,877,796 including
accrued dividends as of Dec. 31, 2010.

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

                        http://is.gd/XsOgBU

                    About Ecosphere Technologies

Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH)
-- http://www.ecospheretech.com/-- is a diversified water
engineering, technology licensing and environmental services
company that designs, develops and manufactures wastewater
treatment solutions for industrial markets.  Ecosphere, through
its majority-owned subsidiary Ecosphere Energy Services, LLC
("EES"), provides energy exploration companies with an onsite,
chemical free method to kill bacteria and reduce scaling during
fracturing and flowback operations.


EMISPHERE TECHNOLOGIES: Reports $1.8-Mil. 2nd Quarter Net Income
----------------------------------------------------------------
Emisphere Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting
net income of $1.84 million on $0 of net sales for the three
months ended June 30, 2011, compared with a net loss of
$31.57 million on $39,000 of net sales for the same period during
the prior year.

The Company also reported net income of $12.84 million on $0 of
net sales for the six months ended June 30, 2011, compared with a
net loss of $48.83 million on $51,000 of net sales for the same
period a year ago.

The Company's balance sheet at June 30, 2011, showed $3.23 million
in total assets, $72.19 million in total liabilities and a $68.95
million total stockholders' deficit.

Cash and cash equivalents held as of June 30, 2011, were $1.3
million, compared to $5.3 million at Dec. 31, 2010.

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

                       http://is.gd/nqlfxL

                   About Emisphere Technologies

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

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

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

As reported by the TCR on April 5, 2011, PricewaterhouseCoopers
LLP, in New York, noted that the Company has experienced recurring
operating losses, has limited capital resources and has
significant future commitments that raise substantial doubt about
its ability to continue as a going concern.


FHG ENTERPRISES: Meeting to Form Retiree Committee on August 17
---------------------------------------------------------------
Roberta DeAngelis, United States Trustee for Region 3, will hold
an organizational meeting on August 17, 2011, at 1:00 p.m. in the
bankruptcy case of FHG Enterprises, Inc.  The meeting will be held
at:

   United States Trustee's Office
   One Newark Center
   1085 Raymond Blvd.
   21st Floor, Room 2106
   Newark, NJ 07102

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

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

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

FHG Enterprises, Inc. filed a Chapter 11 petition (Bankr. D. N.J.
Case No. 11-33256) on Aug. 3, 2011 in Camden, New Jersey.  Brian
W. Hofmeister, Esq., at Teich Groh, in Trenton, serves as counsel
to the Debtor.  The Debtor disclosed $339,497 in assets and $11
million in liabilities as of the Chapter 11 filing.


FIRST NATIONAL BANK: Closed; Enterprise B & T Assumes All Deposits
------------------------------------------------------------------
First National Bank of Olathe in Olathe, Kan., was closed on
Friday, Aug. 12, 2011, by the Office of the Comptroller of the
Currency, which appointed the Federal Deposit Insurance
Corporation as receiver.  To protect the depositors, the FDIC
entered into a purchase and assumption agreement with Enterprise
Bank & Trust of Clayton, Mo., to assume all of the deposits of
First National Bank of Olathe.

The six branches of First National Bank of Olathe will reopen
during normal banking hours as branches of Enterprise Bank &
Trust.  Depositors of First National Bank of Olathe will
automatically become depositors of Enterprise Bank & Trust.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship in order
to retain their deposit insurance coverage up to applicable
limits.  Customers of First National Bank of Olathe should
continue to use their existing branch until they receive notice
from Enterprise Bank & Trust that it has completed systems changes
to allow other Enterprise Bank & Trust branches to process their
accounts as well.

As of June 30, 2011, First National Bank of Olathe had around
$538.1 million in total assets and $524.3 million in total
deposits.  Enterprise Bank & Trust will pay the FDIC a premium of
1.5% to assume all of the deposits of First National Bank of
Olathe.  In addition to assuming all of the deposits of the failed
bank, Enterprise Bank & Trust agreed to purchase essentially all
of the assets.

The FDIC and Enterprise Bank & Trust entered into a loss-share
transaction on $419.6 million of First National Bank of Olathe's
assets.  Enterprise Bank & Trust will share in the losses on the
asset pools covered under the loss-share agreement.  The loss-
share transaction is projected to maximize returns on the assets
covered by keeping them in the private sector.  The transaction
also is expected to minimize disruptions for loan customers.  For
more information on loss share, please visit:

http://www.fdic.gov/bank/individual/failed/lossshare/index.html.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-913-3067.  Interested parties also can
visit the FDIC's Web site at

http://www.fdic.gov/bank/individual/failed/fnbo.html.

The FDIC estimates that the cost to the Deposit Insurance Fund
will be $116.6 million.  Compared to other alternatives,
Enterprise Bank & Trust's acquisition was the least costly
resolution for the FDIC's DIF.  First National Bank of Olathe is
the 64th FDIC-insured institution to fail in the nation this year,
and the first in Kansas.  The last FDIC-insured institution closed
in the state was Hillcrest Bank, Overland Park, on October 22,
2010


FNB UNITED: Incurs $48.9 Million Net Loss in Second Quarter
-----------------------------------------------------------
FNB United Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $48.97 million on $15.19 million of total interest income for
the three months ended June 30, 2011, compared with a net loss of
$24.92 million on $21.65 million of total interest income for the
same period a year ago.

The Company also reported a net loss of $92.68 million on $30.66
million of total interest income for the six months ended June 30,
2011, compared with a net loss of $28.50 million on $45.09 million
of total interest income for the same period during the prior
year.

The Company's balance sheet at June 30, 2011, showed $1.72 billion
in total assets, $1.83 billion in total liabilities and a $113.71
million total shareholders' deficit.

                        Bankruptcy Warning

On April 26, 2011, FNB United entered into investment agreements
with The Carlyle Group and Oak Hill Capital Partners to
recapitalize the Company, as well as a merger agreement with Bank
of Granite Corporation.  On June 16 and Aug. 4, 2011, the Company
entered into subscription agreements with various accredited
investors for the purchase and sale of its common stock.
Together, the investment agreements with Carlyle and Oak Hill
Capital and the subscription agreements contemplate the issuance
of $310 million of common stock of the Company at $0.16 per share.

Completion of the recapitalization, including the sale of common
stock to The Carlyle Group and Oak Hill Capital Partners and the
other investors, is subject to various conditions, certain of
which are outside of the Company's control and may not be
satisfied.  The closing conditions to the recapitalization include
receipt of requisite regulatory approvals and other customary
closing conditions.  No assurance can be given that all conditions
will be satisfied timely or at all.  The Company said if it fails
to consummate the recapitalization, it is expected it will not be
able to continue as a going concern, it may file for bankruptcy
and the Bank may be placed into FDIC receivership.  The equity
financing transaction, if completed, will result in substantial
dilution to the Company's current shareholders and could adversely
affect the market price of the Company's common stock.

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

                        http://is.gd/28Eoyz

                         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 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.


GALP WATERS: Hires Matthew Hoffman as Bankruptcy Counsel
--------------------------------------------------------
GALP Waters Limited Partnership seeks authority from the
Bankruptcy Court to employ Matthew Hoffman, Attorney at Law, as
its bankruptcy counsel.  Mr. Hoffman charges $300 an hour for his
services.  His associate, James Lee, charges $150 an hour.  The
Debtor has paid the Offices of Matthew Hoffman, P.C., $10,589 on
Aug. 1 for the Chapter 11 filing fee and the retainer.  Mr.
Hoffman, Esq., attests that he is a "disinterested person" as that
term is defined in Sec. 101(14) of the Bankruptcy Code.

Houston, Texas-based GALP Waters Limited Partnership, aka
Gallery at Champions Apartments, filed for Chapter 11 bankruptcy
(Bankr. S.D. Tex. Case No. 11-36743) on Aug. 2, 2011.  Affiliate
GALP Highcross Limited Partnership filed a separate petition (Case
No. 11-36741) on the same day.  The cases are jointly administered
before Judge Karen K. Brown.  The bankruptcy counsel may be
reached at:

         Matthew Hoffman, Esq.
         LAW OFFICES OF MATTHEW HOFFMAN, P.C.
         2777 Allen Parkway, Suite 1000
         Houston, TX 77019
         Tel: 713-654-9990
         Fax: 713-654-0038
         E-mail: mhecf@aol.com

GALP Waters estimated $10 million to $50 million in assets and
debts.  The petitions were signed by Gary M. Gray, president of
Waters-1 GP, Inc., general partner of Waters GP, L.P., general
partner.


GAMETECH INT'L: Securities May Be Delisted from Nasdaq
------------------------------------------------------
GameTech International, Inc., received a notification from The
Nasdaq Stock Market on Aug. 3, 2010, stating that the Company was
not in compliance with the minimum bid price requirement for
continued listing set forth in Nasdaq Listing Rule 5450(a)(1).
The Company was provided 180 calendar days, or until Jan. 31,
2011, to regain compliance with the minimum bid price requirement
by meeting the minimum closing bid price of $1.00 per share for
ten consecutive business days during the 180-day grace period.

The bid price of the Company's common stock did not close at or
above $1.00 per share for ten consecutive trading days within the
initial 180-day grace period.  To avoid delisting, the Company, at
the recommendation of Nasdaq, filed an application to transfer the
listing of its common stock from the Nasdaq Global Market to the
Nasdaq Capital Market, which was approved by Nasdaq on Jan. 28,
2011.  In connection with the transfer to the Nasdaq Capital
Market, on Feb. 1, 2011, Nasdaq notified the Company that it had
granted the Company an additional 180 calendar days, or until
Aug. 1, 2011, to regain compliance with Nasdaq Listing Rule
5550(a)(2), which requires companies listed on the Nasdaq Capital
Market to maintain a minimum bid price of $1.00 per share.

The Company did not regain compliance with the Minimum Bid
Requirement by Aug. 1, 2011.   As a result, on Aug. 2, 2011, the
Company received a Staff determination letter from Nasdaq stating,
among other things, that the Nasdaq Staff determined that the
Company failed to demonstrate compliance with Minimum Bid
Requirement for continued listing on the Nasdaq Capital Market
and, therefore, the Company's securities will be suspended at the
opening of business on Aug. 11, 2011, and a Form 25-NSE will be
filed with the Securities and Exchange Commission to remove the
Company's securities from listing and registration on Nasdaq.

The Company may appeal the Staff Determination to the Nasdaq
Hearings Panel, by filing a request for a hearing before the Panel
on or before Aug. 9, 2011, in accordance with the 5800 Series of
the Nasdaq Listing Rules.  A timely request for a hearing would
stay the suspension of the Company's securities and the filing of
the Form 25-NSE pending the decision of the Panel.  If the Company
chooses to appeal the Staff Determination, the Company will be
expected to provide the Panel with a plan to regain compliance,
which may include a commitment to effect a reverse stock split, if
necessary.

The Company said it is considering appealing the Staff
Determination.  In the event that the Company files a request for
a hearing with the Panel to appeal the Staff Determination, there
can be no assurance that the Company will be successful in its
appeal or that its securities will remain listed on Nasdaq or will
be listed on another exchange or traded in another market.

In the event the Company's common stock is delisted from Nasdaq,
the Company intends to work with its market makers as necessary to
obtain quotation on the OTC Bulletin Board market.

                   About GameTech International

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

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

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

The Company's balance sheet at May 1, 2011, showed $40.19 million
in total assets, $32.33 million in total liabilities and $7.86
million in total stockholders' equity.


GELT PROPERTIES: Sec. 341 Meeting of Creditors Set on Sept. 14
--------------------------------------------------------------
Gelt Properties, LLC will hold its creditor's meeting on Sept. 14,
2011 at 1:00 p.m.  The creditor's meeting will be held at:

   833 Chestnut Street,
   Suite 501,
   Philadelphia, PA.

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.


GENERAL MARITIME: Stockholders OK 2011 Stock Incentive Plan
-----------------------------------------------------------
General Maritime Corporation held a special meeting of
shareholders on Aug. 9, 2011.  At the meeting, the shareholders of
the Company approved:

    (i) (a) any adjustments to the number of shares of Common
        Stock or type or form of securities into which the
        detachable warrants issued by the Company on May 6, 2011,
        to OCM Marine Investments CTB, Ltd., an affiliate of
        Oaktree Capital Management, L.P., for the purchase of
        23,091,811 shares of Common Stock, representing
        approximately 19.9% of the outstanding Common Stock at
        an exercise price of $0.01 per share, are exercisable
        pursuant to the Warrants, (b) the issuance from time to
        time of additional Warrants pursuant to the terms of
        the Warrants, in each case, pursuant to the terms of
        the Warrants, and (c) the issuance by the Company from
        time to time of shares of capital stock of the Company
        or securities convertible into, or exchangeable or
        exercisable for, capital stock of the Company pursuant
        to the preemptive rights granted to the Oaktree Lender
        and certain of its affiliates pursuant to the
        Investment Agreement, dated as of March 29, 2011, as
        amended by Amendment No. 1 to Investment Agreement,
        dated as of May 6, 2011, between the Company and the
        Oaktree Lender; and

   (ii) the General Maritime Corporation 2011 Stock Incentive
        Plan.

                     About General Maritime Corp.

Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products.  The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels.  The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products.  The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.

The Company reported a net loss of $216.66 million on
$387.16 million of voyage revenue for the year ended Dec. 31,
2010, compared with a net loss of $11.99 million on
$350.52 million of voyage revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.78 billion
in total assets, $1.46 billion in total liabilities and $339.32
million in shareholders' equity.

Deloitte & Touche LLP, in New York, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditor noted that the Company requires additional
financing in order to meet its debt obligations that will come due
over the next year.  In addition, the Company has current losses
from operations, a working capital deficit and the expectation
that certain of its loan covenants will not be achieved during
2011 without additional capital being raised, debt being
refinanced or covenants waived or amended.

                          *     *     *

Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications.  At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.

"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja.  "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter.  If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding.  General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011.  Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."

In the Dec. 22, 2010 edition of the TCR, Moody's Investors Service
lowered its ratings of General Maritime Corporation: Corporate
Family to B3 from B1, Probability of Default to Caa1 from B2 and
senior unsecured to Caa2 from Caa1.  Moody's also downgraded the
Speculative Grade Liquidity rating to SGL-4 from SGL-3.  The
outlook is negative.  The downgrade of the ratings reflects
GenMar's tightening liquidity position as a result of ongoing weak
tanker freight rates and upcoming debt maturities.  These
maturities include the recently arranged $22.8 million bridge loan
due Oct. 21, 2011 ("Bridge Loan"), and two $50 million
repayments (one each on April 26, 2011 and Oct. 26, 2011) that
are due on the company's $750 million revolving credit facility
that was almost fully drawn at Sept. 30, 2010.


GLC LIMITED: Donnan Settles Legal Dispute for $5.5 Million
----------------------------------------------------------
Greg Bluestein at the Associated Press reports that Jim Donnan has
settled a legal dispute with GLC Limited, a bankrupt liquidation
company that accused him of recruiting other high-profile coaches
to invest in a Ponzi scheme, according to federal court documents.

The AP relates that Mr. Donnan and his wife agreed to transfer
about $5.5 million in cash, stocks and other assets to GLC to
settle claims he profited by convincing investors to pump money
into the company.

Mr. Donnan has not been charged with any criminal wrongdoing and
defense attorney Ed Tolley said his client was "absolutely not
involved in a Ponzi scheme," the AP states.

The AP notes that the settlement was filed on August 9 in U.S.
District Bankruptcy Court and must be approved by a federal judge.
It would end months of litigation between the Donnans and GLC,
which claimed the ex-coach invested more than $5.4 million in the
firm and that his family ultimately made more than $14.5 million,
the AP adds.

                        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.


GLOBAL CROSSING: Plan of Amalgamation with Level 3 Approved
-----------------------------------------------------------
Global Crossing Limited held a Special Meeting of Shareholders on
Aug. 4, 2011.  The Stockholders approved:

   (1) the adoption of the Agreement and Plan of Amalgamation,
       dated April 10, 2011, by and among Level 3 Communications,
       Inc., Apollo Amalgamation Sub, Ltd., and Global Crossing,
       including the Bermuda Amalgamation Agreement;

   (2) the adjournment of the Global Crossing special meeting, if
       necessary, to solicit additional proxies if there are not
       sufficient votes to approve proposal no. 1;

   (3) on an advisory (non-binding) basis, the compensation that
       may be paid or become payable to Global Crossing's named
       executive officers in connection with the amalgamation, and
       the agreements and understandings pursuant to which such
       compensation may be paid or become payable:

                       About Global Crossing

Based in Hamilton, Bermuda, Global Crossing Limited (NASDAQ: GLBC)
-- http://www.globalcrossing.com/-- is a global IP, Ethernet,
data center and video solutions provider with the world's first
integrated global IP-based network.

Global Crossing Limited reported a consolidated net loss of
$172 million on $2.609 billion of consolidated revenue for the
twelve months ended Dec. 31, 2010, compared with a net loss of
$141 million on $2.159 billion of revenue during the prior year.

The Company's balance sheet at June 30, 2011, showed $2.28 billion
in total assets, $2.83 billion in total liabilities and a $548
million total shareholders' deficit.

                          *     *     *

As reported by the Troubled Company Reporter on March 31, 2010,
Standard & Poor's Ratings Services raised all its ratings on
Global Crossing, including the corporate credit rating to 'B' from
'B-'.  The outlook is stable.  S&P assigned its 'CCC+' issue-level
rating and '6' recovery rating to Global Crossing's proposed $150
million of senior unsecured notes due 2019.  The '6' recovery
rating indicates S&P's expectation for negligible (0%-10%)
recovery in the event of a payment default.


GMX RESOURCES: Files Form 10-Q; Incurs $11.8-Mil. Net Loss in Q2
----------------------------------------------------------------
GMX Resources Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $11.80 million on $32.85 million of oil and gas sales for the
three months ended June 30, 2011, compared with a net loss of
$1.20 million on $23.21 million of oil and gas sales for the same
period a year ago.

The Company also reported a net loss of $63.62 million on $62.23
million of oil and gas sales for the six months ended June 30,
2011, compared with net income of $4.08 million on $44.51 million
of oil and gas sales for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $634.09
million in total assets, $422.26 million in total liabilities and
$211.83 million in total equity.

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

                        http://is.gd/2CiWK0

                        About GMX Resources

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

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

                           *     *     *

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

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


GRAY TELEVISION: CFO Corrects First Lien Leverage Ratio
-------------------------------------------------------
James C. Ryan, Gray Television, Inc.'s chief financial officer and
senior vice president, said in a regulatory filing with the
Securities and Exchange Commission that during the Company's
earnings conference call, held on Monday Aug. 8, 2011, he
inadvertently indicated that Gray's first lien leverage ratio
under the Company's senior credit facility as of June 30, 2011,
was 7.14 times.  In fact, Mr. Ryan noted, and consistent with
other remarks on the earnings conference call and Gray's other
public disclosures, the first lien leverage ratio was 4.17 times.
The first lien leverage ratio covenant requirement under Gray's
senior credit facility as of June 30, 2011, is 6.75 times.
Therefore, and consistent with other existing disclosure, as of
June 30, 2011, the Company was in compliance with all covenants
required under its debt obligations.

                      About Gray Television

Formerly known as Gray Communications System, Atlanta, Georgia-
based Gray Television, Inc., is a television broadcast company.
Gray currently operates 36 television stations serving 30 markets.
Each of the stations are affiliated with either CBS (17 stations),
NBC (10 stations), ABC (8 stations) or FOX (1 station).  In
addition, Gray currently operates 38 digital second channels
including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal
Sports Network affiliates plus 8 local news/weather channels and 1
"independent" channel in certain of its existing markets.

The Company's balance sheet at March 31, 2011, showed
$1.23 billion in total assets, $1.07 billion in total liabilities,
$37.30 million in preferred stock and $124.58 million in total
stockholders' equity.

                           *     *     *

Gray Television carries 'B-' issuer credit ratings, with stable
outlook, from Standard & Poor's and 'Caa1' corporate family rating
and probability of default rating, with stable outlook, from
Moody's.

"Moody's views the company's current level of financial leverage,
as exacerbated by a concentrated maturity profile, to be
unsustainable for a TV broadcaster and indicative of elevated
restructuring risk over the longer-term," said Moody's Russell
Solomon, Senior Vice President, in April 2010.  Pro forma for the
pending transaction, all of Gray's debt (including its debt-like
Series D Preferred Stock) comes due in 2014-2015.  Moody's
believes Gray will need to significantly reduce its debt with free
cash flow and will probably need to issue additional equity in
order to further moderate its leverage profile over the next few
years prior to accessing the capital markets again to refinance
current obligations.  The Caa1 CFR incorporates Moody's view that
leverage will remain excessive over at least the next two years.


GREAT LAKES: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Oak Brook, Ill.-based Great Lakes Dredge & Dock Corp. to stable
from positive. "At the same time, we affirmed all of our ratings
on the company, including the 'B' corporate credit rating," S&P
related.

"The outlook revision is based on our expectation that the
company's operating performance in 2011 will likely be weaker than
our initial projections," said Standard & Poor's credit analyst
Robyn Shapiro. "Great Lakes has faced some challenges in its
demolition segment, with certain projects experiencing cost
overruns resulting in losses. It also incurred additional legal
expenses in the second quarter as a result of subpoenas received
by subsidiary NASDI LLC. While we are still expecting operating
performance in 2011 to be above historical averages, we have
revised our projections downward, thereby pushing out the
timeframe for a possible ratings upgrade."

"The ratings reflect our assessment of the company's highly
leveraged financial risk profile and weak business risk profile,
characterized by some cyclical dependence and high customer
concentration with the U.S. federal government," S&P said.

Funding constraints at the U.S. Army Corps of Engineers a few
years ago led to lower domestic utilization rates, and as a
result, the Corps has put fewer projects out for bid. However,
starting in 2009, the federal stimulus package enabled the Corps
to put out to bid beach and maintenance projects that it had
pushed back due to funding constraints. Prospects for the industry
could brighten if the Harbor Maintenance Trust Fund legislation is
passed, which would provide up to $500 million in additional
annual work. Pro forma for the $90 million in projects the company
won after June 30, 2011, total backlog remains flat compared with
year-end 2010 levels.

The outlook is stable. "We expect Great Lakes' operating
performance will remain above historical averages and that cash
flow and liquidity will remain adequate for operational needs,"
Ms. Shapiro continued. "We could raise the ratings if domestic
dredging demand continues to remain healthy and if the company's
credit measures, cash flow, and liquidity, as well as financial
policies, continue to support this trend. We could lower the
ratings if either company's financial policy becomes more
aggressive or if operating performance declines significantly,
causing FFO to total debt to fall to about 10%."


GREENMAN TECHNOLOGIES: Incurs $1.2-Mil. Net Loss in Fiscal Q3
-------------------------------------------------------------
GreenMan Technologies, Inc., reported a net loss of $1.22 million
on $1.15 million of net sales for the three months ended June 30,
2011, compared with a net loss of $1.13 million on $310,000 of net
sales for the same period a year ago.

The Company also reported a net loss of $5.02 million on $2.86
million of net sales for the nine months ended June 30, 2011,
compared with a net loss of $4.45 million on $998,000 of net sales
for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $6.25 million
in total assets, $7.81 million in total liabilities, and a
$1.56 million stockholders' deficit.

Lyle Jensen, GreenMan's president and chief executive officer
stated, "We are very pleased with the progress we have made during
the third quarter, not only demonstrated by the significant
revenue increase from APG, but also in terms of our continued
outreach to new addressed markets as well as new geographies.  We
view the new EPA regulations for Alternative Aftermarket
Conversions as a landmark development that will enable the launch
of our vehicular strategy in the U.S. and we are very pleased to
have successfully completed test trials in Australia that have
allowed us to move to the next phase toward beginning production
in that country.  This is a very exciting time in our Company's
development and we believe the cumulative effects of our
accomplishments during the last few months will help generate
additional revenue growth in the second half of the calendar
year."

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

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

                        http://is.gd/HqoTos

                    About Greenman Technologies

Lynnfield, Mass.-based GreenMan Technologies, Inc. (OTC QB: GMTI)
through its two alternative energy subsidiaries, American Power
Group, Inc. ("APG") and APG International, Inc. ("APGI"), provides
a cost-effective patented dual fuel conversion technology for
diesel engines and diesel generators.

Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, expressed substantial doubt about GreenMan
Technologies' ability to continue as a going concern, following
the Company's results for the fiscal year ended Sept. 30, 2010.
The independent auditors noted that the Company has continued to
incur substantial losses from operations, has not generated
positive cash flows and has insufficient liquidity to fund its
ongoing operations.


GREENSHIFT CORP: Incurs $327,000 Net Loss in Second Quarter
-----------------------------------------------------------
Greenshift Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $327,205 on $3.14 million of total revenue for the three months
ended June 30, 2011, compared with a net loss of $2.16 million on
$2.03 million of total revenue for the same period during the
prior year.

The Company also reported net income of $9.80 million on $10.86
million of total revenue for the six months ended June 30, 2011,
compared with a net loss of $5.09 million on $3.30 million of
total revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $6.74 million
in total assets, $50.97 million in total liabilities and a $44.23
million total stockholders' deficit.

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

                        http://is.gd/f7sAW2

                    About Greenshift Corporation

Headquartered in New York, GreenShift Corporation develops and
commercializes clean technologies designed to integrate into and
leverage established production and distribution infrastructure to
address the financial and environmental needs of its clients by
decreasing raw material needs, facilitating co-product reuse, and
reducing waste and emissions.

The Company reported a net loss of $12.14 million on $7.73 million
of revenue for the twelve months ended Dec. 31, 2010, compared
with a net loss of $19.73 million on $3.87 million of revenue
during the prior year.

As reported by the TCR on April 8, 2011, Rosenberg Rich Baker
Berman & Company, in Somerset, New Jersey, expressed substantial
doubt about the Company's ability to continue as a going concern,
following the Company's 2010 financial results.  The independent
auditors noted that the Company has suffered recurring losses from
operations and its total liabilities exceed its total assets.


GSC GROUP: Chapter 11 Trustee and SEC Settle GSCP (NJ) Violation
----------------------------------------------------------------
In order to avoid the delay, uncertainty and expense of litigating
a Securities and Exchange Commission enforcement action, James L.
Garrity, Jr., as the Chapter 11 Trustee of the estate of GSC
Group, Inc., et al., seeks the U.S. Bankruptcy Court for the
Southern District of New York's approval of a settlement with SEC,
which resolves the SEC's claims against Debtor GSCP (NJ), L.P.

On January 13, 2011, SEC informed the Chapter 11 Trustee and his
counsel that it was considering filing a civil injunctive action
against GSCP (NJ) for "material misstatements and omissions" in
connection with the marketing of the Squared CDO 2007-1
collaterized debt obligations.  SEC further informed the Chapter
11 Trustee that it was considering seeking injunctive relief as
well as disgorgement, prejudgment interest and a civil penalty.

The Chapter 11 Trustee has entered into an Offer of Settlement,
which is conditioned upon Court approval, consenting to the entry
of an Order Instituting Administrative and Cease-and-Desist
Proceedings, which orders GSCP (NJ) to cease and desist from
committing or causing any violations and any future violations of
Sections 17(a)(2) and (3) of the Securities Act of 1933, Sections
204 and 206(2) of the Investment Advisers Act, and Rule 204-2
promulgated thereunder.

According to the Chapter 11 Trustee, entry of the Order will
completely resolve the SEC's claims against GSCP (NJ).  He
enumerates the reasons why approval of the settlement is in the
best interests of the Debtors, their estates and creditors:

     * The settlement does not include the imposition of a
       monetary penalty against GSCP (NJ);

     * The settlement avoids difficult, time-consuming, and
       expensive litigation;

     * The settlement does not impose any limitations on the
       business activities of the Debtors, while if the SEC had
       obtained the injunctive relief it was considering seeking,
       that relief could have limited the operation of the
       Debtors' business.

A full-text copy of the Settlement is available at no charge at:

   http://bankrupt.com/misc/GSC_TCR_GSCPnjSECoffer060311.pdf

                          About GSC Group

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

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

Since Jan. 7, 2011, the Debtors have been operated by James L.
Garrity Jr., as Chapter 11 trustee for the Debtors.  No committee
of unsecured creditors has been appointed in the Chapter 11 Cases.


HANMI FINANCIAL: Files Form 10-Q; Posts $8-Mil. Net Income in Q2
----------------------------------------------------------------
Hanmi Financial Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $8 million on $32.61 million of total interest and
dividend income for the three months ended June 30, 2011, compared
with a net loss of $29.25 million on $36.17 million of total
interest and dividend income for the same period a year ago.

The Company also reported net income of $18.43 million $66.49
million of total interest and dividend income for the six months
ended June 30, 2011, compared with a net loss of $78.74 million on
$74.22 million of total interest and dividend income for the same
period during the prior year.

The Company's balance sheet at June 30, 2011, showed $2.71 billion
in total assets, $2.51 billion in total liabilities and $198.36
million in total stockholders' equity.

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

                       http://is.gd/93ZoR2

                       About Hanmi Financial

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

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

                           Going Concern

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

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

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

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

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


HARRY & DAVID: Reaches Deal With PBGC on Plan Termination
---------------------------------------------------------
Harry and David Holdings, Inc. has reached an agreement with the
Pension Benefit Guaranty Corporation relating to the termination
of the Company's pension plan and the treatment of the PBGC's
claim under the Company's Chapter 11 Plan of Reorganization (the
"Plan").  The agreement, which is subject to the execution of
definitive documentation, will provide the Company with a clear
path to emerge from Chapter 11 in the near future.  At a hearing
held on August 11, 2011, the Bankruptcy Court overseeing the
Company's Chapter 11 case indicated that it would confirm the
Plan, subject to final documentation of the settlement with the
PBGC.  An ad hoc committee of holders of the Company's public
notes and the Official Committee of Unsecured Creditors in the
Company's Chapter 11 case both support the implementation of the
settlement as part of the Plan.

Under the terms of the settlement, the PBGC has agreed to forgo
the right to appeal the Bankruptcy Court's decision that the
Company satisfies the legal requirements to obtain a distressed
termination of its pension plan.  As a result, the Company will
turn over its pension plan assets to the PBGC, and the PBGC will
take over the administration of the pension plan no later than
September 12, 2011.

Kay Hong, the Company's Chief Restructuring Officer and interim
Chief Executive Officer, stated: "We are pleased with the
settlement and that the PBGC will assume responsibility for the
pensions and pay benefits to participants up to the legal limits,
which the Company expects will provide over 99% of plan
participants with their full pension benefits."

As previously announced, the Plan allows the Company to convert
all of its approximately $200 million of outstanding public notes
into equity of the reorganized company.  The Plan also includes an
equity capital raise that will generate $55 million in equity
financing upon the Company's emergence from Chapter 11.  The
Company will utilize proceeds from the equity capital raise to
satisfy obligations arising from the Company's $55 million post-
petition term loan.  Additionally, the Company has a $100 million
revolving loan commitment to finance its normal seasonal working
capital needs after the Company exits Chapter 11.

Ms. Hong continued, "We are thrilled to have received over 90%
approval from our creditor constituencies for our Chapter 11 Plan,
which helps pave the way for our emergence from bankruptcy with a
clean balance sheet and capital structure that will enable us to
create long-term value.  We look forward to exiting Chapter 11 as
a stronger, more competitive company, fully committed to providing
customers with the highest quality products and service for years
to come.  We greatly appreciate the support of our lenders,
noteholders, customers, vendors and employees, as well as the
communities of Medford, Oregon and Hebron, Ohio throughout this
process.  Their continued support has been vital to our success."

                         PBGC's Statement

The PBGC said it will keep its commitment to pay the pension
benefits of the company's more than 2,700 workers and retirees.

"PBGC protects pensions and our top priority is to preserve
pension plans," said PBGC Director Josh Gotbaum. "Although the
court ruled against Harry & David's pensioners, the PBGC safety
net will be there for them."

Throughout Harry & David's bankruptcy, PBGC fought to keep the
pension plan going.  Unfortunately, the bankruptcy court did not
agree.  The agency will not appeal the decision.

"We did our best to work with Harry & David to maintain their
plan, but that didn't happen," said Gotbaum. "PBGC will step in
and pay benefits, on time and without missing a beat."

Under an agreement reached, Harry & David will pay PBGC $3.6
million over two years.  In addition, it will also pay $9.6
million in termination premiums over three years.

Harry and David's pension plan remains under the company's control
until the plan termination process is complete.  PBGC expects to
take over the pension plan in the next several weeks.

The PBGC protects the pension benefits of 44 million Americans in
27,500 private-sector pension plans.  The agency is directly
responsible for paying the benefits of more than 1.5 million
people in failed pension plans.  PBGC receives no taxpayer dollars
and never has.  Its operations are financed by insurance premiums
and with assets and recoveries from failed plans.

                        About Harry & David

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

Harry & David Holdings filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10884) on March 28, 2011.  Affiliates
Harry and David (Bankr. D. Del. Case No. 11-10885), Harry & David
Operations, Inc. (Bankr. D. Del. Case No. 11-10886), and Bear
Creek Orchards, Inc. (Bankr. D. Del. Case No. 11-10887) filed
separate Chapter 11 petitions.  The cases are jointly
administered, with Harry David Holdings as lead case.

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

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

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

Lowenstein Sandler has been retained as counsel to the unsecured
creditors committee.

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

On April 7, 2011, the U.S. Trustee appointed an official committee
of unsecured creditors in the Debtors' cases.


HARRY & DAVID: Wins Tentative Court Approval of Exit Plan
---------------------------------------------------------
Dawn McCarty at Bloomberg News reports that Harry & David Holdings
Inc. won tentative court approval of its recovery plan, enabling
the company to exit bankruptcy before the holiday season.

According to the report, U.S. Bankruptcy Judge Mary Walrath said
Aug. 11 in Wilmington, Delaware, that she will be "happy to sign"
the final reorganization plan confirmation order.

Harry & David will provide the court with a modified plan that
resolves the objection of the Pension Benefit Guaranty Corp. The
federal agency had objected to the classification of its claim,
Bloomberg News reports.

The Debtor, the report relates, reached "an excellent settlement"
with the PBGC that "provides a clear path for emergence," Brad
Erens, an attorney for Harry & David, told the court.  The PBGC
will get a claim of $36 million and in return won't appeal Judge
Walrath's decision to terminate the pensions of more than 2,700
past and present employees.

Bloomberg discloses that under the modified plan, the PBGC claim
will get the same cash treatment as unsecured claims. Unsecured
creditors supported Harry & David's plan, which will pay them a
total of 10% of their claims in cash, with 40% paid in 2012 and
60% in 2013.

Prepetition, the Debtor negotiated the terms of a plan of
reorganization with holders of approximately 81% of its senior
notes.

The Court entered an order approving the disclosure statement
explaining the proposed Chapter 11 plan on June 24.

                        About Harry & David

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

Harry & David Holdings filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10884) on March 28, 2011.  Affiliates
Harry and David (Bankr. D. Del. Case No. 11-10885), Harry & David
Operations, Inc. (Bankr. D. Del. Case No. 11-10886), and Bear
Creek Orchards, Inc. (Bankr. D. Del. Case No. 11-10887) filed
separate Chapter 11 petitions.  The cases are jointly
administered, with Harry David Holdings as lead case.

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

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

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

Lowenstein Sandler has been retained as counsel to the unsecured
creditors committee.

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

On April 7, 2011, the U.S. Trustee appointed an official committee
of unsecured creditors in the Debtors' cases.


HAWAII MEDICAL: Files Schedules of Assets & Liabilities
-------------------------------------------------------
Hawaii Medical Center filed with the U.S. Bankruptcy Court for the
Western District of Hawaii, its schedules of assets and
liabilities, disclosing:

  Name of Schedule               Assets               Liabilities
  ----------------              -------               -----------
A. Real Property                        $0
B. Personal Property           $74,713,475
C. Property Claimed as
   Exempt
D. Creditors Holding
   Secured Claims                                     $65,674,549
E. Creditors Holding
   Unsecured Priority
   Claims                                                $310,275
F. Creditors Holding
   Unsecured Non-priority
   Claims                                             $25,127,465
                                 -----------          -----------
      TOTAL                      $74,713,475          $91,112,280

                    About Hawaii Medical Center

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

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

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

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

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

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

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


HAWKER BEECHCRAFT: Incurs $51.2 Million Net Loss in Q2
------------------------------------------------------
Hawker Beechcraft Acquisition Company, LLC, filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q reporting a net loss of $51.20 million on $581.70 million of
total sales for the three months ended June 30, 2011, compared
with a net loss of $56.60 million on $639.30 million of total
sales for the three months ended June 27, 2010.

The Company also reported a net loss of $126 million on $1.14
billion of total sales for the six months ended June 30, 2011,
compared with a net loss of $120 million on $1.20 billion of total
sales for the six months ended June 27, 2010.

The Company's balance sheet at June 30, 2011, showed $3.01 billion
in total assets, $3.33 billion in total liabilities and a $317.30
million in total deficit.

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

                        http://is.gd/aozdvD

                       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.

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.


HERTZ CORPORATION: DBRS Affirms 'BB' Issuer Rating
--------------------------------------------------
DBRS Inc. has commented that the ratings of Hertz Corporation,
including its Issuer Rating of BB, are unaffected following the
Company's announcement of 2Q11 financial results.  The ratings
remain Under Review Developing, where they were placed on May 16,
2011.

For the quarter, Hertz reported a pre-tax income, on a GAAP basis,
of $94.6 million as compared to a pre-tax loss of $6.2 million a
year ago.  On an adjusted basis, excluding such items as
restructuring charges, non-cash debt charges and acquisition
related costs, Hertz reported pre-tax income of $184.4 million, a
noteworthy 92.5% improvement over 2Q10.  Importantly, adjusted
pre-tax income was 17% higher than the pre-recession peak set in
2Q07.  The quarter's strong results reflect a solid 6% increase in
worldwide revenues, excluding the effects of foreign currency
movements, to $2.1 billion driven by strong growth in transaction
volumes across all three business segments as rental demand
continues to recover from recessionary lows.  Indeed, worldwide
transactions increased 5%, while worldwide transaction days grew
8% evidencing the strengthening recovery in commercial and leisure
travel and the strength of the Hertz brand.  Pricing, or revenue
per day, in worldwide rental car, however, declined 4%, reflecting
competitive pricing conditions, as the industry was over-fleeted
as Hertz, similar to its competitors, held fleet to protect
against potential vehicle supply disruptions stemming from events
in Japan.

Moreover, the Company's results benefited from lower fleet costs
which were helped by the still healthy used vehicle market.  As a
result, worldwide rental car adjusted pre-tax margins improved by
280 basis points to 13.7%.  DBRS views positively that the
improvement in revenue generation and margins were achieved, while
Hertz continues to invest in the expansion of its off-airport
business and Advantage brand demonstrating that operating costs
remain under control.  Furthermore, DBRS considers Hertz's results
as evidencing solid underlying momentum across the franchise with
revenues improving across all business segments and good
underlying trends in industry fundamentals.

By operating segment, the positive trajectory continued.  For the
quarter, U.S. car rental revenue increased 4% year-on-year, while
European car rental revenue improved 18%.  Importantly, U.S. off-
airport demand continues to demonstrate solid growth with volumes
increasing a noteworthy 10% year-on-year.  As a result, off-
airport accounts for 26% of U.S. car rental revenue, illustrating
the success of the Company in broadening its revenue base.  For
the quarter, Hertz Equipment Rental Corporation (HERC) generated
$301.7 million of revenue, a 10.5% increase year-on-year,
excluding the effects of foreign currency, on a solid 11.3% growth
in transaction volumes and higher utilization rates.  DBRS notes
that 2Q11 was the fourth consecutive quarter of positive revenue
growth for HERC.  DBRS sees the results at HERC as indicating that
the recovery in the equipment rental market is gathering pace as
industrial demand driven by infrastructure projects rebounds from
recessionary lows.  Nevertheless, given the uncertainties as to
the strength and sustainability of the economic recovery in the
U.S. and Eurozone, DBRS remains cautious regarding the further
improvement in the operating environment.

Hertz's results continue to benefit from the Company's solid fleet
management acumen.  To this end, fleet costs were at historically
low levels despite a 9% increase year-on-year in the worldwide
average fleet size in 2Q11.  Fleet costs continue to benefit from
the strong used-vehicle market and continuing development of more
profitable remarketing channels. U.S. vehicle depreciation per
unit for the quarter totaled $220 per month, 26% lower than a year
ago.

Hertz's liquidity and funding profile remain solid underpinned by
good access to the capital markets.  Following the successful
refinancing of over $4.0 billion of corporate debt in 1Q11, Hertz
completed a $598 million asset-backed note issuance and a EUR 100
million revolving credit facility to support peak season fleet
growth.  At June 30, 2011, corporate liquidity totaled a solid
$1.6 billion.

During 2Q11, Hertz announced that it had reached a definitive
agreement to acquire the Donlen Corporation (Donlen), a leading
provider of fleet leasing and management services for corporate
customers, for $930 million, including $250 million in cash and
the assumption of approximately $680 million of Donlen's
outstanding fleet debt.  Hertz expects the transaction to close in
3Q11 and be accretive to earnings immediately.  While the
acquisition increases Hertz's debt stack, overall, DBRS views the
acquisition positively as it will expand Hertz's product offering
to corporate customers offering yearly and multi-year
transportation options and further diversifies the revenue stream.
Moreover, Hertz anticipates refinancing Donlen's fleet debt at
improved financing terms benefiting from Hertz's well-established
presence in the asset-backed market.

The Under Review Developing reflects DBRS's view that the
potential acquisition of Dollar Thrifty Automotive Group, Inc.
(DTAG) is a long-term positive for Hertz and will further
strengthen the Company's overall franchise.  While DBRS notes that
there are certain uncertainties regarding this potential
transaction, including the lack of a signed definitive merger
agreement between the companies, the transaction would combine two
complementary businesses: Hertz with its strong presence in the
premium and corporate travel segment, and DTAG, with its solid
position in the value-oriented leisure travel segment.  Conversely
however, DBRS sees potential risks in this transaction especially
should the purchase price increase resulting in increased
leverage, which in turn would weaken the Company's financial
profile and be less accretive.  Furthermore, the review status
also considers DBRS's view that the upside potential offered by
the transaction may be muted should industry fundamentals
deteriorate.  Nonetheless, should the deal progress and the final
purchase price and financing composition become more certain, DBRS
will complete its review assessing the impact on Hertz's
franchise, risk profile, capital structure, and its earnings
generation ability.  Also, DBRS will continue to monitor the
structure of the purchase, the actual level of net debt incurred,
goodwill and the ultimate impact on leverage.


HINGHAM CAMPUS: Can Hire Houlihan Lokey and Whiteford Taylor
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
approved the application of Hingham Campus, LLC and Linden Ponds,
Inc. to employ (i) Houlihan Lokey Capital, Inc. as their
investment banker and financial advisor, nunc pro tunc to the
Petition Date, and (ii) Whiteford, Taylor & Preston L.L.P. as
their counsel.

The related indemnification provisions of the agreement among the
Debtors and Houlihan Lokey Capital are also approved.  No party
may bring against any Indemnified Party any suit, proceeding or
action relating in any way to the Debtors or the Chapter 11 cases
in any court without an application to and order of the Bankruptcy
Court.

               About Linden Ponds and Hingham Campus

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

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

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

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

Attorneys at DLA Piper LLP (US) represent Hingham in the Chapter
11 case.  Attorneys at McGuire, Craddock & Strother, P.C., and
Whiteford, Taylor And Preston, L.L.P., represent Linden Ponds.
Alvarez & Marsal Healthcare Industry, LLC, provides a chief
restructuring officer, and additional personnel, Houlihan Lokey
Capital, Inc., serves as investment banker and financial advisor,
Thomas L. Brod t/a North Shores Consulting serves as bond
consultant, and Epiq Bankruptcy Solutions, LLC, serves as the
noticing, claims, and balloting agent.


HORIZON LINES: Extends Subscription Deadline Expired Friday
-----------------------------------------------------------
Horizon Lines, Inc., on Aug. 5, 2011, entered into a seventh
amendment with certain holders of a majority of its unsecured
4.25% convertible senior notes due 2012, to the previously
announced Restructuring Support Agreement, dated June 1, 2011, as
amended.  The Amendment was entered into to extend, from Aug. 5,
2011, to Aug. 12, 2011, (i) the deadline by which the Company is
to receive subscription commitments from the Exchanging Holders
and (ii) the Exchanging Holders' and the Company's continued
support for the recapitalization and to allow the parties to
discuss certain modifications to the terms of the
recapitalization.

                       About Horizon Lines

Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the
nation's leading domestic ocean shipping and integrated logistics
company.  The Company owns or leases a fleet of 20 U.S.-flag
containerships and operates five port terminals linking the
continental United States with Alaska, Hawaii, Guam, Micronesia
and Puerto Rico.  The Company provides express trans-Pacific
service between the U.S. West Coast and the ports of Ningbo and
Shanghai in China, manages a domestic and overseas service partner
network and provides integrated, reliable and cost competitive
logistics solutions.

The Company's balance sheet at June 26, 2011, showed
$794.96 million in total assets, $793.45 million in total
liabilities, and and a stockholders' deficit of $1.51 million.

The Company expects to experience a covenant breach under the
Senior Credit Facility in connection with the amended financial
covenants upon the close of the third fiscal quarter of 2011.

As reported in the TCR on March 30, 2011, Ernst & Young LLP, in
Charlotte, North Carolina, expressed substantial doubt Horizon
Lines' ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 26, 2010.  The
independent auditors noted that there is uncertainty that Horizon
Lines will remain in compliance with certain debt covenants
throughout 2011 and will be able to cure the acceleration clause
contained in the convertible notes.


HUGHES TELEMATICS: Incurs $20.4-Mil. Net Loss in Second Quarter
---------------------------------------------------------------
HUGHES Telematics, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $20.41 million on $17.07 million of total revenues for
the three months ended June 30, 2011, compared with a net loss of
$22.26 million on $9.42 million of total revenues for the same
period during the prior year.

The Company also reported a net loss of $43.13 million on $33.03
million of total revenues for the six months ended June 30, 2011,
compared with a net loss of $44.97 million on $17.59 million of
total revenues for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $100.55
million in total assets, $195.45 million in total liabilities and
a $94.89 million total stockholders' deficit.

As of June 30, 2011, the Company had cash, cash equivalents and
short-term investments of approximately $15.7 million and
restricted cash of approximately $1.3 million which secures
outstanding letters of credit.  Of the Company's consolidated
cash, cash equivalents and short-term investments, approximately
$5.7 million is held by the Company's Lifecomm subsidiary for use
in that business.  As a result of the Company's historical net
losses and the Company's limited capital resources,
PricewaterhouseCoopers LLP's report on the Company's financial
statements as of and for the year ended Dec. 31, 2010, includes an
explanatory paragraph expressing substantial doubt about the
Company's ability to continue as a going concern.

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

                        http://is.gd/fQlkvA

                      About HUGHES Telematics

Atlanta, Ga.-based HUGHES Telematics, Inc. is a telematics
services company that provides a suite of real-time voice and data
communications services and applications for use in vehicles and
is developing additional applications for use within and outside
of the automotive industry.

The Company reported a net loss of $89.56 million on
$40.34 million of total revenues for the year ended Dec. 31, 2010,
compared with a net loss of $163.66 million on $33.04 million of
total revenues during the prior year.

As of March 31, 2011, the Company had cash, cash equivalents and
short-term investments of approximately $26.1 million and
restricted cash of approximately $1.3 million which secures
outstanding letters of credit.  Of the Company's consolidated
cash, cash equivalents and short-term investments, approximately
$7.8 million is held by the Company's Lifecomm subsidiary for use
in that business.  As a result of the Company's historical net
losses and the Company's limited capital resources,


INDIANA EQUITY: Can Use Fannie Cash Collateral Until Aug. 31
------------------------------------------------------------
The Hon. Eugene Wedoff has authorized, on an interim basis,
Indiana Equity Investments, LLC, to use rent from its properties
which serves as cash collateral of Federal National Mortgage
Association up to Aug. 31, 2011, in accordance with a budget.  The
Debtor requested the use of rent to operate its properties and
provide services to its tenants.

The Debtor will deposit all Rent and all other income it receives
into a DIP Account maintained by Midwestern Equities, LLC, at
Chase Bank, N.A. and will pay all expenses using the DIP Account.
The Debtor will account for all Cash Collateral and provide to
Fannie Mae monthly accounting of all deposits and disbursements
from the DIP Account on the 10th day of each month for the prior
month.

As additional adequate protection of Fannie Mae's cash collateral,
the Debtor will grant Fannie Mae valid and automatically perfected
first priority replacement and security interests in the DIP
Account and any and all assets of Debtor.

As of the petition date, Fannie Mae asserts that the Debtor owes
it no less than $8.19 million in mortgage loans.  Fannie Mae
acquired the loans from the original lender, Arbor Commercial
Funding LLC.

Fannie Mae is represented in the case by:

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

                  About Indiana Equity Investments

Based in Alsip, Illinois, Indiana Equity Investments, LLC, aka
Autumnwoods Apartments and Brendonwood Apartments, owns two
commercial multi-family properties located in Fort Wayne, Indiana.
It filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No.
11-19277) on May 5, 2011.  Judge Eugene R. Wedoff presides over
the case.  David K. Welch, Esq., at Crane Heyman Simon Welch &
Clar, serves as the Debtor's bankruptcy counsel.  In its petition,
the Debtor estimated $10 million to $50 million in assets and
$1 million to $10 million in debts.  The petition was signed by
Joseph Junkovic, the manager.  Mr. Junkovic filed for Chapter 11
case (Bankr. N.D. Ill. Case No. 10-55888) in 2010.


INOVA TECHNOLOGY: Incurs $3.3 Million Net Loss in Fiscal 2011
-------------------------------------------------------------
Inova Technology, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K reporting a net
loss of $3.35 million on $22.12 million of revenue for the year
ended April 30, 2011, compared with a net loss of $7.06 million on
$21.03 million of revenue during the prior year.

The Company's balance sheet at April 30, 2011, showed $8.16
million in total assets, $18.37 million in total liabilities and a
$10.21 million total stockholders' deficit.

MaloneyBailey LLP, in Houston, Texas, noted that the Company
incurred losses from operations for fiscal 2011 and 2010 and has a
working capital deficit as of April 30, 2011.  According to the
independent auditors, these factors raise substantial doubt about
Inova's ability to continue as a going concern.

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

                        http://is.gd/bqzoLs

                      About Inova Technology

Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA)
-- http://www.inovatechnology.com/-- through its subsidiaries,
provides information technology (IT) consulting services in the
United States.  It also manufactures radio frequency
identification (RFID) equipment; and provides computer network
solutions.  The company was formerly known as Edgetech Services
Inc. and changed its name to Inova Technology, Inc., in 2007.


ISTAR FINANCIAL: Files Form 10-Q, Incurs $26-Mil. Net Loss in Q2
----------------------------------------------------------------
iStar Financial Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $26.02 million on $129.51 million of total revenue for the
three months ended June 30, 2011, compared with net income of
$229.85 million on $135.40 million of total revenue for the same
period a year ago.

The Company also reported net income of $57.88 million on $241.09
million of total revenue for the six months ended June 30, 2011,
compared with net income of $213.70 million on $303.77 million of
total revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $8.29 billion
in total assets, $6.55 billion in total liabilities and $1.74
billion in total equity.

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

                        http://is.gd/adS3Ph

                       About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

                          *     *     *

As reported by the TCR on March 29, 2011, Fitch Ratings has
upgraded the Issuer Default Rating to 'B-' from 'C'.
The upgrade of iStar's IDR is based on the improved liquidity
profile of the company, pro forma for the new senior secured
credit agreement (the new financing) that extends certain of the
company's debt maturities, relieving the overhang of significant
secured debt maturities in June 2011.

In July 2010, Standard & Poor's Ratings Services lowered its long-
term counterparty credit rating on iStar Financial to 'CCC' from
'B-'.  The outlook is negative.  iStar's limited funding
flexibility and the severe credit quality deterioration in its
loan portfolio continue to put negative pressure on the rating,
S&P said.

As reported by the Troubled Company Reporter on March 22, 2011,
Standard & Poor's said that it raised its counterparty credit
rating on iStar Financial Inc. to 'B+' from 'CCC' and removed it
from CreditWatch where it was placed with positive implications on
Feb. 23.  The outlook is stable.

"The upgrade reflects the company's closing of a $2.95 billion
senior secured credit facility, which it will use to refinance the
company's existing secured bank facilities and repay a portion of
the company's unsecured debt," said Standard & Poor's credit
analyst Jeffrey Zaun.  If S&P's analysis of the new secured
facility indicates 100% or more collateral coverage, S&P will rate
the issue 'BB-'.  If S&P's analysis of collateral indicates less
than 100% coverage, S&P will rate the issue 'B+'.


JAMES RIVER: Reports Second Quarter Net Income of $789,000
----------------------------------------------------------
James River Coal Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $789,000 on $352.03 million of total revenue for the
three months ended June 30, 2011, compared with net income of
$19.85 million on $183.04 million of total revenue for the same
period a year ago.

The Company also reported a net loss of $6.81 million on $516.62
million of total revenue for the six months ended June 30, 2011,
compared with net income of $43.09 million on $367.64 million of
total revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $1.42 billion
in total assets, $974.64 million in total liabilities and $453.47
million in total shareholders' equity.

Peter T. Socha, chairman and chief executive officer commented in
a statement, "We are very pleased with our progress this quarter.
We completed the acquisition of International Resource Partners LP
and its subsidiary Logan & Kanawha in mid-April.  The integration
of these acquisitions has gone very well.  We also successfully
managed several positive changes to our balance sheet.  The mines
had a better quarter and are continuing to adjust to several
regulatory changes.  Lastly, we are beginning to see much more
sales and contracting activity in both Central Appalachia and the
Midwest."

Meanwhile, at the Company's 2011 Annual Meeting of Shareholders
held on June 21, 2011, the Company's shareholders voted, on an
advisory basis, in favor of holding future advisory votes on
executive compensation once every year.  After considering the
outcome of the advisory shareholder vote, the Company's Board of
Directors determined that, consistent with the results of the
shareholder advisory vote, the Company will hold future
shareholder advisory votes on executive compensation on an annual
basis until the next shareholder vote on the frequency of such an
advisory vote.

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

                        http://is.gd/6PS3qv

                         About James River

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

                           *     *     *

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

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

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


JAMES RIVER: Rockhouse Receives Imminent Danger Order from MSHA
---------------------------------------------------------------
The Dodd-Frank Wall Street Reform and Consumer Protection Act was
enacted on July 21, 2010.  Section 1503 of the Act contains new
reporting requirements regarding mine safety, including disclosing
on a Current Report on Form 8-K the receipt of an imminent danger
order under section 107(a) of the Federal Mine Safety and Health
Act of 1977 issued by the federal Mine Safety and Health
Administration.

On Friday Aug. 5, 2011, the Rockhouse Development Mine 8 received
an imminent danger order issued by MSHA relating to MSHA's
assessment that additional roof support was needed in an area
approximately 80' X 18' outby the working face on the mains
section.  Although no roof fall occurred, additional roof support
was added to the area in accordance with the approved roof control
plan as a precaution.  Mining operations were not affected by the
order.  On Aug. 8, 2011, the order was terminated.  No injuries
resulted from the condition described in the order.

                         About James River

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

The Company's balance sheet at June 30, 2011, showed $1.42 billion
in total assets, $974.64 million in total liabilities and $453.47
million in total shareholders' equity.

                           *     *     *

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

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

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


JEFFERSON, AL: Delays Chapter 9 Decision Until September
--------------------------------------------------------
Robert Daniel, MarketWatch's Middle East bureau chief, reports
that Jefferson County, Alabama, on Friday delayed for a month the
prospect of filing for Chapter 9 bankruptcy reorganization.

According to MarketWatch, Jefferson County's five commissioners
rejected a proposed settlement with holders of more than $3.1
billion of the area's bonds and chose to try to reach a better
deal.  They had said they were ready to file under the bankruptcy
laws as soon as Friday.

MarketWatch, citing various reports, further relates the
commissioners said they would negotiate face to face with the
bondholders in hopes of reaching a better deal.

According to MarketWatch, the deal on the table would have seen
the bondholders cut the debt to less than $2.1 billion and avert a
Chapter 9 filing.  But it also would have raised sewer-system
rates 25% over 18 months.  In addition, under the proposal, an
independent agency would have taken over management of the sewer
system.

The Troubled Company Reporter, citing a report by Carla Main at
Bloomberg News, said on Aug. 11 that Commission President David
Carrington said the county won't extend a standstill agreement
that has allowed for talks with creditors to avoid a bankruptcy
filing over $3.1 billion of sewer-system debt.  The commission
sent creditors a counteroffer for renegotiating the debt on
Aug. 7.  It proposed 8% sewer-rate increases annually for three
years and 3% in each of the next two years, Commissioner Sandra
Little Brown said in an interview.

Commissioners had previously proposed raising rates at 7.8%
annually for three years, followed by 3% increases in two more to
help make payments that have strained its finances. Creditors
wanted 8% annually for five years, Ms. Little Brown has said.  Mr.
Carrington said the commission will vote either to file for
Chapter 9 bankruptcy protection or approve terms of an agreement
with creditors, which include JPMorgan Chase & Co. and bond
insurers Financial Guaranty Insurance Co. and Syncora Guarantee
Inc.

Mr. Carrington said the fact creditors had offered to shave
$1 billion from the $3.1 billion debt had done as much damage to
the county's reputation as a bankruptcy would.  He said any deal
struck before the Aug. 12 end of the standstill agreement would
begin a process that could last into next year.

The county would approve a term sheet that would have to be
crafted into an agreement, he said, and the Alabama Legislature
would have to approve changes needed to help Jefferson County
rebuild its finances.

Barnett Wright, writing for The Birmingham (Ala.) News, reported
that two Jefferson County officials said Tuesday the county is
asking creditors to erase $1.17 billion of its $3.14 billion sewer
debt and put up most of a relief fund for ratepayers who struggle
to pay sewer bills.  The report notes the amended proposal
modifies the county's original request that creditors write off
$1.3 billion of the debt.  According to the Birmingham News, the
new plan also asks creditors to provide $19 million of a $20
million indigent relief fund, with the county paying the remaining
amount.

MarketWatch notes The New York Times reported that Gov. Robert
Bentley had urged the commissioners not to file under the
bankruptcy laws because such a move could hurt the credit of the
whole state.

                     About Jefferson County

Jefferson County has its seat in Birmingham, Alabama.  It has a
population of 665,000.  The Los Angeles Times noted that more than
15% of the residents live under the poverty line.  Jefferson
County ended its 2006 fiscal year with a $42.6 million general
fund balance, according to Standard & Poor's.

Jefferson County is trying to restructure $3.2 billion in sewer
debt.  A bankruptcy by Jefferson County stands to be the largest
municipal bankruptcy in U.S. history.  It could beat the record of
$1.7 billion set by Orange County, California in 1994.

In September 2010, Alabama Circuit Court Judge Albert Johnson
named John S. Young Jr. LLC as receiver for the sewer system.

Jefferson County has retained Kenneth Klee, Esq., at Klee Tuchin
Bogdanoff & Stern LLP to represent the county in the event of
bankruptcy.  Mr. Klee is considered to be a municipal-bankruptcy
expert, having handled Orange County, Calif.'s bankruptcy case in
1994.


JEFFERSON, AL: Commissioner Sees 80% Chance of Chapter 9 Vote
-------------------------------------------------------------
Margaret Newkirk and Simone Baribeau at Bloomberg News report that
there is an 80% chance that Jefferson County, Alabama, officials
will vote to file for Chapter 9 bankruptcy Aug. 12, Commissioner
Sandra Little Brown said before the panel was set to meet to
consider the option.  Ms. Little Brown, one of five county
commissioners, had put the probability at "50-50."  She said her
concern grew because of parts of the creditors' settlement
proposal that would require that the county end all lawsuits
against banks and possibly criminal prosecutions.  "The
investigation needs to be ongoing," Ms. Little Brown said in the
hall outside of the commission offices.  Banks "all over America
have bad deals."

American Bankruptcy Institute reports that owners of Jefferson
County, Ala., sewer debt may offer to match or reduce three years
of 8% annual sewer-fee increases in a county plan to restructure
its bonds, according to the court-appointed receiver.

Dow Jones' DBR Small Cap reports that holders of more than $3
billion in debt are about $100 million away from a deal to avert
the biggest municipal bankruptcy-protection filing in U.S.
history.

                     About Jefferson County

Jefferson County has its seat in Birmingham, Alabama.  It has a
population of 660,000.  It ended its 2006 fiscal year with a
$42.6 million general fund balance, according to Standard &
Poor's.

Jefferson County is trying to restructure $3.14 billion in sewer
debt.  A bankruptcy by Jefferson County stands to be the largest
municipal bankruptcy in U.S. history.  It could beat the record of
$1.7 billion set by Orange County, California in 1994.

In September 2010, Alabama Circuit Court Judge Albert Johnson
named John S. Young Jr. LLC as receiver for the sewer system.

Jefferson County has retained Kenneth Klee, Esq., at Klee Tuchin
Bogdanoff & Stern LLP to represent the county in the event of
bankruptcy.  Mr. Klee is considered to be a municipal-bankruptcy
expert, having handled Orange County, Calif.'s bankruptcy case in
1994.

A Chapter 9 filing Jefferson County would be the largest in U.S.
municipal history.


JEFFERSON, AL: Creditors Bid to Defuse $3.14 Bil. Debt Crisis
-------------------------------------------------------------
Melinda Dickinson and Matthew Bigg at Thomson Reuters report that
creditors made a fresh offer to defuse a $3.14 billion bond debt
crisis in Alabama's Jefferson County and prevent the largest
municipal bankruptcy in U.S. history.

According to the report, Commissioner Joe Knight said the
creditors, who include JP Morgan Chase, failed to agree to the
figure set by the county for a reduction in its outstanding total
debt in a potential sticking point to a deal.

But they did meet -- and, in fact, exceed -- the county's request
that politically-sensitive annual increases in the level of sewer
rates be kept to a minimum, Mr. Knight said.

Reuters notes officials have confirmed the county wants roughly
$1.3 billion shaved off its debt along with an agreement that
sewer rates be raised by no more than about 10 percent annually.

The report relates that the county is engaged in talks ahead of an
executive meeting on Friday between the county's' five
commissioners and county attorneys about whether to continue with
negotiations or file for bankruptcy.

Commissioners say Friday's meeting is key because they will not
renew a "standstill" agreement started in July to facilitate talks
and set to expire.  Commission President David Carrington
cautioned against any expectations of a full deal and said the
best that can be hoped for by Friday if the county decides against
bankruptcy is an outline that would require further negotiations.

The report says Jefferson County has hired outside bankruptcy
counsel at Klee, Tuchin, Bogdanoff & Stern, the same law firm that
helped Orange County through its landmark bankruptcy.

                     About Jefferson County

Jefferson County has its seat in Birmingham, Alabama.  It has a
population of 660,000.  It ended its 2006 fiscal year with a
$42.6 million general fund balance, according to Standard &
Poor's.

Jefferson County is trying to restructure $3.2 billion in sewer
debt.  A bankruptcy by Jefferson County stands to be the largest
municipal bankruptcy in U.S. history.  It could beat the record of
$1.7 billion set by Orange County, California in 1994.

In September 2010, Alabama Circuit Court Judge Albert Johnson
named John S. Young Jr. LLC as receiver for the sewer system.

Jefferson County has retained Kenneth Klee, Esq., at Klee Tuchin
Bogdanoff & Stern LLP to represent the county in the event of
bankruptcy.  Mr. Klee is considered to be a municipal-bankruptcy
expert, having handled Orange County, Calif.'s bankruptcy case in
1994.


KH FUNDING: Has Committee Backing for Exclusivity Until Aug. 31
---------------------------------------------------------------
HK Funding Company, with the consent of the Official Committee of
Unsecured Creditors, asks the U.S. Bankruptcy Court for the
District of Maryland to enter a sixth consent order (i) as to the
Creditors' Committee, extending the Debtor's exclusive periods for
filing and obtaining acceptance of a plan of reorganization
through and including Aug. 31, 2011, and Oct. 31, 2011; (ii)
continuing the Exclusive Periods in place as to all creditors and
parties-in-interest other than the Creditors' Committee, without
further extension, through and including Aug. 31, 2011, and Oct.
31, 2011.

The Debtor relates that it has made considerable progress toward
its goal of maximizing the value of its assets and preparing to
implement an orderly liquidation strategy.  The Debtor and the
Creditors' Committee are poised to file a plan after several
months of cooperative and productive effort to develop a strategy
for the orderly liquidation of KH Funding, according to Bradley J.
Swallow, Esq., at Gordon, Feinblatt, Rothman, Hoffberger &
Hollander, LLC, in Baltimore, Maryland.

The Debtor and the Creditors' Committee have reached a consensus
with respect to substantially all of the key elements of the Plan
and are in the process of negotiating with the indenture trustees
concerning the treatment under the Plan of the claims of certain
Series 3 and Series 4 noteholders, Mr. Swallow says.

The Debtor seeks an extension of the Exclusive Periods to enable
it and the Creditors' Committee to complete and file the Plan by
Aug. 31.  The Debtor is not seeking the extension to delay its
reorganization for a speculative event or to pressure creditors to
accede to a plan that is unacceptable to them, Mr. Swallow assures
the Court.

Judge Thomas J. Catliota had previously granted the Debtor's Fifth
Consent Motion for Order Extending the Exclusive Periods, noting
that the Creditors' Committee consents to the relief requested.
As to the Creditors' Committee, the Exclusive Filing Period was
extended through and including Aug. 1, 2011, and the Exclusive
Acceptance Period was extended through and including Oct. 31,
2011.

Pursuant to the Fifth Consent Order, the Exclusive Filing Period
and Exclusive Acceptance Period as to all creditors and interested
parties other than the Creditors' Committee will continue in place
without further extension through and including Aug. 31, 2011, and
Oct. 31, 2011.

                     About KH Funding Company

Silver Spring, Maryland-based KH Funding Company filed for
Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 10-37371)
on Dec. 3, 2010.  Lawrence Coppel, Esq., at Gordon Feinblatt
Rothman Hoffberger & Hollander, LLC, in Baltimore, Maryland,
serves as the Debtor's bankruptcy counsel.  The Debtor estimated
its assets and debts at $10 million to $50 million.

W. Clarkson McDow, Jr., United States Trustee for Region 4,
appointed seven creditors to serve on the Debtor's Official
Committee of Unsecured Creditors.  The Committee is represented by
Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP,
and lawyers at McGuireWoods LLP as co-counsel.  The Committee has
tapped BDO Consulting, a division of BDO USA, LLP, as its
financial advisor.


KTLA LLC: Seeks to Employ Macdonald & Associates as Counsel
-----------------------------------------------------------
KTLA, LLC seeks authority from the U.S. Bankruptcy Court for the
Northern District of California to employ Macdonald & Associates
as its counsel.

Macdonald & Associates will represent the Debtor as general
bankruptcy counsel, assisting the Debtor with plan formulation;
preparing schedules and statement of financial affairs; reviewing
monthly operating reports; responding to creditor inquiries;
litigation potential claims by or against third parties; assisting
the Debtor with sales of assets; and any and all services usually
performed by a debtor's counsel in a Chapter 11 case.

Macdonald & Associates disclosed that it (i) represented CMR
Mortgage Fund III, LLC, (ii) represents CMR Commercial Mortgage
Fund, LLC; (iii) represents 4 Union, LLC, (iv) represents 524
Howard, LLC, and (v) represents First Street Holdings, LLC and
Lydian SF Holdings, LLC in unrelated cases.

The Debtor believes that the law firm is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.

                          About KTLA LLC

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


K-V PHARMACEUTICAL: Reports $23.5-Mil. Net Income in June 30 Qtr.
-----------------------------------------------------------------
K-V Pharmaceutical Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $23.50 million on $6 million of net revenues for the
three months ended June 30, 2011, compared with a net loss of
$34.60 million on $4 million of net revenues for the same period
during the prior year.

The Company's balance sheet at June 30, 2011, showed $474 million
in total assets, $825.50 million in total liabilities, and a
$351.50 million total shareholders' deficit.

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

                       http://is.gd/T43nIO

                  About KV Pharmaceutical Company

KV Pharmaceutical Company (NYSE: KVa/KVb) --
http://www.kvpharmaceutical.com/-- is a fully integrated
specialty pharmaceutical company that develops, manufactures,
markets, and acquires technology-distinguished branded and
generic/non-branded prescription pharmaceutical products.  The
Company markets its technology distinguished products through
ETHEX Corporation, a subsidiary that competes with branded
products, and Ther-Rx Corporation, the company's branded drug
subsidiary.

KV Pharmaceutical has not timely filed its Form 10-K for the year
ended March 31, 2010 and its Form 10-Qs for the subsequent
quarterly periods.  The Company's independent accounting firm,
KPMG, resigned on June 25, 2010, and the Company has tapped BDO
USA, LLP, to audit the fiscal 2010 financial statements.  The Form
10-Q for the quarter ended June 30, 2010, was only filed March 10,
2011.

There is substantial doubt about the Company's ability to continue
as a going concern.  The report of the Company's independent
registered public accountants BDO USA, LLP, included in the
Company's Annual Report on Form 10-K for the fiscal year ended
March 31, 2010, includes an explanatory paragraph related to the
Company's ability to continue as a going concern.

The Company incurred a net loss of $283.61 million on
$152.22 million of net revenue for 12 months ended March 31, 2010,
compared with a net loss of $313.63 million on $312.33 million of
revenue in the same period in fiscal 2009.  The Company reported a
net loss of $34.60 million on $3.38 million of net revenue for
three months ended June 30, 2010, compared with a net loss of
$53.95 million on $6.30 million of revenue in the same period in
2009.


LAS VEGAS RAILWAY: Incurs $412,000 Net Loss in June 30 Quarter
--------------------------------------------------------------
Las Vegas Railway Express, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
reporting a net loss of $412,161 on $0 of revenue for the three
months ended June 30, 2011, compared with a net loss of $517,026
on $0 of revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $894,758 in
total assets, $1.89 million in total liabilities and a $997,404
total stockholders' deficit.

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

                        http://is.gd/KjiMdL

                      About Las Vegas Railway

Las Vegas, Nev.-based Las Vegas Railway Express, Inc., formerly
Liberty Capital Asset Management, Inc. was formed March 9, 2007,
as Corporate Outfitters, a development stage company.  On Nov. 3,
2008, with a share exchange, asset purchase agreement the Company
acquired Liberty Capital Asset Management, a Nevada corporation,
formed in July of 2008 as a holding company for all the assets of
CD Banc LLC in contemplation of the company going public via a
reverse merger into a publicly trading corporation.

CD Banc LLC was formed in 2003 as a Nevada limited liability
corporation with the purpose of acquiring real estate assets and
holding them for long-term appreciation.

The Company acquired Las Vegas Railway Express (LVRE) in
January 2010 and began its operations as the primary business of
the Company.  The Company subsequently changed its name from Las
Vegas Railway Express, to Las Vegas Railway Express, Inc., and is
traded under the symbol XTRN.OB.

As reported by the TCR on June 28, 2011, Hamilton, PC, in Denver,
Colorado, expressed substantial doubt about the Company's ability
to continue as a going concern following the 2010 results.  The
independent auditors noted that the Company suffered recurring
losses from operations.


LAX ROYAL: MSCI 2006 Says Plan Disclosures Lack Information
-----------------------------------------------------------
Secured creditor MSCI 2006-IQ11 West Century Limited Partnership
objected to the disclosure statement explaining LAX Royal Airport
Center, LP's proposed plan of reorganization.

MSCI 2006 says the Disclosure Statement "is utterly devoid of any
meaningful financial information or projections to substantiate
the proposed Plan payments or the feasibility of the Plan."

Representing the Lender, Sheri Kanesaka, Esq., at Bryan Cave LLP,
in Irvine, California, contended that the Debtor "is merely
attempting to buy time in the hopes that the Property's value will
appreciate significantly, while paying outrageously little to its
creditors but fully preserving the equity interest of its
insiders."

Although the Debtor fails to disclose financial projections with
any degree of detail, the documents of record in this case
"establish that the Debtor does not generate anywhere near enough
income to pay its expense, much less the payments proposed under
the Plan," Ms. Kanesaka noted.

The Disclosure Statement presents a "facially unconfirmable plan,"
Ms. Kanesaka asserted.  She maintains that the Lender should be
granted further relief from stay pursuant to Section 362(d)(2) of
the Bankruptcy Code.

Even if the Plan could be confirmed, the Disclosure Statement
fails to provide "adequate information" of the kind and in
sufficient detail that would enable a hypothetical investor
typical of the holders of claims or interests of the relevant
class to make an informed judgment about the proposed Plan, Ms.
Kanesaka said.

                  About LAX Royal Airport Center

Los Angeles, California-based LAX Royal Airport Center, LP, filed
for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No.
11-12333) on Jan. 19, 2011.  The Debtor estimated assets at
$10 million to $50 million and debts at $1 million to $10 million.
No request for the appointment of a trustee or examiner was made.


LEHMAN BROTHERS: Dechert to Assist Directors in JPM Suit
--------------------------------------------------------
Lehman Brothers Holdings Inc. seeks a court ruling authorizing
Dechert LLP to provide legal assistance to former and incumbent
directors who may be called to testify in connection with a
lawsuit the company filed against JPMorgan Chase Bank, N.A.

The directors are Michael Ainslie, John Akers, Roger Berlind,
Thomas Cruikshank, Marsha Johnson Evans, Sir Christopher Gent,
Jerry Grundhofer, Roland Hernandez, Henry Kaufman and John
Macomber.

LBHI sued JPMorgan early last year to recover billions of dollars
that it allegedly seized as collateral.  The bank allegedly
threatened to discontinue its services unless LBHI posted
excessive collateral.

JPMorgan served as LBHI's main clearing bank in the 2008
financial crisis, lending the company's brokerage more than $100
billion a day to settle trades and repurchase agreements.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Merrill Plea on Subordination Agreement Denied
---------------------------------------------------------------
Judge James Peck denied a motion by Merrill Lynch Portfolio
Management Inc. and Merrill Lynch Capital Services Inc. to compel
Lehman Brothers Holdings Inc. and a subsidiary to perform their
obligations under a subordination agreement.

Earlier, LBHI asked the bankruptcy judge to deny approval of the
motion, accusing the Merrill Lynch entities of advancing their
own interests at the expense of the bankruptcy estates and their
creditors.  The company also argued that the motion is
procedurally improper, pointing out that requests for certain
types of equitable relief must be made through an adversary
proceeding.

Lehman Brothers said Merrill impermissibly seeks to advance its
own parochial interests at the expense of the Debtors' bankruptcy
estates and their creditors by seeking to assert rights to which
it has no entitlement.

Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New
York, contends that the Debtors have already consented to relief
from the automatic stay with respect to this matter in a prior
motion, in which Merrill sought relief to pursue its remedies in
state court in Florida.  Having obtained that relief by
stipulation, Merrill should not now be permitted to abandon the
Florida courts and return to this Court seeking to exercise
remedies more properly brought in state court, she argues.

Merrill's argument that the Debtors have an obligation under the
Subordination Agreement to release their security interests in
the Brampton Project is based on an interpretation of the
Subordination Agreement that is unsupported by the plain language
of that document and is contrary to the parties' intent, Ms.
Marcus asserts.  She argues that the Subordination Agreement
simply does not obligate the Debtors to release their security
interests.  She adds that the request is procedurally improper
because requests for certain types of equitable relief, including
specific performance, must be made through an adversary
proceeding.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: LBI Trustee Has Deal With Bank Leumi
-----------------------------------------------------
James W. Giddens, as trustee for the liquidation of the business
of Lehman Brothers Inc. under the Securities Investor Protection
Act of 1970, asks the Court to approve separate settlement
agreements with each of Bank Leumi le-Israel B.M. and Israel Bank
Ltd.

The settlement, the Trustee says, will result in his recovery of
approximately $80 million in estate property.  The settlement
was, the Trustee adds, a result of nearly 20 months of extensive
negotiation and reconciliation with IDB and Bank Leumi.

The settlement agreement between the Trustee and Bank Leumi
provides for Bank Leumi's release of any and all attachments by
Bank Leumi on LBI's accounts, securities, and other property held
at IDB.  The settlement agreement between the Trustee and IDB
provides for the transfer by IDB to the Trustee of all LBI's
securities, cash, and other property held at IDB following the
release of that attachment.  Upon performance of the each Bank's
obligations under the settlement Agreements, the Trustee will
withdraw his Contempt Motion as to each Bank.

In 2009, the Trustee filed the contempt motion against the banks
for alleged violation of the automatic stay by interfering in his
administration and property of the Debtor's estate.

According to the Trustee, the contempt motion was made to
preserve more than $100 million in LBI customer and estate
property improperly seized or set-off by the Banks pursuant to an
action commenced before an Israeli court upon an ex parte
attachment application of Bank Leumi, and a permanent attachment
order issued by that Israeli court at the request of Bank Leumi
and IDB in a settlement agreement entered into by them.

The Trustee alleged that the Banks' improper seizure and
conversion of LBI customer and estate property has interfered
with the Trustee's ability to take possession of LBI property and
to transfer customer property to former LBI customers and
otherwise effectively manage the LBI estate pursuant to Section
78fff(a) of Securities Investor Protection Act.

Full-text copies of the settlement agreements are available for
free at http://bankrupt.com/misc/SIPA4441.pdf

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: RBS Opposes $345-Mil. Demand from LBI Trustee
--------------------------------------------------------------
The Royal Bank of Scotland N.V., formerly known as ABN AMRO Bank
N.V., asks the Court to dismiss the motion filed by James W.
Giddens, the trustee for the liquidation of Lehman Brothers Inc.,
asking RBS to pay more than $345 million.

Representing RBS, Martin J. Bienenstock, Esq., at Dewey & LeBoeuf
LLP, in New York, tells the Court that the LBI Trustee's Motion
to Compel attempts to obscure the real relief requested, namely,
contract damages of more than $345 million against RBS.

As reported in the July 15, 2011 edition of the TCR, James W.
Giddens is asking the Court for an order (i) enforcing the
automatic stay and stays in the order commencing liquidation of
LBI, and (ii) compelling payment for $345,938,625 in cash, plus
interest, to LBI owed by RBS N.V., acquirer of and successor-in-
interest to ABN AMRO Bank N.V.  The $347,501,344 amount
constitutes the net amount owed as a result of early termination
under the terms of a 1992 International Swap Dealers Association,
Inc. Master Agreement, dated as of March 16, 1998, between LBI and
ABN, which agreement covered currency exchange transactions
between LBI and ABN.  That amount has been reduced by $1,562,719,
which LBI understands to be ABN's calculation of funds due it
under certain securities lending transactions and underwriting.

This relief, Mr. Bienenstock asserts, must be requested by
complaint pursuant to Rule 7001(1) of the Federal Rules of
Bankruptcy Procedure.

Aside from the LBI Trustee's use of a contested matter being
plain wrong, it has clearly been done to prejudice RBS N.V. by
eliminating the applicability of the Part VII Bankruptcy Rules,
like Rule 7012, and short-circuiting discovery and RBS N.V.'s
rights under Article III of the United States Constitution,
Mr. Bienenstock further asserts.

If the Court will not dismiss the Motion to Compel, without
prejudice, RBS N.V. asks that the Court order that the Motion to
Compel be treated as a complaint in an adversary proceeding,
thereby rendering applicable Part VII of the Bankruptcy Rules.

The Court will convene a hearing on Aug. 17 to determine whether
the Motion to Compel will be dismissed or converted to an
adversary proceeding.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: Denies Defrauding JPMorgan on $70-Bil. Advance
---------------------------------------------------------------
Lehman Brothers Holdings, Inc., in a reply brief in further
support of its motion to dismiss the amended counterclaims of
JPMorgan Chase Bank, N.A., maintained that neither the Asset
Purchase Agreement nor the "predictions" by LBHI's chief
financial officer, Ian Lowitt, and LBHI's Global Treasurer, Paolo
Tonucci, could amount to fraudulent misrepresentations.

LBHI sued JPMorgan early last year to recover the $8.6 billion
that the bank allegedly seized as collateral in the weeks
before Lehman filed for bankruptcy.  The bank allegedly
threatened to discontinue its services unless LBHI posted
excessive collateral.  The lawsuit came after an examiner who was
appointed to investigate LBHI's bankruptcy found colorable claims
against JPMorgan in connection with its demands for collateral,
which had direct impact on LBHI's liquidity pool.

As reported in the June 14, 2011 edition of the TCR, JPMorgan
opposed LBHI's motion to dismiss JPMorgan's amended counterclaims
asserting that those amended counterclaims tell "the true story of
how LBHI defrauded JPMorgan" into making a $70 billion advance to
Lehman Brothers Inc.

In the reply brief, representing LBHI, John B. Quinn, Esq., at
Quinn Emanuel Urquhart & Sullivan, LLP, in Los Angeles,
California, pointed out that:

  (1) The APA was an actual signed contract purporting to set
      proposed terms for a future sale.  The question raised by
      the Amended Counterclaims is whether Barclays meant to
      comply with those terms in the future.  But under New York
      law, a fraudulent misrepresentation cannot be based on a
      claim that a party failed to accurately predict the future
      conduct of another.

  (2) The Court has already ruled, after extensive fact-finding,
      that the APA did not contain knowing misrepresentations
      about the terms of the deal, including the description of
      assets that would and would not be sold to Barclays.  That
      ruling, contained in the Sale Order and affirmed in the
      Rule 60(b) proceedings, is binding on JPMorgan.

  (3) JPMorgan has failed to plead facts demonstrating that
      Messrs. Lowitt and Tonucci knew their statements about
      Barclays "support[ing] LBI" that week were false.
      JPMorgan's general allegations about Lowitt and Tonucci
      being part of negotiations fall far short of establishing
      this element.

Mr. Quinn also asserted that JPMorgan also cannot establish
scienter for LBHI, a then-bankrupt entity operating on behalf of
its creditors, to commit a fraud that would leave LBHI exposed to
a multibillion dollar guaranty claim purportedly secured by
collateral held by JPMorgan.  All JPMorgan can state is that LBHI
wanted the Barclays Sale to go through but it cannot identify a
rational incentive for LBHI to want the sale to go through in the
manner alleged, i.e. by committing a fraud on a company holding
billions of dollars of its collateral purporting to secure the
very losses that would result from the supposed fraud, he noted.

These same issues, and others raised by LBHI, infect the
remaining counterclaims for fraudulent concealment, fraudulent
inducement, and aiding and abetting fraud, Mr. Quinn argued.
JPMorgan, he complained, also fails to plead the additional
elements of those claims, especially when it comes to
establishing that LBHI had a duty to disclose information to
JPMorgan.  After all, LBHI was not a party to any relevant
contract with JPMorgan and did not itself engage in any tri-party
repurchase transactions, he asserted.  The absence of a duty to
disclose only supports the fact that these claims, to the extent
they are valid, would have been against Barclays -- not LBHI --
if not for the releases contained in the settlements between
Barclays and JPMorgan, he further asserted.

A lawyer for JPMorgan said the claims of LBHI against the bank
must be decided by a district court and not by a bankruptcy
court.

In a court filing, Paul Vizcarrondo Jr., Esq., at Wachtell Lipton
Rosen & Katz, in New York, said the claims are "legally
indistinguishable from the state-law tortious-interference
counterclaim in Stern," referring to the Supreme Court case known
as Stern v. Marshall.

Mr. Vizcarrondo further said that LBHI's claims under the
Bankruptcy Code to avoid or recover pre-bankruptcy transfers and
alleged setoffs cannot be determined by a bankruptcy court,
pointing out that those claims are not different from other
Lehman claims that fall outside the claims-allowance process.

In court papers, LBHI countered that nothing in the Stern case
imposes a "blanket prohibition" against bankruptcy courts
deciding common law claims on a final basis.

"The Stern court left untouched the bankruptcy courts' authority
to enter final judgments on common law claims and claims arising
under the Bankruptcy Code if those claims stem from the
bankruptcy itself or would necessarily be resolved in the claims
allowance process," the company said.

LBHI and JPMorgan submitted court papers on the issue of whether
the Stern case requires the lawsuit to be in federal district
court upon instruction from Judge James Peck of the U.S.
Bankruptcy Court for the Southern District of New York, who
oversees the lawsuit.

Assuming the lawsuit remains in bankruptcy court, a trial is not
scheduled until August 2012.  Both sides have the right to file
motions in April to dispose of the suit one way or the other if
there are sufficient undisputed facts so a trial is not required,
according to an August 8, 2011 report by Bloomberg News

LBHI filed an $8.6 billion lawsuit against JPMorgan early last
year to recover billions of dollars that the bank allegedly
seized as collateral.  JPMorgan, which served as LBHI's main
clearing bank in the 2008 financial crisis, allegedly threatened
to discontinue its services unless the company posted excessive
collateral.

In a related development, Judge Peck signed off the revised
scheduling order, which sets a timetable for the conduct of
investigation and the filing of court papers in connection with
the lawsuit.  A full- text copy of the order is available without
charge at:

  http://bankrupt.com/misc/LBHI_JPMorgan4thAmSchedOrder.pdf

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LEHMAN BROTHERS: LBI Trustee Says Citi Should Repay $1-Bil.
-----------------------------------------------------------
James Giddens, the trustee overseeing the liquidation of
Lehman Brothers Inc., maintained that Citigroup Inc. must repay
the $1 billion that it seized from the brokerage since it is not
protected by so-called "safe harbor" law governing securities
transactions.

The statement came after Citigroup and its subsidiaries called
for the dismissal of the lawsuit filed by the trustee, arguing
that the safe harbor provisions protect the $1 billion setoff.

Mr. Giddens sued Citigroup to recover the funds, which LBI posted
as collateral to ensure that Citibank N.A. would continue
providing clearing services for the brokerage firm's foreign
exchange transactions.  The funds were deposited with Citibank as
security for any resulting exposure to LBI.  When LBI, however,
requested the return of the funds, Citibank said it had set the
deposit off against other obligations owed by the brokerage firm
to the bank.

Mr. Giddens further said that the proposed dismissal of his
lawsuit must be denied since the arguments raised by Citigroup
are "fact intensive and cannot be ruled upon without proper
development of the evidence."

In a separate filing, the LBI Trustee and the Citibank Entities
entered into a confidentiality stipulation and protective order
to protect the confidentiality of sensitive information contained
in materials to be exchanged during the discovery period of the
adversary proceeding.

                    About Lehman Brothers

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

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

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

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

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

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

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

               International Operations Collapse

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

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

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


LIQUIDMETAL TECHNOLOGIES: Scott Gillis Elected to Board
-------------------------------------------------------
Liquidmetal Technologies Inc. announced Scott Gillis has been
elected to serve on the Board of Directors of the Company.
Mr. Gillis is currently a Senior Vice President, Finance, of
SunAmerica Financial Group, specializing in retirement savings and
investment product services.

In addition, Mr. Gillis serves on the boards of directors of five
additional insurance companies including, Western National Life
Insurance, Variable Annuity Life Insurance, SunAmerica Life
Insurance, SunAmerica Annuity and Life Insurance, and First
SunAmerica Life Insurance Company.  Mr. Gillis began his career at
SunAmerica Life as Director of Audit and worked through the ranks
becoming CFO in 2004.  In 2011 he was named a Senior Vice
President of the SunAmerica Financial Group.  Mr. Gillis has also
served in managerial financial positions with Price Waterhouse and
Company, Siemens Energy and Automation, and Integrated Circuits,
along with memberships in several CPA organizations nationwide.

Mr. Abdi Mahamedi, Liquidmetal Technologies Board Chairman
commented, "Mr. Gillis' background working in multi-million dollar
companies in the financial industry and extensive experience in
the financial sector makes him a valuable resource for our
company."

Mr. Gillis succeeds board member Robert Biehl who recently
resigned as a Company Director.

                   About Liquidmetal Technologies

Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies,
Inc. and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries.   The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.

The Company classifies operations into two reportable segments:
Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys.

Choi, Kim & Park LLP, in Los Angeles, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern, following the 2010 financial results.  The Company
has experienced losses from continuing operations during the last
three fiscal years and has an accumulated deficit of $165,879 as
of Dec. 31, 2010.  Net cash provided by continuing operations for
the year ended Dec. 31, 2010 was $10,080.  At Dec. 31, 2010,
working capital deficit was $14,180.  As of Dec. 31, 2010, the
Company's principal source of liquidity is $5,049 of cash and
$1,731 of trade accounts receivable.

The Company's restated statement of operations reflects a net loss
of $4.69 million on $30.27 million of revenue for the year ended
Dec. 31, 2010, compared with net income of $251,000 on $16.94
million of revenue during the prior year.

The Company's balance sheet at March 31, 2011, showed $14.23
million in total assets, $42.91 million in total liabilities and a
$28.68 million total shareholders' deficiency.


LYMAN LUMBER: Aug. 25 Bid Protocol Hearing Set; Buyer Offers $22MM
------------------------------------------------------------------
The Bankruptcy Court will hold a hearing at 10:00 a.m. on Aug. 25,
2011, in St. Paul, Minnesota, to consider approval of procedures
that will govern the sale of Lyman Lumber Company and its
affiliates' assets.

When they filed for bankruptcy, the Debtors had in hand a term
sheet with SP Asset Management, LLC, a unit of Steel Partners
Holdings L.P., to serve as stalking horse bidder for the assets.
New York City-based Steel Partners is a diversified holding
company that owns and operates businesses in a variety of
industries.

The cash portion of the Steel Partners deal is $22 million subject
to a positive or negative dollar-for-dollar working capital
adjustment and reduction by the outstanding amount of all assumed
obligations secured by mortgages.

The Term Sheet contemplates the sale of certain "Acquisition
Assets" including (a) assets used in Minnesota and Wisconsin
operations, (b) certain contracts and leases to be designated by
the Stalking Horse, (c) real property developed by Lyman
Development and Lyman Properties, (d) foreclosed real property of
Construction Mortgage Investors Co., (e) loan receivables of
Construction Mortgage Investors Co., and (f) proceeds from certain
litigation claims realized by the Debtors.

The Stalking Horse will also assume only these liabilities: (a)
all ordinary course accounts payable; (b) liabilities arising
after closing under so-called "Designated Contracts and Leases"
that will be identified in the asset purchase agreement -- with
cure costs to be paid by the Debtors; and (c) liabilities secured
by mortgages on real estate where the Acquisition Assets.

The Steel Partners' deal won't include the Debtors' businesses
located in Washington State as well as some other assets in
Minnesota, Wisconsin, and North Carolina.  The Debtors will bring
separate motions to address the sale or other disposition of these
assets.

At the Aug. 25 hearing, the Debtors will ask the Court to:

     -- establish the deadline for submitting competing bids;
     -- schedule the auction date;
     -- schedule a further hearing to approve the sale or sales
        and rejection or assumption and assignment of contracts
        and leases.

Objections and responses to the procedure sale procedures are due
Aug. 20.

The closing will occur as soon as practicable and permitted based
on Bankruptcy Court orders.  However, the Term Sheet provides that
in the event that the sale transaction with the Stalking Horse is
not closed within 75 days after the entry of the order approving
the Bidding Procedures, the Stalking Horse will have the option to
terminate the sale transaction and be entitled to immediate
reimbursement of expenses, subject to a $750,000 cap.

In addition, if the Debtors do not consummate the sale with the
Stalking Horse through no fault of the Stalking Horse, then the
Stalking Horse will be entitled to a break-up fee and immediate
payment of the Expense Reimbursement in an aggregate amount not to
exceed the Cap.

The Debtors said the Steel Partners deal will save roughly 775
jobs held by current employees.

On Feb. 12, 2009, the Debtors completed a global restructuring,
recapitalization, and refinancing.  The Debtors operated after the
Restructuring under a series of more restrictive credit agreements
with their lender bank group, ultimately resulting in the Tenth
Amended and Restated Credit Agreement dated Jan. 27, 2011.

Because the Tenth Amended and Restated Credit Agreement greatly
reduced the Debtors' borrowing capacity, contained numerous
covenants designed to encourage the Debtors to refinance their
borrowing, and matured after six months, the Debtors immediately
began to seek loans from new lenders, both traditional and non-
traditional.  From February 2011 through June 2011, the Debtors
met with numerous potential lenders but could not find a lender
that was agreeable to terms that made the Debtors economically
viable.

In June 2011, the Debtors, upon consultation with their Boards of
Directors and advisors decided to evaluate all options for the
Debtors, including marketing the Debtors and their assets for sale
on a going concern basis to maximize value of the assets for the
benefit of all of the creditors. It was contemplated that the sale
of the Debtors and their assets would be consummated through a
sale in bankruptcy. The Debtors engaged BGA Management, LLC d/b/a
Alliance Management to develop and execute a sale process and
marketing strategy for the Debtors' assets on an expedited basis
in order to maximize the value for the benefit of the Debtors'
stakeholders and constituents.

As of August 4, 2011, the Debtors owed their Prepetition Lenders
roughly $19,027,000.

                         About Lyman Lumber

Lyman Lumber Company sells building supplies, such as framing
beams, roofing materials, siding and drywall to residential
builders.  The 113-year old company and several affiliates sought
Chapter 11 petition (Bankr. D. Minn. Lead Case No. 11-45190) on
Aug. 4, 2011.  Judge Dennis O'Brien presides over the cases.
James L. Baillie, Esq., and Sarah M. Gibbs, Esq., at Fredrikson &
Bryon, P.A., serve as bankruptcy counsel.  Lyman Lumber estimated
$50 million to $100 million in assets and $100 million to $500
million in debts.  The petition was signed by James E. Hurd,
president and chief executive officer.

The affiliates that filed for Chapter 11 are: Lyman Holding
Company; Automated Building Components, Inc.; Building Material
Wholesalers; Carpentry Contractors Corp.; Construction Mortgage
Investors Co.; Lyman Development Co.; Lyman Lumber of Wisconsin,
Inc.; Lyman properties LLC; Mid-America Cedar, Inc.; Woodinville
Lumber, Inc.; and Woodinville Construction Services LLC.

BGA Management, LLC d/b/a Alliance Management, which developed and
executed a sale process and marketing strategy for the Debtors'
assets, may be reached at:

          James Cullen
          ALLIANCE MANAGEMENT
          Carlson Towers 110
          601 Carlson Parkway
          Minneapolis, MN 55305
          Tel: 952-475-2225
          http://www.alliancemgmt.com/


MANISTIQUE PAPERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Manistique Papers, Inc.
        453 S. Mackinac Avenue
        Manistique, MI 49854

Bankruptcy Case No.: 11-12562

Type of Business: The Debtor operates a landfill in Manistique,
                  Michigan, whereby residuals resulting from
                  paper production are deposited.

Chapter 11 Petition Date: Aug. 12, 2011

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Kevin J. Carey

Debtor's Counsel: Daniel B. Butz, Esq.
                  Eric D. Schwartz, Esq.
                  MORRIS, NICHOLS, ARSHT & TUNNELL LLP
                  1201 N. Market Street
                  18th Floor
                  Wilmington, DE 19801
                  Tel: (302) 575-7348
                  Fax: (302) 658-3989
                  E-mail: dbutz@mnat.com
                  E-mail: eschwartz@mnat.com

Estimated Assets: $10 million to $50 million

Estimated Debts:  $50 million to $100 million

The petition was signed by Jon Johnson, general manager.

Debtor's List of 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
WM Recycle America, L.L.C.         Trade Debt         $2,329,796
700 East Butterfield Rd
STE 460
Houston, TX 77002

Cloverland Electric Cooperative    Trade Debt         $1,460,553
2916 W M-28
Dafter, MI 49724

Continental Paper Grading Co.      Trade Debt           $552,706
1623 S Lumber St.
Chicago, IL 60616
Louis Padnos Iron & Metal          Trade Debt           $453,386
Company
185 West 8th St.
Holland, MI 49423

Hydrite Chemical Co.               Trade Debt           $445,159
300 N Patrick Blvd
Brookfield, WI 53008

C. Reiss Coal Company              Trade Debt           $405,257
aka Koch Minerals, LLC
4111 East 37th St North
Wichita, KS 67220

Federal International, Inc.        Trade Debt           $398,533
7935 Clayton Road
Saint Louis, MO 63117-1369

River Valley Paper Company         Trade Debt           $385,795
120 East Mill Street
P.O. Box 1911
Akron, OH 44309-1911

Niagara Logistics, Inc.            Trade Debt           $342,390
7073 US-2 & 41 M35
Gladstone, MI 49837

Aurora Specialty Chemistries       Trade Debt           $281,049
Corporation
1520 Lake Lansing Rd.
Lansing, MI 48912

City Carton Company, Inc.          Trade Debt           $261,869
3 East Benton St
Iowa City, IA 52240

Voith Paper Fabric & Roll          Trade Debt           $259,817
System Inc.
2200 North Roener Rd
Appleton, WI 54912

Marcells Paper & Metal, Inc.       Trade Debt           $259,413
4221 West Ferdinand
Chicago, IL 60624

Kard Recycling Service, Inc.       Trade Debt           $241,812

Metro Recycling Solutions          Trade Debt           $233,921

Pioneer Paper Stock Co., Inc.      Trade Debt           $229,593

Flom Corporation                   Trade Debt           $226,453

West Allis Salvage Co.             Trade Debt           $181,766

WEGO Chemical & Mineral Corp.      Trade Debt           $171,958

BASF Corporation                   Trade Debt           $118,134


MARCAL PAPER: NexBank Escapes $7MM Judgment in Orix Contract Suit
-----------------------------------------------------------------
Pete Brush at Bankruptcy Law360 reports that a Texas appeals court
reversed a $7 million judgment in favor of Orix Finance Corp. on
Thursday, ruling the financier didn't prove it had suffered any
loss in its contract suit against NexBank SSB over money lent to
Marcal Paper Mills Inc.

According to Law360, the appeals court's ruling reversed the 68th
Judicial District Court, which found in 2010 that Orix had been
damaged when NexBank, a Dallas-based private banker, accepted
equity in exchange for the balance owed on a $50 million second
lien term loan issued to Marcal.

Based in Elmwood Park, New Jersey, Marcal Paper Mills Inc. --
http://www.marcalpaper.com/-- was a privately-held business of
producing finished paper products.  It filed for chapter 11
protection (Bankr. D. N.J. Case No. 06-21886) on Nov. 30, 2006.

Attorneys at Andora & Romano, LLC; Cole, Schotz, Meisel, Forman &
Leonard, P.A.; Windels, Marx, Lane & Mittendorf, LLP; Lowenstein
Sandler PC; and Charles V. Bonin, Esq., represent the Debtor as
counsel.  The Debtors selected Logan and Company Inc. as claims
agent.  In its schedules filed with the Court, the
Debtor disclosed total assets of $178,626,436 and total debts of
$178,890,725.


MASHANTUCKET PEQUOT: Bottom Bondholders Could Lose 65% in Deal
--------------------------------------------------------------
Mike Spector, writing for The Wall Street Journal, reports that
people familiar with the matter said the Mashantucket Pequot
Tribal Nation, which owns Foxwoods Resort Casino in Ledyard,
Conn., has been trading legal documents with banks and
bondholders, including Bank of America Corp., this summer in the
hopes of clinching a deal to restructure more than $2 billion in
debt the tribe can no longer afford.

According to the Journal, people familiar with the matter say the
Pequots' debt restructuring is the largest among Indian tribes
that run casinos in the U.S.  Sources told the Journal that in the
deal under discussion:

     -- the tribe's debt burden would remain high, at about
        $1.5 billion;

     -- creditors would, for the most part, avoid huge losses.
        The deal would give creditors new debt with more-lenient
        repayment terms and earmark some cash for the tribe;

     -- lenders led by Bank of America and Wells Fargo & Co. would
        exchange roughly $650 million on a credit line due last
        year for two new loans that would together total that
        amount. One would come due in five years and the other in
        seven years, with interest rates of about 6% and 8%,
        respectively.

     -- a group of senior bondholders who are owed about
        $550 million would get new debt in that amount not due
        for 13 years, paying interest around 6%;

     -- bondholders behind them owed $380 million would get new
        debt worth about 72% of their original investment, due in
        roughly 18 years;

     -- bondholders owed $575 million at the bottom of the tribe's
        debt waterfall would get $193 million or so in new debt, a
        loss of more than 65%. It wouldn't mature for 23 years;
        and

     -- the latter two groups of bondholders would also get a
        "residual cash right" -- a security giving them the right
        to receive more cash should business at Foxwoods improve
        enough over time.

The Journal notes the tribe owes about $21 million to Kien Huat, a
company that traces roots to the tribe's first lender, a late
Malaysian gambling mogul. The tribe hopes to eliminate a special
provision paying Kien Huat more than $8 million a year on top of
normal debt payments.

The Journal says representatives for Kien Huat couldn't be reached
for comment.

The Journal relates creditors had little choice but to make
concessions because normal restructuring rules don't apply to
Indian casinos.  The Pequots are a sovereign nation under federal
law, a recognition they received from the government in 1983.
According to the Journal, many experts say that status prevents
them from being forced into bankruptcy protection.  And only
tribes can operate casinos on Indian reservations under federal
law, preventing creditors from seizing Foxwoods's assets and
selling them off as they might with other defaulting borrowers.

If investors thought the Pequot matter "was resolved in a manner
that was reasonable, fair or appropriate, that might, to some
degree, alleviate concerns about lending to tribes," said Keith
Foley, a senior vice president at Moody's Investors Service who
isn't privy to the deal discussions, the Journal says.

People familiar with the matter told the Journal the tribe and
creditors are further along in negotiations than at any point
since its debt crisis arose two years ago.

"We hope that this is certainly done by the end of the year," said
Scott Butera, chief executive of Foxwoods, in an interview,
according to the Journal.  Mr. Butera joined Foxwoods November
last year after his stint with Tropicana Entertainment Inc.

The Journal also notes that other cash-strapped tribes have
reached deals to restructure debts tied to casinos.  The tribe
running Mohegan Sun, a Foxwoods competitor in Connecticut, hopes
to refinance a chunk of its $1.6 billion in debt in the coming
months.


MCCLATCHY CO: BNP Paribas Discloses 6.6% Equity Stake
-----------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, BNP Paribas,S.A.,London Branch, disclosed
that it beneficially owns 3,962,364 shares of common stock of
The McClatchy Company representing 6.6% of the shares outstanding.
As reported by the TCR on June 1, 2011, BNP Paribas disclosed
beneficial ownership of 5.3% of the shares outstanding.  A full-
text copy of the filing is available for free at:

                        http://is.gd/VCJd1l

                     About The McClatchy Company

Sacramento, Calif.-based The McClatchy Company  (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach.  The websites offer users
comprehensive news and information, advertising, e-commerce and
other services.  Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company's balance sheet at March 27, 2011, showed
$3.04 billion in total assets, $2.82 billion in total liabilities,
and $220.13 million in stockholders' equity.

                          *     *     *

In February 2010, Moody's Investors Service upgraded The McClatchy
Company's Corporate Family Rating to Caa1 from Caa2, Probability
of Default Rating to Caa1 from Caa2, and senior unsecured and
unguaranteed note ratings to Caa2 from Caa3, concluding the review
for upgrade initiated on January 27, 2010.  The upgrades reflect
McClatchy's improved liquidity position and reduced near-term
default risk following completion of the company's refinancing,
and its ability to stabilize EBITDA performance through
significant cost reductions.  The rating outlook is stable.

In the May 12, 2011, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Sacramento,
Calif.-based The McClatchy Co. to 'B-' from 'B'.  "The downgrade
reflects our expectation that continued declines in advertising
revenues will outweigh the company's cost reduction measures,
resulting in steadily rising debt leverage over the intermediate
term despite some modest debt reduction that will likely occur
over the near term," said Standard & Poor's credit analyst Harold
Diamond.  The 'B-' corporate credit rating on Sacramento, Calif.-
based McClatchy reflects Standard & Poor's expectation that
advertising revenues will decline at a high-single-digit% rate in
2011, and EBITDA will fall at a mid-double-digit pace.

As reported by the Troubled Company Reporter on Feb. 8, 2011,
Fitch Ratings has upgraded the Issuer Default Rating of the
McClatchy Company to 'B-'.  The Rating Outlook is Stable.  The
revenue declines endured by McClatchy in 2010 were materially
lower than Fitch's expectation.  Fitch had modeled declines in the
mid-teens versus actual declines in the mid-single digits.  While
Fitch expected the company to focus on cost containment, the
company's success exceeded Fitch expectations.  Fitch had expected
EBITDA to decline more than 10% versus actual EBITDA growth in the
mid-single digits.  As a result absolute debt and leverage were
better than Fitch expectations.  Fitch estimates 2010 year end
gross unadjusted leverage of approximately 4.7 times.  Fitch
expects the company will be able to meet its pension funding
obligations and satisfy all of its maturities up to and including
its senior unsecured notes due in 2014 ($169 million balance as of
Sept. 30, 2010).  Also, Fitch does not expect McClatchy will have
any issues meeting its credit agreement financial covenants (under
both Fitch's base and stress cases).


MEDIMEDIA USA: S&P Lowers Corporate Credit Rating to 'CCC+'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Yardley, Pa.-based MediMedia USA Inc. to 'CCC+'
from 'B'.

"At the same time, we lowered our rating on the company's senior
secured credit facility to 'B' from 'BB-'. In addition, we lowered
our rating on MediMedia's senior subordinated notes to 'CCC-' from
'CCC+'. The recovery ratings on the debt are unchanged," S&P
related.

Finally, Standard & Poor's placed all of its ratings on MediMedia
on CreditWatch with developing implications.

"The ratings reflect pharmaceuticals marketing services firm
MediMedia's weak business risk profile and much weaker-than-
expected operating performance, which has resulted in its need to
seek covenant relief," said Standard & Poor's credit analyst
Jeanne Shoesmith. "Furthermore, the ratings reflect our
significant concerns about ongoing weakness in MediMedia's
pharmaceutical marketing business. We view the company's business
risk profile as weak, based on its small, niche position in health
education and services. We also view its financial profile as
highly leveraged. MediMedia's adjusted debt to EBITDA was 7.1x as
of March 31, 2011, consistent with the greater-than-5x leverage
that characterizes a highly leveraged financial risk profile under
our criteria."


MGM RESORTS: Files Form 10-Q, Reports $3.4-Bil. Net Income in Q2
----------------------------------------------------------------
MGM Resorts International filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $3.45 billion on $1.80 billion of revenue for the
three months ended June 30, 2011, compared with a net loss of
$883.47 million on $1.54 billion of revenue for the same period
during the prior year.

The Company also reported net income of $3.36 billion on
$3.31 billion of revenue for the six months ended June 30, 2011,
compared with a net loss of $980.21 million on $3.01 billion of
revenue for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed
$27.21 billion in total assets, $17.17 billion in total
liabilities, and $10.04 billion in total stockholders' equity.

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

                        http://is.gd/YN9YWB

                         About MGM Resorts

MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, Illinois and
Macau.

The Company reported a net loss of $1.44 billion on $6.01 billion
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $1.29 billion on $5.97 billion of revenue during the prior
year.

                          *     *     *

As reported by the Troubled Company Reporter on Oct. 18, 2010,
Standard & Poor's Ratings Services revised its rating outlook on
MGM Resorts to stable from developing.  At the same time, S&P
affirmed all of its existing ratings on MGM, including the 'CCC+'
corporate credit rating.

The 'CCC+' corporate credit rating reflects MGM's significant debt
burden, S&P's expectation for meaningful declines in cash flow
generation in 2010, and the company's weak liquidity position.
While MGM maintains a leading presence on the Las Vegas Strip,
2010 will be another challenging year for the Strip, and prospects
for a meaningful rebound in 2011 are uncertain.  The recent
pricing of the primary offering of common stock has bolstered
liquidity; however, the company's ability to weather the current
downturn and continue to service its debt obligations over the
longer term relies on continued progress toward addressing its
challenging debt maturity schedule, as well as a substantial
rebound in cash flow generation.

The TCR also reported that Fitch Ratings revised the Rating
Outlook for MGM Resorts to Positive following the company's equity
issuance.  In addition, Fitch affirmed the Issuer
Default Rating at 'CCC'.  MGM's 'CCC' IDR continues to reflect a
credit profile with substantial credit risk.  MGM's probability of
default still displays a high sensitivity to an uninterrupted
recovery in the Las Vegas market, significant reliance on a
favorable refinancing and capital markets environment due to its
heavy debt maturity schedule, a highly leveraged balance sheet
despite potential debt reduction from the equity issuance, and a
weak near-term free cash profile.  In addition, MGM's obligation
under the CityCenter completion guarantee continues to escalate,
and Fitch believes the company is currently under-investing in its
properties, which will likely impact asset quality.

As reported by the TCR on March 4, 2011, Moody's upgraded MGM
Resorts International's Corporate Family rating to B3 and its
Probability of Default rating to Caa1.  The upgrade reflects signs
of modest improvement in demand trends in Las Vegas, debt
repayment during 2010 from the proceeds of equity issuances, and
completion of a new multi-year financing package for CityCenter
(MGM's 50% owned project on the Las Vegas Strip.)


MICHIGAN TIMBER: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Michigan Timber & Truss, Inc.
        3401 E. Court Street
        Flint, MI 48506

Bankruptcy Case No.: 11-33801

Chapter 11 Petition Date: August 10, 2011

Court: United States Bankruptcy Court
       Eastern District of Michigan (Flint)

Judge: Daniel S. Opperman

Debtor's Counsel: Dennis M. Haley, Esq.
                  WINEGARDEN, HALEY ET. AL. PLC
                  G-9460 S. Saginaw Street, Suite A
                  Grand Blanc, MI 48439
                  Tel: (810) 579-3600
                  E-mail: ecf@winegarden-law.com

Scheduled Assets: $2,035,727

Scheduled Debts: $4,456,698

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/mieb11-33801.pdf

The petition was signed by Thomas R. VanEvery, president.


MONEYGRAM INT'L: Files Form 10-Q, Reports $26.4MM Income in Q2
--------------------------------------------------------------
Moneygram International, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $26.40 million on $309.95 million of total revenue
for the three months ended June 30, 2011, compared with net income
of $6.84 million on $283.89 million of total revenue for the same
period during the prior year.

The Company also reported net income of $40.45 million on $603.97
million of total revenue for the six months ended June 30, 2011,
compared with net income of $17.66 million on $570.40 million of
total revenue for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $5.08 billion
in total assets, $5.20 billion in total liabilities and a $125.41
million total stockholders' deficit.

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

                        http://is.gd/a3t8gk

                   About MoneyGram International

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

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

                         *     *     *

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


MONEY TREE: Incurs $4.4 Million Net Loss in June 25 Quarter
-----------------------------------------------------------
The Money Tree Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $4.41 million on $2.38 million of interest and fee income for
the three months ended June 25, 2011, compared with a net loss of
$2.33 million on $2.84 million of interest and fee income for the
same period a year ago.

The Company also reported a net loss of $11.88 million on $7.06
million of interest and fee income for the nine months ended
June 25, 2011, compared with a net loss of $7.30 million on $9.23
million of interest and fee income for the same period during the
prior year.

The Company's balance sheet at June 25, 2011, showed $34.86
million in total assets, $92.65 million in total liabilities and a
$57.79 million total shareholders' deficit.

The Company has experienced significant liquidity issues over the
past two years due to significant loan and operating losses and
the lack of net sales in the Company's debt offerings.  Because of
the Company's liquidity issues and the current economic
environment, to preserve cash, the Company significantly reduced
the volume of loans made and implemented tighter risk management
controls on the loans extended beginning in fiscal year 2009,
which continued through June 25, 2011.

These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern for a reasonable
period of time.  Consequently, the Company's operations and other
sources of funds may not provide sufficient available cash flow to
meet the Company's continued redemption obligations if the amount
of redemptions continues at its current pace or the Company
continues to suffer losses and use funds from operations to fund
redemptions.

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

                        http://is.gd/n6excf

                       About The Money Tree

Based in Bainbridge, Ga., The Money Tree Inc.
-- http://themoneytreeinc.com/-- originates direct consumer loans
and sales finance contracts in 91 locations throughout Georgia,
Alabama, Louisiana and Florida.  The Company is also engaged in
sales of merchandise (principally furniture, appliances, and
electronics) at certain finance company locations, and operates
two used automobile dealerships in Georgia.


MORGANS HOTEL: Files Form 10-Q; Incurs $11.8-Mil. in Q2
-------------------------------------------------------
Morgans Hotel Group Co. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $11.80 million on $54.21 million of total revenues for
the three months ended June 30, 2011, compared with a net loss of
$21.50 million on $60.19 million of total revenues for the same
period a year ago.

The Company also reported a net loss of $44.67 million on $108.61
million of total revenues for the six months ended June 30, 2011,
compared with a net loss of $37.61 million on $113.57 million of
total revenues for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $604.36
million in total assets, $655.66 million in total liabilities and
a $51.29 million total deficit.

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

                        http://is.gd/9w9ZPV

                     About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company reported a net loss of $83.64 million on
$236.37 million of total revenues for the year ended Dec. 31,
2010, compared with a net loss of $101.60 million on $225.05
million of total revenues during the prior year.


MPG OFFICE: Files Form 10-Q, Posts $138.6-Mil. Net Income in Q2
---------------------------------------------------------------
MPG Office Trust, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $138.67 million on $86.42 million of total revenue
for the three months ended June 30, 2011, compared with a net loss
of $56.17 million on $88.04 million of total revenue for the same
period a year ago.

The Company also reported net income of $98.68 million on $170.99
million of total revenue for the six months ended June 30, 2011,
compared with a net loss of $30.24 million on $178.17 million of
total revenue for the same period during the prior year.

The Company's balance sheet at June 30, 2011, showed $2.38 billion
in total assets, $3.32 billion in total liabilities and a $939.33
million in total deficit.

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

                        http://is.gd/ioq2wa

                       About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company reported a net loss of $197.94 million on
$406.89 million of total revenue for the year ended Dec. 31 2010,
compared with a net loss of $869.72 million on $423.84 million of
total revenue during the prior year.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.


MSR RESORT: Committee Retains Togut Segal as Conflicts Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of MSR Resort Golf
Course, LLC and its 29 co-debtors seeks to retain Togut, Segal &
Segal LLP as its conflicts counsel, nunc pro tunc to July 18,
2011.

Togut Segal will perform services that are not appropriately
handled by its proposed lead counsel, Alston & Bird LLP, because
of potential or actual conflicts of interest with certain
creditors of the Debtors.  These services include:

     * Assist, advise, and provide services as may be required by
       the Creditors' Committee to investigate the liens and
       security interests held by MetLife and other creditors
       that pose a conflict or potential conflict to Alston &
       Bird, and, if any deficiencies are uncovered that may
       result in a Challenge, pursue the Challenge;

     * Assist, advise, and provide services as may be required by
       the Creditors' Committee to investigate matters that are
       subject to the Challenge Period and commence any
       litigation arising from that investigation;

     * Appear before the Court on behalf of the Creditors'
       Committee in connection with these matters; and

     * Perform other tasks with regard to Alston & Bird conflict
       parties as may be requested by the Creditors' Committee in
       the performance of its duties.

Togut Segal will perform the necessary services in accordance with
its normal hourly rates and policies in effect when the firm
renders the services or incurs the expenses.  The firm's current
hourly rates are:

          Frank A. Oswald, supervising partner         $810
          Partners                              $800 - $935
          Associates                            $215 - $675
          Counsel                                      $715
          Paralegals, law clerks                $145 - $285

Togut Segal does not have any connection with or any interest
adverse to the Debtors, their creditors, equity holders, or any
other party-in-interest, or their attorneys and accountants,
except as may be disclosed by the firm.

Togut Segal assures the Court that it has not represented and will
not represent any parties other than the Creditors' Committee in
these cases or in connection with any matters that would be
adverse to the Creditors' Committee arising from or related to
these Chapter 11 Cases.

Based on the declaration of Frank A. Oswald, a member of Togut
Segal, the Creditors' Committee believes that Togut Segal is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.

                         About MSR Resort

MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc.,
owns a portfolio of eight luxury hotels with over 5,500 guest
rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the
Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort
Hotel & Spa in Maui.

On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc., a joint
venture affiliated with Winthrop Realty Trust, and affiliates of
Capital Trust, Inc.

Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts
before the Jan. 28 foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 by
the Paulson and Winthrop joint venture affiliates.  MSR Resort
Golf Course LLC and its affiliates filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1.
The resorts subject to the filings are Grand Wailea Resort and
Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club
and PGA West, Doral Golf Resort and Spa, and Claremont Resort and
Spa.

James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O.
Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis,
LLP, serve as the Debtors' bankruptcy counsel.  Houlihan Lokey
Capital, Inc., is the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC is the Debtors' claims agent.

The five resorts had $2.2 billion in assets and $1.9 billion in
debt as of Nov. 30, 2010, according to court filings.  In its
schedules, debtor MSR Resort disclosed $59,399,666 in total assets
and $1,013,213,968 in total liabilities.


MT VERNON: Wants Until Sept. 16 to File Schedules and Statement
---------------------------------------------------------------
Mt. Vernon Properties, LLC, asks the U.S. Bankruptcy Court for the
District of Maryland to extend until Sept. 16, 2011, the time to
file its schedules of assets and liabilities and statements of
financial affairs.

The Debtor needs more time to compile information from books,
records, and documents related to the claims of a substantial
number of creditors, well as the Debtor's assets and contracts.
The Debtor relates that it has limited staffing and resources
available to gather, process, and complete the schedules.

Mt. Vernon Properties, LLC, based in Baltimore, Maryland, is the
owner of many parcels of real property located in Baltimore City
that the Debtor operates as multi-family rental properties.  The
Company filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No.
11-24801) on July 18, 2011.  Judge David E. Rice presides over the
case.  Aryeh E. Stein, Esq., at Meridian Law, LLC, in Baltimore,
serves as bankruptcy counsel.  In its petition, the Debtor
estimated assets and debts of $10 million to $50 million.  The
petition was signed by Ronald Persaud, managing member of Mt.
Vernon Properties II LLC, the Debtor's sole member.


MWM CARVER: Court Confirms Plan of Reorganization
-------------------------------------------------
Judge H. Martin Teel has confirmed the First Amended Plan of
Reorganization of MWM Carver Terrace, LLC.

Pursuant to the First Amended Plan, the Debtor expects to pay
Fannie Mae, holders of mechanics liens on the Property SiteTec
Construction Co. and District Electrical Services, Inc., in full
from the sale proceeds at closing on the sale of the Property.
Utility companies the District of Columbia Water and Sewer
Authority ("WASA") and Washington Gas will be paid to the extent
of any postpetition indebtedness from the sale proceeds at Closing
on the sale of the Property to William C. Smith & Co., Inc., for
the purchase price of $12,525,000, cash at closing.

Federal National Mortgage Association ("Fannie Mae"), is owed in
excess of $8 million, secured by the Debtor's Property and the
rental income derived therefrom.

Pending confirmation of the plan, the closing of the sale of the
Property and the Operation Assets to Smith, pursuant to the Sale
Agreement, will occur between 30 days and 65 days after the Sale
Order becomes a Final Order.

Each holder of general unsecured claims will receive cash, plus
interest at the federal judgment rate from the later of the
Petition Date or the date the Claim became liquidated, through the
date on which the Claim is paid in full, paid pursuant to the Plan
and at Closing on the sale of the Property.  Unsecured creditors
are impaired under the Plan.

The holder of the membership interests under will retain her 100%
ownership interests in the Reorganized Debtor.  Upon the payment
in full of all unsecured claims, any remaining Cash on hand will
be distributed to the Reorganized Debtor.

In the event that the Sale Agreement is terminated or the
transactions contemplated in the Sale Agreement do not occur for
any reason, or the Effective Date does not otherwise occur, the
Debtor will have the right to modify the Plan pursuant to Section
1127 of the Bankruptcy Code and all creditors, including, but not
limited to, Fannie Mae expressly reserve the right to support or
oppose the Plan modification.

A copy of the Disclosure Statement for the Debtor's First Amended
Plan of Reorganization filed on July 7, 2011, is available at:

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

                     About MWM Carver Terrace

Washington, DC-based MWM Carver Terrace, LLC, owns a 407-unit
residential apartment building located at 901 21st Street NE, in ,
Washington D.C.  The Property occupies 5.78 acres of land and has
approximately 252,000 square feet of enclosed improvements.  It
filed for Chapter 11 bankruptcy protection (Bankr. D.C. Case No.
11-00168) on March 3, 2011.  Brent C. Strickland, Esq., at
Whiteford, Taylor, & Preston L.L.P., serves as the Debtor's
bankruptcy counsel.  The Debtor estimated its assets at
$10 million to $50 million and debts at $1 million to $10 million.


NEBRASKA BOOK: Can Employ AlixPartners as Restructuring Advisors
----------------------------------------------------------------
The Honorable Peter J. Walsh has approved the application of
Nebraska Book Company, Inc. and its seven co-debtors to employ
AlixPartners, LLP, as their restructuring advisors, nunc pro tunc
to the Petition Date.

The indemnification provisions, as modified, in the engagement
letter are approved.  Among other things, the liability cap as
contained in the Engagement Letter will be unenforceable for the
duration of these Chapter 11 cases.

                   About Nebraska Book Company

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors' restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the petition date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.


NETWORK CN: Incurs $454,798 Net Loss in June 30 Quarter
-------------------------------------------------------
Network CN Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $454,798 on $323,071 of advertising services revenues for the
three months ended June 30, 2011, compared with a net loss of
$915,763 on $724,261 of advertising services revenues for the same
period during the prior year.

The Company also reported a net loss of $1.27 million on $719,774
of advertising services revenues for the six months ended June 30,
2011, compared with a net loss of $1.98 million on $1.10 million
of advertising services revenues for the same period a year ago.

The Company's balance sheet at June 30, 2011, showed $1.28 million
in total assets, $5.59 million in total liabilities and a $4.30
million total stockholders' deficit.

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

                        http://is.gd/w3v1Uz

                          About Network CN

Network CN Inc. (OTC QB: NWCN) -- http://www.ncnmedia.com/-- is
building a multi-media, multi-application out-of-home advertising
network in the key cities of China.  Network CN Inc. was
incorporated in the State of Delaware in 1993 and is headquartered
in Causeway Bay, Hong Kong.

As reported in the TCR on Mar 24, 2011, Baker Tilly Hong Kong
Limited, in Hong Kong SAR, expressed substantial doubt about
Network CN's ability to continue as a going concern, following the
Company's 2010 results.  The independent auditors noted that the
Company has incurred net losses of $2.60 million and
$37.38 million for the years ended Dec. 31, 2010, and 2009,
respectively.  As of Dec. 31, 2010, the Company recorded a
stockholders' deficit of $3.52 million.


NEXSTAR BROADCASTING: Incurs $2.5 Million Net Loss in Q2
--------------------------------------------------------
Nexstar Broadcasting Group, Inc., reported a net loss of $2.58
million on $75.50 million of net revenue for the three months
ended June 30, 2011, compared with a net loss of $9.42 million on
$74.54 million of net revenue for the same period during the prior
year.

The Company also reported a net loss of $8.89 million on $145.45
million of net revenue for the six months ended June 30, 2011,
compared with a net loss of $13.09 million on $143.16 million of
net revenue for the same period a year ago.

Perry A. Sook, Chairman, President and Chief Executive Officer of
Nexstar Broadcasting Group, Inc., commented, "The ongoing
advertising rebound in our markets and Nexstar's effectiveness in
driving new-to-television local direct billings drove our seventh
consecutive quarter of core television advertising revenue growth.
The 4.3% rise in core ad revenue growth, 22.5% increases in e-
Media revenue and 18.4% gain in retransmission fee revenue offset
the reduction in political revenue and led to record second
quarter net revenue and EBITDA."

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

                  About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida.  Nexstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

The Company reported a net loss of $1.81 million on $313.35
million of net revenue for the year ended Dec. 31, 2010, compared
with a net loss of $12.61 million on $251.97 million of net
revenue during the prior year.

                          *     *     *

As reported by the Troubled Company Reporter on Aug. 30, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Nexstar Broadcasting Group to 'B' from 'B-'.  The rating
outlook is stable.

"The 'B' corporate credit rating reflects S&P's expectation that
Nexstar's core ad revenue will continue growing modestly in 2010
and 2011," said Standard & Poor's credit analyst Deborah Kinzer.
The EBITDA growth resulting from the rebound in core advertising,
combined with political ad revenue from the 2010 midterm
elections, should, in S&P's view, enable Nexstar to reduce its
leverage significantly by the end of the year.


NORTEL NETWORKS: Seeks to Employ EFC as Special Irish Counsel
-------------------------------------------------------------
Nortel Networks Inc. and its debtor-affiliates seek to employ the
law firm Eugene F. Collins, as their special Irish counsel in
order to provide advice on issues of Irish law, and to provide
advice and representation relating to the claims of the EMEA
Debtors, nunc pro tunc to June 13, 2011.

On the Petition Date, the Debtors' ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited -- NNL, together with NNC and their affiliates,
including the Debtors, are collectively referred to as "Nortel" --
and certain of their Canadian affiliates commenced a proceeding
with the Ontario Superior Court of Justice under the Companies'
Creditors Arrangement Act (Canada), seeking relief from their
creditors.  Ernst & Young Inc. was appointed by the Canadian Court
as Monitor.

Also on the Petition Date, the High Court of England and Wales
placed 19 of Nortel's European affiliates -- EMEA Debtors -- into
administration under the control of individuals from Ernst & Young
LLP.

The EMEA Debtors have filed over 350 proofs of claim against the
Debtors, including 15 on behalf of Nortel Networks (Ireland)
Limited for undefined amounts.

The Bankruptcy Court set a bar date of June 1, 2011, for the EMEA
Debtors to file their amended proofs of claim.  An extension was
granted and on June 3, 2011, the EMEA Debtors filed an amended
claim on behalf of NN Ireland for $291,169,949.  The Amended Claim
asserts claims under, inter alia, Irish law.

Concurrently with this application, the Debtors are filing a joint
objection and motion to dismiss with respect to the Amended Claim.

As Special Irish Counsel, the Firm will render services,
including:

     * Provide advice and guidance to the Debtors that will allow
       them to evaluate the EMEA Claims;

     * Support Cleary Gottlieb Steen & Hamilton LLP, the Debtors'
       general bankruptcy counsel, in evaluating the EMEA Claims;
       and

     * Provide representation to assist Cleary Gottlieb in
       developing strategies to address the EMEA Claims.

In performing these services, Eugene F. Collins has instructed an
external barrister to act as a testifying expert witness for the
Debtors in connection with the EMEA Claims Objection.

The Debtors and the Firm have agreed to these hourly rates:

          Partners                                  Euro400
          Associates, junior attorneys     Euro70 - Euro250

Value Added Tax will be added to the rates, if applicable, at a
rate of 21%.  The Firm will also seek reimbursement of expenses.

The Firm has not represented and does not have any connection with
the Debtors, their creditors, their insiders, their shareholders,
their attorneys or accountants, or any other parties-in-interest
in any matters relating to the Debtors and their estates, the
Debtors inform the Court.

The Debtors believe that Eugene F. Collins does not hold or
represent any interest adverse to the Debtors or their estates and
that the Firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.

                       About Nortel Networks

Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was
once North America's largest communications equipment provider.
It has sold most of the businesses while in bankruptcy.

Nortel Networks Corp., Nortel Networks Inc., and other affiliated
corporations in Canada sought insolvency protection under the
Companies' Creditors Arrangement Act in the Ontario Superior Court
of Justice (Commercial List).  Ernst & Young was appointed to
serve as monitor and foreign representative of the Canadian Nortel
Group.

The Monitor sought recognition of the CCAA Proceedings in the
U.S. by filing a bankruptcy petition under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10164).  Mary
Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll &
Rooney PC, in Wilmington, Delaware, serves as the Chapter 15
petitioner's counsel.

Nortel Networks Inc. and 14 affiliates filed separate Chapter 11
petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009.
Judge Kevin Gross presides over the case.  James L. Bromley, Esq.,
at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.  Fred S. Hodara, Esq.,
at Akin Gump Strauss Hauer & Feld LLP, in New York, and
Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, represent the Official Committee of
Unsecured Creditors.

Certain of Nortel's European subsidiaries also made consequential
filings for creditor protection.  On May 28, 2009, at the request
of the Administrators, the Commercial Court of Versailles, France
ordered the commencement of secondary proceedings in respect of
Nortel Networks S.A.  On June 8, 2009, Nortel Networks UK Limited
filed petitions in this Court for recognition of the English
Proceedings as foreign main proceedings under chapter 15 of the
Bankruptcy Code.

Nortel Networks divested off key assets while in Chapter 11.
Nortel has raised $3.2 billion by selling its operations as it
prepares to wind up a two-year liquidation due to insolvency.

In June 2011, Nortel added US$4.5 billion to its cash pile after
agreeing to sell its remaining patent portfolio to Rockstar Bidco,
LP, a consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July.

Nortel Networks has filed a proposed plan of liquidation in the
U.S. Bankruptcy Court.  The Plan generally provides for full
payment on secured claims with other distributions going in
accordance with the priorities in bankruptcy law.


NORTHERN BERKSHIRE: Can Hire Ropes & Gray and Schwartz Hannum
-------------------------------------------------------------
The Honorable Henry J. Boroff has approved the applications of
Northern Berkshire Healthcare, Inc. and its debtor-affiliates to
employ (i) Ropes & Gray as their counsel, nunc pro tunc to the
Petition Date, and (ii) Schwartz Hannum as their special labor
counsel, nunc pro tunc to the Petition Date.

                About Northern Berkshire Healthcare

Northern Berkshire Healthcare, Inc. is a non-profit healthcare
corporation in northern Berkshire County, Massachusetts.  Together
with its affiliates, Northern Berkshire Healthcare operates the
North Adams Regional Hospital and a visiting nurse association and
hospice in North Adams, Massachusetts.

Northern Berkshire Healthcare, Inc., North Adams Regional
Hospital, Inc., Visiting Nurse Association & Hospice of Northern
Berkshire, Inc., Northern Berkshire Healthcare Physicians Group,
Inc., and Northern Berkshire Realty, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Mass. Case No. 11-31114) on June 13, 2011,
to address their overleveraged balance sheet and effect a
reorganization of their operations.  On the same day, Northern
Berkshire Community Services, Inc., filed a petition for Chapter 7
relief also in the District of Massachusetts bankruptcy court.

Judge Henry J. Boroff presides over the Debtors' cases.  James
Addison Wright, III, Esq., and Steven T. Hoort, Esq., at Ropes &
Gray LLP, serve as the Debtors' bankruptcy counsel.  The Debtors'
Financial Advisors are Carl Marks Advisory Group LLC.  GCG Inc.
serves as claims and noticing agent.

Northern Berkshire disclosed $22,957,933 in assets and
$53,379,652 in liabilities as of the Chapter 11 filing.  The
petition was signed by William F. Frado, Jr., president.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to the official unsecured creditors' committee in the
Debtors' cases.  The Committee tapped Duane Morris LLP as its
counsel, and Huron Consulting Services LLC as its financial
advisor.


OMNICOMM SYSTEMS: F. Montero Quits; J. Seltzer Appointed to Board
-----------------------------------------------------------------
OmniComm Systems, Inc., announced the appointment of Dr. Jonathan
Seltzer to its Board of Directors.

Randall, G. Smith, Chairman and Chief Technology Officer for the
Company, commented, "Dr. Seltzer's appointment is another example
of OmniComm's commitment to develop and maintain a distinguished
Board of Directors, supporting our strategy of becoming the EDC
company of choice to pharmaceutical, biotechnology and medical
device companies.  Jonathan's experience both in the regulatory
aspects of clinical trials and as a clinical investigator add
valuable knowledge and perspective to the Board.  In addition we
believe Jonathan brings a wealth of strategic experience and will
be an excellent resource to the company as it relates to product
strategy across the spectrum of our service offerings."

Dr. Seltzer is president of Applied Clinical Intelligence, LLC.
Prior to his current role, Dr. Seltzer served as Vice President
for Premier Research Worldwide as well as Deputy Director of the
Office of Health Policy at Thomas Jefferson University.  Currently
he serves as  President and chair of the board of trustees of the
Academy of Pharmaceutical Physicians and Investigators, and, on
their behalf,  he serves on the steering committee of the Clinical
Trial Transformation Initiative.  Additionally, he is Director of
Clinical Research at the Main Line Health Heart Center.  Dr.
Seltzer received board-certification in both cardiology and
internal medicine.  He holds a BA from Haverford College, an MBA
and MA from the University of Michigan, and an MD from the
University of Pennsylvania.  He received postgraduate medical
training at the universities of Michigan, Maryland and Chicago.
He is a Fellow of the American College of Cardiology.

Commenting on his appointment, Dr. Seltzer said "I'm looking
forward to joining OmniComm Systems and contributing to their
impressive growth.  I will try to leverage my experience as an
investigator to ensure that we continue to release cutting-edge
technology and services to meet the evolving needs of the clinical
investigator and research community."

The company announced that in connection with his decision not to
stand for reelection to the board of directors, Fernando Montero
had resigned effective Aug. 4, 2011, as a member of the Board of
Directors.

"Mr. Montero was a respected member of our Board and provided
critical financial insight into our operations as well as helping
guide our strategies in the capital markets," said Cornelis F.
Wit, chief executive officer of OmniComm Systems.  "On behalf of
the entire Board I want to thank Fernando for the valuable service
he has provided the last four years."

Mr. Montero's resignation is not in connection with any known
disagreement with the Company on any matter relating to the
Company's operations, policies or practices.

Meanwhile, the Company held its annual stockholders' meeting on
Aug. 4, 2011.  Stockholders elected Randall G. Smith, Cornelis F.
Wit, Guus van Kesteren and Matthew D. Veatch to the board of
directors to serve until the date of the Company's next annual
meeting until their successors have been elected and qualified.
Stockholders ratified the appointment of Webb & Company, as the
Company's independent auditors.  Moreover, the stockholders
approved a non-binding advisory vote on executive compensation and
approved a proposal to hold a non-binding advisory vote every
year.

                      About OmniComm Systems

Ft. Lauderdale, Fla.-based OmniComm Systems, Inc. (OTC: OMCM.OB)
-- http://www.OmniComm.com/-- provides customer-driven Internet
solutions to pharmaceutical, biotechnology, research and medical
device organizations that conduct life changing clinical trial
research.  OmniComm Systems, Inc has U.S. headquarters in Fort
Lauderdale, Fla. and European headquarters in Bonn, Germany, with
satellite offices in New Jersey and the United Kingdom, as well as
sales offices throughout the U.S. and Europe.

The Company's balance sheet at June 30, 2011, showed $2.8 million
in total assets, $25.4 million in total liabilities, and a
stockholders' deficit of $22.6 million.

Webb & Company, P.A., in Boynton Beach, Fla., expressed
substantial doubt about OmniComm Systems' ability to continue as a
going concern, following the Company's 2010 results.  The
independent auditors noted that the Company has a net loss
attributable to common shareholders of $3,335,869, a negative cash
flow from operations of $1,953,919, a working capital deficiency
of $9,400,947 and a stockholders' deficiency of $17,814,029.


PHILADELPHIA ORCHESTRA: Asks Court for More Time to File Plan
-------------------------------------------------------------
Carla Main at Bloomberg News reports that The Philadelphia
Orchestra asked the court to extend the time when it may be the
only one to file a reorganization plan.  The orchestra, in its
first request for an extension, asked to have until Nov. 12 to
file a plan and until Jan. 12 to solicit support for it.

According to the report, the orchestra said in court papers that
"revenues and going concern value have steadily declined over the
past several years like countless performing arts enterprises."
Since the Chapter 11 filing, the orchestra has "made significant
progress in administering" the Chapter 11 case, it said.  More
time is needed because resolving employee benefits and union
contracts will require "intense and lengthy negotiations," the
orchestra said.

                  About the Philadelphia Orchestra

The Philadelphia Orchestra -- http://www.philorch.org/-- claims
to be among the world's leading orchestras.  Bloomberg News says
the orchestra became the first major U.S. symphony to file for
bankruptcy protection, surprising the music world.

Previous conductors include Fritz Scheel (1900-07), Carl Pohlig
(1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80),
Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and
Christoph Eschenbach (2003-08).  Charles Dutoit is currently chief
conductor, and Yannick Nezet-Seguin has assumed the title of music
director designate until he takes up the baton as The Philadelphia
Orchestra's next music director in 2012.

The Philadelphia Orchestra Association, The Academy of Music of
Philadelphia, Inc., and Encore Series, Inc., filed separate
Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to
11-13100) on April 16, 2011.  Judge Eric L. Frank presides over
the case.  The Philadelphia Orchestra Association is being advised
by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal,
its financial advisor.  Curley, Hessinger & Johnsrud serves as its
special counsel.  In its petition, Philadelphia
Orchestra estimated $10 million to $50 million in assets and
debts.

Encore Series, Inc., tapped EisnerAmper LLP as accountants and
financial advisors.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
seven members to the official committee of unsecured creditors in
the Debtors' case.  Reed Smith LLP serves as the Committee's
counsel.

The orchestra at the start of the Chapter 11 case said it needed
relief from pension obligations, a new lease with the Kimmel
Center where it performs, and a new union contract with musicians.


POWER CONTRACTING: G. Reinert and Trustee Can Hire Counsel
----------------------------------------------------------
The Honorable Jeffery A. Deller has authorized Debtor Gary L.
Reinert, Sr., to employ Donald R. Calaiaro and Calaiaro & Corbett,
P.C.  However, the authorization is not being granted pursuant to
Section 327 of the Bankruptcy Code.

The issue of compensation of counsel to Mr. Reinert from the
bankruptcy estate of Gary L. Reinert, Sr. pursuant to Sections 330
and 503 of the Bankruptcy Code will be left for a later date.

Judge Deller has denied the motions to employ counsel by the
Debtors in Power Contracting, Inc., MFPF Inc., Metal Foundations,
LLC, Dressel Associates, Inc., Flying Roadrunner, Inc., and Grille
on 7th, Inc.

In a separate order, Judge Deller approved the application of
Carlota M. Bohm, trustee for Power Contracting, to employ Houston
Harbaugh, P.C., to represent her in this bankruptcy proceeding.

                  About Power Contracting, Inc.

Wildwood, Pennsylvania-based, Power Contracting, Inc., aka Max &
Erma's Restaurant, Inc. filed for Chapter 11 protection (Bankr.
W.D. Penn. Case No. 11-22841) on May 2, 2011.

Debtor affiliate Gary Reinert, operates several companies in the
construction business and the restaurant business.

Debtor-affiliates also sought Chapter 11 protection on May 2, 2011
(Bankr. W.D. Penn Case Nos. 11-22840 - 11-22846).  Calaiaro &
Corbett, P.C. represents the Debtors in their restructuring
efforts.  The Debtors estimated assets and debts at $10 million to
$50 million.


QUICK-MED TECHNOLOGIES: Michael Granito Resigns from Board
----------------------------------------------------------
Michael Granito resigned as the Chairman and a member of the
Company's Board of Directors effective Aug. 2, 2011, due to
personal reasons.

There were no disagreements between Mr. Granito and any officer or
director of the Company as indicated in Mr. Granito's resignation
notification to the Board.

On Aug. 5, 2011, the Board appointed Mr. J. Ladd Greeno, the
Company's Chief Executive Officer, as the Chairman of the Board of
Directors, effective immediately.  Mr. Greeno has already been
serving as a member of the Board of Directors.

                          About Quick-Med

Gainesville, Fla.-based Quick-Med Technologies, Inc., is a life
sciences company focused on developing proprietary, broad-based
technologies in the consumer and healthcare markets.

The Company's balance sheet at March 31, 2011, showed $1.3 million
in total assets, $7.9 million in total liabilities, and a
stockholders' deficit of $6.6 million.

As of March 31, 2011, and as a result of historical operating
losses from prior years, the Company's accumulated deficit was
$24.2 million.

As reported by the TCR on May 25, 2011, Daszkal Bolton LLP, in
Boca Raton, Fla., expressed substantial doubt about Quick-Med's
ability to continue as a going concern, following the Company's
results for the fiscal year ended June 30, 2010.  The independent
auditors noted that the Company has experienced recurring losses
and negative cash flows from operations for the years ended June
30, 2010, and 2009, and has a net capital deficiency.


QWEST COMMUNICATIONS: Incurs $26 Million Net Loss in June 30 Qtr.
-----------------------------------------------------------------
Qwest Communications International Inc. filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q reporting a net loss of $26 million on $2.77 billion of total
operating revenues for the three months ended June 30, 2011,
compared with net income for its predecessor entity of $158
million on $2.93 billion of total operating revenue for the same
period during the prior year.

The Company also reported net income for its predecessor entity of
$211 million on $2.84 billion of total operating revenues for the
three months ended March 31, 2011, and net income for its
predecessor entity of $196 million of $5.89 billion of total
operating revenues for the six months ended June 30, 2010.

The Company's balance sheet at June 30, 2011, showed $31.28
billion in total assets, $19.06 billion in total liabilities and
$12.22 billion in total stockholders' equity.

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

                       http://is.gd/ExDIUa

                     About Qwest Communications

Based in Denver, Colorado, Qwest Communications (NYSE: Q) --
http://www.qwest.com/-- offers residential customers a new
generation of fiber-optic Internet service, high-speed Internet
solutions, as well as digital home phone, wireless service
available through Verizon Wireless and DIRECTV services.  Qwest is
also the choice of 95% of Fortune 500 companies, offering a
full suite of network, data and voice services for small
businesses, large businesses, government agencies and wholesale
customers.  Additionally, Qwest participates in Networx, the
largest communications services contract in the world, and is
recognized as a leader in the network services market by leading
technology industry analyst firms.

                           *     *     *

Qwest carries a 'Ba1' corporate family and probability of default
ratings from Moody's and has 'BB' issuer credit ratings from
Standard & Poor's.

"Our high debt levels pose risks to our viability and may make us
more vulnerable to adverse economic and competitive conditions, as
well as other adverse developments," the Company said in its Form
10-K for the year ended Dec. 31, 2009.  At Dec. 31, the Company's
consolidated debt was approximately $14.2 billion.  Approximately
$5.8 billion of its debt obligations come due over the next three
years.  This amount includes $1.265 billion of our 3.50%
Convertible Senior Notes due 2025, which it may elect to redeem at
any time on or after Nov. 20, 2010 and holders may require the
Company to repurchase for cash on Nov. 15, 2010.

Fitch Ratings is maintaining the Rating Watch Positive on the
'BB' Issuer Default Rating assigned to Qwest Communications
International, Inc. and its subsidiaries.  Concurrently, Fitch
has affirmed the 'BBB-' issue rating assigned to Qwest's
$1.035 billion senior secured credit facility and the senior
unsecured debt issued by Qwest Corporation.  Approximately
$13.1 billion of debt outstanding as of June 30, 2010, including
$7.9 billion of debt outstanding at QC, is affected by Fitch's
action.


REID PARK: Can Employ Creative Hospitality as Expert Witness
------------------------------------------------------------
Reid Park, L.L.C. has sought and obtained authorization from the
U.S. Bankruptcy Court for the District of Arizona to employ Doris
Parker of Creative Hospitality Investment Consulting as an expert
witness on behalf of the Debtor for an evidentiary hearing.  Ms.
Parker will be retained as an "as needed consultant."

Ms. Parker will charge the Debtor her typical $350 hourly rate for
services plus full payment of related, out-of-pocket expenses.

The Debtor believes that assumption of a certain management
agreement is in the best interests of creditors and the estate and
must present evidence to the Court to support this belief.  The
Debtor relies on Ms. Parker's extensive experience and background
in the hospitality industry that give her requisite knowledge to
testify to the quality of the management services and appropriate
management fees provided by Transwest Properties, Inc.

The Debtors believes that it must retain Transwest Properties as
property manager in order to successfully reorganize.

                    About Reid Park Properties

Reid Park Properties LLC is the owner of the Doubletree Hotel
Tucson located in South Alernon Way in Tucson, Arizona.  The nine-
story property has 287 rooms. It was purchased for $31.8 million
in 2007 by an affiliate of Transwest Properties Inc.

Reid Park filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
11-15267) on May 26, 2011.  According to its bankruptcy petition,
Reid Park has $52 million in liabilities and $14 million in
assets.  The Law Offices of Eric Slocum Sparks, P.C., serves as
its legal counsel.

The U.S. Trustee Christopher Pattock said that an official
committee of unsecured creditors has not been appointed because an
insufficient number of persons holding unsecured claims against
the debtor have expressed interest in serving on a committee.


REGAL ENTERTAINMENT: Files Form 10-Q, Posts $34.8MM Income in Q2
----------------------------------------------------------------
Regal Entertainment Group filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
net income of $34.80 million on $753.30 million of total revenues
for the quarter ended June 30, 2011, compared with net income of
$4.70 million on $730.70 million of total revenues for the quarter
ended July 1, 2010.

The Company also reported net income of $11.10 million on $1.32
billion of total revenues for the two quarters ended June 30,
2011, compared with net income of $21.10 million on $1.45 billion
of total revenues fort the two quarters ended July 1, 2010.

The Company's balance sheet at June 30, 2011, showed $2.36 billion
in total assets, $2.90 billion in total liabilities and a $538.30
million total deficit.

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

                        http://is.gd/dEVU17

                   About Regal Entertainment Group

Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE:
RGC) -- http://www.REGmovies.com/-- is the largest motion picture
exhibitor in the world.  Regal's theatre circuit, comprising Regal
Cinemas, United Artists Theatres and Edwards Theatres, operates
6,739 screens in 545 locations in 38 states and the District of
Columbia.  Regal operates theatres in 43 of the top 50 U.S.
designated market areas.

                           *     *     *

Regal Entertainment carries 'B1' corporate family and probability
of default ratings from Moody's Investors Service, 'B+' issuer
default rating from Fitch Ratings, and 'B+' corporate credit
rating from Standard & Poor's Ratings Services.

Moody's said in February 2011 that Regal's B1 CFR reflects the
trade-offs between the relative stability and the small magnitude
of the company's cash flow stream.  With no change expected in
either parameter, and with very good liquidity, the rating outlook
is stable.

S&P said in February that the rating reflects S&P's view that the
company's aggressive financial policies will likely cause leverage
to remain elevated over the intermediate term.  Furthermore,
Regal's revenue and EBITDA trends are highly dependent on the
performance of the U.S. box office.  Other rating factors include
the company's participation in the mature and highly competitive
U.S. movie exhibition industry, exposure to the fluctuating
popularity of Hollywood films, and the long-term risk of increased
competition from the proliferation of entertainment alternatives.


REGAL PLAZA: Seeks to Employ Justmann as Real Estate Appraisers
---------------------------------------------------------------
Regal Plaza, LLC seeks to employ Mark S. Justmann and the firm
Justmann & Associates, Inc. as its real estate appraisers, nunc
pro tunc to March 8, 2011.

Justmann has provided services to the bankruptcy estate and has
incurred fees amounting to $8,339.  The Debtor also asks the U.S.
Bankruptcy Court for the District of Nevada to allow payment of
interim compensation to Justmann pursuant to Section 330 of the
Bankruptcy Code and Rule 2016 of the Federal Rules of Bankruptcy
Procedure for the period March 8 through April 8, 2011.

Justmann will provide real estate appraisal services in this
Chapter 11 case.  Specifically, Justmann will provide expert
testimony regarding the appraisals of the Debtor's real property
located at 5803, 5831, 5855 West Craig Road, Las Vegas, Nevada.
Justmann may also provide these services:

     * Additional appraisal services regarding the Debtor's
       property as necessary for the completion and verification
       of its schedules and statements, disclosure statement,
       plan confirmation hearing, and valuation hearings; and

     * Testimony regarding these appraisals and valuations in
       conjunction with the Debtor's confirmation hearing.

The Debtor relates that the scope of Justmann's services may be
modified from time to time.

Based on the declaration of Mark S. Justmann, the firm and its
professionals do not hold or represent, and have not previously
held or represented, any interest adverse to the Debtor's estate.
Justmann is a disinterested person within the meaning of Section
101(14) of the Bankruptcy Code.

                      About Regal Plaza, LLC

Las Vegas, Nevada-based Regal Plaza, LLC, owns a shopping center
in Las Vegas, Nevada.  The shopping center was originally
constructed in 2000 on 5.72 acres which are operated as the Regal
Plaza.  There is 56,097 square feet of rentable space,
approximately 22,510 square feet are currently occupied and 23,187
square feet are currently being improved for tenants with signed
leases.  The Company filed for Chapter 11 bankruptcy protection
(Bankr. D. Nev. Case No. 10-26707) on Sept. 1, 2010.  Lenard E.
Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, in Las
Vegas, Nev., represents the Debtor as counsel.  In its schedules,
the Debtor disclosed $10,815,564 in assets and $8,592,879 in
liabilities as of the Petition Date.


RIDGE PARK: Seeks to Employ Levene Neale as Bankruptcy Counsel
--------------------------------------------------------------
Ridge Park Office, LLC seeks to employ Levene, Neale, Bender, Yoo
& Brill L.L.P. as its bankruptcy counsel, effective as of the
Petition Date.

As Bankruptcy Counsel, Levene Neale will render services
including:

     * advising the Debtor with regard to the requirements of the
       Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules, and
       the Office of the U.S. Trustee as they pertain to the
       Debtor;

     * advising the Debtor with regard to certain rights and
       remedies of its bankruptcy estate and the rights, claims,
       and interests of creditors;

     * representing the Debtor in any proceeding or hearing in the
       Bankruptcy Court involving its estate unless the Debtor is
       represented by other special counsel;

     * prepare and assisting the Debtor in the preparation of
       reports, applications, pleadings, and orders;

     * representing the Debtor with regard to obtaining use of
       cash collateral;

     * assisting the Debtor in the negotiation, formulation,
       preparation, and confirmation of a plan of reorganization
       as well as the preparation and approval of a disclosure
       statement; and

     * performing any other services as appropriate in its
       representation of the Debtor during this case.

Levene Neale will charge for its services in accordance to its
standard hourly rates, which the firm will cap at $500 per hour.
The firm will also seek reimbursement of expenses.  The firm's
current hourly rates are:

               Attorneys             $275 - $595
               Paraprofessionals            $195

The Debtor paid a sum of $26,039 to Levene Neale before the
Petition Date in connection with preparing for and commencing the
Debtor's Chapter 11 bankruptcy case and in contemplation of the
Debtor's case.  The Retainer was paid pursuant to a capital
contribution made to the Debtor from Redhawk Communities, Inc.,
which transferred the sum directly to Levene Neale.  The Debtor is
wholly owned by Redhawk Communities.

The unused portion of the Retainer remaining at the time of the
Debtor's bankruptcy filing is an advanced fee payment retainer,
which will be maintained by Levene Neale in a segregated trust
account.  To assist Levene Neale in its own cash flow needs, the
Debtor also asks the Court for authority to draw down against the
remaining Retainer on a postpetition basis for all fees and
expenses incurred by the firm during this Chapter 11 case.

Levene Neale does not believe that its concurrent representations,
past representations, and potential future concurrent
representations of the Debtor's affiliates and the Debtor create
any conflict of interest for the firm or prevent it from
representing the Debtor in an unbiased and professional manner.

According to Levene Neale, if any dispute arises between the
Debtor and Redhawk Communities related to a certain loan, the firm
will not represent any of these parties in connection with their
disputes, or with regard to any other claims between and among
these affiliates.  Levene Neale informs the Court that it will not
represent any party other than the Debtor in connection with this
Chapter 11 case.

Levene Neale disclosed that Todd A. Frealy, a partner at the firm,
is a panel trustee for the Central District of California,
Riverside Division.  The Debtor does not anticipate that Mr.
Frealy will provide any services to the Debtor.

Based on the declaration of Ron Bender, Esq., a managing partner
of Levene Neale, the firm does not hold or represent any interest
materially adverse to the Debtor or its estate.  Levene Neale
attests that it is a disinterested person as the term is defined
in Section 101(14) of the Bankruptcy Code.

                     About Ridge Park Office

Temecula, California-based Ridge Park Office, LLC, filed for
Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-33683) on
July 22, 2011, represented by Krikor J. Meshefejian, Esq., at
Levene, Neale, Bender, Yoo & Brill LLP.  In its petition, the
Debtor estimated $10 million to $50 million in both assets and
debts.  The petition was signed by Paul Garrett, president of
Redhawk Communities, Inc.

Ridge Park affiliates that have separately filed Chapter 11
petitions are: RCI Regional Grove, LLC (Case No. 11-22055) filed
on April 12, 2011; Diaz Road Properties, LLC (Case No. 11-28473)
and RCI Rio Nedo, LLC (Case No. 11-28470) both filed on June 6,
2011; and Woods Canyon Associates L.P. (Case No. 11-32418) filed
on July 11, 2011.   The Ridge Park case was originally assigned to
Judge Catherine E. Bauer but was later moved to Judge Scott C.
Clarkson, who oversees the affiliates' cases.

Secured lender CSMC 2006-C5 Better World Limited Partnership is
represented by:

          H. Mark Mersel, Esq.
          BRYAN CAVE LLP
          3161 Michelson Drive, Suite 1500
          Irvine, CA 92612-4414
          Telephone: (949) 223-7000
          Facsimile: (949) 223-7100
          E-mail: mark.mersel@bryancave.com


RIM DEVELOPMENT: Textron Wants Trustee to Replace Management
------------------------------------------------------------
Textron Financial Corporation asks the U.S. Bankruptcy Court for
the District of Kansas to appoint a Chapter 11 Trustee pursuant to
Sections 1104(a) and 105(a) of the Bankruptcy Code for the
management of the bankruptcy estate of RIM Development, LLC.

"A responsible fiduciary immediately must be placed in firm
control of the management of RIM Development, LLC, its bankruptcy
estate and the process to sell [the] Debtor's assets embodied in
that certain Motion and proposed Sale Order. . . The abject
failure of [the] Debtor's principals to cooperate with the Sale
Process jeopardizes the value preserved for the Debtor's estate
and creditors by the Sale Process," John W. McClelland, Esq., at
Armstrong Teasdale LLP, in Kansas City, Missouri, contends.

Mr. McClelland adds that unless prompt action is taken, the
Debtor's estate and creditors "face substantial, and completely
preventable, losses."

On Aug. 13, 2010, the Bankruptcy Court entered an order finding
that three proposed plans of reorganization put forth by the
Debtor were not confirmable and that the Debtor did not have a
reasonable possibility of confirming a plan of reorganization in a
reasonable time.  The Aug. 13, 2010 Order also granted Textron
Financial relief from stay to proceed with foreclosure against all
of the real property of the Debtor in the Riley County District
Court.

Having consulted with numerous real estate professionals
concerning the best method of disposition of the Property as well
as with counsel for the Debtor, CoreFirst Bank and other
significant creditors, Textron Financial proposed an agreement
relating to a Section 363 sale process.  The Debtor, however, has
failed and refused to proceed with the Sale Process, Mr.
McClelland says.

Mr. McClelland asserts that (i) the Debtor's poor performance
establishes a basis to appoint a Chapter 11 Trustee; (ii) the
Debtor's failure to pay tax obligations establishes cause to
appoint a Chapter 11 Trustee; and (iii) the Debtor's conduct
requires immediate appointment of a Chapter 11 Trustee.

Mr. McClelland relates that the Debtor's counsel has informed
Textron Financial that the "Debtor will refuse to authorize the
filing of the motion for the Sale Process unless TFC releases each
of the Debtor's principals from the judgments entered against them
on their personal guaranties."

The Sale Process under Section 363 provides significant benefits
to the Debtor's estates, Mr. McClelland tells the Court.  Any
concern regarding the attendant costs of an appointment of a
Chapter 11 Trustee should be minimal given the substantial value
that would be lost if the sales process were not conducted.  He
maintains that the Sale Process, sale procedures, and the support
of the secured creditors is the "only avenue" open to achieve
going concern value for the Debtor's Property.

Roca, Nebraska-based RIM Development, LLC, sought Chapter 11
protection (Bankr. D. Kan. Case No. 10-10132) on Jan. 22, 2010.
Susan G. Saidian, Esq., at Case, Moses, Zimmerman and Martin,
P.A., in Wichita, Kansas, represents the company.  The Debtor
disclosed $20.2 million in assets and $11.6 million in liabilities
in its Amended Schedules of Assets and Liabilities delivered to
the Bankruptcy Court in March 2010.


RIO RANCHO: Seeks Determination of Value of Property
----------------------------------------------------
To enable it to properly characterize and treat claims and liens
against its property, Rio Rancho Super Mall, LLC asks the U.S.
Bankruptcy Court for the Central District of California for an
order:

   (i) Determining the value of the Debtor's property commonly
       known as the Rio Rancho Super Mall located at 25073 -
       25211 Sunnymead Boulevard, Moreno Valley, California, to
       be not less than $8,060,000, as of the Petition Date; and

  (ii) Determining the priority and status of alleged liens on
       the Property.

The Debtor owns, manages, and operates the Property that is
utilized as an indoor swap-meet and retail mall.  The Property
comprises approximately 100,000 square feet of space that
accommodates up to 87 commercial tenants.

The rents derived from the operation of the Property are the
Debtor's primary source of income.  The Debtor presently has 63
retail tenants who are supposed to be paying an aggregate total
monthly rent of $109,343.  However, due to the current economic
downturn and recession, many tenants are experiencing financial
hardship and are unable to make full or timely rent payments.  The
Debtor's monthly income dramatically declined, requiring it to
seek Chapter 11 protection, Thomas E. Kent, Esq., at The Law
Offices of Lee & Kent, in Los Angeles, California, relates.

The Property was appraised twice.  On April 14, 2011, Tupper W.
Lienke, MAI of Hampstead Appraisal Company, on behalf of the
Debtor, appraised the Property, concluding that the "As Is" Fee
Simple Value of the Property as of April 14 was $7,900,000.  On
June 14, 2011, the Property was appraised by Christopher Chen of
Crest Consulting, LLC, on behalf of Wilshire State Bank,
concluding that the "As Is" Market Value of the Property as of
June 7 was $8,060,000.

Based on the Lienke Declaration, the differential in valuation
between the Lienke Appraisal and the WSB Appraisal is most likely
due to minor differences in interpreting and analyzing market
data.  Mr. Lienke states that a 10% margin of error is within
industry standards in commercial appraisals and that the WSB
Appraisal is well within the margin of error.

The Debtor has decided to accept the WSB Appraisal and the "As Is"
valuation of the Property as being $8,060,000, based upon the
conclusions of its appraiser Mr. Lienke, that the WSB Appraisal is
accurate.

The Debtor purchased the Property for $8,900,000 in 2005.  The
appraised value of the Property is more than $2,000,000 less than
the aggregate amount of alleged liens.  The Debtor is indebted to
Wilshire State Bank, among others, pursuant to a certain secured
promissory noted, dated Apr. 6, 2006, in the original principal
amount of $10,422,000.  WSB has filed a purported secured proof of
claim for $9,995,393 based on the WSB Loan Documents.  The Debtor
does not dispute the validity or amount of the WSB Claim; however,
the Debtor disputes the fact that the WSB Claim is fully secured.

Seeing that the value of the Property was no greater than
$8,060,000 as of the Petition Date, even assuming arguendo that
WSB is owed the full amount of its claim, it cannot pursuant to
Section 506(a)(1) of the Bankruptcy Code hold a secured claim
valued in excess of the value of the Property, Mr. Kent points
out.

As a consequence and in order for the Debtor to property
categorize and treat the alleged liens and encumbrances in its
plan of reorganization, Mr. Kent says that it is necessary for the
Court to grant the relief requested.

The Debtor also asks the Court to determine the status of these
claims to be:

     * Riverside County Tax Collector -- secured claim;

     * WSB -- partially secured to the extent of the value of the
       Property and partially unsecured claim for the balance;

     * Pacific City Bank -- general unsecured;

     * Saehan Bank -- general unsecured;

     * BFG Company -- general unsecured;

     * Butterfield Valley Partners -- general unsecured; and

     * Lamar Advertising -- general unsecured.

Moreno Valley, California-based Rio Rancho Supermall, LLC, owns,
manages and operates a commercial property known as the Rio Rancho
Super Mall that is utilized as an indoor swap-meet and retail
mall.  It filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 11-16835) on March 2, 2011.  Thomas E. Kent, Esq.,
who has an office in Los Angeles, California, serves as the
Debtor's bankruptcy counsel.  The Debtor disclosed $7,691,584 in
assets and $12,253,866 in debts as of the Chapter 11 filing.


RQB RESORT: Sawgrass Marriott May Face Competing Plan
-----------------------------------------------------
Carla Main at Bloomberg News reports that Sawgrass Marriot Resort
faces a challenge to its status as the lone party in the
bankruptcy that may file a reorganization plan.  Marriott
International Inc. on Aug. 10 asked the U.S. Bankruptcy Court in
Jacksonville, Florida, to terminate the resort's exclusivity and
give the hotel franchisor permission to file its own plan.

According to the report, Marriott International said, "The
bankruptcy case has gone on too long and cost too much money."
Allowing Marriott International to sponsor a plan "will equitably
fulfill the purpose behind" the right of first refusal in its
franchise agreement with Sawgrass and avoid a $10 million damage
claim against the resort for breaching the provision, Marriott
International said in court papers.  Marriott International said
in a filing that it will bring a motion to compel the resort to
assume or reject the franchise agreement.

Separately, the resort, the report relates, on Aug. 11 obtained
for the sixth time court permission to continue using cash
collateral, subject to certain limitations.

Sawgrass can use the cash for a 13-week period ending Nov. 25,
U.S. Bankruptcy Judge Paul M. Glenn wrote in an order.

Goldman Sachs Mortgage Co., the resort's lender, was granted
"additional security interests and liens" against Sawgrass,
Judge Glenn said, according to the report.

                         About RQB Resort

RQB Resort LP and RQB Development LP own Florida's Sawgrass
Marriott Resort, the site of the U.S. PGA Tour's Tournament
Players Championship.

Ponte Vedra Beach, Florida-based RQB Resort, LP, aka Sawgrass
Marriott Resort & Cabana Club, filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 10-01596) on March 1, 2010.
The Company's affiliate -- RQB Development, LP, aka Sawgrass
Marriott Golf Villas & Spa -- filed a separate Chapter 11
petition.  Cynthia C. Jackson, Esq., at Smith Hulsey & Busey, in
Jacksonville, Fla., represents the Debtors.  The Company estimated
its assets and debts at $100 million to $500 million in its
Chapter 11 petition.


RYLAND GROUP: To Offer 3 Million Common Shares Under Plans
----------------------------------------------------------
The Ryland Group, Inc., filed with the U.S. Securities and
Exchange Commission Form S-8 registration statements registering 3
million shares of common stock to be offered under The Ryland
Group, Inc. 2011 Equity and Incentive Plan and 176,000 shares of
common stock to be offered under The Ryland Group, Inc. 2011 Non-
Employee Director Stock Plan. Full-text copies of the prospectus
are for free at:

                       http://is.gd/rlYLIa
                       http://is.gd/kQGIdq

The Company also filed post-effective amendment to deregister
certain securities originally registered pursuant to the
Registration Statement on Form S-8, with respect to shares of the
Company's common stock, par value $1.00, thereby registered for
offer or sale pursuant to The Ryland Group, Inc. 2006 Non-Employee
Director Stock Plan and The Ryland Group, Inc. 2008 Equity
Incentive Plan.  A total of 150,000 shares were registered for
issuance under the Company's 2006 Plan and a total of 2,988,013
shares were registered for issuance under the Company's 2008 Plan.

No future awards will be made under the 2006 and 2008 Plans.

                        About Ryland Group

Headquartered in Calabasas, California, The Ryland Group, Inc.
(NYSE: RYL) -- http://www.ryland.com/-- is one of the nation's
largest homebuilders and a leading mortgage-finance company.
Since its founding in 1967, Ryland has built more than 285,000
homes and financed more than 240,000 mortgages.  The Company
currently operates in 15 states and 19 homebuilding divisions
across the country and is listed on the New York Stock Exchange
under the symbol "RYL."

The Company's balance sheet at June 30, 2011, showed $1.57 billion
in total assets, $1.05 billion in total liabilities and $513.79
million in total equity.

                           *     *     *

As reported by the Troubled Company Reporter on June 21, 2010,
Fitch Ratings has affirmed Ryland Group, Inc.'s ratings -- Issuer
Default Rating at 'BB'; and Senior unsecured debt at 'BB'.  The
Rating Outlook has been revised to Stable from Negative.

Ryland Group carries Moody's "Ba3" corporate family rating, "Ba3"
probability of default rating, "Ba3" senior unsecured notes
rating, and "SGL-2" speculative grade liquidity rating.  Ryland
Group carries Standard & Poor's Ratings Services' 'BB-' corporate
credit and senior unsecured note ratings.


SACRAMENTO DISTRICT POSTAL: DFI Closes and Liquidates Firm
----------------------------------------------------------
The California Department of Financial Institutions disclosed that
Sacramento District Postal Employees Credit Union (SDPECU) was
closed and ordered to be liquidated, citing inadequate capital.
SDPECU was a privately insured, state-chartered credit union based
in Sacramento.

SDPECU's member deposits are safe.  Member accounts are insured
for up to $250,000 per account by American Share Insurance.

American Share Insurance (ASI) was appointed the liquidating agent
of SDPECU by the DFI.  ASI has arranged the transfer of SDPECU's
member share accounts to Southern California Postal Credit Union.
SDPECU members can visit the Southern California Postal Credit


SAVANNAH OUTLET: Court Temporarily Denies Case Dismissal Plea
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Georgia
denied, on an interim basis, Comm 2006-C8 Gateway Boulevard LP's
request to dismiss the Chapter 11 case of Savannah Outlet Shoppes,
LLC.

A continued hearing on the case dismissal request will be assigned
to coincide with a hearing on confirmation of the Debtor's plan.

Comm 2006-C8 claims to hold a first priority debt deed on the
Debtor's real estate securing a claim of approximately
$9.5 million.

According to Comm 2006-C8, the Debtor's case is essentially a two
party case and that the Debtor has taken too long to file a
chapter 11 plan and disclosure statement.

In response, the Debtor pointed to monthly operating reports
showing that Comm 2006-C8 has received approximately $470,000
during the case pursuant to a cash collateral order.  That very
near equals the amount necessary to fund a full amortization of
Comm 2006-C8's claim pursuant to the terms of the Debtor's now-
filed plan.

The Court concluded that the Debtor must be given an opportunity
to confirm a plan.

A review of the Debtor's schedules shows that there is a 2nd
priority debt deed on the Debtor's real property in favor of
another lender, some tax claims and approximately $52,000 in
general unsecured debt.  This is not a two-party case, and other
creditors would be hurt if the case were dismissed and Comm 2006-
C8 be allowed to foreclose.

                About Savannah Outlet Shoppes, LLC

Claremont, California-based Savannah Outlet Shoppes, LLC, owns and
operates a business related to the management and leasing of a
commercial shopping center located in Savannah, Georgia.

Savannah Outlet filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Ga. Case No. 10-42135) on Oct. 4, 2010.  Karen F. White,
Esq., at Cohen Pollock Merlin & Small PC, represents the Debtor.
The Debtor estimated assets and debts at $10 million to
$50 million.


SHAMROCK-SHAMROCK: Wants Coldwell Banker's Services Terminated
--------------------------------------------------------------
Shamrock-Shamrock, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Florida to terminate Coldwell Banker Surfcoast
Realty, Inc., as real property manager.

Pursuant to the July 25, 2011, order, Surfcoast was authorized to
act as property manager for the Debtor's residential and
commercial properties.

The Debtor relates that its principal has notified Surfcoast that
it has been terminated and that the contract is no longer in the
best interest of the estate.

                    About Shamrock-Shamrock Inc.

Daytona Beach, Florida-based Shamrock-Shamrock Inc. owns 70
parcels of Florida real property.  It filed for Chapter 11
protection (Bankr. M.D. Fla. Case No. 11-07061) on May 10, 2011.
Judge Arthur B. Briskman presides over the case.  The Law Offices
of Mickler & Mickler serves as bankruptcy counsel.  The Debtor
disclosed $12,904,154 in assets and $17,021,201 in liabilities.
In the original schedules, the Company disclosed assets of
$12,284,976 and liabilities of $17,021,201, owing on mortgages to
a variety of lenders.


SHAMROCK-SHAMROCK: Hires Mickler as Counsel, Ranto as Accountant
----------------------------------------------------------------
The Honorable Arthur B. Briskman has authorized Shamrock-Shamrock,
Inc. to employ (i) Bryan K. Mickler and the law firm Law Offices
of Mickler and Mickler as its attorneys, and (ii) Sue Ranto of
Ranto Accounting and Consulting Services, Inc., as its accountant.

The Court has also authorized the payment of a general retainer to
Mr. Mickler.  Counsel is directed to deposit the general retainer
in a trust account.  Counsel may bill against the retainer on a
monthly basis for its costs and for 70% of its fees as they accrue
without further order, but subject to a final review and approval
by the Court.  After the retainer is depleted, Counsel may file
interim applications for payment of fees and expenses.

Daytona Beach, Florida-based Shamrock-Shamrock Inc. owns 70
parcels of Florida real property.  It filed for Chapter 11
protection (Bankr. M.D. Fla. Case No. 11-07061) on May 10, 2011.
Judge Arthur B. Briskman presides over the case.  The Law Offices
of Mickler & Mickler serves as bankruptcy counsel.


SHELBRAN INVESTMENTS: Wants to Access $100,000 Unsecured Financing
------------------------------------------------------------------
Shelbran Investments, L. P., has asked authorization from the U.S.
Bankruptcy Court for the Middle District of Florida to borrow up
to $100,000 on an unsecured basis from Steven Holgate, a Managing
Member of the Debtor, according to the terms of the draft
Revolving Credit Line Note.

The Debtor will use the proceeds of the loan to ensure its cash
flow while in the Chapter 11 case.  The Debtor would also use the
funding to make any required payments and taxes as necessary.
Without the proposed funding, the Debtor may not be able to make
those payments in the immediate future.

As consideration for the loan, the Debtor would pay interest to
the Lender at a rate equal to the Wall Street Journal Prime Rate.
Repayment of the Note would occur, at the Debtor's option, upon
the latter of (a) on December 31, 2011, or (b) on the effective
date of the Debtor's Plan of Reorganization.  However, payment of
all amounts owing will be due immediately upon the conversion to
Chapter 7 or dismissal of the Chapter 11 case.

Robert Wilcox, Esq., at Brennan, Manna & Diamond, P.L., attorney
for the Debtor, states that the loan is entirely unsecured, and
the interest rate is below the interest rate it would have to pay
in the open market if the Debtor could even qualify to obtain
unsecured credit as a Chapter 11 debtor.  The terms of the Note
are not onerous, and the Debtor believes that the existence of the
borrowed fund will enhance its prospects for a successful
reorganization.

According to Mr. Wilcox, the Debtor will use the credit facility
to provide liquidity for its obligations as a Chapter 11 debtor,
and to pay ordinary obligations as they arise, and to pay case
administration expenses.

Mr. Holgate has previously provided capital funds to the Debtor on
January 27, 2011, March 21, 2011, and April 5, 2011, for a total
of $50,000 as an "Owner Contribution."  Those transactions are
either loans to the Debtor or are injections of equity into the
Debtor.

The United States Trustee opposes the motion to obtain credit and
asserts that the Debtor should be required to present evidence
supporting the need for such post-petition financing and
addressing the concerns raised in this objection.

The United States Trustee objects to the motion to obtain credit
on these grounds:

     a. The Debtor fails to provide any specific information as to
        how the proceeds of the proposed financing will be used or
        a budget reflecting the Debtor's anticipated shortfalls
        for the duration of this case. It should also be noted
        that the Debtor has not filed a plan or disclosure
        statement to date, and it is unclear as to how long this
        case will remain pending.

     b. The Debtor does not specify what portion of the Holgate
        Loans should be treated as equity contributions and what
        portion should be encompassed in the proposed post-
        petition financing.  Without these details, it is
        impossible to determine the precise amount of the
        proposed financing.

     c. The Debtor does not provide any justification for
        requesting that a certain portion of the Holgate Loans be
        approved on a nunc pro tunc basis.  Further, the Debtor
        amended the motion to seek retroactive relief related to
        the Holgate Loans only after the United States Trustee
        filed its Motion to Dismiss raising concerns about these
        Holgate Loans and the Debtor's failure to obtain approval
        for same.

     d. The Debtor received $67,700 in proceeds from an easement
        sale and on June 13, 2011, received from Rita Holgate a
        check for $294,850.  The Debtor explained that these funds
        were payment on a promissory note held by the Debtor.  The
        Debtor's recent receipt of over $360,000 in funds raises
        questions as to the Debtor's need to obtain post-petition
        credit and the extent of the Debtor's anticipated
        operating shortfalls.

     e. The Debtor has failed to provide any information as to its
        efforts to obtain financing from other lenders or as to
        the Debtor's ability to repay the proposed loan.

The U.S. Trustee is represented by:

     Jill Ellen Kelso, Esq.
     Office of the United States Trustee
     135 W. Central Blvd., Suite 620
     Orlando, Florida 32801
     Phone: (407) 648-6301
     Fax: (407) 648-6323
     E-mail: jill.kelso@usdoj.gov

                    About Shelbran Investments

Ocala, Florida-based Shelbran Investments, L. P., filed for
Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 10-
10937) on Dec. 21, 2010.  The Debtor estimated its assets and
debts at $10 million to $50 million.  Robert Wilcox, Esq., and
Emily M. Friend, Esq., at Brennan, Manna & Diamond, P.L.,
represent the Debtor.

The U.S. Trustee for Region 21 said it won't appoint an Official
Committee of Unsecured Creditors of Shelbran Investments because
of an insufficient number of creditors willing or able to serve on
an the committee.


SONOMA VINEYARDS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Sonoma Vineyards Acquisition LLC
        P.O. Box 920
        Forestville, CA 95436

Bankruptcy Case No.: 11-13004

Chapter 11 Petition Date: August 10, 2011

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Alan Jaroslovsky

Debtor's Counsel: Michael C. Fallon, Esq.
                  LAW OFFICES OF MICHAEL C. FALLON
                  100 E St. #219
                  Santa Rosa, CA 95404
                  Tel: (707) 546-6770
                  E-mail: mcfallon@fallonlaw.net

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

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

A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/canb11-13004.pdf

The petition was signed by Christopher O'Neill, managing member.


TC GLOBAL: To Hold Annual Meeting of Stockholders on Sept. 27
-------------------------------------------------------------
TC Global, Inc., filed with the Securities and Exchange Commission
its notice of annual meeting and definitive proxy statement for
the 2011 annual meeting of shareholders, which will be held at the
Museum of Flight, 9404 East Marginal Way South, Seattle,
Washington on Sept. 27, 2011, at 8:00 a.m. Pacific Standard Time.
At the meeting, shareholders will be asked to elect seven
directors to serve on the Board of Directors until the next annual
meeting of shareholders and until their respective successors have
been duly elected and qualified.

As previously disclosed, effective April 1, 2011, the Board
appointed Scott M. Pearson to serve as President and Chief
Executive Officer.  Also effective April 1, 2011, the Board of
Directors elected Mr. Pearson as a director of the Company.

On June 7, 2011, John Fluke, a current director of the Company,
advised the Board of Directors that he had decided to serve out
his current term as a director through the next annual meeting of
shareholders, but that he would not to stand for reelection as a
director at that meeting due to other professional commitments.
As a result, Mr. Fluke's tenure as a director of the Company will
end upon the election of directors at the annual meeting of
shareholders to be held on Sept. 27.

                          About TC Global

TC Global, Inc., dba Tully's Coffee, is a specialty coffee
retailer and wholesaler.  Through company owned, licensed and
franchised specialty retail stores in Washington, Oregon,
California, Arizona, Idaho, Montana, Colorado, Wyoming and Utah,
throughout Asia with Tully's Coffee International, and with its
global alliance partner Tully's Coffee Japan, Tully's premium
coffees are available at nearly 600 branded retail locations
globally, including more than 200 in the United States.  TC Global
also has the rights to distribute Tully's coffee through all
wholesale channels internationally, outside of North America, the
Caribbean and Japan. TC Global's corporate headquarters is located
at 3100 Airport Way S, in Seattle, Washington.  See
http://www.TullysCoffeeShops.com

The Company reported a net loss attributable to TC Global, Inc.,
of $5.21 million on $38.26 million of net sales for the year ended
April 3, 2011, compared with a net loss attributable to TC Global,
Inc., of $5.19 million on $39.57 million of net sales for the year
ended March 28, 2010.

The Company's balance sheet at April 3, 2011, showed $8.47 million
in total assets, $16.40 million in total liabilities and a $7.92
million total stockholders' deficit.

Moss Adams LLP, in Seattle, Washington, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has suffered
recurring losses and has limited working capital to fund
operations.


THINK3 INC: Crucial Hearings Set for Aug. 18 and 25
---------------------------------------------------
Bankruptcy Judge H. Christopher Mott will hold two critical
hearings in the bankruptcy cases involving Think3 Inc:

     -- A hearing on Aug. 25 on the request of Dr. Andrea Ferri,
        in his capacity as trustee and putative foreign
        representative of Think3, to slow down the proposed sale
        of the Debtor's assets to Versata-FC LLC; and

     -- A status conference on Aug. 18 in the Chapter 11 case
        filed by Think3 and the Chapter 15 case filed by the
        Italian Trustee.

The Italian Trustee wants the proposed sale to be heard in
September to give the Court time to consider both the Chapter 11
and Chapter 15 petitions.  The Trustee also asks the Court to
issue a temporary restraining order or preliminary injunction
order staying all proceedings in Think3's Chapter 11 case.

Think3 has been a debtor in corporate reorganization proceedings
under the laws of Italy pending before the Court of Bologna since
March 14, 2011.  Dr. Ferri was appointed to act as Trustee in the
Italian Proceedings and has taken control of Think3's assets and
business affairs in Italy.  Virtually all of Think3's business
affairs and operations are located in Italy.

On July 20, 2011, the Court of Bologna confirmed Think3 as the
only owner of intellectual property rights, definitely denying
Versata FZ-LLC's appeal against the termination of a Technology
License Agreement entered into and between Think3 and Versata on
Oct. 7, 2010.

After failing in Italy, and in direct violation of a stay and
injunction that is automatically in place under the Italian
Bankruptcy Laws -- similar to the "automatic stay" in U.S.
Proceedings -- Versata commenced litigation against Think3 in the
United States.  Versata's actions prompted Think3's U.S.
insolvency professionals to commence the Chapter 11 Case.

In the Chapter 11 case, the Debtor is seeking to assume the
terminated contract and sell assets to Versata.  The Debtor also
is seeking to have customer payments taken from the Italian
Trustee's control and placed in escrow.

The Italian Trustee has said the revenues that the Escrow Motion
attacks are critical to Think3's operations and functioning.  He
added that eliminating that revenue stream will not have an impact
on business in the United States where, in fact, there are
no operations, but will have a negative impact in Italy where
Think3's business is operating.  Dr. Ferri is concerned that the
approach being taken through the Sale Motion and Escrow Motion
will cause serious harm to Think3.

Versata FZ-LLC, Versata Development Group, Inc., Versata Software,
Inc., ESW Capital, LLC, the parent of Think3, and Gensym Cayman
L.P., the DIP Lender, object to the Italian Trustee's request.
Versata said the Italian process is, at best, only a disputed
foreign non-main proceeding, as the Settling Creditors will prove
at trial.

Versata pointed out that the Italian Trustee cavalierly argues
that the Debtor, Rebecca Roof, the Court-approved Chief
Restructuring Officer, the Court itself, and the United States
bankruptcy system are either incapable or unwilling to protect the
Debtor, its estate, and its creditors.  According to Versata, the
Italian Trustee alleges the entirety of the Chapter 11 proceeding
is designed to facilitate Versata's alleged plan to steal the
Debtor's principal asset -- its intellectual property.  Versata
called the Italian Trustee's argument "nonsensical."

The Italian Trustee is also challenging a request in the Chapter
11 case to compel the Trustee produce documents.  The Court will
conduct a hearing on Aug. 18 to consider the Trustee's request to
quash subpoena.

                           About think3

Think3 Inc. develops computer-aided design software.  Think3 has
been a debtor in corporate reorganization proceedings under the
laws of Italy pending before the Court of Bologna since March 14,
2011.  Dr. Andrea Ferri was appointed to act as trustee in the
Italian Proceedings

Think3 sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
11-11252) on May 18, 2011, in Austin, its hometown, three months
after creditors filed an involuntary bankruptcy petition against
the company in a court in Bologna, Italy.  The company didn't
oppose the involuntary bankruptcy.  Rebecca Roof was appointed as
Chief Restructuring Officer.

The Italian trustee filed a Chapter 15 petition (Bankr. W.D. Tex.
Case No. 11-11925) for Think3 in bankruptcy court in Austin on
Aug. 1, claiming she has the right to control the company's
restructuring through the Italian court.

Since the Italian bankruptcy was filed, there have been continuing
disputes over the right to control the company's assets.  ESW
Capital LLC acquired Think3 in September.  The primary debt is a
$23 million tax liability in Italy.

The Italian Trustee is represented by:

          Joel M. Walker, Esq.
          DUANE MORRIS LLP
          Suite 5010, 600 Grant Street
          Pittsburgh, PA 15219-2802
          E-mail: JMWalker@duanemorris.com

               - and -

          Wesley W. Yuan, Esq.
          DUANE MORRIS LLP
          1330 Post Oak Boulevard, Suite 800
          Houston, TX 77056
          Tel: (713) 402-3911
          Fax: (713) 513-5848
          E-mail: wwyuan@duanemorris.com

The Chapter 15 petition estimates Think3's assets and debts to be
between $10 million to $50 million.

Versata FZ-LLC, Versata Development Group, Inc., Versata Software,
Inc., ESW Capital, LLC, the parent of Think3, and Gensym Cayman
L.P., the DIP Lender, are represented by:

         Berry D. Spears, Esq.
         FULBRIGHT & JAWORSKI L.L.P.
         600 Congress Avenue, Suite 2400
         Austin, TX 78701-2878
         Telephone: (512) 536-5246
         Facsimile: (512) 536-4598
         E-mail: bspears@fulbright.com

              - and -

         Zack A. Clement, Esq.
         John D. Cornwell, Esq.
         Camisha L. Simmons, Esq.
         FULBRIGHT & JAWORSKI L.L.P.
         1301 McKinney Street, Suite 5100
         Houston, TX 77010-3095
         Telephone: (713) 651-5151
         Facsimile: (713) 651-5246
         E-mail: zclement@fulbright.com
                 jcornwell@fulbright.com

              - and -

         G. Larry Engel, Esq.
         Vincent J. Novak, Esq.
         Kristin Hiensch, Esq.
         MORRISON & FOERSTER LLP
         425 Market Street
         San Francisco, CA 94105-2482
         Telephone: (415) 268-7000
         Facsimile: (415) 268-7522
         E-mail: lengel@mofo.com
                 vnovak@mofo.com
                 khiensch@mofo.com


TROPICANA ENT: Judge Dismisses NJ Debtors' Chapter 11 Cases
-----------------------------------------------------------
Judge Judith H. Wizmur of the U.S. Bankruptcy Court for the
District of New Jersey dismissed the Chapter 11 cases of Adamar of
NJ In Liquidation, LLC, f/k/a Adamar of New Jersey, Inc., d/b/a
Tropicana Casino & Resort - Atlantic City, and Manchester Mall,
Inc. effective as of August 5, 2011.

The NJ Debtors filed for bankruptcy in April 2009 essentially to
effectuate a sale of substantially all of their assets, which
include the Tropicana Casino and Resort in Atlantic City.  With
the Court's consent, they were able to close the asset sale with
purchasers Tropicana Atlantic City Corp. and Tropicana AC Sub
Corp. on March 8, 2010.

In her August 5, 2011 order, Judge Wizmur directs Cole Schotz,
Meisel, Forman & Leonard, P.A., counsel to the NJ Debtors, to
return the balance of cash held in escrow to the Purchasers after
payment of (i) all allowed fees and costs of Cole Schotz; Pashman
Stien P.C.; and J.H. Cohn LLP; (ii) unpaid and accrued U.S.
Trustee quarterly fees; and (iii) unpaid, undisputed and accrued
invoices of Kurtzman Carson Consultants LLC.

The Professionals will return to the Purchasers the unused balance
of all retainers received from the NJ Debtors before the Petition
Date, Judge Wizmur ruled.  However, she clarified, $10,000 will be
reserved for the fees and costs associated with dissolving Adamar
of NJ In Liquidation, LLC, under applicable state law, the excess
of which will be returned to the Purchasers upon its dissolution.

To the extent a dispute exists as to the unpaid and accrued
invoices of Kurtzman Carson, Cole Schotz will reserve an amount in
escrow necessary to satisfy the disputed invoices until the issue
is resolved.

The NJ Debtors are authorized to take all necessary actions to
effectuate their dissolution.

Notwithstanding any claim filed by the State of New Jersey,
Division of Taxation, and the Department of Labor and Workforce
Development, allowed against the NJ Debtors' estates or asserted
against them, the NJ Debtors are authorized to dissolve Adamar of
NJ In Liquidation, LLC, under applicable state law without the
need
of a tax clearance certificate.

The Court acknowledged that there are no assets remaining in the
NJ Debtors' estates from which to pay priority unsecured claims
and general unsecured claims.

Schedules of the Remaining Priority Unsecured Claims and the
General Unsecured Claims are available at no charge at:

http://bankrupt.com/misc/TropiA_NJOrdRemPrioGUsecClms080511.pdf

The Court further acknowledged that pursuant to their purchase
agreement with the NJ Debtors, the Purchasers are not liable for
priority unsecured claims and general unsecured claims against the
NJ Debtors.

Notwithstanding dismissal of the NJ Debtors' Chapter 11 cases and
Section 349 of the Bankruptcy Code, all holdings and orders
entered in these cases before August 5, 2011, will survive and
remain in full force and effect, Judge Wizmur held.

According to an August 8, 2011 notice of the Order, any discharge
granted to the NJ Debtors is vacated.  All outstanding fees to the
Court incurred by the dismissed NJ Debtors are due and owing and
must be paid.

                   About Tropicana Entertainment

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

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

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

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

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

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

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


TROPICANA ENT: NJ Debtors Advisors File Final Fee Applications
--------------------------------------------------------------
In accordance with the order from Judge Judith H. Wizmur
dismissing the Chapter 11 cases of Adamar of NJ In Liquidation,
LLC, f/k/a Adamar of New Jersey, Inc., d/b/a Tropicana Casino &
Resort - Atlantic City, and Manchester Mall, Inc., the bankruptcy
professionals of the New Jersey Debtors seek from the U.S.
Bankruptcy Court for the District of New Jersey approval of
their final fee applications covering the period from April 27,
2009, through July 31, 2011.

The professionals and their total final fees and expenses, as well
as the amounts allowed to them by the court in previous orders,
are:

                                                       Total
                                                       Allowed
                                 Final       Final     Fees &
                                 Fees      Expenses    Expenses
Professional                   Requested   Requested   to Date
------------                   ----------  ---------  ----------
Cole, Schotz, Meisel, Forman   $1,320,875    $51,862  $1,224,917
& Leonard, PA
Lead bankruptcy counsel
Period: 04/29/09-07/31/11

J.H. Cohn LLP                    $847,638     $5,353    $833,179
Period: 04/27/09 - 07/31/11

Pashman Stein, P.C.              $633,792    $12,608    $610,933
Special counsel
Period: 04/29/09-07/31/11

JH Cohn specifically seeks $40,431 in fees and $19 in expenses for
the sixth interim period covering March through July 2011.  The
other professionals did not specify amounts of fees and expenses
for the last interim period.

JH Cohn also seeks the approval of fees, estimated at $4,500, for
the preparation of the NJ Debtors' federal and state of New Jersey
tax returns for the short period ended December 31, 2010.
Although the work has not yet been performed, those services are
expected to be completed no later than Sept. 15, 2011.  If the
actual amounts of fees and expenses ultimately are less than
$4,500, JH Cohn will seek payment in the lesser amount.

A hearing on the final fee applications has been set for September
20, 2011.

                   About Tropicana Entertainment

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

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

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

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

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

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

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


TROPICANA ENT: Reports $2.71-Mil. Net Loss in Second Quarter
------------------------------------------------------------
Tropicana Entertainment Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting
net loss of $2.73 million on $144.92 million in net revenues for
the three months ended June 30, 2011, compared with net loss of
$1.66 million on $163.54 million in net revenues for the same
period during the prior year.

The Company's balance sheet at June 30, 2011, showed
$835.74 million in total assets, $254.53 million in total
liabilities, and $581.21 million in total shareholders' equity.

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

              http://ResearchArchives.com/t/s?76a9

TEI was formed in May 2009 to acquire certain assets of Tropicana
Entertainment Holdings, LLC, and certain of its debtor affiliates
pursuant to their plan of reorganization under the U.S. Bankruptcy
Code.  TEI also acquired CP Vicksburg, JMBS Casino, LLC and CP
Laughlin Realty, LLC, all of whom were part of the same plan of
reorganization as TEH.  In addition, TEI acquired certain assets
of
Adamar of New Jersey, Inc., an unconsolidated subsidiary of TEH,
pursuant to an amended and restated asset purchase agreement,
including Tropicana Casino and Resort, Atlantic City.  Carl C.
Icahn is the chairman of TEI's board of directors.

                   About Tropicana Entertainment

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

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

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

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

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

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

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


USG CORP: S&P Cuts CCR to 'B' on Liquidity Concerns
---------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on USG Corp. to 'B' from 'B+'.

"At the same time we lowered the issue-level ratings on the
company's $300 million and $350 million senior unsecured notes due
2014 and 2018 to 'BB-' (two notches higher than the corporate
credit rating) from 'BB'. The '1' recovery ratings on these notes,
indicating our expectation of very high (90% to 100%) recovery for
lenders in the event of a default, remain unchanged. We also
lowered the issue-level ratings on USG's two $500 million senior
unsecured note issues due 2016 and 2018, and on its Industrial
Revenue bonds (IRBs), to 'B-' from 'B'. The '5' recovery ratings
on these notes, indicating our expectation of modest (10% to 30%)
recovery for lenders in the event of a default, remain unchanged,"
S&P related.

"The downgrade reflects our expectation that USG's operating
results and cash flow are likely to be strained over the next year
due to the ongoing depressed level of housing starts and still-
weak commercial construction activity," said Standard & Poor's
credit analyst Thomas Nadramia. "It is now more likely, in
our view, that any meaningful recovery in housing starts may be
deferred until late 2012 or into 2013. As a result, the risk that
USG's liquidity in the next 12 to 24 months will continue to erode
(and be less than we incorporated into our prior ratings) has
increased. The ratings previously incorporated a greater
improvement in housing starts, which would have enabled USG to
reduce its negative operating cash flow in 2012 and achieve
breakeven cash flow or better by 2013."

"Our current assumptions project that in 2012, USG is likely to be
cash flow negative to the extent of $175 million to $200 million,
reducing total liquidity to about $700 million by the end of 2012.
Should weak housing starts extend into 2013, it could reduce total
liquidity to less than $500 million. This might strain liquidity,
given the maturity of USG's $300 million of senior notes in August
2014, USG's need to increase investment in capital equipment
because of deferred maintenance (currently at about $50 million
per year), and the company's ongoing annual interest expense of
about $200 million," S&P related.

"Despite negative cash flow from operations of $154 million and a
$182 million decline in cash and marketable securities in the
first half of 2011 (due to normal working capital seasonality and
continued operating losses), we expect USG to have close to break
even cash flow in the second half of 2011. Thus, it will maintain
total liquidity (including availability under credit facilities)
of about $900 million by year end. However, we also expect that
continued losses and working capital requirements in 2012 could
result in another $200 million, or greater, reduction in overall
liquidity. Should the weak level of housing starts continue into
2013, total liquidity could fall to less than $500 million.
Furthermore, incurrence of new debt to bolster liquidity will
add to an already burdensome annual interest requirement of
approximately $200 million, in our view. In addition, increased
borrowings will make it more difficult to achieve reasonable
credit measures for the 'B' rating when markets do recover, given
that total debt (adjusted for leases and post retirement
obligations) currently approximates $3 billion, total adjusted
debt exceeds 30x, and interest coverage is below 1x," S&P related.

The prolonged housing slowdown has hurt the company's operating
results, with shipments of the company's wallboard falling 11% in
the first six months of 2011 to just under 2 billion square feet.
This compares with wallboard shipments of 2.2 billion square feet
in the first six months of 2010. Despite pricing improvement
during this period, continued pressure on selling prices and
margins due to low capacity utilization, estimated at about 50%,
exists across the industry.

As of June 30, 2011, USG's liquidity, which is an underpinning for
the 'B' rating, consisted of $402 million in cash, $323 million of
short- and long-term marketable securities, $167 million of
availability under its $400 million asset-based revolving credit
facility, and a C$30 million credit facility. "We believe this
will be sufficient to meet obligations over the next one to two
years even if housing starts do not materially increase from
current levels, assuming total cash used does not exceed $200
million annually," S&P said.

"The 'B' corporate credit rating on USG reflects the combination
of what we would consider to be the company's weak business risk
profile and highly leveraged financial risk profile. USG's
earnings and cash flow are subject to wide swings, in tandem with
residential construction activity, and the ratings recognize that
the company's credit measures are likely to continue to be
extremely weak due to cyclically poor financial results for at
least the next several quarters," S&P related.

"The negative rating outlook reflects our view of USG's
challenging and uncertain operating environment. Standard & Poor's
believes financial results will remain weak over the next several
quarters, possibly resulting in reduced liquidity and continued
weak credit measures for the rating. Although we currently view
USG's liquidity as strong, the 'B' credit rating is dependent
on maintenance of this significant excess liquidity, particularly
given the rate at which cash could be used over the next 12-24
months. Furthermore, the outlook reflects the potential that USG
could increase debt or sell assets to enhance liquidity. While
this may provide additional financial flexibility in the near term
to weather weak markets, such actions may also require additional
cash resources to service interest, or may reduce the company's
earnings power when markets eventually do recover," S&P said.

"We could lower the rating if USG's operating conditions remain
weak in 2012 because of prolonged low housing starts. This would
forestall any improvement in USG's operating results, resulting in
lower liquidity," S&P related.

Given difficult market conditions and very weak credit measures, a
revision of the outlook to stable is unlikely over the next
several quarters. "However, that could occur if housing starts and
wallboard prices increased sooner and more dramatically than we
expected. This would allow the company to improve earnings rapidly
and reduce leverage to below 10x," S&P said.


WASHINGTON MUTUAL: Equity Committee Taps Securities Lit. Advisor
----------------------------------------------------------------
The Official Committee of Equity Security Holders in the
Chapter 11 cases of Washington Mutual Inc., et al., asks the U.S.
Bankruptcy Court for the District of Delaware for permission to
retain Frank Partnoy as its securities litigation consultant.

The Equity Committee set a Sept. 6, hearing to consider its
request to retain Frank Partnoy.  Objections, if any, are due Aug.
17, at 4:00 p.m.

The Equity Committee engaged Professor Partnoy on June 29, 2011,
to advise the Equity Committee in connection with various
corporate and securities related to the modified sixth amended
plan and insider trading allegations.

Professor Partnoy's standard rate if $850.  In addition to the
hourly rate, Professor Partnoy requires a $40,000 retainer.

Professor Partnoy assures the Court that he is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.

                    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.

Carolyn Cairns was appointed as mediator in the Washington Mutual
(WMI) proceedings.


WASHINGTON MUTUAL: Seeks to Settle Securities Litigation
--------------------------------------------------------
Washington Mutual, Inc. and WMI Investment Corp. ask the U.S.
Bankruptcy Court for the District of Delaware to approve a
stipulation and agreement, dated June 30, 2011, among (i) Ontario
Teachers' Pension Plan Board, lead plaintiff in the consolidated
class action styled In re Washington Mutual, Inc. Securities
Litigation, No. 2:08-md-1919 (MJP)(W.D.Wash.), Lead Case No. C08-
387 (MJP); (ii) defendants Kerry K. Killinger, Thomas W. Casey,
Stephen J. Rotella, Ronald J. Cathcart, David C. Schneider, John
F. Woods, Melissa J. Ballenger -- the Officer Defendants -- Anne
V. Farrell, Stephen E. Frank, Thomas C. Leppert, Charles M.
Lillis, Phillip D. Matthews, Regina Montoya, Michael K. Murphy,
Margaret Osmer McQuade, Mary E. Pugh, William G. Reed, Jr., Orin
C. Smith, James H. Stever, and Willis B. Wood, Jr. -- the Outside
Director Defendants; and (iii) defendant Washington Mutual, Inc.

The Debtors also ask the Court to modify the automatic stay
provided in Section 362(a) of the Bankruptcy Code, to the extent
applicable, to allow payment of the settlement amount in
connection with the Settlement Agreement.

Washington Mutual and the Settling Defendants have denied and
continue to deny the allegations in the Bankruptcy Claims and
Ontario Teachers' Second Amended Consolidated Class Action
Complaint, which allege that the named defendants with respect to
the Exchange Act claims made, or controlled others who made,
materially false and misleading statements about, among other
things, the effectiveness of Washington Mutual's risk management
procedures, the fairness and reliability of the appraisals
received in connection with its loans, the quality of its mortgage
underwriting procedures and its financial results, including the
appropriate allowances for its loan losses, and that these false
and misleading statements caused the prices of Washington Mutual's
securities to be artificially inflated between October 19, 2005,
and July 23, 2008.

Subject to Court approval, the parties to the Settlement Agreement
have agreed to fully resolve and settle, with finality, (i) all of
the claims that were or could have been asserted by the Plaintiffs
or any other Class Members against the Settling Defendants in the
Securities Litigation, and (ii) the Bankruptcy Claims.

The salient terms of the Settlement Agreement include:

     * Subject to certain conditions, the Contributing Insurers
       issuing the Directors' and Officers' Liability Insurance
       Policies will pay $105,000,000 into an interest-bearing
       escrow account for distribution to certain Authorized
       Claimants, net of any taxes, notice and administration
       costs, litigation expenses awarded by the District Court
       and any attorneys' fees awarded by the District Court.
       Until the Bankruptcy Court's approval order becomes final,
       no funds may be withdrawn from the Escrow Account other
       than to pay Taxes.  The Contributing Insurers' payment of
       the Settlement Amount into the Escrow Account will be in
       full satisfaction of the monetary obligations under the
       terms of the Settlement.

     * Upon the effective date, the Lead Plaintiff and all other
       Class Members will be deemed by operation of law to have
       irrevocably, absolutely and unconditionally, fully and
       forever released, waived and dismissed, with prejudice,
       each and every Settled Claim against every Released
       Defendant Party, and will be forever enjoined from
       prosecuting any or all Settled Claims against any Released
       Defendant Party, including the Bankruptcy Claims against
       Washington Mutual.  The Bankruptcy Claims will be
       withdrawn, with prejudice, in their entirety.

A full-text copy of the Settlement Agreement is available at no
charge at:

   http://bankrupt.com/misc/WMItcr_OntarioTeachLitAgr063011.pdf

The hearing for the Bankruptcy Court to consider the motion is set
for September 6, 2011.  Objections are due on or before August 19,
2011, at 4:00 p.m.

The District Court will hold a hearing on November 4, 2011, to
consider whether to enter a judgment (i) approving the Settlement
Agreement in all respects, (ii) dismissing, with prejudice, the
Securities Litigation and all claims asserted against the Settling
Defendants by the Plaintiffs or any other Class Members, and (iii)
permanently enjoining the Lead Plaintiffs and all other Class
Members from bringing any Settled Claims against any Release
Defendant Party, and permanently enjoining all Released Defendant
Parties from bringing any Released Claims by Defendants as to
Plaintiffs against the Lead Plaintiffs, Lead Counsel, any other
Class Members, or their attorneys.

                    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.


* Blameless Trustee Not Barred by Estoppel, Appeals Court Says
--------------------------------------------------------------
Carla Main at Bloomberg News reports that the U.S. Court of
Appeals in New Orleans ruled Aug. 11 that a trustee who has done
no wrong can pursue a judgment that a bankrupt person concealed
during a bankruptcy case, even when the person is barred from
doing so.  The case is Reed v. City of Arlington, 08-11098, 5th
U.S. Circuit Court of Appeals (New Orleans).


* Administration Seeks Rental Options on Foreclosed Homes
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that the Obama administration is
seeking investors' ideas for turning thousands of foreclosed
properties owned by government-backed entities into rental homes.


* Investors Pressure on FDA Over Medical-Device Approvals
---------------------------------------------------------
Dow Jones' DBR Small Cap reports that Venture capitalists are
taking exception to a Food and Drug Administration official's
comments that the agency's cautious approach to approving new
medical treatments boosts consumer confidence in products on the
market and stimulates economic growth.


* BOND PRICING -- For Week From Aug. 8 - 12, 2011
-------------------------------------------------

  Company           Coupon   Maturity  Bid Price
  -------           ------   --------  ---------
AMBAC INC             9.38   8/1/2011   10.00
AMBAC INC             9.50  2/15/2021   13.30
AMBAC INC             7.50   5/1/2023   12.11
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
AMER GENL FIN         5.63  8/17/2011   99.94
AMERICAN ORIENT       5.00  7/15/2015   51.38
BANK NEW ENGLAND      8.75   4/1/1999   13.63
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   55.06
CHAMPION ENTERPR      2.75  11/1/2037    1.50
CIRCUS & ELDORAD     10.13   3/1/2012   87.35
CQB-CALL08/11         8.88  12/1/2015  102.95
CREDIT SUIS USA       5.50  8/16/2011   99.11
DECODE GENETICS       3.50  4/15/2011    0.50
DIAGEO INV CORP       9.00  8/15/2011  100.14
DIRECTBUY HLDG       12.00   2/1/2017   38.25
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  100.00
DUNE ENERGY INC      10.50   6/1/2012   67.25
EDDIE BAUER HLDG      5.25   4/1/2014    5.63
EQR-CALL08/11         3.85  8/15/2026  100.01
EVERGREEN SOLAR      13.00  4/15/2015   37.25
EVERGREEN SOLAR       4.00  7/15/2020   13.00
F-CALL08/11           5.75  2/20/2014   99.68
F-CALL08/11           6.10  2/20/2015   99.25
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   25.00
GREAT ATLA & PAC      6.75 12/15/2012   23.00
GLOBALSTAR INC        5.75   4/1/2028   59.75
HARRY & DAVID OP      9.00   3/1/2013    2.00
ELEC DATA SYSTEM      3.88  7/15/2023   90.50
COCA-COLA ENTER       6.13  8/15/2011   95.79
LEHMAN BROS HLDG      6.63  1/18/2012   24.25
LEHMAN BROS HLDG      5.25   2/6/2012   24.25
LEHMAN BROS HLDG      6.00  7/19/2012   24.00
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      5.75  5/17/2013   22.25
LEHMAN BROS HLDG      5.25  1/30/2014   24.25
LEHMAN BROS HLDG      4.80  3/13/2014   24.50
LEHMAN BROS HLDG      5.00   8/3/2014   25.30
LEHMAN BROS HLDG      6.20  9/26/2014   25.00
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   23.00
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   24.25
LEHMAN BROS HLDG      5.88 11/15/2017   23.00
LEHMAN BROS HLDG      5.70  1/28/2018   22.56
LEHMAN BROS HLDG      5.50  2/19/2018   22.56
LEHMAN BROS HLDG      6.88   5/2/2018   25.13
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   22.63
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   19.78
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
LOCO-CALL08/11       11.75  12/1/2012  104.50
MAJESTIC STAR         9.75  1/15/2011   18.00
MGIC INVT CORP        5.63  9/15/2011  100.20
NEBRASKA BOOK CO      8.63  3/15/2012   56.00
NBC ACQ CORP         11.00  3/15/2013    8.64
NEWPAGE CORP         10.00   5/1/2012   12.00
NEWPAGE CORP         12.00   5/1/2013    2.85
RESTAURANT CO        10.00  10/1/2013   10.00
PMI GROUP INC         6.00  9/15/2016   32.00
PMI CAPITAL I         8.31   2/1/2027    9.00
RIVER ROCK ENT        9.75  11/1/2011   81.00
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   10.30
TOUSA INC             9.00   7/1/2010   20.00
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       7.00  3/15/2013   29.00
TEXAS COMP/TCEH      10.25  11/1/2015   40.00
VIRGIN RIVER CAS      9.00  1/15/2012   51.00
WESCO INTL            1.75 11/15/2026   89.00
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      7.50  2/15/2014   33.75



                           *********

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 ***